Max sat alone in the glow of a street light in front of the Crashdown, staring up at the glimmer coming from Liz's bedroom window. He wasn't quite sure how long he'd been there, staring desolately up at her window. When he had arrived tonight and found the Crashdown closed, he had climbed up onto her balcony, as he had so many times in the past. Nothing could have prepared him for the sight that greeted him when he peered into her window. Liz was lying on her bed, shirtless, with an equally shirtless Kyle on top of her. He had stood motionless for a moment, blinking as if to wake from what he was sure was a nightmare. When he opened his eyes again, the image still remained. He walked woodenly back to the edge of the balcony and slowly descended the ladder. He had been sitting here ever since.

All of his deepest fears had been realized the instant he saw them together. He knew he should leave. There was no reason for him to be sitting here waiting for her. It was now glaringly obvious that she really did want to be with Kyle. If not, why would she be upstairs with him?

'You were in a much worse position with Tess early and you didn't want her' a little voice in his head nagged. He ignored it. Earlier with Tess, that had been desperation, pure and simple. It hadn't meant anything.

'How do you know what Liz is doing right now means something?' his inner voice argued.

That wasn't the case. Liz wasn't the kind of person who would do something like what she was doing unless it meant something to her.

'And you are?'

The conflicting thoughts were driving him insane. He knew what he saw and what that meant, but what if he had misread the situation? If anyone had walked into his room earlier all they would have seen was Tess kneeling between his thighs. He was sure no one would have thought to question the scenario, but he also knew that there was no way they could have correctly guessed what had been transpiring. He had instigated the whole thing and he was still unsure what had gone on between the two of them. Lost in his conflicting thoughts, he simply sat there, waiting for the strength to leave. Liz had moved on and was now happy with Kyle, there was no other explanation for what he had seen.

'If you're so sure she's happy with him, then why are you still sitting here?

That was the question. Why was he here if he was so convinced she was happy with Kyle? All he wanted was for her to be happy, no matter who she was with. So why was he sitting here, lurking outside her house in the middle of the night?

'You know she still loves you, that's why.' More than anything in the world, he wanted to believe that voice. He wanted to think that Liz still loved him and there was some explanation for Kyle being in her room. He just couldn't think of what it could be. So, he sat outside, where he could still see the light coming from her window. Just knowing he was close to her made him feel better.

He caught movement in his peripheral vision and turned to see Kyle striding out of the building, heading towards his car. Max huddled into himself, trying to avoid being noticed by the other man. He didn't want to come across as an insane ex who just couldn't let go. Of course if there was anyone who could understand that, it would be Kyle. Kyle had done the crazy ex-boyfriend thing for while too. Max risked a glance in his direction just as Kyle's head turned towards him. Their eyes locked and Kyle slowly shook his head before turning in Max's direction.

"Evans," he said cautiously in greeting.

"Kyle," Max replied just as carefully. He had no idea how the other boy was going to react to him sitting outside Liz's house like a lost puppy.

The smaller man took a seat beside him, following his gaze to where it fell on her window. "It figures you'd be here, missing her as much as she's missing you. Both of you need a swift kick in the ass. I've never met two people who were so intelligent and yet so stupid before in my life."

Max's confusion couldn't have been more obvious. He must have misheard. How could Liz be missing him if she was making out with Kyle in her room? The two ideas negated each other. "Kyle, it's all right. I know the two of you are back together, you don't have to patronize me. And if you came over to rub in my face the fact that you're with her again, can you get it over with quickly and leave me to my heartache?"

"Evans," Kyle said with a frustrated sigh. "You once told me that you loved her. Is that still true?"

"Why does that…"

"Just answer me, damn it. Do you still love her?" The intensity of Kyle's voice compelled Max to answer. Even though answering would give Kyle more ammunition to crush and humiliate him with, for some reason, Max didn't believe he'd use the information for those purposes.

"Kyle, even if I wanted to, I couldn't stop loving her. I told you once that we saw into each other's souls? She is my soul, Kyle. I'm nothing without her."

"Couldn't have stuck with a simple yes, huh?" he asked dryly.

Max sighed, resigned to his misery. "Why does it matter, Kyle? She doesn't want to be with me. She left me, not the other way around. I can't go back on my hands and knees and tell her I was wrong because this time it was her choice. So congratulations, Kyle, you win. Just…Just try to make her happy, OK?"

"And of course she said and did all that because it's what she really wanted. And you know she really wanted that because you fought so hard after she left to win her back. Oh! Wait a second, you didn't did you? You just let her walk away. Apparently love isn't worth fighting for, is it Evans?"

He waited, possibly for some response, but when he was given none, he simply rolled his eyes and punched Max's shoulder. "That was for being an idiot." He said when Max scowled at him. "Now get your ass up there and fix things. Liz deserves to be happy."

"What about the two of you?"

Kyle's tone was wistful, giving Max the impression that he was speaking to himself more than he was to Max. "No one can measure up to you, Evans. No matter how hard they try, no matter how perfect they are, she wants you. No one else, as much as they may love her, will ever be able to win her love. It's like she has blinders on and the only thing she can see is you." His voice tapered as he finished and Max understood his pain. Silence filled the space between them, both lost in their thoughts of one particular brown haired girl. Finally, Kyle spoke.