Maria's lunches were always so exciting compared to Liz - new and interesting foods. Today it was a portabello mushoom sandwhich with sun dried tomatoes and a mesclun salad on the side. Liz pulled out her peanut butter and jelly sandwhich. "It's not fun to eat lunch with you anymore," Liz pushed her bag away laughing as she looked at her friend.

"What? blame it on my mother - I can't help it.." Liz just laughed as her friend took a bite of the sandwhich.

"Maria you say to blame everything on your mother."

"Well being that she's the only other person I live with - it tends to rub off on me." Liz laughed again and as she looked up to Maria and began talking she saw Max, Michael and his sister Isabelle heading out the door.

Max was looking at her of course. Liz stopped talking midsentence and Maria turned around only to see Max's back. "It's an unspoken love," Maria proclaimed but Liz didn't seem to hear what she said. She just looked out the window as the three jumped into Max's rickety old jeep and drove off to who knows where. "Yes, that's what it is," Maria decided to herself.

"That's what what is?" Liz suddenly came back to reality.

"You and Max," Maria stated simply.

"Me and Max - are nothing. Would you quit it with this Maria," Liz finally stated a bit angrily.

"Liz, I have to live vicariously through you because I don't have a tall, dark, handsome guy brooding over me."

"What are we talking about? Whose brooding?" Alex suddenly interjected as he stepped off the lunch line and sat down next to Liz.

"Liz's not so secret admirer," Maria filled in Alex.

"Who? Kyle?" Alex made an intelligent guess and Maria just shook her head as she took a sip of her green tea.

"Ooooh - so an actual, unkown, yet not-secret? Wait - what?" Alex suddenly stopped his attempt at a train of thought.

"Max Evans," Maria helped him out and Liz gave her a look.

"Ah Max Evans. I talked to him once, we hung out," Alex played it cool, nodding his head.

"When did you hang out with Max?" Maria asked incredulously.

"Fifth grade field trip to the museum over in Hagerman." Both Maria and Liz smiled and rolled their eyes at Alex's response, "We wanted to see the dinosaurs and not the native american exhibit. So we ah - we left the group," He nodded his head like it was a huge deal.

"You left the group? What rebels.." Maria raised her eyebrows.

"Quiet kid, even when he was eight...so wait - he has a crush on Liz?" Maria nodded her head and Liz stepped into the conversation before it elevated into anything else.

"No, Alex - he doesn't. You know Maria, overactive imagination. Always - "

"I did see him staring at you in health class last year," Alex noted and Liz just rolled her eyes.

"You see what you've done, Maria?" she glared at her friend, "look I don't even know Max Evans? The only conversations I have with him are on - the digestive system of an earthworm, I mean -"

"Liz he's infatuated with you," Maria reasoned and before Liz could say another word Alex opened his mouth.

"I don't know I think he's kinda weird."

Both girls looked at him curiously. "It's not like he has a lot of friends - the only people he does hang out with are his sister and that kid Michael? Which by the way, is he even enrolled in our school anymore?"

"Max is quiet, it doesn't mean he's weird," Liz suddenly defended and Maria raised her eyebrows.

"Defending his honor?"

"I'm not defending his - I'm not gonna let you make fun of him."

"I'm not making fun of him, I just said he was weird."

"I think Liz is weird anyway, if you ask me," Michael dismissed as he sat in Max's room and tossed a plush basketball against the ceiling. Max laughed at the comment and just shook his head.

"Liz isn't weird, Michael. She's smart but-"

"She hangs out with that Maria chick, right? And she's weird." Max just shook his head. Isabelle suddenly ran through the hallway and both Michael and Max took a double take as they looked at her attire.

"Iz?" Max called, "Iz why are you dressed like that?" Isabelle stepped into her brothers room.

"I have a date tonight - you two should try it," she looked to the two boys planning on sitting in Max's room on Friday night.

"What's that supposed to mean?" Michael got up from where he was laying on the bed.

"Michael it was a joke," Isabelle rolled her eyes, "I just hear things an' I bet there's a lot of girls who'd like to go out with both of you."

"Makes no difference," Michael grumbled, throwing the basketball towards the ceiling again as he lay sprawled on Max's bed.

"Why don't you at least try to have fun for once in your life, Michael?" Isabelle suddenly flung up her arms, "God make another friend besides each other."

"So what - you're saying we can get involved now? We can go out with anyone, not have to worry - that we can trust people?" Michael attacked Isabelle, blowing a simple date out of proportion. Isabelle looked at Michael a bit hurt by his sudden attack and then glanced at her brother who had been quiet the entire discussion. "Who're you going out with anyway? and where're you going?" Max finally asked protectively.

"Ben Straley," Isabelle said quietly, "and we're just going to the Crash."

"Ben Straley?" Max looked over at her, "he's one of Kyle's friends, right?" Isabelle nodded her head and Max seemed to get a look in his eye. "I want to tell Liz." ..............

"Funny Max," Michael was the first one to break the silence. Max just looked at him with a look that had no shred of joking in it. "Are you out of your mind?"

"Michael, I know what you think - but she'd okay with it...I know she would." Max stood up from his chair.

"You don't know it," Michael glared at him, "you don't know her, Maxwell, as much as you'd like to believe you do." He stood to stand face-to-face with his best friend. Max grabbed his brown leather jacket from his bed and walked towards the door.

"Where're you going?" Michael asked annoyed, starting to follow Max out the door.

"Out."

Yout're just here for some Space Fries. Max thought to himself as he sat in a booth at the Crashdown. The booth he, Max and Isabelle always sat in. From that booth he could always see Liz behind the counter. She stepped out from behind the doors in the kitchen and his breath caught. Space Fries. He thought again, that's all. He looked down at the menu quickly. He knew he couldn't tell Liz. No matter how he thought she'd react, it wouldn't be fair to Michael or Isabelle. He'd kept quiet since the third grade, what was three more years of high school? Suddenly he heard Liz's voice. Torture.

"Can I get you something?" she asked sweetly standing beside the booth.

Max tried not to gaze at her but he knew it wasn't working. He couldn't help it, he couldn't take his eyes off her.

"Max?"

"Space Fries," he said quickly, glancing down at the menu. "I'll just have an order of Space Fries."

"And to drink?" she scribbled the words onto her order pad.

"Cherry Coke.." he looked at the empty booth across from him trying not even to look at Liz in his peripheral vision. It was impossible. When he closed his eyes he saw her, when he went to sleep at night he dreamed about her.

"Okay, Space Fries and a Cherry Cola - I'll get right on it.." Liz began to head back to the counter.

"Hey Liz!" Max suddenly called, his voice had a tone to it Liz had never heard from the shy lab partner she knew. "Yeah?" she turned back around to face him. He has incredibly soulful eyes she thought to herself as she stared into his chocolate brown eyes. How does he not have a girlfriend? her mind drifted off. Stop - you're going out with Kyle she brought herself back to reality.

"You want to go out sometime?" He couldn't even believe the words that were coming out of his mouth. It was as if his brain wasn't connected to his mouth. His heart was. Liz paused for a moment, it felt like her heart had stopped beating. Max Evans was asking her out. Shy, quiet, brooding Max Evans. Max, who couldn't even ask to borrow her lab notes when he needed them, was asking her on a date. The room began to spin and a large heavyset man in one of the booths demanded his Tommy Lee Jones Bacon Basket. Liz hardly heard it. All she saw was Max. She'd hardly felt this way when Kyle had asked her out at the end of last year. Sure she'd been happy, to finally have a boyfriend. But the feeling she'd just gotten with Max ran deeper. Suddenly Kyle was the last thing on her mind.

"My shift ends in a couple minutes..." she looked over the clock on the wall then back over to Max. Max smiled. A smile she had never before known to see on Max Evans. "Okay..." she nearly whispered, backing up towards the counter. "Miss! My Bacon Basket!" the heavyset man yelled and suddenly the room was no longer just Max. It stopped spinning, and Liz's feet landed back on the ground. Suddenly aware that there were other customers demanding their food.

"I'm right on it," she walked back into the kitchen and felt her face go red. Of all the days for Maria not to work - it's tonight. She thought to herself. She was going on a date with Max Evans in three minutes. She had to talk to Maria. Liz looked back out into the room. Max was still sitting alone at his booth and her mind got sidetracked again. She filled up a Cherry Cola quickly and brought it back over to him. "Here you go, Cherry Cola..." Liz plopped the glass down in front of him and he looked up towards her. All he could think about was how badly he wanted to kiss her and his eyes drifted towards her lips. "Ma'am there are other customers here besides him, you know??" The outspoken heavyset man suddenly cried. Max felt his face go red and Liz just stared back at him, thinking that at this moment there weren't. No other customers mattered. Max scratched his head with his hand. "Better go," and Liz nodded her head returning to the kitchen. Three other Crashdown employees had entered through the back and were already donned in their thematic attire, tying their alien aprons on and fitting on their antennaes. Liz finished serving all the other orders and returned to Max. "I'm just...gonna change," She motioned behind the counter and Max just nodded. None of this seemed real. He and Liz ready to go out on a date. The fact that he had asked her out on a date. Was this really him? He sipped his Cherry Coke and thought over his actions. Then Liz walked through the doors. She was wearing jeans, sandals and a red tanktop with a button down over it. What she normally wore. Nothing too fancy, nothing too extravagant. Just Liz. His Liz.