A/N: This chapter's a little longer than usual. Forgive me if I seem to just be writing what happens in the movie. I have a very specific point I want to get to, wherein things will be different than the movie. Also, I just love how simple the movie is, and how much is left up to the audience at certain moments. As always, if you would like to leave a comment, please feel free. I do appreciate anyone taking the time to leave feedback.

Jack stared in frustration at his father's truck. He was blocked in, the bumper of someone's sedan very nearly pressed up against the back of it. He blew out a puff of air, flipping the hair out of his face as he racked his brain for a solution. Nothing.

"Hey, Check the meter, see what time they have left." Maybe they could wait it out, go back up to Peter's apartment for a while, maybe test out that loveseat. The idea was more than tempting. He told himself it was simply because he wanted to make sure her engagement present was a quality piece, not because he wanted Lucy to take off the baggy trench coat and slip in next to him, curl up on the little sofa while they watched tv. He knew, without a shadow of a doubt, that she would fit perfectly under his arm, her head nestled up against his chin.

She chuckled at his hopeful tone. Who was the native Chicagoan here? Surely he knew how the meter's in the city worked. "Um, it's six, they can pretty much stay here all night if they want to."

"All night, huh?" He knew that, of course. His shoulders fell. So they were stranded on the cold streets of Chicago after dark. He was a little embarrassed by his lack of forethought, and lapsed into awkward silence, staring at the asphalt at his feet.

Lucy shifted her weight from one foot to another, keeping up her movement to stave off the cold. Maybe it would be best to just get a move on. She'd gotten entirely too close to Jack this evening, her physical reaction warring with her good sense. "Um… good night."

His head popped up, eyes searching her face. She looked a little uncertain, as though maybe she didn't exactly want to leave him. His heart picked up it's pace a little, his traitorous lips twitching up in a half-smile. "You just gonna leave me here with the truck?" He gestured to the hulking vehicle behind me.

She nodded, her eyes sparkling. She adopted her best matter of fact tone, and looked at him in faux seriousness. "Basically, yeah."

"Well, maybe I oughta walk you back."

His voice was soft, the kind offer posed more as a question than a suggestion. Lucy could feel the warmth seeping back into her cheeks, and prayed there wasn't a visible blush there. She couldn't let him affect her this way, so she looked away. "What for?"

"For protection."

Protection? Jack wanted to protect her. It was the sensible thing, she knew. As a woman, walking the streets of Chicago at night wasn't the most desirable things to do, and it was his fault that she was in this position, but she still felt a thrill at the words. He wanted to protect her. This is what it felt like to be cared for.

Her throat constricted, and she was grateful for the darkness around him. Maybe he couldn't see the surprising sheen of tears in her eyes. She couldn't let herself get used to this. It was only a matter of time before the soft expression on his face when he looked at her was replaced by disgust. Better to cut this out before it went too far. "Oh no, I'm fine. I'm ok."

It took a lot to say those words, her heart begging her to just give in for the moment, but she remained steadfast, hoping he would just let it go. He didn't. He continued to smile at her, the brisk night air buffeting his hair, the strands poking out at odd angles. "Protection for me. I don't want to be here by myself. This is Chicago."

She laughed. How could she say no to him? He needed her protection from possible threats lurking in the shadows. She pressed her lips together, fighting the smile waiting to come out of hiding. Tucking her hands in her pockets, she turned slightly away from him, silently beckoning him with the motion of her head. "Okay."

Letting out a satisfied sigh, he fell in step behind her. There hadn't been a chance in hell that he was going to let her walk home alone. The very idea of something happening to her twisted his stomach in knots, a cold little knot of fear settling in his chest. No, Lucy would not be walking the streets at night alone, not when he was here.

xxx

The closer they got the Chicago River, the colder it seemed, damp gusts occasionally coming at them. He wanted to feel bad, parking like an idiot so they had to walk, but it was hard to when he had Lucy strolling beside him, the Michigan Avenue Bridge in the distance, lights twinkling. The city was so beautiful at night, especially this time of year, lights still strung in the trees along the walk.

He looked back down at her, enjoying the way her eyes seemed to be lit from within as she took in their surroundings. She tucked her gloved hands under her arms, drawing slightly into herself, and a little bit of guilt found its way back into Jack. "You look cold."

She turned to him slightly, attention drawn away from whatever had produced the dreamy expression on her face. "Huh?"

Her cheeks were pink from the chilly air, her hair falling from the confines of her tie just a little, framing her face perfectly. "You look…" Beautiful. It hit him unexpectedly, although he didn't know why. It's not like he'd never noticed how attractive she was, but suddenly her beauty was a tangible thing washing over him, trapped as he was by her direct gaze. "... cold."

She laughed, the bright sound he'd began to crave filling his ears. "Probably because I am cold. How about you?"

"This jacket's reversible. I'm wearing the warm side now." He cringed inwardly. He said the lamest things around her in an effort to make her laugh.

She should have rolled her eyes at him, ignored his bungling attempts at humor, but instead she laughed again, this time an almost girlish giggle escaping her parted lips. "Oh, I see."

He stepped back a little, for the first time really looking at the oversized coat she always wore. It was old and worn out, and much thinner than winters in Chicago warranted. "You need a better coat." Concern tinged the edge of his words, revealing yet again his instinctive need to look after her.

Lucy's gait slowed to a stop and she turned toward him, eyes full of affection. For him?

"This was my dad's." Her voice was soft, yet happy, as she finger the lapel of the trench coat.

The love shining in her eyes wasn't for him, it was for her father. Jack mentally made himself take a step back. Reign it in, buddy. He tried to get back to familiar territory. "Ah, then he's probably freezing."

"He passed away."

She was quiet, three little words so incredibly weighted. It wasn't quite pain that he heard in her voice, but something much more layered. Regret, love, resignation. He wanted more than anything to pull her into his arms. Instead he offered her a stilted apology. "Sorry."

"It's not your fault. He passed away last year. I don't even remember my mom."

Again, her voice carried a complex tapestry of emotions, and Jack wanted nothing more than to gather her up, promise that she didn't have to be alone. He was falling so hard, so fast, it scared him a little. He should probably just let this go. Finding out more about her was doing nothing to keep his burgeoning affection in check. "Well, what was he like?" So much for letting it go.

He looked at her expectantly, somewhat afraid that she might not want to talk about this as they walked alongside the river, the grief possibly being too fresh to bring out in the open, but her expression lightened somewhat, the smallest of grins curving her lips upward. "He was a lot like me. Dark hair, flat chest."

He laughed, the sound pouring out of him in relief and amusement as she cast a sidelong glance in his direction. He was beginning to understand why she laughed at all of his lame jokes, apparently they're sense of humor was very similar. He probed further. "What do you remember most about him?"

As they continued to walk, their hard soled shoes tapped out a pleasant rhythm along the pavement. Jack settling into this comfortably slow pace, taking in the other pedestrians enjoying the beautiful night, one couple in particular enjoying it more than most, pressed up against the railing, kissing as though no one else existed.

"Oh that. Okay." She giggled, feigning sudden clarity. "Um, well, he liked maps."

"Yeah, I live by maps, my truck's filled with them." His reply was slightly distracted, glancing once more at the couple along the railing, before looking at his surroundings again. He supposed this was a pretty romantic spot, especially at night like this, all the twinkling lights, the cold air encouraging couples to seek warmth from one another.

If Lucy were just some girl he'd met on the train, some sweet passerby he'd struck up a friendly conversation with, and they'd ended up out here, would that have been them against the railing? He knew the only thing stopping him from pulling her aside and wrapping his arms around her was Peter, and with each passing second his restraint dissolved a little.

She continued to talk about her father. "He used to hear of a place on TV, we would pull out the atlas, we'd find where it was, and we'd route out this like, little way to get there."

The image of little Lucy, her dark head inclined toward her father's as they poured over a giant atlas filled Jack's mind. A little bubble of warmth forming in his chest as he tried to picture what she looked like as a child, what her children might look like. She was smiling as she recounted the places they'd planned to go. "If there were one place in the world you'd go, where'd-"

Hopping up and down, she interrupted him. "Florence!" The lights in her eyes intensified, her excitement bubbling up and out of her as she bounced on her heels.

He stopped briefly to look at her, enjoying the pleasure on her face. Bashfulness crept back into her as she realized how enthusiastic her reply had been. He didn't think he'd ever get tired of seeing her like this, of hearing her chat about the things she loved. "Italy. Oh, I haven't delivered any furniture to Florence yet, but I'm told it's nice."

"Yeah." She sighed out the word, the dreamy expression returning once again to her eyes.

"I take it you've never been there." Something told him Florence was a dream for Lucy, something she thought about sitting in the booth at the train station, a far off fantasy.

"Well, you know, the El doesn't exactly make it all the way to Florence."

No, it certainly didn't. Did Lucy feel trapped here? Chicago was his home, but there had always been a part of him afflicted by wanderlust, something he'd never been able to give in to. Too many responsibilities. Jack didn't really know what to say, too afraid that his own disappointment would bring the conversation to a grinding halt.

Luckily, Lucy saved him from his thoughts. Excitedly, she said, "Oh, but I do have…" She paused, digging through the bag draped across her front. Clutching tightly to a small square object, she withdrew her hand, dramatically waving it in front of him. "...my passport."

"You- you have your passport… with you?" He pulled his gloveless hands from his pockets, taking the thing from her. He laughed. Her enthusiasm was so endearing.

"Well, just in case I quickly need to leave the country, you need a -"

He laughed at the image of Lucy fleeing the country, dark Jackie-O sunglasses perched on her nose, a black scarf wrapped around her head.. "Yeah that's perfect. It's great." He weighed the little booklet in his hand, opening it to flip through it's pages, finally settling on the one with her face gracing it. She smiled broadly at the camera, displaying a dimple on one cheek. She was glowing really. Here was a person who could see the world laid out before her, ready to get on with it. He smiled. "Oh, you're right, you're not very photogenic at all."

He couldn't resist ribbing her, feeling rewarded when her mouth dropped open, a little huff of indignation escaping her lips as she snatched the passport from his grasp. He raised his hands in self defense, fending off her ire. "Just joking."

The indignation was quickly replaced by her laughter. Jack marveled at it, only one small niggling thought in the back of his mind holding back his ability to share in her mirth. "They're aren't any stamps in that."

Lucy's face fell when the tentative statement registered. "Yeah, well, I haven't gone anywhere yet." Wistfully she tucked the passport back into her bag. The slight tremulous quality in her voice tore at Jack. "But, I'm planning a trip to Florence really soon, so you know, I'll go."

Somehow he got the feeling that she'd been planning this particular trip indefinitely, and it made him sad, but he wasn't sure how to bring it up. He steered the conversation back to somewhat safer waters. "That'll make your dad proud."

"Yeah." She nodded, thinking about all the trips they'd planned and never gotten to. It had been so long since she'd talked to anyone like this. Her father had been the last person to ever express any real interest in her life. She glanced up at Jack, finding that talking to him wasn't hard. There was an easiness about being with him, as though she'd known him for years. "You know, in a very small way, you kind of remind me of him…" She held up her hand, holding her index finger and thumb about an inch apart to indicate exactly how much. "...a little bit."

"I see." His head snapped up in surprise, a smile playing on his lips. He liked the idea. From what he could tell, she'd loved her father very much. He was definitely not averse to being associated with such a man. "So, he was a classy guy, always a gentleman." A gentleman. Jack swallowed. Upstanding guys didn't try to steal their brother's fiances. He pushed the naysaying voice out of his head "... A working man who-"

"Who just stepped in dog poo." She snorted, backing away from the offending substance.

"Oh!" Whatever heaviness there'd been in the air between them suddenly evaporated. Jack scraped his foot along the pavement, the juvenile humor of his situation taking over, as Lucy burst into a gale of laughter. He found it impossible not to join in.

Between gasps, Lucy reached forward, pulling him away from that side of the pavement. He liked the feel of her hand on his elbow. They picked their pace up, the cold seeping in through their clothes. She leaned into him, this time threading her hand through his arm. "Let's get a move on before we freeze to death."

Jack nodded, high on something he'd never felt before. They marched off in the direction of her apartment, chatting aimlessly about different things. He wanted, no, needed, to know everything about her.