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Only the Proud
by The Lab Rat

Title: Only the Proud
Author: The Lab Rat
Author's Website: none
Fandom: Crusade
Pairing: Max Eilerson / John Matheson
Rating: NC-17 (m/m sex)
Author's Disclaimer: They don't belong to me (sob) -- they belong to JMS and whom ever else. If someone out there thinks this is good enough to sue over then you better give me a job 'cause that's the only way you're getting any money out of me.
Author's Notes: This takes place directly after "Only the Lonely", so it does make a lot more scene if you read it first.
Words written in brackets [ ] are being spoken telepathically.
Anne was kind enough to read this thing several times. She taught me more about grammar than any of my English teachers ever did (*crack* Earth Force is a proper noun, *crack* Earth Force is a proper noun, thank you mistress). I'd really like feedback for this. Especially from all of you on Galactic-Core. A cookie for anyone who can guess what language the word in the third sentence is. Light spoilers for 'The Rules of the Game' and 'Path of Sorrows'.
Well did you like it? Did you hate it? Tell me something. Tell me something quick because a third story is already starting to formulate in my warped imagination. If you can't take another one, tell me. If you want another one, tell me.
Series/Sequel: This is the sequel to "Only the Lonely".


To say that Max Eilerson felt good would have been wrong. To say he felt bad would have also been wrong. The best word he could come up with was éibhinn. Happy, sort of, an odd happy. A word his grandmother had taught him in the old tongue. It was a sad happy or, a happy sad, somewhere between laughter and tears. It was a good place to be like a combination of old scotch and young brakiri mushrooms. That was the feeling in his mind, as he lay nestled against the warm body of first officer John Matheson. Yes, éibhinn was definitely part of it. He blinked a few times just to make sure he wasn't dreaming, and John was still curled up next to him. That was the happy bit. A fine young man who had in a moment of impulse filled the void in his heart, among other places.

Images of purple toads sipping tea tugged at the edge of his awareness. John was dreaming. That was the sad bit. Max sighed. He was a telepath. Not even P1 John had said. But that was enough for them to start a file, take a DNA sample, start testing his kids if he ever had them, and high enough for IPX to take notice. Another file. Different rules and regulations all of a sudden. John stirred as he passed the chocolate dipped flies to a fine toad in a funny hat. Max couldn't help smiling. Somewhere deep John was still innocent and could have afternoon tea with toads. Max idly wondered if that part of him self still existed, or if it had all been blacked over by loss and one to many alien pornos.

John rose slowly from the depths of sleep. His first awareness always was of The Hum. Background noise caused by the minds on the ship. This morning it was a little different. There was one hum that was louder, close, warm, almost like it was whispering in his ear, pressed up against him. It took a moment to work it all out. The warm hum was Max, and the warm body was also Max. Max knew he was waking up and tried to quiet down his mind, but his thoughts were bouncing off the inside of his skull like a caged monkey. 'We'll have to work on that later,' John thought sleepily. 'Well, I guess it's time to get this going,' John opened his mouth sucking in air, rolled over on to his back, and stretched. It was on of those tips of the fingers to the toes all encompassing, cat stretches that left you a little light headed afterwards. John sagged back onto the mattress then turned his head to look at Max.


[Sorry, it just seemed to fit.]

John raised an eyebrow.

[That's what I get for sleeping with a linguist.]

Max smiled, [You're beautiful when you stretch like that. Everything seems to shimmer around you.]

[Thank you]

There was a long pause not quite uncomfortable but verging on it. Max took a deep breath.

"So...Where do we go from here?"

"Well, I was thinking a shower would be in order."

Max blinked at his bedmate a few times.

"I thought the witty repartee was my job."

"I thought you could use a day off."

"Seriously, Lieutenant. What now?"

"Seriously a shower. I don't know about you, but I'm still sticky."


[Shhhh, we'll talk about it later. First shower, then food, then talk.] At the mention of food Max's body reminded him that man can not live on sex alone. No matter how much he'd like to believe otherwise. John smiled, "Shower first."

"You know, Lieutenant, as first officer of the ship you really should be setting an example on water conservation." Max leered a bit on an upward mood swing.

"Mr. Eilerson, you are for once correct."

[For once!] Max rolled off the bed with numerous creeks and pops reminding him it had been a while since he'd pulled a night like that.

"Oh God, I'm getting too old for this."

"Well, we'll just have to work on stamina and endurance, won't we?" Max shook his head. If you had told him a mere ten hours ago he'd be sleeping with the ship's first officer, or that he had been the one to start it, or that he was a telepath and always had been he would have made a call to security and told them to bring the big butterfly nets.


The two men stood in the little shower, hot water spilling down around them; Max turned the younger man around to soap his back. He cringed as he saw the long scratch marks. The memory of his own back twinged in sympathy.

[Sorry, about that,] Max thought, gently kissing the scratches.

[Just remember to cut your nails next time.]

[Next time. Will there be a next time?] Doubt had crept suddenly into Max's heart. Why would this beautiful, young, military man want an arrogant, divorced, aging, corporate archeologist?

John was caught short at the statement. He hadn't thought about it. He just assumed there'd be a next time and a time after that and a time after that. If felt natural somehow. A tiny little part of his left brain screamed 'YOUR'RE SLEEPING WITH MAX EILERSON!!!!!' The rest of his mind mulled it over and came back with 'So, And your point is...' John turned around and took the other man's face in his hands. He ran his thumbs across the beautiful high cheekbones. Max had closed his eyes and tilted his head down into the touch.

"Max, look at me."

Max's eyes squeezed tighter

[Max, look at me. Please.]

Max opened his eyes finding them drawn into two dark wells.

"Max, I don't know where this will end up; but for now I like where it's going." John raised up slightly on his toes and caught Max's mouth in a tender kiss. The two held each other. Their minds feeding on one another like a cord of voice building to some far off crescendo. Paying attention to just the music in their heads, Max couldn't suppress a giggle when both realized that their bodies were responding as well.

"Well, that's the first time I've failed to notice that right off!" John exclaimed with a hint of laughter in his voice.

This time Max grabbed John. The kiss was hard and deep, their bodies grinding together. The friction of cock against belly and cock against cock built far more quickly than either man expected. John erupted first with a surprised cry and Max only a half a beat behind.

The two continued to hold each other long after their bodies settled down, in part because of a sudden inability to stand up on their own. Finally John let go and leaned against the wall of the shower still somewhat out of breath.

[We're sticky again.].

"You have a wonderful gift for stating the obvious, Lieutenant." The wall beeped warning John of his daily water quota.

[Come on, let's get cleaned up again and get breakfast.]


The crowd in the mess hall consisted mainly of the night crew trying to put food in their systems before heading off to bed. The cook served them freeze dried scrambled eggs and hash browns that had probably never seen a real potato. They found a clear table and John began to eat. Two bites in he stopped, fork mid way to his mouth. Max had poured catsup over his breakfast and now was sprinkling it with salt. Actually, sprinkling was not an accurate description. Drowning would have been slightly better term. Max looked up.

"What? I like salt. It helps me think. Keeps the synapses firing."

"Not to mention keeping the entire Mars salt mining industry afloat."

"You're not exactly one to be talking. I just watched you put four sugars into that cup of coffee."

John was about to open his mouth to retort when Dr. Chambers slid up to their table.

"Mind if I join you, gentlemen?"

"Not at all, Doctor, if you will explain to my friend here that salt on eggs is not half as bad as five scoops of sugar in your coffee."

"It was only four," John retorted, as if that one extra scoop was a big difference.

Sarah looked back and forth between the two men. Something seemed slightly different but she couldn't quite put her finger on it.

"I've seen how much salt you put on everything, Mr. Eilerson; and if you didn't have such a good system in you, I'd have you on a restricted diet."

John smiled with victory.

"As for you, Mr. Matheson, after watching you suck candy at the last Christmas party, I was tempted to test you for hypoglycemia. I still might at your next physical."

[ooooooooooohhhhhhhhhhh, Physical. Can I watch?]

John coughed and snorted his sip of coffee.

"Are you all right, lieutenant?" Sarah handed him some napkins.

"I'm fine, Doctor. Just swallowed the wrong way," John gave Max a cold glare.

[I'll get you for that.]

[Promises, promises]

Sarah looked back and forth between the two men again. Yep, there was definitely something different, more comfortable. The conversation quickly turned to Earth Force small talk. Ships operations, possible leads, which general was caught in bed with which private.

Sarah finished her breakfast and headed back to med lab. John and Max lingered over their breakfasts both wrapped in their own thoughts. Max spoke first.


"Hum," John looked up from his plate.

"I need to write up a report for the captain. Shouldn't take me more than a couple of hours."


[I'll meet you at your place when I'm done...We can talk.]

[Ok. I'll see you then.]

[Sure. Bye.]

Max cleared his place and made for the safety of his own room. He flopped down in his favorite chair with a sigh and turned to write a simple progress report saying that he hadn't really found anything new, but his mind kept slipping back into the gutter. The more he tried not to think of a pair of dark eyes and lovely hands the more unable to focus he became. 'I'm sleeping with John Matheson,' went through his mind, 'I'm sleeping with the Excalibur's first officer, John Matheson. I'm sleeping with the ship's registered telepath first officer, John Matheson. I am possibly about to start a relationship with the ship's registered telepath first office, John Matheson; and I started it!... Wow, how did that happen?' Max shook his head and went back to writing. It was still hard to focus, every little thing was a distraction. The angle of the screen wasn't quite right, the room was just a little too hot and the hum of the ship's engines seemed a little louder than normal. 'Max, just accept the fact that your hormones are still in overdrive; and your emotions are all screwed up. So write the damn report. The sooner it's done the sooner you can get back to John again.' It took another few minutes of motivational speaking and an almost constant personal dialog of butt-kicking to get the report done.


Max printed out his report, never risking a data crystal ever again, and ran up to slap it on the captain's desk. Ringing the captain's door he entered to find Gideon and Galen in conference about god only knew what.

"Ah, Mr. Eilerson, what can I do for you?"

"Just dropping off this progress report, Captain," He plopped it on the desk and turned to leave.

"Anything important I should know in it, Mr. Eilerson?"

Max cursed. He'd been trying to get out fast.

"No sir, just the usual."

"Will you be presenting anything at the staff meeting tomorrow?"

Max cursed again and began to mentally kick himself. He had managed to forget about the staff meeting completely.

"Possibly, Captain. I'm running some translation algorithms as we speak. In fact, I think they're just about finished," Max knew that sounded lame even to his own ears.

"Well, we wouldn't want them to burn now, would we, Mr. Eilerson," Galen gave a thin smile.

"No, we wouldn't," Max gave the mage a cold look as the frost dripped from his voice.

"Well, then I'll see you at the staff meeting tomorrow. Dismissed."

Max scurried out the door without so much as a backwards glance.

"Galen, did Max seem on edge to you, or was that just me?"

"Yes, indeed, something seems to have gotten to our calm, collected Mr. Eilerson. I wonder what or who it could have been?"


John had returned to his rooms after breakfast and began to engage in the most dangerous activity he new; thinking. This morning he had woken up feeling happy and content. It was a rare feeling in life and had been determined to hold onto it as long as possible. Now his mind was a flurry with questions, answers, and more questions, pacing his room; he couldn't seem to hold still.

'How long does it take to write a report when all you have to report is that you don't have anything to report!' John dropped and did a dozen push-ups. After a dozen his body reminded him it had been a while since Earth Force Basic.

'I need to start working out more. Maybe I can talk Max into coming to the gym with me.' Well, that was the wrong thought to have. Despite all outward appearances, John had something of a dirty mind. No worse than anyone else really, but in a community where your superiors had access to every thought in your head it could be a dangerous thing to have.

John looked at the clock again. Three minutes had passed. Thoughts ran around and around in his head. Questions mainly. 'What to do about Max?' 'What to do with Max?' 'How to hide him from Mr. Jones? ' 'Where is this relationship going?' John stopped. When had he started thinking of this as a relationship? They'd been together what thirteen, fourteen hours now. Hell, Max was the one who started it. And what did Max want with him? He was career military; after this mission was over, he'd go wherever Earth Force sent him. Max would go wherever IPX sent him. How long could this last? When would the conflict of interests start; and what about sex, damn it. Ok, maybe sex was the only thing they weren't going to have a problem with. He wanted to scream. Instead John plopped down in his chair and decided to simply let is his mind wallow in the gutter. And wallow it did. He closed his eyes and simply let the fancies come. He had never actually fantasized about Max. His external personality had cut into the sex appeal, but now he knew it was just that, external. And now his mind had plenty of fodder to work with. Nice hands, decent body, great ass.

His door chimed. He went to open it. Max stood there looking his usual debonair, egocentric self.

"May I speak with you a moment, Lieutenant?" John's heart sank. What had he been expecting for Max to sweep him up in an embrace right there in the hall.

"Certainly, Mr. Eilerson, come in." Max stepped into Johns room hitting the locking mechanism as the door slid closed behind him. The façade quickly fell. His whole body seemed to collapse into itself.

"John," Max paused looking for words, "John I..." Max shook his head he had never been at a loss for words before. Max looked into John's eyes and could feel the pain.

'He thinks I'm going to break this off,' Max had no words. He took the other man's face in his hands much as John had done a few hours before. He wanted John in his mind, wanted to speak without the burden of words like he hadn't wanted anything or anyone in years so he opened the door. John was shocked. He wasn't sure Max truly knew what he was doing. Even at the height of passion telepaths seldom opened themselves up this far and it was the passion itself that blurred out the details of the other's mind. This was practically a marriage proposal by telepathic standards. The union of two minds with nothing to hide the secrets.

[Max, are you sure???]

Max nodded. John slipped in. He had never done this before, at least not with permission.

A part of Max's mind was screaming. 'He is the enemy, he is the corps, don't let him in!' The rest was desperate for the contact with another soul. On the way down he had figured out what he had truly been missing since Mikey had left and that was another mind. He had felt lonely in a crowded room trapped within his own skull. He sighed with the pleasure of release that had been so long withheld. As deep a pleasure as when John had entered him the night before.

John was trying his best to hold his own emotions at bay. There was no going back from here. No secrets. No questions. Or maybe more questions. The archeologist's mind was not half as orderly as he had thought it would be, but John saw it all. Mars, Mikey, the resistance, battle plans, guerrilla raids, victory against earth, IPX, more about computer hacking than he ever wanted to know, loneliness, too proud to ask for company, and the four things he loved. His work, seven moons going into eclipse on a burnt out world. Mr. Kitty, a stray kitten being kicked around by some boys; Max had kicked them around in return. Mikey, tall and lean with a loose jointedness that came from spending your life in lower G; that pain was still raw from loosing him all those years ago. And his wife, Cynthia; A wedding under the stars a dress of imported silks paid for by his first IPX paten bonus. She had never known about Mikey. He did it to protect her, he told himself. John could feel his name was hovering on the end of that list. Not quite there, not quite love yet. It hovered in-between friendship, respect, and lust.

In a moment of pure inspiration, like a window to the future, John saw where this road headed. It was beautiful. It was painful. It was going to involved a lot of mind-blowing sex. John knew the give and take. He held his breath and gave. He opened his mind to show Max everything. Before Max made up his mind to love him he would show all his demons.

Max was surprised at the invitation. He had secrets, but he was sure John had more. How were they going to hide this from Mr. Jones? Max hesitated. He had never expected this. John called him in again. It seemed almost as if it was from a distance. Max stepped in and saw John and saw the Corps. He had heard stories from blips in the resistance. But this wasn't from a blip -- this was from a good little telepath who had always done as he was told and still mostly did. Max tried to look away, but John held his mind. He saw everything. He saw John's parents, what he remembered of them. He had been so young. He saw the tests, the training, the mind washing, obey, 'trust the corps, the corps is mother, the corps is father'... Shadows walking the halls of Psi Corps headquarters, then the war. A girl he was suppose to torture. He didn't; he couldn't. He could have warned them. Yet, he didn't. Bloody gloves. The day he was told he could join Earth Force. Most had hung back. He ran to the head of the line and signed his name by the X. Then Mr. Jones. More tests, more scans, practically rape. Max couldn't let go. He tried to turn away, afraid of the nightmare images, afraid, suddenly, of being to close. He saw every secret and knew no matter what happened now they would always be connected.

John finally let his mind go. Max threw himself back crashing against the door. He sank to the floor. John just stood there. He wanted to run to Max desperately, but knew he couldn't. Max had to take this last step on his own. This was how it would start or end.

For a long while Max sat still on the floor. He was not as tense as he had been, but he still felt like he had just run a marathon. And his head hurt. It was almost verging on a migraine but not quite. And the ship's engines still sounded so damn loud. He had yet to look at John but could feel the younger man's eyes on him. He closed his eyes as John sat down next to him. He didn't need to have eyes to see John anymore. The images were burned into his head. Mirror images of John looking at himself. Images of black gloves and black uniforms. He had known the lieutenant had blood on his hands. He didn't know a telepath above a commercial rating that didn't. Max took a deep breath. He could live with that. He had his own blood. The unknown thing at the Path of Sorrows had forgiven John. He had seen that much. He had been too proud to go to it to ask for forgiveness. He had always been too proud for ask for much of anything. And all John had ever asked for was a chance to be human like everyone else.

One more breath and he opened his eyes. John was looking at him, but his face was impossible to read. Max had locked his mind down again. He felt raw inside. He knew he had to say something before John did. He had started this. All of this, just last night about a million years ago.

"Well, that was a rush." 'Smooth, Max, really smooth,' he kicked himself. 'All those degrees and that's the best you can come up with.' John was trying not to grin at the somewhat ridiculous comment, feeling it would be wholly inappropriate but managed to fail.

"Yes, it was, wasn't it."

Max closed his eyes again and chuckled. He felt John's arms wrap around him. Leaning into John's chest he felt comfortable like he was meant to be there.

"I'm sorry, Max."

"For what?" Max mumbled into fabric.

"For hurting you, I should never have done that."

Max looked up, "I'm fine. Thank you actually. For once I'm walking into something with my eyes open."

John held Max tighter as if to protect him from the future.

"Max, this is the first time I've know my own heart. Always knew other people's but never my own."

"Your heart is worth knowing. Trust me."

John's heart leapt. Max had forgiven him for his past, for his shadows.

"Um... Max, I've never done this before, never been 'involved' with someone. In the Corps they were mother, father, friend, lover, husband, and wife. Earth Force isn't much different. I don't know where to go from here."

"John, I don't have a terribly good track record myself. Just ask Cynthia. The only successful long term relationship I've ever had was with my cat."

"Yes, but could your cat do this?" John leaned down and kissed him. It was like electricity. Max's body took that moment to remember that his recent ordeal had been mental not physical. Max kissed back. Angst could wait for later; right now his body demanded priority. After a long while Max pulled back.

"Let's get somewhere more comfortable before this goes much farther."

"Two good ideas in one day. You're on a roll, Mr. Eilerson."

Max ignored the comment to the best of his ability. The two men found their way to the bedroom their clothes easily lost on the path behind them. Standing at the foot of the bed Max looked the younger man up and down, really looked, as if trying to lock this moment in his mind forever. John's body was lean and trim with smooth skin the color of old ivory. He slipped a hand around John's narrow waist pulling him close. Their skin burned hot against each other. He kissed down one side of John's long neck.

"Damn uniforms," He started kissing up the other side, "always cover the best parts." John shivered as the hot breath caressing his skin. The two melted down into the bed. Max rolled John over onto his back kneeling between his legs. He trailed kisses across the chest pausing at the small dark nipples. He took the hard nubs into his mouth, rolling them with his tongue until John began to gasp and squirm below him.

Smiling, Max gave each one a last lick and kissed his way down watching the muscles of the lieutenants belly ripple under the feather light kisses. Max was an expert teaser. He skipped gently over the most important parts and settled into caressing John's thighs.

"Oh God!"

"Yes," Max looked up attempting an innocent expression.

"Stop teasing!"

"Is that an order, Lieutenant?"


"Too bad I'm a civilian," Max quickly ran the back of his fingers down the length of John's cock. John's hips jumped forward searching for some relief. Max, to felt himself, growing with anticipation. Even with just the light link they now shared, the sensations were exquisite. He gently took the tip of the lovely cock before him into his mouth. He sucked the precum from it, making John shiver and bury his face in the pillow. Sweat glistened all over his body giving him an almost unrealistic shimmer like a mirage ready to disappear into the desert. John's organ was nearly purple; the veins throbbing hard under the dim lights of the room. John wanted release, yet part of him wanted to stay in this state forever. Finally, one side won out.

"Max! Please!" He groaned between breaths "Please, I want you in me!"

Max stopped in a state of shock at the request. He knew the lieutenant had always been on the giving end. Never receiving.

"John, are you sure?"

John nodded not sure he was capable of speech.

"Ok, I'll go slow. We really could use some sort of lube."

John pointed to the small table. Max scurried over and opened the drawer. He found a jar of something slick and sweet smelling.

"Roll over, John."

John shook his head,

"I want to see you."

Max understood. Kneeling between the other mans legs, he placed them on his shoulders. He rubbed the contents of the jar slowly around John's tight hole. At every touch both cocks twitched and jumped begging for release. Max slowly put in one finger, then another. John let out a long contented sigh. As a Telepath he had only felt this by proxy, but now it was real and incredible. Max knew he wasn't going to be able to hold out much longer and knew John wouldn't either.

"Are you ready, John?"

John nodded again. Max shifted a little and positioned himself at the virgin hole. With a gentle push he broached the last barrier. John gave a guttural groan. With another lover Max might have been worried, but he knew every feeling in John's mind. What he felt was pure pleasure. John was small and tight but trying hard to relax. Max was shocked for a second time. 'He trusts me not to hurt him,' he thought amazed at the realization. An inch at a time Max buried himself completely into his new lover. To John it was an eternity; to Max it was a moment. It didn't really matter since time had ceased to have meaning long before. Max stopped and held there taking a moment to revel in the feeling of John hot and tight around him, and to thank the gods of sex that had just appeared in his personal pantheon.

It wasn't long however before nature took over. John was on the verge of tears. His cock was throbbing like it never had before. He looked at Max. Words would not form in his mind only feelings of desire and desperation. He flung these wildly at his lover knowing Max would get the message. Pulling out then driving in with far more force than before he awoke John's innermost regions to an unknown fire. He had held back so long it seemed almost impossible to let go. Driving harder and harder, desperately seeking the inevitable end, he took John's cock in one hand. He felt the lieutenant thrusting alternately into his hand and onto his cock. With a flash both minds opened completely. John came with a great burst into Max's hand and onto himself. Max came with a force so strong he thought he might pass out, leaving his hot essence deep inside his love. He heard John cry out, but wasn't sure if he was hearing with his ears or his head. The last coherent rational part of his mind hoped it was with his head; because if it wasn't, they could have been heard on the bridge.


John was propped up on one elbow looking down at the still sleeping figure of Max Eilerson. His face was relaxed in sleep, the lines smoothed out; and the pinched expression nowhere in sight. The sleep was light, and Max soon opened his eyes to find John still gazing at him a smile on his lips.

"Max, do you always fall asleep right after sex?"

Max blushed slightly, "It's a bad habit, what can I say." Max stretched his long frame hearing even more things pop and snaps than that morning. "So who do we tell first?"

John was a little startled. He figured Max would want to keep this quiet for at least a while.

"I don't think we really need to tell anyone."

"Why not?" Max sat up a little to face John better.

"Well, the way I figure is Galen, being something of a snoop will figure it out..."

"...and tell the captain..."

"...who will come to us for conformation, and we won't really be able to deny it."

"Then the captain will tell Dr. Chambers."

"Who will tell Dureena."

"Who will tell Trace."

"Who will tell the rest of the ship."

The two men looked at each other. It would have been comical if it wasn't so true.

"Tell you what, Max, let's just stay in bed and worry about it tomorrow."

"Lieutenant, I think that's one of the better ideas you've had all day."

John kissed Max lightly on the forehead, then the lips. Burrowing down into the blankets two men, who were once the loneliest on the Excalibur simply held each other until morning.

~ End of Story II ~

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