A/N: I always thought there was a lot going on under the surface in the episode "Pinocchio." This is my interpretation of Jacob's distraction after the shoot-out with Geppetto's henchman and the sudden appearance of Felix on the scene.

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Jacob Hood awoke biting back a groan. He's had that dream again. He wasn't surprised; he'd gone to bed half anticipating, half dreading its reoccurrence. He knew what happened earlier that day was likely to trigger it.

When Val Tambor, or whatever his name was, pointed a gun in his face and ordered him to get on his knees, Jacob thought bullet to the head was coming next. He was surprised the fear he felt wasn't for himself, it was for Rachel. Rather than worry about his own impending death, he was sickened by the thought that she was lying dead in that seedy motel room, her neck broken like Carla Gamaro's. He was almost relieved when Rachel erupted from the room, gun blazing.

Afterwards, he couldn't believe how flip she was, casually dismissing his concern for her safety. Then, later, sitting in his room, scarfing down those disgusting chips and making bad jokes about cloning as if nothing unusual had happened. When she finally noticed his distress and asked what was bothering him he wanted to shake her. He wanted to demand if she realized how close they had both come to dying that day.

He sighed, no; he didn't want to shake her. What he wanted to do was to grab her and kiss her. To pick her up and dump her down on this over-sized excuse for a bed and fuck her. To tell her what was bothering him was the idea that he might have died without knowing how she tasted, without ever feeling her naked body pressed against his. Instead he put her off, told her nothing was wrong. Hence the dream.

Stretching out on his back, Jacob took deep, steadying breaths trying to calm himself. The dream was exactly the same as the last time. It started with him sliding into her bed and her welcoming him eagerly, putting her arms around his neck, pulling him close. His fingers tangling in her hair as he kissed her hard. Next came her murmurs of encouragement and cries of pleasure as he explored her body with his hands and mouth. Finally, as he positioned himself between her thighs, ready to enter her, he awoke, just as he had done the previous time.

It was a good thing he wasn't one for psychiatrists; his lips twitched involuntarily as he imagined what a Freudian analyst would make of his inability to . . . um . . . consummate his dream. 'So Dr. Hood, what do you think it is your subconscious fears? That you would be unable to satisfy the object of your desire? Or that she would ultimately reject your advances?' He preferred to think he woke up because his subconscious knew it couldn't begin to imagine the pleasure he would feel if he were actually making love with Rachel. But a small part of him knew his subconscious was right. 'Not about the satisfying part,' he hastily reassured himself. The rejection part was much more likely.

Sitting up in bed, Jacob pulled his knees up to his chest, resting his chin on them. He brooded over this thought. 'Yeah, the rejection part is highly likely.' On their first case together they had worked with an agent who was a former classmate of hers from Quantico. The young agent expressed his amusement when Rachel shot down the local LEO who propositioned her. He told Jacob 'Rachel didn't need the Bureau to tell her you don't mix business with pleasure.' Their relationship had thawed considerably since those days, but still Rachel clearly drew a line between them; they were friends, nothing more.

Even without the line, Jacob had the feeling he wasn't her type. He didn't like to admit it to himself, but his relief it was Ray de la Pena in that ambulance wasn't entirely due to the fact it meant Rachel was safe. It was petty, but the way the two of them were semi-flirting with each other irritated him. At one point they literally relegated him to the back seat. He knew the teasing had more to do with inter-agency rivalry than sexual interest but he was glad the man was taken out of the picture. It was painful facing, once again, evidence of the type of man Rachel seemed to be attracted to; gun-toting, ass-kicking, male versions of herself.

He eyed the door, slightly ajar, that led to Rachel's room. He knew it was a bad idea, but he felt compelled to get out of bed to check on her; to ensure her, unlike his, sleep wasn't troubled by the events of the day. As quietly as possible, Jacob got out of bed and slipped across the room; it would never do for Rachel to wake and discover him hovering. At best, she would be irritated by his concern; reminding him yet again that looking after her wasn't his job. At worst, she would consider it, and him, creepy; it might even compel her to seek a transfer.

Leaning against the doorframe, Jacob felt the tension leak out of his body as he watched her sleeping peacefully. Asleep, she looked younger, more vulnerable. He knew this wasn't the real Rachel, any more than her Agent Young persona was; the truth was somewhere in between. She never totally let her guard down, but over the last year she was slowly allowing him to get to know her as a person, not just as an agent.

Idly he wondered if she would be as appalled as he imagined if he had told her what was really bothering him. After all, her generation thought nothing of having "friends with benefits." Who knew? A relationship with him might be out of the question but maybe she'd consider a no-strings-attached roll in the hay as a way of working off the adrenaline produced by the encounter with Tambor. With both of them pretending the next day nothing had happened.

Jacob sighed, she might welcome such an encounter but he wouldn't. He'd come to realize over the last few months that he wanted to be attached to Rachel. He wanted all the strings he could muster to tangle the two of them together. A smile tugged at his lips. He's be willing to bet she'd be more appalled by the thought running though his head when he'd held the clone baby.

He couldn't resist picking up one of the swaddled infants; they were so damned cute. His first thought, when cradling the child was, as he told de la Pena, how profound the miracle of life, to produce identical triplets. The second thought though, his smile broadened, now that was the one that would really shock Rachel.

Looking down at those big blue eyes and the yellow fuzz covering her head, he found himself thinking, 'I wonder if this is what our baby would look like.' It wasn't totally improbable. Jacob knew, thanks to his maternal grandmother, blue eyes and blond hair lurked in the Hood family gene pool. Yeah, it was a good bet Rachel would be more shocked by the suggestion they settle down and have a baby than the suggestion they engage in some hot, sweaty sex.

Shaking his head over this thought, Jacob turned and headed back to bed. He felt calmer now, sure he could fall back to sleep without being troubled by any more dreams.

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Rachel waited until she heard the squeak of the mattress springs, indicating Hood was back in bed. She rolled to her side, eyeing the now empty doorway. She figured he would be restless tonight; the encounter with Tambor seemed to have affected him more than he was willing to admit. She wasn't surprised, most likely he never had a weapon pointed at him before; it was scary coming that close to death.

She woke when she heard him get out of bed. She trained herself to be a light sleeper when she was on the job and on more than one occasion Hood's restlessness had brought her out of a doze. She debated letting him know she was awake and willing to talk, especially when she realized he was standing at the door of her room, motionless. But when he didn't speak, she decided to bide her time. Clearly, he wasn't ready to talk to her about what was bothering him.

His obvious distress troubled her. She tried to tease him out of his mood without any success. She knew she was only responsible for his physical safety but she hated to see him so depressed. Instead of having to resort to those stupid jokes, what she really wanted to do was hug him and reassure him that everything would be OK. That this time Geppetto wouldn't slip through their fingers; that they would catch up with Nellie and the baby before Tambor. That no one else would die.

She sighed quietly, 'I guess he brings out my maternal instincts.' The little voice in her head, the one that wouldn't let her lie to herself, gave a hoot of laugher. 'Maternal? Maternal my ass. Only if you're one unnatural mother!'

Rachel squirmed uncomfortably. Over the past year her relationship with Hood had changed. 'Not that it's a relationship' she reassured herself. They were strictly professional, but they had developed a warm friendship. A little to warm. In the past few months her thoughts had been veering in a direction they had no business going. In a direction that would bring her a world of hurt if she wasn't careful.

Yawning, she reached over and snagged one of the extra pillows on her bed, hugging it tightly to her body. Now that Hood was safely back in bed it was time for her to will herself back to sleep as well. But her thoughts kept her awake. To be more precise, thoughts of Hood kept her awake. Not the thoughts she was getting used to shutting down, the ones she firmly told herself were born of loneliness, that were nothing more than a school-girl crush feelings. Instead she kept thinking how she felt about what almost happened to him that afternoon.

The encounter with Tambor had shaken her. Not because he got the drop on her and cold-cocked her, if anything that embarrassed her. She should have had him cornered in that damn stupid motel bathroom. Instead, she let him become a threat to Hood. Luckily, Tambor was a pro, focused on getting the job done for Geppetto. He knew killing Hood would bring a flood of federal agents on his trail. It was her reaction to knowing how close Hood had come to dying that shook her. The gut-wrenching fear she felt when Tambor knocked her on her ass and blew out of the bathroom had nothing to do with herself. All she could think of was Hood out there, unprotected.

It also had nothing to do with the job. She winced as she recalled her words to him, 'I've never failed at any assignment and I don't intend to start now.' It was months since she'd considered him an assignment; now she considered him a partner, a colleague, and a friend. How important he had become to her was made glaringly obvious by her reaction today. She would have been devastated if Hood had been injured or killed.

Rachel gave a small huff of irritation as she considered the matter. It wasn't like she had real feelings for Hood; it had more to do with propinquity than anything else. He was the only man she could count on seeing on a regular basis. Given that, of course she would start wishing there was more to the relationship. She knew Hood didn't think of her that way. She overhead him tell his sister their relationship was strictly professional and he never did or said anything to make her think he had changed his mind.

Flopping on her back, she looked up at the ceiling, chewing her lip as she tried to figure out what to do. She couldn't ask for a re-assignment. It would count as a failure; she would have to admit she let her feelings get in the way of the job. Besides, she liked working with Hood, not only because they were friends, but because they were a damn good team. 'If only there was some way to dilute the effect of being with Hood constantly'.

That thought brought her more fully awake. Right before they heard about the babies McGruder had called her in for a meeting. She had a moment of panic when he told her he was concerned about her work with Hood. For a split second she wondered if he knew about her errant thoughts. She was relieved when it turned out his real concern was her growing involvement in the cases. He actually read the case reports she filed and, while he was impressed with the work she was doing, he wondered how she was balancing it with her duties as Hood's bodyguard.

She hastily assured him her increased responsibilities with Hood weren't interfering with her protective duties at all. At the same time, she guiltily remembered letting Hood take off on his own when they were dealing with the stolen stem cells. She had balked over tracking down the missing dad. As she pointed out to Hood, the best bet for the sick girl was for them to find her stolen stem cells. When he pressed her on the issue, she grudgingly agreed to let him follow the lead on his own. If McGruder ever found out about that little incident he'd hit the roof.

Rachel smiled; this might be the dilution she was looking for. She would admit to McGruder that it was difficult to balance her protective and investigative duties and suggest he assign her a trainee. The trainee could handle some of the leg-work allowing her to run down leads with Hood. It would be a win-win solution; it would allow her to keep working with Hood while at the same time providing a buffer between them.

Tuning back on her side, Rachel snuggled into her pillows. She'd also get serious about developing a social life. If she had a man in her life then she wouldn't be having these ridiculous thoughts about Hood. 'It would have to be real relationship, though.' she thought. She needed a man she could really care for not a friend with benefits.

Since she'd joined the Bureau, she hadn't bothered with anything but casual dates and the occasional hook-up with an old classmate from Quantico. She was ambitious, had wanted to concentrate on her career. But now? She wasn't sure if it was the fact her thirtieth birthday was coming up, or the fact some of her friends were starting to get married and have kids, but lately she was beginning to think she needed more in her life.

Rachel smiled as she slipped into sleep. 'Shit, next thing you know, I'll start thinking about settling down and having a baby.'