He caught sight of her the minute she came around the corner, and a smile lit her face as their eyes met, her feet automatically picking up their pace to move her more quickly to his side.

His lips curved upwards as he watched her coming towards him, and it was a good thing the crowd of students between them seemed to part and make the way clear for her, because her eyes never left his from the moment they'd spotted one another.

"Hey," he greeted her softly when she'd reached him.

"Hey," she returned with a shy smile.

As they stood silently drinking each other in, Max's eyes roamed her face lovingly before finally coming to land on her lips. She could clearly read his desire to kiss her, and it created an intense longing of her own to feel his lips against hers. Their bodies unconsciously swayed towards each other, and Max's hand was actually lifting up to her face, but they were kept from actually making any kind of contact by the sound of Michael's voice as he said sardonically, "There are other people here, y'know. You two are about to blow the entire ball game."

Her eyes slightly dazed, Liz swung her head around to see him and Isabel standing right beside them. She hadn't even noticed them there, she thought with a blush.

She and Max exchanged a quick glance, then she looked back at Isabel and Michael and said sheepishly, "Um- hey, guys."

Grinning a little, Isabel shook her head as if to say they were utterly hopeless, and returned Liz's greeting.

Forgoing pleasantries, Michael asked, "Have you talked to Kyle yet?"

Liz looked up at him, then immediately looked away while shifting uncomfortably. In all her rushing around this morning, she'd almost forgotten about the whole connection thing with her and Michael, but it all came rushing back now, leaving her disconcertingly aware of him.

"No, I- uh, I haven't seen him. I just got here," she answered.

"Sleep in?" he asked derisively.

She lifted slightly startled eyes to his at his tone of voice, then she looked away and said quietly, "Yeah, I guess you could say that."

"What's wrong?" Max asked, lifting his hand to gently rest on her back.

She looked up to see the concern in his eyes, and shook her head saying, "Nothing, really. I just.. didn't get much sleep last night, that's all. I kept having these really weird dreams that I can't seem to remember anything about, and then I woke up with this horrendous headache."

Max's hand immediately moved up underneath dark silk of her hair to mold itself to the base of her skull, while Isabel said, "Yeah, well, I'm not surprised you're having nightmares with everything that's been happening lately. Next time, give me a call and I'll see what I can do about getting in there and changing them."

Liz started to smile before she felt a familiar prickling heat on her scalp that made her gasp and jerk away from Max's touch.

Her eyes darted around nervously at all the people passing near them, and hissed, "Max, what are you doing?"

Gripping her arm in one hand to keep her from moving away, he slid his other hand back underneath her hair to finish the job as he said, "No one can see. Just hold still for a second."

True to his word, it only took a second before the pleasurable heat filled her head, and she sighed in relief at the cessation of the pounding there.

"Mm, there's nothing like alien aspirin," she murmured, and looked up at him with a small, "Thanks."

Grinning at her comment, he answered, "Sure."

Michael gave them a look of slight censure and said, "Can we please get back to the subject at hand here? Has anyone seen Kyle around this morning?"

They were all shaking their heads when Isabel caught sight of him moving down the hall towards them, and pointed him out to the others. "Here he comes with Tess."

The four of them watched the oblivious couple's progress down the hall. Kyle had just said something to Tess with a teasing expression on his face, and she burst into laughter, looking up at him flirtily from underneath her lashes and lightly swatting at his arm. In return, he lowered his shoulder the slightest bit and gave her a playful nudge that knocked her slightly off course. They could hear her laughter and mock threats of retribution from where they stood.

Eyebrows raised, they all exchanged looks as if to ask how long this had been going on. Max looked down at Liz, and matching 'Are you thinking what I'm thinking?' smiles slowly tipped up their lips.

As the two of them reached the others, Tess stopped to join the group, but Kyle said only a short, "Hi, guys," and continued walking.

"Oh, wait. Kyle!" Liz said, hurrying after him.

Max watched Tess' brows pull down into a frown as she watched Liz catch up to Kyle, and wanted to laugh with delight. Tess had feelings for Kyle! This could change everything.

Kyle let Liz pull him to a halt in the middle of the hall, and turned to face her. "What's goin' on, Liz?" he asked.

"Kyle, I was ... just wondering if I could talk to you about something."

"Sure. What is it?"

Looking around at the throng of people walking past, she said, "Well, it's kinda private. I was hoping maybe you might stop by the Crashdown after school. I could treat you to a piece of Men In Blackberry Pie."

He looked at her in mild suspicion and asked, "Is this E.T. stuff you wanna talk about?"

"Well, kind of. But it's not what you've got in mind, I don't think. Not if you're talking about, you know- 'changes'. Although...we could talk about that, too. I mean, if you wanted."

At that moment, the bell rang, and Liz said, "I've gotta get my books, Kyle. So will you meet me?"

"Okay. The Crashdown. After school," he agreed.

"Great! Thanks, Kyle," she answered moving backwards toward her locker. "See ya then."

He nodded and moved down the hall, and Liz turned to her locker, only to find Max still standing there.

"Max. You shouldn't have waited, you'll be late."

He shook his head. "I've got Lafeber first. It's just a few doors down. So Kyle agreed to meet you."

"Yeah. Hopefully we'll know by this afternoon if it was him that was watching or not. Um, I'm actually glad you waited. I have something I wanted to give you," she said, digging around in her backpack.

She pulled out a piece of folded notebook paper, and handed it to him, saying, "Here. We've already broken number four and five today. I'm gonna be late. I'll see you in trig."

Max watched her hurry down the hall, and turned to get to his own class. The note seemed to burn a hole in his pocket as he wondered at its contents. Had she written him a love letter? Was it a request for an eraser room rendezvous? But then what was with the cryptic comment about four and five? He managed to wait until he'd gotten settled at his desk and Mr. Lafeber had been droning on about Nixon and Watergate for at least fifteen minutes, before the suspense got to be too much, and he quietly unfolded the note with eager anticipation of its words...

And almost laughed aloud.

It was a list. Which wasn't that unusual coming from Liz, she was often making lists of one kind or another, but it was the contents of this list that amused him. She had actually written out a set of rules for them to follow to keep their relationship secret. 22 rules to be exact. His eyes scanned down to find out what transgression they had committed already today.

Rule number 4 was: Direct eye contact may not last longer that 30 seconds when other people are present (no getting lost in each other's eyes).

Yep, he silently admitted, a definite infraction had been made upon that one.

Rule number 5 said: A distance of no less than two feet shall be maintained between us at all times in public.

Surely that one wasn't necessary, he thought to himself with a frown. Recalling the near-kiss in the hallway only moments before, he decided ruefully that maybe it wasn't completely unwarranted.

He read through the list quickly and found at least three that he objected to, and two that had him slightly puzzled. The one about him not wearing his leather jacket unless they went somewhere alone, what was that about?

He thought a trip to the eraser room to discuss some of these rules might be in order.

But then, that would be breaking rule number 10: No trips to the eraser room.

With a small smile and an inward shake of his head, he wondered if Liz was going to find it as hard as he was to stick to these things.

In another wing of the school, Liz was in her English Lit class wondering what Max was going to say about the list of rules. There were quite a few of them, and if they followed every single one of them she was afraid they were going to find it very difficult to ever find a private moment alone. She wondered if she might not have gone a little overboard by creating 22 of them.

She spent the rest of her class period just struggling to stay awake and get her assignment done. And the rest of the day passed in much the same way, with her just dragging herself tiredly from one class to the next, and praying for 3:00 o'clock to come. Which wasn't exactly a reprieve, because then she had a four hour shift at the Crashdown to get through. The only bright spots in her day were the two classes she shared with Max, and the fourth period lunch hour when they sat together with their group of friends. All six of them were there, and it would've seemed almost like old times, if it hadn't been for the addition of Tess to their crowd.

As she was leaving the school grounds after her final class, Kyle met up with her and offered her a ride to the Crashdown, since they were both headed there anyway, and she accepted.

Once they'd gotten out of the parking lot, Kyle asked, "So. What did you want to talk to me about?"

"Oh, um-" she pushed her hair behind her ear nervously. She'd hoped to be given a little time to prepare what she was going to say to him. "It was about something that happened yesterday. You know, when we were out at the quarry. We, uh...well, we found out that someone had been out there watching us, Kyle. And we were kinda wondering...if it might've been you."

Laughing a little, he replied, "Yeah, right. 'Cause we all know that when I'm not involved in one of their little intergalactic challenges, I have nothing better to do with my time than to sit around and watch them hone their superpowers."

She didn't say anything in reply, and when Kyle glanced over to find that her expression remained solemn, the smile slipped from his face.

"You're serious," he stated the realization.

She rushed to say reassuringly, "We're sure someone was watching us, Kyle. And if it was you, you know, there's nothing to be embarrassed about. You were just...you were curious. About this whole change thing. I can totally understand that. But...if it was you out there, we just- we really need to know."

His mouth set, he said, "No. It was not me, alright?" He shook his head. "You guys are just way too wrapped up in yourselves, Liz. I do have a life outside the Martian Military Squad, you know."

Liz looked at him searchingly and said, "You would tell me the truth, right? If you'd been there?"

His voice was hard as he answered, "You know, Liz, I don't know what I would tell you if you had caught me sneaking around spying on you guys like some crazed alien stalker. But I am glad to know that you think I'm such a pathetic loser that I would do something like that, rather than just drive out there with the rest of you when Tess invited me. I realize that it's a completely foreign concept to you people, but I didn't want to go out there with you, okay? That was absolutely the last place on this planet- or any other that I wanted to be. And I'm sorry if you don't believe that, but it's the truth."

He stared straight ahead at the road in front of him, a muscle working in his jaw, and Liz sighed, saying apologetically, "Kyle. I do believe you, okay? If you say you weren't out there, then...of course, I believe you. It's just- someone was there. And you were the only one who knew where we were, so...I had to ask."

She laid her hand on his upper arm and said, "Don't be mad. Please?"

His eyes were cold as he met her pleading expression, then finally the corner of his lip tightened, and she could tell by the softening of his expression before he turned to look back at the road that she'd been forgiven.

"I- I wasn't trying to accuse you of anything. We just- were really hoping it was you, you know? Because if it had been, then that meant it was something that was harmless. But if it wasn't..." As she trailed off, the same sense of trepidation she had felt yesterday after she and Max had first gotten the flashes filled her. "Well, if it wasn't- then there's no way to know who it was. And whatever their reason was for being out there...it probably wasn't harmless."

The import of the situation finally sank in for Kyle, and he said, "Ooh, right. So, you think this was like- an enemy or something. And they saw them using their powers?"

"They saw us, Kyle. Me and Michael."

He began to see the danger that they could possibly be in, and it made him angry that, once again, the aliens had involved Liz. More specifically, it made him angry at Max Evans. "What was Evans thinking by taking you out where anyone could see you and teaching you how to do all their little magic tricks?" he said irately.

She made a sound of quiet exasperation and said, "It wasn't like that, okay? Most of the time we were hidden. It's just, when Michael and I did the energy blast, we couldn't do it in a closed-in space. That's the only time we were out in the open."

"Well, that one time was enough, Liz. Don't you see what this means? Whoever this was, they know you're like, one of them now. And whatever it is they want- they could come after you to get it."

"Yes. Thank you, Kyle, for pointing out the danger to me. You know, I really wasn't aware of it," she said, her fear coming out in the form of sarcasm. She frowned as she realized that that was one of Michael's tactics and it had slipped so effortlessly from her lips.

"Alright. Sorry," he said, giving her a look. "I just- hate that they keep doing this to you, Liz. Involving you in their crap. And I don't understand why you keep letting yourself get sucked into it. I mean, why'd you even go out there in the first place? You want to be turned into one of them?"

"Kyle," she said gently, "I've already been changed. That's something that can't be undone. And ignoring it...that's not gonna make it go away. What I want is to know more about it, you know? So it won't be, just this- unknown element inside me. I understand that you don't want to face this right now, but when you do decide that you're ready to deal with it, I'll be here to help you. We all will be. You're not alone in this, okay?"

They came to a stop in front of the Crashdown, and Kyle turned to look at her somberly. After a long moment, he finally nodded.

"Y'know, I'm not really much in the mood for pie right now. If that's all you wanted to talk about, I think I'll just go on home."

Liz nodded with sympathy and said, "Yeah, that's really all I wanted to talk about."

She reached over and gave his arm a squeeze, saying, "Call me if you want to talk, okay? Any time."

He looked over at her, pressing his lips together in a semi-smile, and said, "Thanks. I'll, um- I'll see you tomorrow."

"Yeah. Bye, Kyle."

She slid out of the car, and watched until he drove out of sight, then sighed and turned to go into the restaurant.

She still had about half an hour before her shift started, and she went upstairs to her room and went straight to the phone.

Max answered on the second ring, and without any preliminaries, Liz told him, "He said it wasn't him."

He didn't say anything for a few seconds, then asked, "Do you believe him?"

"Yeah, I'm- pretty sure he was telling the truth."

Max sighed.