The Power Of Three
By Shotzette




"The Power of Three"

(With aplogies to all "Charmed" fans.)
By Shotzette
NC-17
C/L/L
Season 8 Alt. Canon



This is a work of fan fiction, written for grins and giggles instead of dollars and cents. It is not intended to infringe upon anyone's copyrights or intellectual properties.


I probably just needed to get this out of my system...




Laverne stifled a yelp as the self mailer sliced the flesh of her finger tip. Damn paper cut, she mumbled as she simultaneously put the injured finger into her mouth and slammed her mailbox shut. A brief smile flickered across her face as she remembered how a similiar paper cut from a time card had caused Shirley to leave the brewery early one afternoon.

The smile faded as quickly as it arrived, and her features settled back into her newly-familiar hangdog scowl. It had been a lifetime since they'd left Shotz and Milwaukee. The wound from Shirley's leaving for Europe hadn't even started to heal yet. Laverne wasn't unrealistic. Only in her most nightmarish fantasies had she ever see Shirley and herself growing old together as roommates... But still, leaving with only a note--albeit a long one- still hurt like hell.

Laverne pushed her negative thoughts away and opened the door to her apartment. She ignored the fact that it still looked empty two her without Shirley's things, as she carried her bulging bags of grocieries to the kitchen. Lasagna noodles, ripe tomatoes, ricotta cheese--everthing she required to make, in her humble opinion, the best lasagna this side of Brooklyn. She glanced at the clock, and reassured herself that she had plenty of time before her Pop and Edna came over for dinner. Part of her winced as the sad implications of her spending her thirtieth birthday with her father and stepmother threatened to sink in. Well, it made sense, she rationalized. She hadn't been seeing anyone steadily since she and Michael had split up, and at least spending the evening with family wouldn't be as pathetic as spending it with a blind date--she hoped.

Then again, if she hadn't already had plans for the evening, Chuck's suggestion of joining him and his friends at the beach to celebrate the late great Buddy Holly's birthday wouldn't have sounded too bad... Except for the fact that only one of them was still around to celebrate their shared birthday could have made her feel even worse.

She sighed. Birthdays didn't used to depress her. Even the lousy ones where some of her more callous girlfriends would look at each other and cock their heads in faux sympathy. Poor Laverne, she imagined them saying, twenty five and no ring. It always hurt more when the voice sounded like her father's.

It didn't matter anyway. Shirley had promised to call her by midnight and wish her a happy birthday. She said she'd call even earlier if she had to get up and feed little Davy. Though she'd seen many photos of Shirley's son, she still couldn't really fathom that the bland, generic baby in the photographs was really her best friend's child. She couldn't figure out why she felt disappointed, and a little bit--jealous? Then again, she'd never understood Shirley's attraction to the very nice, but dull as dishwater, Walter Meaney either.

But Shirley seemed happy. Her letters were filled with the miniscule details of Davy's every movement, Walter's career, and her new life in Bonn. Every letter was cram packed of new and exciting activities and people in Shirley's life; as were her too infrequent phone calls. Shirley was moving onwards and upwards into the world, just like she had always planned.

The closest thing Laverne had that was new and exciting was her job at Ajax Aerospace. Now that the bloom had worn off the rose, being a quality inspector for space equipment was even less interesting than bottle capping. Not that bottle capping had seemed all that bad at the time. Having your best friend by your side could make anything more bearable.

Laverne was able to back burner her melancholia for the next few hours as the cooking, and the open bottle of chianti, kept her mind and hands occupied. She was just setting the kitchen timer as her phone rang.

"Muffin?" Frank DeFazio's nearly unintelligble mumble was still loud enough that she had to hold the receiver a few inches away from her ear.

"Yeah, Pop. Who else would it be? Can you and Edna pick up some salad dressing on the way over? I forgot when..."

"Edna and I can't make it." There was a vague shuffling noise in the background, followed by what sounded like the slamming of a door.

"What?" Laverne couldn't beleive her ears. Her own father standing her up on her birthday?

"Something came up, it's a long story." More muffled sounds. "Anyway, you and Michael will get to have a nice evening alone--not too nice, though..." Franks last sentence was a ghost of his normally fierce growl.

Laverne's breath caught. Damnit! She hadn't told her father that she and Michael had broken up. She hadn't been trying to keep it a secret or anything, it just hadn't seemed all that important. Just another break up. Michael's words ran through her ears like the refrain of an awful song stuck in her head, "Love you as a friend- It's not you, it's me-Not ready to commit-... "Uh, Pop..."

"I like that Michael guy. I know he ain't Italian, but he's good for you. I think he's been the best thing for you, y'know, keeping your mind off of Shirley's leaving..."

"Pop..."

"Don't be too quick to throw him away, Laverne. I haven't seen a guy treat you this well since Sonny, y'know, before he left town and all."

"Pop..."


"I mean it, Laverne. Real love is hard to come by." Her father's voice grew strangely thick. "Don't take it for granted. Do whatever you gotta do to let the person you love know it. Don't.."

"Pop?"

"I gotta go." His voice was brusque once more. "Love you, Muffin. Happy Birthday."

Laverne's mouth hung open in shock as the dial tone buzzed in her ear for nearly a minute. Slowly she turned and hung up the phone as if in a daze. Thirty years old and lasagna for one. Her lower lip began to quiver, but before any tears could fall, the door to her apartment burst open.

"Laverne!" Lenny Kosnowsky exploded into her apartment, a tall, blond, hawaiian shirt-clad tornado. "It's an emergency! I need to borrow your bowling ball!!"

"What?" Laverne inhaled sharply and gathered herself together out sheer force of habit.

"Me and Squig are going to the Hollywood Bowl tonight, and I left my bowling ball back in Milwaukee."

"Len, Len, Len, they don't bowl there. It's where people go see concerts and stuff."

He rolled his eyes at her in apparent exasperation. "Yeah, right--like you know how things work in Hollywood. Me and Squig met these two actresses down on Hollywood Boulevard last night who said they'd sign with our agency if we met them at the Hollywood Bowl tonight. No offense, Laverne, but I think Misty and Brandi understand how things work here a little better than you do."

With the need for privacy at an almost overwhelming level, Laverne forced a tight smile and said, "Yep. You're right. What do I know about anything. The bowling ball's on the floor of the closet, help yourself. Don't touch anything else," she said tersley, out of habit. Laverne turned and walked back to the kitchen as the bottle of chianti beckoned.

"Gee thanks, Laverne. I owe you one. You can come over to our place and rummage through my drawers any day."

"Sure..."

Her distracted tone apparently caught his attention. "Laverne?"

She turned, and was touched by the concern in his blue eyes.

"You okay? You look kinda down."

Habit reasserted itself. "Nah, I'm fine. Just waiting for Pop and Edna to come over for dinner." She forgave herself for the white lie. Part of her was still waiting for them to come over and celebrate her birthday. Could the phone call have been a really short and awful dream? She felt her control start to slip. Grabbing his arm, she smoothly propelled Lenny through the door. "Have fun bowling with your new clients..." Only when she heard the lock click did she allow herself to breathe and the tears to flow. Thirty years, she though bitterly. What did she have to show for it? Laverne glanced at her clock. Eight thirty. Hopefully, Shirley would be able to call earlier. Until then there was no use letting perfectly good chianti go to waste...

*****

The darkness startled Carmine Ragusa as he walked through Laverne's front door. "Laverne?"

"Over here," was the muffled reply.

Carmine flicked on the light switch by the door, and almost regretted it. Then again, the sight of seeing a red-eyed, haggard woman drinking out of a half empty chianti bottle in front of a half eaten casserole of lasagna would startle anyone. "Big night?"

"That's one way to put it. Come to wish me a happy birthday?"

Carmine's ever present smile faded a shade. "Your birthday? Today? Well, uh..."

"Don't bother. If you can't tell, this hasn't exactly been one of the best."

"I'm sorry. What happened?"

"Well, except for my Pop and Shirley both standing me up, me having a boring job, and a love life that's deader than a door nail; and me seriously considering calling up a guy I barely know from work and trying to mooch a last minute invitation to a beach party with people I normally wouldn't speak to on the street; everything is just peachy keen."

"You've got your health?" he offered lamely. The look he received in return could have scorched the north pole. Laverne rose unsteadily to her feet and began to lurch her way to the couch. "Sorry. Just trying to lighten the mood."

"It's not your fault," she began as the tears overtook her, rendering her words unintelligble.

Inwardly cursing himself for his insensitivity, Carmine rushed to her and enveloped her in a warm hug. "I'm sorry. I didn't mean to make fun of you."

"Why shouldn't you?" was her angry reply. "Look at me--I'm a thirty year old loser."

"Not even close."

"Why aren't things working out for me, Carmine? Why? I'm a good person, aren't I?"

"You're a wonderful person, and deep down, you know that. Life just doesn't always turn out the way you thought it would. It doesn't mean it's bad, it's just--different."

"That's a load of garbage! It's different for guys! You just have to get good jobs. We either have to find a guy with a good job, get married and have kids; or have such great jobs that we'd be crazy to think about leaving them to start a family. I don't have a husband, I don't have any kids, and only a total moron would think that my assembly line job is too wonderful for me to leave it."

Her oversimplification of his role in life irked him. "Hey! It ain't that easy for guys either! Yeah, we have to get jobs--because we're expected to support a wife and god knows how many kids we end up with. At least you get to quit at some point and relax...."

"You think taking care of a house and kids is relaxing?"

He smiled as his tactic replaced her despair with outrage. "Okay. I take it back. Can we compromise and just agree that life plain stinks for everybody at some point?" That got a weak smile out of her. "I'm sorry your birthday is sort of awful, Laverne."

She shook her head. "It's not just the birthday, Carmine. It's a lot of things. Everything just sort of all snowballed at the same time and things are hitting me harder than they usually do."

"You'll get through this and laugh about it one day real soon."

"I don't think so. Maybe if Shirley was still around..." Her voice trailed off in a wistful tone.

"She isn't." The flatness of his reply startled him as his words hung in the air between them. "I don't wanna kick you while your down, but Shirley has a new life now. She's got a baby and a husband. I know you miss her, but things change..."

"You miss her too, don't you?"

Mutely, he nodded, not wanting to validate her sentence by repeating it aloud. Strange, even around Laverne, he had a hard time talking about Shirley.

Laverne smirked before looking away. "Well, at least she formally broke up with you. All I got was a note."

His eyes narrowed. "I thought you two talked for a long time on the phone after you found the rest of her note. All four pages?"

"We did. Once. Ever since Davy was born though, she doesn't have time." She snorted in that self depreciating way she had and let out a weak excuse for a laugh. "And to top it all off, I"m jealous of a baby."

Carmine favored her with a sad smile and a brief kiss on her brow. "I can top that. I'm still kinda jealous of Mummy-Man."

That got her attention. "Really? You seemed so happy for her at her wedding."

"Part of me was. A bigger part of me wanted to put Walter in those bandages for good."

"What stopped you?"

"He wanted to marry her, build a life with her. I loved her--part of me always will--but I wasn't the guy to give her what she needed. Not for the long haul."

She gently laid her hand upon his knee. "I'm sorry."

The emotional rawness was becoming unbearable to him. "Well, I guess I'm pretty good at cheering you up if it's your turn to cheer me up," he said through his forced smile.

She snuggled closer to him. "Yeah, I guess you are," she replied, her voice mumbled and childlike.

He smiled and gave her a gentle squeeze as he leaned back into the couch and momentarily enjoyed the companionable silence of their embrace.

"Carmine," she murmurred, "You forgot about my birthday, right?"

He grimaced. "Yeah. Can I give you a belated card and call it a draw?"

"No," she said as she shook her head, "It's not about that. It's after midnight. Why are you here at this hour?" She turned and looked at him, the forthwrightness of her gaze allowing no deception.

Carmine's heart sank. Now was not the time, but what he had to say couldn't wait. "Well, my timing couldn't be worse, but I came to say good bye."

Her eyes regained their wounded expression. "What do you mean?"

"I'm leaving for New York tomorrow afternoon."

"What?" She leapt off the couch as anger and hurt contorted her features.

He rose abruptly from the couch and began to pace. Distance from her would keep his resolve strong. "You ain't the only one who's unhappy with their life, Laverne. I've been here for three years and Hollywood isn't working out the way I thought it would."

"You just need to give yourself a chance, Carmine! Your a wonderful dancer and a terrific singer."

"I know!" he snapped, then softened his tone. "I'm good at both--very good. But, that doesn't mean much out here. I'm too old, too short, and too ethnic for any good roles out here. The last paying job I had was Gangster Number Three in a movie that wasn't even good enough to be on the double bill at a drive in. It's always the same thing at auditions. They never say that anything's wrong with my performance--they just decide to go another way with the role. That is," he added bitterly, "If they bother to acknowlege the fact that I showed up at all."

"Well," Laverne stood in front of him, her hands on her hips in a mocking stance, "so you're just going to give up?"

How could she not get it? "Right now, all I'm giving up is a job delivering singing-telegrams. That's not much to walk away from."

"You're giving up!" she repeated, looking like an angry child.

"No. I'm not giving up, I'm just getting realistic." Carmine quieted his tone and began to reason with her using the same arguements he'd used on himself the last few months, "New York means Broadway, a place where a strong voice and good dancing is still appreciated. Hollywood's just not my thing. You're not the only having birthday's, Laverne. I gotta take my shot now, while I can. Remember when you once asked me if I was waiting to make my debut on the Lawrence Welk Show?"

Laverne looked away briefly, as if trying to gather her thoughts. "What if Broadway doesn't happen? Then what?" she asked in a slightly mocking tone.

"Atlantic City. It's not as competitive as Vegas, and I know I could always find some sort of a job there. But Broadway's my dream Laverne, it always has been. The only reason I came out here was to be with Shirley, and you saw how much energy I put into that once I got here. I can't keep going through life not trying my best, not giving it one hundred percent..." He forced himself to look at her, and his heart sank as he saw fresh tears in her eyes.

"I don't want to lose you!" she sobbed.

Carmine shook his head. "You're not, but everyone has to strike out on their own at some point. This is my time, and this is when I have to make my move."

She covered her ears and shook her head, like a six year old who desperately was trying not to here that Santa doesn't exist. "Don't go..."

"I gotta." His weak words hung in the air between them.

In second, she was in his arms, kissing him frantically. "Please," she whispered between kisses that he was enjoying more than he wanted to, "please don't go..."

"I can't stay," he murmurred as he began to return her kisses. "I have to go tomorrow."

"No you don't..." Her voice rose into a keening howl.

"Laverne!" He caught her upper arms and held her away from him forcefully as passion warred with his common sense. He forced a artificial sterness into his voice, "Nothing that can happen here tonight will change my leaving tomorrow." He peered into her green eyes and was frightened by the naked need that he saw in them. "Now's, the part where you slap me across the face and throw me out," he said hoarsely.

Again, she shook her head violently. "I don't want you to leave, Carmine. Not tomorrow, but definitely not tonight. I can't be alone tonight," she whined, her voice ragged with need. "Please..." She broke from his weakening grasp and moved dangerously close to him. "Aren't you tired of being lonely too?" she asked, as her now-quiet voice cut through his resolve.

His lips moving passionately against hers was his response. He squelched the little voice in his head that was screaming that he was being a bum, leading her on, his girlfriend's best friend... Ex-girlfriend, he countered to himself as his hands began roam her form more aggressively. God, it had been so long... He jumped as her hands found the bottom of his tee shirt and began their tantazlizing exploration of his chest. Steeling himself against all instinct, he gently pushed her back one last time. "Are you sure?" His words were barely audible over the sound of his own pounding heart. Laverne's only response was to quickly unzip her sleeveless dress and let it puddle to the floor. Her standing before him, clad only in a slip, the unbridled desire in her eyes was all the consent he needed.

He paused for a moment to divest himself of his tee shirt and then pulled her roughly against himself. The contact of her warm flesh and her silky slip threatened to drive him over the edge. He moaned against her hungry lips as he effortlessly picked her up and lay her down on the couch. Carmine trailed his lips down her neck, his tongue flickering along each side of her slip's strap against her collar bone. Laverne moaned and pressed herself up against him; the contrast of the softness of her lips with the sharpness of her nails against his back giving him goosebumps.

Then the front door burst open. "Hey, Laverne," Lenny's whiny voice cutting through him like a knife, "You was right about the Hollywood Bow--"

Carmine's head jerked up and he groaned aloud at the sight in front of him. Lenny Kosnowski, looking more scary pale than normal and sort of looking like he was deciding on whether to puke or punch Carmine's lights out. Carmine wasn't certain which option he preferred.

"I-I-I shoulda knocked..." Lenny rambled brokenly, the heart break evident on his face, as he began to stumble backwards, awkwardly knocking over various knick knacks in his path.

"Len..." Laverne began, her voice heavy with emotion. Then, more nimbly than Carmine could have imagined, she wriggled out from under him and was on Lenny in an instant, hysterically tugging his gangly arms and pulling him back towards the couch. "Don't go, don't leave. I can't be alone tonight," her voice rose into a shriek.

Lenny eyed her warily. "You ain't exactly alone, Laverne. Carmine's short, but he ain't that hard to over look," he said, as his blue eyes glared at Carmine, hatefully.

"Hey!" Carmine cried out, reflexivley. He hopped off the couch and began to reach for his disgarded shirt, his normal dancer's grace eluding him. "Lenny, stay. It's probably a good thing you walked in when you did," he mumbled as he tried to believe his words. It was a good thing, he reassured himself. He and Laverne hadn't gone any--much further than they ever had before. They could still remain friends, he could look her in the eye tomorrow...

If he was staying. The realization of his leaving hit him and he sat down on the sofa heavily. This was it. It was good bye. He couldn't stay in a holding pattern in Burbank any longer, even at the cost of a close friend's pain. He looked over at Laverne and Lenny, their voices seeming to come from far away. The former was sobbing, begging the latter not to leave. He saw the conflict on Lenny's face, compassion, anger, lust, and guilt all warring for supremacy.

"Laverne, I..." Lenny broke off, his blue eyes darted around wildly as if trying to lock upon something sane in the most insane of moments. "Carmine?"

Carmine's mind clicked back into gear as he stood and walked up behind Laverne's crying form. His instinct was at war with his ethics, and his was suprised that his ethics seemed to be winning. It was time to do the right thing, the unselfish thing. Gently, he placed his hands upon her shoulder blades, and in a caressing motion, pushed her further into Lenny's embrace. "Stay Lenny," he repeated as he began to turn away from them.

"No!" Laverne turned in Lenny's arms and grabbed Carmine's hand. "Don't leave," she said, "neither one of you." Slowly she reached back, pulling Lenny's forearm around her as she pulled Carmine in closer.

The implication hit him like a ton of bricks. Not even in his wildest dreams... Well okay, some had involved Laverne. But never Lenny. "You don't mean... Both?"

She nodded silently, and Carmine stole a quick glance at Lenny, who was apparently in too much shock to even bite his palm. "Upstairs?" she whispered as she clutched his hand more tightly and turned to kiss the stock still Lenny passionately.

Carmine nodded, unable to speak and barely able to think as the last bit of blood left his brain. He quickly followed her up the short staircase as Lenny loudly stumbled behind him. Once inside her bedroom, Laverne once again fell into his arms. As her mouth claimed his, Carmine was dimly aware of Lenny's presence behind her as the other man's hands began to manipulate the slip against Laverne's panting form. Laverne's fingers fumbled tantalizingly against the front of Carmine's jeans. His head lolled back as he moaned, releasing her to Lenny's hungry lips. As he watch the two of them, he was surprised by the added arousal, and the lack of territoriality. Watching was almost as pleasurable as touching her himself. Well, he amended, almost; as he began to coax the spaghetti straps down her tanned shoulders.

Carmine heard Lenny gasp and saw him fall to his knees as Laverne's slip slid to the floor. Further sounds from Lenny were muffled as Laverne thrust her breasts against his eager lips while wantonly grinding her buttocks against Carmine's groin. Groaning, Carmine ground himself against the firm flesh that danced before him. Gently, he trailed his fingertips down her ribcage and across her belly until her reached the damp, silk front of her panties. He slowly let two fingers creep under the elastic waistband and forced himself to be motionless as she lurched rhythmically towards his touch. He was rewarded scant moments later as Laverne shuddered and arched up towards Lenny, then suddenly sag backwards into his arms. Quickly, Carmine tugged her backwards until she and he both lay on her new double bed. Michael's face flashed before him and Carmine idly wondered if the bed had seen prior action, and then shook off his unexpected flush of jealously. Laverne moaned, and opened her fluttering eyes, her lazy smile proof of the pleausure of her after shocks. Carmine quickly divested himself of his jeans and briefs as her green eyes beckoned him from the bed.

Laverne looked past him, and her expression became one of puzzlement.

Lenny stood as still as a statue, as if unable to comprehend the tableau in front of him. "Laverne, we don't gotta..." he mumbled, as the jutting bulge in his pants contrasted with his words.

Laverne crawled to the edge of the bed and took Lenny's hand. "I want this, Len," she whispered as she slithered up against his form, "I want you, both of you. It's okay," she breathed against his lips as she softly began kissing him.

Carmine watched in amazement. As many years as he'd watched Lenny lust after her, he couldn't beleive that he wasn't all over Laverne like a cheap suit. His estimation of the big lug went up half a notch, and he suddenly had doubts about Shirley's recollection of the events at the Royal Cactus. He watched their open mouthed kisses as Laverne deftly began to unbutton and remove Lenny's Hawaiian shirt. Lenny's reluctance faded quickly as his large hands began to fumble with the fly of his jeans. Carmine averted his eyes before he could see anything more than Lenny's brightly pattened boxers. Fortunately, the back of Laverne's head quickly blocked his view. Lenny gasped loudly as he through his head back and grabbed the bedpost for support. Too shocked to even touch her, Carmine lost himself in their fast, frantic dance that quickly ended with Lenny clutching her shoulders then spasming violently as Laverne rolled out from under him before he collapsed on the bed. The room was then silent, save for the sound of Lenny's harsh breathing.

Laverne's sultry whisper brought him out of his reverie. "I didn't forget you," she murmured, as she wiggled out of her panties. Carmine shivered as he felt her lips, feather light, teasing dart across his belly. Her skilled ministrations as she moved further south nearly pushed him to the brink within moments.

"No," he whispered, shaking his head with a smile at her confused expression. "I won't last a second if you keep doing that, and I want it to be good for you."

Carmine rolled her onto her back and began a string of kisses from her jaw down to her breasts. He smiled as he heard Laverne groan with pleasure and felt her fingers twine through his hair as she pressed his mouth more insistantly against her. Carmine acquiesed to her need, speeding his stroke and suction as his right hand moved slowly downward towards her dampness. "Oh god..." she whispered against his ear, as her hips jerked upward to meet his questing fingers, "Now, Carmine. Now..."

He entered her quickly and felt her immediately tighten up around him. He groaned at the sensation of her tight warmth and the natural ease with which her legs and arms encircled his torso. Carmine wanted to prolong the act, to stay within her as long as possible and surrender to sensations that were erotic as well as comforting, but it was too much. She seemed to understand.

"Just let yourself go," she whispered huskily in his ear, as she tightened up against him once again.

Time lost all meaning to Carmine. He ground himself against her as he felt his control slip, his hands gripping her hips and pulling her quickly against him to maximize the sensation. Images of Laverne spasming beneath him under Lenny's intense gaze juxtapostioned themselves like a kaleidescope before his universe was swallowed by his all encompassing climax. When his eyes opened again, he lay on his side, panting as he tried to catch his breath.

Lenny slid up the bed on Laverne's other side and kissed her deeply, his passions obviously renewed. Carmine looked on as the other man's hands began to stroke Laverne's body with a level of skill that he had only previously shown with a guitar. Mesmerized, Carmine could only stare as he watched Lenny's flesh collide and merge with Laverne's as he worked her body towards further arousal. All hesitance from Lenny had vanished. His large frame dominated Laverne's easily as she lay prone beneath him, surrendered to his desire. She cried out, shrilly, as he entered her, thrashing wildly against his pale form. The two of them became a blur to Carmine's eyes; flashes of skin sliding upon skin, Lenny's hands entertwining with Laverne's and holding them above her head, Laverne kissing and biting Lenny's neck, leaving marks of dark red against his pale skin... And then, finally...Lenny's guttural groan and Laverne's high pitched whimpers as their movements shuddered, then stilled, before Lenny rolled off of her, cradling her in his arms up on to his chest.

Feeling suddenly bereft, Carmine pressed himself against Laverne's damp back, clutching her tightly against his chest and burying his face in her hair. He grinned as he felt her leg swing back to entertwine between his as she snuggled closer against Lenny's chest. His last fleeting thought of consciousness was the taste of chianti on her lips.


*****


Lenny Kosnowsky, Lion Tamer Extraordinaire, cracked his whip at the roaring beast in front of him. He cracked his whip again, and the lion roared. He cracked it yet aga--


Lenny sat bolt upright in bed as his right arm jerked spasmodically.

Laverne snored again, mumbled something unintelligible and rolled over on to her side.

Lenny stared dumbly at her naked back for a long second before the memories of the previous night caught up with him and reddened his cheeks with shame. He glanced past Laverne and his face gathered into an angry scowl. A quiet shuffling noise from downstairs told him that he didn't have a moment to loose. Gingerly, he extricated himself from Laverne's bed and slid into his jeans.

Carmine's hand was reaching for the front door knob as Lenny bounded down the steps. "Where the hell do you think you're going?" he asked in a strangled whisper.

Carmine let out a muffled squeak and jumped, and Lenny couldn't suppress a smirk at the other man's girly response. "Jeez! You scared the hell out of me!"

"You didn't answer my question."

"I'm leaving. I know you missed out on most of the conversation last night, but I've got a three o clock bus to New York and I still haven't packed."

Lenny's jaw hit the ground in shock. "So you're just heading out. No good byes or nothing?"

Carmine shook his head, a resigned smile upon his face. "Laverne and I said our good buys last night. Before you walked through the door," he added hastily. "Honestly, she and I knew that last night would just be a one time thing."

"I'll say! She ain't never gonna talk to either one of us again. We took advantage of her, Carmine! Can't you see that?" he asked as he began to pace back and forth across the floor in agitation.

Carmine looked suprised. "No, we didn't."

"She was drunk!"

"No, she had been drinking, but she knew what she was doing. She had plenty of opportunity to back out last night, Lenny, and she didn't want to."

"No, no..," Lenny replied, as he shook his head, "We're supposed to be her friends!"

"We were. Just in a different way last night,"

"That don't make no sense. What we did with her--to her, was wrong."

Carmine laughed bitterly. "Nothing make sense anymore. You saw what she was like last night, Len. She was even worse earlier. When I got here, she was ready to head out to the beach with some losers she knew from work."

"Yeah, instead she spend the night with some losers she knew from Milwaukee. What's the difference?"

"There's a big difference, Lenny. She needed us, it, whatever... Not that way," he said as Lenny balled up his fist and took a step towards him. "I didn't mean it that way! I mean that she didn't want to be alone, to be lonely... She's gone through too much of it lately, Len."

Guilt flashed through Lenny as he remembered Laverne's distracted air from earlier that night. He had known something as up with her, why had he left? "Yeah, I guess you're right. She didn't look good when I was here earlier."

"Everybody has their limits, Lenny. I think she just reached hers last night."

Lenny allowed Carmne's words--and their implications--to sink in. "You're still going to go? Even after last night?"

Carmine nodded again. "Lenny, last night--well, my part, wouldn't have happened if I wasn't going. Laverne and I would still be just friends, the same old, same old."

"And now?"

The smaller man straightened his stance. "I gotta go. If I want to make show business my career, New York is where I need to be. I'm just spinning my wheels here."

"Do you love her?" Lenny held his breath, waiting for the response.

Carmine nodded slowly. "Yeah. Yes, I do. But I'm not in love with her, and I'm kind of glad."

A surge of anger straightened Lenny's spine, bringing him to his feet. "What do you mean by that?"

"If I was, I wouldn't be going to New York. I'd stay here, spinning my wheels, with her." Carmine laughed, a harsh, short bark, and his eyes were suspiciously bright. " Once again, the Big Ragoo doesn't love a girl enough to give her what she wants. Maybe I should just quit trying..."

Lenny ignored his feigned flippancy. "So you're just going to leave her, like everyone else?" Jealously allowed him to enjoy leaving the accusation hanging in the air.

"Not like everyone else. You're still here."

"Yeah, and she's going to give it to me with both barrels when she wakes up and remembers last night." Once again, Lenny began to pace as his imagination threatened to run away with him.

"You don't know that for sure."

Lenny rolled his eyes and snorted derisevley.

"You don't! Len, this could be your big chance."

"I think that was last night, Carmine." One incredible night, and he'd shared her with another man. How was she ever going to be able to look at him again, without remember it and hating him? He cursed himself silently for being so selfish and shortsighted.

"It's more than just about last night, damnit!" Carmine's voice rose, his tenor carrying better than it ever had on stage.

"Shhhhh! You're gonna wake her." Lenny eyed the staircase nervously, not ready to face his fate.

Carmine looked at him pleadingly. "Why don't you step up to the plate and be her Mr. Right? Mr. Right, the guy who stays with her, the guy that is willing to build his life around her? That's what she needs, Len, and frankly, that's what she deserves. I know you, Lenny. You've had feelings for Laverne for a long time."

Lenny flushed and looked away angrily. Great. The only woman that he'd ever been in love with and he treated her like a drunken sailor on leave. Things were getting bleaker by the minute.

Carmine continued relentlessly. "Hey, it's always been obvious that even at your grossest, there's been more about your feelings to Laverne than just having somthing female to rub against. Show her how much she means to you. Go back up those stairs and be there when she wakes up. And be there tomorrow, and the day after that. She might not be able to ask that from you right now--and, you're right--she may be madder than hell, but deed down, that's what she wants." He glanced at the clock on the shelf. "Cripes, I need to go. Think about what I said, ok?" Quietly, he began to open the door.

Lenny nodded, his eyes staring a thousand miles off in the distance before focusing on the man in front of him. "Good bye, Carmine. And, y'know, good luck."

Carmine smiled and stepped into the hallway.

"And, another thing..." Lenny added, as he squared his shoulders and forced his limited bulk to fill up the doorway.

"Yeah?"

His voice wasn't unfriendly, but there was an undercurrent of steel, that he'd never heard himself use before, "Don't come back for..." his eyes drifted towards the stair case.

"Seconds?" Carmine shook his head. "You don't have to worry. Like I said, last night was a one time thing."

"That's good." Lenny relaxed somewhat and watched Carmine head down the steps to his apartment, before quietly closing the door. He leaned back against it as he took several deep breaths and forced himself to focus on the situation at hand. Everything he'd ever really wanted, that on some level he had always known to have been attainable, was upstairs. The memories of last nights passions were overwhelming, as was the fear of herangry rejection. Every instinct in his body told him to run, to pretend it never happened, to deny, deny, deny it, until his last breath.

Instead, he steeled his resolve and set his jaw as he slowly walked up the stairs, practicing to be Mr. Right.

FIN