Only when I Sleep

Plot Summary: After the penguins blow up her habitat, Alice places Marlene in their habitat until hers is repaired. But when Rico starts to have dreams about Marlene, this sets off a whirlwind of love, jealousy and betrayal that will ultimately lead to Marlene's life hanging in the balance.

Disclaimer: The Penguins of Madagascar is the property of Dreamworks Animation Studios in association with Nickelodeon. I do not claim ownership of The Penguins of Madagascar. Copyright infringement is neither intended nor desirable.

Rated Teen (T) for Mild/Fantasy Violence, and Minor Suggestive Themes

*Prologue*

Come back to take me, quickly, and lead me far away. Purify me with a great fire of divine love, none of the animal kind. You are all soul when you want to be, when you feel it, take me far away from my body.

-Liane de Pougy

"Mhr'leen!" Rico shouted as he woke with a start. He looked around frantically, searching for the source that was the cause of his nightmare. Finding nothing but darkness and Private's slow breathing, Rico lay down on his bunk, still thinking about his nightmare. Oddly, Marlene was in it yet again. This had been going on for a few nights now. He dreamed of monster trucks, robots and fighting, only to have it replaced with images of Marlene.

Closing his eyes, he slowly drifted off to sleep once more, only to hear voices coming from above. Instantly alert, he slowly sprang to the bottom of the ladder. So as not to wake the sleeping Private, he silently made his way up to the fish-bowl entrance. Reaching it, he gradually opened the hatch and made a move to exit, when he instantly froze upon hearing Marlene's voice. Relief washing over him, he turned to go back to bed, but froze once more. What would Marlene be doing out this late? He normally wouldn't even care, but ever since he started dreaming about her, he had to know what she was talking about, and with whom at this late hour.

He caught a few words, but he knew he had to come closer. He edged open the fish-bowl, wanting to here more of the conversation. He edged it up even more, silently, until he could make out what they were saying. Although the fish-bowl blocked his view of the ones conversing, he could hear just fine. It was only a waning crescent-moon tonight, and the place was bathed in shadows. Rico could barely make out the top of Julien's bouncy, but it provided good cover for him as well, should anyone spot him.

"-still can't explain why it's happening." came Marlene's slightly worried voice. He heard an 'mmph?' and Marlene continued talking.

"Y'know, I'm still wondering what it is. I've been acting weird lately, y'know what I mean?" she questioned her companion. "I thought it was because of me moving in with you guys, it's just…"

She paused, and Rico heard an 'mmm?' from the one she was talking to. The other voice sounded familiar, but Rico couldn't place it. He's heard it before, recently, but his memory continued to fail him.

"It's just that I've been behaving strange around here lately. It feels weird when I'm inside of your top, super secret lair but sometimes not. Does that sound weird to you?"

Rico caught the shadows stir quickly back and forth, meaning a shake of the head. Beneath, his feet ached from his uncomfortable position. He stood on his toes in an effort to make out who she was talking to, but it was futile and the strain started to take its toll.

"I get this feeling, like something at my gut, when I'm with him, I feel it. Even now I can sense him, close by, almo-almost next to me."

Rico's dared to look, and caught Marlene starting to stand. He heard another 'uh-huh' but in a goading tone, as if pushing her to continue. He dropped his head lower, when he saw her approach his location. The last sight he saw was Marlene's glassy eyes, looking up at the small moon, lost in thought.

"No, it can't be." She whispered, addressing herself more than her companion. "Is it because I'm starting to like him that I'm starting to act like— this whenever he's around? That's it! I-I-I can't believe it but I'm starting to fall in love!"

She abruptly turned and dashed to her unseen companion. Her voice sounded eager and giddy, almost like a child about to be given candy.

"Is it because I'm starting to like him? Is that why I'm starting to act like this? Does that even make any sense? How am I supposed to deal with it now? How will I-'

Her voice came to a halt, and she apologized for the questions. She thanked her companion for listening before he heard her slowly leave the area, and could make out her tail disappearing in the darkness. Rico gazed intently at the spot at which she disappeared. Marlene was in love with somebody? Both happiness and anxiety flashed in him. If she was in love with someone, who was it?

So deep was he in his reverie that he didn't notice the other figure stand and slowly move toward the direction she left. Only did Rico notice him was when he let out a deep sigh. Rico slowly backed into the darkness, easing the pressure on his aching feet. Then, he heard her companion speak.

"Marlene, why did you have to leave?" The speaker's voice was sad and woeful; clearly disappointed when the otter left, but Rico sensed another tone beneath his voice. It was a tone that wanted more than just her presence near him, but a tone that wanted her. Only then did it hit Rico as to who the mysterious figure was.

"Marlene, why did you have to go?" The voice lamented. "I was having such pleasure when you were around, why did you leave? I would have listened for hours to your sweet voice. I would stay awake all throughout the night just to see you sleep. I would jump into any fight just to see you safe. Oh Marlene, why did you go? If you are indeed in love, please, may it be with me."

The voice continued on, but Rico didn't hear the rest. Anger and jealousy sparked and ignited within him as he slowly made his way down the ladder, his feet numb from pain, but he didn't notice it, so furious was he. He climbed into his bunk and all his thoughts about who Marlene was in love with were replaced with a deep desire to smash him into a bloody pulp and bury what was left of him in a matchbox just like with Manfredi and Johnson. He soon drifted off to sleep consumed by fury and envy, thus encountering his nightmare once more.

The most significant of many a problem with that plan was that the voice ... was Kowalski's.