Max heard Liz ask this, but he was frozen, he couldn't answer. He just stared back at her. Liz saw his fear, and softly closed the door behind her as she entered the room.

She waited, calmly telling herself she must have mistaken what she had seen. He couldn't be like Michael! Michael was sure he was the only one! No way could there be more like him and at the same school besides!

Max saw the questions and confusion in Liz's eyes and he swallowed. He'd blown it. Isabel would kill him. Never in all their years of growing up had they made the mistake of doing something foolish in a public place that could get them caught. They had decided early, he and Isabel, when they had first realized their power that acting normal and doing normal things was the best way to avoid any suspicion. And now he had blown it good.

He had always wondered what it would be like to have someone else know, someone he could trust and talk to about it. And Liz had always come to mind when he'd wondered this. He knew she was extremely intelligent and an excellent student and very interested in Molecular Biology and science. He thought if anyone would understand, accept and not freak out, it would be her. Only he knew that it was too dangerous for anyone to find out about them.

He had dreamed so many times of telling her and having her accept him and then he would tell her how he felt about her and she would feel the same about him even knowing what he was. That he was different. And then he would imagine having a life, a real life with Liz Parker, taking care of her, being her friend and more, and that she loved him even knowing what he was.

But it was too late to worry what she'd think now. He had no choice but to tell her and to ask her to keep it a secret. If he didn't tell her the truth he figured she'd tell someone. She was highly intelligent and he couldn't just make up something stupid or brush it off.

"What do you mean Liz?" he swallowed and tried to see if maybe she hadn't seen as much as he'd thought. Maybe she was just surprised to see him in here with the blood samples, where he had no right to be.

"You. What you did to the blood. You…you changed it didn't you?" Liz asked, but from the way Max was acting, she knew the answer already. Her mind was racing. He WAS like Michael!

"I…Liz please. You can't tell anyone. No one!" Max started. "Don't tell anyone what?" Liz asked in a low voice, still not believing that Michael wasn't the only alien. Her mind was spinning with what she would tell Michael. How he would feel!?

"That…Liz I'm…different. I'm not from around here." He just decided to get it out. "I'm an alien." He finished in a rush of breath.

Liz took a deep breath. She had guessed. Had known really, the minute she had seen what he'd done, but to actually hear him admit it…

Max held his breath too, hoping Liz would…would what? Still feel the same way about him? And how was that Evans? Liz looked totally shocked and unable to grasp what he had told her. He didn't even know how she felt about him really, and now he expected her to just say… 'Gee that's great you're an alien'.

"You…how do you know? Where did you come from?" she finally asked. Michael had no idea about where he came from. Maybe Max could give him those answers!

Max shrugged and let out his breath a little. At least she was asking logical questions. A good sign she wouldn't freak out on him.

"I don't know where I come from. But, I have flashes of things…and can do things that make me believe that I am from the Crash of '47." He admitted, actually feeling relieved to have someone to talk to about it. "But I don't know anything else…like where I come from or who I am…or…Liz?" Max stopped when he saw the look come over Liz's face.

She looked freaked now. He swallowed, his hopes dying.

"Oh my God…" was all Liz could say. All she could think of was what Michael would do to know this! He wasn't alone! Was Max and Michael related? How did they get separated? A million questions were going through her head, and she didn't notice the devastated look on Max's face as he watched her strange expressions.

"Look Liz, please, just don't tell anyone please! We'll talk more about this later if you need to, and. …It's okay; you don't have to tell me you don't want to see me anymore …I understand. But…I gotta get out of here…before someone comes by…I…gotta go." Max said in a rush and flew past her and out the door and down the hall as fast as he could.

His eyes were burning and he had to swallow several times. What the hell had he been thinking! How could he have thought anyone as sweet, and beautiful and intelligent as Liz would be okay with what he had told her? That she would want anything to do with him after that. HE didn't even know what he was…why would she want to be with someone…something…that didn't know what they were. He knew he had left her abruptly, but he couldn't stand her look of horror or outright rejection, so he'd done the cowardly thing and fled. He knew he would have to face her again. Or maybe not. Maybe now that she knew she would just stay far away from him.

He didn't for one second think she would compromise his life by telling anyone. That much he was sure. He knew he could trust Liz not to want to hurt him in anyway. But he had been foolish to think that she would actually like him…. want to be with him as a friend or girlfriend after finding out. He sighed knowing it was too late now to change what had happened. He would just have to go on knowing now, for sure, that he would be alone for the rest of his life. No girl, no normal life…nothing. He could never be normal. No matter how much he and Isabel tried to pretend they were. They were not just the head cheerleader of Roswell High or the most valuable player on the football team for their school. All around popular, normal kids they were not, no matter how much they had pretended to be.

*****************

Liz realized how her reaction must have seemed to Max and she started after him only to find him gone when she got out into the hall. Her shoulders slumped as she realized she had really hurt him. She had been so shocked about what she had found out, and how Michael would react and feel that she had totally missed how Max was feeling. She knew how Michael always felt about people knowing what he was. How hard it was for him to think anyone could care about him or want to be around him if they knew. And she knew how long it had taken Michael to open up to her and Alex when they had first found out by accident. He had admitted later that he had been terrified that he'd not only lose their friendship, but that they would look at him as if he was some kind of monster, and be repelled by him.

Liz swallowed back nausea as she realized that's exactly what Max must think she was feeling about him right now. She turned pale remembering his words. He had told her it was okay that she didn't want to be around him anymore. He understood.

She now remembered the look on Max's face right before he had run out. He had looked devastated and totally rejected. She had to find him! She couldn't let him think for one more second what he was thinking.

She was crazy about him. She always had been. She had always wondered what had set Max apart from all the other popular guys for her. Usually she had no interest in the rich and popular at school. But from day one, Max had stood out for her. He had become instantly popular overnight, he and his sister, but that hadn't been it. It was despite the fact that he was popular that she liked him…felt drawn to him. He had always been Mr. outgoing, popular jock to everyone at school, but inside Liz had felt loneliness inside him. A reserve that no one else seemed to notice. A vulnerability that he tried to hide. And now she knew she hadn't been mistaken. He did feel all those things, and now he felt revulsion for himself because of her. She had seen that on his face and she had actually felt it when he'd brushed by her. She had felt his pain and revulsion of himself and she had to hold a hand to her mouth to keep from gagging.

Max! Beautiful, wonderful, generous, sweet Max thought he was a monster because of the way she had acted. How stupid she had been! Not to have realized how important that moment and her reaction would be to him.

Liz ran to find him. She could not let him think for another minute that she was frightened, revolted or saw him as a monster. He would never believe that she had always loved him, and that she loved him even more now that she knew. It must have something to do with what these aliens had inside them. For she was drawn to them and their innate goodness, compassion and loneliness she thought as she headed toward his sister's room.

*******************

Max sat in the chair next to his sister's bed and held her hand. She looked so fragile and hurt lying there with all the swelling and bruises on her face, neck and arms. She was asleep. The nurse had given her a painkiller for her bruised ribs, and so he just held her hand and berated himself.

How could he not have known? Why hadn't she come to him? Why hadn't she trusted him to help her?

He knew he needed some air. Between finding out what Isabel had been going through for so long, and now Liz finding out what he really was, he couldn't take it another second. He needed some air and some time alone to think.

He would go outside for a while, and then come back and be there for Isabel when she woke up. And he would promise her that he would always be there for her from now on. That she never had to keep anything from him again.

He quietly left her room, and started down the hall toward the exit sign which led to the outdoor patio off the hospital.

Liz came around the corner and saw Max go out the exit door at the end of the hallway. Her own heart ached as she watched his rounded shoulders and head hung in deject misery and pain. She knew that he also felt guilty for what had happened to his sister. He had way too much to deal with right now, but she had to try to talk to him, he needed someone right now. He needed her.

Max sat on the low brick wall surrounding the patio, overlooking the grounds that the hospital had. It was a quiet clear night, and he glanced up at the stars, not for the first time, wondering where he had come from and why he was here.

He jumped when he felt a hand on his shoulder and was shocked to see Liz standing beside him.

Liz smiled softly at Max's shocked face and lifted her hand off of his shoulder to sit beside him on the wall.

Max just stared at her as she sat next to him and he was even more surprised when she let her thigh touch his as she sat. She kept herself close enough that they were touching. He swallowed not sure what to make of this.

"Max." Liz began meeting his eyes and holding them, not letting him look away. She wanted him to see the honesty in her eyes as she talked to him, explained things to him. "I'm sorry my reaction was so surprised that I didn't notice how you must have taken it. First of all, I was shocked to find out, but never for one minute was I afraid or revolted or turned off by you." She said softly, and laid a hand on his own that was in his lap.

Max could only look into her eyes that wouldn't let him look away. Those eyes could always draw him in. He knew he could drown in them if he let himself. But he also saw the truth of her words in her deep, beautiful, expressive eyes.

"Thank you for trusting me enough to tell me the truth, and for not trying to evade it and make up something ridiculous. I was shocked at first, but not the way you think. I can't…can't explain it right now, but I do hope to some day soon. But Max…I…I want you to know that I still care for you…and if you still want me…I would like to still be with you. You know, as a couple…if that's what you want!" she blurted out finally, just not sure if Max really wanted more. Maybe after tonight, which had been pretty horrid, he had decided that that was all he wanted.

"Liz." Max said gently, turning his hand over and capturing Liz's in his. "I still want to be with you. I would just understand if you…"

"Shhh…. Don't think it. That doesn't matter to me. It never could." Liz put a finger to his lips

Max squeezed the hand he held a little tighter to let her know how much that meant to him, and then took her other hand in his as well. "Are you sure Liz? I mean, there is so much I don't know. So much we might not be able to do…as a couple. And it could be dangerous for you if someone were to find out. I mean look what the government did to the one's they got from the wreckage back in '47." He tried to warn her. He knew it would be best for her to walk away from him now, and he was giving her plenty of excuses to do just that. For he knew he wouldn't be able to push her away himself. She would have to do it.

Liz shook her head. "I don't care." She said and squeezed both of his hands in hers. I just want to be with you. However that is. I don't know what it is…but you make me feel safe Max Evans. You make me feel good about me. And I feel something when we touch. I didn't understand it before, but I do now." She searched his eyes for his reaction to what she had just admitted.

Max sucked in his breath and let it out slowly. Was he dreaming? She was saying the things he had only dreamed of hearing her say. "I…I feel them too, Liz. I felt it the other day when I rescued you from Kyle. I had heard you cry for help Liz, in my head." He admitted and waited for her reaction. When she only smiled and her eyes warmed, he continued. "You're not afraid of it? Of me? Of the strange things that happen or can happen that I don't even know about yet?" He still couldn't believe that she accepted him completely the way he was.

"No. I could never be afraid of you." She whispered and gently lifted a hand from his and ran her fingers against his cheek and jaw in a light caress. "Max…?" she swallowed, letting her eyes fall to his sexy lips and firm jaw that she was caressing.

"Yeah?" Max whispered back and knew what she wanted. Her eyes were burning his skin wherever her gaze fell.

He ached to kiss her. Had wanted to for forever. He slowly leaned in closer to her and tilted his head and almost groaned aloud when he felt her soft breath touch his lips a second before his lips touched hers. At first he brushed his lips against hers lightly, playfully, and they both felt the immediate tingle and connection. Their eyes met and they both smiled. They smiled against each other's mouth and then Max groaned and slipped his tongue slowly out to taste her gorgeous lips that had always tempted him.

Liz gasped at the feel of Max's warm silky tongue caressing her lips, and when her mouth opened on a breath, Max slipped his tongue in to meet with hers. He slid his tongue around hers and when she moaned he sucked her tongue into his mouth and up against the roof of his, and then he continued to suck and caressed it with his mouth and tongue.

Liz was spinning. Never before had a kiss felt like this. This was pure magic! She hadn't been kissed very much in her life, but she knew that she would never feel this way again with anyone else.

Liz clung to Max now, her hands digging into his shoulders as he continued to caress and tease her tongue in his mouth. She loved the taste of him. The scent of him that was leather and pure Max.

When Max finally released her mouth, and sat back to look at her, he smiled. She looked dazed and ravished, and sexy. He groaned wanting to take her back in his arms and devour her, but knew he had to take it slow. Especially after all he had told her tonight. And he didn't want to overwhelm her. He wanted her to know how special he thought she was. That it was more than sex for him.

"Wow…um Max…have you ever felt like that before when…" she licked her lips, saying the first thing that came to mind. She couldn't help but wonder if he'd felt like this with anyone else. Was this kiss as special to him as it was to her?

"Never. God…Liz. I just knew with you it would be different. Not that I have that much experience." He blushed. He didn't want her to think he was more experienced than he was. He didn't want to disappoint her some day with thinking he knew more than he did. And he also had to let her know that he couldn't just jump into that kind of relationship. Maybe not ever.

"Max…you mean you haven't…?" Liz couldn't finish for fear that she had to be wrong.

Max smiled down at her, still blushing, and slid a long silky strand of her hair back behind her ear. "No. Are you disappointed? I mean I've made out some, but I've never even wanted to go further…and of course, I don't know if I should. Liz…I might never be able to have a normal relationship with you." He swallowed.

"I don't care!" Liz cried seeing his pain and confusion and knew how difficult it was for him to be so different, and yet have the same urges and feelings as humans. "It's okay Max. Whatever. I just want to be with you. Kiss you. Have you hold me. Is that okay?" she asked biting her lip wondering if he could handle that.

Max looked down into her eyes with serious ones. "Yeah…oh yeah. And who knows Liz…why don't we just take it one day at a time." He smiled when he saw the hope light up her eyes.

**********************

Liz let Max drop her off in front of her trailer that night. If Max could share his deepest secrets with her, then she could be as honest as possible with him.

Their kiss good night was sweet and hot like the one at the hospital, and yet different. It held promise and more. She sighed realizing each kiss with him would probably be like that.

She felt bad that she hadn't told him about her leukemia, or her remission. But she wasn't ready yet to share that. She didn't want to see pity or sorrow for her. She wanted to have as normal of a relationship as she could with Max. She knew she would have to tell him one day, but not now. He had enough to deal with with Isabel.

Then she remembered Michael. She almost wanted to run over to his trailer right now and tell him, but then knew it was too late. She bit her lip again as she realized that Max trusted her not to tell anyone. But wasn't this different? Wouldn't they want to know about each other? She would talk to Michael in the morning. Right now, she needed sleep. And she needed to think how to tell Michael, without betraying Max's trust.

*****************

"Michael?" Maria asked as she reluctantly pulled back from Michael's warm mouth.

"Yes, Maria?" He replied and Maria couldn't help but smile at the dazed look she saw in his eyes. She was sure that she had the same dreamy look.

"I was uh...my parents are in Mexico for the weekend and I was wondering if you'd want to...you know, come home with me tonight?" She kept her eyes on his face despite the ever-present temptation to look away.

She wasn't prepared for the frown that appeared on his face. "Why?" he asked.

"Well," Maria stampered, not wanting to sound too over-eager. "I was thinking that we could spend some time together."

Michael looked away and said, "I don't think that's such a good idea Maria."

"Why?" she asked, suddenly feeling a little self-conscious, a little confused. He had just said he loved her, why wouldn't he want to be with her?

"It's just...Maria...I just want you to know that we don't have to rush anything."

"Oh," she said, nodding her head in agreeance, not knowing how else to reply.

There was an uncomfortable silence in the car for a moment and it was finally broken when Michael announced that he should probably go inside. "I have to work for my father at five in the morning so I should try to get some sleep," he said and once again she nodded.

He reached over and grabbed her hand, squeezing it and then he completely leaned over and gave her another tender kiss. She blissfully sighed into his mouth, feeling completely reassured that his intentions towards her were pure, that he liked her for her, not for her body and what she could give him.

"Goodnight, Maria," he murmured against her lips.

"Goodnight, Michael."

He pulled back and then stepped out of the car. She waved once and then turned the engine on and drove away.

*****

Michael watched the car go with a heavy heart. He had heard the hurt in her voice when he had refused her offer to go home with her and it had taken every bit of self-control he had not to take her up on that offer.

He had told her the truth when he said that they didn't have to rush things but it wasn't the entire truth. There were just so many things he didn't know about who he was, what he was and he couldn't do anything that could possibly hurt Maria in any way. If he had gone home with her, things probably would have gotten extremely physical and his last shred of self-control would have dissolved.

*No, you did the right thing,* he tried to convince himself as he finally turned to enter his trailer.

*****

"Alex!" Isabel smiled happily when he arrived in her hospital room the next afternoon on the strike of twelve, just when visiting hours had started.

Alex gave her a warm smile. "Hello, Isabel. Are you feeling better?"

She nodded. "Much better," she replied sitting up straighter in the bed. "Thanks for coming back," she said and then patted the seat of the chair next to her. "Come. Sit."

Alex slowly walked over to sit down but stopped before he got there to pull out a bouquet of flowers from his back. "Here, these are for you," he said awkwardly as he handed them to her.

Isabel's smile brightened. "Thank you," she took them from his hand and brought them up to her nose to smell them. "How did you know that I liked tulips?" she asked, a little shocked.

"I didn't," he admitted as he sat down next to her. "I just thought that they were the nicest bouquet in the gift shop. But you like them?"

She nodded enthusiastically. "Of course. I love them." She smelled them once again and then sighed and put them on the nightstand. "So, how are you doing?"

"I'm good," he said and then yawned. "Sorry, I didn't get much sleep last night. I was just too wound up to sleep after what happened last night and all."

"Maybe you should go home and go get some sleep," Isabel said even though she really didn't want him to leave. She really enjoyed his company.

"No," Alex said quickly and then flushed and looked away. "I mean, I would really like to hang out with you for a while if you don't mind?" He glanced at her and saw a smile form on her lips.

She reached out and grabbed his hand, feeling that same jolt of electricity she had felt when they had shook hands a few days before. "That would be nice."

*****

"So Michael? Do you think it's possible that you aren't the only...you know?" Liz asked carefully, not wanting to betray Max's trust. It was late Saturday night and they were sitting on the steps of Michael's trailer.

Michael looked over at Liz and said, "Haven't we had this discussion before? As I've already said, I'm sure that there are others like me out there but not in Roswell. If there were anyone in Roswell like me, I'm sure that I'd know it, that I'd be able to tell."

"But what if there were others like you and you couldn't tell? How could you tell? What I mean to say is that it's possible we could go to school with people just like you and not even know it?"

"No, Liz. I'm sure that I'd know. Why this sudden interest in my origins Liz?"

Liz looked away, hating to lie to Michael. "Oh, I'm just curious. I've been thinking a lot about it lately and I've been wondering if there could be any others like you in town. Like, maybe even someone we know." She shook her head, deciding that she was taking the wrong tactic and maybe she should wait till another time to bring it up again. "Forget it, let's change the subject. So, how did things go with you and Maria last night?"

Michael's groan surprised her. "What part? The part where I told her I loved her and we kissed, which was amazing granted, or the next part where she asked me to go home with her, where things would probably go too far and I would probably kill her because of who I am?"

Liz smiled, impressed. "You told her you loved her?"

Michael blushed and Liz began to laugh. She had never seen Michael like this, even with her. "Yes," he replied. "I told her I loved her, which I do."

"But...nevermind."

"What Liz?"

Liz looked away and spoke seriously. "Well, I was going to say that you hardly know her and how could you love her but then I realized that I had no room to talk. Cause I feel the same way about Max."

"Yeah?"

Liz nodded. "Yeah, I love him." She thought of Michael's concerns about getting physical with Michael and made a mental note to ask Max about it. Isabel had had a sexual relationship with Kyle, hadn't she?

"So what do I do Liz?" Michael asked.

"About what?" she asked, his voice jolting her back to the conversation.

"Maria and getting too close? I mean, I don't know if I could hurt her if we...you know. How should I handle this?"

"I don't know," she answered truthfully. She was actually curious herself since she too was dating an alien. "Let me get back to you on that one." She leaned over and kissed him on the cheek. "I have to go. Max will be here in a little while and I need to get ready. We're going to go say hi to Isabel and then we're going to go out for ice-cream. Bye."

"Bye Liz," Michael sighed.

*****

"Knock-knock!" Max called out as he and Liz entered Isabel's hospital room to see she and Alex laughing heartily about something.

"Hi guys!" Isabel called.

"Max, Liz," Alex nodded and then stood up.

"Where are you going?" Isabel asked quickly, the smile fading from her face.

Alex nodded. "Yeah, I was thinking that maybe you'd want to spend some time with your brother and Liz."

"No! Don't go," Isabel pleaded. "I mean, I'd like you to stay if you don't have anywhere else to be?"

"No, I don't have anywhere else to be. I can stay," Alex replied after a moment and then sat down again.

"Good," Isabel said and grabbed his hand again. "So guys, how are you doing?" she asked, talking to Max and Liz.

"We're good," Max replied. "How are you doing?"

Isabel rolled her eyes. "Max, as I told you earlier, I'm just fine. You don't have to check up on me all the time."

"Hey, I can't help it. I worry about you."

"I know you do Max but honestly, I'm fine."

"Okay," Max said. Then, he leaned over and whispered in Liz's ear. She nodded and said, "Uh Alex, do you want to come with me to the soda machines?"

Alex nodded and said, "Sure. Do you want anything Isabel?"

She shook her head. "How about a cherry cola?"

"Cherry cola. Got it. I'll be right back."

Isabel nodded and watched them leave. Then she looked over at Max. "What's up Max?"

Max walked around the bed to where Alex had been sitting and said, "We need to talk. I...Liz knows about us."

She gasped and her mouth fell open. "What?!"

*****

"So Alex, it looks like you and Isabel are getting along well," Liz prodded as they reached the soda machine.

Alex grinned and looked away. "Yeah, she's really nice."

"You like her, don't you?"

Alex shrugged. "I guess, but it's not like I even have a chance with her. I mean, she's head cheerleader and I'm a nobody."

Liz shook her head and smiled. "I wouldn't be so sure. I saw the way she looked at you. It isn't a friendly look, Alex. It's an 'I like you' look."

"Why do you say that?" Alex said, swallowing hard. He had been getting that feeling all day but he refused to get his hopes up.

"It was the way she smiled at you and how she didn't want you to leave. You've been here all day haven't you?" He nodded. "See, she's really enjoying your company. She likes you, go for it." "I wouldn't count on it," he muttered.

"Alex," Liz sighed. "You have to stop being so hard on yourself. You're a great guy and she would be crazy not to like you."

"But..."

"But nothing. She likes you, I'm sure of it." Liz smiled at him.

"She did ask me to come pick her up and take her home tomorrow when they release her," he said quietly, thinking that maybe it was possible.

Liz slapped him on the arm. "See, I told you."

*****

"What do you mean she knows? Did you tell her?" Isabel demanded.

"No, Izzy, come on. Look, I wasn't sure if you changed your blood last night before you blacked out and so I went to do it and she caught me."

"We're dead!" Isabel cried.

"No Isabel, she's not going to tell anyone, I promise. I trust her. She even kissed me afterwards."

"What does that have to do with anything?" Isabel asked not seeing his point.

"It means that she wasn't repulsed or scared or anything like that. She took it a lot better than I expected her too and she treats me like I'm exactly the same as I was. Never for a moment did I think she would tell.

You have to believe me."

Isabel studied her brother's face for a moment and could see the conviction of his words in his features. For some reason, the tension drained out of her body. "Okay, I believe you. And you're right. I think we can trust her."

"So, Izzy?" Max asked, a coy smile on his face. "What's going on with you and that Alex guy?"