“Yeah.” Liz responded. “That would be nice.”

They were making their way towards the exit door, when Max bumped into someone. He turned to apologize, and found himself face to face with…

“Michael!” Max exclaimed in surprise.

“Maxwell.” Michael responded evenly.

“What are you doing here?”

“What do you think?” Michael threw a pointed look towards Liz. “Making sure you don’t screw up.”

“What?” Liz asked incredulously.

Max turned and looked at her, and then back at Michael, desperately trying to decide what to do. He sighed in frustration at the ultimate decision.

“Liz, I’m so sorry, I need to talk to Michael alone for a minute.” Liz nodded. “I’ll catch up with you in a little bit, okay?”

Max grabbed Michael and dragged him outside.

“What the hell do you think you’re doing, Michael? Are you trying to screw up my life?”

“I’m watching your back, Max! Keeping an eye on you!”

“I’m not going to tell her, Michael…how many times do I have to say that?”

“I don’t know, Max. You looked pretty far gone just now. Do you honestly think that you can get this close to her and not eventually want to tell her everything, Max? It’s dangerous! Why don’t you just protect yourself AND protect Izzy and I, and get out while you still can!”

“Because I love her, Michael! I’m already in love with her! There’s no backing away from it now. It’s already happened.”

“Dammit Maxwell, what are you thinking?”

“Just…deal with it, Michael! Deal with it, or leave the two of us alone.”

“Liz, hi!”

Liz shuddered at that voice. It was the one person she didn’t want to get stuck alone with tonight.

“Kyle…how are you?”

“I’ll be great if you’ll dance with me.”

Liz desperately glanced around for Max, or anyone to save her from Kyle, but she didn’t find one, so she reluctantly followed Kyle out onto the dance floor.

“So, you’re here with Evans, huh?”

“Yeah, he’s my boyfriend.”

“Really? I didn’t know that. ‘Cause, you know…I was going to ask you here tonight. Evans beat me to it."

“Who ARE you here with?”

“Vicky Delany.”

“That’s cool. She’s really nice.”

“Yeah, but she’s not you, Liz.”

Max searched the room desperately, trying to find Liz…NEEDING to find Liz. He needed to hold her after his argument with Michael…he needed her comfort. He needed to tell her how he felt.

His gaze dropped in anguish when he finally lay his eyes on her…on the dance floor, wrapped up in Kyle Valenti’s arms. In an instant Max’s heart broke into a million pieces. He couldn’t stand the sight of them, but at the same time he couldn’t tear his eyes away from it.

Kyle spun Liz around, and her eyes fell on Max’s, standing there staring at them, the pain plastered all over his face.

Max couldn’t stand there anymore…he couldn’t look into her eyes. He had to get out of there…

“Max…” Liz whispered in shock, as she watched him rush out of the room.

“What?” Kyle asked irritated at his failed attempt to steal Liz away.

Liz pushed herself away from Kyle, and went running after Max, only to find that he had disappeared.

She searched the whole campus, checking the outside of the gym, and the quad where they ate lunch. She check the football field, and that little tree where he first asked her out.

Liz was beginning to think that she’d never find him, when she realized that she hadn’t checked the inside of the school yet. She pushed open the door easily, surprised that they didn’t have it locked, and wandered the hallways.

She finally found him, sitting all bunched up against the door of their science lab.

“Max…” she whispered when she saw him. He raised his head and stared at her, his eyes bloodshot as if he had been crying.

“Max…” She repeated gently. “It’s not what you think.”

There was a long moment of deafening silence before Max finally responded, his voice completely monotonous, as he stared off into space in a daze.

“I was looking for you because I wanted to tell you that I loved you….and I found you with him.”

Liz gasped. “You were going to tell me what?”

“It doesn’t matter.”

Liz knelt down, sitting on her feet, so that she was even with him.

“Max, look at me.” He didn’t respond, so she took his face in her hands, and physically pulled his face up. “Look at me, Max.” She gently stroked his cheeks as she continued. “Kyle asked me to dance, and I couldn’t find a way out of it. I was desperately hoping that you would come and save me from him. I mean, he’s awful company. He never talks about anyone other than himself. And…he’s not you, Max. You’re the one that…that I’m falling in love with.”

“You are?” Max asked softly.

Liz nodded, her eyes glazing over with impending tears.

Max shifted his head slightly, so that he could kiss her hands near his face. Liz shivered at the sensation of his lips against her skin. How was is possible for such a small action to make her feel this way?

Max slid a little closer, and cupped her face with his hands, leaning in closer, and closer. Liz braced herself for the upcoming attack.

His lips met hers gently, hesitantly, brushing against them lightly. At the first touch, electricity surged between them.

He pulled away for an instant, and looked into her eyes. They were shiny with the unshed tears of her intense emotional state, pleading with him to keep going.

He leaned in again, with more certainty and determination this time. Their lips found each other’s, like two magnets being drawn to each other with no choice but to connect.

They melted together, caressing each other lovingly, the electric surges between them growing more powerful with every second that passed. Liz and Max both shivered at the sensations building between them.

The kiss deepened as Liz tilted her head back, allowing Max to plunge his tongue into the warm recesses of her mouth, stroking, caressing, and dueling with hers, while still exploring every inch of her.

Unconsciously, Max connected to Liz in the process, their minds melting into one. Images flew at him of her whole life: a cupcake dress that she hated, trying on her mother’s lipstick, playing with Maria and Alex, seeing Max for the first time, hiding under a table in the Crashdown, plus thousands of other images that Max couldn’t even comprehend.

He felt what she was feeling, and saw him through her eyes. At that moment, Max knew for certain that he and Liz were meant to be together, and nothing would ever break them apart.

The connection effected Liz too, although she couldn’t explain what she had experienced.

First she saw stars flying through strange galaxies, and then Isabel and Max wandering down a dark highway naked, when they were picked up by their parents. She saw a young Max lying in his bed crying his eyes out, while clutching a small wooden house. Liz could pretend that she could feel this Max’s anguish and loneliness. It felt so real.

Then she saw herself through Max’s eyes, amazed at the beauty he saw when his eyes rested on her. For an instant, Liz almost had herself convinced that she was feeling Max’s emotions, and all the love and adoration that he felt for her at that moment.

The kiss slowed, and they gently broke apart.

Max suddenly realized what had happened…he had connected with her. Had she felt it? He searched her eyes desperately for some sign of what she was thinking.

Liz was staring at Max also, in amazement at the things she had just felt. She reached up and pressed her fingers against her lips.

“Max…that was incredible.”

He nodded. “Yeah…it was. A dream..”

Liz thought back to some of the things she thought she had seen. It was just her imagination…that she was certain of, but she couldn’t get that image of little Max crying, and that feeling of loneliness. It would explain Max’s reaction to the Kyle situation. Max had been abandoned as a child, and was now an adopted orphan…it would make sense for him to have some psychological abandonment issues. Liz just needed to make sure that he never again thought that she would leave him.

“I love you, Max. Don’t ever forget that. Nothing could ever take me away from you.”