AUTHOR'S NOTE: This story takes place directly after the second season episode "Max in the City" (the concluding episode of the Journey to New York 2-parter) and before the Hybrid Chronicles, the proceeding episodes.

Max was lying in his bed, on his back, with his eyes wide open, staring at the ceiling. He wasn't going to be sleeping. He hadn't slept much at all since he had returned from New York with Tess. He kept thinking about the women of his life.

There was, of course, Liz. A year ago he would've sworn Liz was his soul mate. He loved her, or he used to love her. It's like he explained in Arizona before facing the skins, it's hard for him to describe how he feels about Liz. Max did not doubt that he cared for Liz greatly, and it touched his heart when she appeared to warn him of Lonnie's trap. But he could not just forget how he saw her with Kyle. Ever since Liz saw the Royal Four meet their mother, something's been different about her. She just hasn't been the same. Max felt like it was partly his fault for her changes. At the same time, he couldn't believe she would sleep with Kyle, even if she couldn't be together with him anymore. That event caused a distance between them, and Max knew in his heart that he could never truly trust her the same way again.

And then there was Tess. She kind of just burst into his life. Max finally started getting everything coming together for him. A great girlfriend, learning about his alien heritage, and then Tess showed up. He had always felt uncomfortable around her and kept his distance. She seemed more alien than Michael and Isabel. Not only that, but it seemed like she was just there to get between himself and Liz. It was wrong of her to use her mindwarp to make him daydream of her. But after meeting Nasedo, Max began to believe that Tess did not know better. One of the reasons he avoided her was because at first he was afraid of her. But he also stayed away to try to assure Liz that he was not in love with her. The final reason was because Max did not want to believe in the inevitable destiny that is supposed to be his life. He found Tess somewhat attractive from the start, but he always tried to push that away and focus on Liz.

But now he was starting to slowly care less and less about Liz. After sleeping with Kyle, he knew he wouldn't be able to just get back together with her— just like that. And with Nasedo's death and having to facing their enemies, Max was becoming more and more concerned with his role as the king and the other three aliens. He had gotten to know Tess better lately and he realized that she's not a bad person. The more time she's spent with other humans, the more like everyone else she was starting to act. Not only that, but once Max made it clear that he does not believe in destiny and Tess learned more about human appropriateness, she has stopped trying to force herself upon him. She has, however, remained loyal to him. Tess seemed to take her duty more seriously than Michael or Isabel. Max knew one thing for certain; Tess would be there for him, to offer him whatever he needed. He could not envision her ever abandoning him. He did not want to let her believe that he might warm up to her romantically and keep her hanging like that. But he would always be somewhat afraid to think that he is forced to go down that path with her.

Right now he was wondering if he would go for Tess if she was just another human, or if it is her alien side that causes him to give her so much attention. The only thing he knew for sure was that she was the person he could count on the most at this point in his life, and he has valued her companionship lately. Another thing troubled him about going out with Tess. How could Max be with Tess and do to Liz what her and Kyle did to him? While Max wasn't ready to sleep with anyone, he figured that seeing him and Tess together would bother Liz. Although maybe it wouldn't… Again, he didn't really know her anymore—not like he used to.

Liz as the girl of his past. Tess as the girl of his future? Michael's hostility toward him, and Isabel's secrets. Nicholas and the skins still alive and desperate. There was too much clutter in his mind, and this is why Max couldn't sleep.

He decided that the cool, night air might help clear his mind. He got out of bed, threw on some clothes, and quietly snuck out of the house. Max began walking the streets of Roswell, but he found himself thinking about the same problems—the night air wasn't helping. As he was walking by a small park, he saw a figure sitting upright on a bench. The bench was right underneath a streetlight, so he couldn't make out the face for certain. But Max held his breath, his heart started beating faster, and a strange excitement began to pass over him. He walked closer because, while he could only see the silhouette, this mysterious figure seemed kind of familiar somehow.

When he stepped into the light and got a good look at the face, he found that his suspicions were correct.

"Hey Max," said Tess, looking up at him.

Max just stood there staring at her—a subtle, yet, pleasing smile stretched across his face.

"Is there something wrong?" Tess asked, showing a tired concern. Exterminating most of the skins and being kidnapped by Wrath, she had been through a lot lately.

"No," said Max softly, "I'm just glad to see you."

Tess exhaled, almost breathing a sigh of relief. She smiled. "I never thought I'd hear you say that," she said, almost more to herself than to him.

Max blinked quickly and regained his normal, professional composure that he carried when around Tess, "Well, it's nice to see a friendly a face out here this late."

Then, he walked forward a bit and sat down next to her. Tess was cognizant of the fact that he sat right next to her, almost brushing up against her, not on the opposite end of the bench.

Max became less comfortable again, his voice started to shake a bit, as he was not as confident or comfortable with what he wanted to say. "And we—we have been through—a lot together lately… So, it really is nice too see you."

Tess became exuberant and enthusiastic. She smiled widely and said in a peppy, cheery voice, "Thanks, Max!"

Max forced a shaky, strained smile.

Tess scooted closer to Max, so that there sides were rubbing against each other. She put her arm around him and tugged him closer to her. Then, she moved her hand back a little, and started stroking the hair on the back of his head. Max, meanwhile, sat stiff and brim. His back was straight as an arrow, and he stared straight ahead—not fighting Tess, but not really acknowledging what she was doing, either.

"Max," she said, "it's okay. You're always so tense. You can relax a little."

Max turned slowly craned his neck toward her, "Tess…" he started to say slowly and solemnly.

Tess pulled her arm away and slid away from him on the bench. She slumped her shoulders in, as her hands clutched the front edge of the bench.

"Sorry," she said timidly and also somewhat bitterly at the same time, "I guess you want me to keep my hands off you."

Max exhaled. He felt bad. He always had this guard up around Tess, always prepared to stop Tess, or maybe stop himself, from allowing things to flare up to something romantic. But this was very rude of him to do, and he was being very presumptuous in regard to her intentions. Max knew that he owed it to her to start giving her the benefit of the doubt that she would respect his well known intentions of not coupling up.

"No, I…" Max really didn't know what to say.

So, instead, he just scooted forward slightly and opened his arms, offering a hug. Tess was again surprised, but slowly and gracefully slid forward and hugged him. Max squeezed Tess hard and surprised himself at how comforting this hug was. He could just feel the tension irradiating from him. While his grip around her remained firm, Tess could feel the tension melt away too.

Goosebumps ran up and down Max's body. "I have been pretty tense lately," he said, "thanks for understanding." Tess began to cry, touched that he was starting to open up and accept her as maybe not a lover, but a person who does care for him. Max heard her weep. He broke the hug, looked her in the eye, and waved his hand across her face, using his powers to clear the tears away.

"What's wrong?" Max asked, caringly.

Tess started laughing, her eyes still teary, "I'm sorry," she said, "but I'm just so used to everyone coldly turning away. It's really nice that you're starting to see me as someone other than an outsider."

"You're definitely not an outsider, Tess," Max told her, "but Michael, Isabel and I have known each other our whole lives. We still are getting to know you, but you are one of us."

Then, Max stood up and walked around to the other side of Tess. He offered his hand out.

"Come on," he told her, "let's go for a walk."

Tess took his hand and the two started to walk. Tess told Max how being raised by Nasedo made her naturally resistant to making friends—that and the fact that they were constantly on the move and pretending to be filling in various roles. Max told a few anecdotes of things he did with Michael and Isabel when they were children. They were laughing, energetic, and Max was, for the first time in months, really having fun. The conversation shifted to Tess talking about the stars, and Max, while mostly listening also shared her interest in Astronomy—for obvious reasons. As they passed by a tree Max put his hand on her shoulder, gesturing that she stop. He walked around her, so that he was standing their face to face with her. He just stood there looking into her eyes.

Tess smiled, as their lively, laid back conversation suddenly turned quiet and sensible once again, "Is something wrong?" she asked.

"No, nothing's wrong," Max replied. He did not want to tell her what he was actually thinking. Tess had soft, silky, smooth skin and with the bright moonlight glistening off of it, it occurred to him that she looked very beautiful at this moment. Her hair was tied up, even though he liked it down, and kind of messy. She had been struggling to settle in on some of the recent events too, though, which explains her appearance was somewhat disheveled.

Max moved forward a step. He put his hand on her shoulder, as he retained eye contact. He slowly, cautiously, slid his hand down on her arm, tugging her jacket back and exposing her bare shoulder, which also glistened in the moonlight. Max kept eye contact and he was pleased to see that all Tess did in reaction was to smile. Max returned her smile as he took another step forward. The two were now practically on top of one another they were standing so close. Suddenly, their smiles faded and they both dawned straight faces. Max started to lean in, and Tess cracked a smile to show him her excited anticipation. He leaned in and gave her a small, short kiss on the cheek.

"You've been a great friend lately, Tess," Max told her softly, "I want to thank you for that."

He swung around with the intention of giving her an identical kiss on the other cheek. But as he leaned in, Tess clammed up, took a half step back and pointed over his shoulder.

"Max," she said firmly, with obvious concern in her voice, "look!"

Max craned his neck back and looked over his shoulder in the direction Tess was pointing. He saw a small light in the sky traveling slowly. He stayed locked in on the light for several seconds, but nothing seemed strange or out of the ordinary.

He turned back to Tess and smiled, "It's just a plane," he told her, and he instinctively grabbed her around the waste with his right arm and jerked her toward him. Max immediately regretted it, as he was the one who was starting to make it sexual. He was feeling a draw toward Tess this night, but he knew he was not in a position in his life to where he wanted to get together with another girl because he still hadn't put Liz completely behind him.

Tess, in response to Max's interest, smiled, for maybe an instant, but her concern was not eased by his assessment of the situation. Somehow she just knew how to distinguish between a plane, blimp, or helicopter in the sky, and she was certain that this was neither.

"No," Tess told him, "it's not just a plane. Look again."

Max turned back again, and this time the light was significantly closer. And as he watched it, the bright, white light, continued to close in on them. Max stepped up in front of Tess and continued to watch this. The odd thing was that this light was getting pretty close and no noise besides the crickets of the night could be heard. Max turned back to Tess.

"Have you seen this before?" Max asked, now equally as concerned as Tess.

"No," she answered simply.

Finally, the light stopped approaching and hovered at a height about equal to the top of the nearby tree. Again, the scene was eerie to Max because of how quiet everything was.

"What's it doing?" he whispered to Tess.

"I don't know," she whispered back.

"Let's try to back awa…" Max started to whisper.

Suddenly, a bright, narrow beam focused in on Tess. Tess was lifted from the ground and started moving toward the hovering craft. She screamed.

"Max!" she shouted.

"Tess!" Max shouted. He ran back and tried to grab at her, but she was already too high. "TESS!" he shouted in frustration and anguish.

Before Max could try to digest Tess getting sucked up, another beam emerged and encompassed him. Max also quickly levitated off the ground and rose toward the ship. With both of them enveloped by the larger, hovering light, the narrow beams ceased, and the craft quickly shot upwards, becoming a small blip in the nighttime sky.

The next evening, Michael had just completed a full day of classes, and, yes, Maria was on one of her tangents where she was making sure he went to class, and a long shift worked as the cook at the Crashdown Café. He had just gotten home, and he sat down on his coach and put his head down, letting out a long breath. It had been a long day for him. Just as his head hit the couch cushion, he heard a knock on the door.

Michael groaned and got up wearily, "Whatever it is, I don't want it," he grumbled to himself, guessing that perhaps a salesman of some kind was at the door.

He opened the door, "Isabel," he said, as Isabel stormed into his place, clearly worked up about something.

"Michael," she said, "have you seen Max today?"

Michael was kind out of it, so he took a moment to think about it.

"Well," Isabel pressed, "did you?"

"Uh," Michael said, "no, I haven't seen him today."

This wasn't what Isabel was hoping to hear. "Great," she said, disgusted, "that's just great. And you don't know where he is?"

"No," Michael said, "What's this all about?"

Isabel took a breath, "Max wasn't home for breakfast this morning. It's like he left during the night and didn't come back home. And I didn't see him at school all day—I'm pretty sure he wasn't there."

"Alright," Michael said, "well, we'll just have to go find him. You brought your car?" Isabel nodded.

"You're upset," Michael told her, "give me your keys. We'll find him."

"Thanks for helping, Michael," said Isabel, feeling better that Michael was so quick to aggressively seek a solution to the problem.

As the two rushed out the door, they ran into Kyle.

"Oh, good," Kyle said, "you're here too." He was referring to Isabel.

"Hi Kyle," Isabel said, as her and Michael intended to rush past him quickly and begin their search.

Kyle aggressively followed them. "Hey," he said, "did you guys hear what happened to…"

Michael cut him off, "Max? Yeah, we know. We're going to look for him now."

"So, Max is missing too?" Kyle asked in astonishment.

This got Isabel and Michael to stop and face him.

"Is someone else missing?" Isabel asked.

"Tess," Kyle told her, "she wasn't around this morning, and she wasn't at school today. My dad's been driving all over town looking for her, but no luck. We were hoping one of you knew where she was."

"Max seems to have gone missing too," Isabel told him.

Kyle shrugged, "Romantic getaway?" he asked casually.

"I doubt that," Michael said, who patted him on the shoulder and, with Isabel's car keys in hand, headed off toward the car.

"I think this is more serious than that, Kyle," Isabel explained frantically as she dashed off to keep up with Michael.

Kyle ran after them, "Wait," he shouted, "what are you going to do?"

Michael stopped and addressed him just as he was about to get in the driver's seat. "We'll go look for Max," he explained, "hopefully, we'll find him and he can tell us something about Tess."

"Shouldn't we let my dad do the search?" Kyle asked quickly.

"We can handle this, Kyle," Isabel said as she got in and Michael took off.

Max woke up. Somewhere during the ordeal he had lost consciousness. He was in a dark room, but it seemed fairly large. He called out for his late night companion.

"Tess," he called blindly, not knowing in what direction she would be relative to him, if she was even in the room at all.

"I'm here," Tess called out.

Max started crawling in the direction of her voice, but then lost his bearings. "Where?" he asked.

"Over here," Tess responded.

Max got his bearings back and kept crawling toward her voice. Finally, his hand reached out and felt her knee.

"Max?" Tess asked, assuming it was him that bumped her.

"Oh, Tess," Max said, relieved that they had not been separated, "I'm glad we didn't get separated."

They were obviously on a ship. They could see a small window on a wall not too far away. Through the window was nothing but blackness and stars, appearing as tiny streaks of light whizzing by. The motion of the ship, which was undoubtedly traveling at a great speed, made it difficult for them to stand up and maintain balance. So, they remained seated on the ground.

"What are we going to do, Max?" Tess asked.

"I don't know," Max replied honestly.

All of the sudden, they heard the sound of a door opening from a wall several feet away. Both with the instinct not to give a first impression of being weak, they helped each other to their feet and faced the direction of the opening door. They had to hold hands, not for emotional support, as they were both ready to face this latest potential threat, but to physically support each other and keep their balance.

As the large door slid open, they could see that a very bright light was emanating from the other side. After the noise of the door opening stopped, a being of some kind appeared in the doorway and started walking toward them. The creature appeared to be short, about four-foot tall, but given the oddities of the experience so far, Max and Tess took no comfort in the height advantage. Max took a step forward, but still held on to Tess.

"Don't worry," he told her, "I won't let this thing near us."

To Be Continued…