Liz smiles and blushes as she hears his thoughts. *Max, you are the one that's perfect.* Liz wants to rip open his shirt, tear off his pants, and the boxer she knows he's wearing. And at the same time she wants to go slow, that way she can enjoy ever delectable torturous moment of the evening. She decides to go with the latter, and begins slowly unbuttoning his shirt and kissing his lips tantalizingly. As each button falls open, she feels the sexual tension building between them growing.

*Hurry Liz, hurry. * She slides her hands under his shirt and slowly over his muscular shoulders and down his strong arms causing his shirt to fall and join her own clothes at their feet. *Slow and easy this time my love.* She drawing her hands back up his arms and shoulder she brings them to rest on his well-defined chest.

*Your driving me crazy, you know that don't you?* Max thinks, knowing that she will hear.

Liz moves her delicate hands to the button on his jeans and unfastens it. *I like to make you squirm a little bit.* Max can't take this torturous pace any longer. He unzips his pants and discards them and his boxers to the side, and sweeps this woman he loves more than life its self off of her feet and lays her gingerly on her bed. *A little huh? Try leaps and bounds.* He catches his thumbs under the elastic of her panties and abruptly wrenches them down her legs and maneuvers to cover her body with his own. She sighs under his weight and gives into her own bodies needs.

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

As Max lays holding Liz's sleeping body next to his, he can't help but think about who much trouble his thoughts are going to get him into. If only he could control them, but when it comes to Liz Parker that is one thing he has never been able to control. *What is she going to think when she hears some of the thought I get while in class with her? She's going to think I'm some kind of pervert; that's what she's going to think. Either that or she's going to think all I do all day is think about sex. This is going to be such a challenge, and impossible challenge. But one I have to do none the less, after all I don't want her thinking that's the only reason I'm with her. At least I don't have one problem I hear other guys have. I'm not one to think about other girls. I'm strictly a one woman man, but then who wouldn't be if they had a woman like her.*

"Max?" Liz stirs next to him and opens her eyes.

Max is startled to hear her voice. She had been sleeping so soundly. "I'm sorry Liz. Did I wake you?" He asks as he gently strokes her soft raven hair.

Looking up into his eyes, "No, I missed you in my dream, so I decided to join you for real." Max smiles only slightly. "What's bothering you Max?"

"We need to talk Liz." Max sits up on the edge of her bed lowering his feet to the ground below. Liz sits up beside him pulling the sheet with her. "I know this isn't the best time for talking. It's just with us hearing each others thoughts. . . .we're both going to be hearing things that we wouldn't normally be hearing, like our fantasies."

Liz's mind flashes back to what she wrote in her Journal earlier tonight.

Journal Entry . . . . How am I going to handle this, ‘read your mind thing,' there are so many things about it that scare me? I know I shouldn't be scared; it is Max after all, the guy I love, the guy that loves me. What if the things I fantasize about doing with him, shock him. I'm sure by now he knows I'm not completely pure, but he has no idea how tainted my thoughts are when it comes to him.

This has the potential of causing the most embarrassing moments of my life. They will definitely out shine that cup cake dress in Kindergarten. After all it's me, the one that can't even talk about anything of a sexual nature with my mom or my best friend, Maria. How am I going to handle this with Max? Granted, you would think I'd be more embarrassed standing in front of Max completely naked or of actually having sex, but I'm not. The idea of talking about sex whether it's in explicit detail or not, it's just not me. Who knows, maybe in ten or fifteen years, but not now. That's what makes me feel so uncomfortable about this whole thing. What's going to happen if my mind starts to wonder and he's there to hear all of my thoughts? - end of flash back-

*What am I going to do? What if he's already heard some of my thoughts? What's he going think about my fantasies?*

Max worried expression quickly fades away, and now he struggles to keep at bay the overwhelming desire to break into a full blown, deep in the gut laugh. It's not that he'd be laughing at Liz; he'd be laughing at himself as well them. Here they are, both worrying about the same thing "Um, Liz? Why are we so worried about this? I mean, just because we think about something doesn't mean we have to act on it."

Liz knows he heard her thoughts, and she's really embarrassed by the whole situation. She raises her hands to her face in an attempt to hide how red her face must be. "I think you were right about this mind readying becoming a problem."

Max removes Liz's hands from her face, and smiles playfully at her. "I'm beginning to have second thoughts about that. I kind of like the idea of you not being able to hide anything from me."

"You do, do you? What about your secrets Max? You won't be able to keep them from me either." Liz reminds him.

Max knows Liz is right. This could lead to some major problems. "Okay how this, we make a deal?"

Liz looks really puzzled, her eyes are squinted partly shut, and eye brows are raised causing creases across her forehead. "What kind of deal?"

"I won't hold your thought against you, if you don't hold mine against me."

Liz turns her head slightly and looks at Max through the corner of her eye, and her lips curl upward. Her curiosity is becoming stronger than her fears. She decides that she's going to find out more about these thoughts that Max doesn't what her to hold against him. "Hum, Max, exactly what kinds of thoughts am I going to be over looking?" She starts to chew on her lower lip nervously waiting for him to answer.

*How do I tell her I think about sex in some unusual places at the most inappropriate times?*

"You just did." It's Max's turn to turn a crimson red. Liz can't help laughing at him. He looks so cute when he gets embarrassed. He merely nods his head in realization of what he's just admitted.

Seeing how red Max turns from admitting what he did, Liz realizes they really do need to talk about these secret thoughts they have in the privacy of her room, rather than discovering them in the middle of Biology or History class tomorrow. She timidly confesses, "Max, I do the same thing."

"You do?" Max is surprised. He really hadn't considered Liz having the same problem with her thoughts that he does. After all girls don't think about sex as much as guys do, do they?

"Don't sound so shocked," she scolds.

"Sorry I didn't mean too, It's just, I didn't think girls or you to be more precise thought that much about sex."

"Does that disappoint you, or excite you?" She asks playfully in an attempt to calm her own uneasiness of the subject.

He slowly responds, dragging out the words like he's not too sure. "I'd have to say . . . excites me." Max seeing how nervously this made her and adds. "Liz how could you think I would be disappoint to hear that you fantasize about having sex with me."

"Mighty big ego you have there. Who said they were about you?" Max's face falls. "Just kidding." Liz leans over and kisses his soft welcoming lips.

"What kinds of things do you think about?"

"I think about seeing you like this . . . (Max motions to her nakedness ) . . . beside me, and more, a lot more."

"How much more?" Liz smiles seductively as she inches closer to him.

"Liz, you keep looking at me like that and were going to get off of the subject her and neither of us are going to get much sleep tonight."

"Who needs sleep?"

Max wraps his arms around her, and rolls her on top of him. "Oh you really are bad, aren't you?"

"Do you like it when I'm bad?"

"When it comes to you, I think I could get used to the idea."

"What if I'm so bad that I shock you?"

Max raises his eyebrows at the idea Liz could be bad enough to shock him. "Liz, I don't think you could come up with anything compared to some of the fantasies I had of you over the years."

"I don't know Max. I might surprise you."

"I sure hope so, but remember just because one of us thinks about doing something, doesn't mean we really have to do it."

"Like what Max, give me an example."

"Let's just say I'm not into having an audience. I don't want anyone seeing how gorgeous you are besides me."

*Like our Biology class. My favorite one is when you lift me up on our biology table and . . . .*

He hears her thoughts loud and clear. "You too?" Liz's lips curve into the biggest grin she can without showing her teeth.

"Maybe we should get some sleep Liz."

"What?" Liz says in shock. "I'm actually enjoying this and you want to go to sleep."

"Yeah, I thought if we went to sleep, we could act out our biology room fantasies in our dream."

"What if we act out these fantasies, and then tomorrow that's all you can think about?"

"We'll just have to keep reminding each other to keep our minds from wondering too much."

"That sounds logical enough." Max and Liz both lay down and get comfortable. Liz's mind won't stop working though. *I wonder if we will ever be able to control what thoughts we send to each other? This could still get awkward at times.*

*I hope we do. I don't know how I'm going to refrain from attacking you in class when you start thinking about me kissing you, or us having wild passionate sex.*

*I know what I would do if you sent thoughts like that to me.*

"And what would that be Liz Parker?" Max asks out loud, hoping that she will answer out loud because he wants to hear her say it.

She obliges, "I can think of two options. First option, make you suffer."

"And the other?"

"Drag you out of class and have my way with you."

"I like the second option best, but there is one problem with it."

"What's that?"

"We'd both end up flunking ever course we have together."

"You really do think about sex more than a hundred times a day, don't you?"

"I told you that. Now are we going to talk all night or are we going to try and get some sleep?" After trying to sleep and felling Max decides there's another option. "You know there is another option. We could do what I came over here for?"

"What did you come over here for again? I seem to have forgotten."

*How about I show you.* Max thinks as he moves in closer to Liz and begins to trail his hand up and down the bare skin on her back while leaving a trail of sensual kisses up her shoulder and neck. Liz sighs at the sensation and tilts her head to the right giving Max better access to her neck. Liz slides her arms around his neck and plays with the dark soft hair at the nap of his neck. *I don't think that we're going to be seeing the biology room tonight.* ********************* Max and Liz drifted into a light sleep in each others' arms after making love. However, they didn't have enough time to enjoy their dream together. They woke up to Liz's alarm clock going off at 6:00 a.m. Liz sat up on the edge of her bed in an attempt to clear the sleep from her head. Max pulled her back down on the bed next to him, wanting to enjoy the way she felt in his arms. "Good morning," he whispered

"Good morning to you" Liz kissed Max lightly on the lips and climbed out of bed. "We have to get ready for school Max, especially you. We can't risk my parents walking in and seeing you like this." She smiles at him playfully. Even though she doesn't want her parents to find him here in the buff, she likes him this way. *I have to admit I loved to stay right here with you all day, but you know that we can't, so don't tempt me.*

Max rolls out of bed and moves to her side. "If there was a way we could stay like this all day, would you do it?"

"I asked not to tempt me. Now go, go get in the shower, and I'll straiten up my bed." Max looks back at the bed. The top sheet was on the floor and her blanket laid waded up in the middle of her bed. Knowing that it was better if he were dressed if her parents should choose to check on her this morning, he agreed. Max kissed Liz on the forehead and headed for her bathroom picking up his clothes along the way.

When Max finished showering, he left the water running so her parent if they could hear the water running wouldn't hear it go off and on again. He let Liz know that it was her turn. He planned to stay in the bathroom while she showered. He wanted stay and talk to her while she showered, he also liked the idea of watching her.

However, Liz would have it. She pushed him out the door while saying, "Oh no you don't, out! We don't have time for distractions right now. If you were watching me, I know where your thoughts would be, and so would mine. Now out!"

Max finished dressing, scribbles a note, leaves it on the freshly made bed, and climbed out the window.

Liz decided not to wash her hair; he had just washed it the night before. Wrapping her towel around her body, she walked into her room expecting to grab her clothes and head back into the bathroom to dress, not wanting to let things get out of control. She looked around the room, not seeing Max, but found his note. She picks it up from the bed.

Liz, Sorry I had to leave. I was too tempted to join you in the shower, and you know what would have happened then. I pick you up in a half hour for breakfast. I Love you! Max

************************************************ Max knocked on her front door right on time. Jeff Parker answered it. "Hello Max, come on in." Mr. Parker looks surprised to see Max this morning. He knows that Max generally picks Liz up for school, but not this early in the morning. "Is Lizzy expecting you?"

"Yes sir, we planned to grab a bite to eat together before school this morning." Max looks a little uncomfortable. He was hoping that Liz would be ready. Now he is standing in her house being watched by her father, very carefully I might add. Max shifts his weight, uncomfortable by the intense stare of her father.

Jeff, aware of how uncomfortable this is making Max declares, "I'll just go see if she's ready." He knocks on her door. "Liz, Max is here."

Seconds later Liz opens the door wearing a red sleeveless T-shirt with a red, white, and tan striped button down shirt and white pants. "Thanks dad." She kisses him on the check, catching him off guard and hurries past him.

*Whoa, you look hot. I am going to be in trouble today. *

"Hi Max, I'm ready." She says for her dad's benefit, as she smiles like a Trichur cat at Max. *Hot huh? Why, thank you. What was this about being too tempted?*

Max takes deep breathe, *I couldn't take it anymore. I had to get out of there before I lost all control.* Max opens the door and waits for Liz to step out before following.

"Where are we going for breakfast?" Liz asks as she heads down the stairs.

"Somewhere very public!"

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

Liz and Max are walking down the hallway before school. They stop in front of her locker. She yawns as she pulls out the books she needs for her first to periods. As she closes the locker, she sees Max yawning as well. *Tired?*

*What do you expect, you kept me up most of the night?*

*Excuse me, who keep whom up most of the night?*

*But it was worth it, wasn't it? * Max raises his eyebrows and smiles that same Trichur cat smile that both he and Liz had been wearing all morning.

"Hey you two." Maria and Michael say as they come up behind Max and Liz. They see the smiles the two of them are wearing and look at each other questioningly. "What are you two so happy about this morning?" , asks a very curious Maria.

"We shared a very pleasant evening that's all, and what about you two?"

"Yeah, my mom keeps asking me if everything is all right. She's worried because I've been going to bed so early these days." Both Max and Michael grin knowingly at each other. Maria continues ignoring the guys, zeroing in on Liz. "Did Robert call your parents last night?"

"Yeah, he did Maria."

"Wasn't that so cool? I mean I was about to give my mother this really lame excuse about why I was so late getting back after she told me to come straight home when we were finished with the sheriff, but then she tells me that Mr. Gates called to let her know that we were over his house studying for the huge history test. He told her we were studying together when all the commotion took place, and when we went to drop Sandie off, he convinced us to study at his house. He took all of the blame. I couldn't believe it. I guess there are advantages to having an adult on our side after all."

Max decides to take advantage of Liz hearing his thoughts. Other wise he would have to either wait for Maria to stop talking or interrupt her. *Liz, I still have to get my books. Do you want to come with me, or should we say our good-bye here?*

Liz tries to listen to Maria and answer Max at the same time. *I'll come with you. I'm not ready to let you out of my sight quite yet.*

When Maria finishes Max says, "Sorry Maria, but I still have to get my stuff from my locker, and I have to give Liz something. See ya."

Liz asks Maria, "Did your mom give you any clue what the dinner with Kyle and his dad was about?," as Max takes her by the arm and pulls her in the direction of his locker.

Maria calls out to her as Michael pulls her toward hers' "Not a clue, I'm going to check with Kyle later and see if his dad said anything to him."

"Did you see the way those two looked, if I didn't know better I would say they didn't spend all of their night together in the dream world, if you catch my drift?" Maria was referring to the dark circles under Max's and Liz's eyes and the big grins plastered on their faces.

"I wouldn't know about that, but there is definitely something going on with those two." Once Michael and Maria reach her locker, Michael informs her of his plans for the night. "I'm going out to the House tonight. I'm going to see who else wants to go, and I meet you at the Cafe when you're done."

"Do you really think it's safe to go out there this soon?" Maria opens her locker and exchanges' books from her book bag for the books she'll need for her first few periods.

"It's probably the safest it's going to get. Besides, we'll be careful."

"Do you really think your going to find anything new out there? It's not like we've had any luck finding the you know what."

"I don't know. I just have to keep trying."

Maria closes her locker and zips up her back pack. "Michael, have you given any thought to what you would do if you did find the . . ." She did dare finish that sentence, and she figured that Michael knew what she was talking about anyway.

Truthful Michael assumed that Maria would be just as curious about his world as he was, and that she would want to go with him. After Nasado told them the six would be the ones to bring their two people together, he just figured that they would all go also. "Don't worry DeLuca. Whatever I choose do, I want you to do it with me."

"Have you considered that maybe I don't what the same thing you do?"

"Not really, I figured that we were in this together. You and me, all of us. Our destinies are together now. You heard what Nasado said. The six of us have a destiny to fulfil."

"Yeah, but he didn't say whether that would be from here, or if we had to go wherever. Look it's not like you would even know how to fly the thing." Maria's scared they'll eventually find the Teomner's hidden ship, and Michael will want to return to his people's world. But from everything Nasado said about the government controlling the people, and taking their children from them scares her. Not that she's worried about kids right now, but in the future she would like to have a family with Michael.

Michael hears the fear in her voice as it raises an octave higher than normal, and for the first time he realizes that she may not what to go with him. "Maria, I don't what to lose you, ever. How about we deal with this as it comes, instead of worrying about what may, or may not happen." He pulls her into his chest, holding her tightly, and kissing the top of her head. Michael knows that whatever they do they do together. From everything they have learned about his people once the bonding began, they wouldn't be able to be away from each other for long. He's got to find a way to help Maria see how important this is to him, and convince her this is something they have to do.

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

When Max arrived in the Biology room, Liz was already sitting in her seat watching the door for him. They exchanged smiles as he drew closer to his seat. "Hey"

"Hey yourself." Max said, and kisses her sweetly before pulling his needed supplies from his backpack.

*How are you doing?* she asks him in her mind.

*It's been hard, I keep nodding off in my classes. How about you?*

*Had a hard time the first couple of hours as well, but I'm just dandy now. My second wind kicked in last period, along with a server case of the giggles. Which Alex, with his quirky jokes took full advantage of. I ended up having to excuse myself from class it was getting so embarrassing.*

*I wished I'd been there. I love to listen to your laugh.* Max pictures Liz laughing. *You have the greatest laugh and the way your whole face lights up sends me . . . *

*Max, stay focused.* Liz looks around the class and notices that their classmates had already started working on their lab assignments. She didn't even hear the bell ring, let alone here Ms. Hardy's explanation of what they were supposed to be doing today, and apparently neither did Max. *We better get to work on our assignments, or we're both going to start failing this class without me pulling you into the eraser room for indecent thoughts.*

Max nodded in agreement as he picked up his lab sheet from the corner of the table. They both read over the assignment and followed the instructions. Max watched Liz's face as she concentrates on measured the chemicals they needed for their experiment. *Exquisite, even tired she's exquisite." Liz smiles as she hears his thoughts, and continues to concentrate on what she is doing. Max eyes drift to her lips when she smiles. *I want to kiss those soft sexy lips, who cares what anyone things, the things she does to me when I feel them touching mine. It is worth missing lunch for. Maybe I should convince her to join me in the eraser room during lunch. Then I could touch Liz in those places that drive her wild, to feel her warm soft flesh under my touch. Oh to feel her hot delicate hands against on my chest, and her body pressed tightly up against me.*

*Max!* Max is brought out of his thoughts when he hears Liz's thoughts in his head. *Are you trying to make me over heat? Much more of that, and we would never make it to the eraser room. Now, get back on task so we can get out of here.*

Smiling seductively, Max sends Liz a thought, *I couldn't help myself you look so good, so sexy I . . . * Liz looks at him sternly to let him know that he's doing it again, while trying to fight back the desire to start laughing. "Maybe if we keep talking, I'll be able to concentrate." he offers.

*Okay, so what show we talk about?*

Max thinks for a moment and remembers what stared these thoughts that he was experiencing. *Does your funny bone always kick in when you don't get enough sleep?*

She looks a little surprised by the subject he picked. *Yeah normally? That's why I don't stay up all night anymore." Liz catches the mischievous look on Max's face, and the gleam in Max's eyes. *Don't you try to make me laugh. The last thing I need is for everyone to think I've lost my mind.* Max smiles innocently, and is caught off guard by a yawn, Liz follows with a yawn of her own. *I could sure use a good nap about now.*

*Me too, but it doesn't look like I'm going to be getting one any times soon. Michael, Isabel, Alex, and I are going out to the house after school today. With us meeting Topolski on Sunday, they want to get as much time out there as possible, just in case. We're going to ask Sandie at lunch if she wants to join us, maybe her parents as well.*

*That makes since, when do we leave?*

*We? I thought both you and Maria had to work tonight.*

*Oh shoot, that's right. I forgot all about work. I don't know how I'm going to manage working a full shift. I don't think this second wind will last that long, I'm going to be dead on my feet.*

*Yeah, but it was worth it.* Max looks around the room and back at Liz. *I'm curious, what's one of your fantasizes about this room?*

Liz smiles at Max wickedly, *Hey, I thought we were trying to keep you off of that subject for now.*

*We were, but I can't help it. Tell me one, please.* Max looks at her pleadingly.

*Max, I don't think that's a good idea right now.*

*Please* Max stokes his fingers down her forearm.

*Okay, but you better behave yourself.*

Max sits up straight. *I promise, maybe.*

Lis giggles to herself. *You and I are in here working on some project, alone. We start to kiss, but not just any kiss, a kiss full of heat and passion. You lift me up onto one of the empty lab tables, and move in between my spread legs pressing as close to me as you possibly can. I would run my hands through you hair, while we continued a deep hungry kiss. You would then remove my shirt and . . . *

Max shifts his chair farther under the table to hide his obvious arousal. *Sounds good so far. I'm getting hot just thinking about it. Go on!*

*You would then run your hands up my back and disconnect the clasps on my bra and (bell rings dismissing the class.) . . . the bell rang.*

*What?*

*The bell just rang.*

Max groans and looks at the doorway. He watches as the other students file out of the room. Liz is rushing to clean up their lab table. "Help me Max. We have to put the rest of this stuff away."

"Max, Liz, are you two all right?" Ms. Hardy looks at them both with an expression of concern. "Normally you two are the first ones done with these assignments, but today you both seem distracted."

Liz thinks quickly. "No, everything is fine. We're both just tired. We were studying with some friends of ours and didn't get home until late."

Ms. Hardy looks at the two of them not sure if that's all there is to it, and says, "Are you sure that's all?"

"Yeah, we're fine." offers Max.

"Try to get more sleep next time. Your mind doesn't function as well when you're tired."

"Yes ma'am, we'll do that."

Max and Liz put their things in their bags and head out of the room. Max grabs Liz's hand and heads for the student parking lot.

Isabel sees Max and Liz as they go out the door. Her lips curl up slightly as she shakes her head in disbelief before turning to head out to the quad to join the others.