PART EIGHTEEN

Max lay on his back in the darkness, listening to the soft sounds of Liz’s breathing, and the louder noises of Michael’s snoring. He’d been lying that way for what seemed hours, full of restless, unspent alien power, as each of his beloved slept so sweetly.

It wasn’t an unpleasant sensation, the way his body hummed and churned just one that rendered sleep nearly impossible. And the desire simply refused to abate, as evidenced by the way his cock jutted straight up against the cool sheets. He stroked it absently, wishing he could make love to either Michael or Liz, yet neither stirred beside him.

His eyes drifted shut, and he began to move his hand beneath the sheets more earnestly, seeking some sort of release. He visualized the both of them, moving with him, himself wrapped in their arms…a delirious image. Gorgeous.

And was utterly surprised when he felt a large warm hand cover his own. His eyes flew open and he found Michael watching him, his eyes filled with a devilish glint. Max opened his mouth to speak, but Michael placed a finger against his lips, smiling softly in the darkness. Gently, Michael moved Max’s own hand aside, and took him firmly within his palm, stroking him with tantalizing slowness.

Michael lay on his side, gently moving his hand back and forth as Max’s breathing grew heavy. Michael nestled flush against Max, nuzzling his ear with his mouth.

"Couldn’t sleep?" Michael whispered, laving Max’s earlobe seductively with his tongue. Max trembled uncontrollably, his hips lifting up off the bed ever so slightly in response.

Max swallowed hard and shook his head, their eyes meeting again in the shimmering darkness. The room suddenly seemed incredibly silent, with only the sounds of their breathing and subtle movements of their two bare bodies within the bed. Max glanced quickly at Liz, but she still slept cuddled against his side.

Max rolled apart from her, drawing Michael within his arms, as their lips met with a tender kiss, just lingering together like that for endless moments. Michael’s slow stroking between Max’s legs caused his blood to nearly boil, yet everything remained hushed, reverent between them. Max pressed his thigh between Michael’s legs, easing them apart, and Michael dropped his hand away.

Max rolled gently on top of Michael, pinning him against the soft mattress beneath, as Max pushed Michael’s legs open with his muscled thigh.

Michael stared up into Max’s eyes, aware of how unevenly their chest rose and fell together, as he threaded his fingers through Max’s silken hair. Their lips met again, as Michael dragged on Max’s lower lip. Max lifted his hips a bit, adjusting himself so that his arousal pushed against Michael’s groin. Over and over, Max would raise his hips, then slowly allow his cock to move like silk against Michael’s own. Michael gasped sharply at the sensation, at the feel of Max’s chest pressing hard against his own, soft and rippled all at once.

"Max," he whispered, cupping Max’s face roughly between his palms. Max stared down at him, their eyes locking for a moment, and Michael just stroked his cheek beneath his thumb. There were no words, only the silence of the moment and the gentle sounds of their heartbeats pounding in twin rhythm.

"Max," Michael whispered again, feeling his eyes water suddenly. "God, I’m so in love with you." The words were like electricity, and Max blinked in reply, his own eyes watering before he lowered his head against Michael’s shoulder for a moment, his hips stilling.

"I mean it," Michael whispered again, stroking the soft hair of Max’s nape beneath his fingers. "I…I’m amazed by you, Max…but what I feel…how hard I’ve fallen for you both."

Max raised himself up again on his forearms, gazing down at Michael, his face perfectly framed beneath him. Slowly Max threaded his fingers through Michael’s hair, twisting his fingers slightly through the too long tresses. "You’re so beautiful," Max observed in a whisper. "Do you know that, Michael? Have I told you?"

Michael stared up, feeling far too helpless at the gentle admission, lost in his lover’s embrace like he never had been before, not even at the height of their passion. "I…I…" He couldn’t answer, could only stammer like a fool as he looked into Max’s gorgeous brown eyes.

Max smiled, and leaned down to press a lingering kiss on Michael’s forehead. "Trust me, you are." It was barely more than a breath, as he pressed his lips against Michael’s temple. Then, very carefully, Max began moving his hips again, with a studied rhythm that Michael met with equal measure. Michael sensed that Liz still slept, and as much as he loved her, somehow he wanted this moment alone with Max.

Max slipped one hand beneath Michael, pulling him closer into his arms, and Michael opened his legs more to Max, bucking upward as gently as he could. Michael loved the feel of Max moving on top of him like that, needed him with a sudden urgency.

All of him, right inside.

"Max," he moaned quietly in Max’s ear. He wanted to ask, but somehow it felt difficult, awkward.

"Michael," Max responded, running his palm along Michael’s upper thigh, trailing inward with his fingers. "Of course, I will."

Michael pulled back to stare into Max’s eyes. "How did you…"

"I heard it…you," Max smiled, moving lower in the bed so that his mouth trailed fire across Michael’s chest.

"Oh," Michael cried softly, throwing his head back as the sensations swirled over him. "Oh…" as Max drew his nipple suddenly into his mouth, suckling it.

Please, he begged within his mind. Please…please…

Max raised his abdomen a bit, and this time Michael’s cock moved upward, pressing hard into Max’s stomach as Max positioned himself more keenly between his legs.

Max cupped Michael’s face within the palm of his hand, their lips parting and their tongues thrusting frantically together. Max loved the way Michael always tasted…a little metallic and spicy all at once. Max meant to be inside of Michael in no time, had to be with the way he’d been so restless at the outset of their passion.

Michael turned his head a bit, breaking their kiss, and Max glanced quickly at Liz again. She still slept peacefully beside them, not quite flush against Michael, since Max had moved from between them.

"Maxwell, we’ve only…well," Michael blushed, evident even in the darkness. "You’ve only made love to me once before."

"I know," Max smiled broadly.

"I’d love it, well for you…"

"Michael, I’m dying to make love to you," Max laughed huskily, propping himself up on his elbows. "In fact, I love this position, right between your legs like this."

Michael nodded, opening more fully to Max, as he raised his legs on either side of his hips. Michael reached to the nightstand, fumbling awkwardly for the lubricant that seemed just beyond his grasp. Max’s eyes narrowed keenly, as Michael pressed the tube into his palm.

Max lathered between Michael’s legs deftly, and smiled when Michael gasped at the sensation, then immediately coated himself. Michael twined his fingers through Max’s hair, as he gazed up into his eyes with surprising surrender. Again, Max moved subtly against him, this time, drawing his thighs upward around him as he felt for Michael’s opening with his erection.

He wanted to penetrate him gently, effortlessly…because what was happening felt like the most natural thing in the world, an extension of how deeply they’d fallen in love. Especially tonight. Because it almost seemed as if it were their first time, the walls had come down so between them.

That Michael could lie in his arms like this, stare up at him almost helplessly, was lovely. Michael, who could never be vulnerable, never risk himself, lay in Max’s arms like an offering and Max wanted nothing more than to give him pure adoration in return.

Max felt the spot, what he wanted, and pushed harder, pressing inward as the slick lubricant eased the way. His pulse quickened, as he was suddenly a bit awkward and afraid, felt like a total virgin. He was answered with pure warmth enfolding him tightly, as Michael’s back went rigid beneath him.

"Alright?" Max asked, hesitating to push further. Michael’s eyes were closed and he nodded mutely, slipping an encouraging hand onto Max’s buttocks. Michael pushed a bit with his hand, urging him further, and Max relaxed, slipping all the way in. He gazed down at Michael, whose mouth had opened with a soft gasp.

"Sure?" Max queried again, stroking hair off of Michael’s face.

Michael laughed faintly, raising his hips against Max’s. "Maxwell, don’t worry so much. I love you."

Two vows of his love in nearly as many minutes, Max thought with deep satisfaction. He nearly purred in contentment as they begin slipping together, as Max began to move in and out in a subtle rhythm. Max felt energy burn so low between his thighs, he almost exploded as it unfurled there.

Michael arched a bit beneath him and Max understood that he’d felt the sensation too. Max kissed low on Michael’s shoulder, nipping with his teeth, as Michael’s fingers dug into his shoulders. There would be scratches and marks tomorrow, but Max didn’t care. He wanted them, a testimony to the loving he’d felt at both Michael’s and Liz’s hands tonight.

"I’m not drunk anymore, Maxwell," Michael whispered softly. "Not by a long shot, just so you know."

Max rose up on his forearms to stare into Michael’s eyes, and was surprised that they sparkled with a bit of dampness. "I’m dead sober now."

"Good," Max smiled and felt a stirring beside them in the bed.

Michael turned his head, resting his cheek against the cool pillow and found Liz opening her eyes. She smiled slowly, her gaze moving sleepily between the two of them. For a moment, Michael regretted the end of his private moment with only Max, until the sheet fell away, revealing her gorgeous body, like pure alabaster in the moonlight. She had the most delicate freckles all over her chest, and he had to reach fingers to touch them, as Max continued pumping in and out.

"Ah," Michael cried out quietly, as alien electricity skittered across his abdomen. Liz smiled in return, scooting closer.

"Max on top is a good thing," Liz giggled, repeating his earlier words.

"Absolutely," Michael agreed, stroking Max’s shoulders beneath his fingertips, never looking away from Liz.

Liz covered Michael’s hand where it rested against her collarbone, and nestled closer to them both. "God, you’re so gorgeous like this," she appraised quietly, running her hand down the length of Max’s back until it rested low.

Michael closed his eyes, thinking how he’d caressed Max in the exact same way just a few hours before, when he’d made love to Liz. And he wanted Liz between them some how, not on the outside. Suddenly, he had an idea…an incredibly devilish one that thrilled him to the marrow. His eyes snapped open, and Max smiled in return, such a gentle thing that it caught Michael off guard.

"Maxwell, I have an idea," he breathed, bucking his hips upward.

"Liz," Max answered in simple agreement, as if he’d read his mind.

"Between us," Michael nodded breathlessly, as Max stroked damp hair off of his forehead.

"Like me before," Max smiled.

"Perfect."

Neither even looked at Liz, just arrived at a near-wordless plan, then simultaneously their heads snapped in Liz’s direction where she stared at them quizzically.

"Liz, remember what you asked me to do earlier?" Michael asked, as Max raised up off him. For a moment, Michael smarted at the sudden absence of Max as he withdrew, leaving Michael painfully erect. Max dropped onto his other side, so that Michael lay sandwiched in the middle.

"Earlier?" She asked in slight confusion, wrinkling her nose in what Michael could only describe as an adorable way. Suddenly, her black eyes grew wide.

"Ohhhh…earlier."

"Yeah, so how about…that…now?" Michael questioned awkwardly, drawing her right against him. He felt his cheeks flame hot and was grateful for the cloak of darkness.

She nodded, chewing her lip thoughtfully and Michael sensed that she was a bit apprehensive. They’d all grown so accustomed to her daring spirit, it seemed she’d do anything.

"Only if you want," Max clarified, reaching across Michael’s chest to run his fingers through her long hair.

"Who?" Liz asked with a light cough. "Where? I mean, exactly?"

Michael and Max exchanged a look and Max shrugged lightly. Michael decided to set the ground rules and turned back to Liz.

"You and me…then Max behind…if you want it that way. Whatever you want, sweetheart."

Sweetheart, Max thought with a wry laugh. Michael had issued the two "I love you’s" and now he’d just called their girlfriend sweetheart. Max suppressed a grin, realizing Michael just might be a lot drunker than he thought he was.

"But you don’t have to," Max encouraged gently, nestling his cheek against Michael’s chest. He lay like that, just staring at Liz, who nestled closer on the other side. They threaded their fingers together, and were quiet for a moment as her large eyes swam with emotion. Michael pressed gentle kisses against the top of her head, as he stroked her hair lovingly.

Finally, a wicked smile played at her lips. "I think I need to know what it’s like…and I need to know what Max had earlier, too…the altogether thing, I mean. I need that," she agreed with a quick bob of her head.

She moved away from Michael’s side, and in a swift tumble was suddenly straddling him. Max rolled onto his back and stared up at her, realizing that somehow this past week she’d transformed into a wild mare, black mane constantly flying in the wind.

"Okay?" She asked, smiling at their obvious surprise.

Michael nodded mutely beneath her, as Liz positioned herself over him. She was wet already…or perhaps was still that way from all the earlier lovemaking, but either way Michael thrust inside of her with one easy movement. She leaned low over him, her small bottom thrusting outward a bit as she hunkered over his chest.

Max seemed stunned, caught off guard and Michael nudged him playfully with his hand. "The only one we’re waiting on is you, Evans."

"Evans," Max snorted. "You sound like Kyle now."

"Yeah, I’m sure Kyle would love to be in the middle of this little love festival," Michael teased playfully, as Max rose onto his knees beside them.

"He can keep dreaming," Liz giggled as Max straddled Michael, caressing her shoulders with his open palms. Liz’s legs were wide open around Michael, making it easy for Max to move behind her and clasp her by the waist momentarily. He trailed his lips down her shoulders, feeling her gentle motions with Michael. He joined the motion, moving as one with her as she sat up, straddling Michael and leaning back into Max’s chest.

It was as if she rode some very subtle wave, the way she moved on top of Michael, so delicate and feminine compared to the way Max and Michael typically joined. She reached a hand behind her, cupping Max’s face with her palm as she arched into him, bracing herself.

Over her shoulder, Max stared into Michael’s eyes, dark and mysterious as Michael cupped their hips within his hands.

"Oh, baby," Michael sighed softly and Max wondered which of one of them he even meant. "My baby…both of you…both…." Michael’s eyes drifted shut, full of such pleasure that it sent a jolt through Max’s entire system. He had no idea how he would take Liz, how to make this threesome work logistically, but he’d quickly slicked himself before ever taking position behind her. Now he seemed unable to break the slow, rocking rhythm they’d established, unable to coax her down atop Michael again.

He was grateful when slowly she lowered herself again, propping onto her elbows so that her round bottom jutted toward him in undeniable invitation. Ready, even as she moved more forcefully with Michael. Michael’s large hand cupped her hips, yet he raised one hand, reaching a bit for Max.

"Maxwell," he begged. "Don’t wait…please."

For the second time in only a few minutes, Max found his pulse racing wildly, as he pushed against a more unfamiliar opening, prepared to do something that left him feeling so awkward and inexperienced.

Yet Liz obviously trusted him completely as he knelt just behind her, his legs straddling wide over Michael. He pushed forward, wanting to be gentle, yet not sure how he could be as slowly he felt the same sensation…warm, tight walls surrounding him, moving against him…and he was completely within her.

Michael’s hands cupped his hips, enfolding Liz within his arms and suddenly Max had the sensation that he’d dropped into the midst of an amazing, chaotic river. Sensations crashed over his body in waves, unstoppable as he fell within the two of them.

Liz buried her face into Michael’s neck, crying out so quietly that only he could hear as Max entered. Michael stared up at Max in alarm, but Max’s eyes were shut, yet he obviously sensed something.

"Liz?" Max asked quietly, his eyes opening in concern.

"She hurts a little," Michael explained gently.

"I’m okay," she laughed, but her voice was a bit strained.

"We can stop right now," Max insisted, stilling instantly.

"Damn it, Max, if you do I’ll kill you," she snapped, her voice almost sharp. "It hurt for a minute, okay? But I’m fine and this is the most amazing moment of my life. I love you both with all my heart…."

Max was momentarily stunned by her outburst, and he could only stare at Michael wide-eyed, as she reached one hand behind her to caress his thigh. "I love you both," she repeated huskily. "I’m in heaven, Max. Just don’t stop."

With that, Max began gently pushing in and out of her, as Michael mirrored each of his thrusts deftly. They fell into perfect synchronization, just as their hearts and minds seemed to. Slowly and with great care, Max lowered himself, bracing with both his arms, so that he lay just on top of Liz’s back. He stared straight into Michael’s eyes, which nearly swam with emotion.

Michael alternately stroked Liz’s hair and Max’s, his fingers threading through as Max bowed his head against Liz’s shoulder. Max had to be careful, and wouldn’t allow much of his weight to press against Liz, even though he sensed she was more than willing to have him push harder against them both. He longed to touch her more, to feel her hips within his hands, yet he didn’t dare move his arms as he supported himself atop them both. But it was where he most wanted to be, that close to them both, entwined in their arms.

Michael’s hands roamed all over his back, especially his shoulders, which he kneaded with his fingers. Max smiled in satisfaction at his touch, deeply sated as he sensed Michael’s love for his body. He’d never felt sexier than at that moment as the three of them crested as one, over and over.

Liz hadn’t imagined it would nearly hurt to have Max take her from behind, yet despite the initial flare of pain, it was the most deeply pleasurable experience of her life, being loved by them simultaneously. And she had to admit that the feel of Max so tightly within her was addictive, different…far more erotic than she’d ever imagined.

There was no doubt in her mind why they both craved this brand of lovemaking so much themselves, she thought with a smile, feeling Michael’s hands wander past her, along Max’s hips again. He couldn’t keep his hands off of Max and she loved that, was driven mad by their insatiable need for one another. Until tonight it had still threatened her some small bit, but with the joining of their threesome, something had clicked into place.

And now she felt even more secure, knowing what it was for them to be loved by the other. She’d never be on the outside again, not now.

Liz shivered as suddenly Max penetrated a bit deeper, his motion speeding subtly within her. Michael answered like his twin soul beneath her and she couldn’t help shaking at the sudden outburst. She had the impression that their alien energy had banked a bit, joined with her as the center point.

Michael threw his head back, crying out suddenly as he turned his face into the pillow and she soothed him by stroking his cheek. He was frightened, she sensed it, though of what she didn’t know.

"So close…so close," he whispered, his eyes pressed tightly shut. "More than ever…tonight…"

"Don’t be scared," Liz whispered softly in his ear. "We’ll never hurt you…never, Michael…"

And Liz gasped as tears began streaking his cheeks, they’d come so suddenly, without warning. "Shh," she cooed softly, kissing the tears away, chasing the demons.

"Love you…so much," Michael cried out again, suddenly arching his back beneath them both. "Ahhh…" he grabbed Liz’s hair, causing a sharp answer of pain that she ignored as he shuddered within her. From behind her, Max cried out with the same sharpness, suddenly exploding in equal measure. The feeling of their warmth, penetrating from both sides was delicious, and she felt her own body quake in instant response.

Slowly, they stilled and Michael stared up into her eyes, tears still streaking his face. She stroked the dampness away with her fingertips, unable to believe that he’d been able to be so vulnerable in their arms. She wondered if Max had even seen his tears, but also knew it didn’t matter. Somehow, she understood that whether Max had seen them or not, Michael felt safe in their arms, and that was the important thing.

Max eased off of them, plopping heavily beside Michael. He had a giddy grin on his face and Liz just nestled her cheek against Michael’s chest, feeling him remain barely inside of her. She wanted him there for as long as possible, and just cuddled on top of him. She gazed at Max, who drew in deep gulps of air, as he smiled up at her, cupping her cheek with his palm. Then, he turned to Michael, still beaming and Liz saw Max’s features instantly darken when he saw the dampness on Michael’s cheeks.

"Michael?" He asked tentatively, tracing a fingertip along one silvery streak of wetness.

Michael tousled her hair beneath his hand, and she saw him smile broadly at Max. "Happy tears," he explained huskily, leaning closer to kiss Max full on the mouth.

And Liz felt happy tears brim instantly within her own eyes at the sight of them both, glowing in the aftermath of such love. No more sad tears ever again, she whispered within her mind. At least not tonight.