Catherine's house smells like popcorn when he arrives. He pulls her close and buries his nose in her hair. She hums happily against his chest.

"How are you, James?" she asks pulling away just enough to peer up at him.

"I'm fine," he replies, and his smile is small and tired, but it is genuine. He wonders if the momentary questioning glance she sends his way is his imagination. He forgets it quickly when she tugs him to the couch and plays a princess movie and peppers his face with kisses. He sits slumped against the back of the couch with his arm slung loosely around her shoulders. The princess has fallen into the real world and Catherine is muttering about how much she loves the movie. He laughs along with her. By the time the credits roll, they're lying across the couch, and Bucky is fighting to keep his eyes open. He's warm and full of popcorn, and with his lack of sleep, it's a losing battle.

When he wakes up he's slightly panicked, but it doesn't take him long to reorient himself. The warm body curled into his side is a dead giveaway. He tries to get up without waking her, but she stretches, then curls her fingers into his t-shirt to tug him back towards her.

"Just a little longer," she mumbles, and he concedes with a small smile. She returns his smile sleepily and kisses his nose with a giggle.

When he returns to the apartment, Steve is sketching a bird perched on the windowsill. He glances at Bucky, flashing a weak smile. That's what he'd been afraid of. He didn't want to trouble Steve with his burden.

"Listen," Bucky begins softly, at the same time that Steve mumbles his name.

"You go ahead," Steve says.

"I'm sorry. About Hydra and stuff. I didn't really want you to know, but if you did, I sure as hell didn't want you to figure out like that." Bucky takes a deep breath and flops down on the couch. "It's my job to worry about you Steve, not the other way around."

"Not anymore, Buck. It hasn't been that way for a long time," Steve replies somewhat sternly.

"Well that's all I can remember!" Bucky shouts, then buries his face in his hands. "I know I know you. I know we're best friends. I just can't remember you being big like this. When I think back, all I see is the skinny kid from Brooklyn who wouldn't back down from a fight."

Steve moves from his spot by the window to sit by Bucky, laying a hand on his cold, metal shoulder. "I'm sorry, Buck. I understand it's hard. I can help you though. Please, let me try."

"Steve, I can't let you go against SHIELD like that. You know you're a bad liar. What if they were to ask you about all this again?"

"Well I already know you're killing Hydra agents by the handfuls. Helping couldn't possibly make it any worse." Steve flashes a cautious smile.

Bucky shrugs. "Maybe."

"At least let me come with you tonight," Steve pleads. "You're probably still a little exhausted."

"So Catherine's was your idea," Bucky remarks, the sides of his lips quirking up in the first true smile Steve has seen from him all morning.

"I may have suggested that, were she to invite you over, I would appreciate if she made you sleep." Steve shrugs nonchalantly, laughing as Bucky playfully shoves him.

"She did not make me sleep," Bucky retorts.

"Yeah, yeah, whatever." Steve laughs, glad Bucky has lightened up a bit. The conversation shifts, and for a while, it almost feels like the forties. Steve might be able to forget, were it not for the cold metal that rest beside his thigh and his friend's long hair and dark eyes.

When night falls, Steve believes he has convinced Bucky to let him tag along. This belief is shattered when he comes back from the kitchen with two cans of soda only to find an empty living room. He sighs and lets himself fall to the couch with a heavy plop.