Phoebe walked into the kitchen to find that Alex and Max were not there.

"Hey dad, where did," Phoebe started.

"They are on a date." Hank answered as he knew the question before she got the chance to say anything else.

"Do you honestly think that it is safe to have two people who are dating each other living under the same roof?" Phoebe asked as she slightly worried of the possible outcomes.

"Well, if you saw how much your brother loves her you would understand that it would be an even bigger risk to get rid of her than it would be with keeping her here. I think he might overheat again if he didn't know if she were ok." Barb added and Phoebe nodded in agreement. Nora and Billy walked in as Chloe crawled behind them.

"Dad where are Max and Alex?" Nora asked.

"They are out on a date you guys."Barb answered as she walked over and picked Chloe up and put her in a highchair.

"I didn't think that Alex would be more important than we are to Max. He promised me he would teach me how to make an explosive rocket today." Billy sighed disappointedly.

"Billy, you wouldn't have done that anyways, we wouldn't have let you play with explosives. It's not safe, especially for kid."Barb replied to Billys complaint and Billy frowned.

"He still cares more about her than us."Nora sighed.

"I can guarantee that he still cares about you." Hank said and then Alex and Max walked in laughing like crazy. "Your late." Hank said slightly angrily and Max looked at his watch.

"By twenty minutes, come on dad, time flies when your having fun. I have never had this much fun. In my entire life!" Max laughed as you could see that Max was truly happy.

"Not even with me?" Billy asked sadly.

"Especially with you guys."Max answered and Billy looked at his dad.

"Yeah he totally cares about us." Nora said sarcastically.

"So how are you guys," Alex started but then there was a violent bang on the door and everyone stopped as the computer rose.

"Im sorry, but I didn't see anyone coming to the door. They must be invisible." The computer said and Alex shot around in fear as there was an even more violent bang on the door.

Then there was a long moment of silent suspense. Then the door flew off of its hinges and fell against the couch.

"ALEXANDRA!" A very deep voice shouted.

"Its my dad run!" Alex cried to everyone and they stayed put. Max looked at her for a minute and then an invisible figure grabbed Alex tightly and she let out a cry of pain.

"YOU WILL NEVER BE A HERO! I WONT LET YOU! NO DAUGHTER OF MINE WILL BE A GOOD PERSON!" the deep voice added. Then Alex shouted at him with a voice that was even louder than the deep voice was.

"YOUR RIGHT! IT'S A GOOD THING THAT YOU DON'T CONSIDER ME A DAUGHTER ANYMORE!" Alex shouted and then there was a flash of red and Alex landed on her feet on the ground. This revealed the man that the voice belonged to. It was the Maximizer. He was on the floor and he quickly stood up.

"How dare you use your powers against me!" The man shouted.

"I am not afraid of you anymore! All I have ever wanted was love from you and I wasn't going to pay the cost of having your love. I will NEVER be a villain!" Alex shouted and the man smiled evilly.

"Be careful what you wish for child. I WILL send every villain to come and get you, and there is nothing you can do to stop me." The man said and then he spun around and black smoke formed around him and when the smoke cleared away and he was gone. Alex was now terrified because she thought her father was joking when he said that to her originally but now she knew that he was really threatening her. Alex turned around.

"I can understand if you don't want me living here any longer." Alex said as the tears filled her eyes.

"No, it wouldn't matter if you left, he still knows that you're here, and you also have nowhere to go anyways. Now I know that you really want to be a hero, but you can only stay if you sit here and tell me everything you know about your own powers. I want to know what you can do, and I want to know how powerful you really are. I have fought your father time after time, and he doesn't get scared very often. I could tell in his eyes that he is freaking out about the fact that you are fighting against not only himself but other villains as well. There is something else going on here. So please, I need to know what you can do so I can hopefully figure out what is going on." Hank said as he motioned to the couch and Alex sat down as Max sat down beside her.

"Alright, so, I can do a lot. I have power over the four elements and I am very good at controlling them. I can use the elements in ways that you wouldn't think would be possible actually. I can make water form into something, freeze it, use a combination of earth and fire, and create a stone sculpture out of it." Max just stared at the girl in front of him as he fell in love with her artistic flairs. "I have power over metal, and I have power over the mind, but there are a couple of powers that I have hidden from my father and mother and brother as a matter of fact. I can heal any wound, and I have actually brought someone back to life once. I have super strength, and since I have power over heat and water I can control storms. My favorite power though is a very simple one, and it is quite beautiful. I have power over light, and since I also have power over water and earth, I can make anything grow at a fast speed. People who can control the earth are not typically able to make things grow. It's a mystery to many, but I love it, and its something that makes me so much different than anyone else.. " Hank slightly smiled.

"You know you never would have been a villain. You have power over too many pure things.i know why all of those villains would have a reason to go after you, you're an Ultra Hero, you have powers over many things, and in reality your powers usually are the strongest out of all of the superhero's. you're the first Ultra in a very long time. That's why you're scaring every villain out there."Hank said with a slight laugh.

"There is one more power." Alex said with a slightly disturbed look on her face.

"What?" Hank asked.

"I can protect people from other powers and if those powers are pointed towards me, I can control them as well." Alex added.

"That's incredible, I cant wait to see you use that." Hank sighed.

"Yeah, your incredible." Max said breathlessly. Alex turned to him with a smile of slight admiration.

"You know, I haven't ever seen your father like that either. He was scared of you. How do you do it? I want him to be scared of me like that. By the way, do you think that it was the best idea to tell your secrets in front of a villain?" asked.

"You won't say anything." Alex laughed at the rabbit.

"I wasn't talking about me. I was talking about Max." snapped.

"Im not a villain anymore ." Max laughed.

"Yeah it was just a phase."Hank added.

"Did you ever think that Max was born to be a villain and the second he was wanting to be a hero was just a phase?" asked a completely plausible question that sent everyone into silence. "Don't you think that the reason he is acting like a hero now is because of the girl? It just seems like Max doesn't really want to be a hero." Max hated what said and he stood up.

"You now what, I am never going to be able to be a villain anyways so why shouldn't I do something I could be as equally good at?"Max asked.

"Im just trying to do whats best for you Max. Are you really wanting to be a hero or are you giving up on the dream of being a villain?" asked and Max thought for a moment.

"I guess it's a little bit of both."Max sighed and everyone looked at him sadly. "Look, I wanna be a hero but, I, I," Max started and Alex stood up as she felt heat coming off of Max.

"Max you need to cool down." Alex advised.

"but I, I wish I could have been a respected villain so I would be respected in, in, in something! So I would be a, a , a, a success in, in," Max started as he began to sweat.

"Max calm down!" Alex shouted as she felt Max grow hotter and then Max closed his eyes for a second. Then opened them again and went straight into a shouting fit.

"Its not fair when you are always disrespected! I just wanted to be accepted in something! I just, I just, I, I, I, I," Max fell to the ground and started to cough.

"MAX!" Everyone yelled as they gathered around him. Alex felt Max's lungs collapsing and had to take action.

"Everybody move, I can fix this. Max lay flat on the ground quick, before it's too late!" Alex shouted and Max slowly did so and Alex pulled Max's shirt up and put her hands over his chest and his chest started to glow red revealing a pair of what looked like deflated balloons and then there was a quick flash of light and the glowing stomach started to glow blue and Max was no longer coughing and the deflated balloons appeared to be a pair of lungs again. Max looked up as he started to shout again.

"I, I, I need to be respected! It's not fair! Phoebe has always gotten the respect out of the two of us, and, and," Max started and he started to get hot again as he stood up. Alex put her hand on his shoulder and got in his face.

"I respect you Max! The hero league respects you! Now you have to calm down or there won't be a Maximus Thunderman to be respected!" Alex shouted at Max and he immediately calmed down. He breathed in and closed his eyes and opened them again as Alex saw the tears.

"I'm not respected by my own family. How can I value the respect of anyone else?" Max asked and the room was silent again. Alex just shook her head.

"I understand Max. My family hates me right now, but I can guarantee that your family respects you more than you think." Alex cried and she hugged Max.

Hank felt a guilt fill his body as he thought about how he always valued Phoebe much more than he valued Max. Maybe Hank and Barb didn't respect their son as much as they respected Phoebe.

"Max, we respect you." Barb started but Hank stopped her.

"No, we haven't respected him, we never have. We have always treated him like a child because of his fantasy of being a villain. We have always valued Phoebe more because she has wanted to be a hero for a long time. We only started respecting him recently because we found out that he was number two on the hero's to watch list. This has been overdue for a long time Max." Hank said as he put his hand on his sons shoulder. "You have always been the kindest person in the family, if you really think about it. You may pull a bunch of stupid pranks, but in the end, you have always stuck to your family's side. You deserve more from us, and I'm sorry we haven't given it to you so far." Hank said and Max nodded.

"Its ok." Max sighed.

"I am going to warn you about something." Alex said as she looked at Max. "You are going to get overheated a lot because of all that has happened recently. You really need to distance yourself from all of this drama for a bit. I don't know how your supposed to do that but you need to. Its extremely important actually." Alex looked to Hank. "He needs to get away from the stress, do you have any ideas?"

"Well, I think that you both need to get away because Your in extreme danger here Alex, and Max, you need to get away from all of the drama. We have a house up in the hills. It's a secret lair that we were awarded years ago. If you guys want to go there that could be a good option. We can come and visit you in the afternoons too." Hank sighed.

"I guess that's our only option." Alex sighed.

{Commercial}

Hank and Barb were standing in the cabin with Max and Alex.

"If you guys need anything there is a phone, and there is a ton of food in the pantry. Don't have too much fun guys. I love you Max." Hank sighed and then he walked out to the car. Barb hugged Max and kissed him on the forehead.

"Be good. Buy guys." Barb said and then she went out to the car and Max watched as they drove away and before he knew it they were gone.

"So what do you want to do?" Max asked as he turned to Alex.

"I don't know. Are you as hungry as I am?" Alex asked.

"I could eat…..a cow." Max joked and Alex let out a giggle and then they both made a run for the kitchen. They looked in the freezer and both grabbed the steak and looked at each other challengingly.

"I will freeze you." Max warned.

"I will set you on fire." Alex laughed and then she realized there were two steaks.

"There are two steaks max. We can both have one." Alex said and Max let go.

"You know what sounds really good?" Max asked.

"Chocolate," before Alex could finish her sentence max did it for her.

"Cake?" They both let out a laugh as they could tell that they both were wanting the same thing. Alex started to look around and found a bunch of cake and cookie mixes and looked around and found a German Chocolate cake mix and pulled It out.

"You get the cake going and I will get the steak going." Max said as he pulled out the skillet and put some butter in it and unwrapped the steak. Before he knew it Alex had finished the cake mix and he wasn't even halfway down with the steak. She put the cake in the oven and stood back up and looked at Max and then smiled and slowly walked into the other room as she explored the cabin. She then came across a room that had a bunch of instruments in it.

"No freakin way." Alex said as she grinned from ear to ear. She grabbed the microphone and a guitar and started to play a song and sing. Max looked confused as he thought of the voice. He looked around and saw Alex singing and couldn't help but grin from ear to ear. He almost fell against the door frame because he was head over heels for her. He then heard the steak sizzling and ran over and flipped the steaks as he closed his eyes and listened to her stunning voice.

He finished the steaks just as she finished the song and she walked in and found Max putting plates on the table. The cake was done, and the steaks were done. The two of them sat down and ate. Max noticed a stereo and walked over and looked through the CD's and saw some interesting music. He pulled one out and it was a home made disc that was titled Super Hero Music and Max put it on. The song Kryptonite by Three Doors Down came on and Max held his hand out.

"Would you like to dance my lady?" Max asked and Alex grinned.

"Sure my lad."Alex said and then she grabbed his hand and they started to dance and had a bunch of fun. It was almost like they were dancing to swing Music. It was the first time that Max could be who he truly was in a very long time. It was also the first time that they both felt like they belonged in a place, and they felt like they were alike. It was probably one of the most enjoyable nights so far that he had ever encountered. He was relaxed and he was happy. Then a slow song came on.{Its not easy to be me by James Blunt} Alex put her arms around Maxs neck and leaned her against his shoulder as he listened to the lyrics.

I cant stand to fly

Im not that nieve

Im just out to find the better part of me

Im more than a bird

Im more than a plane

Im more than some pretty face beside a train

And its not easy to be me

I wish that I could cry

Fall upon my knees

Find a way to lie about a home ill never see

It may sound absurd but don't be nieve

Even heros have the right to bleed

I may be disturbed by what you can see

Even heros have the right to dream

and its not easy to be me

Then Alex spoke.

"I wish I had a family who cared that much about me." Alex sighed.

"Well, now you do." Max replied to this as if it were his instinct speaking. He didn't know what came over him, it was almost as if there was this overwhelming kindness that became his whole being. Alex looked up at Max as she pulled her head back so that she could look at him.

"Im putting every single one of you in danger, how could I be loved by you all? I don't understand it." Alex asked.

"Heros are always in danger, but no one can break up a family, especially since we have someone as incredible as you to protect us." Max said this and Alex couldn't help but grin.

"YOU really are a hero Max. I just can't wait to see what you can do when you are in action."Alex sighed.

There was a moment of silence as there were more lyrics.

I cant stand to fly

Im not that nieve

Men weren't meant to ride with clouds between there knees

"I am only a hero because you made me one." Max added this and they kissed as the lyrics played on.

Im only a man in a silly red sheet

Digging for kryptonite on this one way street

Only a man

In a funny red sheet

Looking for special things inside of me

Inside of me

Inside of me

Inside of me

Im only a man in funny red sheet

Im only a man looking for a dream

Im only a man in a funny red sheet

And its not easy

Ooo ooo ooo

Max pulled away and looked at her as he put his hand on her cheek.

"IM not Superman, but I will do what I can to protect you because you have saved me." Max sighed.

"Everything that has happened to you was because of me, I was just trying to make things right again because I kept messing up." Alex corrected Max but Max shook his head.

"That's not what I am talking about. I can now be who I am because you saved me from becoming something I never was in the first place." Max replied and Alex closed her eyes and leaned her head against Max's shoulder again.

"I'll protect you as long as you protect me." Alex cried.

"I will protect you even when you can't protect me." Max said this and the last lyrics came.

Its not easy to be me

They stood there long after the music stopped.

Then they were thrown apart by lightning. Max first thought that it was his mother but then he saw Alex's father. He was about to grab Alex when Max made a skillet hit her father in the face. The man fell to the ground and Max ran over but as he was about to freeze the man he found himself swept to the ground as the mans leg came under his own legs. Max felt the man pinning him down and then Max breathed out heat and the man blocked it and punched Max in the face a couple of times and max head butted him and he fell backwards. Then Max breathed out ice and the man avoided it and started to run away.

"Your not getting away this time!" Max shouted and he froze the man's feet and slowly froze all of his body but didn't freeze his head.

"LET ME GO!" The man shouted. Max walked over to him.

"How do you feel?! Whats it feel like to be diminished to the lowest point!?" Max shouted. Alex grabbed the phone and called Hank. It only took a few minutes for him to get there and Max froze the mans head.

"You caught your own father?" Hank asked Alex and she shook her head and motioned to Max whose lip was bleeding and there was a bruise forming around his left eye. Hank looked at his son.

"You caught him?" Hank was speechless. Then the president of the hero league came in with several hero cops and took the frozen villain away. She looked at Alex.

"Why didn't you attack your father?" The president asked her.

"I, I was in too much shock." Alex sighed and then the president looked to Max.

"Congratulations Maximus Thunderman, you just made the number one spot on the list for the heros to watch. I expect a lot from you now. Oh and Thunderman," The president said as she looked to Hank. "Tell your daughter that she was bumped down to number 9 on that list." Hank frowned.

"You don't look very proud of your son Thunderman. It's a pitty you think he doesn't have as much potential as your daughter does. You above all people should know that you don't have to be a genius to be a hero." The president said with a blank face. "Have a good evening. President out." She said and then she left. Max turned to his father and shook his head.

"Your sisters been working for this for her whole life, I am proud of you, but I don't really know what will happen when I tell her that you are so far ahead of her. I am extremely proud of you Max, but your sister is just, she will be heartbroken." Hank pleaded.

"Your proud of me?" Max asked.

"Yes." Hank replied.

"Then tell your face because one of you are lying." Max said and then he ran up the stairs and then went up to the attic and saw a bunch of boxes and he started to kick them one by one.

Phoebe walked into the cabin and Hank shook his head.

"Where is Max?" Phoebe asked.

"He ran upstairs. I just upset him again. You have been bumped down to number 9 on the heroes to watch list Phoebe, im so sorry." Hank said and it didn't even phase Phoebe and so she ran upstrairs to find Max. She ran into the attic as Max kicked a box and some type of gun fell out and hit the ground and shot a green light at Phoebe and Phoebe fell to the ground. Max turned around and saw Phoebe.

"Phoebe!" Max cried and Hank and Alex heard him from downstairs and they ran up and saw Phoebe standing in front of Max and Max looked down at her hands cautiously. Hank saw the gun that fell down.

"No!" Hank seemed broken hearted. Phoebe turned around to reveal that Max already had a cut on his arm from defending himself.

"Dad what is that thing?!" Max cried.

" IT takes away all compassion. The Demoloisher created it when he wanted to get rid of me. He assumed that if my compassion was destroyed then I would join his side. He never got the chance to use it so I don't know what it does." Phoebe turned to Max.

"It does nothing if I am not mad at you, sadly, that's not the case with Max. You took my lifes work from me and now you will suffer." Phoebe said and Max used his powers to get the knife

Away from Phoebe. Hank grabbed the gun quickly and ran downstrairs. He grabbed a couple of tools and started to work with it. The gun was glowing green before and then as Hank messed with it the gun started to glow yellow. When it did this Hank closed the gun and ran back upstairs.

"Phoebe don't!" Max cried. Hank got into the room to find that Alex had been slashed in the stomach area and was on the ground and Max was fighting Phoebe off. She was over top of him and the knife was inches away from his heart. Then Hank used the gun and Phoebe fell against Max limply and you could hear Max cry out in pain. Phoebe slowly sat up and saw Max.

"Max!" Phoebe cried. She backed up quickly. Max was on the ground trying to breath, and Alex couldn't save him this time, she was trying to save herself first. Max was dying and there was nothing anyone could do about it, and he was deteriorating quickly. Alex then healed herself and stumbled over to Max.

"I don't think I can do it. If I mess up even in the slightest it will destroy him." Alex panicked as she cried.

"You have to try!" Hank shouted in an even deeper panic.

"ALRIGHT!" Alex shouted back and then she took the knife out of Max's chest and put her hands over him and his whole chest was glowing red and it was quickly spreading.

"MAX!" Alex cried as the red started to glow towards Max's head. "NO!" There was a long flash of white light. As it died away Max's eyes were closed and the wound was healed. Alex went to put her hands over Max but nothing happened. "Max?" Alex said as she just started sobbing. She put her hands over him again and nothing happened. She put her head against his chest. "NO MAX! You cant die!" She started to form electricity in her hands and then used her hands to try to bring him back. She did this a couple of times and when nothing happened Alex cried in Max's shoulder. Then she kissed him on the lips and leaned against him again as she just sobbed. Phoebe was in the corner as she couldn't believe what she did.

Hank was in shock.

Then a hand came onto Alex's back and she looked at Max and saw him looking back at her.

"MAX!" Alex cried in happiness.

"That's the second time you have saved my life, now stop it, or im never going to catch up." Max laughed. Hank couldn't help but smile but Phoebe was still in tears for what she did to her brother. She had killed him, and it was a miracle that Alex could save him.

"Phoebe." Hank sighed and he walked over to her and kneeled down.

"Shes crying, and I nearly die, and who does he go to help? He's so typical."Max said with a tear in his eyes.

"Max,come on." Alex said as she helped him up. They walked over to Phoebe who had been slightly calmed down. She looked up at her brother.

"Im so sorry Max. Can you ever forgive me?" Phoebe asked.

"Of course I can, it was my mistake. I kicked the box that led to that gun falling out which led to it shooting you. I took away all of your compassion. You had a right to kill me." Max joked. Phoebe frowned.

"Since when do you forgive me that easily?" Phoebe asked in frustration.

"For quite some time now. You made a fool out of me in front of the whole school and I forgave you. YOU have done some things that I shouldn't have forgiven you for and I did. So why does this surprise you?" Max asked.

"You cant forgive me for this, you cant be the hero. Its not fair! Your number 1, and I am number 9, its not right! Why should you get to be the hero in the family? I have worked for too long and too hard for you to come swinging in and steeling the title as I fall far behind you, and you know what, maybe you were better off dead! Then maybe I wouldn't have as much of a challenge!" Phoebe shouted and Max looked like he was heartbroken.

"You seriously don't want me to be alive?" Max wanted to make sure that she meant it.

"Yes. You know, maybe Alex's brother wasn't too far off. Maybe I am better off being the villain of the family since you have quit." Phoebe said this and Hank stood in front of her.

"Hey! Your out of line! Take it back Phoebe." Hank demanded and Phoebe replied as if it were an instinct.

"Why don't you come over here and make me!" Phoebe shouted as she spread her arms out. Hank looked surprised with Phoebe. "Oh yeah, that's right, you refuse to fight your own daughter." Phoebe then walked over to the window and opened it and jumped out. Max ran over to the window and saw his sister climbing down the tree and then she did something that shocked him. She jumped into the air and started to fly.

"Since when can Phoebe fly?!" Max shouted to his father.

"She probably got it from me. It wouldn't surprise me if she has kept it a secret." Hank sighed.

"Why would she act like that. My brother wouldn't have taken it that far. Something is wrong. " Alex said.

"She has her compassion and she Is obviously aware of her surroundings and she can make her own decisions. I am sad to say that I don't think that there is anything wrong with her. I think she has gone to the other side, and I don't think we will get her back this time. Ok, so since I don't know what Phoebe is capable of and she wants you dead, I think its best that you guys come back home for a while." Hank sighed.

"But, but if Max is around all of this then he will get even more stressed out. We need to take him somewhere where he won't need to deal with all of this." Alex pleaded.

"Well, I do have a shield that we can put over the cabin. I can turn on the computer so that we can communicate with video." Hank sighed and Max nodded.