Caroline quickly placed her shaking hands around Max's face. She took a deep breath and pressed her mouth against her friend's, a slow feeling of dread building in her gut. She blew in and then pulled away, not registering the enormity of what she had just done. The dread turned into cold, biting despair and she let out a staggered breath, hearing her words come out in a choked sob.

"Max, please dont die, please dont die," she begged, reeling at the extreme sense of despair settling like a stone on her heart.

"You're my best friend."

She bent over again and forcefully pressed her lips to Max's and pushed air into her mouth. Suddenly, she felt Max jerk underneath her. She saw her eyes flutter open and inhaled a shuddered breath of absolute relief.

Gasping, Caroline grabbed Max's arm and placed her other hand on her friend's back to help her up. Kneeling, she quickly rubbed Max's shoulder and placed a gentle hand on her back to ease her up.

"Wh-..What happened," Max said groggily, leaning into Caroline's arms.

"I think you got electrocuted," Caroline said shakily, running her hands up and down Max's arms and then suddenly Max's whole torso pressed into Caroline's as she released herself into Caroline's innately strong embrace. Max pressed her face into Caroline's shoulder and smiled faintly when she felt Caroline's thin arms wrap around her back. She shuddered in a deep breath and sank even deeper into Caroline's chest, feeling the arms rub her back and flatten her hair.

Max would be just fine.

Caroline squeezed her eyes shut and stifled a happy sigh. Max had never shown her this level of intimacy, and she was savoring every moment; she branded into her mind the warm body huddled into her own, the faint scent of Max's minty shampoo, the sweet, subtle smell of cupcakes, the way Max was practically sitting in her lap, and the curve of their embracing bodies. Finally Max leaned back, and Caroline helped the shaken woman to her feet. She eased one of Max's limp arms around her own shoulders and let Max lean into her for support. They stood like this for a few seconds until Max turned and raised an eyebrow.

"Did you...uh, kiss me?" she said jokingly, but her voice faltered.

Caroline let out a short breath and smiled.

"CPR, Max," she said, dropping hers arms to her sides. Max swayed without the support, but Caroline couldn't bring herself to touch her again.

Max was looking at her.

"Just..." Max let out a little groan-sigh. She pressed her eyes shut for a moment, and then opened them. She stared at Caroline, whose blond hair was slightly mussed and damp from cleaning. Her cheeks were flushed red... God. God.

Caroline finally met Max's eyes. She shivered.

Max's eyes. They were green-blue and glittering and beautiful, but filled with an undercurrent of pain and hopelessness, and when she saw them soften, Caroline realized her face was betraying her thoughts. Max took a hesitant step forward. She reached out for Caroline's hand and received it nonchalantly. Then, suddenly dropping her eyes to the ground, Max brought their hands just below her collarbone to lie on her chest.

Her heart.

"Thanks."

Caroline couldn't hold back a wide smile at Max's blatant act of affection, and upon seeing it, Max dropped their hands and laughed hastily, blushing.

"Ok, so, like I was saying," she said, suddenly whipping her hands out and snaking them around Caroline's neck with her devilish grin. "Just screw it."

She leaned up and pressed her lips against Caroline's.

Oh.

Oh.. she should have known Max's kiss would feel like this.

After a shocked moment, Caroline grabbed Max's waist and pulled her close, pressing their bodies together and returning Max's kiss.

They broke apart, panting, with dark eyes. Max ran her hands down Caroline's hips and returned the other woman's slow grin.

Caroline cracked a half grin and Max leaned back and tilted her head, her eyes drifting down to Caroline's waist.

"Hey, it was bound to happen eventually," Caroline said, her grin widening.

"This is so hot," Max muttered. Caroline cocked an eyebrow, taking the statement as a challenge, and brought their lips together again.

"So...mmff..hotmnff.." Max stuttered between kisses.

It was.