A/N – So very sorry for the long delay in updating, and I know I said that I wanted to wrap this up before Alias premieres on September 28th but alas, RL had other plans. First Hurricane Isabel smacked my area pretty good and I lost power for a couple of days, then I had to leave for an out-of-town business trip. So basically, wrapping this up by the 28th just ain't gonna happen. LOL BUT rest assured I WILL wrap this story up. I have the ending in my head and the only way to get it out is to write it down! Anyway, as I mentioned last chapter, the storm is coming and this chapter brings the thunder/lightning. Thanks to all those who have reviewed but more please! :0]

[ ] denotes Sydney's thoughts

**********Santa Monica, Nondescript Motel, May 11th, Morning*********

Sydney had barely slept the night before. Anticipating the call from her mother, combined with the tension and awkwardness of sharing a motel room with Vaughn had kept her on edge and awake.

Not that anything would have happened. After their impulsive and passionate kiss, both she and Vaughn had seemingly come to a silent agreement to maintain a 'safe distance' between them. This caused even more awkwardness as they both overcompensated and were hyper-aware of the other's presence. She hated it, but what else could she do?

The kiss had established that her attraction to Vaughn was as intense as ever. And clearly, he was as attracted to her as she was to him. But the situation was too strange, too complicated, too emotionally volatile for them to act on that attraction. She didn't know what was going to happen, and it wasn't fair to complicate an already messy situation any further. It wasn't fair to anyone. . .but most of all Vaughn.

For his part, Vaughn tried to make things as easy as possible. He was cordial and polite. . .sometimes too polite. His behavior reminded her of his attitude and actions towards her when they had first started working together. Professional, but with a sense of familiarity that he firmly kept in check.

He had suggested that they take turns sleeping and keeping watch. She had agreed to sleep first, but she hadn't managed to really sleep. She had tried to because she knew she would need her strength, but her mind refused to slow down. So many thoughts kept racing through her head. She had closed her eyes, and Vaughn probably mistook it to mean that she was asleep, because she had caught him looking at her once with an expression of such longing and regret that it made her heart ache. When he 'woke' her, she hadn't said anything but to her, the unexpressed emotions between them seemed to have multiplied.

Vaughn hadn't even tried to sleep when it was his turn. He had laid on the bed, hands clasped behind his head and had stared at the ceiling. After about an hour, he had silently gotten up and showered. After his shower, he had asked her if she wanted anything specific for breakfast. When she declined, he had told her that he needed to pick up 'supplies' for them and then had headed out.

She had been relieved when he had left. She was glad to be freed of the underlying tension between them certainly, but since she had not yet revealed her mother's involvement in their search for Sloane and the Rambaldi device, she was also glad that he wasn't going to be there for the phone call.

[I'll explain. But later. One thing at a time.]

She checked her watch for what must be the hundredth time that hour and saw that there was little more than a few minutes until 9 am. The hour designated by her mother for the 'instructions.'

[Instructions for what? Could I even follow those instructions given my circumstances? Do I even trust those instructions?]

She shook her head and walked to the window. She had so many questions. Even since she had awoken in that alley in Hong Kong, that was all that she had. Questions. Even when she got answers, they only raised more questions. She peered outside and saw that it was clear. There were no suspicious looking cars or people. She did another visual sweep of the area surrounding the motel just to be sure before she returned to the chair.

Just then, the cell phone rang, startling her. "H-hello."

"Hello, Sydney." She expelled her breath slowly, both relieved and worried at the sound of her mother's voice. "Are you alone?"

"Yes."

"Where's Agent Vaughn?"

She considered her mother's nonchalant inquiry as to Vaughn's whereabouts. It wouldn't have been a stretch for her mother to assume that Vaughn was with her. Enough time had elapsed so that the Joint Task force would now know that he was AWOL. But was it just a good guess? Or was there something else going on? She still hadn't quite figured out what Vaughn's relationship to her mother was, but this was neither the time nor place to probe it.

"Sydney?" her mother prompted, her voice impatient.

"H-he's out getting some supplies."

"Good. You'll need them."

"For what?"

"Your trip," her mother responded tersely. "You're going to Rome."

"R-rome?"

"Go to LAX. Find Locker 32 near the car rental area. Inside will be everything you need."

"Why Rome?"

"Your flight leaves in a few hours, Sydney. You need to hurry."

"But I-"

"Good Luck." She heard a click and then the sound of dead air as the call was terminated.

**********Santa Monica, Nondescript Motel, Later**********

It was a good thing that Vaughn had returned shortly thereafter. After the call with her mother, she had begun to wonder whether she should leave now, without Vaughn, in order to assure that she found the locker and get the necessary materials with enough time to catch her flight, or risk missing the flight to wait for him to return. Before she could really begin to worry about the time, he had returned, carrying several plastic bags as well as a brand new duffel bag.

She had decided that the best way to reveal her mother's involvement to him was to be as direct and honest as possible. She had expected some measure of surprise and concern, but Vaughn had been neither of those things. In fact, he seemed to expect her to tell him that her mother had called with instructions to go to Rome.

While she hadn't been surprised about her mother knowing about Vaughn's role in her search for Sloane, she was definitely surprised about Vaughn's lack of surprise about her mother's involvement. And unlike with her mother, she could, and definitely would, question Vaughn.

"How come you're not surprised?"

He stopped stuffing the new clothes that he had bought into the duffel bag. "I'm not."

"What? What do you mean you're not?"

He gave her a curious look. "Should I be surprised? I mean she's your mother, Syd. Of course she'd be the one helping you."

"That's not necessarily true," she countered. "She's also the Director, or at least the Acting Director of the Joint Task Force at the CIA which, not coincidentally, is after us." She gave him a hard look. "We shouldn't be so quick to trust her."

He said nothing for several minutes, just staring at her, as if contemplating something. "Were you. . .close to your mother? I mean from, you know, before."

She shook her head. "No. She was an entirely different person." She considered her words. "No, actually that's not true. She's still the same in a lot of ways. Still hard to read. Still keeping her agenda and her motivations close to her chest. Still hard to trust."

"What was your relationship like? The one that you do remember?"

"My mother was a KGB agent," she said matter-of-factly. "She turned herself in, then betrayed us. Then she helped us and then. . .I don't know anymore. Along the way, she killed a lot of people. Sacrificed too many innocents. She shot me and. . ." She stopped and looked at Vaughn, who seemed stunned by what she was saying. "And she. . .killed your father."

"W-what!"

"Your father was killed by my m-mother. . .on orders from the KGB."

Vaughn rubbed his face tiredly. "You certainly don't have an easy life do you? No matter what time frame you're in."

She smiled wryly. "No, I guess I don't." She looked at him curiously. "You mentioned that your father had died. Was he killed in action?"

Vaughn nodded. "Yes, but not by your mother, Syd. At least not *here.* In fact, my father worked on your mother's case while she was a double in the KGB. He wasn't her handler, but he worked closely with her handler to coordinate missions and countermissions based on the intel she fed the Agency."

"So he was like. . .Weiss?"

He smiled. "Yeah, in a way." He cleared his throat. "He was on a mission. . .a raid of a facility that had weapons stockpiled. Your mother had fed us intelligence giving us the location. Anyway, there was a firefight and he was shot. He died from his wounds several days later."

"I'm sorry."

He nodded. "Thank you."

She sighed. "O.K. So this. . .version of mother, she didn't do any of the things that I remember. She's not the same person. I can understand that. On a rational basis. But there's still something about her that I just don't trust on an instinctive level."

"And that has nothing to do with your memories of her? From before?"

Her temper flared. "No! Give me *some* credit would you?"

He sighed. "I'm sorry. I just. . .I don't blame you if you didn't trust her because of what you remembered, Syd." He held up his hand to stop her from interrupting, which she had been on the verge of doing. "I mean to have those memories and then to be thrust into this bizarre situation where everything is literally backwards. . .it'd make anyone distrustful. But Syd, you have to know this. Your mother. . .ever since she was brought back into the Agency, she's made your case her top priority, even with orders and directives from Langley telling her to drop the case."

"How do you know this?"

A long pause before he said softly, "You never asked me what I did at the NSA."

She looked at him warily, knowing she needed to ask, and yet not really wanting to. "What?"

"I was involved with the DSR. The Department of Special-"

"Research," she finished, staring at him disbelievingly. "You were involved with that group? Those people wanted to lock me up and probably cut me open to study me to see how I fitted into the whole Rambaldi prophecy thing!"

"So you're familiar with them," he said wryly.

"This isn't a joke, Vaughn!" she cried, angry. "Those people are. . .they're scary, O.K? I mean they. . ." She stopped, trying to control her anger. "I guess they're probably different here too, huh? Their methods probably aren't as. . .invasive or-"

"No," he said, quietly interrupting. "They're still like that. Their methods are intrusive and-"

"Unconstitutional? Illegal?"

"I wasn't involved in that aspect of it, Syd," he said, ignoring her sarcastic needling. "I only asked to transfer there for one reason."

"What reason?"

"You."

She stared at him. "I'm not following."

"After we took down the Alliance and started studying their files, Rambaldi came up. Over and over again. As we learned more about it, we learned more about you and your ties to Rambaldi." He frowned. "But the CIA didn't think it was worth looking into. Some 16th Century psychic definitely didn't take precedence when we had years of Alliance data to sort through."

He made eye contact then and she saw the pain in them. "But I. . .I thought the Rambaldi angle would give us clues."

"Clues about what?"

"You. And whether you were really dead."

She looked at him in surprise. "Y-you mean you didn't think that I was really dead?"

"I don't know," he said tiredly. "I just. . . .it was something that could give me some. . .closure. So when the CIA officially deep-sixed the Rambaldi project and transferred it to the DSR in hopes that we'd never hear about it again. . .I asked for a transfer."

She was overwhelmed by his revelation. And the revelation just made it more painful for her to realize just what he had sacrificed, what he may have to sacrifice, for her. "I don't-"

"I hadn't been there for more than a few months when your mother contacted me. She said that she needed to keep track of the DSR's progress but without the brass knowing. So I became her inside contact there."

She shook her head. "You and my mother?"

"Look, Syd, I know you have problems trusting her because of. . .well, everything. But Laura Bristow, she's not who you think she is. My father always talked about how brave she was for doing what she did. He had a lot of respect for her."

She couldn't quite wrap her mind around what Vaughn was saying. Her mother as some honorable, dedicated agent working to find her or to figure out the Rambaldi mystery? That just didn't comport with what she remembered. And the mysterious woman that she was 'here' – that didn't help alter Sydney's preconceived notions at all.

Vaughn zipped up the bag. "Look, I know you have a lot of questions but we need to go. We have a flight to catch."

*********Flight En Route to Rome, Italy, May 11th, Later**********

Locker 32 had contained a backpack filled with more money, airline tickets, fake passports and disguises for both herself and Vaughn. They had gone into separate restrooms to change and when they had emerged, she had transformed herself from the wild, punk/rock look into a young college student on a tour of Europe whose first stop would be Italy. The backpack was on her back and a baseball cap, sporting the insignia of a school that she guessed she attended on the front, was on her head.

She had met up with Vaughn a few mimutes later and he, too, had transformed himself. Unlike Sydney, however, he was dressed in business casual with khaki pants and a light polo shirt. Vaughn carried the duffel bag that he had bought earlier, and sported sunglasses on the top of his head. She couldn't help admiring him. He definitely pulled off the sexy, casual look well.

They had made it through airport security without incident, although her nerves had been stretched tightly the entire time. And she hadn't relaxed at all once they had boarded the plane. She and Vaughn sat in different sections of the plane but she felt his presence.

She sighed and glanced around the dimly lit plane. Most of the passengers were either dozing or reading. A few were working on computer laptops. The flight attendants had already passed out the on-flight meal and were now either just standing around chatting with each other, or walking up and down the aisles to see if anyone needed anything. No one was paying any attention to her, so she decided to chance a glimpse at Vaughn.

As nonchalantly as she could, she turned and glanced across the aisle at him. He was seated a few rows behind her and the entire middle section of the jumbo jet separated them, but she could see him clearly. At first, he was simply staring in disinterest out the window but then, as if he could feel her looking at him, he turned his head and caught her eyes. They shared a meaningful, but brief, look between them before he smiled and nodded his head slightly as if the reassure her.

She sighed softly again and turned her head back to the front of the plane. [What the hell am I going to find in Rome?]

**********Rome, Italy, May 11th, Late Evening**********

There had been no instructions in the backpack beyond the obvious. Tickets to Rome, passports and disguises didn't require much thought or instruction. Both she and Vaughn knew what to do. . .even without their spy training and field experience. She had been concerned about the lack of further instructions but had that concern had been brief as she had focused entirely on getting safely and undetected to Rome.

Now that she was here, however, her concern was back. And it had grown. She wasn't sure if Vaughn shared her concern, but she guessed that he did because he was sitting in the waiting area of the airport, looking around anxiously while she stood a few feet away, peering at a Arrivals/Departures board as if searching for information. But she was intensely aware of the cell phone in her pocket. The small object seemed to get heavier with each passing minute. She had already taken it out and examined it once to make sure it was still functioning. It was.

[Why isn't she calling? What are we supposed to do here?]

She was debating on whether to risk going over and speaking to Vaughn when she felt a tap on her shoulder. She turned and was greeted with a nasty shock.

"Hello, Sydney," Arvin Sloane said casually. He smiled at her, in that oddly paternal way that always sent a chill through her. "Did you have a pleasant flight?"

"W-what-" she managed to choke out in her shock. Before she could get any further, however, she noticed four very large men moving towards her and Vaughn.

"You need to come with me," Sloane said. His expression was still calm, pleasant even, but there was no mistaking the seriousness of his 'request.'