DISCLAIMER: All publicly recognizable characters, settings, etc. are the property of their respective owners. The original characters and plot are the property of the author. The author is in no way associated with the owners, creators, or producers of any media franchise. No copyright infringement was intended.

AUTHOR'S NOTE: So this was supposed to be just a bit of fluff but somehow it ended up being a big ball of angst. Grrr. I suck! lol

For Max it started with some realizations and with a decision and with a plan of action. Max realized that her "we not like that" relationship with Logan really wasn't like that. Thanks to Kelpy the virus was no longer an issue and she and Logan could touch but all the things she'd once found so magical about him and the way he made her feel were suddenly lackluster. He didn't make her laugh. He didn't make her burn with anger. He didn't challenge her or drive her crazy or snark with her until all her problems melted away. He couldn't fight with her, he wouldn't race with her through the streets. He wasn't Alec. And that, Max realized, was the problem.

She decided that she wanted Alec. She knew he wasn't the type to settle down. He wasn't the type to fall in love and work at building a relationship with someone. But he was what she wanted. She knew that Rachel would always have his heart. She also knew that she was so in love with him, she was willing to take whatever she could get. She needed a plan of action.

For Alec it started with a kick across the room and a case of mistaken identity. Thats how long he'd known that Max was the only one he wanted. That's how long he'd known, she'd never feel the same. He'd been freed from Manticore because of her and had immediately started trying to forget her. She was back long before he made any progress. No matter now hard he tried, he couldn't seem to break free of her. He tried to walk away but the further he got the worse the pain was. He used other women, blonds and red heads, it didn't matter as long as they weren't brunettes.

When she and Logan got handed the cure, he was pretty sure for the first time that his "I'm always alright" was a total lie. There was no way that he was ever going to be alright again.

But he watched as her relationship with Logan became more and more strained until at last he left Terminal City. He knew Max wasn't over the Frail, as Mole called him, and that even if she had been, he would have to be the last guy on earth for her to even consider him. He considered leaving again but in the end, he knew where Maxie was concerned, he'd take whatever he could get.

Max chose Crash as the place to put her plan of action into play. After a long day of dealing with all the red tape that came with leading Freak Nation, she suggested that they go unwind at the bar to Alec. They hadn't even been there twenty minutes when she saw him cozying up to a blond bimbo and all her careful planning went out the window. Her eyes narrowed and she found herself stalking over to him. He saw her coming and she could almost see the wheels turning in his head as he wondered what he'd done to piss her off now. She grabbed the collar of his jacket tightly in one fist and yanked him down until his face was mere inches from her own. "Outside, now." She demanded, letting him go and stomping towards the door. The glimpse she caught of him in the mirror behind the bar, showed him shrugging apologetically at the blond before smiling nervously and following after her. She couldn't help the way her lips twitched in bitterness and amusement.

He followed her out onto the street, unable, despite his best efforts, to figure out what she was mad at him now. And he was sure that she was furious, which is why when she fisted the material of his shirt in her small hands and slammed him into the wall, the kiss she planted on him was the last thing that he was expecting. Manticore had spent years and millions of dollars ensuring that their soldiers could make split second decisions and there was less than a second of hesitation before he tangled his hands into her hair and was kissing her back. She wasn't in heat, he knew that much. It was entirely possible that this was a moment of weakness for her, that he was simply the rebound guy, but how could he push her away when every instinct screamed at him to pull her closer.

The kiss was everything Max had dreamed it would be and more, the feelings that flooded her so intense they brought tears to her eyes. She forced herself to pull away though because she didn't want to scare Alec away by letting him know how much she long from a commitment from him. "Don't read anything into this Pretty Boy," She informed him harshly, "It's just sex and it doesn't mean anything. Got it?"

She watched the confusion swirling around in his eyes until the shutters slammed down, hiding his emotions and his full lips tilted up in a smirk.

"Sure thing Maxie, I've been telling you for ages that I'd be happy to scratch your itch."

Neither of them was aware of the heartache they were causing the other as they tried desperately to do what it would take to hang on to the one person they wanted above all others.

Weeks passed, bittersweet and much too fast. Max learned to dread the dawn, convinced everyday that that would be the day that Alec would finally grow tired of her and end things. Every night, as their duties in Command wound down she held her breath until he moved up behind her to kiss her neck. She'd sworn that she'd take what she could get but everything about him made her want so much more. Fear kept her from trying to get things between them to progress. They never went to Crash anymore, she was too afraid that he might leave with someone else.

Every night Alec fought off sleep as long as he could, determined to savor every second Max consented to remain in his arms. Every morning, he prayed she'd sleep a little longer, sure that those moments would be the last he have with her because she would grow tired of the quasi relationship they had and decide her heart had healed enough to move on to a real relationship. She, he was sure, would want a relationship with a man she respected and saw as something more than a screw up. Every evening as their day came to a close he had to gather his courage in his hands and move up behind her to kiss her neck, eyes closing at the last second as he waited for her to hit him and push him away. But like any good soldier he knew to take what he could when he could because the future was nothing if not uncertain. They never went to Crash anymore, he wasn't willing to share her with anyone else.

It was killing them slowly, the wanting, the fear. They grew paler each day, the circles under their eyes grew darker. Everyone around them could see the vitality draining out of them but no one understood why. In the beginning bets had been placed about when Max would blow up or when Alec's tom catting ways would get the better of him but it wasn't long before all the games had been set aside in favor of concern.

OC tried to talk to them, Joshua tried too, even Logan felt compelled to help but the two remained stubbornly disbelieving of the fact that the other might return their feelings.

It ended with a plan. Mole's plan. He claimed that he was sick and tired of the moping but he didn't fool anyone, he was just as concerned as the rest of them. OC and Biggs were tasked with railroading them into going out for a drink, Max and Alec put up a hell of a fight but caved in the end. Logan showed up right on schedule and did his best to get Max's undivided attention. Allera, a beautiful unattached X5 showed up not long after and it wasn't long before she was sitting on Alec's lap. Everyone saw the way that TC's leaders watched each other out of the corners of their eyes. Everyone was aware of the longing in their gazes. Everyone but them. They were starting to doubt whether Mole's plan would succeed when Max surged to her feet, a single tear trailing down her cheek and raced for the door.

Alec was after her in a flash, only Allera's enhanced reflexes, saving her from being dumped onto the floor. Grins of triumph were on almost every face.

Alec caught up with her in the ally where she'd first kissed him and he unconsciously mimicked her actions by grabbing her shirt in both hands and pushing her gently against the wall. He buried his face in the crook of her neck. "Please... please Maxie." He pleaded.

Convinced that he was begging to be released from their relationship without ruining their friendship, she clenched her eyes shut, her heart not just breaking but shattering to a million pieces.

"Please, don't leave me..." Alec said, going against every promise he'd made to him self in his desperation not to loose her. "Please, I love you Maxie, please don't leave me. I'll do anything, be anything, just, just don't leave me, let me... God! Please, just give me a chance to make you love me back..."

It took time for his words to penetrate, their meaning had to fight past all the hurt she was feeling, but when they did they wrung as gasp out of her. She opened her eyes to find him staring down at her face full of pain and love and desperation. He was leaving himself vulnerable, not allowing anything to stay hidden and the force of it made her breathless.

"You are such an idiot!" She exploded, unmindful of the hurt it would cause when he misunderstood her meaning. "Don't you get it Pretty Boy?? she demanded, reaching out to slap his arm as he started shutting down. "I'm in love with you. I've been in love with you. I thought you wouldn't be willing to settle down into a relationship. I thought that Rachel would always be the only woman to have your heart. I did everything I could think of not to smother you because I was so afraid you'd run if you knew how much I wanted you to love me." She let out a watery little chuckle that had very little humor in it, "Every day, every single day I woke up terrified that you were going to tell me that it'd been fun but you were tired of me." Her knees gave out then and only his grip on her shirt kept her upright.

It was his turn to let loose a humorless laugh before he yanked her against his chest and crushed her in his arms. "I love you. I will never get tired of you. I will never leave you willingly. I belong to you Maxie. Everything I have in me, everything that I am, its yours."