Alec stared with big eyes at the little girl sitting on his bed. Everything about her screamed Rachel except for the blond hair.

"H-Hi," He croaked. His voice got stuck in his throat and thank God nobody was here to hear it.

"Hi," The little girl waved shyly. Her eyes darted around the room, before landing on his. She must have liked something about him because she smiled.

OK huh, now what do I do, Alec thought to himself as he stared at what Berrisford had left.

He inched closer until he was standing next to her. He took in every detail, the way the ends of her hair curled, the thick eye lashes, and the light freckles that dusted her cheeks, in other words adorable. Then he noticed the bright yellow bag across the room, leaned against a box with the picture of a crib on it.

He needed help. He needed help right now.

"Stay", He ordered before blurring out of the room.


In his kitchen he pulled out his phone before dialing the number he'd memorized and waited while it rang. He tapped his foot nervously, shifting back and forth, not the normal Alec behavior. The cool and normally calm transgenic was terrified, confused. Out of everything he'd faced at Manticore that kid was the most terrifying thing he'd ever seen.

"Go for Max."

"Max good your awake," He sighed breathlessly.

"Duh, shark DNA remember."

"I need your help can you come over." TC wasn't that big and it was a five minute walk from his place to hers.

"What did you do," She groaned. He should be offended but now was not the time to argue and make her hang up with him.

"I have a little problem," He sighed, looking back toward his bedroom.

"Your lucky I have nothing better to do right now, I'll be there soon so don't do anything stupid."

"Thanks Max, I mean it," He told her earnestly.

"Whatever," She replied before hanging up.

He groaned, the Calvary was on it's way. Meanwhile he had to do something.


When he returned to his bedroom the first thing he felt was panic. The bed was empty and the toddler was gone.

'Crap I haven't had her for two seconds and I lose her'.

"Ray.. Rachel," He called scanning the room.

"I under here," came muffled giggling from under the bed. He frowned in confusion, dropping to his knees beside the bed. The toddler scrambled out from under the bed and stood in front of him, she was a foot tall but that was all she needed to be terrifying to Alec.

"What were you doing under there?" He asked, not really expecting a reply.

"Lookin' for Duck!" She smiled. Alec studied her again, she had that face that made him wonder if she ever stopped smiling. He wondered exactly what made her so trusting, because she didn't get it from him.

"Duck," He questioned.

"Duck," She repeated.

"What the heck Is Duck," He snapped. He didn't mean for it to come out so harsh but its had been a long night and he was on edge.

Her smile suddenly faded, replaced with a frown. Her eyes dropped to the carpet, making him feel like he'd been punched.

"Ah N-no no It's OK I'm sorry," He pleaded scooping her up. He didn't know why exactly his first instinct was to pick her up, just seemed like the right thing to do. He'd seen Eve and Gem play together, he'd seen Gen help her when she started crying.

"Alright OK we'll find Duck OK," He assured her, then moved her to his hip and crossed the room, grabbing the yellow bag and dumping its content onto the bed. Sitting on the pile was a little stuffed Duck with a bow tie around its neck. Its beady glass eyes staring at Alec almost mockingly. He glared at it before snatching it up and placing it in the toddler's tiny fist.

"Here's Duck," The smile returned, much to his relief. She clutched the toy to her chest, before looking up at him again.

"Duck," She grinned mischievously, as if to say 'Ya got it right moron'.

"Noted," He sighed raking a hand down his face.

What was he going to do, and what the heck was wrong with Berrisford, thinking he could just drop her off with him. He couldn't take care of a kid, the only kid he'd even been around really was Dalton, and that's only because the kid followed him around like magnet.

"Alec Open Up," Max called from the other room.

"Lets go meet Maxie," He breathed.


He opened the door to an on edge Max dressed in a black hoodie who was looking for some bad guys to crush. Her dark eyes widened, flickering between him and the toddler on his hip.

"O God", She whispered, her mouth falling open.

"I've had her for five seconds and I already made her cry," He said quickly, moving aside as Max entered the apartment.

"Alec what the heck", She snapped, She almost hit him but remembered the kid in his arms so she settled with flicking him in the forehead. Alec glared at her, biting back an insult. "Where did she come from," She demanded.

"Well Max when a man and a wom-", He started with a cocky grin.

"Cut it out be serious for once," She said dryly. She really wished he'd put the child down so she could knock some sense into him.

"I'm Ray," The little girl announced suddenly, getting tired of the adults on the room ignoring her, then deciding all the faces with angry looks directed at her was not the best thing, and proceeded to bury her face in Alec's shoulder.

"This is Rachel Mary McDowell," Alec introduced hesitancy. At the first name, understanding flashed in Max's eyes followed by more questions.

"Berrisford dropped her off, she's got nobody," He explained whispering the last part. Max softened, This wasn't Alec being Alec.. this was Alec needing help. He rarely asked for help which meant he was very serious, and he was technically her partner/SIC, she owed it to him.

"Do you have supplies," She asked lowering her voice from a snap to a some what normal tone.

"Um, a bag and a crib," He answered, 'Great' Max though 'So he basically has nothing'.

"OK? have you fed her," She asked, trying to divert from the topic that couldn't be helped yet.

"Max I've had her for like five minuets," Alec snapped, switching Ray to his other side as she started to get heavy.

She was quiet a moment taking in everything he said. "... Are you going to keep her," She asked carefully.

What was happening started to sink into Alec's mind, it had all happened to fast he couldn't processes. He had a kid, a little girl. He was responsible for another life, when he could barley take care of his own, he was screwed.

"I-I don't know," He mumbled, "I mean its not like we have transgenic adoption agency's," He smirked trying to lighten the moment.

Max frowned but nodded before turning her attention back to the baby, "Hey kiddo," She smiled warmly, trying to ease the little girls worry.

Ray twisted around and grinned at her, just like Alec expected. He was starting to think he was right on the smiling thing, and another thing he was starting to realize was that Ray was not a shy baby.

"Ya know to be Alec's kid your kinda cute," She told the little girl jokingly, before smirking up at Alec.

"Max I'm hurt," Alec mocked placing a hand on his chest. Ray frowned, not understanding.

"Boo boo," She mumbled to to herself while picking at her Duck's bow tie.

"Does she have a bar code," Max asked, brushing the little girls hair away from her neck. The back of the little girls neck was clean, not a trace of his bar code anywhere. Alec breathed a sigh of relief, not wanting to think about a Manticore brand on something so innocent.

"So this is a two bedroom apartment," Max said aloud thinking to herself, breaking his trance, "But until you get her some stuff we can just set the crib up in your room," She said looking back at him with her hands on her hips.

"Your going to help me," Alec asked hesitantly. Not wanting to make her take back her offer.

"Alec! I'm not just going to abandon you with this baby, especially when the only kid you know is Dalton and he's twelve," She exclaimed with a frown.

"OK lets get started," He smirked, feeling a bit calmer.

AN HOUR LATER

"I Swear I Freaking Had That Screw!" Alec growled searching through the box again. He tipped it upside down and let the rest of the unimportant pieces fall to the floor.

Max smirked from her place on top of the bed, cradling Ray in her arms. She watched Alec struggle with a grin planted on her lips.

"I'm Serious Max!" he said through clenched teeth, looking up at her in anger, making Ray give a sleepy laugh.

"OK, here take her and I'll put it together," Max offered, she was enjoying watching him get so confused, It knocked him down a peg from his superior super soldier status. But they still had to get this crib finished.

He stood up and took the drowsy baby from her and plopped on the bed, earning a giggle from Rachel.

"Alec It's right here," Max laughed grabbing the missing screw out of the box he'd searched twice already. Alec clenched his jaw biting back a curse and turned his attention to the toddler tugging on his sleeve.

"Hmm?" He questioned.

"Where Grampa", She asked quietly, fiddling with the bubble wrap he gave her when she wanted to help. Alec froze, dread seeping through his mind, He hadn't even explained what happened to Max yet. Let alone explain to a two year old her Grandfather was dying.

"He went away," Alec told her gently, absently rubbing circles in the palm of Ray's hand.

"Where?" She pushed. There was something she got from him, a need to ask questions and know everything.

He looked to Max for help but she was expecting an answer also. He'd explain everything to her later in grown up terms.

"He's going to live with mommy," Alec finally said, guilt lacing his voice.

"Grampa said mommy lives in heaven and that's far away," Rachel explained softly.

"Yeah its very far away," Alec mumbled, a lump forming in his throat.

Sensing his discomfort Max coughed, pulling their attention to her.

"Alright all done," She smiled. The crib was built and came with a mattress pad so it was ready for use.

"Do you have any blankets we can put in it," Max asked standing up.

"Um, Yeah I'll take care of it," Alec sighed, putting the smirk back on his lips and erasing any sign of weakness he'd momentarily let through.

"OK then.. I'm gonna get going," She said grabbing her jacket off his bed. "You gonna be OK," She asked a bit hesitantly, she'd asked him the same question many times but now that she looked at him holding Ray in his arms looking, lost, she really meant it.

"I'm always alright," He smirked. There he was, the Alec that walked into Jam Pony a year and a half ago.

"Ha ha," she scoffed," I mean it, call if you need me.. and try to get her to sleep its late," She ordered, turning an leaving his bedroom.


Alec waited until he heard his front door close then let out the breath he'd been holding. He felt a bit empty watching Max leave, but let it go.

"Alright Ray.. here we go".