I've Got A Crush On You


Maxwell Smart found himself alone in his kitchen.

Of course, when Max was in his kitchen he was almost always alone. That was the nature of his life as a spy. CONTROL discouraged him from inviting strangers into his apartment and even discouraged establishing many relationships with people outside of the organization. So the only other person who was really ever in his kitchen was 99.

Right now, however, 99 was in his living room, sitting quite cozily next to Rex Savage. The rat.

Max wondered, as he fought with the oven door, checking on a baked chicken dish that was to be served as the main course, how he wound up cooking in his kitchen in a servant's tuxedo while 99 was seducing a dangerous KAOS agent in his living room.

Of course, Max was glad that if 99 was to be seducing a dangerous KAOS agent at all, that she would be doing it in his apartment. At least here Max could keep an eye on the two of them.

But on the whole, Max would rather be the one sitting next to 99 on his couch than the one serving her and her intimate supper date their midnight meal.

Rex had arrived only a few minutes before, but he wasted no time in pouring the champagne or pursuing 99 to the couch where he towered over her leaning figure.

Max closed the door to the oven when he heard the conversation resume in the living room. He walked over to the entrance and began to listen intently.

"Melissa," he heard Savage begin.

"Hmm?" was 99's murmured reply. The noise sent daggers to his chest.

"Ever since I met you there's only one thing I'm… able to think about." Max scowled and looked around the kitchen for his dinner gong. He found it just in time to hear 99 ask:

"What's that, Rex?"

When there was no reply, Max stormed out of the kitchen. He rounded the corner to see 99 and Rex leaning in for a kiss. He strode over to the point directly behind them and hit his gong forcefully.

Rex and 99 jumped at the sound, each of them reaching for their ears in an effort to lessen the ringing in them. Max leaned forward, glad at his success at keeping Rex from going too far with 99, and said smugly, "Five minutes to dinner!"

With that, Max turned on his heels and stormed back into the kitchen.

Max knew he was jealous. He didn't like admitting it to himself, but he knew that seeing 99 with Rex was driving him insane.

It was only natural that he should be jealous, he tried to convince himself. So would any man who saw a beautiful woman occupied by someone else. But no, this jealousy was much deeper than simple, natural, animalistic impulses.

Max had found 99 attractive from the first time he saw her. She had waltzed up to him in that chauffeur's uniform and captured his attention with her long, beautiful legs and her wide blue eyes. She was so beautiful that Max couldn't help himself from trying to kiss her when she took off her hat and flipped back her hair. Unfortunately, Fang had interrupted them, though it was probably best that he had. They did have important work to do, after all.

Max had long heard around the halls of CONTROL that 99 was the most beautiful spy they had, but never would he have believed her to be as beautiful as she was. He had also heard that she was one of the best agents they had. It was the second of those rumors that always made Max the most nervous. After all, Max always wanted to be the best agent at CONTROL. But when he finally had the chance to work with her, Max knew that 99 deserved every good word whispered among their fellow spies.

It came as a great surprise to the both of them, however, when the chief decided that they worked best as a team. Ever since, Max had the pleasure of working closely with 99. And though it wasn't working out so great for Max right this moment, overall, the two of them had become very good friends, and a good friend had been just what Max needed.

Now the problem was that, as much as Max cherished 99's friendship, he knew he wanted much more from her.

The thought that voiced his deep desire for her first burned in his mind after a particularly grueling case involving the infamous Herr Bunny. In a last ditch effort to escape, or at least take some small revenge on CONTROL, Herr Bunny had threatened to shoot either Max or 99. The two of them fought, neither wanting the other to sacrifice themselves. But when 99 jumped in front of him as Bunny began to pull the trigger, Max felt a panic he had rarely felt before. He shoved her out of the way, much more forcefully than he would ever purposely treat her, and prepared for almost certain death.

He felt something hit his forehead, but with his eyes closed he had little time to register what had happened. "Oh, Max," he heard 99 exclaim softly. He opened his eyes and realized that nothing more than a child's dart was stuck to his forehead. Relief flooded his body and he turned to look at 99, embarrassed. A warmth radiated from his chest when he saw that she was alright. And it was then that he knew.

He was falling in love with 99.

It was a slow fall, gradual, but it was happening nonetheless.

This posed a major problem for Max. He knew CONTROL's policy on agents dating each other. He also knew that it could be a serious strain on their working relationship and that the one thing the chief would never tolerate was a problem with his most successful team.

So Max tried to ignore it at first. He told himself that it was simply an infatuation. 99 was beautiful, but that was it. Sure, she was sweet and kind and affectionate, but that didn't mean she was right for him.

Conversely, it didn't mean he was right for her. He was bungler. She was a goddess. And though Max liked to think of himself as suave and irresistible, he knew that 99 could pick and choose whoever (or was it whomever?) she liked. So he tried to ignore it and instead, focused on their blossoming friendship.

When 99 asked him if he'd like to spend their day off together, Max agreed, glad to have a friend with whom he could spend the day. They had lunch and then went out to walk around the shops in the business district.

"Look, Max, an art gallery!" 99 had said, tugging on his arm. "Oh, please, can we go in? I just love looking at all the paintings." Unable to deny her, he agreed.

They walked through the gallery, looking at all the works for sale, and noticed a man offering to paint portraits. "99, look." Max said to her.

"Oh, Max, how fun!" she replied.

"Why don't you try it, 99?" he asked.

"I don't know, Max. I wouldn't have any place to hang it," she demurred.

"I'll take it, 99. And then you can come over and look at it any time you want," he offered.

So she agreed, and Max assured himself that he wasn't interested in the painting for himself, but only because 99 wanted to be painted. She even offered to pay for half of the painting, so surely there was no ulterior motive in Max's actions. And it just worked out that the artist thought to paint 99 with a phone nearby – Max needed a new hiding place for his other secret telephone line. And it was also happenstance that his other secret line was routed into his bedroom.

Maybe it was going to sleep every night looking at her picture that caused Max to deviate from his plan of ignoring his feelings for 99. But whatever it was, when he blundered and accidentally froze 99 with the immobilo, he just had to kiss her soft, warm cheek.

That was all he had intended to do. He wanted to feel close to her, if only for a stolen, blissful second. When he pulled away, however, he felt empty. So he glanced around to make sure no one would witness the liberties he was about to take, tilted her head, pressed his lips to hers, and stuck himself with the immobilo. It must have been the softness of her cheek or the smell of her perfume or the smile frozen on her face that caused Max to lose his head. He didn't think about the fact that everyone would wake up before him. He only knew that he wanted to stay frozen, kissing 99.

When Max awoke, he opened his eyes to see 99 standing before him, but from a more appropriate distance. He pulled back, un-puckering his lips and blinking. It was then that his eyes met 99's.

"What on earth are you doing, Max?" he heard the chief say. Looking around the room, he found that its other occupants had gathered around he and 99.

"Yes, well, Chief," Max began, "I was testing my immunity."

"While kissing 99?"

"You see, Chief, I figured it would be the most pleasant way to wake up." He glanced at 99 and the distance between them. "Obviously, I figured wrong," he added as an afterthought.

"Why don't you just give me the ring, Max?" the chief said. Max looked back at the chief and consented. He handed over the ring, careful to avoid the pin that contained the immobilo, and hurried out of the room before 99 had a chance to stop him.

But, of course, she came running after him.

"Max!" he heard her call. Embarrassed, he continued on down the hall and called over his shoulder:

"99, I'm sorry I can't talk to you right now–"

"Max, please, stop," she said, finally catching him just as they exited the building, and placed a hand on his arm. He swallowed and looked at her.

"Look, 99, I'm sorry. I shouldn't have done it. It won't happen again," he said simply.

"I didn't know you saw me like that," she replied quietly after a beat.

"Are you kidding, 99?" Max started. "You're the prettiest spy I know!" She blushed.

"Thank you, Max," she answered, her hand still resting on his arm. "You're pretty handsome yourself."

"Well, I know that," Max stated. "But I shouldn't have done it. I'm sorry, 99."

"It's okay, Max," she reassured him. "Just make sure I'm awake next time," she teased, turning and walking away before he could respond.

After that day, Max was heartily ashamed of himself. He was supposed to be getting over 99. So when Tanya Lupescu arrived in town and was ordered to stay at his apartment, Max thought it would do him some good to try and get his mind off of 99. To Max's surprise, however, 99 was unhappy with the attention he was paying to Tanya. It was obvious, even to Max, that she was jealous. And when the mission was over, it was 99 who stayed.

So it was all too tempting, when Tanya left and Max was alone once more with 99, for him to resist.

"99," he began as he started to drive away from the airport after seeing Tanya off, "I've got these tickets to this concert Thursday night and I was wondering if you'd like to join me." He felt her looking at him as he drove, but he couldn't quite bring himself to meet her gaze.

"I'd love to, Max," she said with a smile. He finally looked at her and smiled back.

"I thought maybe we could go out to dinner first," he added happily.

"That sounds wonderful," she softly answered.

So Max had anxiously prepared the rest of that week for their night out. But when Wednesday night came and he and 99 were working on some strategizing in his apartment, he had to confess that he wasn't happy with the shoes he had picked out for the following evening. 99, ever helpful, offered to look at his outfit and help him pick out his shoes. But in the end, she wasn't happy with his shoe collection either. She told him what to look for and the next morning he went out in search of a new pair. He couldn't find what he had wanted, unfortunately, but wouldn't let that drag him down. Everything pointed to a wonderful evening spent in 99's company.

That is, until his aunt and uncle arrived and he discovered that he had stumbled upon KAOS' new spy ring. Their evening had been ruined. And what was worse was that 99 had to spend it cleaning his apartment. The next day at CONTROL headquarters, the first thing Max did was go to her office and knock nervously on her door.

"Come in," he heard her call. He opened the door slowly and walked inside almost guiltily.

"Hello, 99."

"Oh, hi, Max," she replied, looking up from her desk. "I hear congratulations are in order. You found the KAOS spy ring."

"About that," he started, walking closer to her, "I'm sorry about last night. If I had known Aunt Bertha was going to make you clean the whole apartment–"

"Don't worry about it, Max," she smiled. "I know you didn't mean for it to happen. I just would have much preferred dinner and a concert instead."

"Well, we can still go," he said. "I could call the concert hall and see if they have any tickets for tonight. That is, unless you've got other plans," he added, voicing his fears.

"That sounds wonderful. I don't have any other plans," she reassured him.

So Max bought two more tickets, made dinner reservations, and made his excuses to his aunt and uncle, claiming that he had made these plans weeks in advance and that there was no way he could cancel them. When he knocked on the door to 99's apartment later that evening, he felt more nervous than he had in years.

99 looked stunning, opting out of the beautiful white gown she had worn the night before (probably stained with cleaning fluids), and instead sporting an elegant blue gown and matching earrings. Max was speechless for a moment, but when she smiled at him, he relaxed and felt at home in her company.

They talked over dinner about things they had never had the chance to say. Max talked about his family, how he was recruited by CONTROL, and his experiences in the army. 99 likewise told how she came to be a CONTROL agent, about her college experiences, and about spy school. They talked and talked and lamented over the lateness of the hour when they found that if they didn't leave the restaurant they would be late for the concert.

It was crowded inside the concert hall, so Max took 99's hand and led her through the throng of people to their seats. They sat just as the lights began to dim, and 99 showed her excitement by latching on to his arm. Consequently, Max found himself unable to focus on the music, but instead focused on the warmth from her body and her steady, even breathing.

When intermission came, Max was afraid he would lose the comfort of her arm around his. To his delight, when they sat back down, 99 once again grabbed hold of him. Max heard almost nothing of the concert.

At the door to 99's apartment, Max felt just like a teenager again.

"I had a marvelous time, Max. Thank you," 99 said softly.

"Anytime, 99," he replied with a smile.

"I hope you have a good time with your aunt and uncle this weekend," she returned.

"I can't wait for them to go home," he confided. "I can't even remember what cover story I gave them," he finished with a roll of his eyes.

"You'll work it out, Max. You always do."

Then, before he lost his nerve, Max leaned forward and pressed his lips to hers. She was startled for a moment, but soon reacted and began to move her mouth against his. Max wrapped his arms around her and pulled her closer to him.

When they finally parted, 99 was the one to break the silence.

"Goodnight, Max."

"Goodnight, 99," he answered, and watched as she turned and entered her apartment.

99's kiss had left Max giddy for days on end. Every day he got to see her he was reminded of that quiet, intimate moment. Max's chest threatened to burst with happiness when he recalled her soft lips pressed to his.

Unfortunately, the following Monday, things began to get very hectic at CONTROL. With the agents behind the iron curtain in dire need of a paycheck, Max found himself attached to a briefcase and, though it saved 99 the trouble, he was forced to deliver the money himself. By the time they returned home, there was a string of murders made to look like the victims were killed by vampires, and they had to go undercover to catch the perpetrator. Immediately following that escapade, Max was assigned the duty of protecting an Arab prince. As a result, Max had very little time alone with 99.

Of course, they made the most of the time they had, stealing kisses on the train after the case was solved, or in the bedroom in Dr. Drago's house before they began their work. They were all brief kisses. 99 would come up and grab his hand or kiss his cheek and Max would look at her in reply before leaning in to meet her lips with his. And though they didn't really have any time to talk about it, their kisses spoke for them, saying, "This is nice. Let's keep it going."

So when Max was given an assignment to do surveillance on the sinister arm of KAOS threatening the nation's capital one Thursday night, he was glad when 99 offered to come along. They easily planted the bug disguised as an ice cube, and quickly retreated to a safe, secure room nearby. Once there, they began their wait for the KAOS meeting to resume.

"I feel like I haven't really seen you since that night we went to the concert, Max," 99 began with a blush.

"Yes, I know, 99," he replied. "Things have been really busy at CONTROL lately."

"I had so much fun that night. We really should do it again."

"I think there's a concert Saturday night if you'd like to go," Max offered, a glimmer of hope in his voice.

"Oh, I'd love to!" 99 responded.

"Should I pick you up at the same time?" he asked.

"Sure," she answered.

"Okay," he said as they settled into an uncomfortable silence. After a second Max said, "This is the part I hate, the waiting."

"They'll be back before you know it, Max," 99 said reassuringly.

"Thanks for coming along with me tonight," he added, looking at her.

"Anytime, Max."

And then, just like all the times before, they leaned forward at the same moment and captured one another's lips in a gentle kiss. This kiss, however, wasn't rushed. Max slowly moved his mouth against hers, savoring the taste of her lips. She responded, causing him to wrap his arms around her and pull her closer.

Just at that second, they heard the KAOS agents' return through their earpieces.

"Max, the meeting's starting," 99 said after they broke apart.

"Shh… 99, listen," Max replied as they turned to the tape recorder and started to eavesdrop.

The resulting conversation caused the chief to assign Max as a double agent to the very sinister arm of KAOS he was trying to destroy. And no matter what he said, Max couldn't convince the chief to let them tell 99 what he was doing. Instead, Max was forced to hurt 99 by telling her that he was not only standing her up, but he was spending time with another girl.

The pain he saw in 99's eyes when he told her he was seeing someone else was something he was not likely to forget. Max felt like a heel lying to her like that. But Max couldn't disobey orders. It was vital to his mission that he convince 99 that he was turning rotten.

And, naturally, she would pick the worst possible moment to confront him about it. If she had approached him at home or alone in his office Max wouldn't have been able to lie to her any longer. But when she arrived in the bar where Max was drinking away his money, Max had to hurt her in order to convince the KAOS agent who was watching him nearby. She refused to be angry, but instead, walked out distressed.

Upon hearing his shoe ring, Max assumed it was 99. At least, it seemed, he had a chance to apologize. Unfortunately, it wasn't 99 on the other end of the phone; it was the chief. And before he knew it, Max's cover was blown and with 99's help, he broke the spy ring.

If that last assignment had taught Max anything, it was that dating 99 while working with her was tough. At any moment, there could be another assignment that forced him to hurt her again. And not only would it hurt her, it would hurt him, too. He had hated the look on her face when he had lashed out at her. And Max refused to put the both of them through that again.

So the next time 99 enthusiastically hinted at a night out at the concert, Max suggested that they go Dutch and that rather than him picking her up, she should take the cab ride to his apartment. He also stopped leaning forward to meet her lips in a kiss.

Max could tell that 99 was puzzled by his sudden change. But he could also tell she wasn't fooled. It was his hands that gave it away, his jealousy when it was suggested that she seduce Rex Savage. He still reached for her hand, for the small of her back as they passed from room to room, for her arm when she needed a steadying force. He still gravitated toward her when Rex neared, staying close by in order to protect her as best he could.

Though 99 could see through his façade, she seemed happy to play his game for the moment. Max was relieved that she didn't pressure him to return to the way things were. For the time being, their feelings were abated.

So Max was happy to pretend, as best he could, that he and 99 were nothing more than good friends.

Rex Savage in the other room, however, was making it a bit difficult for Max to pretend he felt nothing for 99.

"I thought we were going to be alone tonight," the rat said as Max strode back into the kitchen.

"Oh, uh, Maxwell?" 99 began. "Uh, he's just here to serve supper. After that, I assure you, we'll be quite alone." Max scowled as he listened to her response. As if he would leave after supper was served. He wouldn't leave her alone with him for anything in the world.

"I hope that this will be the first of many midnight suppers, my dear," Rex responded. Max felt his anger bubbling up inside him.

"So do I, Rex." Max tensed as he heard a pause in the conversation. After a beat, however, Rex began again:

"As I was saying…"


There it was again, 99's soft murmur that set Max's heart ablaze. He tightened his grip on the dinner gong.

"The only thing that I have been able to think about all day is…"

And with that, Max momentarily gave up all pretense of feeling nothing for 99.

A/N: I think I'm an angst junkie.

As I read back over my past fics, I see a healthy dose of angst in everything. So forgive me. I understand that Get Smart is not exactly the best outlet for angsty fics. And I'll try to dial it back, but I'll state my purpose and perhaps that will make it all worthwhile.

In reality, the proposal in Season 4 was a "jump the shark" moment. It was never something with which the original creators would have agreed. It was just a ploy to up the ratings. So it didn't have to seem realistic in the sense that it didn't have to have a big lead up. There were always hints from the very first episode that there was a real sexual tension between Max and 99, but how did that tension get to the point where Max felt convicted to tell 99 that he loved her?

Of course, now as I type this, I realize that the show missed a great opportunity by jumping over the dating/courtship phase. It could have been a great season or two of potentially funny situations. But maybe television wasn't ready for that yet. Who knows?

Anyway, my purpose, then, is to try and weave together the rather non-cohesive moments of the episodes in the series to paint a picture that has Max falling in love with 99 by Season 4. And I'll finish out the series once I get there, explaining as best I can how Max became excited about the prospect of children, etc.

So please forgive any excessive angst. I hope it didn't lessen your enjoyment and that I managed to get a chuckle or two in somewhere.

And, as always, reviews are more than welcome. Thanks for reading!