Partners for Life

by bargil

This story was on the Get Smart Fan Fiction Site about 3 years ago. Please give me your comments.

Maxwell Smart, Agent 86 was finishing up his report. It had been a tough case, but the forces of evil had been thwarted and Mr. Big defeated. Max read over the report and at the bottom wrote "Agent 99 has proved to be an exceptional agent. I believe she has a great future at Control ahead of her." He sat there thinking. 99 had been exceptional. Max had been shocked when she took off chauffer's hat and he realized she was girl. That was proof she was good at disguises. Max signed the report and put it in the Confidential envelope to bring to the Chief.

There was a knock at the door. "Come in", said Max.

A lovely blonde entered the office. "Oh, hi Wendy", said Max. Wendy worked in decoding. Max had met her at a Control party a few months back and had been seeing her off and on.

"Maxie, congratulations. I heard you caught Mr. Big", Wendy cooed.

"Well, thank, Wendy, but I didn't do it alone. My partner, 99 helped me", said Max.

Wendy sat herself down on Max's lap and put her arms around his neck.

"Now don't be modest, Maxie. I know you really did all by yourself".

"Ehh, Wendy, you have to get off my lap. I'm supposed to see the Chief and give him my report. Also, it's working hours. There shouldn't be any funny business".

"At least, one congratulations kiss, Maxie. Pleeeze?" purred Wendy.

There was a knock at the door. Max jumped up knocking the chair Wendy to the floor. "Just a minute" yelled Max.

"No! Tell them to go away", stage whispered Wendy.

"It's Agent 99. May I come in?"

"A girl! You didn't tell me your partner's a girl" hissed Wendy.

"Max? Is everything okay?" said 99. With that, she opened the door.

"I'm sorry, did I interrupt something?" said 99.

"Ehh, would you believe?" said Max.

When 99 opened the door to Max's office, there was a sight to behold. Max standing beside his desk tie askew, his desk chair overturned and rising from the floor behind the desk was a blonde woman, her hair falling into her face.

99 found the whole thing amusing. She watched the girl straighten herself out and with a 

remarkable recovery, introduced her self to 99.

"I'm Wendy from decoding. I understand you are Maxie's new partner."

"Maxie, eh?" thought 99. "Yes, I am," she said.

"It's soo nice to meet you", said Wendy. "And I hope we'll be good friends. After all, we have Maxie in common."

"Sez you", thought 99 but kept her face impassive.

Meanwhile, through all of this Max was pretending to look for something in his desk drawers.

"See you later Maxie" said Wendy and left the office, slamming the door behind her.

"Ohh Maxie", said 99.

"Yes Wendy – I mean" stumbled Max

"You know, I think Wendy wears far too much makeup", said 99.

"What do you mean?" said Max.

"Some of her lipstick ended up on your cheek", said 99 taking Max's handkerchief from his pocket and wiping his face.

Max turned bright red and attempted to straighten his tie. "You see, well, um"

"Max, you have nothing to explain" said 99 as she put his handkerchief back in his coat pocket.

"We're just friends", explained Max. "I don't believe in letting business and pleasure mix".

"I understand completely", said 99. "We better get to the Chief's office."

"Well, that torn it", thought Max. "Whatever good start we got off to went right down the drain".

99 and Max were walking to the Chief's office, when behind them someone yelled: "There's the 

sexiest agent alive!" It was 99's turn to squirm inwardly. Max groaned. Agent 25, God's gift to spies and women (it was all in Agent 25's head thought Max) was right behind them. Agent 25 put his arm around 99's shoulder and pulled her to him as close as possible.

"Baby! I hear you saved the world from all that is evil!" said 25.

"I didn't do it alone" said 99.

Agent 25 loosened his grip on 99 to slap Max on the back hard enough to send him down the hall a few feet.

"Baby, you're just saying that. Old Max here is over the hill –ready for the Spies Retirement home".

Max was furious. Agent 25 was a year out of spy school. Max had worked with him on a case and almost got killed for his efforts. As senior agent, Max put in a complaint about 25's antics. Of course, 25 told everyone that he, 25, saved the day, and Max was just plain jealous of the younger, handsomer agent.

Max was ready to punch is nose, when 99 grabbed Agent 25's arm that was still around her shoulder, twisted around his back and pushed him against the wall.

"That's Agent 99 to you!" She said. "I am no one's Baby'. If you have complaints about people, you know the Chief is always available to listen."

Max was impressed. He wondered if Agent 25 was thinking the same way. 99 let 25 go. He rubbed his arm, glared at the two of them and walked away.

"I'll be glad to have you backing me up any time", said Max. He went to pat her shoulder and thought better of it.

"Am I going to get in trouble over this?" 99 asked.

"We'll keep it to ourselves," said Max. "Believe me. I don't think 25 is going to tell anyone about this!"



Max and 99 walked into the Chief's office. "Sit down" said the Chief. "Well, I have heard nothing but good things about your mission. I am proud of both of you. Unfortunately," and the Chief smiled at 99, "your next mission will not be as exciting".

99 said, "I understood that in spy school. You can't expect shoot-em-ups all the time".

The Chief said, "This will be a surveillance mission. We've been watching KAOS in this particular DC neighborhood and there has been some suspicious activity. I will need both of you to do the night shift. Go and see Carlson in the lab and pick up your equipment."

"So Chief", said Max. "Does that mean 99 and I are officially partners?"

"Yes. I think you and 99 are a good fit." said the Chief.

"Thanks Chief", said 99.

"Yeah, thanks Chief," said Max. He looked sideway at 99.
""Who else will be working this case?" asked Max.
"You have the first shift and 25 and 55 will take over to give you a break."
"Not 25!" Max yelled jumping so quickly he sent the ashtray flying and cigarette butts and ashes all over the Chief's desk.
"86!!" the Chief yelled.
"Eh, sorry about that Chief," said Max, as he wiped the ashes back into the ashtray.
"Max, are you questioning my authority?" asked the Chief
"No, but. . ." said Max.
"No buts, Max. My decision is final." said the Chief.
99 and Max left the Chief's office. 99 looked at Max. She had been stunned by his reaction.
Max? What's wrong?" asked 99.
Max turned around and looked like he could breathe fire. He took some gulps of air.
"99, I'm sorry I acted that way. It was wrong to question the Chief's authority. Would you like to have lunch with me at the Control Deli", asked Max. "That is, if you don't have any plans".

"Why no, Max." said 99. "I'd love to have lunch with you. Half hour? I'll meet you there".

Max walked into his office. "Well, it took you long enough." Max's chair spun around and there was Wendy.

Max almost fell over in fright. "Don't ever do that!" Max said to Wendy. "Don't you have some 

decoding to do?"

"Maxie, Sweetheart, I've been thinking. You said you'd help me be a spy, and you haven't done a thing!"

Max groaned inwardly. "Wendy. I got you in to take the test and you failed."

"What's a test when you're going to be a spy?" I bet your partner, 98 didn't have to take a test."

"99, and she was top in her class."

Wendy got out of the chair and came over to Max. "Well, she doesn't have my looks."

Max thought Wendy looked cheap and sleazy compared to 99.

"Look, Maxie. Enough talking. Why don't you and I have a quiet lunch together?"

"I can't. I'm meeting 99 at Control Deli."

"Hah. So she's got you under her thumb all ready!" said Wendy.

"Wendy," said Max wearily. "I have to leave on a case tonight and have a lot to prepare for. I'm not defending myself to you. If you don't like it you can leave."

"Suit yourself." said Wendy. "You don't know what you're missing," and flounced out the door.

"I think I do," thought Max.

Meanwhile, 99 was in the lab with Carlson going over the equipment she would need.

"Last, but not least, here is your watch," said Carlson.

"But I have a watch," said a surprised 99.

"This is a Control watch," said Carlson. "Yes, it looks like an ordinary watch. If you are in trouble, you press this button," and showed her the small button on the side of the clock face. "Max has his own watch. His watch will vibrate, and he'll know you need help. His watch works the same way. Your watch will vibrate when he's in trouble."


"Very clever," said 99. She looked at Carlson with her big blue eyes. "Thanks for taking the time to help me with everything." Off she went to meet Max for lunch.

"Wow," thought Carlson. "If Max isn't affected by her, he must be dead!"

99 reached the Control Deli before Max. She grabbed a table and sat to wait for him. Next thing she knew, Agent 25 sat down across from her.

"Now baby, I know you pulled that arm trick just to show up old Max. It didn't really hurt."

"Right," thought 99. "You know, 25," she said sweetly, "I could have broken it."

Agent 25 stared at her for a second and started to laugh. "Baby, save the act for Old Max. By the way, where is the fossil?"

"Right behind you," said Max.

25 jumped out of the chair. "No offense, 86. Just keeping the little lady company."

Max narrowed his eyes. "25, she is Agent 99 to you. I will break both your arms, if you mistreat her again."

"You can't threaten me," said 25.

"Try me," said Max.

Agent 25 backed off. "Right. Well, I'm off to my office. I've lost my appetite."

Max watched him leave. He exhaled and turned and looked at 99.

"What a jerk," said 99. "I hope you're still hungry." She smiled at him.

Max looked down into her blue eyes and was mesmerized.

"Max?"

Max shook his head. "Sorry 99." I'll go order some sandwiches and coffee."



That evening, Max and 99 were on surveillance. The Chief was right. It was quiet, unexciting. Max spent most of the time looking through the binoculars and gave 99 a lesson about surveillance. She was impressed. Before 99 became an agent, she heard mixed stories about Max; some said he was clumsy and over-eager; but most people said he was a dedicated agent. 99 wanted to work with him and find out for herself. So far, her instincts were correct; he was a little of both. She was so deep in thought, she didn't hear Max asking her a question. 99 turned bright red. "I'm sorry Max. What did you say?"

"Um, I just asked where did you grow up?"

"Oh!" said 99. "In Iowa. I grew up on a farm."

"Do you have any brothers or sisters?" asked Max.

"No. I'm an only child", answered 99.

"So, your parents are farmers?"

"No" said 99. "My dad was a spy. My mom ran the farm while he was away. People thought he was a traveling salesman." 99 burst out laughing. "You know the old farmer's daughter/traveling salesman story".

"How did you know your dad's a spy?" asked Max amazed.

"Well" said 99 reluctantly. "I found out after he died. I was about 11. My mom told me. He uh, uh. . ." 99 couldn't finish.

"I'm sorry 99. It was none of my business", said Max.

"No, no Max. It's not your fault. After all these years, it's still hard to think about him being gone".

After a few minutes, Max asked 99 if she would look through the binoculars.

99 asked Max, "Where did you grow up?"

Max was silent for a minute. "Here in Washington. I have a younger brother, my dad's still alive 

and my mom died of cancer. Does that satisfy you!?" he said angrily.

99 looked up from the binoculars in shock. "Max, I. . ."

Max looked at 99 miserably. "I'm sorry 99. It's difficult for me too. I lost my mom when I was 13 and still have difficulty with it."

"But you still have your dad and brother." said 99.

"99, as far as I'm concerned, my dad is dead and my brother's not far behind." said Max angrily.

99 was surprised by the outburst. She leaned over and impulsively put her hand over Max's. "Max, you don't have to talk about it if you don't want to".

Max looked into her beautiful blue eyes. "Another time, 99?" he said.

"Whenever you're ready Max." She suddenly realized she had her hand on his. She started pulling away and he grabbed it.

They stared at each other for a minute then Max pulled his hand away and took back the binoculars. He was sweating.

"No, Smart," he thought. "Don't get involved. You're a spy, remember? Don't let those blue eyes lure you into something you'll regret."

Meanwhile 99's thoughts fell along the same lines. "You're partners!" she thought. "Don't ruin a good working relationship by falling for him. He doesn't want you anyway". She thought of Wendy. "He likes the blond, big-busted, floozy type."

Suddenly, they heard footsteps outside the room. Max grabbed 99 and pulled her behind the door and pulled out his gun.

Max grabbed 99 and pulled her behind him and pulled out his gun. He aimed the gun at the door and waited.

The footsteps stopped at the door. 99 held her breath, staring at the door. Suddenly, there were four knocks on the door. Max slowly knocked four times. A voice on the other side of the 

door said, "Let's all sing like the birdies sing". Max sighed and answered, "Tweet, tweet, tweet, tweet". He let out a deep breath and opened the door.

Agent 25 and 55 entered the room. 55 was older than Max; a debonair man with graying hair.

"Well, this must be the famous Agent 99," said 55. 99 blushed. "Not famous, surely," she said.
"Now my dear. I've heard great things about you," said 55.
Meanwhile, Agent 25 stood and stared at the ceiling. Max glared at him.

"Well," said Max, "It's been quiet tonight. Good luck. Come on 99."

Max and 99 arrived at the car. "Well 99. I'm starving. Would you like to stop at the diner to get something to eat?"
"I don't know Max," 99 started to say. "You know, I am hungry. That'll be fine."
"Great!" Max grinned at her.

Back the surveillance, Agent 55 was at the binoculars explaining, while 25 was supposed to be paying attention. Instead, 25 was thinking, "I thought 86 was bad, but the old man is worse!" He won't stop talking about the war and the "red" scare. Doesn't he realize the future is now and I'm it?"
Suddenly, the door burst open, a gunshot rang out. 55 barely had time to turn his head when a bullet went through his temple. He never knew what hit him. Stunned, 25 tried to pull his gun but the shooter said, "If you want to end up like your partner, you'll leave your gun where it is."

Max and 99 were sitting in the diner. 99 tried to cover a yawn. "I'm sorry, Max. It's starting to hit me."
"No, I'm sorry," said Max. "I just wasn't ready to go home yet. I mean, Hymie's there, but it's not the same as talking to a person."
"Hymie?" asked 99. "I thought the dog was Fang."
Max let out a roar of laughter. "You don't know who Hymie is? He's Control's robot. We captured him from Kaos and programmed him for goodness. He's human-like but not with human emotion. Like I said, it's not the same as speaking to a human."
"Why," thought 99. "The great Maxwell Smart is lonely!"
"If you don't mind me asking, what about Wendy?"
Max gave her a look. "What about her?"
"Max...I"
"Sorry 99. You can ask. Actually I think she was using me to move up in Control. It's seems to be the way with me and women."


"I won't use you Max," said 99. Realizing what she said, she turned bright red and said, "What I mean. . ."
"I know what you mean 99," said Max. "That's why I think we'll be great partners and friends."
The two were looking at each other when Max's shoe phone went off.

Meanwhile, 25 was staring at the man with the gun. "What do you want? Why did you kill him and not me?"
"His time is past. We don't need an old man. Kaos is looking for new recruits and you're someone we could use."
"Kaos!" said Agent 25. "I'm a Control agent. I couldn't. . ."
"Couldn't you though," said the man. "You can't understand why Control doesn't see how important you are, that you're a man of the world."
25 paled slightly. "How would you know that?"
"We have our ways," the man smiled. "You want money and glamour, things Kaos could offer you that Control couldn't. Control pats you on the back and tell you what a great service you've done for your country. We'll give you money, cars and women."
"I don't know. . ." said 25.
"It's money and glamour or a bullet between the eyes," said the man.
"Okay, what do I need to do," said 25.
"Just get rid of Maxwell Smart," said the man.
"Oh, that's all," said 25. "What!! How am I supposed to do it?"
"I don't care how you do it," growled the man. "You figure it out. In fact, I know there is someone else at Control who's not happy.
As a matter of fact, we have another agent working on her now."
"You don't mean Agent 99?" said 25.
"I'm beginning to think you're stupid," said the man. "Do I have to spell it out for you! She's in Control's decoding section!"
25's eyes widened.
"Now," said the man, you need to get Control here and convince them that you put up a fight before you were shot."
"Shot!" yelled 25. "I thought you weren't going to kill me!"
"You really are stupid." said the man. "What I have to go through to get recruits." He aimed his gun and fired.

The shoe phone rang and rang. Max was pretending nothing was going on. 99 just stared at him. Finally, the waitress came over and said, "Sir, I think your shoe is ringing."
"Thanks." said Max. "I'll be right back 99" and headed off to the men's room.


99 finished her coffee and waited. Max came back to the table, his face in shock.
"Come on! We have to go back to the surveillance room!"

A disgruntled Wendy sat a table in a cocktail lounge idly stirring her drink. A few gentlemen in the room had tried to make her acquaintance. Normally, she would accept with alacrity. Tonight, however, she wanted to be alone. The whole issue of Max and his new partner annoyed her to no end. It was all right when it was just that mangy dog, but now a tall brunette! Wendy could see Max was interested. He looked at his partner differently than he ever looked at her. "Well," thought Wendy. "This means war!"
Meanwhile, a gentleman, slipped into the chair across from her. "Excuse me?" asked Wendy. "I don't remember giving you permission to sit with me."
"You didn't," said the gentleman. "I thought it was time we formally met."
"Look," said Wendy. "I don't know what your game is, but I know the bartender and. . ."
"You should know I have a gun aimed at your midsection," said the man. I have no problem shooting you right now if you give me any problem."
Wendy turned white. "You wouldn't get away with it," she said.
"Well it just so happens, I'm a friend of the bartender, too." With that he turned and waved at the man. The bartender grinned and waved back.
"Okay, I guess I could spare you a few minutes," said Wendy. "Cards on the table."
"You look like the kind of girl who likes money, excitement, adventure," said the man.
"What girl wouldn't?" asked Wendy.
"Not all girls," said the man. "Now take Agent 99. . ."
"You can have her," said Wendy.
"We'd love to have her, but she's like Agent 86. She's too dedicated to niceness. Right now, they're together having dinner."
Wendy stared at him. "Who are you? How do you know all this?"
"We make it our business," said the man. He threw a business card across the table.
Wendy glanced at it. "You're KAOS!"
"Did you think we were the FBI?" said the man. "You said cards on the table'. Okay. We need women like you. Smart, sexy, a woman of the world. . ."
"That's me." said Wendy.
"This is what I want you to do," said the man.

Max had a grim look on his face as they sped back to the surveillance room. 99 kept giving him sideway glances. Max had told her briefly about the shootings and since then was concentrating on driving.
They arrived at the building. There was some activity that an ordinary person would not pay 

much attention to. The ambulance disguised as a bakery wagon was there and to 99 distress, the morgue wagon disguised as a meat wagon was also there.
Max and 99 walked into the surveillance room. The first thing that met 99's eyes was Agent 55, the bullet hole through his temple and a surprised look on his dead face. The Control doctor was ahead of them and said briskly, "Well, there's nothing I can do for him" and turned to Agent 25.
99 felt her stomach lurch. "I'm not going to be ill, especially in front of Max," she thought and tried to control her stomach. She turned to Agent 25 and to her relief he was alive. The doctor was looking over him.
"You're a lucky young man," said the doctor. "It looks like just a flesh wound."
99 knelt next to him and grabbed his hand. "I'm glad you'll be okay, 25," she said.
Agent 25 looked at her through pain-filled eyes. "You're an angel of mercy 99," he said.
99 looked up at Max, who was looking around the room with the same grim expression he had in the car. She was puzzled about Max's behavior.
Meanwhile, the doctor removed 99's hand from Agent 25. "99, I think you're a bit worse for wear. I want you to go home and relax. Here is something to help you rest." He handed her an envelope with some pills.
"No!" exclaimed 99. "I'm fine; I'm needed here!"
"No you're not," said the Chief who happened to walk in the room at that moment. "I want you and Max to leave the premises immediately."
"Chief!" said Max. "I think,"
"No, you're not to think," said the Chief. "I want you to take a rest and that's an order!"
"But, Chief!" said Max.
"Max! This is the second time you're being subordinate. Do you want to be suspended instead!"
"No Chief." said Max grudgingly.
The Chief pulled Max aside. "I want you to take care of 99."
"What do you mean, Chief?" asked Max.
"Either go to her apartment or take her to your apartment. I don't want her alone tonight."
"I don't understand." said Max.
"Do I have to spell it out for you!" said the Chief. "She has not seen a dead person before; I don't want her to be alone!"
"The Kaos agent was vaporized in front of us." said Max, puzzled.
"Yes, but there wasn't a body for her to see." said the Chief. "99 has not been exposed to this. I know she won't go to the hospital, and I trust you to take care of her."
"Okay, Chief. I understand." said Max.
Max went to 99 and gently took her arm. "Come on, the Chief wants us to leave."
"What do you mean, Max?" asked 99. "Why do we have to leave?"
"There are people who will work the scene. We are not needed here."


The realization hit 99. She sagged for a second against Max and straightened up. "Okay, I guess I should go home," she said.
They arrived at Max's car. "99, I think I should come home with you," he said.
"What!" said 99.
Max turned red. "I mean, I should keep you company tonight."
"Max?"
"99, I am going to protect you tonight. I want you to come to my apartment."
"Well, Max. That's a new come-on for me."
"No, 99. I'm not coming on to you." said Max. He saw the look on her face. "I mean, what I want to say,"
"I understand Max." said 99. "I'm willing to be under your protection. I've never met Hymie. I'm looking forward to it."
They arrived at Max's apartment. 99 was curious what it would it would be like. She was slightly disappointed. It was ordinary, even dull. "He could use an interior decorator," she thought.
A big shaggy dog came out from a corner of the room. "Fang!" said 99. "It's so good to see you again!" Fang wagged his tail and looked at Max. "Okay, okay, you probably want to be fed," said Max.

"I already fed him", said a voice from the closet.

Suddenly, the closet door opened and a tall, serious young man walked out.
"99, this is Hymie," said Max.
99 held out her hand. "Nice to meet you, Hymie. I've heard a lot about you."
"How?" asked Hymie. "I haven't heard anything."
Max sighed. "No Hymie. It's a figure of speech."
"Oh," said Hymie. "She's different from other women you've brought here."
"Oh really?" said 99. "And what other women were there?"
"Well," said Hymie, there was. . ."
"Never mind, Hymie." Max interjected. "It's time for 99 to head upstairs. Go ahead, 99, I'll be up in a minute. My bedroom is upstairs to the right."

"That's what you say to the other women," said Hymie.
"Never mind!" Max yelled. "Go find something to do!"
"Like what?" asked Hymie.
"I don't know! Check your oil!" yelled Max.
As the robot left the room, Max turned to 99. "You don't have pajamas do you?"
"No Max."
"Um, well," stuttered Max.


"Max, just let me have a pajama top and I'll be fine. Where are you going to sleep?"
"My study is right next door. I'll sleep on the couch."

99 went upstairs and into the bedroom. It was neat and seemed lifeless, like the rest of the apartment. 99 found the envelope with the sleeping pills but decided against taking them.
Max knocked and entered the room.
"You shouldn't mind Hymie," said Max. "He takes everything literally."
"No, I don't," said Hymie from downstairs.
"He also has great hearing," said Max. He opened a drawer. "Here's a pajama top. Look, I'll be next door if you need anything."
"Okay," said 99. "Goodnight, Max."

99 was back in the surveillance room. The door slowly opened. 99 grabbed her gun and waited. Agent 55 walked in. "Ah, my dear, how are you?" he said.
99 stared at him. He looked like Agent 55, except he had a bullet hole in his temple.
"What happened 55?" asked 99.

"Oh," said 55. "That's nothing. It's worse on the other side." He turned his head and there was a gaping hole where his skull should be. 99 started screaming and screaming. . .

Max fell off the couch at the start of the screaming. He grabbed his gun and robe and stumbled through the room, finally banging into the door before he opened it. Hymie was already outside the bedroom door.
"I'll handle it, Hymie," Max said. "Make sure there is no one else in the apartment".
"Okay Max," said Hymie and went downstairs.
Max went into the bedroom and flipped the light switch. 99 was sitting upright in his bed, with a terrified look on her face.
"99? What's wrong?" Max put the gun away and sat next to her on the bed.
"Oh, Max!" 99 sobbed and threw her arms around his neck and buried her head in his chest.
Stunned, Max put his arms around her and held her. This extraordinary feeling came over him. He had held women in his arms before but never felt this combination of longing and protection. He tightened his grip on her.
99 suddenly pulled away, her blue eyes filled with tears. "I'm a lousy spy," she sobbed.
"What are you talking about?" said Max puzzled. "You've done great work. I'm proud to have you as my partner."
"I shouldn't feel this way," said 99. "I should be emotionless, like Hymie".
"I heard that," yelled Hymie from downstairs.
Max opened a dresser drawer and pulled out a handkerchief and handed it to 99.
"99. You're only human. I would be surprised if you had no reaction to what happened. You had 

met 55. It's not surprising you reacted the way you did."
"But, Max," said 99. "You didn't have a reaction."
"I did. But I pushed it aside. You could say I'm used to it. When I was younger and in the war, I saw worse things than that. You have to move on. It's not that I have no feelings, I do. I'm furious about losing 55. He was a good spy."
Max was glad to see 99 was calming down. Her breathing was back to normal and the tears had stopped.
"Oh, Max. Thanks for being a great friend." said 99. With that, she threw her arms around him again and kissed him on the cheek.
Max started turning pink and tried to look busy. "You didn't take the sleeping pills, did you?" he asked.
"No," said 99. "I didn't think I need them."
"I want you to take them," order Max. "I'll stay with you until you fall asleep."
Max got 99 some water and gave her two of the pills.
"Thanks again Max for being a friend," said 99. She took the pills and lay back on the pillows.
"I glad you're my friend, too," thought Max. It wasn't long until 99 fell asleep.

Meanwhile, Wendy was still at the bar, now having imbibed several Cosmos bought by some grateful men at the bar. But she wasn't paying attention to their conversation. She was inwardly seething, thinking of Max and 99. The alcohol was making her angrier and not letting her think straight. She suddenly got up from the booth, surprising the man who was sitting with her. "Baby, what's the matter?" he asked. "Can I do something for you?"
"You certainly can," Wendy said. "Call me a cab!"

Max had finally fallen into an exhausted sleep when there was a banging and crashing at his apartment door.

"What the hell?" Max groaned as he again fell off the couch, grabbed his gun and robe. He checked to make sure 99 was still sleeping and ran downstairs. Hymie was by the door.

"Well?" asked Max. "What's going on?"

"It's your friend, Wendy," said Hymie. "I don't think she's happy."

"Great, just great!" thought Max. "What else can go wrong?"

Max gazed through the door peephole. He could see Wendy's face, distorted with anger.

"We better let her in before she wakes the neighborhood," said Max.



He opened the door and Wendy almost fell in.

"Well?! Where is she?!" screamed Wendy.

"Who?" said Max, totally bewildered.

"I thinks she means 99," said Hymie.

"The robot has more brains than you have," sneered Wendy.

"I don't have any brains," puzzled Hymie.

"Are you the Tinman or something?!" yelled Wendy.

"I think you mean the Scarecrow," said Hymie.

"Shut up!" yelled Wendy.

"Why are you here, Wendy?" asked Max. I was sound asleep."

"I bet! Where is she!"

Meanwhile, 99 was awakened from a sound sleep by all the noise. She had to think about where she was for a minute. 99 got out of bed and sleepily went out to the hall and looked over the railing.

"There she is! There's the bitch! screamed Wendy.

Max stared in horror. He couldn't say anything.

No one ever called 99 anything like that before. She ran down the stairs without thinking and grabbed Wendy by the shoulders and shook her.

"Now, stop it!" yelled 99 and slapped her face. Wendy stared at her in shock.

"For your information, an agent was killed tonight and another hurt and you're standing here making a scene! You don't deserve to work for Control!"

Wendy put her hand to the cheek which was starting to turn red. She gave a wild look around and left the apartment.

99 took a deep breath and suddenly realized she was wearing only Max's pajama top. Max cleared his throat and said, "Coffee?" and turned and went into to the kitchen. Hymie said, "Oil?" and followed Max. 99, horrified ran up the stairs. She didn't realize Max peeked through the kitchen door watching her.



Wendy arrived back at her apartment, shut the door and leaned against it. She was half angry/half ashamed of what just happened. She looked at her feet and realized an envelope was on the floor. She picked it up and it was filled with cash and instructions to meet her contact.

Just then, her telephone rang. First, she thought it might be Max. "Hello, lover!" Wendy said.

"Well, I didn't think we advanced so much in intimacy," the voice on the other end said.

Wendy shuddered. It was the man from the bar. "Look here, sweetheart, another outburst like that and you'll have more problems than you think."

Wendy slammed down the phone. She stood for a minute and stared at the envelope full of money. For a brief moment, she thought of getting rid of it. Thoughts of a fancy car, clothes, jewels, Europe, however, filled her head. Wendy had beauty but not much in the brain department. "I'm going places now," she thought.

The next day. . .

99 and Max were heading back to Control. 99 needed to get her car and she wanted to see how Agent 25 was doing. Max had his own agenda. He wanted to talk to the Chief.

"Max? Do you want to see how 25 is doing?" asked 99.

"Sorry, 99. Not at the moment. I have to see the Chief about something," Max.

"Okay," said 99. They had arrived at headquarters. They arrived at the phone booth to take them to the main floor. "Well," said Max. "Well," said 99. They stood looking at each other. For a split second, 99 thought Max would kiss her. Suddenly, the phone booth doors opened, causing Max and 99 to jump apart.

"Good morning, Max and 99!" It was Larabee. "Good morning, Larabee," Max and 99 chorused.

"It looks like great start to the morning, don't you think?" said Larabee looking at the both of them.

"It was!" grumbled Max and went down the phone booth.

99 went to the hospital to see Agent 25. "My angel of mercy!" said 25. "How are you doing, 25?" asked 99.



"Aww, it's just a flesh wound," said 25. "I'm getting a week off to rest and rejuvenate. May be I'll go to the islands. Want to come?"

99 reddened. "I don't think so 25. Thanks for the invitation though. Don't you think you should stick around for 55's memorial service?"

25 looked down for a moment. "Ah, yes. The poor guy. Well, I can't do anything for him anymore, can I?"

99 was horrified. "I guess not. I better leave you to rest. Take care."

"Farewell, angel!" said 25.

Meanwhile, Max went to the Chief's office.

"Hey Chief, is there anything new on the surveillance room incident?" asked Max.

"Even if there was, I wouldn't tell you," answered the Chief.

"What do you mean?" said Max, incredulous.

"I have other agents investigating and I don't have to tell you anything else," said the Chief.

"Chief! I'm a senior agent. . ." Max began.

"Look, Max. I saw the look on your face in the surveillance room. I know your feelings about Agent 25. That disqualifies you immediately from this case."

Max sighed. "All right, Chief. I'll take the time off. Shall I tell 99?"

"No, Max. I'll tell her myself," said the Chief.

Later, 99 was in the Chief's office. 99 sat in the chair, not exactly paying attention to the Chief's words.

"99, are you all right? Are you listening to what I'm saying?" asked the Chief. "I hope Max is not rubbing off on her," thought the Chief.

"I'm sorry, Chief. I'm a little worried about Agent 25," said 99.

"He is rubbing off on her," groaned the Chief inwardly. "99, have you been talking to Max?"



"Oh no, Chief. I just went to see 25, and he, I don't know, seems too cheerful." said 99. "He doesn't seem to care that 55 was killed."

"99," said the Chief. "25 went through a terrible experience seeing his partner killed and surviving himself."

99 didn't look convinced. "I don't know Chief. If it was Max. . ." she stopped, turning red.

The Chief smiled, understanding. "99, I think you're still upset about what happened. Take the time and relax. I need you operating on all cylinders."

99 laughed. "Sounds like Hymie. Okay, Chief. I'll take your advice."

99 walked out. The Chief frowned and pushed the intercom button. "Larabee, bring me Agent 25's file."

99 and Max were leaving Headquarters. "Max, do you like movies?" asked 99.

"Sure," said Max. "Why are you asking?"

"Well, I thought if you had no plans one night, well. . ." 99 stuttered.

"Sure, 99. I'd like that. Tomorrow night?"

"Sounds great!"

"Well. . ." said Max.

"Well. . ." said 99. "See you tomorrow."

"I'll call you about the time," said Max.

Later that night. . .

Wendy was at her favorite bar, nursing her first drink of the night. "Well lovely lady, it look's like we're partners!" It was Agent 25.

"Do you have any idea what we're supposed to do?" said Wendy annoyed.

"I thought you were smarter than that." Wendy turned her head. It was the KAOS agent.

"Where did you come from?" said Wendy.



"Never, mind that," said the man. "I hope you're healing well," he said to 25.

"Take it on the chin, that's me," boasted 25.

"Yeah, right" said the man. "Here's your mission. You take care of Max," he looked at Wendy. "And you," looking at 25, "take care of 99."

"Not fair!" said Wendy. "I'd rather take care of 99!"

"This is KAOS! We don't care about fair!" said the man. "Do your job, and you'll be rewarded!"

"How are we supposed to do this?" said 25. But the man was gone.

Wendy and 25 looked at each other. "Well, I suppose we should coordinate this," said 25. "We want to get rid of them at the same time."

"What do you suggest? We double-date?" said Wendy, annoyed.

"No," said 25. "Listen to this. . ."

Max and 99 were driving back from the movies. They had seen "Dr. Zhivago". 99 had loved it; it was so romantic. Max would have enjoyed it more, if it hadn't been so long. As long as 99 enjoyed it, he was happy. Max pulled up in front of 99's apartment building.

"Well", said Max. "That was nice".
"Yes", said 99. "I just loved it". They looked at each other. "Well", said Max again. "Yes", said 99. They looked at
each other and laughed. "Thanks, again for coming with me, Max", said 99 as she got out of the car.
"Do you want me to walk you to your apartment?" asked Max. "No need", said 99. She smiled again. "Bye, Max".
Max drove off, again with the reaction 99 gave him. She was his working partner and a friend, but she rattled him. He said things to her he wouldn't even say to the Chief! Max never thought a woman
would treat him like a friend; he hoped she would always be a friend.

Max opened the door to his apartment and turned on the lights. "Hello, lover", said Wendy.
"Don't do that!" yelled Max. "What are you doing here, anyway?"
"A peace offering, lover", purred Wendy. She had been stretched out on the couch, she stood up holding a bottle of champagne. Max stared. Wendy was wearing a tight-fitting in the right 

places red
dress, low cut and slit up the leg.
"Uh, Wendy", said Max. "It's late. Can we make it another time?
Max looked around. "By the way, where's Hymie?"
"Oh, I told him there was a Ford Mustang down the street interested in meeting him."
"Great," thought Max. "I'll have to have him reprogrammed."
"Now, lover. We're all alone. Why don't we have some of the champagne and make up?"
"You really should be making up to 99," said Max.
"I think you could use something to drink, Maxie," said Wendy as she loosened his tie. "You've been under stress. I could de-stress you."
Max was falling under the influence of the dress and the perfume. "Well. . ." said Max.
"Great!" Wendy popped the cork and poured two glasses. "To us!"

99 was sitting in her bedroom, getting ready for bed. She was thinking about her "date" with Max. He didn't try to pull any funny stuff on her; he treated her like someone he respected. She appreciated that. "After all", she thought. "I want to be treated like a woman, not a bimbo." The phone rang. "Who, could that be?" puzzled 99. She picked up the phone. "Hello?" "99, it's Max." The voice sounded hoarse.
"Max! What's wrong!" exclaimed 99.
"I can't talk. I'm in trouble. Come to the abandoned warehouse on the harbor. Hurry!! The phone clicked.
"Max! Max!" yelled 99. She ran to her closet and pulled out clothes.
Agent 25 stood in the phone booth with the tape he made of Max's voice, using parts of conversations he had picked up. "Worked like a charm," he thought. Agent 25 shook his head. "What she sees in that old man, I don't know. It doesn't matter anyway."

Wendy snuggled against Max on his couch. Max stared across the room. He was feeling dizzy. "What was going on?" he thought. "I must be very tired for the champagne to affect me this way." He got off the couch and stumbled slightly.
"Lover, where are you going?" asked Wendy. "Come back here" as she patted the couch.
Max turned around and tried to focus. Wendy was spinning in front of him. "Did you put something in the champagne?"
"Why would I do something like that?" said Wendy innocently.
"Why do I feel this way!" yelled Max. "You spiked the. . ." Max stopped and looked at his watch.
"Maxie?" asked Wendy. "What's wrong?"
Max turned around suddenly. "It's 99!! There's something wrong! She needs help! Max put his hand to his head. "I can't concentrate! I have to do something. . . Max sat down and tried to dial his shoe phone.


99 hurriedly drove to the warehouse. What had happened to Max in the short time since he left her. She thought he went back to his apartment. She pulled close to the warehouse and grabbed her pen flashlight. It was small but gave off a powerful light. 99 walked into the warehouse. It was a huge, barn-like structure. Suddenly her spy instincts clicked in. Why would Max call her on her regular phone? He would have set off the emergency signal on the watch or called her compact phone. Her eyes widened. She walked into a trap. She turned to run but someone grabbed her from behind and put a cloth over her mouth. 99 struggled to get free, but collapsed from the chloroform.

Wendy was frantic. "I thought the drug would take effect quicker" she thought. She watched him struggle. Hopefully, he'd give up in frustration. Suddenly, she heard him say:
"Larabeee? Ish me. You know Max. Nooo, I haven't been drinking. It's something in the champagne. Well, yes I had champagne. Look, it's 99. No, 99 isn't here. My watch went off. Something's wrong. You have to check." Max started to raise his voice. "Look, Larabee!!. . .
Wendy couldn't stand it any longer. She picked up the nearest heavy object and hit him from behind. Max pitched forward and was still.
Larabee's voice came out of the shoe: "Max? Max?"
Wendy smashed the shoephone and there was silence. There was blood on the back of Max's head. Wendy didn't know if he was dead or not and at that moment didn't care. She made a run for it.

Agent 25 put the unconscious 99 into her car and drove to the Potomac. He pulled into a boat ramp and put the car in park. 25 pulled 99 into the driver's seat and set the car in drive. He gave the car a push from behind and watched it roll into the river.

Larabee pushed away from the desk, frowning. The Chief walked out of his office. "What is it, Larabee?"
"It was Max acting strange."
The Chief rolled his eyes. "That's not unusual. What did he want?"
"He was babbling," said Larabee.
"That's not unusual, either, sighed the Chief. "Could you get anything out of the conversation?"
"He said 99 was in trouble, that his watch went off. Then there was nothing."
The Chief frowned. "Did you tape the conversation?"
"Yes," said Larabee.
"Let's listen and see if we can pick anything up."

The chloroform didn't last long. 99 struggled to open her eyes. She shivered. Where was she? 

Why were her feet so cold? Her eyes widened. She was in her car which was sinking in water! She looked around. "I'm going to drown!" The water was starting to fill the car quickly. 99 decided she wasn't going to go without a fight. She pushed the button and prayed that Max would pick up the signal. "I can't wait for help" she thought. 99 pulled herself up and put her feet on the driver-side window and pushed with all her might. The glass broke and water flowed in even faster. 99 took her shoe and broke away as much glass as she could to get herself out. Holding her breath as the water started to cover her, she pushed herself out of the car.

The Chief and Larabee listened to the tape. "Someone else is there," said the Chief. "I wish I could figure out who it is. By the way, where's Hymie?"

"I'll have someone check on his whereabouts," said Larabee.

99 struggled in the water. She was sinking between the car sinking and the weight of her clothes. 99 pushed her shoes off and pulled off her pants and tried to swim from the car. "Don't give up!" she thought. "Max will be here." 99 was getting colder. She looked around and saw the shore and forced herself towards it.

She dragged herself on the muddy shore. Sick and cold, she could barely lift her head. There was someone standing there, watching her. "Help me, please", 99 said weakly and collapsed.

Agent 25 stood and looked at 99 laying there. He turned and left the scene. 25 got into his car. He took out a piece of paper and wrote something on it. He put his hand inside his jacket pocket and took out a pill. He also pulled out his gun. 25 looked at his watch and pushed the alarm. He then put the pill in his mouth and put the gun to his temple. He bit down and pulled the trigger.

The Chief got a call. "Agent 25's emergency watch just went off."

"What is going on tonight?" asked the Chief. "Where is he?

"It's the same area where 99 is," said the Agent.

The Chief slammed down his phone and went out to Larabee's desk.

"We have to get out to the are where 99's watch went off," said the Chief. "Larabee, you come with me. Call Henderson and send him and back up to Max's apartment. Has anyone found Hymie?"

"I was just going to tell you, Chief," said Larabee. "He's been arrested for alleged drunkenness and is at Central Booking."



The Chief threw up his hands. "Get an agent there. Tell them the usual story. Bring Hymie to lab and have him reprogrammed."

Henderson arrived at Max's building. He told the other agents to check the back. Henderson went up to the apartment, noting nothing unusual until he reached the apartment door and saw it ajar. He put the nose of the gun in the door and pushed it open slowly. The first thing he saw was Max face down on the floor. Henderson dropped down beside him. He saw the head wound and next to Max, his Agent of the Year award with blood on it. Henderson checked Max's pulse. It was very weak.

Henderson got on his tie clip phone. "I need a bakery wagon, pronto!"

Henderson looked around the apartment. He found an open champagne bottle, two glasses, one with lipstick marks on it. Henderson whistled. "Damn, Max," he thought. "You'll never learn."

Meanwhile, Wendy had run back to her apartment. She started throwing things in a suitcase as fast as she could. She saw the envelope with the money in it on the table. She shuddered, grabbed her suitcase and headed for the front door. Wendy opened the door and suppressed a scream.

"Going somewhere in a hurry?" It was the Kaos agent.

"That's my business," said Wendy.

"Well, I'm making it my business," said the agent. "I'm sure I can give you a lift somewhere."

Wendy looked at him reluctantly.

"I thought we were friends," said the agent. "Come on, I'll even help you with your bag."

The agent took her suitcase and saw the envelope on the table with the money. "Come into an inheritance?" he asked.

Wendy grabbed the envelope and walked out the door. The Kaos agent smirked and followed behind her.

The Chief and Larabee arrived at area where 99's signal was detected. It was a dark, forested area. They drew their guns and crept slowly along.

Larabee saw tire tracks in the lawn and pointed them out to the Chief. They kept walking slowly through the trees. Suddenly, they came upon a car parked among the trees.

"That's not 99's car, is it?" asked Larabee.



"No, it's Agent 25's" said the Chief grimly. He motioned to Larabee to go to the passenger side of the car. The Chief slowly moved toward the driver's side and stopped. He took a deep breath and said, "I think we're too late, Larabee."

Larabee stared at the Chief and slowly looked in the car window. He started and gasped, "Oh my God! It's 25!

"What's left of him", said the Chief. He turned around and tried to control his stomach.

"Where's 99?" asked Larabee. "She's not in the car."

The Chief looked around. "Here's some car tracks, heading in that direction." He pointed through an opening in the trees. They started following the tracks.

"Listen," said Larabee, "Isn't the Potomac in that direction?"

The Chief and Larabee started running. "Oh my God!" said the Chief, "What's that!" There was something lying on the ground. It was 99. The Chief bent over and felt her pulse; her hand was cold, but she had a pulse.

The Chief straightened out. "Call for the bakery truck" and looking in the direction of 25's car, "the meat wagon."

Wendy was with the Kaos agent in his car. "Where are we going? I thought you were taking me to the airport?"

"All in good time," said the agent. "I thought we'd take a detour."

Wendy looked out the car window. "Wait a minute! This is Maxwell Smart's neighborhood! What are we doing here?"

"I thought you'd like to see the result of your work," said the agent.

Wendy stared at him. "I saw the results! I hit him over the head! What more do I need to see!"

The agent said nothing. He drove slowly down the street.

"Nothing is going on," said Wendy. "Just take me to the airport."

"Do you think Control would be in front of the apartment? Sneered the Kaos agent. "All the action is in the back." He then drove down an alley way and stopped the car.

"Come along," said the agent. "Let's see what a good job you did."

He pulled out a gun and waved it at her.



Wendy gulped and slid out of the car. The agent motioned her to walk in front of her. They crept down the alley and the agent pulled her to a stop. If you didn't know any better, it looked like someone making a normal delivery. But Wendy knew the bakery truck was a good sign. She sighed openly.

"What is it?" the Kaos agent asked.

"He's alive!" said Wendy. "Max's alive!

"Well that's not good news for me," said the Kaos agent. "Or for you."

"What do you mean?" said Wendy.

"He's not dead, you little fool," said the agent angrily. "You were supposed to get rid of him and he's still alive!"

"Don't I get credit for trying?" asked Wendy.

"This is Kaos, we don't try!" said the agent. The agent made a move toward his coat pocket. Wendy was watching him and suddenly made a run for it. The Kaos agent watched her run down the alley and into

the street. He heard the sounds of brakes squealing, the smell of tires burning and people yelling. He pushed himself in a corner, as some of the Control agents ran down the alley. He could see a crowd gathering and walked down the alley to join the curious. He could hear a man saying hysterically, "She came out of nowhere! I couldn't stop in time!"

The Kaos agent pulled his hat low over his head and walked away from the scene. The agent put his hand in the coat pocket and pulled out a cigar. He shook his head and lit it.

"Back to drawing board," thought the agent. "They don't make double agents like they used to."

The Chief was standing by a hospital bed. 99 lay there, pale and quiet. Slowly, her eyes opened and she stared around the room. Her eyes lit on the Chief and she almost jumped out of bed.

"99, it's me! said the Chief. 99 slowly relaxed and lay back on the bed.

"I don't remember too much of what happened," said 99. "The last thing I remember is the warehouse and . . ." She looked at the Chief and turned bright red.

"99," said the Chief. "I ought to suspend you for going off without confirming the message or letting someone know what was going on."



99 hung her head. "I realized it too late that it was a trap. I'm sorry Chief. You certainly have the right to suspend me."

The Chief sighed. "I'm not going to suspend you. The Chief stopped for a minute.

"Chief, what is it?" asked 99. "You can't keep this a secret from me. What happened?"

The Chief looked at her. Her blue eyes bored into him. The Chief relented. He thought, "I should think about putting her in Interrogation."

"99, Agent 25 tried to kill you," said the Chief.

99 stared at him and lay back on the pillows. "Chief, I don't understand?"

"We're still trying to sort things out, 99. Apparently, he was recruited by Kaos and you were his test. We found a Kaos-issued gun by his body."

"Chief, what do you mean, by his body'?"

Chief, gulped and took a deep breath. "99, Agent 25 killed himself."

99 closed her eyes. "Chief, I can't take it all in. Could you please leave me?"

Max was slowly waking up. He opened his eyes and tried to figure out where he was. The back of head felt like hundreds of jack hammers had been at him. He suddenly remembered he had been in his apartment but it was a bit of a blur. Wendy and 99. Why did that come to mind? He looked at his arm where the tubes were inserted. His watch. Where was his. . . HIS WATCH! 99! Max frantically started pushing the button for the nurse.

The nurse walked in. "What is it Mr. Smart?"

"99! I need to know if she's safe!" He tried to get out of bed but he was too dizzy.

"Mr. Smart! Stay in that bed! You are not ready to get up!"

"You're telling me," thought Max, his head throbbing. "I need to know if 99 is all right," he asked.

"The Chief is down the hall. I'll tell him you're awake," said the nurse. "Now stay put!"

The Chief walked in. "Giving the nurses problems? That's a good sign."

"Chief, please tell me about 99. Is she all right?" asked Max.



"She is down the hall recovering from injuries," said the Chief. "She was very lucky, you picked up her signal."

Max lay back and sighed in relief. "What happened to her, Chief?"

"Aren't you interested in how you ended here?" asked the Chief.

"Tell me about 99," begged Max.

The Chief told him what happened. Max's face grew darker with anger.

"Don't tell me I told you so," said the Chief. I should have kept a closer eye on 25 and Wendy."

"Wendy?" puzzled Max. "What about Wendy?"

"Max," said the Chief gently. "She tried to kill you. She drugged your drink and was going to shoot you. But when 99's alarm came on, she panicked and hit you over the head instead."

Max stared at the Chief in shock. "Why Chief?"

The Chief looked at him. "Wendy was being recruited for Kaos. You were part of her recruitment. She was to kill you and 25 was to kill 99."

Max was silent. The Chief looked at him trying to deciding to tell him the rest of the story.

"What is it Chief?" Max asked. "There's something else, isn't there?"

"Max," said the Chief. "Wendy is dead."

"Dead!" said Max. "How?"

"She was hit by a car near your apartment. She ran out in the road and was killed instantly. The agents found a Kaos-issued gun in her purse."

99 was allowed to get up and walk in the hallway. She was stiff and sore but slowly feeling better. She asked the nurse if she could see Max. The nurse showed 99 his room and told her not to stay

long. 99 quietly entered the room and saw Max lying in bed with the bandage on his head and her heart did a tumble. She sat in the chair near his bed and took his hand. Max opened his eyes and looked at her.

"99! It's so good to see you!" He smiled.



"You're a sight for sore eyes, too," said 99.

"I'll bet," said Max.

Max was looking at 99. Her face was pale and drawn. The Chief had told him she had cuts and bruises from escaping from the car. Max was inwardly seething. If 25 wasn't dead he would have killed him himself.

"Max? What's wrong?" asked 99.

The nurse walked in. "Agent 99, you're time is up."

99 went to get up. Max grabbed her hand. "Don't go, 99," he said.

"Mr. Smart," said the nurse.

99 turned around. "Get out!" she yelled at the nurse. Max and the nurse stared at her. The nurse said, "five more minutes," and walked out of the room.

99 looked at Max. "What is it, Max?"

"I blame myself," said Max. 99 started to say something, but Max stopped her. "Let me talk, 99. I'm the senior agent, I should have been more assertive about checking into Agent 25. I could have stopped this."

"What about Wendy?" asked 99.

"Huh?" said Max.

"Wendy," said 99. "Were you assertive' about her?"

"Um, well," said Max.

"Max," said 99. "You're very sweet to worry about me. I can take care of myself. I have to be able to take care of myself. What if you aren't around?"

Max struggled with his thoughts. She was right. He knew he couldn't be there to protect her, but he wanted to be. Why? "What is with you Smart?" he thought. "It's those blue eyes. It's like she knows what's in my head."

"Look, Max. The nurse is going to be back to throw me out," said 99.

Max's face darkened. "She reminds me of my drill sergeant in boot camp."



99 giggled. Max looked at her and managed a grin. 99 leaned over and kissed him on the forehead. "Get some rest," she said.

Max walked into the Chief's office.

"Max? What are you doing here?"

"How much sitting around the apartment can I do? I want to talk toyou anyway, Chief."

"What about Max?" The Chief looked warily at him.

"Did 25 leave a suicide note?" asked Max.

"Yes, but why do you want to know?"

"Chief, I want to know what he wrote in the note!" said Max.

The Chief looked at him. "All right, Max." He opened a desk drawer and pulled out a folder and opened it. "Don't touch it."

Max read it. "I couldn't do it. It would have been so easy. Smart was right about me." Max sighed.

"Go home Max," said the Chief. You have some leave coming to you."

99 walked into the lab. Carlson looked up. "99! It's good to see you up and around!"

"Thanks, Carlson. Um, I have a question."

"Shoot," said Carlson.

"What happened to our emergency watches?"

"Ours?" asked Carlson.

"Well, Max's specifically."

"We usually destroy them," said Carlson. "Why?"

"May I have Max's watch? No questions?"

"A souvenir?" asked Carlson.



"Something like that," said 99.

"Fine," said Carlson.

"Thanks, Carlson," said 99 and kissed him on the cheek.

"Oh boy," thought Carlson.

Max left the Chief's office and headed to the lab.

"Hey Carlson," said Max.

"86! Good to see you!" said Carlson.

"I have a question Carlson."

"You too, 86?" asked Carlson.

"What?" asked Max.

"Nothing," said Carlson. "Why do you want to know?"

"Could I have 99's emergency watch?"

"Sure 86. You're not going to kiss me, are you?"

Max looked at him strangely. "Carlson, you need some time off."

Max and 99 went to Arlington National Cemetery. They stopped by Agent 55's grave to pay their respects as they both had been recovering from their injuries during the memorial service. Max took 99's arm. "Let's walk up to the Custis-Lee Mansion." 99 nodded.

The mansion stands at the top of the cemetery. Max said, "I like to come and walk the cemetery, when I need to think, to unwind. Look at the view."

99 looked the city of Washington spread out in front of them, spring starting to show itself. Just below them, people were walking by the grave of the late president. She turned to look at Max who had a distant look on his face. "Max, what is it?" asked 99.

Max turned to look at her. "Sorry about that. I was thinking about Wendy. It's too bad she didn't use her evil for goodness. She would have been better off."

99 stared out at Washington. "You loved her, didn't you?" she asked.



Max looked startled. "No 99. I liked her a lot and thought she liked me. But, I found out she thought I was a certain kind of person and my feelings changed for her.

99 looked at him. She thought, "Here's a man who wears his heart on his sleeve." She walked over to him and said, "Mr. Smart, for a spy, you're a very sensitive person."

Max turned red. "Uh, 99, this may not be the most appropriate place to give it to you, but here it is".

99 stared at Max. It was a jewelers box for a necklace. She opened and her eyes opened wider. "Max! It's my watch; my emergency watch. You had it put on a chain!"

Max grinned sheepishly. "Read the back."

99 turned it over. Partners For Life'. She turned bright red.

Max was alarmed. "99 if you don't like it, I can have the sentiment removed. . ."

"No Max! You don't understand." She pulled what looked like a watch box out of her pocket.

"Here. Now is a good a time as any." She handed him the box.

Max opened the box and stared. "It's my emergency watch!" He looked at 99 for a second and looked at the back. "Partners For Life," he read aloud. Max smiled. "That's what we are 99, Partners for Life, right?"

99 smiled back. "Great minds think alike, don't they?" she said.

They both laughed. 99 put on the necklace. "I'll always wear it," she said. Max took off his watch and put on the watch 99 just gave him. "I'll always wear mine, too." Max took 99 by the arm. "Come on, let's go get something to eat."

It was a beautiful, clear autumn day. 99 sat at the gravesite numbly, not paying attention to service as it was happening. The minister said the prayers over the grave, the soldiers snapped to attention and started to fold the flag over the casket. A lonesoldier played "Taps" on a horn. One of 99's daughters let out a sob and was silent. Her sons were on either side of her, holding her arms tightly. The officer brought over the folded flag and knelt in front of 99 and said the flag was from a grateful nation for Max's distinguished service to his country. 99 held the flag to her chest. She suddenly felt better than she had in days. Max deserved this. She watched the soldiers march away. Zach touched her arm. "Let's go, Mom."



As the car drove from the cemetery, 99's thoughts were in the past; especially the day when they exchanged watches. Max said he'd always wear his; and he did until almost the end. 99 added it to her necklace. She made sure she would always have it.