Title: Where would I Be Without You.

Author: Lakeia/ jess843

Disclaimer: I don't own it because if I did it would still be on. I could still see Alec's face every week.

Paring: Max /Alec

Dedication: To all the M/A fans who were ripped off from seeing something deeper happen in their relationship. Remember DA may be gone but not forgotten.

Rating: R now for swearing and sexual situations/ scenes.

A/N: Long time, no see. I know it's been a WHILE since I updated but between school and writer's block this chapter was a miracle its self, plus good work takes time. So on with chapter 3 and sorry for the mistakes in advance.

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Chapter Three: (Perfect Man)

Max shot up out of her bed, her golden skin glistening with perspiration, breathing ragged. She allowed her eyes to quickly roam the dark room as she took in her surroundings. Sighing in relief, Max's head fell against her pillow. She ran her hands through her hair. *It's happening again. * She though dreadfully, the memories of her dreams washing over her. For the last three days Alec had been creeping through Max' s dreams. It always started off the same way. She would be flipping through the channels of the television; bored out of her mind then Alec would come and provide her with more... tiring activities.

Sighing in defeat, Max threw the covers form over the lower half of her body as she got out of her bed. *Can't get back to sleep now. * She thought as she proceeded to dress in her usual denim jeans and lack stretch shirt. Shrugging on her leather coat, she flipped her hair form underneath the material. It falling limply down her back, also framing her face. Max silently walked into the living room towards her motorcycle. She gripped the handles, flipping up the stand before rolling it to the door, careful not to wake up Original Cindy.

With a click of the look, Max made her way into the hallway, down the apartment stairs. As son as she reached the outside of her building Max straddled her 'baby' taking in its curves and perfect fit to her body. She smiled knowing that in a few moments, just for a few, she could forget about all her troubles and worries. Letting the speed take over, Max revved up the engine as she headed to her destination.

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Alec tossed and turned as he tired to fall asleep. It was three o' clock in the morning and any other time he would have been in dreamland but not tonight nor last night.

Alec's mind kept drifting to Max and how weird she had been acting lately. At first he didn't think much of it. Thinking maybe she was still upset about his attitude towards the kiss but he realized that it was more than that. Instead of bitching' at him or smacking him upside the head in the event of a womanizing or stupid comment she would remain quiet, distracted. Other times he felt that she was avoiding him all together. When he'd walk over to her and O.C. she would suddenly have to 'bounce' leaving in such a hurry that all Alec could do was manage a puzzled look at her retreating form. He hoped to get a chance to ask her what was going on at 'Crash' but for the past two days she hadn't even showed.

Alec stared up at the ceiling. His arm resting under his head. *Maybe I'm making too much outta this. * He argued, his mind roaming through the possibilities. He scoffed. *She probably had an argument with Logan or something. * He thought boredly, rolling his eyes. Alec sighed, getting out of bed. Putting on a pair of cargo jeans and a black shirt, he shrugged on his dusty leather coat. He walked into the living room, grabbing his keys off the end of the kitchen counter, before heading out the door.

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Max walked into the night air of the on top of the Space Needle. The moon's light shinning down on her as the wind blew threw her long raven hair. She took a seat on the rusty surface beneath her as she began to think.

*What is wrong with me? * She asked herself for the hundredth time, looking down at the sleeping city below her. I mean she had this great guy whom she loved and who loved her in return, but tonight it wasn't his face that she saw in her dreams, it was Alec's and she didn't understand why. Why wasn't it Logan's face hands that caressed her skin? Why wasn't it Logan's kisses that lit her on fire? Why wasn't it his face that made her weak in the knees?

Max had convinced herself that feeling this way was just because Logan and her couldn't be together, but what if... it was something more? What if all these dreams she was having were trying to tell her something? Something she didn't want to believe?

Max could still remember being in Logan's arms when they had the temporary cure for the virus. At that moment she felt as if she could make it through anything just to have more moments like that with him. Being in his arms, taking in his scent, loving only him. But things weren't like that anymore, even she knew that much. Even though they loved each other, where was that spark they had when they first meet? Max took in a heavy sigh, inhaling the night air. *When had things become so complicated? * She asked herself before looking back on her life at Manticore up until now. She smiled. *Life had always been this complicated. * She declared looking up at the full moon.

********

Alec slowed down his bike as it arrived at the base of the Space Needle. He didn't know when he had started coming here so much, but he knew that this was a good place to think. Maybe part of him was even hoping that she would be here.

Alec un straddled his bike, his boots hitting the pavement beneath. He looked around for some disguarded boxes to cover up his bike when he spotted some not too far away. Walking over he grabbed a box off the top revealing a black piece of metal underneath.

Alec's brow rose as he pushed away more of the boxes revealing Max's Ninja underneath. A smile spread across Alec's lips. *She here. * He acknowledged before placing his bike beside her own. Walking through the entrance, he descended up the stairs.

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Max sat quietly looking up at the sky, contemplating her situation. Being up here really helped her clear up a few things, like what she needed to do. *These dreams about Alec are just sexual tension. * She concluded. * I mean con on lets be honest, I haven't gotten any in months. All a girl wants is a man's touch. * She declared.

Max was so deep in thought she didn't notice Alec standing behind her.

Alec looked at Max's still form taking in the beauty that was she. Now he would get answers. He walked closer, the soles of his shoes colliding with the surface making his presence known.

Max looked back, ready for an attack, but her features relaxed at the sight of Alec walking towards her.

*What the hell is he doing her. * Max screamed to herself. For the last three days she had managed to keep a level head in avoiding him, until she thought out her feelings and now he was here, probably wanting to talk and that wasn't going to happen.

"What are you doing here?" Max asked already on the defensive.

Alec decided to take the 'Smart Aleck' approach. "Hey to you too Max." He greeted sarcastically settling down beside her.

Max looked around a little nervous, at the feel of him brushing up against her. *Relax Max* She thought, trying to calm herself. *Just relax. * She tired to look annoyed.

"What are you doing here?" She repeated, her eyes narrowed.

Alec shrugged. "What's it look like?" He asked looking out into the night. "I came h3ere to think." He said. " It's a free country. The Space Needle doesn't belong to you." He exclaimed.

Max rolled her eyes. "Whatever." She said boredly. *It was enough that he was in her thoughts 24/7, now he was at her place, this was her place, already bugging the hell out of her and it hadn't even been a minute. She couldn't do this. She couldn't think with him here. * Talking, breathing, looking so damn good. * Max's subconscious drooled. She frowned. *Where did that come from? * She asked herself. She had to go, now before she said or did something she would regret later. Max rose for her seat, without saying a word she began walking back inside the 'Needle'. When she got inside, she stopped mid-step.

She frowned, turning around sharply to face Alec, who was in tow behind her. "What are you doing?" She asked once more.

"I'm headed out." He answered looking at her as if the answer was so obvious.

"But you just got here two minutes ago." Max argued.

Alec shrugged. "Yeah, well, I think fast." He claimed.

"I don't think so." Max exclaimed, holding her hand up to halt his movement.

"What?" Alec asked.

"You're not following me." Max said, her tone serious.

"What are you talking about?" Alec frowned, as if at a lost. Truth was he did intend on following her but not home of course, just on the way down the 'Needle' so he could spark up a conversation.

"You heard me the first time. Just as long as we understand each other." Max shrugged before turning to walk away. Only to be stop.

"Max wait." Alec said, his voice slightly pleading, as he held a firm grip of her wrist.

Max tried to ignore the electricity that shot through her body at the feeling of his warm skin on her won. Memories of her dreams washing over her as she tired to slow her quickly beating heart.

She slowly turned to face him, glancing down at his hand and hers before looking up at him.

"What?" Max asked hastened, trying to regain some of her bitchy demeanor.

Alec finally decided to just say what he wanted. "What's going on?" He asked, trying to ignore how good it felt to just touch her. " I mean for the past little day, you've either ignored me, or avoided me all together and I want to know why." He demanded.

Max looked away, unable to meet the intensity of his gaze as he waited for an answer. Quickly recovering, she spoke. "I don't know what you're talking about." She stated lamely.

It was Alec's turn to be on the defensive. "Oh, come on Max don't give me that." He scoffed. "You and I both know that you've been avoiding me. The question is why?"

Alec stepped closer, closing the space between them.

Max could now feel her heart pounding in her chest as she looked up in to his blue-green eyes. She didn't even think she was breathing. He was so close she could feel his breath on her cheek. If only she could...

"Is this because of the kiss?" Alec asked, taking a chance.

Max broke out of her trance. *This was hitting too close to home. * "This has nothing to do with the kiss." She quickly lied, jerking her wrist out of his grasp. "As far as I'm concerned the kiss." She continued, quoting the word. "Never happened." Max argued.

Alec sighed. Part of him felt disappointed but who was he kidding. He could find a cure for cancer and still he would be a screw up in her eyes. And Logan, would always be the most wonderful guy in the world.

Max saw the hurt in his eyes as the words came out of her mouth. She fought the feeling that arose in the pit of her stomach caused by the hurt in those eyes, which was quickly covered by that 'I'm always alright' attitude. She waited to see if there was anything else he wanted. Coming to the conclusion that he was finish, she again started to walk away, only to once again be stopped by a firm grip on her wrist.

"What now?" Max sighed in annoyance as she turned to face him. But all her anger and annoyance quickly rushed out of her body at the feel of Alec's lips on her own.

Max didn't even think of the consequences of her actions as she began to kiss Alec back.

Alec let go of Max's wrist, he hands settling on her sides of her face as his tongue explored the inside of her mouth. This kiss was better than the first, because during the kiss, she could push him away or call him an asshole for taking advantage of her. To kiss him back would be of her own will, because she wanted to do so. And from the looks of it she defiantly wanted to, so he deepened his assault.

Max's fingers enlaced themselves in Alec's hair as her hungrily devoured his mouth. Gently biting and sucking his lower lip. She was drowning him... again. The dreams she had were good but they never made her feel like this. Logan never made her feel...

*Logan. * Max thought, her eyes snapping open. She stepped back abruptly, breaking the kiss. Her breast falling and rising as she tired to catch her breath.

Alec looked at Max with wide eyes. *Logan. * He concluded from the look in her eyes.

Max's hand reached up, gently grazing her swollen lips, as she looked up at Alec. "This is wrong." She declared her voice barely above a whisper.

Alec frowned. "What is wrong about this?" He asked, truly at a lost. He walked closer to her only to have her back away.

"This!" Max indicated, pointing between the two of them. "Us." She declared.

"Why is this so wrong?" He repeated. "It's because of Logan?" He asked before nodding his head. "Of course, it's always about Logan." Alec exclaimed. "Your so-called soul mate." He said tiredly.

"And when someone makes the implication that you two are together," Alec continued. All you can say it is 'we're not even like that." He mimicked.

Max breathed heavily. He was starting to piss her off. "That's not fair." She said

Alec shook his head. "What ever is with you?" He breathed.

Max looked down from the intensity of his eyes. She never asked for this to happen, for her to feel these things for him.

"I'm leaving." Max announced looking up at him.

"Door's over there." He nodded, coldness in his voice.

Max could feel the tears begin to well up in her eyes, that's why she dare not look at Alec as she made her way to the exit. Only as she ran down the stairs did she feel the warm tears flowing down her cheeks?

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Alec walked back into the night, his eyes encased on the moon. What had he expected? For her to fall into his arms, whispering that she loved only him? No things had to be complicated where Max was concerned.

Alec took in one final breath of fresh air before going back inside. He knew what he needed. * A strong drink. * He declared. *And maybe a lay. * He concluded as he straddled his motorcycle. Revving up the engine, he drove off into the night.

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To be Continued...

A/N2: I know, not the longest or the most interesting chapter but I'm kinda proud of it because I had writer's block for the longest time and it was cool to FINALLY get this chapter out. It won't take so long to get the next chapters out I promise. Please tell me what you think. Suggestions are very much welcomed. And to those of you who are reading my other fic, "Can You Hit Yo Sista Back?" chapter 4 will be out soon. I wrote these chapters at the same time so look for it. Until then HOLLA!!!