Disclaimer: No, I don't own Dark Angel. If I did, it wouldn't be cancelled. Duh.

Summary: Friendship turns into something more between Max and Alec. But what happens after she gets pregnant?

Author Note: This takes place during season 2 before Exposure – no runes, no second coming, and no chosen one. Just Max and Alec gettin busy!

FEBRUARY 2021, SEATTLE

Original Cindy stood at the door with her hands on her hips, waiting impatiently for Max to finish dressing so they could head out. It was Saturday night, and they were meeting Sketchy and the others at Crash. Max was late, as usual. Finally she came rushing out of her room, shoving her arms in her jacket as she went. OC gave her the once over and rolled her eyes. "You spent how long getting ready and that's the best you could come up with."

Max looked down at herself. She was dressed in black jeans, a tight little t-shirt, and boots. Pretty much her usual outfit. "What?" she asked defensively.

"It's Saturday night, boo! You need sumthin with a little ummph to it."

"Maybe I'm not in the mood to get all tarted up and stared at like a piece of meat."

OC cocked one eyebrow at her. "Yeah, but you'd have a lot more fun if you did."

Max gave her a dirty look and said bitterly, "Hey, the less skin showing, the less likely I'll kill Logan, remember."

OC put her hand out to stop Max from storming out. "Boo, I'm just saying."

Max knew she'd been in a crappy mood for weeks, ever since the last lead they had on a Manticore tech got them nowhere closer to a cure. OC was just trying to help and Max kept dumping on her. "Sorry. I'm just so tired of worrying that I'm gonna kill the guy every time I see him, you know. This sucks! I don't know how long I can do this."

"So maybe you oughta let it go."

"What? Just give up?" Max looked at her in surprise. Original Cindy had always been pushing Max to get it on with Logan, and now it sounded like she was encouraging her to end it between them.

"All I'm saying is, you got your whole life to live. And what you're doing now ain't exactly living. Someday you'll find a cure and be with your man. But until then, you need to get out and have a little fun. Stop moping."

As if on cue someone knocked on the door. Max opened it to find Alec leaning against the doorjamb. He was dressed in black jeans and a black leather jacket. Much as she hated to admit it, he looked sexy as hell.

"Hello ladies," he said as he brushed past Max and stepped into the apartment. He sauntered over to her Ninja and fingered the grip.

"What do you want? And don't touch my bike." Max crossed her arms and glared at him. She suppressed the impulse to wipe his fingerprints off her baby.

He turned to face her, a wicked grin on his face. "A challenge. You're always bragging about your bike. Care to prove it?"

Max raised her eyebrows and said in disbelief, "You wanna race."

"You up for it?" His eyes twinkled with mischief. Max had never noticed the tiny flecks of gold in his eyes before. She found herself mesmerized by the way they caught the light.

Original Cindy's voice cut into her reverie. "Show him what's what, boo. I'll catch you later." She headed out the door.

Max grinned at Alec, thrilled at the prospect of a night loose on the streets. She hadn't had a decent race in a long time, and knowing Alec he'd make it fast and dirty.

----*----

Hours later they ended up at the Space Needle. Alec walked to the very edge and stared down, unafraid. He threw his arms wide and let the wind buffet him. Max laughed and joined him, and the two of them stood poised on the edge, defying gravity.

Eventually they stepped back and sat on the sloping roof. Alec pulled a mickey of scotch from his jacket pocket and took a long swig. He offered it to Max. She shrugged and took a sip. She coughed as it burned its way down her throat but then the warmth settled in her stomach and radiated outwards. It felt good. She took another pull and handed the bottle back to Alec, pleased by the fact that she wouldn't kill him by sharing a drink with him. Such a small thing, and yet it wasn't.

Alec stared reflectively at the amber liquid. "I ever tell you about the first time I got drunk on this stuff?" Max shook her head. "Routine surveillance mission, rotating shifts. Me and another X-5, you don't know him, he got killed on a mission last year, anyway we're off duty and we're crashing in this upscale hotel suite, and I notice there's a fully stocked bar in the corner. So I figure, why not. We gotta pass for human, right? I mean, what full-blooded young male wouldn't check out the alcohol?" He chuckled and shook his head. "We got so drunk we could barely stand. And in walks Lydecker for a routine inspection."

Max jaw dropped and she stared at him, wide eyed. "Ohmigod. What happened? What did you do?"

Alec grinned and said, "I offered him a drink."

"No way," Max said in disbelief. Not even Alec would be that stupid.

"Seriously. I didn't know what else to do. You should've seen the look on his face." Max burst out laughing. She could just imagine the expression on Lydecker's pinched face.

"Man, was he pissed at me. I was in solitary for two weeks." He shuddered involuntarily. Alec had told her the story to make her laugh, but now he couldn't stop himself from remembering how Manticore punished soldiers who stepped out of line.

Suddenly Max was reminded of the night she ran into Ben up here. A cold shiver ran down her back. For one brief second Alec had the same tortured look in his eyes that she'd seen that night in Ben. Grief and guilt hammered at her. Ben was dead because of her. And here sat Alec, wearing his dead brother's face. She freaked and scrambled to her feet. "I gotta bounce," she said over her shoulder as she headed for the stairs.

"Max, wait!" Alec called out, but she'd already gone. With a sigh he flung himself back against the sloping roof and stared up into the night sky. He wondered what he'd done wrong now. Every time he and Max got close, either she wigged out or he screwed it up. It was depressing. Things would be so much easier between them if only he didn't want to be her friend, if he didn't feel like he needed her in his life. Glumly Alec stood and headed for home.

----*----

Despite the awkward ending, that night started a pattern for them. They'd race, or they'd meet up at Crash and shoot some pool. Alec was generous enough to let her win, at least some of the time. He turned out to be one of the very few people Max ever felt completely relaxed around. They were a lot more alike than she'd been willing to admit. He still drove her crazy, but now she almost looked forward to hearing about his wild schemes.

Alec was also the only person who could make her laugh and forget about all the problems in her messed up life. That was the one thing about him that still reminded her of Ben. When they were little and things got rough at Manticore, Ben would entertain her by making shadow puppets on the walls. Alec told her outrageous stories, or irritated her into punching him. The means differed, but the intent was the same. Otherwise Alec was nothing like Ben.

One night her feline curiosity got the better of her, and she just had to know what was in it for him. Why would he spend all his free time entertaining her? She drained her beer in one gulp and said in a rush, "So, I haven't seen you chatting up the girls lately."

"What's this, Max? Keeping tabs? You know, if you're so concerned about my sex life, we could always go back to my place," he joked, wagging his eyebrows at her suggestively.

Max punched him on the shoulder, a knee-jerk reaction to his sarcastic remark. He plastered a mock hurt look on his face and rubbed his shoulder.

"I'm serious. I've been such a bitch to you. Why do you spend so much time with me?"

Alec looked at her for a second with the oddest expression on his face. She couldn't be certain in the dim light of the bar, but she thought she'd seen that same look at times on Logan's face the year they spent pretending they 'weren't like that'. Then Alec smirked and the resemblance disappeared. He slapped his mask firmly back into place, all his emotions carefully buried. The past had taught him it was too dangerous to open himself up to someone else.

"Cuz if it weren't for me, you'd never have any fun at all," he joked.

He jumped off his stool and held out his hand. "C'mon Max, dance with me," he said and pulled her to her feet. He dragged her protesting onto the dance floor. The beat was relentless, and Alec looked so damn sexy. He was also a good dancer. Somehow Max found herself moving to the music. And then Alec's hands were on her hips, grinding her against him, timing her movements with his. Their bodies fit together, a perfect match.