Julian sneaks out of the diner to the alley. Spike is waiting there for him in the cold. He explains again that he only ran Fox down because its what he wanted. Spike starts threatening to go to the cops if Julian doesnt pay up and assures him that he has no idea what he is really capable of. Julian isnt impressed and tells him that he must either be brave or incredibly stupid; if Fox dies, he will die. He remembers the old days when he and Alistair dealt with the finest mercenaries in the they have Spike. Its horribly depressing. Julian then remarks that one of Alistairs final projects has hit a snag: Spike may have to take care of Jessica for good. Right now, he just has to keep loose cannon Jessica quiet. Spike takes out his switchblade and promises that this wont be a problem.

Kay and Miguel arrive at the diner. Jessica is still drinking, but is now alone, although Julian left his meal behind. When they see the plate, they ask her who she was with. She tells them that she just wanted it to look like she wasnt alone for Valentines. Miguel just wants to talk about what they saw tonight so that he can finally be a family with Kay and Marina. The idea of making her sister happy for life is less than appealing at the moment however. Miguel goes over his imposter theory again, but Jessica refuses to back him up. He starts accusing Jessica of being a liar, but Kay is tired of this. She doesnt believe him. He grabs her when she tries to leave and begs her to trust him. All of a sudden, there is a phone call Foxs condition has changed and she has to run back to the hospital to see him. Miguel chases after her leaving Jessica to say maybe now Kay will know what it feels like. Then she starts to feel bad and decides that she has to tell her sister the truth before this ruins her life. When she heads to the door, she bumps into Spike and tells him that shes confused and wants to help her sister. He takes her outside and takes out his knife.

Miguel catches Kay in the street. Nothing has changed foe her; she knows what shes seen and he has no proof of his innocence. Right now, she needs to be with her husband. She hops in a taxi and rides off while he continues to declare that hes being set up.

Paloma walks outside the Blue Note and imagines Noah giving her a rose and a kiss for Valentines Day. She turns around and sees Noah standing there. She wonders if ehr dreams are coming true. He has something for her: Her cell phone, she left it on the bar. Shes disappointed, but thanks him. He has something else for her, even if he is too old for her...he gives her a teddy bear, tells her that shes sexy and is about to kiss her when a man in a black mask runs through the parking lot. Her cadet training kicks in and she runs off in pursuit with Noah trailing behind. She chases the figure down to the harbor with her gun out, almost shooting Noah before cornering the rapist. He throws a crate at her, but she dodges it and beats him into the ground. Noah watches, very impressed. She tells him that he only saw him slip shes not ruining this by being charged with police brutality. She calls the station to report catching the peeping tom.

Whitney is searching the club for Chad. She runs into Theresa and tells her that something terrible has happened: Rae was murdered. Thats not all Jared and Ethan were beating each other up outside. This just adds to Theresas bad news. She shows her friend the text message that she was sent. She doesnt believe that it was Gwen, yet she has no idea who would know her secrets. Theresa cant believe that her opportunity to finally be with the man that shes loved forever has been ripped away from her. Suddenly, Valerie walks by and wishes them a happy Valentines Day. Theresa asks her if she read the letter that she was supposed to bring down to the vault but accidentally delivered to Ethans office instead. Valerie is insulted and tells her that, just because she has a lurid sex life, doesnt make her untrustworthy. She goes off to meet Vincent and Theresa admits that Valerie isnt much of a suspect. They sit down and Vincent appears to ask them if everything is alright. She asks him if anyone has been whispering about her, but he tells her that theres nothing and wishes them a good night. He leaves and Theresa decides that she is going to buy him; it could be a big help to own a tabloid reporter for herself. Someone obviously has JTs memory stick and that is the person she has to find. Vincent is the best person to help her.

In the storage room, Simone continues to accuse Luis of murdering Rae and demands that Sam arrest him. Luis tries to tell her that he was only there to meet her so that she could clear his name. Simone isnt convinced and cries onto her dead lovers body. She continues to attack Luis and he has no defence for himself. Luis tells Sam that hes dumbfounded, but neither he nor Fancy seem entirely convinced of his innocence. There is no evidence that Rae even called Luis with information. All of the evidence makes him look guilty this time too. The ambulance arrives to take Rae and Eve has to convince her daughter to let them take the body. They tell her that shes in a better place and hold her back as the body is carried away. Simone stops them and tears the sheets off, begging her not to leave. Her parents pulls her away and tell her that she still has them. They take Simone to the door while she vows to make Luis pay for what hes done. He gets a call from Paloma telling him excitedly that she caught the peeping tom. They rush off to meet her.

Next on Passions:
Julian vows to kill Spike if Fox dies.
Theresa gets a mysterious message in her email.
Palomas sure that she caught the creep that raped Fancy.