A hard thumb circled the satin knot of nerves that was no longer hidden. Streams of pleasure burst though her, making her cry out. When Max lifted his thumb, Liz moaned a protest. He smiled and redoubled his touch inside her, pressing sensually, teasing them with what it would feel like to be filled by him completely.

"That's it Liz," Max said, bending closer to her. " Tell me you like my hands as much as I liked yours."

His tongue slipped out between his lips and he finally touched the tip of her knot that was also covered with chocolate.

He circled the satin nub, touching her with what felt like a whip of fire. The caress excited her beyond bearing and Liz reared up, pushing her hips closer to him.

Pleasure burst again for her, and she felt a hot rain that she shared helplessly with him.

"Sweet Liz" he said, tasting her.

"Max," she said urgently, for the tension in her was becoming unbearable. " I..."

"It's okay Liz... let it happen... for me..." Max said hoarsely as he took his tongue and laved the whole length of her.

The combination of chocolate and Liz's own special liquid almost made his own head burst with the pleasure and tastes.

Liz cried out and gripped Max's hair. She pushed up harder against him, trying to get him even closer to her.

Her hands in his hair only heightened the pleasure for him. Knowing he was driving her beyond the brink.

The zone... he remember, and concentrated on finding it with his fingers once more, and then flicked his tongue over her again. As Liz's liquid responses continue, Max made a low sound of satisfaction and encouragement, asking for more of her response. Luring her closer and closer to the brink of ecstasy with each flick of his tongue.

Then he found it... he felt her gasp and her inner clenching and knew he had found her spot. He pressed up against it with his fingers and flicked his tongue faster.

He couldn't get enough of her. He was getting as much pleasure out of this as Liz! God the things he was doing to her. That he had only dreamed about in his wildest moments. It was really happening!

Suddenly an anguished pleasure was torn from Liz and her whole body tightened and her hips reared up making Max take her deeper with his fingers and tongue. Liz called Max's name again and again and was answered by the caress whose intimacy ripped away the world, hurtling her into wild ecstasy.

With a scream of his name, Liz lost all control.

After a few moments, Max reluctantly released Liz's shivering flesh and kissed a path up her body, taking the chocolate left behind with him as he went.

Her eyes opened, dazed by pleasure whose aftermath was still rippling through her in ever widening rings.

Max crawled up onto the table with Liz and leaning over her, he pushed the wet strands of hair out of her face and watched her.

"Such beautiful eyes," he said. "Beautiful mouth, beautiful breasts, beautiful... Liz."

Liz saw he luminous approval and love in Max's glance and shivered again. She slid her arm around him, urging him to press full length against her. Needing to feel him along her whole body.

Understand her need, for it was also his own, he braced his weight on his elbows and lowered himself until he touched every inch of her.

Sighing, Liz hugged Max even closer, quivering with every other breath; still captive to the ecstasy he had given her. The weight and textures of his body covering hers felt incredibly good. Even the sticky chocolate that they now shared between their bodies was exciting. Without thinking, Liz rubbed against him, liking the heat and strength of him. He eased more of his weight onto her, no longer trying to keep this from happening.

When Liz sensed the hard masculine need in Max, her breath came swiftly.

"You have the darndest effect on me." Max eased.

Liz laughed. She loved teasing and playing with Max just as much as she loved the intense moments.

As she started to sit up, Max immediately lifted off of her to give her that room.

But they both still sat on the table now just looking at each other with those burning soulful eyes.

Liz reached for the chocolate and this time she poured it on his chest and down his stomach.

As she leaned over him, bolder now, Max laid back down for her and just let her nibble her way around his chest and stomach.

He had such a strong solid chest and stomach. It was so tight and full of ridges. God how she loved him. All of him. And here she was, in her own kitchen, with Max spread out naked for her, and she was nibbling every bare inch of him.

When Liz poured more chocolate on his throbbing, hard passion, he laughed and pulled the bottle away. He was quite covered in chocolate now, and Liz had been tasting every inch of him, but he was done playing... he needed her now.

Liz saw the serious yearning in his eyes and her own melted into him. She felt him reach between them again, since Liz was now on top of him, and he slid one, then two fingers back into her. Liz whimpered and threw her leg farther over Max's bare hip, to give him more room.

Suddenly Max flipped them over and was on top again. She could see all the play had left his face. It was tense and filled with passion.

Liz shivered at the total intensity of Max's eyes and felt her insides melt and answer his matching desire.

Max felt the liquid satin rain over his fingers again and knew she was as ready as she ever would be.

Max slowly eased his fingers in and out of Liz, to get her into the rhythm, and he leaned over her once more to kiss her parted lips and to seek out her tongue with his.

The taste of Liz's mouth all warm and sweet was as intoxicating as the rest of her. She was perfect in every way to him.

He moved his fingers in and out, teasing and rubbing his thumb against her nub, until Liz was sobbing and arching her hips up once more.

Then Max got up on his knees, slide his fingers out of her, and met her eyes.

Liz couldn't breath... she needed Max inside her now! She saw his hug straining flesh and tried to remind her self that this was possible. But he was so big and pulsing.

Then she realized Max was waiting for her to make the move. Gently, and with love in her eyes she reached for his pulsing hard flesh, and wrapped her hand around it.

The groan from Max had her eyes fly up to his and she saw the burning love in his eyes, as she stared leading him to her.

Max followed her down, as she led him into her.

The first touch of his tip to her wet moistness almost did him in. He bit his lips, closed his eyes for the last bit of control, and then met Liz's eyes as he slowly, ever so slowly eased his pulsing heat into her.

Liz just met his eyes, their souls touching as did their bodies, and she was amazed at how Max filled her inch-by-inch, so completely.

They both felt the barrier, and Max hesitated a second. He didn't want to hurt her. Not ever!

Liz knew this and did it for him. She ran her hands down his back, over his trim waste, and then caressed his butt, before she pushed him into her with her hands on his cheeks, and her own body arching up to meet him.

Max groaned as the last few inches were penetrated, and then he stayed perfectly still.

He didn't know how long he could do this, since his body wanted to move so badly, but he would die before hurting Liz. She had to be ready for this. He knew she must be hurting right now.

He met her eyes again, and saw her smile, acceptance, love and awe.

"Max... God... you're inside me!" she said in amazement.

Max too couldn't' believe it. But his flesh was totally enveloped in Liz's loving warmth and heat. Where he had always dreamed of being.

He loved her so much. His Liz. He leaned down and kissed her. He had to take her mouth again. He loved tasting her, any part of her. He couldn't' get enough.

Liz arched up into the kiss and pulled Max closer to her, her hands gently raking down his back. She played chase with his tongue and just tasted and loved Max's mouth as well.

It was Liz who moved first. She felt the building pressure that needed releasing. She also felt the constant fullness and throbbing coming from Max.

He groaned when she started to move, but she told him it was okay, and cupped his cheek with her hand.

"My big strong Max, please love me. Make love to me Max. Now!" she pleaded. She wanted to lose all control with him.

Max broke at her words. He gritted his teeth, his eyes burning into hers, and kissed her once more.

"I love you Liz. God I adore you!"

Those were Max last words as he lost control and pushed in and out of Liz, faster and faster. He felt Liz with him, felt her rhythm matching his, and knew she was okay. That she was with him and not hurting. Connecting with her did have its advantages. He would know immediately if she was uncomfortable or hurting.

Max felt Liz's own passion ready to explode, and he moved faster. He couldn't' get enough of her, and he could tell from Liz's pleas and her clenched hands on his butt, that she wanted more. Wanted it harder. They were both out of control, and needing that final fulfillment.

Max was pounding into her, with her cries of pleasure leading him on.

He knew he was going to lose it in a second. He couldn't' keep this up. He reached between their heated bodies and he found her swollen nub pushed up against his pulsing shaft. He pressed down on it gently, and then rubbed it. Liz cried out as she suddenly exploded.

Her broken cries of release stripped away the last of Max's control. He drove into her again and again while the sweet violence of release consumed him as completely as it had her. With harsh, shouts he spent himself repeatedly inside her soft, shivering body.

Then he held her, rocking her, hoarsely saying her name over and over as he caressed one of this big hands down over her soft hair and cupped her cheek.

He looked into her eyes and saw she was smiling brightly. Totally satisfied and still in a daze of passion. Both of their bodies were still humming.

Max... you feel . . . so good" Liz sighed. Max just answered her by covering her still trembling mouth with his for a loving kiss.

**********

They lay on the floor together. Max had grabbed a throw blanket from the couch and put it on the floor. Now Liz was curled up in his arms.

Liz was smiling, her mind elsewhere.

"Oh no. Are you thinking about what you are going to write in that journal of yours?" Max teased, gently running a finger down Liz's shoulder and to her soft breast. He just loved touching her.

Liz obviously loved touching him, since she was gently holding his now only semi hard flesh. She hadn't taken her hands from him since he had returned with the blanket and placed her on it.

He loved being like this with Liz. Just having the freedom and right to touch her, and have her touch him.

Liz looked at Max with tenderness. It was time.

She reached for the journal that was now on the floor with all of their books and notes that had been pushed off the table earlier.

She held it to her, and then met Max' s eyes once again.

Max waited. When Liz smiled and handed it to him, he felt humbled and honored. And a little afraid.

Liz sensed the fear, since they were so closely connected right now.

"Max... trust me, there is nothing in there for you to be afraid of. I've loved you since forever, even before you saved me, I loved you. I didn't know it yet, but I was waiting for you. I want to give you my thoughts and soul now that I've given you my body and love."

Max swallowed at the beautiful words and took the book from Liz's hands, his eyes never leaving Liz's.

He sat up, flipped over onto his stomach and began to read. Liz curled up against his back and just enjoyed this time they had. It was incredible, it was amazing, and it was perfect! She still couldn't believe what she and Max had done! She smiled against his back and felt his muscles move beneath her as he turned the page.

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

Liz was glowing the next day when Maria picked her up for school.

"So, did you get Max to lose enough of that control of his to kiss you?" Maria teased, seeing the excitement in Liz's eyes and assuming the answer would be yes.

When Liz blushed from head to toe Maria's eyes narrowed. Liz was positively glowing all over.

"Liz Parker!" Maria choked and then turned to her friend. "Tell me! Oh God girl! What did you do?"

Liz giggled and put her head back against the headrest. Then she smiled a bright, content smile and Maria screamed.

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

As Maria and Liz walked into the school and toward their lockers, they could see Max waiting at Liz's locker.

"Lover boy 12 O'clock." Maria teased.

Maria was about to walk away when she saw Michael come up next to Max. Maria and Michael locked eyes, and Maria thought, oh no, are we going to start looking like Max and Liz. But secretly she was thrilled with the look Michael was giving her.

Max didn't move from in front of Liz's locker when she walked up. Liz just smiled and stepped between Max's spread legs and leaned into him.

"Hey." She whispered.

Max swallowed as Liz brushed up against him. He put his arms around her tiny waist and leaned his forehead against hers.

"Hey." He said in his husky, gravely voice.

Michael gave a smirk, raised an eyebrow and pulled Maria away from the couple who were in their own world anyways.

"I don't want to go to class…"Liz said, her breath already short, with just being this close to Max.

Max kept his hands lightly around Liz's waist. He knew if he pulled her any closer, neither one of them would make it to class.

"I have a test this hour, and next hour we have that experiment due in biology remember?" He said whispering that last part in her ear.

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

Liz shivered and could only nod. Neither one of them had gotten much sleep last night. How could she forget! After Max had finished her journal he had turned to her with his own eyes bright and had made love to her again.

Then, they had cleaned themselves off, not daring to get in the shower together, or they would never get the project finished. It took until around 2am to finish the project, make love once more on Liz's bed, and then Max had to get home before his parents noticed he was still not home.

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

Liz heard the bell ring for first hour and sighed. She did not want to leave the warmth of Max's arms.

"Bye Max…see you in biology…" Liz said softly and slowly backed away.

Max looked like he wanted to stop her from stepping out of his arms, but he forced himself to nod, throw her a special grin and turn away to his own first hour class.

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

Michael spent his whole first period staring at Maria when she wasn't looking. He had been wanting to be with her again since the other night at the Crashdown, but last night, he had needed time to think about his feelings for Maria, and what he had told Max about wanting to continue to see Maria, no matter what.

Now he could tell that Max and Liz must have decided to start seeing each other too, after that display at Liz's locker. So if Max thought his idea to be with Maria wasn't a bad one, then why not go for it. Not that he would have listened to just Max. If Michael decided to be with Maria, he would be. And he had definitely decided.

When the bell rang for the end of the class, Michael got up, grabbed Maria's hand and led her out and down the hall.

"Michael!" Maria sounded surprised.

Michael turned around once they were down the hall a bit, and looked down at Maria. "Yeah?" he asked, crossing his arms over his chest and smiling down at her.

"Well, where are we going?" She asked. She was flustered by the intense look in Michael's eyes. What was he doing! He was starting to act like Max did when he looked at Liz. No wonder Liz was mush when Max was around. Her own legs felt weak, and she had to lean against the wall in the hallway, if she wanted to stay standing.

"Where do you want to go?" he smiled again, and raised an eyebrow.

"I . . . "oh the heck with it, Maria was not good at being shy and hesitant. She sighed and grabbed Michael's hand herself, and headed for the eraser room.

When she closed the door and locked it she heard Michael chuckle. She turned to him and smiled too.

"Okay, so are you going to try to tell me this wasn't what you had in mind?" Maria teased.

Michael shook his head. "Not me, I'd never try to pretend I didn't want you right where you are." He smirked and came closer to her.

"Michael . . . now that Liz and Max have . . . "

"Decided to stop fighting their feelings and start to date." Michael finished for her.

Maria's head came up from his chest, and then her eyes narrowed a little. "You don't know do you?" she asked.

"Know what?" Michael asked, frowning. He didn't like not knowing things that everyone else seemed to already know.

"Umh . . . well . . . never mind." Maria said. She thought Max and Michael talked about everything. She couldn't break a confident of Liz's.

"What? What did Liz tell you? I talked to Max the night before last and all he said was he was gonna think about starting to see Liz." Michael frowned.

Maria blushed and nodded. "Yeah, that's what they decided all right."

Michael watched Maria's expression quietly for a second, then saw her blush, remembered the easy closeness Max and Liz had shared this morning, and it hit him.

"DO YOU MEAN . . . "

"shhhhhh." Maria waved a hand at him to lower his voice.

Michael started to smile. "You mean Maxmillian and Liz actually did IT last night??" he said.

Maria just smiled again and nodded. She really was happy for Liz and Max. She knew how they felt about each other.

"She really does love him Michael. She's not normally like that." Maria said, defending her best friend.

Michael remembered what he had read in Liz's journal, and smiled.

"Yeah, I know how she feels about him. If Max took his walls down and let Liz in, I'm not surprised this happened." He chuckled. Then he focused on Maria.

"So . . . where does that leave us?" he asked in a quiet voice.

Maria took a deep breath and waited, as Michael closed in on her. She leaned against the door for support, and then Michael's arms were supporting her, holding her up, and she was lost.

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

Max let out a loud breath when the bell for second period to be over, rang. He looked over at Liz and warned her what he was going to do to her.

Liz giggled. She couldn't help it. All through biology, Max had tried to act so in control, and Liz couldn't help be playful and tease him into losing that control.

Twice Max had had to sit down and pull his chair in under the table to hide his huge erection

Liz was incorrigible! She had teased him unmerciful. She had brushed against him constantly. Her tiny pebble hard nipples brushing against his chest, back, his arm. Everywhere she had rubbed, the area had burned Max.

Then, when she had slowly reached under the table and touched the semi arousal between his legs, he jumped, and stayed hard as a rock the rest of the hour. He could not concentrate on anything after that except the moment he would be able to take Liz again.

When they walked out of class, Max held his books over the front of his jeans, and led Liz down the hallway with the other hand.

Liz was right beside him, and they raced up the stairs to the eraser room.

Max saw the hall was empty, and he started kissing Liz against the eraser room door as he started to open it.

When the door didn't open he realized it was locked, and groaned. He didn't think he could make it another second without taking Liz. She was so hot and clinging to him, her breath coming in gasps against his neck.

He figured the door had been locked by the janitor, and quickly passed a hand over it and unlocked it.

As he walked into the room still holding Liz, he glanced around and froze.

Liz heard a squeak and turned around to see what had stopped Max in his tracks.

Michael was pulling his pants together, and Maria was pulling down her dress, her face bright red and flushed.

Liz stared, then put a hand over her mouth and smiled.

"I'm sorry Maria! We didn't know." She giggled.

"Well the door was locked! What did you think that meant, Max!?" a frustrated Michael threw at his best friend and he raked a hand through his spiked hair and tried to calm down.

Max just smiled wide. "Sorry about that Michael. Didn't realize the place was taken this early in the morning.

"Well it is! Go find yourselves another place Max. I am not done with it yet!"

Maria squeaked again, her face turned redder, and she slapped Michael's arm.

Michael realized how embarrassed Maria was, and that he wasn't helping any, and tried to bring his emotions under control just a bit. For Maria's sake.

Max just chuckled and taking Liz's hand, they backed out of the room.

"Sorry buddy, it's all yours." Max nodded to Michael and with a huge grin on his face he closed and relocked the door.

"I don't think this school is going to be big enough for two horny Czechoslovakians" Liz tossed out, raking a hand down Max's muscular chest.

Max threw back his head and laughed. God he loved her.

The End