Maria knew something was definitely up. She marched over to their table and pulled Liz up by the elbow.

"Hey!" Kyle exclaimed in protest.

"She'll be back in a minute Kyle." Maria said in disgust.

Liz let Maria pull her into the backroom. She felt emotionally drained, and was not in the mood to fight Maria about Kyle.

"What the hell is going on Liz?!" Maria cried. "What happened to you not touching Kyle with a ten foot pole? Did the pole just drop or what?"

Liz looked up at Maria who was waiting for an explanation. "It's not what you think Maria." She said slowly. "I hate Kyle."

Maria couldn't mask her confusion. "Then why are you going out with him?"

Liz sighed. She really didn't feel like explaining anything to Maria right now. "Look Maria, come over tonight at about 10:00 ok? I'll tell you everything then. Right now I need to rest or something."

Maria nodded and followed her out into the dining area. Liz made her way over to Kyle and his friends.

Kyle saw her approaching. "Here she is! My lovely Liz." He smiled.

Liz forced a smile on her face. "Listen Kyle, I'm not feeling so well so I'm going to go lie down okay. See ya later."

She made to leave but Kyle tugged her back towards him. "How about a little good bye kiss?" He said playfully but firmly.

Liz's mind reeled but she leaned down and let Kyle's lips smother hers. When he was finished she turned and walked away.

She climbed the stairs to her room and collapsed onto the bed. Curled up into a ball she let the sobs rack her body.

She had never felt so helpless.

Maria made her way over to Alex. "Am I going crazy or did I just see Liz kiss Kyle?!" He asked instantly.

Maria rolled her eyes. "Hi to you too Alex."

Alex looked at her. "Just answer the question Maria."

Maria looked over at Kyle. "I don't know, Liz said it's not what it seems. She hates Kyle, she told me herself."

Alex look bewildered. "Then….why is she going out with him?"

Maria shot Alex a frustrated look. "I already said I don't know!! Geez, pay attention!"

Alex calmed down. "Sorry, it's just a little too shocking for my system that's all. I always thought the day Liz would ever date Kyle Valenti would be the same day the sky turned orange and the earth rotated backwards."

Maria couldn't help but giggle at Alex's antics.

Later that night Liz checked her watch. 9:46 pm. Maria would be here soon, and Max hadn't arrived yet. Normally she would wait on the balcony but since Kyle had said he had been watching her she no longer felt safe. She couldn't help it. She climbed onto the balcony, not caring if Kyle was there watching or not.

She sat on the lounge chair anxiously waiting for Max or Maria, whoever came first. Suddenly she heard the ladder creak. It had to be Max, since Maria would have come in through her doorway. Liz stood up and waited till he got to the top of the ladder. Then she ran to him and hugged him hard.

Max smiled. "Just the hello I was looking for." He said He bent down and they shared a heart-searing kiss. Liz had no idea how she was going to tell him that she was with Kyle.

She knew it was wrong, but she could feel herself falling in love with Max. They were interrupted again by a knocking on Liz's door.

Max made to hide, but Liz held him in place. "Just wait here a second." She whispered, giving him a quick kiss.

She knew it was Maria and she planned to tell them both what was going on with Kyle. Liz climbed through the window and let Maria in.

Maria looked around immediately and said in a sarcastic voice "Where's Kyle?"

Liz gave shot a nervous look over her shoulder and led Maria over to the window. Maria put her head out and instantly saw Max standing there. With a little squeal she pulled her head back in and stared at Liz with big eyes.

"You have an alien on your balcony." She said in a hushed voice.

Despite everything Liz couldn't help but laugh. "I know, Maria." She said.

Maria couldn't understand what she was hearing. "That's the guy who saved you in the alleyway isn't it? What is he doing here?"

Liz took her hand and helped her through the window.

She walked over to Max and leaned against his shoulder. "Max, this is my best friend Maria."

Max gave Liz a bewildered look then smiled at Maria. "Hey." He said, extending his hand.

Maria very tentivley shook it then gave Liz a 'what the hell are you doing' look herself. "But what about Kyle?" She blurted out.

Liz felt her face crumple again. Max turned and looked at her with confusion and hurt in his eyes.

Liz closed hers, silently cursing Maria. "Yeah, what about Kyle." A voice piped up behind them.

The three of them turned around to see Kyle's face appearing over the edge of the balcony. Liz felt like she was going to throw up. This was like her worst nightmare come true.

Max still looked confused. "Who are you?" he asked Kyle.

Kyle extended his hand and Max made a move to shake it.

Kyle quickly pulled his hand away. "Sorry, I don't have anything to do with aliens," He said. "Only when one of them tries to steal my girlfriend."

Max stared at Liz in disbelief. "Is this true Liz?" He asked in a hoarse voice.

Liz felt tears prick her eyes as she looked from Kyle to Max. From the look on Kyle's face he was obviously waiting for her to tell Max about their 'relationship'.

Liz looked up at Max with tear filled eyes. "It's true." She whispered sadly.

Max drew a sharp breath and slowly backed away from her. It pained Liz so much to see all the hurt in his eyes.

Max looked from Liz to Kyle then back to Liz. She had tears streaming down her face and he couldn't bear to look anymore. He turned to Kyle and mumbled an apology before hastily climbing down the ladder.

Liz hated the smug look that was wiped across Kyle's face as he watched Max disappear. Liz took Kyle's momentarily distraction as a chance to shoot Maria an anxious look. Maria nodded her head and scurried back into the house.

Liz only hoped she would catch Max in time. Kyle turned back to face Liz.

"I hate you." She whispered in hot anger.

"Aw, you don't hate me," he replied "You just think you do at the moment. Trust me, when it comes to your future, you'll be thanking me for stopping you do the most stupid thing you've ever done in your life. Then you won't hate me."

He could see he wasn't going to get very far with her tonight.

He walked over to the ladder and started to climb down.

Before his face disappeared he shot one last look at his girlfriend. "I told you I was watching you." He said quietly, before vanishing over the side.

Liz lay down on the lounge chair but she couldn't cry anymore. She had run out of tears. So she played the events of that night over and over in her head again. And again. And again.

Maria felt like she was running with leads in her shoes. How fast can one guy move? Suddenly she saw a figure up ahead. Squinting to get a better look she recognised him. It was definitely Max.

She slowed down a bit when she saw he was walking.

She came to a complete stop when she saw he was meeting someone. Or someones.

He strode up to two people standing in the shadows.

Maria wondered if it was safe to just walk up to them.

The three of them started to leave and Maria knew this was her only chance of getting Max and Liz back together again, since she had practically ruined whatever relationship they had with her Kyle remark.

She started running again. "Max!" she cried. "Max wait!!"

Max turned his head, hoping to see Liz. Michael and Isabel also turned and when Michael saw some blond girl running up to them he cursed to himself.

Max waited until Maria had reached him before saying anything. "What?" He asked her in a brusque voice.

Maria held up her hand to say she had to catch her breath.

Michael suddenly recognised her. "Max, what are you doing!" He said as quietly as he could. "It's the girl from the alleyway that night isn't it?!"

Max nodded and Isabel looked totally confused. "Um, does someone want to fill me in?" She asked in an extremely annoyed voice.

Michael groaned. "The other night when I was keeping Max company on one of little walks we came across these two humans in trouble with some guy who had them trapped in an alleyway. One was stabbed, not this one, the other one, and our great saint here had to save her life." He explained.

"The rest of the story Isabel, involving why blondie is here, I can't tell you because I don't know it."

Michael and Isabel looked pointedly at Max. He gave them an exasperated look and looked at Maria.

She was giving Michael a disgusted look. "I can't believe you. I'm sorry if we inconvenienced you in any way Michael." She said nastily.

Michael was taken aback that she knew his name. But he kept his face neutral. Isabel rolled her eyes. Max sighed at the bickering. He just wanted to know what Maria had to say then he wanted to go somewhere quiet.

"What do you want Maria?" He asked.

Maria suddenly looked uncomfortable. "Liz is going out with Kyle…" she started, and then realized that probably wasn't the best opening line for him. "I mean, she wasn't until this afternoon. Kyle said something or did something to her, I don't know. But you have to give her a chance to explain herself."

Maria stopped and took a breath. She could see Michael's shocked face over Max's shoulder and it gave her a satisfying pleasure.

"WHAT?!" Michael exploded. He pushed past Max and stood in front of Maria. "What the hell are you talking about? Who's Liz?" He demanded.

Maria gave him a frustrated look. "You know, Liz, the one Max saved, his girlfriend."

Michael's jaw dropped open and he spun around to face Max. "Is she right Max?"

Max found this all very draining. He nodded yes.

Michael turned to Isabel who was watching with great interest what was going on around her. "I guess we just found out where he goes every night." He said in a sarcastic tone.

"So Liz is a human…." Isabel started "And you have been seeing her Max." Now she looked worried. "We could get into a lot of trouble for this Max."

Max turned to face her. "Don't you think I know that Is? Why else would I have kept it a secret. But it's not what you think, I would risk everything just to be with her."

Isabel stepped close to her brothers' face. "Even us?" She asked.

Max looked at her warily. "You know that's not what I meant."

Isabel sighed in exasperation. "Then tell us what you meant Max."

Max looked at the ground, then up at Maria. "Tell Liz I'll think about it okay? I just need to think for awhile first."

He walked off, with an angry Michael and a frustrated Isabel trailing behind him. Maria turned around and headed back to Liz's. When she got there she found Kyle gone and Liz staring up at the stars.

"Where's Kyle?" Maria asked, looking around.

Liz jumped at the sound and stared at Maria. "Geez, Maria, what are you trying to do to me?"

She sat up and put her head in her hands. "He left. He obviously did his damage and didn't want to stick around." She looked up at Maria hopefully. "Did you catch up with Max?" Maria nodded and Liz sighed with relief. "What did he say?"

Maria sat down next to her on the lounge chair and looked up at the stars as well. "He was really hurt Liz."

Liz knew he would be. She wasn't going to tell him like that. Damn she hated Kyle!

"I asked him to give you a chance to explain yourself." She continued.

Liz looked at her friend gratefully. "And will he?"

Maria looked at Liz. "He said he would think about it. He needed to be by himself first."

Liz shook her head in despair. She didn't know when he would be coming back. Maybe never. "I wish I could go see him instead of waiting for him to come to me." Liz cried in frustration.

Maria thought for a minute. "Do you know where he lives?" She asked Liz sadly shook her head again. "Welllll….I might be able to help you there…." Maria said cautiously.

Liz looked up quickly. "What do you mean, you might be able to help?"

Maria excitedly shifted herself so she was facing Liz. "You know when they came there was a few humans that helped them get settled?" She asked Liz nodded. "Well, I never told you, but my mom was one of those people."

Liz gasped. "No way!"

"Well anyway," Maria continued. "When they got settled they distributed a local alien phone book, if that's what you would call it. In it they had the aliens phone numbers and addresses. As a token of their appreciation they gave one to my mom."

Liz absorbed this new information. "So what you're basically saying is that we could find out where Max lives in this book?"

Maria nodded excitedly. "Oh, wait!" She had a thought. "Do you know his last name? Otherwise we'll never find him."

Liz thought for a minute. "Evans.." she said slowly. "His last name is Evans."

Maria jumped up. "Let's go!" She cried.

They arrived at Maria's house and immediately started searching for the book. It wasn't long before Maria produced it.

"I knew it was around here somewhere." She whispered quietly, so as not to wake her sleeping mother.

They sat at the dining table and quickly started flipping through the pages. "It's not very long." Liz whispered.

"That's because there's not a lot of aliens, only about a hundred or so." Maria replied.

"Aha! Evans, here it is. They're the only Evans in here. The rest of the names sound strange, this is the only human sounding one I've seen."

Liz wondered what that meant. But before she could think anymore about it, Maria had whisked her out the door and into her mom's Jetta.

As quietly as possible they backed out of the driveway and onto the street, heading towards the outskirts of town.

Fifteen minutes later they were silently cruising the unfamiliar streets of what the humans called New Roswell.

"It's called Magilion Street." Liz said to Maria, whilst checking the street names they passed.

"It's called what?!" Maria exclaimed.

"Never mind, just drive." Liz replied. "No wait, turn right!"

Maria slowed down and pulled into Magilion Street. She parked the car on the side of the road and they sat there for a second. "What's the house number?" Maria asked, leaning over Liz.

"Fourteen. It says right here, fourteen Magilion Street."

Maria felt spooked by all the dark houses. It was pretty quiet. "Let's walk the rest of the way, okay?"

Liz nodded, and they climbed out of the car. As they silently walked up the street Liz was checking the numbers.

Maria was wondering if that guy Michael lived with Max. It would be just her luck.

"Fourteen!" Liz said in a hushed voice. "I found it!"

Maria ran to her side of the street and they stood there looking at the house. It was one of the few with lights still on. The two girls crept along the side of the house until they got around the back.

"How do we know which is Max's room?" Liz whispered frantically.

Maria shrugged her shoulders. "We don't." She replied. "Just watch for awhile."

They stood there in the dark behind a large tree for a good ten minutes before they saw any movement.

"That's Isabel." Maria whispered.

Liz looked at Maria with a frown on her face. "How do you know that?" she asked.

"I sort of met her earlier, she was with Max and Michael."

Liz watched the blond girl sit at a table with a magazine and a plate of ice cream. She then poured what looked like Tabasco Sauce over the top of it.

Maria and Liz both screwed up their noses. "Ick." Maria muttered.

"Double ick." Liz replied.

Suddenly Liz forgot about the ice cream and Tabasco sauce.

Max had appeared at Isabel's side and was reading the magazine over her shoulder. Isabel obviously didn't want him to do that, because the next thing Liz knew Isabel had flicked ice cream onto Max's face. Liz had to stifle a laugh when she saw his expression.

It was like watching her favourite movie. Max started tickling his sister and Maria and Liz could see her wriggling around, yelling at him to stop, yet laughing at the same time.

Liz found it easy to believe Max had such an easy-going nature. She wanted to stay behind the tree and watch him forever, but she knew she had to talk to him.

She had come all this way, it would be stupid not to.

Together they slowly crept out from behind the tree and moved around the garden. "We have to run across the lawn." Liz whispered into Maria's ear.

Maria nodded. "You go first."

Liz looked inside and around her, and then took off at a sprint, running across the grass.

Maria waited until she safely reached the other side, and then prepared herself to run. Suddenly two hands came up behind her and covered her mouth.

She tried to scream but it came out muffled. The hand held a tight grip on her and she swung her head around to see who it was. She should have known.

Michael's face grinned down at her, and he looked proud of himself. "And what are you doing here?" he asked.

Maria rolled her eyes and glared at him. He laughed and uncovered her mouth and she spat a long stream of words at him as he led her across the lawn.

Liz watched as some guy pushed Maria across the lawn.

She felt terrified. She couldn't move. She watched as Maria said something to the alien and he looked around and nodded. "Liz!" she called softly. "It's okay, it's Michael."

Who the hell was Michael? But Liz emerged from the bushes and made her way carefully across to Maria.

Then she recognised him. "You're the other guy from the alleyway, aren't you!" She exclaimed.

Michael just nodded then opened the sliding door to the kitchen. Max and Isabel looked up to see Michael walk in, followed by Liz and Maria.

Max's heart skipped a beat or two when he saw Liz. "Liz!" He said. "How…Michael, what are you doing?"

Michael held up his hands. "For once, nothing." He replied defensively. "I found these two snooping around in the yard."

Liz and Maria suddenly found their shoes very interesting.

Max couldn't believe she was actually here. Liz looked up and cleared her throat. "Um, Max, I need to talk to you." She said hesitantly.

He nodded and motioned for her to follow him. As they were leaving the kitchen they ran into two adults. Liz drew in a breath and waited for them to kick her out of their house.

"Mom, Dad, this is Liz."

Liz couldn't believe it. Max was introducing her to his parents!

His mom looked her up and down curiously. "She's a human." She said to Max in amazement.

Max grinned. "Yeah, and there's another one in the kitchen." He said playfully. "Michael will explain, don't worry."

And with that he took Liz's hand and led her down the hall. Liz was still astonished by what just happened. The weird thing was, she hadn't sensed they were aliens.

Max looked at her face and guessed what she was thinking. "They're human too." He said.

Liz realized she must of looked extremely confused because Max laughed. "I'll explain in a minute."

She let him lead her into his bedroom. He closed the door behind them and she sat at his desk, looking around.

It looked like any other guy's bedroom, with posters and a CD player and everything normal.

The posters were not of girls or whatever guys stuck up on their walls though. They were of something beautiful, his home planet.

A picture that caught her interest at once was of a sky with two moons, slightly covered with acid green clouds. It looked amazing. Max seated himself on the bed and looked at her. She was still studying the picture. He loved the way she bit her lower lip when she was concentrating on something, and the way her hair always seemed to fall over one eye so that she had to keep brushing it away. He could have sat there forever watching her but he knew they had to talk.

He thought he might as well start. "I was going to come back and see you." He said.

Liz snapped back to reality. "When?" She asked

"Tomorrow night," he replied.

Liz looked relieved. "I didn't know when you were going to come back and I needed to see you," she said. Liz shifted on the chair. "About the whole Kyle thing…"she started. Max leaned forward to prompt her to go on. "He's blackmailing me!" She burst out. "He knows who you are, and he knows my father will kill you if he ever finds out." Liz drew in a shaky breath before continuing. "He came up to me and said if I went out with him he wouldn't tell anyone about you and I. And then he said if I didn't he would personally tell his father and mine. And his father is the town sheriff."

Max couldn't believe what he was hearing. Liz was once again on the verge of tears. It was becoming a nuisance.

"I have to do what he says." She said softly. "I don't want you to die."

Max stood up and strode over to Liz. He opened his arms and held her tight. Liz wrapped her arms around his neck and breathed in his scent. He smelt like cinnamon.

She giggled at the thought. Her Max was made of cinnamon.

Max heard her giggle and smiled. She smelt so good, like ylang-ylang. Exotic. He kissed the top of her head. "Don't worry Liz," He reassured her. "It's all going to be okay."

Liz closed her eyes and listened to his soothing voice. When he said it like that she could believe anything. She drew back and looked at her watch. "I had better go." She said reluctantly. "Maria must be kinda freaking out down there. Michael sort of gives her the wiggins." She smiled.

Max could believe it. Michael often rubbed off the wrong way on people. Max saw it as a personal trait. He playfully ruffled Liz's hair and then leaned down to give her a tender kiss. "Don't worry about Kyle." He said softly. "I'll sort it out."

Liz gave him a curious but grateful smile. "Thanks Max." she said as they walked down the hall, hand in hand.

They reached the kitchen where Isabel had resumed reading her magazine and Maria sat uncomfortably across from her, keeping a steady eye on Michael.

Michael stood in the corner and watched Maria, with a smile on his face. He loved making her nervous.

Liz couldn't help but smile herself at the expression of Maria's face who looked up at the sound of Liz and Max returning. Maria jumped up from the table with relief and shot a killer look at Michael. He only smirked back.

Max led the way to the front door, but held Liz back before she could walk through it. He gently leaned his head against hers and she closed her eyes.

She looked into his brown-green eyes and he felt like she knew his heart. "I'll come tomorrow night." He promised.

She smiled her sweet smile and followed Maria into the darkness.

When they disappeared from sight Max gently closed the door.

Michael's head appeared around the wall. "Is she gone?" He asked, obviously referring to Maria.

Max nodded and watched Michael try to hide the disappointed look on his face. He honestly didn't understand Michael sometimes. Shaking his head he trudged up the stairs deep in thought.

How was he going to help Liz? He had no clue what to do about Kyle. Max had only met the guy once and that was enough to trigger angry feelings towards the guy.

He sat and looked out the window. He liked the night. It was so peaceful and quiet. And he was still getting nowhere.

Sighing, he stretched out on the bed and blinked his eyes sleepily. Sleep. That was it! He'd go into Kyle's dreams!

Ray had taught them all how to use their powers for dreamwalking. He had visited Liz once but it felt like an extreme invasion of privacy so he didn't do it again. Now, what could he do to Kyle to get him to stay away from Liz?

Max thought maybe he had just better play it by ear.

He closed his eyes and settled back into the pillows. It wasn't long before the dream orbs came into view, billowing around his heads like soft bubbles.

Each one produced a different note of song and Max stood entranced as the different sounds and colours swept around him. He had to sort through a few to find Kyle's. Kyle's orb was a rich, dark blue colour and produced one of the lowest notes Max had ever heard.

He hummed softly and the dream orb widened so that he could step into it. Kyle was dreaming about Liz.

Max felt his anger rising and he struggled to force it down when he saw how Kyle pictured the ultimate Liz. They were at a football game that Kyle had obviously just won for his team and Liz was jumping around him, giggling and dressed in a skimpy cheerleader's uniform. Max knew Liz was nothing like that. It just proved to him how little Kyle knew about her.

Max instantly walked up to Kyle and looked him in the eye.

Kyle kept right on cheering for himself, oblivious to Max's present until Max knocked him to the ground.

Kyle took a second to stop cheering and stared up at Max's angry face. "Maxwell…" he drawled. "Good to see you. Come to claim your little EX-girlfriend I see?" He stood up slowly, with a sure smile on his face.

Liz draped her arm around Kyle's shoulder and gave Max a death stare. "I don't know what he's doing here." She said coldly to Kyle, while looking at Max. "Can't he take a hint?"

She gave a sick smile and looked at Kyle for a response. Max had to keep reminding himself that it wasn't really Liz, it was only Kyle's dream version of her.

Max quickly changed their surroundings so that Liz disappeared and it was only him and Kyle facing off in a large room.

Kyle opened his mouth in surprise when he realized he wasn't controlling his dream anymore.

Max backed him up against a concrete wall and leaned in close so he could practically smell the fear in Kyle. "I have this problem." He said quietly, backing away slightly. Kyle looked around obviously for someone to help him, but no one was there. "My problem is you are blackmailing the girl I love to stay away from me." Max walked back and forth in front of him, trying to look as intimidating as possible.

Kyle started to look nervous. "How are you doing this?!" He cried, powerless to move.

Max smiled and leaned in close again. "I'm in your dream." He whispered. "And there's nothing you can do about it." He leaned back and watched Kyle's expression turn angry.

"What do you want from me." He said in a harsh tone.

Max couldn't believe he had to spell it out for him. "I want you to leave Liz alone. I want to stop blackmailing her, let her be with who ever she wants. You didn't honestly think you could control her like this and I was just going to stand by and watch did you?" Max's anger was starting to peek through the surface.

Kyle meanwhile, was starting to lose his fear, and he smirked at Max. "I can, and I will." He said, his sureness showing in his voice.

Max shoved Kyle against the hard wall, making Kyle cry out in pain. "You can't, and you won't." Max said through gritted teeth. "What you are going to do is break up with her. Tell her it's over. I'm sure she'll understand."

Kyle opened his mouth as if to say something but Max interrupted him. "And don't fill me in about your little scheme to tell people what I am, because we both know you won't."

Kyle raised an eyebrow. "What makes you sure I won't tell anyone? You have no idea what I will do when I get out of here."

Max smiled as evilly as he could muster. "Because in the corner of your mind you know it won't stop with me. Even if you eliminate me, there will be others who will avenge my death. You felt pain before, when I pushed you against the wall? Imagine what we could do if we weren't intending to just hurt you. We could kill you in your sleep."

Kyle's eyes widened. But Max knew what he just said wasn't true. The pain that Kyle had felt was only a message from his brain making him think he had felt pain. It wasn't real. Max couldn't really kill him in his sleep, but Kyle didn't know that. For all Kyle knew, he could go to sleep one night and never wake up.

And that wasn't a risk he was willing to take for a girl. "Okay, okay," he sighed. "I'll tell Liz tomorrow that I don't want to be with her anymore. Are you satisfied?"

Max gave Kyle a skeptical look. "Not until I hear it from Liz herself." And with that he walked away, out of the dream orb.

Kyle woke up suddenly with sweat running down his face. He knew he hadn't just imagined that's what happened in his dream. He had heard stories from his father about aliens walking in people's dreams or something. And he wasn't about to disregard what just happened. No way was Liz worth his life.