Author: Linda

Email:

Rating: R (*Warning*)

Disclaimer: I don't own the characters, I'm just borrowing them for a little bit. I promise to return them just the way I got them. My fanfic takes place the day BEFORE Michael "abducts" Maria. I am adding time to the original story, to fit a scene I think should have happened after Max answered Kyle's question # 8 at the Crashdown last week.

The Answer to Question #8 Part One

Liz glanced over at the table in the corner of the Crashdown. She couldn't stop worrying what it was that Max and Kyle were talking about. Oh, she knew that they all had the questions to ask each other, but Kyle was smiling too much, getting too much pleasure out of it. That usually meant he was badgering Max.

Isabel cleared her throat.

Liz sighed and turned back to her own homework assignment. She gave Isabel as smile and looked down at her own notes. "Okay... umh.. what's your favorite flavor ice cream?" Liz asked glancing up from her notes and looking at Isabel.

Isabel tilted her head sideways and pursed her lips. "Double Fudge Chocolate Brownie," she stated and flipped her hair back, trying to look totally uncaring and bored with the assignment.

Liz smiled more as she watched what she thought of as the "Isabel attitude" look. She knew that Maria was half scared-half disgusted with Isabel and her cold attitude, but Liz had a theory. She knew that if Isabel ever knew about her theory, she would be pissed, but Liz still believe it whole-heartedly.

Liz did not believe that Isabel was as cold and uncaring as she made herself out to be. She had a theory as to why Isabel was always so sarcastic and mean to everyone but her brother Max. She didn't want anyone getting too close. Max hid behind his aloofness, and even though it only attracted all the girls in their class toward him more, with his mysterious brooding eyes, he was hard to approach.

But with Isabel, she did the opposite to keep people at bay. It was why she was friends with the most popular and shallow girls. Isabel could have all the fun she wanted, partying, dressing up, dating the cute, popular guys and be looked up and normal. But at the same time, she didn't have to worry that she would be asked to share her thoughts and feelings like you would have to do with a real friend. Friends like Liz and Maria were to each other. Isabel was terrified of getting close to anyone other than her brother, and sometimes Michael. So she kept everyone at bay with her biting sarcasm.

"Earth to science girl," Isabel interrupted her thoughts.

"Oh, sorry." Liz smiled again and pushed a piece of hair behind her ear.

"What's your favorite flavor?" Isabel asked.

"Oh.. Vanilla." Liz answered as her eyes were once again drawn over to the table in the corner.

Liz wondered what Kyle and Max were talking about. It was hard to tell, since Kyle had a smirky kind of smile, and Max always kept his face so straight and serious.

Max was so afraid to let anyone see any emotion. Like it would let others into his thoughts or feelings or something. That side of Max confused her, yet she understood it too. She understood why he kept himself aloof the way Isabel did the opposite. But she couldn't help but wonder if the reason Max had avoided several chances to kiss her was because he was always cautious, and planned before he acted,( the scientist in her of course loved that about him), but his control was amazing.

She wondered if he was just not as attracted to her as she was to him, or was he just interested in a sexual way, but not really in a way that was worth taking the chance. Liz thought of herself as pretty in control, and always having a plan before she did anything, so how come whenever she saw Max, or even thought about him, she lost all rational thought. Max didn't seem to have that problem. Liz sighed.

"Your favorite flavor is VANILLA?" Isabel asked in disgust. Liz tried focusing on her assignment with Isabel again, and nodded. Here she was, thinking about Max as usual, when his thoughts were probably 100 thousand miles from hers.

"What was the best thing that ever happened to you?" Kyle asked Max. Max's eyes, of their own will, glanced to where Liz was sitting, talking to his sister and nodding. He quickly pulled his eyes back before Kyle noticed, and looked down at the table, cleared his throat and shrugged.

"Getting adopted I guess," He replied in his low voice.

"I think I'm going to shed a tear." Kyle's sarcasm lashed at Max.

Max ignored it, understanding that Kyle was hurt and trying to hurt Max for Liz's breaking up with him. Max knew that if Liz was ever his girl, and she decided she didn't want to be with him anymore, and saw her looking at someone else, he'd be dying too. So he did understand where Kyle was coming from, and he did feel bad, but not bad enough to be sorry Liz wasn't dating Kyle anymore. It lightened his own heart to know she was not with Kyle. Although he had no right to wish her to be lonely, when he was not going to do anything about her loneliness.

Liz looked over again at the corner table and Isabel sighed and rolled her eyes. "Why don't you go offer them some ketchup or something," she suggested, holding out the bottle.

Liz looked at the ketchup bottle and grabbed it and jumped up. Any excuse to get over there.

"Just thought I would bring you guys some ketchup. How's it going?" she asked and nervously wiped her hands on her jeans after she put the ketchup down on the table between them.

Max looked up first. "Good," he nodded.

"Great, in fact I'm glad you're here, Liz." Kyle started. Liz didn't like the look in Kyle's eyes. She swallowed and tried to act casual.

"I was just about to ask Max here, question # 8. Have you ever been in love?"

Liz held her breath, she couldn't believe Kyle would ask that with her standing there.. but then, it made perfect sense. Liz wanted to bolt, but stood there like a statue.

Max froze too, and then slowly let out his breath. His quick half glance at Liz under lowered lashes turned back to Kyle as Kyle asked again.

"How about it Evans?"

Great! Max thought, Score a big one for Kyle. He knew just how to hurt Liz and himself. You had to give Kyle credit for his persistence. There was no way that Max was going to admit his love for Liz, for the first time, in front of her ex-boyfriend!

He had thought of many ways he would one day tell her. If he ever did. And not one of them was while Liz was standing over them all uncomfortable, and tense as a pole, and Kyle across from him manipulating everything and grinning evilly at them. If Max ever admitted his feelings to Liz, it would be only to Liz. And it would be in a special place. So he put his head down, knowing that Kyle had won this round, and that Liz would be hurt, and he answered the only way he could.

"No."

He felt the breath leave Liz and then she straightened even more if possible and clearing her throat she looked quietly at Kyle.

"Can I go back to my seat now, Kyle?" Liz asked with a calmness to her voice.

Kyle watched her eyes, and when he saw what he was hoping for, the same hurt in Liz's eyes that she had put in his, he smiled and shrugged.

Liz walked off and went back to Isabel. Isabel had heard the whole thing, with her sensitive hearing and was furious with Kyle, and Max, too. If Max had stopped being so "Max" and pig-headed and stubborn, and admitted his feelings to Liz before now, Liz would not be sitting here wounded. Her face was so readable. Even Isabel felt bad for Liz.

Isabel didn't let anyone know, but she liked Liz. Liz was a good, loyal friend, and she made Max happy. At least she could, if her stubborn brother would let her. Isabel was Max's twin, and they shared a bond with that, and their secret, but Liz and Max had a bond, a connection that Isabel couldn't touch, and didn't want to. Secretly, she hoped that it would work for Max, now that she got to know Liz better. She hoped that Max and Liz making it work, would prove to her that someday she too might be able to find someone who would actually know all about her and still love her.. accept her, the way Liz did Max.

When Liz saw Isabel's look, she straightened her spine. No one was going to feel pity for Liz Parker! She had known that Max didn't love her. That he was only infatuated with her, cause she was the first girl he had noticed so long ago. So why was she so hurt about his response? She shouldn't be ... but she was ... she kept hearing... No ... no...no ... no ... playing over and over in her ears. She swallowed and lifted her head and she went back to asking Isabel questions, and her eyes dared Isabel to say anything.

Max was miserable. He had seen the look in Liz's eyes and it had killed him to know he had put it there. And he wanted to smash Kyle in the face. Even though Max understood the motivation behind why Kyle was always trying to torture him, he could live with that, but when Kyle turned his hate on Liz, and hurt her, Max's patience ended. He needed to get away for a minute or he was going to loose his usual total control and punch Kyle. He got up and went to the bathroom. Once in the bathroom, he again beat up on one of the stalls. This was becoming a habit for such a usually controlled guy. Michael would have loved to see this.

Some 'friends' of Isabel's called her over to their table for a minute and this left Liz trying to look everywhere but where Kyle was smugly staring at her.

When he got up and came toward her she held her breath. She guessed she had this coming.... for hurting Kyle. She had really been sorry for hurting him, but the more mean he got toward Max and now herself, the less she could feel sorry for him. Right now she wanted to just curl up and die rather than hear what Kyle had to say ... he knew she was hurting.

"Well, now you know how it feels, Liz, to be so in love with someone, and find out that they don't love you back," Kyle said bitterly. "And don't even try to pretend you don't love Evans." Kyle smiled meanly. He knew he had hurt her good.

Liz looked up into his eyes finally and looked sad. Kyle was thrown off by her look. He had expected tears or more suffering in her eyes. He wanted to feel good, to feel good knowing that Liz was hurting as much as he was.

"No, Kyle, I won't try to tell you that I don't love Max. You knew that. And you wanted to see me hurt when he told me in front of you that he didn't love me back. But you know what, Kyle? That doesn't make you and I in the same situation. You don't know what love is, Kyle. You THINK you love me, but what I feel for Max ... it doesn't have anything to do with how he feels about me or doesn't. My love doesn't stop, or get vengeful because he doesn't feel the same way. I could never imagine wanting to see hurt in Max's eyes, the way you enjoyed seeing in mine today," she finished softly and walked out.

Kyle just stared after her in shock. Well, Valenti, he told himself, you got what you wanted. You hurt Liz more than you could have hoped. He turned around to go back to his table and stopped short when he saw Max standing not too far away, knowing from the look in Max's eyes that he had heard everything Kyle and Liz had said.

Kyle held his breath, for he could have sworn that the look in Max's eyes meant he was going to kill him. Then Max walked on past him and out the door of the cafe.

Isabel got home about an hour after Max had left the crashdown. She was surprised to see him stretched out on his bed when she passed by to go to her room.

"Didn't you go after Liz?" She asked incredulously. She knew Max was stubborn, but to let Liz go off alone after what she had told Kyle! Isabel had heard the whole thing too, and had seen Liz in a whole new light. She had thought for sure when Max had left the Crashdown right after Liz, that he had gone after her.

"Go away, Is," Max said, not moving from his stretched out position on the bed, with his arm over his eyes.

He sighed when as usual she didn't listen, and paced in front of him. "I don't understand you, Max. Why didn't you go after Liz... I mean.. after what she said..." Isabel looked perplexed.

Max lifted his hand off his eyes and sat up. Isabel was standing over him with her hands on her hips. Kinda like last week, when Liz' grandmother was dying. Again he asked her the same thing.

"What do you want from me, Is? You're the one who one minute is telling me to stay away from her, that I will endanger all of us if I don't, and then you tell me to go to her," he said in a confused and frustrated tone as he raked a hand through dark hair.

Isabel took pity on her brother who looked as miserable as Liz had earlier. She sat on the edge of the bed and sighed.

"Look, maybe Michael and I were wrong. Here we are so worried that we might do something to get too much attention, to look different, not normal, and then we expect you to stay away from the only girl you've ever loved or wanted. How normal does that make you look? Heck, even Mom and Dad are starting to wonder why you don't date, or even go out on weekends."

Isabel saw she had Max's attention and continued. "You happen to be lucky enough to not only love a special kind of girl, but one who now knows everything, and not only didn't freak out, but loves you back. Go after her, Max. You owe it to both of you," Isabel said quietly.

Max just stared at Isabel. Go to Liz. Go to Liz. He was actually hearing his sister say that to him, and to admit she was wrong. And yet... why didn't he just jump up and do exactly what he had always wanted to do? Because he was scared.

Isabel saw the fear in Max's eyes, and knew what he was feeling. To finally have the approval to go after his heart's desire was frightening. Isabel realized that by Michael and her nagging Max about not getting close to Liz, they had also allowed a protection for him. He used it when he wanted to. He could see Liz, talk with her, and dream about her, but when he got too close, he could pull back with the knowledge that Michael and Isabel didn't think it was a good idea, and it was their lives at stake, too.

Isabel knew Max had to work this out himself. Having never dated before, or spent time with a girl for any length of time, other than lately with Liz, Max needed time to figure out how to approach Liz.

"If you need advice, brother, I'll be in my room getting ready for a date." She smiled and breezed out the way she had come in.

Max tossed and turned and couldn't sleep. He had been thinking about today, and what Liz had said to Kyle. She deserved to know that Max did love her. That she wasn't alone and didn't have to hurt or feel rejected. But he didn't know how to go to her. Max didn't know what to say, or how to say it. When it came to Liz, he was much too honest, or just didn't say anything. He figured he needed to be somewhere in-between to talk to her. To explain things. He was afraid he would hurt her himself. He didn't know how to make a girl happy. Or what pleased one. He had heard enough guys who were experienced with girls and their moods, say they didn't understand what they wanted ... how was HE to know what Liz would want and not want from him?

He sighed. And should he go to her? Should he admit his love? If he did, nothing would be the same. He knew he couldn't be casual with Liz ... anymore than she could be casual with him. If they crossed the line and admitted their feelings to each other, there was no going back. Did he want that? Did he want to leave his safe cocoon? He could still hurt Liz.

Isabel and Michael were not the only reason he'd stayed away from her all these years. He truly did believe she could be in danger if Michael, Isabel and himself were ever found out. Or he could hurt her by getting close and then he could leave ... they were looking into their past, and Michael's visions were definitely leading toward something. What if it led to them going home?

Home. Wasn't this home? Max was confused. He wanted to know his past, and the past of his people. He wanted to know where he came from, and if there were more of them out there. What else was there to know about themselves and their powers and what did they yet have to go through as aliens? It could hurt Liz even more if he had a chance to find out.. and had to leave her behind.

He suddenly got a flash of Liz tossing and turning in her bed, and of an image of her little T-shirt and underwear she had on. He groaned and put his face in his hands. No! Not now! Ever since he had connected with Liz that day he had saved her, he had started to see images of Liz at different times, all without his planning it. He never knew when the flash of her would happen. He could see her turn over, groan, and then he saw her tears. Tears!

Max jumped up. He could feel Liz's pain now. He had done this! He had already brought her pain and hurt.

Forgetting everything else, he jumped into his jeans and threw on a T-shirt, and climbed out his window.

Liz wiped her eyes and berated herself. Grow up Liz! She demanded of herself. Practice what you preached to Kyle today. You can love without being loved in return. Yeah, she could love all right. and hurt. Just because she didn't hate Max for not loving her, didn't mean she couldn't hurt anyway.

She ached for him. So many times lately, since they had connected, she had had an ache for his touch or his nearness. A touch beyond the sexual urges that are normal when two people are physically attracted to each other. She truly ached! It scared her. She had not shared this with anyone, not even Maria. She was afraid Maria would think her crazy.

There were times when Liz had to see Max, or just touch him lightly, or she would ache for the rest of the day. And a panic would set in. It frightened her and she had wanted to tell Max about it, wondering if he had felt the same way since they had connected. Maybe it had something to do with that. But then when she'd see Max, and he'd be so casual, and be able to walk away from her so easily, she would chicken out. He too might think her crazy.

She had not been kidding when she'd said Max had put a force on her. She just hadn't realized how strong it really was. Besides, if she tried to share this with Max, he might become scared. Max was probably like most guys, in that if a girl threw themselves at a guy and told them they couldn't live without them, they'd turn green and bolt in the other direction. Max already had that look most of the time around her. All she needed was to try to tell him that she needed to see him or touch him physically every day in order to let these panicked and aching feelings go away.

Liz, grow up and accept things the way they are! Max saved your life that day. He did not mean to put this force on you. And he certainly didn't know it was going to make you fall so totally in love with him. Sure she had noticed him before, how couldn't she? His tall, brooding good looks. His mysterious, deep eyes. She had known him all her life, but had never thought she'd even be able to talk with him. Even as her lab partner this past year, when they'd actually had to talk to each other, he had been reserved. But since he had saved her, he had opened up. Probably cause he felt relieved that someone knew. And he could be more himself around her. But that didn't mean he loved her. She should never have gotten her hopes up. She should have never given into her grandma's romantic fantasies about a "soul mate" out there for everyone.

Suddenly she heard someone on the roof outside her window. She held her breath wondering if it was Maria, come to talk to her, or Kyle? She shivered. He had never attempted this before, so probably not. She grabbed her biology book, ready to hit the intruder over the head if she had to, and went closer to the window.

As the curtains opened, Max appeared.

Liz barely had time to stop from bringing her book down on his head. She gasped and pulled back.

"Max?" she whispered.

What was he doing here? Was he here because of this afternoon? No. Don't be ridiculous Liz, oh no.. she thought ... did he connect with her somehow, and know she needed him. That the force was stronger tonight than normal. She panicked. Oh no! Please don't let me be humiliated by his knowing that I love him AND have this weird need for him.

Max saw Liz's frightened, worried, and embarrassed look. He was confused. He knew she was hurting, but why did she look ... scared.

"Liz?" he whispered.

"Max? What ... what are you doing here?" She swallowed and tried to act casual. Maybe if she just touched him lightly, the scary panic would go away, and she could be in control again, and be calm around him.

Max did not want to have this conversation while standing outside on one side of her window, and her on the other.

"Liz, can I come in?" he asked gently, unsure of why she looked scared. Was he already wrong in coming here? He knew absolutely NOTHING about girls and what they needed or wanted.

Liz waited with her hands clenched at her sides but nodded when he asked to come in. She was so embarrassed. Why else would he be here like this, if she hadn't subconsciously called to him? She wanted to die! She turned from him and took a deep breath. The moon was bright enough so that she didn't have to turn on a light. They could see enough of each other.

Now that Max was here, he didn't know how to start, or what to say. He put his hands in his pockets and put his head down. Great going, Evans. Now what? You get up the guts to climb in her window, and now you stand here like a jerk. Maybe he should just leave, and talk to her in the morning.

Then he remembered what had drawn him here. Her tears. Her pain. He had felt her hurting over what he had said, and it made him more determined. If nothing else, he owed her the truth.

"Liz... I know you must be wondering what I'm doing here," he started. He was confused. He could feel her hurt, and that he understood, but he didn't understand the panic and fear that deepened as he spoke.

Liz WAS scared. Never had she had the need to touch him like she did tonight. She couldn't believe that she, Liz Parker, really needed to touch Max, just lightly, or she wouldn't be able get rid of the panic or ache. This scared her more. It was more an ache in her soul, not necessarily her physical body. What had he done to her? And now, hearing his soft, deep voice speaking to her in the dark,.... in her room. She swallowed. She ached.

Max couldn't get past her fear and panic which was growing as he talked. He looked down again. "Maybe I shouldn't have come here...." he whispered and started to turn away. Was Liz afraid of him? He couldn't stand that thought.

Liz saw the flash of hurt and confusion in his own eyes as he turned. What? He didn't know what she was thinking? He wasn't here because of her subconsciously calling him? Then why was he here? She stopped thinking about herself and focused on Max.

"No, Max!" Liz rushed to him then stopped. She wanted to run into his arms, but she didn't have that right. "I'm sorry ... what ... what is it? What brought you here?" she asked, now getting concerned. It must be bad for him to have come to her bedroom, in the middle of the night.

She heard Max let out a shaky breath as he started to say what he had come here for. She waited. About two feet from him. She could feel Max all around her. His warmth, his being. She swallowed and concentrated on Max. She started to calm down, just being near him helped her panic somewhat.

"Liz ... about this afternoon..." he started again, meeting her eyes now with his soulful ones. Liz couldn't hide the quick flash of pain that remembering brought back, but she quickly covered it and clearing her throat, she tried to casually wave it away.

"No, I'm sorry Max, for Kyle and his..."

He didn't let her finish. The quick flash of pain in her eyes gave him the courage and determination to tell her the truth. He stepped closer to Liz and met her eyes. She had to look up at him now, he was so close. "Liz ... when Kyle asked me question #8...."

"Max, it's okay..." she started to say again, not wanting to talk about it. She knew he was going to apologize for not feeling the same way she did, and she just couldn't stand it.

"I lied," Max blurted out before Liz could stop him again.

Liz kept staring into his eyes, not sure she had heard him right. Or was she so far gone that she was hearing what she wanted to hear now?

"What?" she whispered, and swallowed.

Max could see her confusion and her vulnerability, and suddenly he felt confident. Just tell Liz the truth. That's what she wanted, needed from him. He stepped closer now, and put his hand on her cheek. He moved his face closer, his eyes meeting hers.

"I lied, Liz. I have been in love... I am in love... I've been in love with you since the third grade," he admitted and suddenly he felt a relief at finally telling her.

Liz just continued to stare..."Max," she gasped, afraid to believe. But now that he was touching her, the connection was immediate, and she felt his love. It hit her like a blast of heat.

"Oh... Max," Liz whispered and leaned in closer to him.

His deep eyes were penetrating into hers. With their bodies now touching, the connection grew. And then Max could feel Liz's love in return. It bowled him over. Taking a deep breath, he suddenly knew ... in his heart, that Liz was his other half. His soul mate. He heard her own thoughts saying it just as his thoughts did and they both looked surprised and then smiled.

"Liz...." Max said with determination. He had come to the realization, that they could not help what was happening. That it was out of their hands ... something or someone else was leading them down a path they could only follow. He and Liz were meant to be together. This was the answer he had been searching for.

She felt his desire and need ... and then she also felt the physical proof and her eyes widened. Her own body started to answer his.

Max knew what was happening to Liz, he could sense her own body's response, readying, and his own need increased.

The sudden hardness against Liz's tummy made her gasp as she met his eyes. Her own need was extreme, what, with feeling Max's own needs, mentally washing over her, as well as physically now, too.

Max knew he couldn't resist Liz this time. Once he told her he loved her, he knew there would be no going back. He took a deep breath and tried to slow this down. He wanted to do this right. He had planned this sooo many times in his head. He had always known that if he ever did let someone into his life it would be Liz.

Here they were, alone in her room, with Liz only half dressed, and they had never even kissed! He had to slow them down now, before it was too late.

Overwhelmed by the intensity of his gaze, she let her eyelids flutter to half mast. He's going to kiss me! Finally! She caught her breath. His dark, intent eyes went from her deep eyes, to her mouth. Liz felt her mouth tingle and start to throb just from his intense look.

She unconsciously licked her lips and Max groaned. Their eyes met again and they both smiled. They both knew that this first kiss was the beginning of something more. It was why it hadn't just happened before.

Liz's breath caught as Max slowly leaned in closer, till she could feel his own heavy, excited breathing against her lips. Their eyes locked and did not shift as slowly ... gently.. Max's lips touched Liz's.

His lips brushed hers, softly, almost hesitantly, and briefly, but she felt the sudden heat, the connection, begin between them at the first, light kiss. Then the second kiss was a little longer, as Max's lips slowly caressed the outside of Liz's. Gently brushing their lips over one another's. Just the feel of Liz's soft sweet lips, and the innocent taste of her was enough to make Max die happy right now.

The connection deepened and they felt each other's feelings. Liz gasped at the way she felt like she was floating, and Max took that opportunity to kiss her with their mouths open.

Both groaned and Max wasn't sure who was shaking.... him or her. He suspected it was both. He had been waiting for this moment all his life. And now he knew it was right.

Liz rested her hands on Max shoulders for balance and gasped, a second before he deepened the kiss, giving her a further taste of the burning desire inside him.

Her small sounds of welcome caught in her throat as his tongue pushed past her teeth. The dark sweetness of his kiss sizzled on her tongue as she tipped her head back to give him free access to her mouth. He took what she offered and sizzling electricity rushed through them.

Max slipped one arm around Liz, supporting her, bringing their bodies together again. She could feel his arousal through his jeans, brushing against her bare tummy where her underwear ended, and her short T-shirt was pushed up slightly.

He pressed against her, hard, insistent. Her hips shifted, teasing, inviting, drawing a moan from deep inside him. Liz was amazed at how fast they burned. Her own desire caught fire at the sound of his moan.

Liz's own body took control of her mind and started rubbing against Max in the love dance of the ages.

Max's own control slipped and he groaned deep into her mouth, as his hands, of their own will, slid down her back to cup her bottom and he held her closer, the heat of his hands burning through her thin panties.

His tongue echoed the slow, suggestive thrusts of their hips, driving them higher.

Liz's gasp of rushing pleasure sucked Max's tongue further into her mouth and he almost lost it completely.

His love for Liz, and his own inexperience had him slowing down. He did not want to loose it before he had made Liz feel good, too. And he just was not going to make it another second if they kept up at the pace they were going.

He looked down into Liz' glazed, dark eyes and smiled gently. " I always knew when I kissed you it would get out of control," he said low in his throat.

The Answer to Question #8 Part Two


Max leaned down, to once again take Liz's lips. He couldn't seem to get enough of her, now that he had let himself kiss her.

The shrilling ring of Liz's cell phone made them jump apart. Liz reached for it, with a frown of concern. The clock read 3:30. Something had to be wrong. Maria? Isabel? Michael?

Max took a deep breath to clear his head, and waited, his eyes worriedly connecting with Liz's as she answered the phone.

"Hello....?" Liz whispered.

"So.. here we are..." Liz heard Maria say.

Liz hung up the phone after the bizarre call from Maria. What did she mean she was in a car with Michael?

Max frowned and sighed. "Don't tell me... Michael has Maria's car and they're going South on 285," he said.

"Yes, but how..."

"Long story, come on. I've got to go get Isabel. I'll tell you on the way," he said as he helped Liz out of her window.

During the short drive to Max's house, Max used Liz's cell phone to call Isabel so she would be ready to meet them out front.

Liz blushed when Isabel jumped in the back-seat. She could just imagine what Isabel was thinking of Max being at Liz's this late at night, or rather this early in the morning.

Isabel, however, was too busy complaining about Michael and his crazy irrational behavior, to notice or comment, so Liz relaxed somewhat.

But she kept glancing at Max, thinking how just a little while ago, they had been so close. And the things they had said and done. She blushed a little but then Liz smiled. Max loved her!

A warm hand covered hers on her lap and Liz looked over to see Max's hot gaze on her. His eyes said what he didn't. That he was remembering too, and they needed to finish their talk about what this meant to their future.

"Well, it's about time!" Isabel commented from the back.

Max smiled and continued to hold Liz's hand. Liz stiffened a little waiting for a sarcastic comment about them holding hands.

"Relax, Liz, she's on your side." Max grinned. "Is is the one who gave me the push to go to you tonight and tell you the truth," he told her.

Liz looked sharply back at Isabel and saw her smiling. Well, wonder's never cease, she thought. Then she too smiled at Isabel and then, continuing to hold Max's hand, she leaned back in the seat. They had a long drive, if what Max had told her about Texas was true. Poor Maria! thought Liz.

Michael opened the motel door and flipped the switch. Maria was right behind him.

Maria's mouth dropped open and then she whispered. "It's like the porno version of Aladdin!"

The whole room was decked out in bright red satin, looking like a harem setting. Michael brushed by her and flopped back on the bed, stretching out. "At least it's warm."

"I don't want to even thing about what i could catch in here.." Maria said wearily . She was tired and wanted to be home. And the way Michael was stretched out on the "bed from a porno movie" did not help her wayward thoughts about him. Her thoughts had started earlier on this trip with him.

Sure she had notice him all the time growing up, he was the rebel, the dangerous one. But she never actually contemplated thinking of him as someone she might be interested in, until today... Today she saw a different side of Michael. A vulnerable guy under all that bravado and smart talk.

"You know, if you stop being such a princess about things..." Michael sat up angrily sighing.

"Princess!.... No, no I think I've been a pretty good sport up until now but I am cold, and I am hungry.. and I'm in some nookie motel with a guy I barely know... and I...I just ...I really want to go home right now," Maria admitted and bit back a choked sound that was building in her throat. Her eyes started to water and she told herself NOT to break down in front of him.

Michael was shocked. Maria looked like she was about to cry. She really had been a good sport... and it was his fault she was here... and she really wasn't used to wild places... and she just looked scared... and he suddenly didn't like that thought. That Maria was unhappy, or scared. He was used to her full of spit and fire.. this side of her threw him off and he didn't like it... he got up and swallowed. He didn't want to say anything that would cause her to cry. He agreed to go get them some food, and told her to lock the door.

When Michael came back and dumped the candy on the table, Maria came over slowly. She watched as he ripped open a candy bar and took a bite. Then she watched as he put some sauce on it and she swallowed.

She could see the strength in his neck as he swallowed. The line of his jaw as he chewed. Even chewing he looked tough and.... incredibly sexy....Maria jerked herself up. Where had that come from? She swallowed again and glanced at the big satin covered bed. Then she glanced back at Michael. Oh lord...

"So... do you get hungry like the rest of us?" she asked awkwardly.

"Yeah, of course I get hungry." Michael said distractedly as he poured on the hot sauce.

"What a....what other human urges do you feel?" he heard Maria ask.

Then Michael turned to her, he saw her look at the bed, and knew what she was thinking. A jolt of excitement went through him and he had a quick flash of them rolling around on the red satin covers naked. Then he squashed that vision. No way, Guerin! Don't even think it. You have got to keep things uncomplicated, remember what you told Max? Besides... this girl drove him crazy! But was she thinking about it? How did she feel about the thought? He could not let himself lose control. So he decided to cool things down. He walked over to Maria, and watched how her eyes widened as he stared intently into her eyes. When he was right in front of her, so that Maria had to look up to meet his eyes, he leaned down a little and whispered. "Not if you were the last woman on earth," he said.

"Ditto," Maria replied calmly, almost before he finished what he was saying. She was NOT shaking. She did not for a minute think he was going to kiss her. No way. And there was no way she would have wanted him to. Yeah, right, Maria, she thought. Who are you trying to convince! She wished she had some of her aromatherapy scents. She took a deep breath. You can do this, Maria. She could act casual and uncaring. "And just so you'll know, I am not going to be getting an 'F' on this assignment, so you better start answering some questions ...right now pallie, and I mean for real," Maria said as she grabbed her pad out of her backpack and sat on the end of the bed.

Michael sighed and taking off his jacket to get settled in, he sat in the chair across from her. Fine, let her ask her dumb questions. It would make the time pass and keep his mind off other things... forbidden thoughts.

"So, what's your favorite ice cream?" Maria asked.

"Pistachio"
He couldn't help but notice how cute she looked all ruffled after what he had hinted at, and then said. He answered another question, but his mind was on how she sat, all prim and proper looking. Trying to act so unconcerned that she was here in this "nookie" motel with him. He smirked. Then heard her next question.

"Favorite book?"

"James Joyce's 'Ulysses,'" he said without really thinking.

Maria looked up from writing and gave him a sarcastic "yeah, right buddy" look. "You have NOT read Ulysses." She stated it like a fact.

Michael started quoting from the book, just to wipe the smug know-it-all look from her face.

As he quoted, Maria felt a tingle go up her spine, and felt a flush. A rush of warmth filled her. He not only had read the book, but he had memorized it! This different side of Michael caught her off guard. She looked at him differently. Seeing a softer, yet still dangerous and sexy Michael across from her. Oh no, Maria! Get your mind back on track! Ask some more questions. After arguing about a few more personal questions, Maria sighed. He just wouldn't give her a straight answer when it came to a personal question.

"All right, how about just one personal question, you know, since I didn't turn you in back there. Why is it so important to know where you come from?" she asked quietly.

Michael looked at her. What the heck. She had saved his butt back there on the highway. If this was all she wanted as payment, he should be grateful. "Cause there's gotta be something better out there for me than Roswell, New Mexico," he admitted.

Maria gave a light chuckle.

"You think that's funny?" he asked feeling defensive. He finally gave her a straight answer and she made fun of him!?

Maria saw Michael took it the wrong way and quickly explained. "No.... " she started. She told him her story about always wishing her dad would come back for her and her mom, and take them away from Roswell, too.

Michael felt a shiver up his spine. This girl understood! Maria, the babbling, over-emotional, cute, sexy girl from school was sitting here sharing her own feelings of insecurity with him. He realized that maybe the humans weren't that different from them after all. They had wants and needs also. Maria knew what it felt like to be abandoned too.

He couldn't help but smile as she finished. "Substitute a spaceship for a limo and you know how I feel, " he said with a deep voice, impacted by emotion.

Maria smiled and nodded, "Yeah," she whispered.

Michael stared at her for a second, then realizing they were actually getting along and "bonding" in some way, he stretched and stood up. No way! This is NOT going to happen. I am NOT going to start liking this girl!

Maria straightened up and yawned herself. Whew! Was that an intense moment of understanding between them? Oh lord! She did not want to see this side of Michael for the first time, tonight, here in this motel! Think of something else Maria! She told herself. " I...I'm getting kinda tired," she stated as Michael stood up and stretched.

"Yeah, it's been a long day huh? " he remarked. He then looked at the bed. God, he was tired. And the bed looked inviting. "I don't suppose we could share?" he asked hesitantly. Yeah, right, Gurein. He thought to himself.

But then he swallowed as Maria stood up and sauntered up to him, almost touching him as she looked up into his face. Her eyes looked almost... inviting? Michael felt a spurt of excitement run up his back again. Then..."Not if you were the last alien on earth," Maria whispered up at him.

Michael couldn't help but admire her comeback. He smirked and was glad she had turned him down. He wasn't sure if he could have been in the same bed with her and not gone for it.

Later, Michael laid there listening to Maria breathe as she slept right above him on the bed. He was stretched out on the floor, and finding it impossible to sleep.

Thoughts of the key and his future were swirling around with the sounds and smells of Maria. He had never tried to sleep in the same room with a female before, and he didn't realize how different it was from sleeping on the floor in Max's room.

Who would have thought that a woman could have a hold on you even when they slept! He squirmed around trying to get comfortable. Maybe he should just grab her and kiss her already, and then he'd be able to sleep.

The sound of the lock sliding near the door alerted him and he stiffened up.

Maria heard it too, and spun around on the bed so quickly, she fell off and right onto Michael.

Michael gasped and instinctively put his arms around her small form. God she felt good!! His body reacted, even as he wondered who was at the door.

Just then the light went on, and Maria turned from the heat and comfort of Michael's arms, to see Max, Liz and Isabel standing in the doorway.

Liz looked shocked, and Max and Isabel just stared, trying to take in what they were seeing. Maria jumped up and straightened her clothes that she still wore.

God! How could she look cute and sexy at the same time? Michael wondered as sat up. He heard Maria try to explain that nothing had happened, and he smiled to himself. "Tell them Michael," he heard her demand.

He couldn't help himself..."Come on, honey, we don't have to lie."

Maria gasped and slapped him and he wanted her even more.. even with everyone in the room.

Liz sighed and knew Maria was telling the truth.

They decided to spend a few hours sleeping, before continuing on, so they could start out in a few hours refreshed. They were going to go ahead with Michael 's Journey.

"Where are we going to sleep?" Isabel asked, hands on her hips.

Max smiled and took Liz's hand in his warm one. "Liz and I will take the couch." Max said in a deep voice as he looked at Liz.

Their eyes connected and their souls touched. Liz smiled and let him lead her to the couch.

Isabel turned around and shrugged. "Guess I'll take the other side of this... bed, since you're on the floor already, Michael." Isabel smiled and settled back on the other side of the bed from where Maria had been.

Maria returned to her side of the bed and tried to avoid Michael's eyes as he too settled back down next to her on the floor.

She could remember the heat of his body when she had fallen. She was NOT going to be able to sleep, in the little time they had left.

She glanced over at Liz and Max cuddled on the couch and raised an eyebrow. She and Liz needed to catch up on things, obviously. But not tonight she sighed and tried to sleep.

Liz snuggled closer in Max's arms. She could feel his heat all around her. At least I'm getting to spend the night in Max's arms after all, she thought. Max squeezed her tighter and Liz turned around to look at him in the semi-darkness. His thoughts were the same. He leaned closer to her, so not to disturb the others.

"I've always dreamed of going to sleep with you wrapped up in my arms," he said in that deep voice of his. Liz sighed and nodded. Max leaned closer and Liz smiled and parted her lips as Max once again leaned down to kiss her. At the first touch of their lips, she felt that electric heat, and realized, their kisses would probably always feel like the first.

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