Max is lying in his bed unable to sleep. Ever since he broke up with Liz he hasn't got any sleep. All he can think about is Liz and how much he misses her. It killed him when he had to leave Liz on that rooftop. He wanted to kiss her back so badly but he knew he wouldn't be able to leave if he did. But tonight was different. He had a feeling that something big was about to happen. He couldn't figure out what or when, but he just had this feeling.

"Max." he heard a whisper coming from his window.

Max looked over at his window and saw Michael already on his way into the room.

"Hey Michael. Couldn't sleep?"

"Max. I think something bad is going to happen. I have a feeling."

Max sat up. " Really? I have the same feeling. That's why I'm not asleep"

"Oh, yeah right. You can't sleep because you are torturing yourself over Liz. Just go back to her, man. I mean, I didn't approve at first, but you are a mess without her. Plus, now I see how....uh...great it can be to have...”

"Human/alien relationships," Max finished smiling.

"All I am saying is now I don't think it is all that bad of an idea." Michael said grinning.

Max could tell a change in Michael ever since they all saved his life in the cave that night. He could especially see a change in his attitude toward Maria.

"What's going on between you and Maria these days anyway?"

"Nothing Maxwell. Just taking it slow. You know, talking and stuff. Enough about me, why don't you go to Liz and talk to her? You know she's hurting as much as you are."

"I already told you, it is dangerous. Which gets us back to why we aren't asleep. What do you think these feelings mean?"

"I don't know...."

Before Michael could finish, Isabel bursts in.

"Max. I have a bad feeling... Oh, hi, Michael, what are you doing here?"

"The same reason you just barged in here. All three of us feel like something bad is about to happen"- Michael said

"What could this mean, Max? - Isabel said

"I don't know. "

"I'm scared. What if someone is after us? What if we are about to be caught? What if..."

"Isabel," Max cut her off, "we are going to be fine."

"Max, you don't know that! Why else would we all be having these feelings?" Isabel practically yelled.

"I don't know, but I think we should check to make sure Liz, Maria and Alex are OK" Max said.

"Do you think they are in danger" Isabel said.

"I don't know, but they are a part of this too and they need to know that we all have a feeling something bad is going to happen. " Max said.

"Yeah, they deserve to know." Michael said.

"Well, lets call them then. " Max reached for his phone and called Liz's cell phone.

"Hello?" Liz answered sleepily.

"Hi, Liz. It's Max. I was just calling to see if you were OK."

"Uh.... Ok. Why wouldn't I be OK?"

"Well, me, Isabel, and Michael have this feeling that something bad is going to happen and we thought you should know."

"What? Max, what are you talking about?"

Max was confused by the sound of her voice. She sounded like she had no idea what was going on. Which she didn't, but it sounded not like she was confused by him feeling like something was going to happen, but by the fact that he called her.

"Liz, are you OK?"

"Yeah, I'm fine. I just want to know why you called me. You have a feeling that something bad is going to happen to me?"

Max was getting more confused because of her confusion.

"Liz, I'm going to let you go now. Sorry I bothered you."

He hung up before she had a chance to say anything else.

"What was that all about" Michael asked

"I don't know. She seemed like she didn't know what I was talking about. She acted like she didn't really know why I was calling her."

"What do you mean?" Isabel asked

"I don't know."

"Well, let me call Maria and see if she knows what's wrong with Liz." Michael then got the phone and called Maria.

"Hello."

"Hey Maria. It's me, Michael."

"Michael who?"

Michael just sat there shocked. He couldn't say a word.

"Hello? Hello?" Maria said.

"Uh... sorry got the wrong number." With that he quickly hung up the phone.

"What happened?" Isabel asked.

"She didn't know who I was."

"WHAT?" Isabel screamed.

"Shhhhhh. You're going to wake up mom and dad." Max said.

"What do you mean she didn't know who you were?" Max said.

"I mean, she didn't know who I was."

"Oh my God." Max said, " That's what was wrong with Liz. Well, no. She knew who I was but it's like, she didn't."

Suddenly they heard a low, strong voice.

"Well, nothing gets by you three."

Max, Michael and Isabel jumped straight up and looked toward the window to find a big, mean looking man.

"Who are you?" Michael asked.

"Someone here to fix your mistakes."