Somewhere on the Southern Coast of England. l966.

It was a sad little inn, neat but poor, dark and shabby. Napoleon Solo glanced at April Dancer and sighed. With their assignment, Lisa Calvert, the mobster's daughter, tucked away in a nearby U.N.C.L.E. safehouse, there was nothing left to do but find a place to stay for the night and wait for the company plane, due early the next morning.

"There may be another hotel in town," Napoleon said tiredly as he surveyed the dreary lobby, "but it's late and frankly, I'm too beat to look for one."

Escaping from the clutches of Mother Muffin and her gang hadn't been easy and right now, all he wanted was a hot shower and a few hours of blissful, uninterrupted sleep. April nodded in silent agreement. She, too, was exhausted.

Just then, a tweedy, balding little man with steel-rimmed glasses and a frayed striped shirt appeared from behind the desk. Napoleon glanced toward the clerk. "I'll get us some rooms for the night," he told April and headed for the check-in desk.

"Make it one room."

Her words brought Napoleon up short. Did I miss something? he asked himself. She'd been an agreeable companion throughout the mission and true, at one point, she had cuddled close against him for a quick catnap. But it all had been very casual and friendly and quite proper. After all, they barely knew each other.

"Are you sure?" he asked, narrowing his eyes, but April only smiled back innocently.

"Mr. Waverly is always telling us to watch our expense accounts," she replied and winked at him, making it perfectly clear that she had more on her mind than finances.

Napoleon shrugged and thought: What the hell. The shower could wait. If the girl made love as well as she did her job, it was going to be an interesting evening.

"Do you have a room?" Napoleon asked the mousey myopic clerk, who looked past the agent's shoulder at April and grinned.

"I have a nice double."

"Fine."

The clerk fished out a key and spun the guest book for Napoleon to sign. "Room ten. At the top of the stairs."

He handed over the key and a long, thin fountain pen. The agent began to write "Mr. and Mrs." then hesitated.

"You yanks usually prefer 'Smith' without the 'e'," the clerk offered helpfully. Napoleon scowled and jotted the name down. He palmed the key and motioned to April who joined him at the foot of the stairs.

"Mr. Wavery wouldn't like this," he said as he took her hand. "Professionalism and all that."

April tossed her head at him. "Who's to know? Besides, we're off duty."

They ascended the stairs to the second floor, laughing like two kids playing hooky.

Upstairs, the room was pretty much what Napoleon had expected. When April turned on the single lamp, he saw in the flat, harsh light, an old, tarnished brass bed, a battered bureau, and one straight-back chair. The carpet had huge worn spots. The drapes on the window had been washed too many times, and there was a curtain hanging where the closet door was supposed to be.

"It isn't much but at least it's clean," Napoleon observed aloud but April didn't seem to be listening. She was standing with her back to him, staring out the smudged window even though there was nothing much to see. Slowly, almost mechanically, she slipped off her shoes and began to peel away her black sweater.

Solo struggled out of his own black outfit and flung it in the direction of the closet. He was glad to be rid of the Hamlet costume that Mother Muffin had forced him to wear, and he hoped that the agents arriving tomorrow would bring him a decent suit. Still, he felt a pang of regret watching April shed her costume. She did look quite fetching in black leotards.

The woman agent continued to undress, as Napoleon watched appreciatively and considered: April Dancer. She was strong and brave and independent, and unlike some men, Napoleon Solo found that combination in a woman intensely exciting. It had taken Waverly months, even years, to convince U.N.C.L.E.'s board of directors that a woman could be as effective in the field as a man. Dancer was the chief's pet project and though she was still learning, for the most part, she'd lived up to Waverly's expectations.

As U.N.C.L.E.'s highest ranking female operative, she was a guinea pig, a test case. It was a difficult position to be in and April was acutely aware of her responsibilities. The male agents teased her, called her "the Little Princess" behind her back, but April remained cordial to them all and kept her distance. As far as Napoleon knew, she had never dated anyone from the office, much less slept with them, and that included her partner, Mark Slate. What they were doing here now, Napoleon could only guess. He tried not to let his ego supply him with the answer.

Nevertheless, Napoleon couldn't help smiling to himself. Waverly's prized proteges --- the "Little Princess" and the Heir Apparent --- making love in a cheap, run-down country inn. It was almost incestuous. The Old Man would have a stroke if he knew.

Still smiling, Napoleon crossed the room to April and cupped his hands over her bare shoulders. As he kissed the nape of her neck, he felt the muscles tighten.

That's odd, the agent thought to himself. Perhaps the excitement of the last few days has been too much for the girl. She is rather young, after all.

He began to massage her back, working out the tension and was pleased to feel her relax. But then unexpectedly, she twisted under his hands and roped her arms around his neck, drawing him into a tight embrace.

Napoleon responded with equal passion, but her kiss, for all its vigor, seemed somehow calculated, fraudulent. Something's wrong, he told himself, she's trying too hard. Ignore it. . .

But he couldn't and he released her.

"What's the matter, April?"

"Nothing."

"C'mon kid, this was your idea, remember?"

"I know. Don't worry. Just kiss me again."

She tried to continue, but he stopped her and grasped her firmly by the shoulders. "I've done this enough times to know when a woman's heart isn't in it. We've been through a lot together. I deserve better than this. Now I want you to tell me what the problem is."

April pulled away. She hugged her shoulders and lowered her eyes as if she was inspecting the threadbare carpet. Napoleon waited, trying hard not to appear impatient. When he began to speak, but she cut him off.

"It's just that. . . it's just that, well, I've had plenty of boyfriends and all but. . .I've never. . . well, you know. That is, I've never been with a guy, I mean, like this before . . ."

Napoleon listened to her nervous ramblings in utter confusion.

And then, all at once, he understood. "Ah, April honey, are you trying to tell me you're a virgin?"

The woman kept her back to him but Napoleon saw her head bob up and down in quick, short, affirmative movements. He shook his own head and sighed out loud.

"It's okay," he said, giving her shoulder a chaste pat. "It's probably my fault. I guess I just misinterpreted the signals. I'll go and see about renting another room."

There was nothing else to be done about it. Napoleon went to the closet to retrieve the costume jacket, but April pursued him.

"No. Wait. I wanted to come here. You didn't make a mistake."

Napoleon paused. He knew he hadn't misunderstood. April's intentions had been only too clear, but now he was ready to offer the lady a graceful exit. What bewildered him was why she wouldn't take it.

"Look, a case of cold feet is not a crime," he said as reasonably as he could. "You don't owe me anything. I'm as willing to take advantage of an opportunity as the next guy, but I'm also a firm believer in voluntary participation. Let's just chalk this up to a breakdown in communication. I'll leave you to your peace of mind if you'll let me out of here with at least a shred of my dignity intact. Okay?"

He smiled encouragingly, expecting her to be relieved but instead she stamped back to the window in a huff.

"Oh boy," she said, to no one in particular. "I really botched this, didn't I?"

Napoleon watched her with one hand resting on the doorknob, feeling thoroughly confused. "Before I go," he said, "Could you please tell me what the hell is going on here?"

April put a hand to her cheek. "I feel so ridiculous. This is going to sound so stupid."

He cocked his head in response and said, "Try me."

"Oh Napoleon," she moaned, "I know I'm supposed to be this sophisticated spy, this modern Mata Hari. But underneath, I'm still the good little army brat from a sheltered, straight-laced family.

"It didn't seem to matter much before but lately, I've been pulling some pretty rough assignments. Tight spots, you know? And it started me thinking. I probably won't marry for some time. A lot could happen between now and then. One of these days, I'm going to find myself in an, um, awkward position and well, I guess I just wanted the first time to be pleasant."

"Pleasant?"

"Yeah, pleasant. Memorable even. Is that too much to ask?"

"No, not at all," Napoleon agreed. He was beginning to see where all of this was headed.

"Anyway, I was discussing my, uh, problem, with some of the women at the office and they all suggested you as the solution. Wanda said you'd be experienced, patient. She said I could trust you. So when this assignment came up, I thought. . . well, I don't know. They all said getting you into bed would be easy, a piece of cake."

Napoleon hung his head and laughed softly to himself: a victim of my own reputation. The idea amused him.

He looked over at the woman poised beside the window. One of U.N.C.L.E.'s top enforcement agents and yet she looked so innocent and fragile, standing there in just her underwear. Mother Muffin had called her a sparrow. The description seemed entirely apt.

Napoleon walked up behind April and wrapped his arms around her. "Are you angry?" she asked in a small voice as he leaned down to kiss her hair.

"Angry? Are you kidding? I'm flattered."

He turned her around to face him. "And very, very honored."

She kissed him again and this time, the emotion was tentative but true. "Don't worry, Napoleon. I'm not a silly schoolgirl. I won't fall in love with you and I take one of those little pills issued by Section Eight every morning."

Napoleon chuckled and hugged her tight. "The first time, there should be candlelight and soft music and champagne," he whispered. He glanced around the room and picked out a yellowed water stain near the edge of the ceiling. Well, at least it was warm and the bed looked big and comfortable.

"I guess we'll just have to make due," Napoleon said and with that, he reached down and scooped her up into his arms.

"What are you doing?" April cried out as her feet left the floor.

"Trying to inject some romance into this sorry excuse for a love nest."

"Promise me you won't tell anyone about this. After all, I have my own dignity to preserve too."

"It will be our secret," he assured her and gave her a quick peck on the cheek. "And don't forget, if you change your mind at any time, just say the word and I swear I won't lay another hand on you."

She grinned back at him. "I won't change my mind. Just tell me what to do."

"No, April, you tell me."

He carried her across the room and laid her carefully on the bed. "You're an incredibly desireable woman," he said and it was clear that he meant it.

"You'll be gentle, won't you?" she asked, a hint of apprehension in her voice. Napoleon leaned down and planted the faintest of kisses on the inside of her thigh, in the cleft of her breasts and at the base of her throat.

"I always am," he said. "Now, let's make a memory."

"Are you okay?"

April nodded and smiled. If what she felt for him at that moment wasn't love exactly, it was the next best thing.

"Thank you."

"For what?" he asked, genuinely surprised. "The pleasure was mine."

"For being you. I can see now why you come so highly recommended. It might have been different with another man."

"I decided long ago not to be like other men."

Napoleon crawled next to her as April took a deep, satisfied breath and closed her eyes.

"Where did you learn to make love like that?"

"U.N.C.L.E. training."

April giggled in spite of herself. "I don't remember a chapter in the manual on sexual technique."

Napoleon shrugged. "Don't you think all those exercises to develop stamina, endurance and self-control should be good for something besides killing people?"

April laughed again and rolled beside him.

"Hold me?" she asked and Napoleon slipped an arm under her shoulder. As she shifted to accommodate him and her thoughts returned to a certain summer afternoon, some months before.

There had been six women at lunch that day when the subject of Napoleon Solo came up: Wanda from Communications; Sarah from Intelligence; Alice from Records; Mandy from Translation; Heather from Reception, and the enforcement agent herself. April recalled how Napoleon had greeted them all in the commissary and exchanged a few pleasantries before moving on. When he was gone, Wanda leaned toward Alice who had been noticeably quiet.

"What's the matter Alice? Don't you like Napoleon?"

The file clerk shook her head and Mandy blinked and said, "Gee, I thought everyone liked him."

"Well, I don't. The man thinks he's God's gift to women."

"Oh, come on, Alice, really," Wanda groaned and Sarah, who had been listening to the exchange, observed slyly, "Obviously, you haven't slept with him."

"Of course not," Alice replied, genuinely appalled. "Have you?"

No one answered as she glanced from one guilty face to another. Finally, April said, "I haven't."

"Good for you, April."

"But she's thinking about it," Sarah assured her friend. Alice pushed her chair back and shook her head in disgust.

"I can't believe what I'm hearing! And you're all comfortable with this 'arrangement'?"

"Are you kidding?" It was Sarah again. "No woman in her right mind would want a serious relationship with Napoleon Napoleon."

"Not unless she looks good in black," Wanda allowed.

"With his job, my hamster has a longer life expectancy," Sarah said and shot a sympathetic glance toward April. "Sorry hon, but you know how it is for you people in Section Two."

April nodded reluctantly.

"So we all sort of share him. . . pass him around like a good recipe," Sarah went on. "Napoleon's cheaper than going to a singles' bar and a heck of a lot more fun."

"Maybe we should petition the Old Man to preserve Napoleon," Heather said as she idly toyed with the remains of her salad. "You know, like a national treasure."

"But you're engaged to Harry now," Alice pointed out, still exasperated. "Surely you don't mean what you're saying."

Heather replaced her fork with a smile. "Put it this way: if men were cars, my Harry would be a four-door station wagon. Big, safe and dependable. Napoleon Solo is a Maserati with no brakes, God bless 'im."

There were nods all around.

"An 'E' ticket at Disneyland," Mandy agreed.

They all laughed and now, in the quiet room of the battered country inn, April laughed too.

"What is it?" Napoleon asked but April stifled her grin and answered, "Oh, nothing."

Mandy was right, she thought. Definitely an "E" ticket.

"Actually, I learned from other women," Napoleon was saying. "One in particular. I was hardly more than a boy."

"Did you love her?"

"I fall in love with all the women I go to bed with. Which is the same, I suppose, as not falling in love at all. . . "

His voice trailed off, sounding vague and a little bit sad. "Just as well," he lied.

He lay back and contemplated the water stain on the ceiling, and thought of Mara and Jill and Clara. Poor, wise, lovely Clara. He'd come closest with her.

But inevitably, the day arrived when she couldn't bear to wait in one more train station, one more airport, wondering whether or not he'd come back in one piece. She told him that he would have to choose between living with her and living on the edge. In the end, she made the decision for both of them. He hoped she was happy with her new husband and he had to admit --- if only to himself --- that she was better off without him.

They were all better off without him.

Napoleon looked away from the stain and caught April staring at him.

"I'm not going to ask what you're thinking," she smiled. "I can see it on your face."

"And that's the last time you'll see it, if I can help it. Being vulnerable in our business means being dead. Don't you forget that."

He leaned over and snapped off the lamp. April nodded, understanding. We're soulmates, she thought, and despite our differences, I have more in common with this man than any woman in U.N.C.L.E. or anywhere else, for that matter. Suddenly, the jokes at the commissary table didn't seem quite so funny, but cruel instead.

"Do you mind if I stay here, next to you?" she asked. Napoleon made room for her and as she settled into the crook of his arm, she realized that he'd shared an intimacy with her that night that was more than sexual.

"I sleep better this way," he told her.

It was true. He always slept well with a woman in his arms and the sex was only part of it. Sometimes, alone in an empty bed, especially when he was between assignments, Napoleon could sense the fears and doubts circling him like jackals, nipping at the heels of his subconscious.

And then the dreams would take over, dreams recollecting past ordeals or conjuring up new horrors yet to come. They always left him breathing hard and chilled with cold sweat.

But even when he slept peacefully, the slightest sound would snap him bolt upright, every muscle tense and ready, reaching for the gun that was always near at hand. Such was the price he paid for the finely-tuned reflexes that had kept him whole and alive longer than any chief enforcement agent before him.

Napoleon knew that Illya disapproved of his promiscuous habits. He wondered if his cool, taciturn friend slept on the same hairpin trigger, or suffered from the same bad dreams.

Well, if the Russian preferred a solitary bed, he was more than welcome to it. For Napoleon, a spent lover nestled close meant satiety, exhaustion, and if he was lucky, a little peace.

"You'll find someone to love someday," April murmured in the dark, beside him.

"Maybe I will," he muttered and drifted off into a deep, dreamless sleep.

The woman agent shivered a little. He'd been an expert lover but then, she'd expected that. When she wasn't sure what to do, he showed her, guided her, urged her to guide him.

But she hadn't been prepared for the genuine warmth he revealed to her, a depth of emotion and a simple, generous sweetness of soul that she had found both surprising and disarming. Perhaps it was naive to think so, but April refused to believe that sort of thing could be faked.

She looked over at Napoleon and searched his face for a hint, a faint echo, of what she had discovered in his arms but she couldn't find it. If it was still there, it was carefully concealed under the slick, arrogant veneer of a professional agent. April wished she could shield her own vulnerable side so thoroughly. That would be a valuable skill to acquire indeed.

" --- Miss Dancer?"

April broke off her reverie, suddenly aware that her boss was addressing her.

"Sir?"

"I was saying, Miss Dancer, that complications aside, it appears this pairing was satisfactory for the both of you."

April managed to keep a straight face but she couldn't help looking at Napoleon. His eyes purposely avoided hers.

"Yes sir. Most satisfactory. We seem to work well together, sir."

Waverly answered her with a noncommital grunt and continued to chew his unlit pipe as he examined the file before him.

"I've had time to only skim your reports, but I did note an apparent discrepancy. Mr. Solo has requested reimbursement for one night's lodging but you have not, Miss Dancer."

Waverly's shaggy eyebrows rose as he allowed the obvious question to hang in the air. April glanced at her fellow agent again and this time, Napoleon did meet her gaze. The expression on his face said : I told you so. Napoleon had warned her to fudge the expense account but April was always a stickler for details and just couldn't break the habit.

"Well, sir," she began, "we shared the same room, you see. It was, ah, crowded, very crowded at the inn. There was only one room left and it was late and all. . ."

Waverly continued to study her report without responding. A deep, uncomfortable silence settled over the office. April shifted uneasily in the leather chair, not knowing what to say next. She thought she should say something anything but just as she opened her mouth to put her foot into it again, Napoleon came to her rescue.

"We hung a sheet, sir," Napoleon said as soberly as he could. "For the sake of propriety ..."

"Indeed, Mr. Solo." Waverly put down the file and pulled on his pipe for emphasis. "That's getting to be something of a habit with you and Mr. Kuryakin, is it not?"

"Yes, sir."

"But of course, I'm confident that as a representative of this organization, you would never act improperly."

"No, sir."

The chief changed the subject. "I will assume then, that both of you have had an adequate night's sleep and are ready and able to move on to your next assignments."

"Sir?" Napoleon said weakly.

Now it was Waverly's turn to suppress a smile. He was not entirely successful.

"You leave this evening for Hong Kong, Mr. Solo. Your plane ticket . . ."

Waverly placed an envelope on the circular table and rotated it to his agent. Napoleon stared long and hard at the packet before picking it up.

"Mr. Kuryakin is waiting for you there," the chief continued. "He'll brief you on the affair. It's a delicate matter that will require your considerable charm."

"Yes sir. I'll do my best."

"I'm sure you will. As for you, Miss Dancer, Mr. Slate will be returning from Vienna tomorrow. I want you both to look into a small but vexing problem on Wall Street."

He tossed a folder on the table and revolved it again. As April thumbed through the thick sheaf of pages she wondered why anyone would call it a "brief".

"Something to do with stock manipulations. I suggest you spend the rest of today brushing up on your knowledge in that area."

April tried not to frown as she muttered a tight "yes sir". Waverly nodded. "Any questions?" he asked, but there were none.

"Good. Now, I have an appointment with Section Four. If you two will excuse me. . ."

As their boss disappeared behind the sliding steel door, Napoleon let out an audible groan.

"Well, there goes the dinner I promised to buy you tonight," he said. April dismissed his apology with a careless wave. Somehow, dinner no longer seemed very important.

"Some other time," she said.

Napoleon rubbed his chin thoughtfully and glanced at his watch. "I'd better be going too. I still have a few hours before my flight. Just enough time to shower and shave and pack a few things."

Napoleon pushed back his chair and April scooped up the file and followed him.

"Napoleon?" she said as they reached the door.

"Hmm?"

He paused, waiting for her to go on but she hesitated. All day, she had anticipated this moment, but now she unable to articulate exactly what she felt. Finally, she gave up and said simply, "Take care of yourself, okay?"

Napoleon grinned and reached for her. April expected him to kiss her, but instead, he merely brushed her cheek with his fingertips. There was no passion in the gesture, only affection, and April was grateful for that. In their business, real friendship was far more valuable than romance, and usually harder to find.

"You too, kid," he told her, winking. "Remember, I still owe you that dinner."

Then the door swished open to the corridor and they went their separate ways.

The End.

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