A/N: Sorry 'bout the long wait, ya know how it is, too much to do, too little time. Plus, once it was done being written, I also had to wait for it to be edited, which takes time. But...while I was waiting I kept myself busy. Wrote another 'lil short story which will be up soon, M/L all the way and it's not angsty at all, it's actually happy, neither does it borrow from any actual episode like this one , it'll be out in a few days (* hint, hint, wink, wink*). I'm hoping the wait was worth it, I'm finally beginning to leave the H/G plotline, so it's beginning to take shape. This chapter goes out to my sis, though I know she will never read it. Jess, tell her it would've satisfied her weird little fetish, she would've pressed rewind & watched over & over had it happened on the show. K, anyways, just wanna say Thanx a Million to Niki & Jadaa for all your help w/editing my story. Will have more soon. K, I'm done now, on w/the story.

~Chp. 3 "Frightening"~

I feel a burning in my eyes. I blink once, twice. And I realize I've been sitting here & staring at the clock on my wall for while now. Staring at it but not really seeing it, or anything else for that matter. My mind is racing. But it seems I'm stuck in repeat because all I can hear is Max's voice

"We need to talk" "I can't do this anymore" "can't" "I pass" "I have to hang up now"

Over & over her words reverberate in my head, overlapping "Logan" "I can't do this anymore" "I can't" "I pass" "I can't" But no matter how many times I replay the conversation in my head I can't really seem to make myself believe that she meant it. That it's really over. All of it gone with one simple phone call. You can't make two entire years disappear that easily.

NO. She didn't mean it. I pushed her into it. I shouldn't have brought up her leaving from the hospital. I knew what she was thinking & still I brought it up when I didn't really want to know. God Logan you're such an idiot sometimes. You scared her! I know that's it. When Max get scared, when something hits to close to home she runs. I know that & still I pushed. Why couldn't I just keep the conversation light? Happy even? But... no matter what the reason, the truth is she did say it. She did mean it. She wants this over. Done. Finished.

And as much as I don't want to know that's what she wants, I can't force her to stay. Can't put her through that pain if something did happen to me. I've been through that kind of pain & I shouldn't be the one to put her through the same thing. I shouldn't. She's right. She is. And you always have to do what's right don't you Logan?

But, God Max, what about me? You may be able to step away. End it here before we go to far. But I can't let you go that easily. Can't just erase it all away like a simple mistake easily deleted on my screen. Because I don't think it was a mistake. And I can't just erase all the memories either.

She's not here but it's as if she was. Everything reminds me of her. Even sitting here at my desk surrounded by my computers brings to mind countless images of Max......Max standing before me with one hand on her hip & the other leaning against my desk as she tells me to stop working & make her something to eat instead..... Max leaning over my shoulder, her soft curls brushing against the side of my face as she peers at the screen while I work on the latest Eyes Only case..... Max yelling at me that she feels sorry for me if I think I was born to be the worlds most paranoid news reporter hiding behind my red, white & blue mask.....And more recently, Max simply standing at the doorway of my computer room regarding me with a small smile on her face, my own lighting up as I realize she's been watching me, content just to be near.

I'm supposed to just forget all those memories? Dammit, I can't do this! I hurriedly stand up from my desk in some lame attempt at getting away from the memories. I suddenly hear a crash from the general direction of the kitchen and I realize I've thrown the phone across the room in frustration & anger. I'm not sure if the anger is directed at Max, myself or just the general shittiness of our circumstances, the downfall of our lives. I glance over at the phone. It didn't make any damage. It just bounced uselessly off of the clear glass wall separating the living room from the kitchen. The same wall that separated Max's fingers from mine as I stretched them out to her in an attempt to hold her, keep her from leaving that night after our attempt at a normal dinner was ruined by the virus. The goddamn virus. It always come back to the virus! I can't keep thinking anymore This is gonna kill me. I need something to calm me down. Strange how the actions of one single person can have so much effect on you. Frightening really.

I slowly walk into the kitchen trying to concentrate on nothing more than breathing. Inhale...Exhale. Simple enough. I find a bottle & pour into a glass not even bothering to check the label. All the while I'm fighting the memories that surround me and threaten to engulf me.

I move back into the living room only to find that it's even worse in there. I can't seem to escape the memories. .....Max's face filled first with utter disbelief, then delight as I stood for her for the first time, right here, were I'm standing now. I remember her beautiful smile that went straight to her her dark eyes and lit them up, and my own smile as I reveled in the feeling of being able to finally look down at her instead of up. Then, as I sit I remember Max sitting in this same exact spot in nothing but my red terry bathrobe, staring out the window at the rain, then turning to look right at me as if she could see right through my eyes to my mind. I look over at the empty armchair and see Max nervously sitting across from me sipping champagne on our anniversary last year. Looking down at the floor I try not to remember the feel of Max's full lips on mine, the honey sweet taste of her mouth, mixture of cherry lip gloss & champagne. The silky softness of her curls as my hand tightened in her hair when she leaned in to deepen the kiss. Only our second kiss. It all happened here in this very room. The emotions that the memories bring back threaten to swallow me whole. Who would've thought we'd end up like this? A whole year wasted, then when we finally could've gotten somewhere so many things just got in the way, & now this . The pain is too much. I don't want to cry. Don't want to become the wreck that I did after Val. I won't. Although, this runs so much deeper, hurts so much more. Still, I need to get my mind off of all this, collect my thoughts. Maybe music will help get my mind off her. Then I'll think of something to do.

I scan my collection of CD's . Sibelius catches my eye but I know w that would only serve to remind me of that day in the car on the way to the cabin & then the kiss. No, music is out. Most of my collection is classical, it would only serve to depress me. It's not that I don't like other types of music, I do, but I got rid of most of it after Val left, it reminded me of her, & now I need it to not think of Max, how ironic.

I turn back to my computer room again, seeking out the solace that work has always provided me. Even when I thought Max was dead, working was the only thing that helped numb the pain if only a little. But as I boot up the computer I realize that this is worse, then at least I had a purpose & a little hope to hang on to. Now there is no hope. Max just broke up with me. Her words threaten to start repeating themselves in my head all over again & my desperate eyes fall on a CD lying forgotten in a corner of my desk. I pick it up. It's a collection of songs burned off the internet, a mix of both older pre-pulse stuff & newer, edgier tunes. A leftover from a long ago forgotten project one rainy night when Max was bored, either before or after settling down to a game of chess, I can't remember. Neither do I really remember what's on it, but what I do know is it's guaranteed not to be slow, calm, or depressing. Most of the songs where hand picked by Max & depressing music isn't really her thing. So, against my better judgment, but giving in to curiosity I decide to play it.

On a whim I carry it over to the CD player in my living room rather than listening to it on my pc. The first few songs are just as I expected. Happy, upbeat, edgy, not usually my thing, but definitely what I need now. Just the thing to blend with my previously forgotten wine & soothe away the tension. The rhythm & lyrics of the music crash together, effectively blocking my mind of more painful subjects. Then the track changes & my heart constricts at the familiar sound of the melancholy guitar chords now flowing out of my speakers & washing over me. Then the words begin......

You & me

We used to be together

Every day together. Always

I close my eyes as I think of Max and the ache starts deep inside.

I really feel
That I'm losing my best friend
I can't believe
This could be the end
It looks as though you're letting go
And if it's real
Well I don't want to know

It's been a long time since I last heard this song, and as the singers voice continues it seems more & more like she's reading my thoughts, my feelings.

Don't speak
I know just what you're saying
So please stop explaining
Don't tell me cause it hurts
Don't speak
I know what you're thinking
I don't need your reasons
Don't tell me cause it hurts

Our memories
Well, they can be inviting
But some are altogether
Mighty frightening

Unbidden, all the memories come rushing right back as I knew they would.

As we die, both you and I
With my head in my hands
I sit and cry

The song continues and I just let go. Wallowing in all my memories of Max. Both good & bad, from the beginning when she first broke in through my skylight down to the last more painful months I'd never the less cherished, and now...

It's all ending
I gotta stop pretending who we are...

As the music slows the last of my defenses break down. My carefully crafted walls of resolve crumble and unwanted tears make their way out of my still tightly closed eyes, down my cheeks & further down to drip and mix with the few drops of wine left in my glass.

You and me I can see us dying...are we?

Don't Speak...

The song continues drowning me further in thoughts of Max before slowly fading out & drawing to a close.

...oh I know what you're thinking
And I don't need your reasons
I know you're good,
I know you're good,
I know you're real good

Don't, Don't. Hush, hush darlin'
Hush, hush darlin' Hush, hush
don't tell me tell me cause it hurts
Hush, hush...

Before the track can change I press repeat, I refill my glass. And so the hours pass. Before I know it nightfall has come. I feel drained. The CD player is silent now, result of a brown out sometime during the afternoon, leaving me alone to realistically analyze my thoughts & feelings. It was strangely cathartic. I finally rise from the couch & head for the shower. I'm out in less than five minutes, a decision reached. I have to talk to Max. I know she doesn't want this any more than I do. She can't. And I can't just let her slip away, as I know she will, if I don't do something. We're both too stubborn for our own good, especially when we think we're right, so I have to make the move to set this straight!

I pick up my phone, but change my mind, I won't be able to convince her over the phone any better today than yesterday. She'll just hang up again. No, I have to talk to her in person. I think of waiting till morning but still I grab my keys & head for her apartment, knowing she won't be asleep despite the late hour, not Max. I get into the beat up old Aztec, rush out of the garage, practically burning rubber. This can't wait, knowing the way things usually turn out with us, if I wait, some new obstacle will come up, keep us apart. I have to go now, change her mind before it's too late.

...Don't speak. I know what you're thinking.

And I don't need your reasons. Hush, hush darlin'.

Hush, hush darlin'.....

A/N: Starting to finally take off no? How you like? (Niki, don't know if ya noticed, added another memory 'cuz I'd forgotten it when I originally wrote it, thought it needed to go there, what ya think all knowing wise one?) Give me some wisdom my people. Tell me how I did. Quickly now before the button begins to call to you.