Max rushed across to kneel in front of her. "Liz? Are you okay?" He reached for her hand. It was as cold as ice, and he enfolded it between both of his own.

Her eyes sought his, and he could read the terrified confusion there. "Max? D-did you see that?"

"Yeah. Are you okay?" he repeated.

She simply nodded, her eyes huge and fixed on his. "How did that happen, Max?" Slowly, she looked up at Michael. "Did you do it?"

Michael silently shook his head no. She pulled in a deep breath, and her eyes shifted around the room as she tried to assimilate this. "I don't understand. How could I do that? I couldn't even connect with you when you were in the same building. You were thousands of miles away last time. I thought that meant..." she trailed off. Obviously she was wrong. She couldn't deny it now. Ava had been right all along.

Max looked at Michael questioningly. "Was she connected to you?" he asked quietly.

"Yeah," Michael answered. "I only had my hand on her shoulder, but somehow she drew the power out of me."

Liz looked up at him sharply.

"I felt it, Liz," he insisted gently.

Max tightened his hold on her hand, and she turned her attention back to him. His eyes soft with sympathy and understanding, he asked, "Would you be willing to try something, Liz?" He reached up as if to tuck her hair behind her ear, but stopped just short of it. Closing his hand into a fist, he dropped it back to his side. Clearing his throat awkwardly, he assured her, "If you don't feel up to it, that's okay."

"What do you want me to do?"

"Well, you were connected to Izzie when you did something along the lines of one of her dreamwalks. When you were connected to Michael, you were able to do one of his, uh..." his lips quirked and he looked up at Michael. "What do you call that anyway?"

Michael smirked and shrugged. "Alien power blast?"

Liz couldn't help but smile a little at their attempt to lighten the mood.

Max looked back at Liz and continued, wryly, "Whatever. Anyway, since you seemed to be able to use the gift that's unique to each of them whenever you were connected to them, I thought we could see if that's true, and you could try something that only I can do."

Liz looked at him doubtfully. "Healing? I don't know, Max..."

"No," Max interrupted. "I had something a little easier in mind. The shield. So far, I'm the only one that has been able to do that. Do you want to try it?"

Now that they knew for sure that she did have abilities, she figured she might as well resign herself to the fact. She couldn't deny the curiosity that was coming to life inside her. Maybe the only way to gain a sense of control over this was to find out everything she could about it. Push the fear of it aside and do some objective research.

"Okay," she agreed.

She and Max stood and moved to the center of the room. He reached for her hand to form their connection. She felt his energy filling her, and tried to remember the one time she'd seen him use the shield. It had been when they went to Copper Summit and he'd been trying to hold off the Skins. Imitating the stance she remembered him using then, she raised her free hand up in front of her, palm extended outward, and tried to imagine them being surrounded with the protective green light. It wasn't happening.

"Try to pull together all the energy you feel inside you, and focus on releasing it out of the palm of your hand," Max instructed.

As he and Michael watched, the entire room suddenly began to glow with a pale turquoise light, that grew brighter with each passing second.

Their eyes met in astonishment.

"Is this whole room protected?" Michael asked quietly.

"Only one way to find out. Why don't you go outside and do your thing," Max suggested.

Michael nodded and crossed to the door.

Eyes closed, Liz was deep in concentration and hadn't responded to anything they'd said.

"Michael has to get outside, Liz,." Max said close to her ear to gain her attention.

She blinked the room back into focus, and the light immediately disappeared.

Her breath escaped in a rush. "I did it, didn't I?"

Max nodded. "And I think it was stronger than any I've ever been able to create. It seemed like it extended to the whole room. Michael's going to go outside and see. Can you do it again?"

"If you can give me the power, I guess I can." She remembered how much it had taken out of him to use the shield against the Skins that time, and he felt the concern through their connection.

"That was a little different, Liz," he assured her. "I was using it to fight back their energy bursts. Besides, you're helping me. You do have power of your own. I can feel it. Maybe that's why the shield is stronger. It's being created with our combined power."

They looked to see Michael waiting outside the door, and turned their attention to bringing the shield back into place. It started out pale and weak this time, too, but it took only an instant to brighten and gain full strength. Once again, the entire room was enveloped.

It simply looked like a swirling mist of light with no substance, but when Michael reached out to it, his hand met with solid resistance. He pushed against it, putting his weight against it, but it was like an immovable wall of blue-green glass. Being careful not to aim directly at Max and Liz, he aimed a weak blast of power at it. The shield seemed to absorb the energy he shot at it and grew even brighter.

While Michael was testing the shield's strength, Liz was marveling at how this all felt. Once the shield had come to life, it seemed to take no effort to sustain it. Standing inside its safety, it was as though she and Max were the only two people in the world. All sound was suspended. Surrounded by absolute stillness and silence, all that could be heard was the sound of their quiet breathing.

Inside her body, she could feel Max's energy coursing through her forcefully. It was completely different than when Michael and Isabel shared their energy. Every cell in her body seemed to be quivering with excitement. Her blood felt as though it was fizzing and popping as it rushed through her veins. Max's thoughts and feelings crowded all her senses, and the dark emotions she'd felt in him earlier were buried under a sense of delighted amazement.

It was like having Max inside her.

Her breath caught and her face flushed at the suggestiveness of that thought. It would probably feel incredible to kiss him in the midst of all this. Closing her eyes, she savored every sensation. She wished they could just hide away from the rest of the world forever inside here.

She heard Max suck in a quick breath beside her and her eyes flew up to meet his. They were fixed on her, burning and bright. She felt an answering heat flare to life in her belly, but panic quickly set in and drowned it out.

Too late she realized that she hadn't even attempted to block her thoughts from him. She scrambled to do so now, while at the same time, trying to pull her hand from his and break their connection. He tightened his grip and refused to let her go, causing her panic to flare even higher.

She had too many emotions running through her now to close her thoughts off like she had before, and she was terrified of what he would see if she didn't break this connection. She continued to tug at her hand, but he wouldn't let go.

The light of the shield around them flickered, then disappeared, drawing Michael's attention to the two of them. He could tell with one look at their silent struggle that something was about to break. And about time, too.

"Guys? I'm just gonna..." He gestured toward the stairs. When he realized that neither of them were paying any attention to him, his lips twisted and he finished with a muttered, "Yeah." He left them alone, closing the bedroom door behind him.

Max was looking at Liz with confused concern, while she struggled to pull away from him. Even if they hadn't been connected he would have been able to sense her fear.

"Liz, why are you so afraid?"

"Max, please let go. This isn't fair!"

He felt a pang of guilt at her words and said defensively, "It isn't fair to want to know why you've been lying to me? I felt that, Liz. I could feel you...wanting me."

She blushed and looked away.

"If you still feel that way about me, then how could you sleep with Kyle? I just can't believe that you would do that, Liz."

He was getting too close to the truth, and she was afraid that just the mention of this subject was enough to create flashes of it. Desperation lent her strength, and she jerked sharply on her hand, breaking free from him.

Breathing harshly, she couldn't meet his eyes.

After a moment, he said again, "Tell me what you're so afraid of, Liz. Whatever it is, we can take care of it. Together."

He had no idea how those words broke her heart. She gave a despairing little laugh. "No, Max. We can't, okay? We can't take care of it together, we create it by being together."

Utterly baffled, he said, "What does that mean?"

She shook her head. "Nothing."

"Liz, why can't you just give me a straight answer," he said frustratedly.

"Why can't you just let it go," she countered, her frustration level matching his. "You said that you would let it go, Max."

His brows furrowed. "I said that about the Granolith."

He knew without a doubt that she was hiding something about the Granolith, and he'd had his suspicions about the thing with Kyle. Until now, he hadn't thought about the two things being connected. But the look on her face said otherwise. That didn't add up, though. How could someone using the Granolith to travel through time have anything to do with her sleeping with Kyle?

As she watched him puzzle it out, her eyes filled with guilt, and she bit her lip. She'd given something else away. If she didn't stop dropping so many hints here, he was going to figure it out in no time. She could be the freakin' poster child for Freudian Slips.

"Max, no more questions, okay? You said that you would try and trust me. And I can't tell you, so please stop pushing this."

Max looked at her intently, then reluctantly nodded his acquiesence. He was going to figure this out, though. She was really scared about something, and he couldn't stop his protective insticts from kicking in.