'Here's Looking At You' Disclaimer: I don't own Profiler. NBC and Kronish Productions do. No harm intended...

Rating: PG-13

Classification: SBR

Author's Note: This story was inspired by Robert Davi's affection for Humphrey Bogart…and mine too!

HERE'S LOOKING AT YOU, KID

By Janelle

Halloween was rapidly approaching and the VCTF was having it's annual Halloween costume ball. Guests were encouraged to come in costume... although it wasn't mandatory. The event was aimed at lightening the ever oppressive mood of their work. Catching serial killers was serious and often depressing work. The brass wanted to be sure that their best people did not "burn out" too soon. So, moral boosters like the Costume Ball were invented.

"Decided on a costume yet, Sam?" Grace Alvarez, the team's forensics expert, asked. She and Sam Waters, the team's profiler, were seated at the VCTF conference table.

"Yes, but I'm not telling. It's going to be a surprise," she giggled.

"Me too. That's half the fun," Grace agreed. "What about John?"

"Don't know yet... You know he'll be something crazy."

"How about Bailey, Sam? Has he told you?" Grace asked.

"No, you know he usually avoids this type of thing. I'm not even sure if he's going."

"Well he should. He needs to lighten up a little. He takes too much on himself."

"I know, I know. But you try telling him that," Sam sighed.

Bailey was their rock. Their strong leader that they all depended on... especially Sam. She wondered sometimes how he kept it all together. He always appeared to be in control... so strong. Sam had seen his vulnerable side a few times... she was the only one who had. When Frances had shot him and then gone on the run... that was the closest he had come to falling apart. It had been a very rough time for him and Sam had been there for him... when he would let her. It was during that period that Sam had finally admitted to herself her true feelings for Bailey. She had almost lost him. When she watched him fight for life in the hospital, she realized that she was in love with him. That wonderful friendship that they had shared for years had turned into something much deeper... at least for Sam. She had wanted to tell him then... but the timing was wrong. She had to end it with Coop first. Then when Coop was killed by Jill... She had felt so guilty then... and afraid. What if Jack learned of her love for Bailey? Would he be next? She couldn't lose him... and so she had hidden her true feelings... tried to go back to thinking of him as only a friend... but it wasn't easy...

Sam looked up as Bailey came bounding down the stairs into the VCTF conference room.

"Hey," he said to all but directed his brown eyes at Sam.

"Hey," she smiled back at him.

The sight of him always filled her with such pleasure. He was immaculate as always... wearing a dark gray three-piece suit. Red tie. Everything was perfect... except for a stray piece of hair that fell across his forehead. She loved that... one piece of imperfection . She longed to reach over and brush it off of his face. Instead, she kept repeating to herself her mantra "just a friend... just a friend..."

"So, Bailey, are you going to the Halloween party?" Grace, ever the direct one, asked.

"Oh... I don't know, Gracie... That's not really my idea of a good time." He brushed her off and started to sort through the latest case file.

"Come on, Boss, you'll have fun..." Grace wasn't going to let him off so easily. "You'll get to see all of us looking foolish."

Bailey gave her a sardonic smile. "That is tempting but..."

"Please come, Bail." Sam touched his shoulder. "It'll be fun."

He smiled back at her. "I'll think about it. OK?"

"Think hard..."

Bailey filled them in on the latest case. It was a routine killing. Nothing to test the skills of the VCTF team. Later, the other members of the team had left and Sam and Bailey were alone at the conference table.

Bailey smiled shyly at her. "Are you bringing anyone to the ball, Sam?"

"No. How about you?"

"Hey, I'm not even sure I'm going. But no... no one," he said softly.

"OK then. It's a date. I'll meet you there." She smiled at him but left no room for argument.

Bailey couldn't refuse her anything when she looked at him like that. "Alright. I'll go. But I'm not promising any funny costume."

"Just come as you are. That's fine with me." She brushed her hand over his back and left the room.

Bailey sighed and watched her leave. He loved her so much. Had for so long. He really shouldn't go, he thought. Just another opportunity to rub salt in old wounds. If only it was a 'real' date. Not just a convenience for two friends. Still... they would surely dance... at least he would be able to hold her in his arms for awhile... it was torture... but it was a sweet torture. He sighed again...

-----------------------------------------------------------------------------

The Halloween Ball was in full swing... the dance floor was crowded and the agents all seemed to be having a great time. There were no serial killers on the agenda tonight... only fun and merriment.

Grace and George were seated together at one of the round tables scattered throughout the room. George was dressed uncharacteristically as a baseball player - an Atlanta Brave to be exact... his favorite team. Complete with bat and glove. He looked quite authentic and seemed pleased with the results. Grace was outfitted as a female version of Sherlock Holmes... complete with deerstalker hat, Mersham pipe, and a large magnifying glass as props. Their respective spouses, Morgan and Richard, had opted to stay home. As Morgan put it, he always felt like a "fifth wheel" at Grace's company affairs. Grace hadn't pushed the issue. Frankly, she did have more fun when she didn't have to worry about entertaining him... She and George always had a good time together.

"Have you seen John yet?" Grace asked.

"No. What did he end up coming as?" George wondered.

"I don't know. He wouldn't tell me."

"Are Sam and Bailey here yet?" George asked.

"Haven't seen them," Grace replied.

"I hope Bailey didn't chicken out," George said.

"No. He promised Sam. And you know..." Grace smiled.

"Yeah, I know," George replied. They looked at each other knowingly. It seemed that the only two people who didn't know how Sam and Bailey felt about each other were Sam and Bailey.

"Do you think they'll ever..."

"I don't know, George They're so smart about everything else... But when it comes to the subject of 'Bailey and Sam'..."

"What about Bailey and Sam?" It was Sam. She had come over to the table without the others noticing...

"Ah... we were just wondering where you were," George covered.

Sam surveyed the pair. "Nice costumes guys."

Sam was dressed in a 40s style beige suit... large hat, gloves and pumps...

"Love the look, Sam. Going for a 'Bette Davis' thing?"

"No, actually, I was going for Ingrid Bergman in 'Casablanca'."

"Sure. Ilsa Lund, right?"

"Yeah. That's it George," she smiled . George was a "movie buff" and could always be counted on to supply the missing names.

"Well, you look great. So where's Bailey?"

"I haven't seen him yet. He said he would meet me here."

"Did he ever tell you who he was dressing as?"

"No... I don't imagine he'll come in costume... He wasn't very enthused..."

"Hello, 'sweetheart!'" Sam spun around at the sound of the familiar, sexy voice. It was Bailey. He was wearing a trench coat and a 40s style fedora hat. "Of all the gin joints, in all the towns in all the world... I had to walk into this place!" he laughed and joined the group.

"Bail, I love it!" Grace said. "You make a perfect Bogie."

"Yeah, boss. It's 'you'," George agreed.

"Thanks. Bogie has always been a hero of mine."

"Good choice," he agreed. "Are you going for the 'Maltese Falcon' Bogie... or the 'Big Sleep'..."

"Actually," he said as he removed his hat and coat, revealing a white dinner jacket and black bow tie. "I was going for 'Rick' in 'Casablanca'..."

"Perfect... right Sam?" Grace smiled at Sam who had been silent since Bailey's arrival. "Are you sure you two didn't plan this?"

"No... I..." Sam was completely flustered. Bailey took her breath away. He looked even more handsome than usual in his Bogie attire.

"What? " Bailey asked her.

"You what... I thought you weren't coming in costume."

"I changed my mind. Do you approve?"

"Of course. You look great."

She wanted to tell him how devastatingly handsome he looked... that he made her pulse race and her temperature rise... but instead she sat down at the table and removed her hat and gloves. She was wearing her hair in a modified pageboy style reminiscent of the era.

Bailey sat next to her. Sam tried to concentrate on the conversation and not on how good Bailey looked and on how he was making her feel. Bailey lit up a cigarette and took a drag.

"What….no cigar?" George asked.

"Well…I was trying to stay in 'character'. Bogie smoked camels..."

"Just don't inhale, Bail. Those things will kill you," Grace couldn't help but remark.

Bailey looked at Sam who was staring at him in silence. "What?"

"Nothing, nothing... I was just thinking how... dashing you look," she said, obviously flustered.

"Dashing" she thought to herself... "I can't believe I said that."

"I didn't know that you were such a big fan of Bogie's." She tried to return the conversation to something not so personal.

"Sure, sweetheart," Bailey said in a passable Bogart imitation. "Who isn't? He was always the coolest... tough guy... but with a romantic side too."

Sam couldn't help but think that he was actually describing himself.

"Not a 'pretty boy' either," Grace added. "But devastating to women just the same." She smiled at Bailey.

"Thanks, Gracie. I didn't know you cared," Bailey deadpanned and took another drag on his camel. He was holding it between his thumb and the first two fingers of his hand - as Bogie would have.

Sam again thought how similar the two men were. Tough... tender... handsome...

"Hi guys!"

They all turned around at the sound of the familiar voice. It was John. He was wearing a large cardboard box over his shirt and pants. On it were written the words "corn flakes". In one hand, he held a rubber knife and in the other a toy gun. He was grinning from ear to ear. "OK... come on... what am I?" obviously enjoying himself.

"You're a flakey FBI agent," George cracked.

"No... come on..."

Grace stared at him for a moment and then bent over in laughter. "You're a 'cereal killer'!"

"That's right!"

The four friends groaned in unison. Sounds of derision filled the air.

Sam looked at him and smiled "That is truly terrible, John."

"Come on... you know you love it," he smiled.

Bailey just looked at him and shook his head. Grace was still doubled over in laughter.

"It's great, John," George finally said.

"I know... it is, isn't it?" He beamed... still quite pleased with himself.

"I'd love to stay and join you guys but I haven't figured out how to sit down in this get-up. Got to go 'work the room'." He flashed them one of his trademark smiles and went off in pursuit of female "victims".

After John left the group, the conversation continued. George and Grace were having a great time... they always did. Bailey joined in the discussion but Sam remained strangely silent. She just couldn't concentrate on anything but Bailey. She watched him intently and listened to the sound of his voice. He really did evoke the spirit of Bogie. That same smoldering sensuality... His voice was so dark... so low and sexy... she didn't even know what he was saying... only that it sounded so good.

"So, what do you think Sam?"

She snapped back to reality and realized that she had no idea what he had just asked her. "Ah... what? I..."

"Earth to Sam, Earth to Sam..."

"I'm sorry. I guess I was day-dreaming."

"You mean you weren't fascinated by our conversation?" he pretended to be hurt.

"I'm sorry... I..."

"Well, we can take a hint," Grace said in mock hurt. "Come on, George, let's dance."

"Sure," George smiled, got up and led Grace to the dance floor.

Grace whispered to him as they walked off. "Maybe if we leave them alone..."

Bailey watched Sam watching George and Grace. She had been so quiet tonight. He wondered what was bothering her. He wanted to tell her how glad he was to be there with her. How beautiful she looked... How much he wanted to hold her... How much he loved her... Instead, he lifted his glass to her and said "Here's looking at you, kid."

Sam smiled weakly and clinked her glass with his. She remained unusually quiet. Bailey couldn't take it anymore. He had to know what was wrong.

"Sam?"

"Yeah."

"Is everything alright?"

"Yeah, sure. I'm just ... I don't know..."

"It's not me, is it? I haven't done something to upset you?"

"Bailey, no." She touched his hand on the table. "Nothing, really." That was so typical of him... to think that he had done something to offend her.

"OK." He took another drink of his Jameson's and stared straight ahead. Damn it! This wasn't going the way he'd hoped. He remembered that she had always had a "thing" for Bogie and that's why he had dressed as he did. He thought she would at least be pleased. Instead... she seemed to be uncomfortable... distant...

"Sam?"

"I'm still here, Bail," she said in mock irritation.

"Can I ask you something?"

"You know you can. What?"

"It's just... you've seemed to pull away from me lately... we don't seem as close as we used to be. After I was shot... you were so wonderful... you took care of me... I couldn't have made it without you. I... I hoped that maybe..."

"Maybe what, Bail?"

He looked into her blue eyes. It was now or never... he had to ask...

"Maybe you…"

"May I have this dance?"

Bailey looked up at the voice that had addressed him. It was Lisa... from data entry, he remembered. She was a very attractive redhead and was dressed as a "flapper" from the 20s. She smiled at him and held out her hand.

"I know you're a great dancer. How about it? You don't mind do you, Dr. Waters?"

"No, of course not. Have fun," she smiled tightly and replied just a little too quickly.

He didn't want to leave Sam but he was a gentlemen and did not want to offend Lisa by turning her down. Bailey rose and led Lisa onto the dance floor. It was a fast "swing number" and they started to "lindy".

Sam watched them. What was Bailey going to ask her, she wondered. He had seemed on the verge of something important. Damn! Why had that Lisa interrupted them? Knowing shy Bailey... he wouldn't get up the nerve to try again. She looked back at the dance floor and watched Bailey. He really was a wonderful dancer and Lisa made an attractive partner, she had to admit. She also had to admit that she was seething with jealousy. They looked way too happy out there. Bailey was smiling and Lisa was positively glowing. Why shouldn't she be? Sam thought. She was dancing with the best looking guy there.

"Dr Waters?" It was one of the new agents... Bill something Sam thought. He was standing next to the table and smiling at her.

"Would you care to dance?" he asked shyly.

Sam smiled back... he was just a kid... probably about 25... but what the hell! She was sick of sitting here like a "wall flower".

"Sure, Bill. I'd love to."

She stood and followed him onto the dance floor. The band had finished the swing number and was now starting a slow one... and an old one... "The Very Thought of You"... Sam noticed Bailey leading Lisa back to her table out of the corner of her eye. When he turned towards Sam she turned away and addressed Bill. "So, how long have you been with the VCTF now?" She really couldn't have cared less. But she had an overwhelming urge to make Bailey as jealous as she had been. She smiled at Bill... laughed when there was really nothing to laugh at... and generally tried to look like she was having the time of her life.

The very thought of you
And I forget to do
The very ordinary things that everyone
Ought to do

Damn that song, she thought. She couldn't help but think of Bailey. "The very thought" is right. She couldn't stop thinking of him... and wondering what he was going to ask her.

The mere idea of you
The longing here for you
You'll never know how slow the moments go
Till I'm near to you.

Yes... she was "longing" for him alright. Longing to be in his arms... not in this kid's. Bill was rattling on about something but Sam couldn't concentrate. She kept stealing glances at Bailey. He was watching her too. She hoped he was feeling the same pangs of jealousy that she had.

Bailey was jealous. Who was that punk with Sam, he wondered. He had some nerve asking her to dance. Then he remembered that he had also been dancing with someone else. Well... why not? Everyone assumed that they were just there as friends... not really "together". They were considered "fair game". Sam probably thought the same thing. Bailey was just her friend... nothing more. Damn!

And why did Lisa have to show up just as he was getting up his nerve to talk to Sam... Bailey took a large slug of his Jameson's and glared at Sam and Bill. Why did she have to look so beautiful? And why was she having so much fun with that kid?

The song ended but Sam stayed in Bill's arms. Bailey watched them and really began to steam. The band started to play again... the tune was familiar... "As Time Goes By"... Bailey stood up and walked towards Sam and Bill. He tapped the younger man on the shoulder. Bill turned around in irritation and then snapped to attention when he realized who was "cutting in".

"Sorry, but I believe this is our dance," Bailey growled in his deepest voice.

"Sure. No problem, Sir. Thanks for the dance, Dr. Waters." Bill took off running in the opposite direction.

Sam smiled at him as he approached. "Bailey, I think you gave that poor boy a heart attack."

"Serves him right for dancing with 'my' girl'," he grinned.

"'Your girl'?" she looked at him questioningly.

"Well, of course, 'Ilsa'. You're here with 'Rick', remember?" He smiled at her and took her in his arms. "Come on, sweetheart. They're playing our song. " They began to dance.

You must remember this
A kiss is still a kiss
A sigh is just a sigh
The fundamental things apply, as time goes by

"His" girl... did he really mean it, she wondered. She thought she had detected a little jealousy in his response to Bill. She hoped he was just as upset as she had been to see him with Lisa in his arms.

Bailey held her and led her masterfully across the dance floor. Sam melted into his strong embrace as they danced. This felt so good... so right... She removed her hand from his and locked both her arms around his neck. She felt herself getting warmer. Bailey moved his arms around her back.

And when two lovers woo
They still say "I love you"
On that you can rely
No matter what the future brings.
As time goes by.

"Say I love you"... yes... that's what he wanted to say to her... but he was afraid... afraid that she didn't return that love... if only he could be sure... Bailey sighed and held her tighter.

Grace and George had returned to their table and had been watching the proceedings closely. Grace nudged George in the side

"Hey, look over there," she gestured towards Bailey and Sam. "Looks like they're getting pretty cozy."

"Yeah," George smiled... ever the romantic. "Do you think they're getting 'into' their roles? Maybe because the band is playing 'their' song?"

"I hope so," Grace sighed. "Whatever it takes to get those two together."

Moonlight and love songs
Never out of date
Hearts full of passion, jealousy and hate
Woman needs man
And man must have his mate
That no one can deny

"Full of passion"... that was true enough Bailey thought. But, what of Sam? Did she share his passion?

Bailey caressed her back …reaching a little lower than before as they danced. She felt so good in his arms... he couldn't help himself. She seemed to welcome his attentions and so, emboldened, he buried his face in her hair. She didn't pull away and he kissed her lightly on her neck. He heard her sigh and say his name "Bailey"...

"Woman needs man"... yes... she needed him thought Sam. And she couldn't deny it... Her arms were around his neck now and she nuzzled into the warmth of his throat and kissed him lightly there as he held her. Then she looked up at him. He dark eyes looked at her so intently. She didn't know if it was the song or the look in his eyes, but she had to trust her instincts. She reached up and kissed him tenderly... questioningly... Bailey responded immediately... returning her kiss with passion. Their hands caressed each other's bodies as their mouths did the same.

It's still the same old story
A fight for love and glory
A case of do or die
The world will always welcome lovers
As time goes by.

The music stopped but Bailey did not release her. They were both breathing heavily. They held each other's gaze and tried to catch their breaths.

"Hey, guys! Looking good!" It was John Grant. He was dancing with one of his conquests of the evening. He leaned over and yelled. "Want me to tell the band to 'play it again, Sam'?" He winked at Bailey and went over towards the musicians.

The song began again but Bailey and Sam still remained motionless. Finally, he spoke, his voice husky with emotion... "Sam... I think we need to talk... but not here."

"No…not here," she replied breathlessly.

"Let's step outside."

He took her hand and let her towards one of the glass doors surrounding the ball room. They were on the 20th floor of the hotel and they stepped out on to the balcony. The Atlanta night stretched out before them. Bailey led her over towards the wall. He took her hands in his and looked at her deeply.

"Sam. There's something I have to say. I don't know how you'll react. But I have to say it." His voice was so low she could barely hear him.

"No, Bailey. Let me say it first." She caressed his face with her hand and gazed into his smoldering brown eyes. "I love you, Bailey..."

"I know... as a friend... but..." he started to interrupt her.

"No... let me finish... I am in love with you, Bailey."

Bailey looked at her with a mixture of joy and disbelief... He couldn't believe it. Sam just said she was in love with him... He was struck silent... unable to think of the words...

"Well... what were you going to say?" she teased him.

"I... God, Sam. I love you too. I have for so long. I prayed that you would return my feelings. But I was beginning to think you never would."

He wrapped his arms around her and pulled her to him. They held each other for several moments... too overcome with emotion to speak. Finally, Bailey relaxed his embrace and they gazed into each other's eyes. Words were unnecessary. Their eyes told the story. He took Sam's face in both of his strong hands and kissed her. Kissed her deeply... with all the pent up longing he had been holding back for years. Sam responded hungrily to his kiss... reaching her tongue into his mouth and exploring it eagerly. Her arms were around him and she caressed his back and shoulders. His body felt so good against hers... too good. She could feel his erection pressing against her. Bailey pulled back and pushed her away.

"I'm sorry, Sam. I can't help it. I want you so badly." He looked at her with embarrassment.

"Don't apologize, Bail. I love knowing that you want me. I want you just as much."

She walked back into his embrace and molded her body against his... feeling his hardness against her. Rubbing herself against him. Bailey groaned her name and held her tightly.

"Sam... we've got to get out of here. I can't..."

"I can't wait either. Let's go." She glanced down at his obvious affection for her... "I better walk in front of you."

Bailey looked down and smiled sheepishly. "Yeah... I guess you better."

Sam giggled and took him by the hand, leading him behind her into the ballroom. They stopped by their table to retrieve their belongings. Grace and George were there and greeted them.

"Hi guys. Nice dancing out there," Grace smiled knowingly.
#
Sam blushed and Bailey looked down at the floor. Grace was loving this. "Don't tell me you're leaving so soon?"

"Yeah... we... Sam wasn't feeling too good. Right Sam?" he looked at her for help.

"Yeah, I've got a headache so Bailey said he'd take me home," she offered weakly.

Grace wasn't buying it. "Oh... a headache... that's a shame. Well, you take her home Bailey... and see that she goes straight to bed."

Now Bailey was blushing. "Yeah... I'll do that..." He couldn't meet her eyes.

Sam shot Grace a "look" and took Bailey by the hand. "Enjoy your evening, guys."

George raised his glass and motioned towards the couple "Here's looking at you, kids."

Bailey and Sam smiled back and headed for the door.

As the pair walked off hand in hand, George turned to Grace. "Well, to paraphrase Bogie... I think this is the 'end' of a beautiful friendship... and the beginning of love."

The end.