"Where do you think you're going?" he demanded playfully.

Liz squirmed, giggling, feeling a rush of excitement at his touch. Max dug his fingertips into her ribs, causing her body to tighten and to force a rush of surprised air from her lungs. His eyes widened at the realization she was ticklish. So he wiggled his fingers, sending her into a squirming and laughing fit as she tried to free herself from his grasp.

"What's wrong, Lizzie?" he teased. "Is Lizzie ticklish? Oh, that was a bad thing to let Max know. Now you will never be safe again. Now I've got the upper hand. Now - "

Max stopped short as Liz kissed him firmly on the lips. He melted into her, savoring the taste of her, the smell of her hair. She parted her lips for him and he easily, gently slid his tongue into her mouth. They both groaned as Max found the uniform button that was snapped across her stomach. He flipped the snap easily and slid his hand across her warm tummy, marveling at the sudden tightening of her stomach muscles. He felt something tighten in his jeans; Liz felt it, too.

She gazed up into his eyes, smiling. "So I guess you're human after all, eh?"

Max blushed, then pulled her tight to his body and whispered in her ear, "Great tactic, Lizzie." They were both breathing heavily, partially from the tickling, partially from their passionate embrace. "But," Max continued, "it isn't gonna be enough."

Liz squealed as Max started tickling her ribs with the hand positioned strategically inside her uniform. She was trapped against him - if she pulled too hard, all of the snaps on her uniform would come undone and she didn't want to be standing in the break room in her underwear.

"Oh, you guys nauseate me," came a voice from the back door. They stopped long enough to see that Maria DeLuca had entered - they were so busy with their tickle fit that neither of them had heard her come in.

"Maria!" Liz pleaded. "Get him off me!"

Maria looked from Liz to Max, then back again. She let out a sigh. "Your problem, Liz. And I don't think you're minding one bit."

Max's delighted expression was all Maria needed in way of thanks. He took the opportunity to reach down and bite Liz's neck, producing another screech. Maria waved her hand in the air and walked in to the ladies room.

Max and Liz stopped their struggle.

"What was that?" Max asked, withdrawing his hand from Liz's uniform and wondering why Maria hadn't jumped in to play with them. No smart remark, no helping Max hold Liz down. Nothing.

Liz was looking toward the bathroom door. "I don't know," she said slowly. "Maybe I'd better - "

"Yeah."

Liz squeezed Max's hand then, snapping her uniform, walked toward the bathroom. She pushed the door open carefully, and she could hear Maria sobbing.

"Maria?" she said gently.

Maria was standing over the sink, her shoulders sagging. At the sound of Liz's voice, she straightened and swiped her hands under her eyes to clean up her makeup.

"You okay?" Liz asked, putting a hand on her best friend's arm.

"Sure, babe. No problem." Maria sniffled and avoided Liz's questioning gaze. Then her bottom lip quivered and she started to cry again.

Liz put her arms around Maria and pulled her close. Maria sobbed and clutched Liz's back.

"I'm sorry," she said. "I'm acting like a total baby. Or a woman mad with PMS."

Liz laughed as she pulled away. She rummaged in her pocket and pulled out a tissue, which she handed to Maria. Liz produced another tissue and blotted Maria's running makeup with it. She smoothed her hair and kissed her on the forehead, then lead her to the couch that was in one corner of the washroom.

"So, what's really going on?" Liz asked. "You have to tell me - you're going to flip out the customers if you go out there like that."

Maria sighed, suddenly feeling guilty. "It's just, well, you know, Michael. He's being such a shit, and then I come in here and find you and Mr. Perfect all over each other. It was just too much."

Liz touched her hand. "Michael will come around, Maria."

"I don't think so."

"I do. He loves you."

Maria snorted. "Could have fooled me."

Liz watched Max as he shifted the jeep. They were speeding out of the sleepy town of Roswell and into the desert. There was something about the movements of his body as he shifted the gears - something in the way his legs moved, the way the ball on the top of the gear shift had disappeared into his wide palm, his complete control over the vehicle - that made Liz's stomach flip. Watching him shift was actually sort of erotic.

Max could feel her eyes on him and he glanced over after he'd put the jeep into 5th. "What?"

Liz gave an odd little smile, wondering when they would slow down or stop so she could see the whole process all over again. "Nothing."

Now that his hand was free of shifting, Max reached over and put it on her leg. Liz felt its weight, its warmth, and immediately put hers on top of his. He spread his fingers and laced them through hers from underneath.

Liz looked at their intertwined fingers for a long moment, noticing how his darker skin contrasted with her light skin, then she glanced up at him. This time he was staring at her.

"What?" she said.

Max shrugged. "Oh, nothing."

His hand moved farther up her leg, causing her to jump. She hated it when her attraction to him was so obvious - especially when he gave her that satisfied little smile.

"So," she said, deciding to change the subject and hopefully divert her mind from the hand that was threatening to creep higher. "Where are we going?"

Max looked up into the night sky. "Didn't I tell you?"

Liz shook her head.

"Then I guess it must be a surprise."

Liz swallowed. "Will we be stopping any time soon?"

Max looked back at her, confused. "Not immediately." He tried to read her expression and couldn't. "Are you afraid?" He hadn't thought that perhaps being whisked away into the desert after dark by an alien might frighten her. He couldn't even bear to think being alone with him would scare her.

"Oh, no, that's not it." Her gaze went to the gearshift, confusing Max even more.

"Are you okay?"

Liz was glad it was dark so he couldn't see her blush. "Yeah. It's just...I like to watch you drive."

"But if I stop I won't be driving any more."

"It's not so much the driving, but...the shifting." She gave a shy giggle.

Max's face broke into a grin as he pulled to the side of the road. "That's a new one, Liz," he laughed.

"I'm sorry, I feel a little stupid." She covered her face with her hand.

"No, don't feel stupid. You like what you like." He removed his hand from her leg and touched her hair. "Just like I like you. I even like your little gearshift fetish." He kissed her. "No secrets between us, Liz. Don't ever be afraid to tell me anything about yourself. I can't find anything about you stupid."

Liz felt her heart melt at Max's words.

"Hey," he began, his eyes sparkling. "Would you like me to teach you?"

"Oh, I don't know, I..."

"It'll be okay." He took her hand like he'd had it on her leg, with his underneath and hers on top. "I'll show you how to shift and I'll work the pedals. Just follow my lead."

"Okay," she said apprehensively.

Max released the clutch just enough to get the jeep rolling. Then he pressed on the gas and they were moving. He locked his fingers tightly into hers - Liz felt the engine wind, then release when he put in the clutch and they shifted into second gear. Then it started all over again - the increase of the RPMs, almost building to a climax, then the release as he pushed in the clutch and they moved the stick into third gear. Then again, and again. By the time they were up to full speed, Liz could feel her heart pounding and she was starting to breathe erratically.

Max had that satisfied smile on his face again. This time she didn't hate it. He moved their hands from the gearshift and placed them both in her lap. Liz hadn't expected that, and she threw her head back as she came at his touch.

When she opened her eyes, she was staring straight up into the sky, marveling at the number of stars she could see now that they'd left the streetlights of Roswell behind them. Those stars seemed brighter suddenly, they seemed to hold more hope. Then she remembered where she was and what had just happened. She looked sheepishly to Max.

He was smiling at her, and he still had his hand in her lap. "I never knew," he started, "that driving could be such a turn on. I will never shift again without thinking of what just happened." She started to open her mouth, but he cut her off. "And I don't want to hear an apology out of those lips, Liz. No secrets."

She gave a little laugh and squeezed his hand. "So, where did you say we were going again?"