WARNING: tortury stuff and panic attack in this one.

Barry was working at his desk in his lab at the police station when he heard the door open. He was shocked to see Felicity walking in.

"Felicity," Barry said, immediately getting up, "what are you doing here?"

Felicity smiled at him and they hugged briefly. "Checking out some of Queen's assets in the area – I thought I'd stop in."

Barry smiled. He leaned back against his desk.

"What have you been up to?" Felicity asked, "Any new crazy villains? Go faster than light yet?"

"No," Barry said. He ran one hand through his hair, then gestured at the stack of paperwork on his desk. "Just normal villains right now. How's Diggle and Roy?" He tried to change the subject quickly.

"They're good," Felicity said. "But Oliver said you were having trouble with a meta human here. He only came back for a day or two, and then left for here again."

"Oh, yeah," Barry said, "It's uh – we're having trouble with this one."

"So what can he do?" Felicity asked, her eyes going wide, excitedly.

"Oliver didn't tell you?" Barry asked.

Felicity's smile wavered. Barry's eyes were darting around the place and he kept fidgeting with his hands. She shifted her stance. "No," she said, "he said I should ask you."

Barry closed his eyes and sighed. "He sent you to check up on me."

"What?"

"He sent you –"

"I heard you Barry – why, is something wrong."

"No," Barry said quickly. Felicity frowned at him. She crossed her arms.

"So who's the meta?"

"He's a theif," Barry said, "that's all we know."

"And what's his power?"

"He can, um – he can project pain."

Felicity blinked at him.

"Oh, Barry."

"It's fine," he said.

"How much pain are we talking – does he have to touch you or is it like –"

"No," Barry said, "It's like a sound wave or something – we're no sure."

"Have you figured out a way to block it?"

"Cisco has a helmet that should block him from using it while he's wearing it."

"Oh," Felicity said, brightening up, "Well then you just have to use your super speed and get it on him."

"Yeah," Barry said. He looked down.

"You can't make it in time can you?" she said slowly.

"No."

"Is it that bad?"

"It's pretty bad."

"Well," Felicity said, "Can Oliver get him then?"

"He could kill him, but he can't get close enough to get the helmet on – he passes out before then."

Felicity was quiet for a moment. "That is a tricky meta."

Barry nodded.

"I mean, you could always –"

"I'm not killing him," Barry said, "he hasn't hurt anyone."

"Oh." Felicity looked up at him. "So what are you doing."

Barry looked up at her, his face deadpan. "Pain management."

She squinted at him. "Pain management? Is that some kind of Cisco code or –"

"Pain resistance training," Barry said.

Felicity just looked at him, confused for a second, then it dawned on her. Her eyes shot wide and then she was gaping. "Oh, no," she said, "He's not seriously doing this – he's seriously doing this, isn't he? Why are you doing this – Barry, I mean, God, that's not OK, that is definitely not OK."

"Oliver's not fast enough to get him. I don't have enough pain tolerance to get him. Oliver's not exactly going to get super speed anytime soon, so I have to get a higher pain tolerance."

"There's got to be something else," Felicity said, "That's why he called me – oh, God, I'm so stupid of course that's why he called me because you're doing this stupid thing and he can't – Barry – Barry you need to stop this. It's not worth it. I've seen the scars Oliver has – the ones that he got in the process of getting that pain tolerance."

"I heal."

Felicity's face turned to a stony glare. She picked up her purse where she had left it forcefully. "When are you meeting him?" she asked.

Barry glanced at the clock. "About now."

"Good," she said, and marched out of the room. She came back in a minute later, "It is at Star Labs, right?"

Barry nodded. "Right," she said, and resumed her previous disposition, shutting the door forcefully behind her.

"What do you mean you didn't want to worry me?" Felicity shouted.

Oliver put his hands up. "I knew you'd react-"

"Of course I'd react this way! You're dissecting him!"

"I'm not –"

"What in the world made you think this was a good idea? No wonder he's having problems, you – you, idiot! What person in their right mind wouldn't be having problems, he's undergoing torture!"

"It's not –"

"Do you have any kind of idea the psychological –"

"That's why I called you!"

"I am not a therapist! I am a computer scientist! I can't rewire a brain!"

"It was the only –"

"I do not want to hear –"

"I was being gentle."

"How on God's earth do you call that –"

"Alright, wrong word – careful, I was being careful. Slow. Talking him through it."

"No amount of talk –"

At that point Barry turned from where he was standing next to Cisco, watching the argument unfold. He made his way over to Caitlin and sat down there instead. He didn't really want to hear anymore.

She was pouring something into a test tube when she looked over at him. He had his chin resting on his hands, staring at the table.

"How you doing?" she asked.

Barry just looked up at her.

"Right. Not good," she said.

He sighed. "I just want this whole thing over with."

"You know," she said, "It might actually help you to talk to him a little. I mean, he did go through a lot of the same stuff on that island."

Barry looked up again.

"Right. You don't want to hear it," she said.

Barry continued his staring at the table.

"You ready, Bar?" Oliver asked, walking towards him. Barry looked up. He hadn't even noticed that the screaming fest had ended.

"Yeah," he said. He followed Oliver through the door again. Felicity came walking up behind him.

"No," Oliver said when he noticed her coming.

"What?" she asked, "You asked me here."

"To talk. Not to come in while we're working," Oliver said.

Felicity crossed her arms.

Oliver pinched the bridge of his nose. "You'll freak out, which will make Barry freak out, which will just make things worse."

"I can stay calm," Felicity said.

Oliver gave her a look.

"Relatively."

"Felicity, this is not a good idea," Oliver said again.

"I'm staying," she said. The look on her face dared Oliver to disagree.

He just let out an exasperated sigh.

"Felicity," Barry said then. They both looked over at him. "I know you want to help but, maybe it would be good if it was just me and Oliver."

He couldn't help thinking of how he got during their sessions, once the pain started to get bad. His face was getting red.

"I won't freak out," she said, her voice hard.

"I know, but," he started.

"I know," she said, "you'll be in a lot of pain. You don't need to be embarrassed Barry it's a response to –"

"I know," Barry said, "But it gets bad sometimes."

"All the more reason why I should stay," she said, looking back and forth between the two of them.

Oliver glanced over at Barry, then back to Felicity.

"You talk to Barry only. No saying anything to me about stopping or taking a break or anything, no matter what," Oliver said, "The minute you start freaking out, you have to leave."

"Got it," Felicity said, nodding.

"There'll be blood," Oliver said.

"I've seen enough of it with you, Oliver."

"Injuries – it'll look bad," he said, "You have to remember that Barry heals, and that we're doing all this for a reason."

"I can handle it," she said.

"Alright," Oliver said with another sigh. He turned to Barry. "Let's get started."

Barry's heart was already starting to pound, his hands getting clammy. Oliver went for the table. Barry followed him reluctantly. He stopped in front of the table. God, did he hate being restrained, the absolute helplessness of it. He did not want to get on that table.

He shot Oliver a look.

"It's to keep you from hurting yourself," Oliver said.

Barry scowled. He was pretty sure it was more so he couldn't run, but he stepped up to it. Oliver clicked the restraints in place. Felicity went to his other side while Oliver wheeled over a tray.

"We're going to do the shots again," Oliver said. Barry took a deep breath. He was already shaking. "Relax," he said, "I'm going to start slower this time."

Barry took in a shuddering breath as Oliver produced a knife – the knife. Barry was starting to hate them.

"Just a shallow cut," Oliver said, "And I'm going to put a powder on it. It'll burn, but only for a few seconds."

Barry felt something on his hand and turned to find Felicity, her fingers entwining with his. He tried to give her a smile, but his attention quickly went back to Oliver.

"Really shallow, Barry," Oliver said. He drew a line across his arm and Barry grimaced. Blood was barely beading up on the edges, though. "Now this is going to sting," he said. He had a napkin with some yellow flecks on it, and dabbed at Barry's arm.

It was a little more than a sting. The thing burned. Barry gasped and squeezed down on Felicity's hand, but the pain was gone in a second, and he was left panting, his body relaxing again.

"Doing good, Barry," Oliver said. He made another cut on Barry's arm, a little deeper this time, and repeated the process. There were a few more of those until Oliver moved onto a different powder. This one was brownish red and hurt worse and for longer. The pain quickly intensified, and after a few rounds with that Barry was covered in sweat, eyes closed and head back against the table.

Felicity grabbed one of the napkins from Oliver. She dabbed the sweat off his forehead. Barry opened his eyes, looking over. Felicity smiled at him. "Just relax," she said. She didn't know what else to say.

"We're going to move on to the shots now," Oliver said, "I'm starting with the same one we had before."

Barry's expression changed immediately. "Can't we just stick with the cuts," he said.

"Not this time, Barry."

"Just a few more," Barry tried.

"Gotta move forward. It'll just end up making this whole thing longer."

Barry squeezed his eyes shut again as Oliver moved with the shot to his arm. Felicity was holding his hand again.

"Don't tense up," Oliver said, "It'll only make it worse."

Barry forced himself to relax and then Oliver injected him.

It was the same searing pain as before. Even though it only lasted a couple minutes, when it was over Barry felt like it had been an hour. He was drenched in sweat again and he was heaving for breath. He felt like he was going to pass out.

"Slow down, Barry," Felicity said, "You're OK. Just breathe."

She had the napkin on his forehead again, her movements gentle and slow, not sudden so as not to scare him.

Oliver was already getting the next one. Barry turned and saw the shot.

"Oliver," he said, his eyes pleading.

"Focus on Felicity," Oliver said.

"Barry, look over here," Felicity said.

But Barry was looking at Oliver and the shot. "Oliver, please."

"Barry," Oliver said, his tone more stern, "Felicity."

Barry turned his head and looked over and Felicity cupped his face in her hand, keeping his eyes on her. Oliver injected him with the next shot.

That one was worse. Definitely worse. Barry screamed, his whole body arching even with the restraints, trying desperately to get away. The pain was tearing through him. It felt like they were amputating his arm, like they were trying to rip it right off. His vision ran black and he was screaming.

The next thing Barry knew, he was opening his eyes and everything was spinning. Oliver was right in front of him, and when he realized Barry's eyes were open, he was pressing a water bottle to his lips.

"You passed out," Oliver said.

Barry gulped down the water. He felt exhausted.

"You have to stay awake," Oliver said.

"You've mentioned that," Barry croaked.

"You've got to breathe," Oliver said, "You either hyperventilate, or hold your breath, and you pass out as a result. Breathe in and out, nice and steady."

"Or you know, it might just be the pain," Barry muttered. He felt like shit. His whole body ached.

Oliver shook his head. "You've had worse."

Barry really wasn't sure about that.

Oliver already had another shot in his hand and Barry didn't want to look but he couldn't get his eyes off it. He was hyperventilating again.

Oliver paused, and looked at him. "Slower," he said.

Barry pulled his arm against the restraint. He didn't want to do this. He jerked his leg, and then pulled with his other arm. He couldn't move. He couldn't move and sweat broke out onto his forehead and he needed to be off of that table, he needed to be off of that table right now.

"Barry," Oliver said.

"Oliver," Barry said, "Let me off. Oliver let me off, you have to let me off."

He was panicking. His legs started to vibrate. The metal on the restraints shook, the whole table.

Oliver had the shot down. "Barry, look at me. Stop. Stop vibrating."

"I can't."

"Alright," Oliver said. He pushed the tray away. "Alright, Barry, we're gonna calm down a little first, alright?"

"Oliver, let me out," Barry said. He couldn't breathe. There were no restraints over his chest but there felt like there was one, crushing him. "You have to let me out."

"No, you're OK. We're going to get through this. Take a deep breath, Barry."

"Oliver –"

"It's OK. You're OK. Nothing's happening right now. Just relax." Oliver had his hand on his arm and he was rubbing back and forth but Barry's sight had gone tunnel vision and black dots were eating at the edges. He pulled at the restraints again and again.

Barry turned his head from side to side, eyes darting everywhere. Felicity was still holding his hand but his knuckles were bone white, and his face was pale.

"Barry," Oliver said, "You have to stop moving. Stop fighting. It's OK."

"I can't get out," Barry said, "I have to get out."

"No you don't. Felicity and me are right here. You're OK."

Barry whipped his head around to Felicity. "Felicity," he pleaded.

Felicity looked across at Oliver. She wanted nothing more than to make him tear of the restraints and get Barry in a giant hug but the look on Oliver's face was clear.

"You're having a panic attack," she said, "It'll pass. You're perfectly fine, physically. Nothing is wrong. You're not in danger, you can breathe fine. You just have to wait it out."

"No," he said. He squeezed his eyes shut. "Just let me off. Let me off, please, just for a few minutes."

"You can do this, Barry," Oliver said. His confidence was starting to waver though. He didn't want Barry to go through this but the kid was getting too scared of everything – he had to learn that it would be OK. His mind flashed back to something he'd read years ago – this kind of technique either worked great or made the fear that much worse. Oliver swallowed.

"Focus on breathing," Felicity said.

Barry pulled at the restraints again. He was still hyperventilating, but he was at least making an effort now to control his breathing. The breaths were getting slower.

"Barry," Oliver said, still with a hand on his arm, "I know you don't want to listen to me right now, but the fastest way to make it stop is to focus on breathing slowly, and to stop pulling against those restraints. Can you do that for me, Barry? I know its nerve racking and all you want to do is get out, but you'll calm down a lot faster if you just relax your muscles."

Barry gritted his teeth but he forced his arms to go still. He stopped pulling, stopped moving and vibrating. He was still for about five seconds, and then his body switched to trembling instead.

"That's really good Barry," Oliver said, "Keep going, deep breaths. Do you want some water?"

Barry hesitated and then nodded. Oliver brought the water bottle to his mouth again and he took a couple of sips. His head feel back against the table again.

It took him about another ten minutes to completely calm down. After that he felt exhausted.

"Barry?" Oliver said.

Barry opened his eyes and looked over at him.

"Are you ready for the next one?"

Barry closed his eyes again.

"Come on, Barry," Oliver said, shaking his shoulder. "I won't start if you're not ready, but if you are, it'll only end faster."

Barry grimaced and gave a tight nod to Oliver. Oliver injected the next dose.

LIIIIIIINNNNNNNNNNNEEEEEEEEEEEEEEEEEE

Barry had a pounding headache. His whole body still hurt, seemed to burn and ache and every once in a while he would turn the wrong way and a sharper spike of pain would flare up and he would freeze, another panic attack threatening to break. Oliver said he was only sore because he kept fighting the restraints so much but Barry swore it was the shots. He had his head in his hands, elbows against his knees and Felicity's hand was on his back. She wouldn't let him alone, wouldn't let him sleep like Oliver always did. Barry wasn't sure he could sleep anyway. He wasn't sure he wanted to. Actually, he wasn't really sure he didn't want Felicity there. He just wanted the pain to stop.

"You should eat something," Felicity said.

"I'll throw it back up," Barry said.

"Drink some water then. You're probably dehydrated after all that."

Barry shuddered.

They had adjusted the lighting, so it was dim but not dark, and there was a radio in the room now, which was softly playing music. They were trying to keep him calm, Barry realized.

"I don't think I can do much more of this," Barry said.

"Hopefully you won't have to," she said.

"I don't think I can do it again tomorrow."

"Yes you can. I know you can. I hope you don't have to but I know you can if that's what it takes. You're stronger than you think you are Barry."

"I'm not Oliver," he said.

"You don't have to be Oliver."

"I wouldn't have survived on that island."

Felicity paused. "Maybe not," she said suddenly. Barry looked up at her. "But you don't have to," she said, "and this – you'll do it, and you'll get through it, because this you do have to do, but also because you have me, and Oliver, and Caitlin and Cisco and Wells. You'll be OK."

"I don't want to, though."

"Yeah, well I'm pretty sure you'd be crazy if you did."

Barry sighed. He put his head back down in his hands. Felicity kept rubbing circles on his back. He wasn't calm though, all of their subtle little tricks weren't working. He felt strung tight as a wire and the aching in his muscles was getting worse, his heartbeat thudding along.

"Barry," Felicity said softly, "tell me what you're feeling."

He shrugged.

"Come on, Barry, you have to talk to me. You'll feel better. I care about you Barry, don't shut us all out. Let me help."

Barry closed his eyes again. "My heart feels like it's going to beat out of my chest," he said quietly.

"You're nervous?"

Barry didn't say anything.

"Barry?"

"I'm… I don't know. I don't feel good."

"Do you feel like you did while you were having a panic attack?"

Barry shuddered.

"Do you want to talk about that?"

"No."

"How do you feel right now then? What's going on?"

"I… I don't know. I feel – I feel shaky."

"Shaky?"

"Yeah. Like, tense. I feel… like I can't stop. Like if I relax something bad will happen."

Felicity frowned. "Nothing bad is going to happen to you. I'm right here. You're safe."

"I know," Barry said, "It's just, everything is going too fast. Like, it's spinning in my mind and I can't make it stop."

"OK," Felicity said. "Take a deep breath, and tell me what's spinning then. What are you feeling?"

"I can't stop thinking about it, when I can't move, and just – the pain – and, and I'm helpless. I can't do anything, and he doesn't stop."

"Oliver's only trying to help."

"I know," Barry said, running his hands through his hair. "But it just – it doesn't feel like that when I'm begging him to stop and he's telling me he can't and it'll be alright except it's not because it hurts, it's too much."

"But it ends," Felicity said.

Barry took a deep breath. "Not fast enough."

"You're not hurt right now though," Felicity said. "Right now you're safe. You're OK."

"I just can't calm down."

"I know. That's why I'm here."

"My head just keeps spinning, Felicity. It feels like it's going to explode. I just want to sleep, to shut it all off but I'm afraid to sleep because I'll just have nightmares. I'm so tired, Felicity."

"What are the nightmares?"

Barry sucked in a breath. "I don't know – different things. I can't move in them. Sometimes I can't even talk. I keep trying to scream, but I can't. And he's got shots, or a knife, or the – the brands and I – it's always worse, it's not even Oliver it's just – he always says something – this is going to be the worst, or stay still, or this will hurt, or something, but no matter what he says I know it'll be the worst one yet, and I'll try to scream and get away but I can't move. I'm not on the table but it's like I'm just frozen and I can't even close my eyes – I can't even turn my head I just watch."

Felicity had moved up to his neck, moving her fingers through his hair. Barry was sucking in breath. Just thinking about the nightmares made his skin crawl, his heartrate kick up.

"It's OK, Barry. There just dreams."

"But it happens in real life too."

"Yes. But you're doing it for a reason. It's to help people, to stop a criminal."

"I know. That doesn't make it hurt any less."

"Why don't you lie down, Barry.

Barry tensed and paused, then shook his head.

"Why not?"

"I don't know," he said, "I just – I just need to have my feet on the ground."

"You need to be able to get away," Felicity said.

Barry looked away from her.

"Barry," Felicity said, "I think you should lie down."

"Felicity –" Barry started.

But Felicity was pulling on his arm and he was going sideways. He didn't like this, he didn't like this. But then his head was in her lap and he was looking up and he was tense all over, feeling vulnerable on his back and reached up and grabbed Felicity's arm. She peeled his fingers off her wrist and held his hand instead. He squeezed his eyes shut and Felicity kept playing with his hair.

"Shhh," she said, "You're OK. Relax. Everything's OK."

He wanted to get back up, but he was so tired. He didn't want to sleep, but his body ached and his mind wouldn't stop and Felicity had her fingers in his hair and that felt good. His grip on her hand relaxed, and slowly so did the muscles in his legs, and then his abdomen, and finally his arms and neck and shoulders as his body adjusted and no, actually nothing was going to jump out at him or stab him or inject him right then.

"Better," Felicity said, "Relax. Let someone take care of you for once. No metahumans, no psychotic killers, no thieves. Oliver's here if something happens. I'm right here too. I won't let you go through a nightmare. Just relax."

"I don't wanna sleep," Barry said. He was finally starting to calm down. He didn't want to fall into another nightmare right now, he didn't want to feel like he couldn't move with the terror like a knife in his stomach. He just wanted to stay with Felicity but he could feel the exhaustion seeping into him.

"You need to," Felicity said, "You're exhausted, and you'll feel so much better once you get some good sleep."

"I won't though."

"I think this time might be OK," she said.

"Why?"

She smiled at him. "Because I'm here. And I won't let you have any nightmares. Sleep."

Barry closed his eyes, but he didn't succumb to the sleep. But then Felicity was rubbing circles with her thumb on the back of his hand, and her fingers were in his hair and he felt safe. Oliver was there. He didn't need to be the hero of the city right now. And Felicity was with him. Barry didn't really plan to fall asleep, but somehow that's what happened anyway.

So I love Felicity, but anyway, I know it's been a while so long one this time. I've got one more "session" planned and then Barry might just take on the thief again... Please let me know your thoughts! :)