Dreaming Of You

Disclamer: Nothing belongs to me.

Rating: PG-13 at the most.

Category: Max/Liz

Summary: Not much alien talk in this fic. At the age of 20, Max Evans gets engaged to his beautiful girlfriend Lily Thompson. Liz went to Harvard assuming she would never come back to Roswell. Slowly, the gang begins to fall apart.

Author's Note: The title is taken from Selena's song. I have to say I love Selena and was crushed by her death. Some lines taken from Departure.

****

Liz picked up the phone.

"Hello?"

"Hey, hey, hey!"

"Maria, typical."

"I'm gonna ignore that last comment because I am so excited!"

"That Max is marrying Lily?"

"No! That you are coming to Roswell!"

"I'm not going Maria." Liz sighed and looked at her ring on her ring finger. Max had given it to

her when they had graduated.

*Flashback*

Max, how are we gonna make it?

Liz, that's not even a question. Easy.

Harvard's far away.

Yeah and i'll go and visit you and we-

But what if you find someone-

He put his finger on her lips.

You're the most important thing in my life, Liz. Okay?

Max took a box out of his pocket.

I'm gonna make a promise to you, Liz. We'll get married one day.

He slipped the ring on her finger.

I love you, Liz. I'm never going to find someone else.

I love you too Max.

*End*

"You still there, babe?" Maria asked. Liz hadn't said anything in five minutes.

"What? Yeah, I gotta go. Bye!"

"Wait! Liz. You're coming. Right?"

"See you in three days, Maria."

"I love you!!" But Liz had hung up already.

****

"Are you out of your mind? Liz, what drugs have you been taking?" Tina asked her roommate

as Liz was packing.

"Look i'm going there for Maria!"

"YOU are going to see Max! You love Max."

"MAX!" Liz said and took a deep breath, she closed her eyes, "Is marrying someone he-"

"Does not love! Which is a great opportunity for you to go and see what he's on!"

Liz sat on the bed. "Let's stop screaming at eachother. I can't take this." She started rubbing her

temples. A headache was forming.

Tina sat next to her.

"Just promise me you'll come back."

Liz looked her in the eye. "I'll come back."

*Roswell, New Mexico*

Max opened the door.

"Max? Is that you?" Lily yelled.

"Yeah, i'm home."

She came out from the bedroom and went up to him.

"Hey." He kissed her neck.

"How was work?" She kissed him on the mouth.

"Fine, but it's better being here." Max smiled as he caressed her face.

"I'm gonna go get dinner ready." Lily said. She kissed him softly and went in the kitchen.

Max sat on the couch. Two weeks. Two weeks until he would marry the love of his......two year relationship? He couldn't say life. No, that was Liz Parker. Everyone knew that. Even his bride-to-be. Lily knew everything about Liz. Except all the alien details. He loved Lily. He really did. That's why he was going to marry her. You marry who you love. So why isn't he marrying Liz Parker? It got complicated. She was so far away and he couldn't handle that.Then, just his luck, beautiful, smart, Lily Thompson moves in next door. It started off slow. With lunch. Then dinner. Then everyday. Next thing he knows, he's calling Liz to tell her he can't fight what he feels. All he gets is, 'I knew it'. Not 'I told you so', just an 'I knew it'.

****

Liz got off the plane and walked through the tunnel. Noone was waiting for her. It's what she expected. Her flight was early. She checked her watch. 5:22.

'I told them seven.' she thought.

Liz grabbed her things and went to a payphone. She had no change. What was that commericial? Oh yeah, 1-8-0-0 collect. Save a buck or two. What was Maria's number again? Think, Liz, think. This was screwed up, how the hell-.

"LIZ!"

Bingo. She knew that voice. And she couldn't face him, not right now atleast. Think, Liz, think. Dammit! No use. Liz hung up the phone, and turned around.

"Liz," Max said while looking at her. She'd gotten about 2 inches taller. But otherwise than that, she looked like seventeen again.

He cleared his throat. She wasn't making eye contact with him.

"Maria, Maria said she couldn't make it because-"

"Yeah," Liz interrupted, "And she sent you."

"No, well, yeah, but I offered."

"Why?"

Max was taken aback a little.

"To see you again."

"Why?"

"Liz, why are you asking me these questions?" She didn't reply.

"Here," he said, "Let me help you with these bags."

They both went down for the same one and his hand brushed against her ring.

"I...I always keep it on." Liz said, not quite sure why.

Max cleary remembered that ring. He'd given it to her.

"Good. I'm glad you like it." God, he was dumb. 'Good. I'm glad you like it'? Pathetic.

"Liz, I...."

"Congratulations, Max. I'm glad..you finally found that special person who can make all your

dreams come true." Liz said. She took her bags and started walking.

"Liz!" Max ran after her. "Please! Please, Liz!"

She stopped so suddenly he had to grab her waist to stop himself from falling.

"Please, what Max? Okay, you want more support. I can do that. I'm glad that you found the love of your life, your dreamgirl, that when you're not with her-"

"Stop it."

"You go crazy."

"Let's go." Max said and walked ahead of her.

****

They were silent during most of the ride. Liz broke it.

"Sorry about overreacting." She said. There, done.

He stopped the car and faced her. Liz was reminded of when they were like this a couple of years ago. He was just telling her that he would never see her again. Then they kissed.

"Liz, I said it was okay."

"What? Oh yeah." She had been staring at him. She smiled slightly.

"Do you still love me?" he asked. Her smile faded. She raised an eyebrow.

"Why?"

"Cause I love you." He came close to her face and kissed her slowly.

"I love you too."

"Liz! Are you listening?" She broke out of her trance. Don't cry, she repeated over and over in her head. Don't cry, don't cry, don't cry. Her eyes were getting blurry. She quickly wiped them.

"Why did you come so early? To the airport?" Liz asked him.

Max gulped. "Better to be safe than sorry."

"An hour and a half?"

"Yeah."

"That's what I loved about you. Love, I mean. That's what I love about you. Always being careful."

He smiled weakly. She put her hand on his cheek and leaned closer to him. Max thought she

was going to kiss him, but in the end Liz kissed his cheek. She pulled away after awhile. Max

put his hands on her face and kissed her firmly.

"That's the last time, we'll probaly ever..." Max started.

"Kiss?" Liz finished for him.

"Yeah. Liz, I-"

"Just tell me one thing, do you love her?" Max paused.

"Not like I love you."

"Don't give me that crap! Yes or no?"

He put his hands on the steering wheel.

"Liz, do you think i'm that dumb? I'm not going to marry someone I don't love! I love her and

that's why i'm marrying her."

"Because you love her?" Liz asked. Max had his hand on the front of the wheel. "Yeah." he

answered.

"So why aren't you marrying me, Max?" The horn went off. Liz jumped. But she quickly went back to focusing on her question.

"Sorry."

Liz stared at her hands. She stared at the ring on her finger.

"Are you going to answer me, Max Evans? Do you see this ring? You gave it to me and said

you would never find anyone else! God, I just....get so mad!"

He didn't reply. He wasn't going to answer. Max couldn't even begin to tell her about what happened when she was away. How everything he planned for them got destroyed. The real reason why he had to marry Lily Thompson. It was going to break her. Because it was the same story he had to tell her three years ago.

"Fine. Here you go." Liz took off her ring and put it in his hand.

"Liz, this is yours. I gave it to you. You keep it."

"Yeah, you also gave me a promise, Max. That you didn't keep."

"Do you really want to know why I have to marry her? Think about it, Liz. Because it's gonna

kill you."

"You told me, you love her." Liz got out of the jeep and walked into the Crashdown.

****

Maria went to Liz's around six. They embraced and started talking.

"Is she pretty?" Liz couldn't help herself. She wanted to see this Lily.

"Do you just want to go over there? You've been asking about her all this time!" Maria said frustrated.

"Is she a good pick for him?"

Maria sighed. Lily Thompson and Max Evans went together like salt and pepper. It was like a match made in heaven. Maria never thought she'd be saying this about Max and another girl, but Lily had no flaws. She was like...perfect.

"They're having a party, two hours." Maria said.

Liz nodded. "Let's go."

****

Maria knocked on the door.

"Ready?" She asked Liz.

"God, I hope so. I hope I can face him." Liz peered through the window. The door opened.

"Maria!" Lily said. "Nice to see you!" She gave her a hug. "Come in!"

"Thank you." Maria replied. "This is Liz Parker. I'm sure you're familiar with the name."

Lily turned and looked at Liz. Liz was taken aback a little. They kind of resembled eachother. Same hair, eyes, height(well, close), and size it seemed like.

"Hello! Come on in! I'll get Max."

The two girls walked in. Alot of people were there. None that Liz recognized. She did spot Max and Lily in the kitchen. He was whispering in her ear and she started giggling. Then they kissed. A few minutes later, Max looked over at her. Liz looked away quickly. She could hear Max's footsteps getting closer. Maria had dissapeered.

"Liz." The way he said her name, was different. It was short and it made her seem like a friend.

'That's what you are dummy!' A little voice said.

"Max, nice party."

He smiled. "Thanks."

They were silent for a few minutes.

"Do you wanna talk?" Max asked. "We can go upstairs."

"Will your wife get jealous?"

"Fiance, Liz. And no she won't get jealous. She trusts me. Even with you."

Liz stopped climbing up the stairs. "What does that mean, Max?"

"You know what it means, Liz. We could never control ourselves when we were together."

"So it was all about making out? Well, maybe that's was how we felt back then."

"Back then!? What about now, Liz?! Don't you feel the same way?!" Max couldn't control

himself. He had to say it.

"Why are you yelling? Obviously you don't feel the same way, so why should I?!"

"You don't know what the hell I feel!"

"I know, Max!! I know what you feel and I know who you are! Nobody knows you better than I do! Not even your WIFE!"

"Fiance, fiance, dammit!" Why did he keep telling her that?

Liz turned ready to leave, but tripped. She tumbled down the stairs. In a matter of seconds, Liz hit the ground with a thud. Everything went blurry, then dark.

****

"She fell." Max said trying to help Liz.

Lily came closer. "She'll be alright. But until she wakes up...what do you say we," Max kissed her. They continued to kiss.

****

Max felt his face turn red as he and Liz got into the jeep. He started the car and began to drive. Liz cleared her throat. Liz had just woken up and caught them, well, he couldn't say.

"You're sleeping with her?" Liz asked. "What kind of question is that? Of course you're sleeping with her."

"Liz, this is kind of personal."

"Well, you weren't afraid to tell me about Tess."

"That was different. You knew Tess meant nothing to me, but with Lily, I love her."

"Just tell me how long. And tell me the truth."

"I..I can't Liz. Please don't make me lie to you."

"HOW LONG?!"

"Two years, four months ago was when we first made love."

Liz froze.

"You had sex with her when we were together?"

Max nodded slowly. "Made love, Liz. We made love."

"NO! No you can't make love to someone you don't love! And you don't love her! You love

me, right?" Liz tried to hold back tears.

"Right." She imagined him saying. Then hugging her and kissing her. But she was only imagining.

****

Michael switched the channel. Boring. Boring. Crap. Oh, what's this? Boring. He sighed and

gave up. The phone rang.

"Hello?"

"Michael, it's Is."

"Hey, what's up?"

"I'm scared, for Max. I think he's gonna regret it."

"Is, you know why he's doing it."

"It's more than that Michael. He loves Lily. I just have this bad feeling. She's the love of his life. He can't live without her."

Liz walked in the Crashdown. Max just dropped her off. She set her keys down, then went

upstairs. Liz lay flat on her bed, listening to the radio. Some depressing song. He slept with her, first Tess, than her. She couldn't even say her name. Liz despised her, more than Tess. Because Tess left, and because Tess saved all their lives, but that wasn't why. It was because Max actually loved her. He loved Lily, and not in the brother/sister way. She thought that Max could never love anyone else, which was stupid. Liz closed her eyes and fell asleep. She dreamt of Max. She dreamt of how now the best she could be was second best. Maybe that's all she ever was. Stop it, Liz. You know that's not true.

Late at night, when all the world

is sleeping

I stay up and think of you

and I wish on a star

that somewhere you are

thinking of me, too

'Cause i'm dreaming of you

tonight

Max awoke in his bed. He looked around but Lily wasn't there. Stretching, he got out of bed and went into the kitchen.

"There you are, beautiful." Max said and kissed her.

"Hmm. Hey. Sleep long enough?" Lily asked and put a hand on his cheek.

"Yeah, I think so. What's for breakfast?"

"Na-ah. Go brush your teeth first."

Max sighed. That was one thing with Lily. Nothing until your teeth are perfect, you've taken a shower, and changed clothes. He wondered how it would be like if he were living with Liz. He remembered the one time, he ever stayed the night at her house. Her parents were gone. In the morning, he had woken up to find her gone. Actually, she was in the kitchen, making breakfast. So he goes and starts eating.

"What are you doing?" She says and comes close to him.

"Eating."

"No," she teased, "This is my breakfast, you can make your own." She grabbed the plate and

went in the other room. Max got up and started chasing her. Liz ran up the stairs. She quickly got into the closet, trying not to laugh. He came up two seconds later. After trying the bathroom and under the bed, he gave out on the floor. Liz opened the door.

"Still hungry, Max?"

He wasn't suprised to see her. "Yeah." he replied. So then Liz poured the breakfast all over him. He had egg in his hair and syrup all over his face. Max tackled her.

"Was that funny?"

"Hilarious." Then he kissed her, slowly. She had tasted the syrup on his lips and started giggling. Max was sure that they might have made love if Liz hadn't started laughing.

Max thought about it. He thought about never making love to the one girl he ever truly loved. He thought about all the things he never said, about all the things they'll never do...........

**Crashdown**

"Isabel!" Liz rushed to hug her. "How have you been?"

"Well, things have been going better." Isabel said and sat down in the usual booth.

"Okay, so the usual?" Liz asked writing on her note pad. Isabel smiled Even after so long, Liz still remembered what they had always ordered.

"Yeah, great."

The door jingled, indicating someones entrance. Liz turned around and saw Max. She smiled. And for the first time, it wasn't fake. Max smiled back. He walked up to her.

"Liz, hey." He said her name different. He said it like he used to, when they were teenagers. Liz bit her lip.

"Max Evans."

"I don't know if you'll agree to this. But Lily is out of town. And I need your help."

"With?"

"Dresses, wedding stuff. We have to pick them up. Do you mind trying them on to see how they look?"

Liz hesistated, but knew she would agree. "Sure."

An hour later Liz was trying on a cream colored sleeveless dress. She tried to zip up the dress but couldn't. Holding the back, she pushed open the door. Max got up quickly.

"Max, could you zip up the back, please?"

Max took a deep breath. "You look beautiful." He wanted to say.

"Max?" Liz said.

"Uh yeah sure, turn around." Max pulled the zipper up to the top. He let his fingers linger on her back.

"Max." She whispered and turned around. He pulled her close to him.

"I don't want to make the biggest mistake of my life." Liz hugged him.

"But you're not, you marry who you love, Max." Liz said even though it hurt.

"All i've ever done is hurt you, Liz. Why did you give me another chance?"

"Because I hurt you too."

****

"Well, do you wanna come up?" Max asked her. Liz smiled.

"Yeah, sure."

They got out of the car and walked in the house....holding hands.

"So how did you afford this place?" Liz asked, seeing all the nice furnishings they had.

Max unzipped his jacket and took off his shoes. He smiled.

"Lily's family is really rich. They bought it for us, after they found out about the engagement and everything."

"So they took it well?" Liz asked with a puzzled expression. 19, a least to her, was a little young to get married. But then again, that was just her.

Max swallowed. Liz was beginning to ask questions.

"Um, yeah, they were...really, um, yeah, glad." Bad move, Max. Make it obvious.

"Is there something you're not telling me?" Liz asked curiously. Then it hit her. What Max had told her awhile ago.

"Do you really want to know why I have to marry her? Think about it, Liz. Because it's gonna kill you."

"......have to marry her......."

Someone or something was forcing Max to marry Lily. He didn't have a choice.

"Max," Liz lightly touched his arm, but he pulled away quickly.

She knows, Max thought. She knows.

"Liz, I can explain-"

"Why? Why would you lie to me?" She asked, her voice rising a little. "You told me you loved her! You put me through that!"

"That wasn't a lie, Liz. I do love her, just not-" He stopped.

"Just not what?"

"Just not enough to marry her." There you go, he said it.

"Then, why?" Liz sat down. Maybe they didn't sleep together, either, though she was only trying to make herself feel better.

"When you left, all I could do was think about you, Liz. When you would come back. It's like you became an obsession. When Lily moved in, I was shocked at...at how much you resembled her," Max moved closer to Liz on the couch. "We became really good friends and I barely talked to you anymore. We started hanging out alot. Awhile after you left, Lily threw this big party for her birthday, and there was beer and alot of partying going on. I said I would never drink again after what I did to you, but you weren't there so what's the worst that could've happened? I got drunk...and slept with her because...'cause I thought she was you. Her parents found out and got so mad, that Lily lied to them and said we were getting married. That's the day I called you and lied saying I couldn't fight what I felt."

"Why did you wait so long to get married?" Liz said trying to take it all in.

"Her parents said they wanted us to wait awhile."

"Who got the beer? You guys were underage."

Max smiled, she was smart. Always asking questions.

"Fake I.D."

"I can't believe that was almost two and a half years ago." Liz said. "I can't believe that....that." She couldn't finish. She couldn't believe anything.

"I wish that this all could've been different, I wish that so much." Max said, and he meant it.

"But it's not. It never will be." Liz stood up. "Now that you're getting married, could I have my ring back? I just want something to remember you by."

Max nodded. He got up and went to a small cabinet and took out a small box.

"It's in here." He said and gave the box to Liz.

"Thanks." Liz said and offered a small smile. She was going to the door.

"Do I get anything?" Max asked.

Liz smiled a sarcastic smile. "You get the thought of me everyday when you wake up next to someone else." She opened the door and slammed it when she left.

**The Wedding**

Liz woke up as her alarm clock went off. She slammed her hand down on it and shut it off. Someone was knocking at her door. Stretching her arms, she went in the bathroom.

"Come in!" Liz yelled from the bathroom. She turned on her radio and sang along with Selena's song. "Late at night when all the world is sleeping, I stay up and think of you, and I still can't believe, that you came up to me and said, I love you, I love you too." Liz opened the door and faced Max.

He just stared at her.

"What?"

"I can't tear myself away from you." Max said extending an arm and tucking a strand of hair behind her ear.

"The wedding's off, isn't it?" Liz said knowingly.

"She ran off with some guy that she had supposedly been going on and off with forever."

"And now it's time to go back to Liz, right? Because all other options have failed."

"You think i'm using you?" Max asked shocked.

Liz nodded even though she knew that he would never do that.

He put his hands on both sides of her face. "I would never do that, Liz. Never." Slowly, he kissed her.

Liz pulled away first. She sighed and smiled up at Max. He smiled and went to kiss her again, but Liz stopped him

"I want you to tell me that nothing will ever come between us again. Ever." She said and looked him in the eye.

Max swallowed hard. "Nothing will come between us."

"Ever." Liz said.

"Ever."

****

Maria unlocked her door. She put her purse and keys down on the table.

BANG!

What the hell was that? Maria thought. Nobody else would be in her apartment right now.

She walked slowly towards where the noise was made.

"Hello?" Maria slowly and quietly grabbed the baseball bat by her door.

A figure made it's way towards her and Maria swung it as hard as she could without thinking.

After turning on the light, she saw who it was.....and screamed.

****

"Whatever." Liz said and stuck her tongue out at Max. She was still playing with his hair. They were in her room and had just made love.

"Come on, you know i'm irrestible." He said.

"Okay." Liz leaned in and kissed him softly. She pulled away, but then kissed him again. She giggled and couldn't control it.

Max sat up and sighed in frustration.

"Oh, i'm sorry." Liz sat up too. She leaned on his shoulder.

"Are you mad with me?"

Max looked at her. "No. I just wanted-"

"To be serious all the time? To do what you want to do?"

Max turned his face quickly. "Liz that's not what, you know that i'm not like that."

"Like what?"

Why was she making this so difficult?

"Liz, what's wrong?"

"I'm just so tired, Max." Liz leaned back on the pillow. Max leaned back too, his head resting on an elbow.

"Okay. Go to sleep." He said, wiping the strands of hair off her face. "You're beautiful."

Liz opened her eyes. She smiled.

"Max," He laced their fingers, "I realized you never broke your promise. You said we'd get married some day."