*~*~Friends Incorporated~*~*
*Chapter Two*

GENRE: A Batman Beyond fanfic.
PAIRING IF ANY: Terry McGinnis/Max Gilbson.
AUTHOR'S NOTES: Set after "Curse of the Kobra". I happen to be very Pro-Terry/Max and I don't like Dana much. (She seems too possessive and jealous. Sorry.) Anyway, I've noticed Dana hasn't been in a lot of the new episodes and Max has been getting a larger role (which finally resulted in the episode introducing Zeta [I'm convinced that was a prologue to "The Zeta Project"] and "The Curse of the Kobra" 2-parter.) with each new episode. Forgive me for the overall weirdness of this. *&.^*
DISCLAIMER: I don't own 'em. Short enough for ya?
SIDE NOTE: This will be written from Max's POV and I'm not sure if the entire fanfic should be - tell me and I might change it to third person [if and when I do that, I'll give ya'll ample warning]. I think the martial arts sensei's name was Kyri Inaga, buuuuuuuuuut…it probably isn't. ;} On another note, this fanfic isn't of excellent quality. (No, I don't have low self-esteem. I just practice reverse psychology with surprisingly good results. *giggles*)

ADDITIONAL NOTES: Some of the scenes in this chapter and in later chapters (Terry's POV, Jokerz's leader's POV, etc.) will be written in third person so as to explain some stuff. That and I haven't written a first-person fic using present tense in ages. *-_-;* And to further explain the lack of Dana in this…well, there's been a (thankful) lack of Dana in the show. I can only assume she and Terry had a spat and/or she got 'fed up' with his constantly breaking short their dates. Another reason why I like Max. She covered for him countless times; both facts come into light through the duration of this fanfic as well as the trauma of his father's death. I was slightly peeved at how they blew the whole Dad died thing off after the first episode or so.

****

Fiddling with the straw of his ice cream soda, Terry McGinnis stared emptily out of the window at the cheerfully chattering passerby, a deeply engrained feeling of hollow nothingness pervading throughout his body. The Shoppe was relatively full of early morning customers, the majority were children. His own brother, Matt, had left with his mother to go to a toy shop.

Glancing impatiently at the doorway, he was relieved to see the familiar hot pink hair of Max, her round brown face as seriously easygoing as it got. Half-heartedly waving his arm in the air, he managed to catch her attention.

^

The crowd is pressing today and I can only pray I won't be trampled by rabid shoppers. Never ceases to amaze me on how Terry managed to survive every mall trawl with Dana. Goodness know I wouldn't have.

Finally, I see the sign, handpainted on wood and worn with age, declaring proudly, 'The Custard Shoppe - Serving Gotham's Children For Thirty-Five Years'. A smile flickers across my face. I can remember my father taking me here when I was five…if memory serves me right, they aren't lying on that sign.

No wonder Terry chose this place.

Cautiously edging my way through the crowd, I turn the smooth wooden handle of the door, pushing it open to find a brightly decorated room reminiscent of an old Victorian parlor from the previous millenium. There's a fragrant, grandmotherly feel in the atmosphere.

Out of the corner of my eye, I see Terry sitting slouched at a booth. Bad posture. I have to remember to remind him about that…

He waves half-heartedly at me, keeping his elbow on the table, slurping childishly at his ice cream soda.

"What, you couldn't wait for me?" I tease and he shrugs, smirking and flicking a rolled up straw-wrapper at me. Being the agile, graceful woman I am, it catches me on the dead center of my forehead with lazy ease. Obviously his reflexes aren't suffering in any way. Sticking my tongue out, purposefully immature, I flick the paper wad back at him, missing by an inch or so.

"Beautiful form displayed by the lovely Maxine Gertrude Gilbson as she once again displays her absolute inability to strike the shockingly handsome Terry Kin McGinnis. Perfectly stunning." His mock British accent is atrocious. Admittedly, so is mine.

I stick my tongue out again, crossing my brown eyes rudely and poking his nose with my thumb. For an all too brief moment, we are able to enjoy happiness.

But, as the saying goes, all good things must come to an end.

His expression slowly changes from a mischievous grin to a chillingly somber straight face. Just being around him when he gets this way is enough to make a Joker cry.

Terry opens his mouth, but clamps it shut tightly when a waitress skates over on old-fashioned roller-blades, her freckled face and orange hair suiting the casual attire in red coloring. "Good morning, ma'am, may I take your order?"

I glance quickly at Terry, who has turned his face away, staring out the window again.

"You took his order, right?" My voice is a sort of raspy husking sound and my light tone makes it sound blatantly unique.

"Why, yes, ma'am."

"I'll have whatever he ordered."

"All right, then! That will be five credits!"

I raise an eyebrow. "Only five?"

She shrugs. "Why? You want a higher price?"

"Oooooh, nooooo, it's perfectly fine!" I reply hastily, smiling nervously and shaking my hands in a 'no' gesture.

"Cash or charge?"

I feel in my pockets. "Cash."

After paying the server and watching her skate away to get my order, I return my attention back to the quiet form of Terry. He's still staring out the window, eyes wandering aimlessly across the glass, intently gazing at our reflections. Without thinking, I lift a finger and draw a mustache across my face on the cold glass, wiping away condensation.

He smiles lopsidedly.

"Ter. You wanna talk about it?"

He grips the table tightly with one hand, his knuckles turning white. I almost expect the wood to splinter and snap away, but he regains control.

"Ter, what's wrong?"

A lonely look of being torn flutters ever so briefly across his face; then hiding behind his always-present facial mask. Not even a single muscle in his face so much as twitches. I admire him for that isolated kind of control.

"Everything," he grates out, running a hand through his pitch black hair, the white lights of the ceiling reflecting off it and making it look almost navy blue. Echoing in a lost voice, "Everything." He buries his face in his hands, elbows propped upon the table and his glass forgotten.

I reach across the table and gently pry one hand away from his face, wrapping mine around it as sisterly as I can. "Ter, not everything is wrong."

He covers his face with the free hand. "Yes, it is." His voice is muffled, but I can still hear the stubborn tone underlining the words.

"No, it isn't. Don't argue with me," I continue, squeezing his hand. "Why do you think everything is wrong?"

He is silent and the only sound I hear his slow breathing. "Kyri is dead," he whispered so softly I almost didn't catch it. "My dad is dead." Tears shimmer along his ice blue eyes. I want more than anything to brush them away. To cry with him. I can't, I'm the crying shoulder.

"I can't even talk to Dana any more!"

I hate this.

I barely acknowledged the waitress' return and her placing my own soda at my spot.

I lean across the table and pinch Terry's cheek.

"Wake up, cumulus and weeds," I tease lightly, replacing sunshine with cumulus and roses with weeds. He looks up, stubbornly set jaw and all.

"Why should I wake up?"

I roll my eyes as if this is the easiest question he's ever presented to me. "Because you'll stay asleep. Then you'll never know how thing could've turned out."

Sometimes, I need to stop being a hypocrite. I never follow what I say.

"Who gives a damn?"

"I do, Terry. Your mother does. Matt does. Hell, *Bruce* does. You can't give up just because someone out in the great beyond hates your guts. I'm not saying God hates you…just some really powerful nutcase or something."

He grins weakly.

I tap his nose with one finger, winking broadly. "And the Terry I know would never stand for knowing he pulled this kind of shit. So, what do you say? You gonna sit around moping on your flabby butt all day or are you going to be a rebellin' teen with morals, a protectin' senior with soul, and a kick ass hero of all younger than him?"

He laughs, the first truly happy sound I've heard from him in weeks. "Do I have a choice?" he asks, eyes sparkling.

"No, you do NOT. You are going with option 2 or I'll tell your mom about the time you forgot to put her bra in delicates."

"How did you know?!"

"I only baby-sat Matt every Tuesday the last five months. Now if our little heart-to-heart is through, I'm going to drink my soda. Detour me from it a moment longer and I stick my straw in your ear, which is not shuh-waaay, if you've noticed."

With that, I loudly inhale through the straw and an immature burbling sound erupts.

"Max, I didn't know you could do that."

"I only learned from the best."

"I'm flattered."

"Not you, Matt."

"Oh."

^

Bruce Wayne settled into his armchair, neatly arranged papers stacked on his finely crafted desk, in order and organized perfectly.

Ace whined pitifully, placing his elongated canine head in Bruce's lap. Stroking the loyal guard dog's head absently, he sighed.

Another protégé riddled with guilt and shame, determined to be normal. If only it was possible to be normal after being part of the Bat family.

The quiet morning light streaming in brought back a memory a few months old of a laughing Terry and teasing Max…

(( (( (( "Hey, Brucie, don't you know how to swim?" Max splashed some of the pool water at the elderly man and he glowered at her. Mock-cringing under his gaze, she teased, "Somebody woke up on the wrong side of the Bat-cave this morning." Diving back under water, her pink bodysuit visible through the water.

Terry smirked as she came up for air. "What do ya mean, 'this morning'? He's *always* like this!"

Max pondered that for a moment, treading water with her brown legs. "True, true," she admitted, quickly grabbing Terry's bare ankle and dragging him into the water with a loud splash.

Bruce raised an eyebrow and Ace would have if he had any. "I still want to know why you feel free to let Max come into the Cave and onto my property," he spoke.

Terry shook his head, dislodging water droplets while Max grasped the edge of the pool, heaving herself out of the water.

"I get special privileges, being in on the Bat and all," she said airily and Terry rubbed his knuckles across the top of her head affectionately. She winced and slugged him playfully.

"Yeah, you're a genuine Batgirl," Terry snickered.

"Uh-UH," she replied, recoiling and showing him her palm in a 'stop' motion. "Bruce's Batgirl, *I'm* Robin."

"And why am I Batgirl?" Bruce asked mildly.

"Because *I* make green tights a fashion statement, unlike Peter Pan," she posed elegantly with sophistication.

Terry pushed her back into the water. )) )) ))

Scratching the fur between Ace's eyes, Bruce sighed softly.

It felt like he'd lost another son…and a daughter.

~TBC~

QUICK AUTHOR'S NOTES: Sorry for these being so short! I promise, chapter three will be longer and the Jokerz make their move on Max. Also more focus on the Terry deciding to leave the Batman role behind and Bruce's feelings about losing both Terry and Max, 'son and daughter'. Yes, I *will* get around to writing Terry/Max. Just if you're wondering. And, yes, Barbara Gordon makes a few cameos, maybe an assisting role, throughout this fanfic and Dana will appear at least once in a future chapter. *sighs* Oi, my brain…