You Never Know:

Total AU. Liz has grown up with Max, Michael, Maria, and Isabel. Max, Michael, and Isabel are NOT aliens. Liz is going out w/ Kyle, and Max is going out w/ Tess.

RING, RING, RING!

RING, RING, RING!

"hello?"

"sup chica?"

"Hey Maria," said Liz. "What's going on?"

"Nothing!" yelled Maria. You can tell she is obviously excited about something.

"Maria, I have known you since kindergarten. Now, are you ready to tell me what's really going on?"

"Liz! I am so happy!" shrieked Maria.

"Why, what happened?" asked Liz.

"Michael asked me out!" Maria screamed into the phone. She was so loud Liz had to move the phone away from her ear.

"What? How? When?" asked Liz. She was so happy for Maria. Maria had liked Michael ever since they met in the first grade. Michael had moved to Roswell from New York. He was always very shy until he became friends with Max and Liz. As soon as they met, Liz and Michael became good friends. Liz can still remember how Maria dragged her outside after school to find out everything she knew about Michael.

"Michael asked me out. We started talking and he asked me. Right after school." Maria said all in one breath trying to answer all of Liz's questions.

"Awww, RIA! That is so great. I know how much you like him." Said Liz.

"Hey, I have to go. I promised Michael I would call him but I had to tell you first since you have been trying to get us together since you found out I liked him. But I promise I will call you later and give you all the details. Bye chica!"

"Bye RIA!" said Liz, but Maria had already hung up the phone. Liz had been best friends with Maria since kindergarten. It had always been Liz and Max, until Maria and Isabel came along. Isabel was Liz's other best friend after Maria. However, Max and Liz were best-best friends. Both their parents had been friends and so max and Liz grew up together. Once they got to middle school, their group changed to Max, Liz, Michael, Maria, and Isabel.

And, once they hit high school, their grouped changed to Max, Tess, Liz, Kyle, Maria, Michael, and Isabel. There was also Alex. He was a really cool guy and he and Isabel hit it off really well. They started going out 3 weeks after they met. All of them were really happy for the two of them. Isabel had always seemed unhappy because she could never seem to find the right guy. Then she met Alex and all of that changed. Liz finished her homework and was about to go grab a snack when the phone rang.

"Hello?"

"Sup sweets?"

"Hey Max. What's going on?" asked Liz. Her day always seemed to get better after he called her.

"Nothing. I just felt like talking to someone, that's all." He said. He sounded as if he was holding something back.

"Oh ok." Said Liz. She knew well enough by now not to keep asking Max about what was wrong. She knew he would talk to her when he was ready. "So, what you got planned tonight with Tess? Happy Anniversary by the way."

"Um, Liz? Are you doing anything right now?" Max asked after a minute or two.

"No, why don't you come on over Max."

"Are you sure?"

"Hello? This is me. I will see you in a few."

"Ok, bye."

Liz really lucked out as a kid. Not only was she an only child, but her parents finally caved in and let her have the room with the balcony as long as she promised not to ever let anyone up there. After a while, her mom caved in again and let her lower the ladder because she knew that she wasn't always home to let Max and Maria in. She knew that Liz was responsible and that she would not let just anyone come up to her room. Liz always stayed out on her balcony. She would go out there whenever she needed to think or even if she wanted to have some peace in her life. After a while, it just became a tradition to go out there whenever she had nothing to do.

About 5 minutes later Liz could hear the familiar sound of feet climbing up the ladder that led up to her balcony. Finally, a head appeared at the top and Max climbed over the edge of the wall. Liz found it funny that he had been doing that since he was 8. However, at 8 he wasn't as graceful in his movements. It was hard for her to believe that he has been doing that for more than 8 years.

"Hey max." She said taking in his appearance. He looked really sad in a way, yet he also looked relieved and free at the same time.

"Hey." He said shyly.

Liz lifted up her blanket and handed him a Ben and jerry's with a spoon. "Ok, spill."

Max smiled and took the "Liz therapy" from her hands. Whenever one of them had a problem, they would go to each other and end up eating Ben and jerrys. It was now a tradition and max called it the "Liz therapy" because she started it. He took a seat on the lounge chair that was next to Liz's.

"I….I….I-wow. I didn't think it would be this hard to talk about." He said.

"Max, you know you can trust me. And you also know that I could never make fun of you when you're hurt. You know I wait until the next day after at least 2 hours of my "therapy"." Max smiled. Only his Liz could make him smile when he had a problem. "Please tell me." She made the infamous puppy dog face.

"I, um. I broke up with Tess today." He said that so fast Liz barely heard him say it. But after 16 years, she understood him completely.

"Oh, max. I'm so sorry." Said Liz.

"No you're not. I know you hated Tess." He said giving her a knowing look.

"Ok, well, I guess I did. But I never once wanted you two to be unhappy." She said pointing a finger at him.

"Ok, fair enough." He knew she was telling the truth. He always seemed to know.

"Are you…. are you ok?" She asked with all the concern she had for her best friend evident in her voice.

"That's why I'm so confused. Right now, I should be feeling hate or I should feel sad you know?"

"Yea…" she was confused.

"But I don't. I am actually happy that I am not with Tess anymore."

"O-k. Do you know why you are happy?" she asked trying to understand him.

Max knew why. He just couldn't tell her. He just couldn't tell his best friend since birth that he never really loved Tess. That he really loved her. That he had loved her for 16 years. No, he couldn't tell her. What if she didn't feel the same way? What if she thought he was joking and laughed? And besides, she was dating Kyle Valenti, the star quarter back for the West Roswell High Hornets. They had even started going out the same day that he and Tess had. That was about 2 years ago.

He also couldn't tell her WHY he and Tess had broke up.

FLASHBACK:

He was going to meet her in the eraser room before lunch like he always did. He was about to open the door when he heard voices inside. He thought there was another couple in there and he decided to wait. Then he heard it.

"Oh god Kyle. When did you become such a good kisser?" Max couldn't believe what he was hearing! The love of his life, Liz Parker, was in the eraser room making out with Kyle! Even though the two of them were going out, max couldn't help the jealousy that overcame him. Then he realized that the girl in the eraser room with Kyle wasn't Liz.

'That bastard!' thought max. 'The bastard is cheating on her! Oh my god! Poor Liz! What am I going to do?'

He decided he was going to kill Kyle. No one ever hurt Liz that way. No one ever hurt Liz in any way, he had always made sure of that himself. Max opened the door and was disgusted at what he saw.

"Tess?!" yelled max.

"Max!" she screamed in that shrilly voice of hers.

"What the hell are you doing? And Kyle? What the hell is your problem? What about Liz? You asshole!" max was furious. He didn't care that Tess had cheated on him. He was mad at Kyle. This was going to kill Liz. His Liz. The love of his life-the one he spent his entire life making sure she would never get hurt. And here he was, face to face with her lying, cheating boyfriend making out with his girlfriend. This was going to kill her.

" I can explain…," said Kyle trying to get himself out of the grave he dug himself.

"Yea, me too." Shrieked Tess. God! He never noticed how annoying her voice was till now.

"Save it! I don't care! It's over Tess. Have a great life with Kyle." He began to leave, but stopped short and turned around once more. "You are so low Kyle. So low." With that, he turned around and left school. He needed some time to think.

END FLASHBACK.

"Max?" he was interrupted by Liz.

"Max?" She asked again.

"I'm sorry what?" He said trying to cover up his visit to La La Land.

" I asked if you knew why you were happy about breaking up with Tess." She said again. She was really starting to worry about him.

"Oh, no. I have no idea. But, it doesn't matter anymore. I guess it's because I never really loved her to begin with."

"What?" she asked nearly spitting out her ice cream. "Owwww! Brain freeze!" She pinched her nose as hard as she could. Max laughed. He always thought she look adorable when she did that.

"Are you ok?" he asked after his laughter subsided.

"Yea, I'm ok." She said weakly. "Max, What…"

"Anyway, I have to get going. I didn't realize how late it was. I'm sorry for bothering you with all this. But you have been a BIG help to me again. I appreciate it a lot. I will either call you later or talk to you tomorrow ok?" He said getting up from the chair.

"Actually, Maria and Michael are going out and she said she would call me later, which means I will be on the phone all night so I guess I will see you tomorrow then." She said getting up as well, with a little help from Max.

"Michael and Ria? It's about damn time!" He said smiling.

"Yea, I know. Right?"

"Ok, well, I'll see you tomorrow then." He walked over to her and gave her a hug good-bye. Hey! Anything to touch his Liz ok! "Bye sweets!"

"Bye babe." She said as she climbed through her window and began to clean up.

Max climbed down the ladder and headed home. When he got into his room, he threw his jacket on the floor and turned on his Lifehouse cd. That was what he called the "Max therapy". He jumped on his bed and began to think about Liz. He was so confused. He didn't know what to do. Should he tell her? Should he mind his own business? No, she deserved to know. 'I will give Kyle-that jerk- 1 week to tell her. That is that.' He got undressed and hopped into bed.

The next day, at school, Liz was at her locker when someone tapped her on the shoulder. She automatically knew who it was.

"Hey Max. You feeling better?"

"Yea, I am actually." He said smiling. More like beaming. Liz looks beautiful today. Well, he thought she looked beautiful everyday. But today, wow!

"Good. You better be feeling better after both the "Liz" and "Max" therapy." She said with a knowing smile.

"How did you know I had "Max therapy"?" He said smiling knowingly back at her.

"I won't even justify that question with an answer." She closed her locker and they started walking to 1st period bio.

"Hey, are you doing anything after school?" He asked hoping she wasn't going to see Kyle.

"Um, yea actually. I have a date with Kyle. But it shouldn't be that long. Why?" She asked.

"No reason." He said. He felt as if he was just stabbed in the stomach. After bio, max walked Liz to English. In his geometry class, he couldn't concentrate. All he could do was think about Liz and how bad she would feel if she found out about Kyle and Tess.

"Hey man!" Michael whispered. Michael was probably his best friend after Liz.

"What's up?" max asked trying to act normal.

"What's wrong with you? Are you thinking about Liz again? Man you have to stop that. You are going out with Tess. You need to be loyal to her. That bitch will kill you if you aren't." He said smiling.

"Actually, Michael. Tess and I broke up yesterday." He said smiling. Ok yea, it was mean of him but he couldn't help it! He loved Liz.

"Oh man really?" Michael asked. "Why?"

"She cheated on me, with Kyle." He admitted. Max knew he could trust Michael not to tell her. Michael even knew that he was in love with Liz, but he never made fun of him for it. He actually encouraged it.

"Valenti? As in Kyle Valenti? Liz's boyfriend?" Michael asked obviously liking that Kyle was in BIG trouble.

"Yup. The one and only."

"Man, that sucks for Liz. But I am glad and I hope she finds out." Said Michael after a few minutes.

"Why?" asked max utterly confused.

"Because, maybe now you will get over yourself and tell her how you feel!" He said.

"I don't know. They have to break up first and then I have to wait till she is at least almost over him." Max said, not disagreeing with Michael at all. Maybe he would finally ask Liz out. Maybe.

ENGLISH CLASS:

Liz is sitting with Maria and Isabel. She is thinking about max again. She would never admit it to anyone except her journal that she secretly loved max. I mean, think about it, they grew up together. He understood her. He cared about her. He was always there for her. And also, which was probably just her imagination, but sometimes she felt something from max sometimes when he was with her. It was something that would quickly flash before her eyes or would appear in her stomach when they touched. Unfortunately for her, Maria guessed and told Isabel. Great! Actually, she couldn't say that. They were both good friends they haven't told anyone her secret yet. Granted, they almost spilled it to Michael when they found out Max was dating Tess, but luckily he didn't notice. She was so confused. Oh well, there was absolutely nothing she could do for her love this time. But it still hurt to know he was hurting. Poor Max! Tess didn't deserve him.

'I wonder if Max feels the same way about…'

"Liz?" asked Maria.

"Huh? What?" she asked confused.

"Thinking about Max again?" asked Isabel smiling.

"Shut up! I feel really bad. He just broke up with Tess-that blonde bitch!" she said.

"Yea, I'll bet you really feel bad." Said Maria with a knowing smile.

"What are you spewing about, now Ria?"

"Please! One- you hate Tess because she got Max. Two-you are happy because now you can dump that jerk Kyle and his over-inflated ego and tell Max how you really feel!"

"She does have a point Liz." Said Isabel

"You guys, face it. Max does NOT love me!" cried Liz. She's obviously hurt by saying that.

"Look Liz, I'm sorry for getting you upset. I just hate Kyle for some unknown reason. I know and believe that you and Max were destined to be together. You only went out with Kyle 'cause you were hurt that Max was going out with Tess- who asked HIM out by the way- and he asked you right after. You told us this yourself. I also KNOW that Max likes you too so get over yourself and ask him out!" said Isabel.

"What makes you so sure he likes me like that?" Liz asked with a little hope in her eyes.

"You didn't see the look on his face when you told him you were going out with Kyle. I've seen that look before. He was sad." Said Maria.

"He was probably just surprised and besides, that was almost 2 years ago!"

"Liz…"

"No, Isabel. He doesn't love me. And besides, I have Kyle. He's steady and loyal…"

"Sounds like your describing a poodle!" said Maria. Isabel heard this also and burst out laughing. This brought a smile to Liz's face.

"Whatever. I mean, yea, Max would definitely make me happier than Kyle does, but I'll take what I can get. Ok?" said Liz.

"Yea." Said Isabel.

"Sure." Said Maria.

"Good, I'll talk to you guys later." Liz said as the bell for 3rd period rang. As she walked to 3rd, she felt someone tap her on the shoulder. She again knew who it was because there was no tingle of electric energy flowing through her body like when Max touches or even looks at her.

"Hey Kyle." Said Liz unconsciously sounding a little disappointed.

"Hey." He kissed her forehead. "You ok? You sound upset." Kyle said emotionless, like he didn't really care.

"Yea, I just feel really bad for Max. He and Tess broke up." Said Liz.

Kyle went as pale as a ghost. 'Oh shit!'

"Kyle?" Liz asked.

"Huh?" he managed to squeeze out.

"You ok?" she asked.

"Yea, I'm fine. Um…did Max say why they broke up?" he asked. 'Oh no!'

"No, he was just confused is all." Said Liz. "Are you sue you're ok, Kyle?"

"Yea, I'm just tired is all." He said.

"Ok." Liz said. She leaned in to kiss him while putting a note in his back pocket-unknown to Kyle.

"Bye." She said.

"Bye. I love you." he said back to her.

"Yea…" her voice trailed off as she walked away. She couldn't help it. She had been dating Kyle for 2 years now, and she still couldn't say, "I love you" to him. She just felt those were strong words and she didn't want to say them to Kyle. The weird part was, she would give anything to say them to Max.

'Give it up Parker. HE DOESN'T WANT YOU!'

She used all the power she had not to cry on her way to 3rd period. 'I just wished he loved me.' She thought as the late bell rung.

After 4th period, Liz went down to her locker to grab her lunch then hurried to the eraser room. She giggled when she remembered that she and Max called it the "ER". She was about to go inside when she heard voices.

"God Tess! I can't stop kissing you!" a guy groaned.

'Oh my god! That skank! She and Max didn't even break up a day ago and she already had a guy in the eraser room. That's it! That bitch has to pay for hurting MY Max.' she opened the door.

"Ok, Tess! That's- Kyle!" she yelled.

"Liz?" Kyle quickly let go of Tess, who was smiling. "What are you doing here, babe?"

Liz looked shocked and hurt for a second, then her eyes filled with anger. "Go to hell Kyle! It's over!" Liz screamed as she ran down the hall. She was so upset that she didn't even hear Maria, Michael, Isabel, and Alex call after her.

Kyle fell to the floor in embarrassment and felt a crunch in his back pocket. He pulled out a note. It said:

Kyle-

Meet me in the eraser room before 5th period.

Love always,

Liz.

"Shit!" he muttered.

Liz raced down the hall and only one thought came to her mind. 'Max! I have to find Max!' She kept saying that in her head as she ran straight into the lunchroom where she knew Max would be. She ran to the tree they all usually sat at. Max saw her coming. He quickly stood up and caught Liz in his arms. She immediately started crying and max instinctively pulled her into an even tighter embrace.

"Shh. It's ok honey. I got you. It's ok." Max soothed her with both his words and his protective embrace. In his arms, Liz felt so safe and loved. An incredible peace came over her and she immediately relaxed in his arms. After a minute or two, Liz stopped crying and looked up at him. He saw the look in her eyes and he immediately knew what had happened.

"Come on, let's get out of here." Max said. He walked to the office, signed them both out, and walked them out to the car without letting her go. When they got to the car, he only let her go to walk around the car and get in. He immediately grabbed her hand after he started the jeep. They drove off without noticing Maria, Michael, Isabel, and Alex running into the parking lot and staring at the back of the disappearing car.

About 10 minutes later, Max pulled into the jeep into the alley behind the Crashdown Café, where Liz lived above. He helped her out of the car and pulled her back into his embrace. 'God! She is so strong! She won't even cry anymore. God! I love this woman! Ugh, don't start now Max. Liz needs you now, wait till you get home!'

He helped her up the stairs in the back and to her room. Not knowing what to do next, he let go of her. She grabbed his hand, "Please stay with me, Max." she said. That was all she had said since she saw Kyle and –"no Liz, think about Max, focus on Max's arms.' She told herself. She pulled him out onto the balcony. Without another word, Max and Liz curled up on the lounge chair. Max put the blanket on them. He cradled her in his arms.

"Do you want to talk about it?" Max asked Liz, suddenly shy about having his angel in his arms snuggling into his warmth and love.

"No." one word from his love was all he needed to hear.

After a while, Liz fell asleep. Max realized this by her steady breathing. He got up as gently as he could without waking Liz up. He was about to leave when he looked back at Liz and was hypnotized by her beauty. She looked so peaceful right now. He turned around and was about to climb down the ladder.

"I know you aren't leaving me here are you?" Liz asked her eyes still closed. Max turned around. When Liz opened her eyes, max was shocked to see that her eyes were so peaceful and full of love in every word she said to him. 'No Max, it was just your imagination.' Liz stood up from the chair and walked over to him. She immediately stepped into his arms. She needed to feel the amount of love and security she got when she was being held by max.

"Not if you don't want me to. Just say the word and I will stay till you want me to leave."

Liz took a small step back and looked up into his soulful eyes. "Don't ever leave me." She said. Max looked in her eyes and saw that there was no hint of humor in them. He felt his insides turn to mush. He was so happy now that he couldn't think straight. With out realizing it, he started babbling.

"Liz, I'm so sorry Kyle cheated on you! That bastard had no right. Liz you are so special and you mean so much to me. I never want to see you hurt…" he just kept going when Liz looked at him with confusion.

"Max, how did you know about Kyle? I ran straight to you when I found out and gossip doesn't travel that fast…" realization finally hit her. "You knew, didn't you?" She asked.

"Yes." That was all he could manage to say.

"Why didn't you tell me?" She asked. She stepped away from him and over to the wall.

"I couldn't." he said looking at his feet.

Why? How long have you known?" she asked again.

"I just found out yesterday. I wanted to tell you so much…"

"Then why didn't you?"

"Because I knew it would hurt you. And I didn't ever want to bring pain to you so I decided I would give Kyle 1 week to tell you or I would do it for him. I really wanted to tell you, but I was afraid that you wouldn't believe me. I mean, I just love you so much that I couldn't stand the thought of you hating me. You mean everything to me. You are all I can think about, you are all I care about, and even when I was with Tess, all I could think about was you and wonder what you were doing at that moment. That's what I meant yesterday when I said that I never loved Tess. It is because…I love you, Liz. I love you with my heart and soul." When Max was finished, he was talking so fast that it took him a minute to realize what he had told her. He couldn't believe he just confessed his love for Liz Parker! 'Oh no! What is she thinking?' He looked over at Liz to see her crying. She had a mad and shocked look on her face. "She doesn't love me. She doesn't love me….' That thought just kept repeating in his head. He looked at her face one more time before he turned away. He was just in time to turn before his tears fell. The love of his life didn't love him back. Slowly, he walked over to her ladder. As fast as he could, he turned around and raced down the ladder. For a brief moment, he thought he heard his angel call his name, but he knew she didn't. Once he reached the ground, he took off as fast as he could to his house.

After max had finished talking, Liz started to cry. She was so happy! Her max loved her too! This was the happiest day of her life. Even tough she wanted to jump into his arms, she realized that she had a confused look on her face. Why was she confused? She was so happy. She waited for the tears to clear and she looked at Max. He looked as if she had slapped him in the face. He was going to cry. And Liz had done that to him. Slowly, he walked over to the ladder. The next thing she knew, he raced down the ladder and started running away. Away from her. Away from her love for him.

"Max!" she wanted to scream it but it only came out as the quietest whisper. He was gone. And she made him leave. Liz collapsed on the floor of her balcony and sobbed. She finally found out the truth- that Max loved her just as much as she loved him. Everything he said to her mirrored her own feelings when she thought of him. After a while, she used up most of her energy to get up, go inside and sit in the bed. She continued to sob and whisper her true love's name over and over again while she picked up her phone and dialed the number she memorized so long ago. They picked up on the 3rd ring.

"Hello?" they sounded out of breath.

"M-M-Maria?" sobbed Liz into the phone.

"Oh my God! Liz? What happened?" asked Maria worriedly.

"Please just get Isabel and come over here." Liz asked.

"Liz are you…ok?" asked Maria. She had no clue why Liz was so upset over Kyle. He was an asshole anyway. Everyone knew that.

There was a minute or two of silence. "Maria…..Please hurry. I can't…. I can't…." she sobbed some more into the phone.

"Hold on chica, we'll be right there. I have to bring Michael though, is that ok?" Maria asked.

Liz wasn't listening anymore. All she could do was stare at her ceiling and sob. She kept getting images of Max when they were growing up. When things made sense to them. With what energy she had left she said, "Maria, please hurry. Come up the (Sob) balcon(sob)y."

"I'm coming. Just hold on." Maria hung up the phone. "Michael, we have to go. Liz is in trouble! We have to get Isabel!"

All it took was to say Liz's name and Michael jumped up and ran for the door. He quickly jumped in and started Maria's Jetta, knowing that she was in no condition to drive. He drove as fast as he legally could over to Isabel's house. She hopped into the car and Maria explained what had happened. 'Where is Max?' the thought kept repeating in Michael's head. He didn't understand. Where was Max? Liz meant everything in the world to him. She was his other half and they both knew it. They were both just too stubborn to admit that they were destined to be together and they broke each other's hearts by going out with Tess and Kyle. Where was Max?

About 5 minutes of silence later, Michael pulled into the alley behind the Crashdown. As the three of them climbed up the ladder onto the balcony, Michael noticed Max's Jeep there. 'Good, he is what she needs right now. But then why the hell did she call like that. Something just isn't right.' And when Michael got to the top of the ladder and onto the balcony, he saw what wasn't right. Liz was lying on her bed, staring up at the ceiling. If she hadn't called less then 10 minutes ago, you would have thought she was dead. She was pale and her eyes were puffy and swollen from crying. All in all, she didn't look too good. For once in Michael's life, he felt sick just looking at her. But when she sat up and he saw her eyes, he wanted to throw up and nearly did. Liz's eyes were completely dead. She looked as if all the emotion was sucked out of her, yet she was still able to sob.

"Liz! Oh my god! Are you ok? What happened? What did Kyle do? Where's Max? Did you talk to him? Liz…Liz!" Maria screamed the last part. Liz looked over at Maria with her dead eyes and Maria almost fainted.

"M-M-Max!" she finally screamed his name and fell back onto the bed. Even though they didn't think it was possible, she started crying more than before, as if a new wave of pain just hit her.

"Liz!…" Michael said. "Liz, WHERE-IS-MAX?" he said slowly so she could calm down a bit and answer him.

"He's gone! My Max is gone! I made him leave! What the hell is wrong with me Ria? Why did I make my soul mate leave? Oh my god! What is wrong with me Ria? What's wrong with me?" Liz looked as if she was just now processing this information now. She was silent for a minute, then burst out sobbing with all her might. Michael, Maria and Isabel had never seen Liz Parker this upset. Not even when her favorite relative, Grandma Claudia, died. She cried a little, but Max was there to help her through it. But now, Max was gone. Max was gone? He can't be. 'What happened when Max brought Liz home?' Michael thought.

"Liz?…Liz?…" Isabel said. "Look Liz, you have to look at me!" Liz slowly calmed down and lifted her swollen tear stained cheeks to look over at Isabel. "Now, what happened when Max brought you home?" Michael was glad he was friends with Isabel. She was really nice and she always seemed to be thinking the exact same things as he was.

"M-Max brought me home when I caught K-Kyle and-and Tess together." She said quietly while trying not to cry again.

"Oh my god!" said Maria quietly.

"Then what happened?" Michael asked.

"M-Ma-he brought me home and stayed with me until I calmed down. I fell asleep in his arms. He was about to leave and I asked him where he was going." She started getting worked up. "Then, then, he said that he knew about Kyle even though I didn't tell him!" she was crying a little now. "Then-then…Oh my god! I made him leave. Why did I make him leave?"

"Liz, what happened after he told you he knew about Kyle?" Michael asked.

"He told me. He said that I meant everything to him and even when he was with Tess, he would wonder what I was doing. He said- he said that he loved me!" That finally caused her to break down. All 3 of them gasped when they heard that Max had finally admitted that he loved Liz. Michael was SO confused! If Max had told her he loved her, then why was Liz crying? He knew Liz and it was SO obvious that she liked Max just as much as he liked her. He had to go talk to Max.

Michael grabbed Maria's arm and pulled her to the side while Isabel pulled Liz into a hug.

"Maria, I have to go-"

"Go where, Michael? Liz is upset, I think whatever game is on tonight can wait don't you?" She asked getting upset that he would rather leave his friend for a stupid hockey game.

"NO, Maria. Something just isn't right. I am going to go have a talk with Max and see if I can figure out why she is so upset and why he isn't here with her."

"Oh, ok. Call me when you're done, ok?" she said smiling.

"You bet!" Michael quickly kissed Maria on the lips and started toward the ladder. Once he reached the bottom, he hopped in the car and quickly drove over to Max's house. He didn't worry about leaving Isabel and Maria with Liz because he knew Liz and he knew that she was never EVER like this thus having the two of them there all night.

About 5 minutes later, he pulled into the ever-so-familiar driveway and parked the car. He hopped out and ran to the back of Max's house. Michael knew Max well enough to know 3 things. One- Max would never talk to anyone about his problems with Liz except for Michael. Two- Max would never let him in the house if he had disappeared like this. And three- if he was listening to Linkin Park, he was REALLY depressed. As Michael climbed up the gutter, he saw that Max's window was open and his light was on. He also noticed that Linkin Park was blasting so loud, Michael almost fell of the pipe. 'Uh oh!' he thought as he finished climbing the small distance between the pipe and Max's window. Michael finished climbing through Max's window, hoping that Max didn't see his crash landing. But when he looked up at Max, he realized that Pearl Harbor outside of his window couldn't make him move.

Max felt like shit. For once, Max Evans was so sad that he couldn't even blink at the risk of his tears falling. But when he heard someone climbing up his window, he took that risk. Like a waterfall, his tears came crashing down in waves. And let's face it, Max NEVER cried. Not even when his grandparents died. He only cried two times in his life. Once right after Phillip and Diane Evans found him and Isabel on the side of the road and he realized he might never go home, and right after Liz's grandma died. Liz's family was considering moving into her grandma's house. He ran home and cried at the thought of not ever seeing Liz again and he also cried for not telling her how he felt about her. That was it. But now, now he could not stop the gallons of salty tears that were flowing down his cheeks. Max didn't even make an attempt to wipe them away when he saw Michael coming out of the corner of his eyes. He was in hell. The only woman he had ever loved didn't love him back. And she didn't even tell him that she didn't feel the same way. She just sat there crying with that angry and disgusted face on. He knew that he would never get that look out of his mind. Every time he closed his eyes, that picture would enter his mind with a loud voice saying, "SHE DOESN'T LOVE YOU!" But there still that one thing that made him feel worse. And that was the fact that he still loved her and he always will. He never wanted to cause her pain and now he had hurt her by taking away the one thing in her life she thought she could depend on. A loyal friend with no strings attached. And he blew it. It was over for him and even though he wanted to lock himself in his room with no evident life and Linkin Park Blasting till his stereos broke, he had to deal with Michael. 'He doesn't understand! He will never understand! He has the love of his life, just like I do. The difference is, is that the love of his life loves him back.'

Michael, for the second time in his life, felt he was going to be sick just by looking at max. But he came here to get some answers and to fix things between Max and Liz. They both deserved to be happy.

"Max, are you ok man?"

"Go away Michael!" Max said.

"No. I want to know what the Hell happened!" Michael said a little harsher than he wanted to say it.

"Michael, please just leave it alone! It's over and she doesn't love me so…"

"What the hell are you talking about Max? Who doesn't love you? Liz? Is that what she said? Talk to me, please!"

"Yes, alright. Yes! Liz doesn't love me! I told her how I felt, just like you said to, and she…she…" max buried his head in his pillow. Now, he just couldn't let Michael see how weak he was. Even though he knew that Michael would never make fun of him or ever bring this up again, he wasn't going to show everyone that he cried over a girl! 'Not just any girl, buddy. The love of your life.'

"She what max? Did she actually say to you that she didn't love you, huh? Please just tell me what happened, I already know more than you think."

"No, she didn't have to tell me! I saw the look in her eyes! The looks of –of disgust an-an-and hate and pity. It told me enough!" He screamed through his pillow.

"Oh man, max…" Michael started to giggle, "I think you have this all wro…"

"What do I have wrong Michael? I'm wrong that I betrayed her? I'm wrong that she was crying when I told her I loved her? I'm wrong that she doesn't love me?"

"YES!" Michael screamed. "You are wrong about that! She does love you!"

"How do you now Michael, huh? Please do not pull that 'oh, I just KNOW that you and Liz are destined to be together!' crap on me. No thanks, I don't want to here it!" He screamed at Michael.

"So, what now? Huh? Am I wrong?" asked Michael knowing that max wasn't really mad at him and didn't mean everything he was saying. But he HAD to show max that Liz really did love him!

"Why don't you tell me Michael, you just seem to know everything today." Michael was thankful that max's tone held the promise of sarcasm.

"Promise me Max." Michael said sitting on the floor next to him.

"Promise you what?"

"Promise me that if I start to tell you something, that you will not interrupt me."

"I promise." Max said hesitantly.

"I don't know everything that happened after you brought Liz home today, but if I am wrong about her loving you, then how come she called Maria, Isabel and I over to her house? And how come when we got there, she was so upset that I thought she had killed herself. She wasn't even moving and she wasn't even breathing, I don't think. And as I looked at her, I felt physically sick to my stomach. And if I'm wrong that she loves you, then how come she is blaming herself for you leaving her? Please, max, answer me that much." Said Michael playing with the carpet.

"Liz is what?" asked Max astonished.

"Yea, you heard me. Liz is over at her house with Maria and Isabel asking what was wrong with her to let her true love go. I was there, I heard it myself."

"Wait, I m confused…" said max truly and utterly confused.

"Look man, I have already said too much. I think it is about time you talked to Liz about this."

"I really don't think she ever wants to speak let alone see me again." Max said as the distressed look came on his again.

"Please, even though you probably don't believe me, I know that she will want to see you right now. You are what she needs. You always have been, and…" Michael stopped half way out of Max's window.

"And what, Michael?"

"And maybe you will finally learn a little something about the girl of your dreams you would have never found out any other way." With that, Michael finished climbing down the ladder and across the back yard to his car. When Max heard Michael's car leave the driveway, he thought about what the hell just happened. About 10minutes later, he couldn't take it anymore. Even if she didn't love him, he still wanted to have her in his life in some way. He also knew that if anyone can make Liz see that this wasn't her fault and make her stop crying- 'oh god! She was crying!' it was him. He jumped off his bed and turned his stereo off (not before putting his lifehouse cd back in) and grabbed his jacket. Without a plan, Max climbed out of his window and down the gutter. Once his feet hit the ground, he stopped and took in a deep breath. "This is it Max. Get her back!" With that, he raced across town to his destiny's house. And he wasn't going to leave without making things right.

Michael had been back at Liz's house 5 minutes and it was exactly the same as when he left an hour ago. Maria and Isabel were hold Liz, tying to get her to calm down and to talk to them, while Liz just kept asking what was wrong with her that made Her Max leave. 'Hurry up Max. She needs you badly.' Michael, Maria, and Isabel all thought at once.

10 minutes later, all four people heard the muffled sounds of feet coming up the ladder. Liz thought she was dreaming. She had had enough. She jumped up from Isabel and Maria's hold on her and ran to the window. She went out onto the balcony and yelled at the sky.

"Why are you doing this to me? Why are you torturing me like this? I know that I made him leave! I know that! Don't you think I want to die for making my true love leave!" By this time Michael, Maria, and Isabel had joined Liz out on the balcony. "He was all I ever cared about and I made him leave! Why are you punishing me by making me think that he is coming back to me? WHY?" Liz collapsed to the floor crying. Michael, Maria, and Isabel were stunned into silence and they were frozen where they stood. They never could have imagined that her pain could run that deep.

Max was about half way up the ladder when he stopped. 'Are you sure you want to do this Max?' He stood there for a minute. Not for one second was there any doubt in his mind, but he knew that once he walked the short distance onto her balcony he could never go back. He decided he wanted more than ever to do it and finished climbing the ladder. Only when his head was into view did he hear her.

"Don't you think I want to die for making my true love leave!" That was her! That was his Liz!

"He was all I ever cared about and I made him leave! Why are you punishing me by making me think that he is coming back to me? WHY?" 'Oh my god! She really did blame herself!' Max couldn't take it anymore. He raced up the last couple of steps and all but jumped onto the balcony.

"Liz!" max screamed before his feet even touched the ground. "Liz!" Max almost whispered when he caught his balance and looked over at her.

Liz's head immediately shot up at the sound of his voice. 'That can't be him! Come on Liz. Don't be such a baby and look.' Her head didn't move. 'Liz, you have to look to prove to yourself that he isn't coming back and you aren't going crazy!' She closed her eyes and took in a deep breath. Suddenly, she whipped her head over and she opened her eyes. Her heart stopped beating and she nearly choked on her breath at the sight in front of her.

Max was getting worried when she wouldn't look at him. 'Oh no! What if Michael WAS wrong? What if she doesn't want to see me?' He saw her close her eyes and take in a deep breath. After almost a minute, max got that defeated look on his face again and turned around to leave and to hide the familiar feeling of dampness that have been hovering under his eyes a lot today. He had taken 1 step when he heard nothing but Liz's breath release from her throat. He immediately whipped his head around to make sure he wasn't going crazy. There staring right at him was the most beautiful woman in the world who just so happened to be his best friend.

Liz couldn't even believe her eyes. She was so happy. She wanted to scream his name and fly to Heaven, but all that came out was his name in a gentle whisper. It was so gentle that if it wasn't being waited for, no one would have known it existed. But all five people on that balcony knew that it existed.

"Mmmmaaaaaaaxxxxxxxxxx." Liz whispered as his deep soulful brown eyes bored holes into her surprised ones. Liz always thought that every time he looked at her like that, he was offering a window for her to see into his soul. However, never before had she taken the time to really see her best friend. But she was not going to make the same mistake twice. She stared back into his beautiful brown eyes and let all the love she felt for him shine through her eyes.

"Mmmmaaaaaaaxxxxxxxxxx." 'She spoke! Maybe she wasn't mad at me at all. Maybe she does love me!' Max stared into her two beautiful brown eyes. Max always thought that every time she look at him like that, she was offering a window for him to see into her soul. Max was so lost in thought about his beautiful angel sitting there in front of him that it took him a while to realize that he didn't know what to next. He had climbed up there to prove to her that he still loved her more than ever. He had called her angelic name to match her face in hopes that she would love him the way he had always dreamed that she would. As mentioned before, Max didn't have a plan. But that didn't mean that he couldn't come up with one. Max was about to think of the most romantic fantasy he had of Liz when he saw a burst of love shine through his angel's eyes. He knew even before he thought about it, that she was putting all of the love she felt for him into his eyes. Even though he didn't think it was possible, he fell in love with her all over again.

Liz was ready to burst from happiness! She had her Max back. She felt like she could fly right over into his arms. And she did. She jumped up as fast as she could and ran the very short distance between her and the man she loved and immediately jumped into his arms. Max was extremely surprised at her actions, but still composed himself in time to catch the woman of his dreams in his arms. Once she was there, he wrapped her up in the biggest embrace they had ever experienced. They held onto each other as if they were to let go, the other might disappear. They had both gotten what they wanted and there was no way either of them were going to risk leaving each others arms until they knew the other would never leave.

Liz was so caught up in being back in the arms that loved and protected her so well, that she suddenly remembered how she came to be right where she wanted to be. She also remembered that afternoon. 'I never told him that I love him! I have to tell him how I feel before he remembers and leaves me again.' She stepped back only a little step back, so little that a normal person wouldn't have realized she moved at all, and looked into his eyes. She knew that after she said what she had wanted to tell him for 16 years, she could never go back. And she didn't care anymore. With all the energy she had left in her, she gazed lovingly into his eyes and said, "Max…"

Max was so wrapped up in having Liz in his arms that he didn't even realized she had said his name. "Max…"

He snapped out of the trance he was in when he heard her call his name again.

"Yes angel?" he said with a smile that could light up the sky.

"I love you." she said with just as much love he had when he said it to her.

Max couldn't believe what he was hearing. "What?"

"I said, I love you. I always have. And it took you running away from me to realize that I always will. I also learned that I never want to stop loving you… ever." She said as she unconsciously traced small circles on his shoulders.

"What exactly are you saying Ms. Parker?" max asked with a knowing smile.

Liz looked up at him and laughed. She left his embrace and walked over to the wall with her hand still joined with his. She just couldn't let go of him completely yet.

"I said, YOU ARE MY HEART AND SOUL AND YOU ALWAYS HAVE BEEN AND ALWAYS WILL BE. And, I LOVE YOU MAX EVENS!" She half stated half-screamed to anyone who would listen in Roswell.

Max was so happy after she said that, that he suddenly pulled her back into his embraced and kissed her with all the passion and love he had for her in his heart. Suddenly, a connection formed in between them, and for the first time ever, they saw into each other's souls. When the kiss ended, they said goodbye to Michael, Maria and Isabel and curled up on the lounge chair holding each other till they fell asleep. As they were drifting off to sleep the both said at the same time, "I love you, forever and always."