Disclaimer: I wish I owned anything important, but unfortunately

I don't and I'm afraid the show is still in the canceled section. =(

Claim: Basil belongs to me…

Rambling: Thanks to those of you who reviewed, I really appreciate it.

A special thanks to those of you who are enjoying Basil, because I have a blast writing her.

-Oh, and I just wanted to say that I wont be changing Zack too much, there is no way

that he is going to be a love sick puppy… Nah-uh, I love his tough image way too much.

But he will be changing…

AN: Short and simple.

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Road Trip from hell

Cat fight

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Tap. Tap. Tap.

Basil cringed, and contently watched as Max brought her fingernails down on a book- over and over again. She had been tapping for the last fifteen minutes and if Alec weren't in the car Basil surely would have ripped ever last nail off of Max's delicate little fingers.

Tap. Tap. Tap.

"Can you stop that?" her tone of voice came out harsher than intended, and wasn't surprised when three pairs of eyes set on her. She hesitated before explaining, "Max, the tapping, it's really aggravating."

"Your point?" the cocky brunette growled.

Basil was about ready to grab the transgenic by her hair, if it wasn't for Alec.

"Girls," he warned, "can we please get through this trip without any cat fights?"

Both girls rolled their eyes, but nodded in agreement. Silence fell upon the car, and even if Basil had a short attention span it was better than-

Tap. Tap. Tap.

"Bitch," Basil muttered.

Max whipped her head around, sending the other girl a defiant glare. "What the fuck did you just call me?"

"You heard me," Basil spit back, rolling her eyes, "bitch."

"Pull the car over Alec," Max ordered, her eyes never leaving Basil's.

Alec shook his head, "Calm down…Calm down."

"I said pull it over, now!" Max screamed, and Alec pulled over quickly.

Zack just watched a slightly amused expression on his face.

The girls got out the car, leaving Alec puzzled. "Do you have any idea why they're so hostile?"

Zack shook his head, "hey, I just got here."

Alec nodded, and got out of the car as well.

The girls circled each other.

"You think you're all big and bad," Basil snorted, a smirk spread across her full lips, "because you're the rouge X, but don't forget, I have many years of training on you."

"And yet," Max smirked as well, "I bet I can still whip your ass."

The boys leaned against the car, slightly amused and slightly scared.

"If Max and I weren't fighting I would say this scene deserves some pop corn and a video camera…"

Zack shifted, "why are you fighting?"

Alec sighed, "She's a chick, and how am I supposed to know?"

The girls matched each other blow for blow. Roundhouse kick- punch- kick- flip- punch- kick- punch, the cycle seemed endless. And it was until Basil kicked Max in the jaw with the heel of her foot, sending Max flying. Basil smiled triumphantly as she leaned over Max's weakened figure, but soon the smile was stripped from her face as Max opted to send out one of her legs, causing Basil to land adjacent of her.

Both girls got to their feet and exhaled loudly.

Max wiped the blood from her lip, and Basil cringed after touching the large bruise on her cheek.

"I'm hungry," Max said evenly, glancing at the girl in front of her.

Basil replied with a smile, and said, "Yeah, me too."

"Alec, can we stop for some kind of food on the way?" Max asked, and rounded the car.

Zack and Alec just stood, looking in disbelief.

"You girls okay?" Alec asked, raising an eyebrow.

"Yeah, why wouldn't we be?" Basil said a bit too chipper, and followed Max's example by getting into the car.

Alec sent an incredulous look Zack's way, and smiled, "Chicks…"

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It wasn't like they were the best of friends after that little incident, but Max and Basil were being very considerate of each other. And that left Alec wondering why there was hostility between the two to begin with, but he brushed the thought of side (they're girls after all).

A good two hours later, Max broke the silence. "When are we stopping for that hotel?"

Max was a little upset that they couldn't go back into the hotel that they were in the night before, but Logan insisted it wasn't safe and Alec thought of Basil (being an ex employee of the place and all).

Alec was slightly pleased that she was at least making small conversation with him, but he attempted in not showing it. "We should be there in twenty minutes."

Max narrowed her eyes, "Oh."

Alec sighed, "What's wrong?"

"It's just… how many bedrooms do you think Logan got?"

A laugh escaped Alec's parted lips, "what opposed to our honey moon suite?"

Max gave a soft nod.

Zack shifted, "honey moon suite?"

"Don't ask," Max and Alec said in unison.

Zack sat back in his seat, and glanced at sleeping Basil. "She's been sleeping ever since she ate."

"Yeah, well she has a short attention span," Alec answered, "It's just her way of not going insane."

The corners of Zack's lips tugged in a smile as he continued to examine the sleeping figure. "Makes me wonder how she was when we had to remain quiet in Manticore, or when she had solitary."

"I couldn't begin to tell you how terrified of solitary she was," Alec laughed, "the thought of being alone and bored for days on end gave her goose bumps."

As Alec spoke of Basil's tendencies Max remember just why she was mad at him in the first place. The thought of another female being as close to Alec, not only put jealousy into her heart, but truly scared her. It had been a while now since they'd become- what one would call- best friends…Not to mention the little development that took place in the honey moon suite.

Alec wasn't blind, he noticed that Max shifted whenever he mentioned Basil's name, or even looked her way. But never in his right mind would he think that Max was jealous, it just didn't seem possible. Max always made it clear, they were friends and nothing more, but then if she was so strict in her ways why did she sleep with him?

The wondering of the makings of Max came to an end as they reached the hotel.

"We're here," he yawned.

Basil sat up in her seat, and startled- if you would call it- the three Transgenics. "Finally, do they have a bar?"

Zack chuckled, "you're strange."

Basil shot him a brilliant smile, "thanks."

Alec shook his head, ignoring the small attempts at flirting she was making. "Okay, let's go see what Logan set us up with."

Max was already out of the car, stretching and smiling.

-------------------

"Whoa, look's like old Loggie bear dished out the big bucks for this hotel," Alec smirked, admiring the view.

"Nice digs," Max agreed, plummeting down on one of the two kind sized beds.

Alec fought the temptation to fall on the bed beside her, and instead opened the patio door. "Oh, Max you have to come see this."

Max smiled, and ran outside. "Jacuzzi," she rubbed her hands together as if formulating a plan, "I like."

"I'm impressed," Alec ran his fingers through his hair, "but don't you think Logan's acting a little strange?"

Max chuckled, "well maybe he thinks Zack wants to fry his brains again," and with that she stepped back into the room, leaving Alec baffled.

Silence floated over the room, and Alec cleared his throat. "So, Basil and Zack seem to be getting along quite nicely."

"Uh-huh," Max responded, and continued to unpack her suitcase.

"Do you think it was a good idea, allowing them to go to the bar without us?" Alec raised an eyebrow.

"Uh-huh."

Alec knew Max was ignoring him, but just to be sure he said, "Well, I suppose it was a good idea, that way we could get in a quickie before they come back."

"Uh-huh."

A sigh, "Max, we need to talk." This time he stepped in front of her.

"What did you say Alec?" she asked, looking up at him.

"We need to talk," he repeated, a little angry.

"While you're on your period," Max pointed out the anger in his tone, "I don't think so."

Alec bit his bottom lip, suppressing a stupid remark. "I'm serious Max."

"And I'm serious too," she replied, and exited to the bathroom.

"Come on," he banged on the door lightly.

Max curled in a ball on the floor, glaring.

"If this is really about the other night," Alec sighed sadly, "I'm sorry. I didn't think it would ruin our friendship, but I wasn't thinking much and I'm sure you weren't either. I know you're probably regretting it right now Max, but can you at least talk to me?"

Silence…

"Fine," he hissed, and walked out of the hotel room.

The door opened slowly, and Max bit her lip. She wanted to tell Alec he was wrong, to yell at him and tell him he was stupid for thinking so, but she couldn't. How was she supposed to explain why she was really mad?

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"So, you love her and I love him, but they're together?" Basil chuckled dryly, downing yet another shot.

Zack gave a soft nod, "Yeah, I think that's how it goes."

"Can I have another one?" she asked the bartended sweetly, holding up her shot glass.

Zack gestured to the door with his glass, causing Basil to shift her head. "He doesn't look too happy," he pointed to Alec, who strode over to the other side of the bar.

She frowned, "Max is being a big bitch."

"Probably because Alec is being a jack ass," Zack replied, downing his shot.

"Well, since he's here, she must be alone."

"What are you implying?" he asked, slightly interested.

"That they both need shoulders to cry on," she wiped away an invisible tear, "and what do you know? Looks like we both have shoulders."

"You like to play games," he leaned in closer, twirling a strand of her hair, "don't you?"

"It's a method of survival," she shrugged, a playful smile crossing her lips.

He pulled away, gesturing to the bartender for another shot, and she ignored the lack of warmth that hit her as he did so.

"I'm not looking to trick Max into feeling something for me," Zack finally broke the silence, "I want her to be happy."

"And you think that she's happy with Alec?" she grimaced.

He shrugged, "I don't know, but I'm not going to play games to find out."

She felt a sting from his words. "It's not a game exactly; it's just making them realize that they're obviously not happy with each other."

"I love her," he said simply.

She nodded, and sighed. "Doesn't everybody…"

He looked at her, feeling a bit sorry, and sighed. "I'll go see what she's doing, and you can go check up on your buddy Alec."

A smile crossed her lips, "I knew you would see it my way."

"I'm not," he shook his head, "checking up on her doesn't mean anything."

She snorted, "Okay, whatever you say Zackie."

He chuckled, and disappeared into the crowd.

Basil watched him leave, and a feeling she couldn't fathom swept over her. Brushing it off- as she did the times before- she made her way to a very lonely looking Alec.

"Hey," she slid in the seat beside him, "you okay?"

He gave her a soft smile, "I'm always okay."

"Every time you say that there's something wrong," she furrowed her eyebrows, "so spill."

"Nah," he shook his head, "I'm okay."

"We aren't friends anymore?" she gave a soft pout, "as I remember, you use to be able to tell my anything."

He laughed, and gave a slow nod. "It's Max, she's been acting…"

"Different?"

"Yeah," he continued, "and I have a feeling that I know what's wrong with her, but she won't talk to me…at all."

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"Max?" Zack popped his head in the door, and then walked in slowly.

"I'm out here," she responded, and he followed her voice to the patio.

"Hey, this is nice," he smiled, and started to walk beside her.

She was standing on the patio, watching the night sky. "I miss the space needle."

"Space needle…"

"It's like the high place," she supplied, and continued to stare at the stars. "The sky is much more beautiful over here though."

He watched as the breeze went through her hair. "Are you okay?"

"Yeah," she shrugged, "why wouldn't I be?"

"Well… I just assumed you and Alec got into some sort of argument," he replied dryly.

She gave a quick nod. "Yeah, but we'll be fine…"

-------------------

"Well, maybe it's time that both you and Max moved on," Basil rubbed his back in comfort, "you've been together for two years and maybe she's just getting tired of it."

Alec looked up at her in confusion, and opened his mouth to say something.

"I know that she's the first and only real relationship you had after Manticore, but maybe that's why you two are falling apart," she finished.

He gave her an incredulous look and thought about rectifying her assumptions, but then his mind hit a thought. "Max told you about all of this?"

She nodded, and smiled, "she told me when you left to make a phone call back at my hotel."

Alec inwardly smiled. He bit his bottom lip, "Yeah, well, I haven't stopped loving her and I'm sure she hasn't stopped loving me. Well work this out…" We sure will…

Basil wanted to throw her self off of a building, but refrained from the thought with a fake smile. "Yeah, I'm sure you will."

"Thanks Baze," he embraced her quickly, "this really helped."

She almost cried, "Anything for you."

"Well, I'm going to go talk to Max right now," he got up, slipped the bartender a twenty and glanced her way. "Are you coming?"

She shook her head, "No, I'll just have a few more…Be up in a little."

"Okay," he smirked and disappeared.

She banged her head down on the table, "stupid- stupid- stupid."

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TBC

Rambling:

Personally, I don't care much for this chapter, but I hope you all like it. I enjoyed writing the short fight scene between Max and Basil (had to get out some of the tension).

Basil is by far my favorite original character to write… =) I hope you all like her as well!

3 lotZ Noi!