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This is a stand-alone story following the events of Max Allan Collins' DARK ANGEL novels SKIN GAME and AFTER THE DARK, and incorporating information revealed in D.A. Stern's THE EYES ONLY DOSSIER. Also partially inspired by the STARGATE: ATLANTIS episode "Thirty-Eight Minutes." -- author's note

Artwork courtesy of Valjean & JRAUnlimited.com

*****

"Do you really think we'll find anything intact down here?" Alec asked as he disgustedly brushed cobwebs off his jacket sleeve.

"The blast charges were all set for above ground," Max reasoned as she led the way down the steep set of stairs. "Renfro wanted to kill all the transgenics, not destroy the research. A vault below the main Seattle base to keep the main records safe makes sense."

"A vault which your old pal Lydecker decided to reveal as part of his bargaining ploy so we'd let him go," Alec said with a nasty little smile, as usual level-headedly assessing the situation.

"It was all he had left after his info on my mother only led to a dead end," Max replied, her voice tinged with tiredness. "Don't worry," she said wryly. "I know he's not doing this out of the goodness of his heart. But if we can find some Manticore technology or data bases it can only help our people. We need the medical info if nothing else, Alec. You know that."

"What we need is somethin' better than tryptophan for our seizures," the other X5 said darkly as he halted in front of a sealed vault door. "Mole, give me the gear and I'll see if I can crack the code."

"Dix said this gizmos could open any electronic combination lock," the lizard man replied, handing over a small box sprouting numerous wires and diodes. "Even Manticore ones."

Max, with Joshua close behind, watched from a few feet away, at the same time occasionally glancing back up the long flight of stone steps that had led them to a sub basement of the former Seattle Manticore base -- a place where Donald Lydecker swore the organization had kept many of its deepest darkest secrets.

"I don't know," Alec said as he attached diodes to the lighted numerical panel. "With our luck the place is wired to blow if anyone tampers with it."

"Just do it, Alec," Max hissed sharply.

A moment later he was ready, and the X5 watched intently as a series of numbers began running on the small digital screen of the device. One-by-one, the code clicked into place, until at last a sixth and final numeral glowed red, and the box gave a small beep of satisfaction.

Looking anxiously at the vault, holding their collective breaths, they heard the click of a mechanism releasing followed by--

"I think we're all right," Alec said after a few seconds had passed and they hadn't all been blown to smithereens. Gingerly swinging the massive steel door open a crack, he poked his head inside, sniffed, then backed out and sneezed. "Geez, no one's been in here in forever," the X5 said as he wiped watering eyes. "The air's nasty."

"Lemme see," Max said, pushing past him.

Alec grabbed her arm. "Wait," he commanded, his tone brooking no argument. "You know better than to go barging into unknown territory without a recon first."

"It's probably just full of computer disks and other records," Max complained. However, she let him draw her away from the door.

"You don't know that," Alec said sternly. "You don't know what Manticore was capable of with regards to its secrets. The place could be booby-trapped."

"Princess is right, sweetheart," Mole agreed, taking the cigar out of his mouth and pointing the stogie at her. "We need to do this the right way or someone might get hurt."

"Yeah, like me," Alec said half under his breath. Max shot him a look and he added defensively, "Hey, so I bruise easily. "

"You guys are all just a bunch of big sissies," Max said, pushing past Alec and reaching for the vault door.

Alec grabbed her arm again. "No," he said. "I'll go first."

"Why?" she argued.

"Because I'm better trained," he said bluntly. "And besides ... you're a girl."

Before Max could mount an indignant response, 494 had shoved the heavy door wider and stepped inside, his flashlight illuminating the interior.

"Whatdaya see?" Mole asked, poking his scaly head in after the other transgenic but not crossing the threshold. Max shoved him aside, her body tensed for battle as Joshua tread almost on her heels.

Alec was standing in the middle of an area that was a great deal larger than they'd expected. In fact, the beam of his flashlight didn't quite penetrate the furthest corners of the room. "Lots of metal drawers -- like safety deposit boxes," he said, the light playing around the area. "Computer terminals ... cases of discs ... 'bout what we expected."

Suddenly, a tiny scrabbling sound made him turn his head sharply to the left. "What was that?" he said, remembering how not all Manticore creations were sentient.

"What was what?" Mole replied. 'I didn't hear anything."

But Max's head was cocked to one side as she listened. "No," she said. "I heard it too."

"Mice maybe?" Alec guessed, sounding hopeful.

"In a sealed vault?" Max argued, her own flashlight searching the far dark corners of the spooky room.

"We need more light," Mole said.

"I'll go get the bigger lanterns," Max said, slipping out the door and heading for the stairs. "I think there's Kleg light on the truck. We might need the generator too, to get the computers going. The panel was running on some kind of back-up battery, but the rest of this place seems to be dead as a door nail."

Alec was still looking suspiciously around the room, his flash illuminating large cobwebs hanging from the ceiling. "Hurry," he said in a clipped tone of voice. "I've got a bad feeling about this."

"On it, Han Solo," Max joked, as she exited the vault and took the stairs two at a time.

*****

Alec was regarding a particularly large clump of cobwebs, the flashlight beam sparkling in the gauzy mess, when a sound made him swivel his head to the left -- just as something heavy, black, and very much alive fell from the ceiling.

Crying out with disgust and surprise, he jumped back -- but not quickly enough. Arachnid legs hooked the leather of his jacket, clinging tightly. Instinctively, the X5 dropped the flash and grabbed hold of the creature with both hands, trying to tear it off his shoulder, but incredibly his transgenic strength wasn't enough to dislodge the thing. Instead, it simply tightened its grip, foot-long barbed legs digging now into the skin of his back and arm. Then suddenly -- a knife sharp pain lanced through his neck.

He screamed.

Like a puppet with its strings cut, the X5 collapsed on the floor of the vault even as Joshua and Mole rushed forward to help him. Head spinning and throbbing with pain, the young transgenic felt as if an electric current had just severed every nerve in his extremities, his arms and legs going instantly numb. Had the thing sliced through his spinal cord? he wondered with horror so deep his mind began to detach from reality. Why can't I move?

"Get it off me," he pleaded as Mole shined a light directly onto the spider-like thing that had just attached itself to Alec's neck. "Get it off me!"

Throwing his cigar away, the lizard man bravely grabbed hold of the creature with both hands and tried pulling it away from his friend.

Alec screamed again, the agony worsening as bolts of lightening shot through his body all the way down to his toes.

"Stop!" he shrieked. "God! Stop!"

"Fuck it, Alec!" Mole yelled. "It's got fangs dug into the side of your neck. I've got to get it off you or else you're gonna die!"

But every time the lizard man tried to tug on the spider, it shot waves of unbearable pain through the body of its victim, making Alec moan and writhe, then finally cry out again as he lay sweating and helpless on the floor.

"Go get Max!" Mole shouted at Joshua.

Joshua turned to the vault door, but Max was already there, having heard the scream well up from the blackness below. Her eyes widened with horror when she saw Alec's plight. Dropping to her knees beside her X5 partner, she reached for the spider, but couldn't quite bring herself to touch it. Looking back at Mole, she silently pleaded for help.

The lizard man drew his sidearm -- a mean looking Beretta acquired through less than legal means. "Get back," he growled. "I'll shoot the thing off of him."

Alec closed his eyes, and nodded, even as sweat beaded on his brow and stubbled upper lip. "Do it," he rasped.

"Cover his ears," Mole told Max.

Scooting behind the X5, she complied, cupping palms over Alec's sensitive ears so the close proximity gun blast wouldn't damage his hearing.

"Ready," Mole grated as he positioned the muzzle of the pistol against the spider's body. Then he squeezed the trigger.

The shot was, indeed, deafening in the small confined space of the vault as the bullet tore through the creature's torso spattering Alec and Max with a blue viscous substance. For a few seconds the spider stopped moving -- seemingly killed -- but it didn't loosen its grip on Alec's necks, the fangs remaining sunk into his carotid. Then suddenly Alec screamed again, the sound heart wrenching, and -- while its victim writhed in a seizure ... as if by some sort of evil magic ... the arachnid's body began repairing itself, the damage caused by the bullet vanishing right before their very eyes.

"Fuck it all!" Mole sputtered. "The thing's full of those frickin' nanocytes!"

Apparently Manticore had imbued this spider with the same type of technology they'd used in Zack's body to promote healing -- only it was working ten times faster than anything they'd ever seen before.

However, knowing that wasn't going to help Alec who was running out of time. Eyes rolled back in his head, his body quivering as muscles spasmed uncontrollably, it was obvious he was dying.

"What's it doing to him?" Max cried as, throwing all squeamishness aside, she grabbed the spider and tried once again to physically pull it off of her brother.

"Wait!" Mole yelled, taking hold of Max's arm. "Leave it alone! Don't you get it? The more we try to get that thing off of Alec, the more it hurts him! It's feeding off him, Max -- both his blood and his nervous system!"

Mole was right, Max realized as she let go of the creature and Alec's body immediately relaxed as his head lolled to one side. The spider was a parasite. It didn't want its victim dead, rather it wanted its prey immobilized so it could feed, hence the limb paralysis that didn't extend to breathing and other vital functions.

She looked toward the vault door. "So," she said in a shaking voice. "What now?"

"Whatever you decide," Alec said in a weak voice as he swam back to consciousness. "But can we please not do that again?"

"Shhh," she admonished him, brushing long strands of hair off his sweat soaked brow and giving his numb hand a reassuring squeeze. "We'll get you out of this, Alec. Just hang on." She looked up toward the surface. "I'm going topside and calling Sam Carr. Maybe he has some drug we can inject the thing with that will help." She then looked fondly down at 494. "In the meantime, just relax and try to save your strength, okay?"

Swallowing with difficulty, Alec grimaced with pain, but nodded -- trusting her just like he pretty much always did.

*****

"We can't move him," Dr. Carr said in a low voice to Max as the two stood just outside the vault room. "That thing is hooked into Alec's central nervous system. It's an ingenious method of feeding, actually -- it paralyzes its victim so it can't flee, but leaves basic body functions intact so it can take sustenance for as long as possible before death occurs. It's drinking Alec's blood -- slowly -- and sending immobilizing waves of pain through his body every time he so much as twitches a muscle.

"Can't you kill it?" Max asked, her brown eyes desperately finding Alec's where he was fighting to stay conscious across the room.

"You already tried that, remember," Sam said, shaking his head.

"How about electroshock?" Max asked, noticing the portable defibrillator the doctor had brought along with the rest of his gear.

"Alec's weak already," Sam said. "If that creature's response to a bullet is any indication, I hate to think what it will do to him if the electrical jolt doesn't outright kill it."

"Then what?" Mole said, joining the conversation but also keeping an eye on Alec -- his cigar for once forgotten. "We just let that thing feed on our boy until Alec's done for?"

Sam Carr looked up suddenly, his dark eyes brightening. "Wait a minute," he said. "The arachnid needs its victim to remain alive while it feeds, and -- following that same line of reasoning -- it won't let go until its meal ticket is dead."

"So?" Max said tiredly, her eyes still on her man. "You're saying that the only way to beat this thing is to kill Alec?" Her smile was bitter. "Yeah ... right."

"Yeah," Sam Carr said. "Right."

*****

He was having trouble breathing, although whether from the spider's poison or his own fear Alec wasn't sure. Gasping slightly, he lay on his back with his head cradled in Joshua's lap and Max holding his partially numb hand. Concentrating, he managed to gently squeeze her fingers, the look of fear in her eyes killing him almost as much as the assault on his body.

"I'll be all right," he said through gritted teeth as he held onto her gaze fiercely with his own. "I'm always all right."

Dr. Carr readied the defibrillator paddles. It was Max who gently ... with the tenderness of a lover ... pushed up the front of his black t-shirt, exposing the naked skin of his chest and stomach.

"Aren't you gonna tell me this won't hurt a bit?" Alec smirked as he suspiciously eyed the paddles that would soon send a heart-stopping jolt of electricity into his chest.

"It is going to hurt," Sam said grimly. "A lot. You're too weak to withstand an anesthetic.

"It'll all be over in a few minutes," Max reassured. "And then you'll be back with us."

"Want me to say 'Hi' to Ben for you while I'm on the other side," the X5 quipped.

"Stop it, Alec," Max said, swallowing hard.

He could see the tears welling in her eyes. "Hey," he said. "The other night ... I meant it."

"I know," she said. Leaning down, she cupped his face in her hands, touched lips to his in the most tender of kisses, and whispered against his mouth, "I love you, too." Tears fell ... wetting his cheeks ... "I love you so much, Alec. Don't you dare leave me."

"I won't leave you," he promised, smiling a little bit in spite of his dire situation. "Especially not now."

Forcing a smile herself, Max let go of Alec's fingers, and allowed Mole to pull her back out of the way so Dr. Carr could touch the paddles to Alec's chest.

"Breathe gently," he told the X5. "Relax ... It will all be over in a few seconds." "Let him go," he then ordered Joshua. "You can't be touching him when I administer the current to his heart."

With a mournful whimper, the dog man gently lowered Alec's head onto a pillow created by his wadded up Army jacket, wiped a tear from one blue eye, and turned away -- unable to watch.

Clenching his jaw, Alec looked one last time at the woman he loved, closed his eyes, nodded, and braced himself for death.

*****

Letting go of Alec's hand was one of the hardest things Max had ever had to do in her life. Mole actually had to slightly pull her away, then she felt the lizard man's arms go around her, holding her back and also giving comfort.

"Don't watch," Mole whispered gently in her ear.

But Max couldn't look away.

Sam Carr placed the defibrillator paddles on either side of the X5's big beating heart. "Charge," he said. The whine of the unit filled the room. "Clear!"

Alec gave a small involuntary cry as the jolt of electricity hit his body, spine arching before he fell limp, his head lolling to one side, eyes slightly open and unseeing.

"Flat line!" Carr shouted, confirming with his stethoscope, then jumping back out of the way as Mole and Max went into action. Both of the transgenics grabbed hold of the spider and began exerting pressure, trying to extricate the creature's fangs from Alec's throat.

"It's not letting go!" Max cried out.

"How long can he stay down?" Sam asked tersely. "Before there's brain damage? A human's limit is four minutes."

"Seven minutes," Mole answered. "The X5s can be down for seven minutes. I've seen 'em brought back before right at the limit, too."

Max glanced at her wrist watch.

"All we can do is wait," Sam said, also checking the time. "Maybe it will take this thing a little while to realize its prey is now dead."

Two minutes passed ... three ... four ... while the lizard man and Max kept steadily pulling on the spider. Five ... Six ...

"There!" Max cried out. "It's letting go!" Gingerly wriggling the creature back and forth, its fangs suddenly retracted leaving two gaping holes in Alec's neck. With a vicious snarl, Mole flung the thing across the room, then impaled the wicked creature with an expert toss of his knife blade, leaving it twitching and gushing blue goo on the floor.

However ... the X5 wasn't bleeding. Only a tiny trickle of blood trailed over his pulseless white skin.

Carr was instantly back with the defibrillator paddles. "Charging!" he called out. Then -- "Clear!"

Alec's body arched again, then relaxed. Carr's stethoscope flew to the X5's chest, and he shook his head in the negative. "Nothing," he said. He then upped the amperage and quickly placed the paddles over that still heart once again. "Clear!"

Again the stethoscope ... again -- nothing.

Looking up at Max, Sam silently asked her what she wanted to do.

"Try again!" she begged.

"Max," Mole said quietly. "Don't. He's gone. It's been too long."

"Again!" she screamed at Carr.

Alec's skin was becoming translucent ... his lips blue ...

With a sad look at 452, the doctor charged the defibrillator one more time, lay the paddles against the X5's rapidly cooling skin, and sent a final jolt of electricity through Alec's body, this time at the highest possible setting ... a setting that would have killed any human.

His body again spasming, the young transgenic once more fell back to lie still and silent on the floor.

"Alec ..." Max whispered his name, realizing he was gone ... that she'd lost him before even truly having him. Dropping to her knees beside him, she lowered her head to his and tenderly kissed her lover's lips, stroking his dark blond hair with her hands, savoring the very last of his warmth as it left his body. Suddenly, she felt wetness against her own throat. Touching the base of her neck, her fingers came away smeared with blood.

Alec was bleeding ... Which meant his heart was beating!

"Sam!" Max shouted.

Dr. Carr immediately had his stethoscope to the X5's chest once again. "I've got a beat, but he's not breathing!"

Max's mouth covered Alec's, giving him life-giving air. Two breaths, and she felt him jerk against her hands, then inhale on his own, gasping. Pulling away, she looked down into a pair of very dazed hazel-green eyes.

"You're back," she said, a smile curving her mouth.

He stared at her, and a chill raced down Max's spine. What if it had been too long? What if he had brain damage?"

"Say something," she pleaded, once more stroking hair out of his eyes, her own face mere inches from his.

"Am I dead?" he whispered. "Is this Heaven ... or--?"

She smiled once more. "You're not dead, you big idiot."

Alec blinked. "Do you still love me? Or did I imagine that part?"

"I still love you."

Alec's lips twitched in a tiny smile of his own while Mole snorted in the background, and Dr. Carr prepared a bandage for the X5's bleeding neck.

"Welcome back, Princess," the lizard man said, his voice uncharacteristically husky.

"Welcome back, Alec," Joshua chimed in, his blue eyes wet with tears once again.

Alec turned his head slightly to gaze wide-eyed at the dead spider. Then, propping himself up on an elbow, the feeling already coming back to his extremities, he shuddered and said, "Let's really not do this again, folks."

"Agreed," Max said, enveloping him in a warm hug.

*****

She rode him hard, just the way he liked it, his big hands clutching her sweaty hips as her thighs clamped down, pleasure filled hazel-green eyes locked with hers and gleaming with impish delight.

Alec deserves this, Max thought to herself as she felt him so full and hot inside of her. I deserve this ... deserve him.

Leaning forward, her full breasts brushing his chest, she whispered a naughty request in his ear.

"I think I can manage that," his deep sensuous voice replied, even as he rolled her over onto her back, and his body took complete possession of hers.

Helpless beneath him and loving it, Max locked her legs around his waist, closed her eyes, and savored the sensation of her lover breeding her ... pleasuring her ... filling her body and soul as no other man ever had.

Egotistical, self-centered, unpredictable, sly, snarky, gorgeous, big-hearted, brave Alec ...

Funny how things worked out sometimes ...

THE END