Hey guys, it's really early in the morning and the third night I've gone without sleep but I felt like writing this melancholic little snippet to counteract the happy raunchy M rated fic Coffee I've been writing. Just been thinking about why Alec puts up with Max's shit and why he has to stay with her. Been re-watching Hello Goodbye and the Berrisford Agenda and sort of worked out that it's because in her own strange way she sees Alec- knows he's killed people for Manticore and done things he can't bare to think about - but she doesn't turn away from him because she's been there too.

I mean most of their relationship is based on glossing over the dark undercurrent of their pasts with jibes and wise cracks but there is a core to it that is more like they sort of need each other to survive. Anyway enough of my blitherings – did I mention I haven't slept in three days and it is seven in the morning? Here is the story, probably one shot but may be added to with other character's musings.

Disclaimer: Dark angel isn't mine. *Cries*

There was something about watching her sleep. She didn't sleep often really, only when she'd had to stretch that transgenic body of hers to do something close to her limits like take out 8 heavily muscled, highly trained ex-army special ops guards that she had tonight.

He'd taken her back to T.C. still grinding his teeth that Logan had made them do this stupid Eyes Only mission and that she had agreed to do it without a moment's hesitation. She'd been too tired to talk when they'd finished, a little black and blue, too tired to argue with him when he folded her onto the passenger seat of her own motorcycle and drove them both home. He knew that shark DNA or no that she would sleep tonight and he knew that sometime that night he would wind up in her apartment watching her sleep.

He couldn't help it. That aggression, that anger she faced the world with was gone when she slept, replaced with a softness, a vulnerability that made him ache deep in his chest in a way he hadn't since… well since Rachel.

He knew he shouldn't be looking at her, not only because she would kill him if she found out but because he didn't want to go down the path of so many chumps that had fallen for her and been kicked to the curb.

So what if she was pretty? Beautiful his mind corrected him almost immediately and he tried to undermine it. She had a foul mouth and she was way too skinny. And she was too much like him; too ready to push people away. Even Logan who she professed her undying love for was kept at a distance under the guise of keeping him safe.

Alec told himself he stayed at her back because he only had to push half as hard to keep the relationship at a safe distance, because she pushed him away too. He told himself that's why he felt so safe with her, because he could relax; concentrate less on maintaining that distance whilst keeping that façade of closeness. Or maybe it was because despite her constant making out of him to be a heinous villain she was the only one who saw him, really saw him and didn't look away.

But just because he felt safe with her didn't mean that he wanted to feel this way about her. He didn't want to want her and be ignored. Some part of him knew that's why he stayed up in her face all the time; so that she wouldn't ignore him, couldn't ignore him. Because despite the moaning, the bitching, the fighting he needed her to keep looking at him and not looking away.

It kept him balanced, centred and not descending down the black drain hole of madness which must have been the final resting place of Ben, his sociopath twin.

But when he watched her sleep, when he watched her chest rise and fall; so slowly, so peacefully then a totally different whirlpool threatened to consume him.

He knew he should, but he couldn't look away, even when she stirred in her sleep and every instinct told him he should leave or risk getting caught. Sometimes she would talk softly in her sleep, words mostly indistinguishable and he would edge closer transfixed by them. Once she had said his name and his breath had hitched in his throat, heart stopped dead in his chest and he had stood there, unable to move, head filled with a numbing, blinding light until the sun had risen and the true blinding light had snapped him back to his senses.

She rolled over in her sleep, wrapping her arms around one of the sofa pillows like she was holding someone. Like she was lonely.

That ache again.

That ache that made him want to reach out and stroke the loose strands of dark mahogany hair from her face. That ache that gnawed as he stared at the bruises that night blossomed on her jaw. That ache that compelled him to trace the soft cupid's bow of her lips with the barest touch of his thumb.

That ache that grew deeper every moment he watched her sleep.

That ache that told him he was lonely and falling in love with someone he could never have because frankly, she was just as broken as him.

He would finally come to a point in the night where he would question why he was torturing himself like this and he would leave; escape into the night to chase tail or zone himself out to the buzz of the boob tube until he was not thinking of her or of anything anymore. And when the sun rose he would be okay again, be happy go lucky Alec again that infuriated Max more than anyone else in the world and enjoyed it more than anything else in the world.

Because she would snort at him and roll her eyes at him and spit acid at him but she wouldn't ignore him. She wouldn't look away. And really, that was all he needed.

Hmmm, perhaps I 've made him sound a little creepy and a little too in love with her. What do you think?