Chapter 12: Secrets and Guys

April 24, 1997 - Thursday

Franklin House

Mr. Franklin walked from the kitchen into the living room with two plates of pizza in his hands. He stopped in front of his son, who was seated on the couch where he was watching television, and passed one of the plates to him. He sat down on the other side of the couch and relaxed back into it. He opened his mouth to begin conversation but instead they both jumped at the sound of their door being kicked in and slamming against the wall.

"Max!" Mr. Franklin yelled, standing up and trying to place himself between the two men, that had just ran into their house, and his son.

The apparent leader of the two masked thugs threw Mr. Franklin into an armchair across the room while the other grabbed hold of a stunned Max. Mr. Franklin desperately kept his eyes on his son and tried to get back to him, hardly aware of the gun that was pointed at his head.

"Don't move, don't breathe! Just listen!" the thug with the gun snapped. The clicking of the gun as he cocked it effectively gained Mr. Franklin's horrified attention. "We're gonna be borrowing your kid. We need him just for a day. If you're smart, you will not call the cops. We will have him home safe and sound, first thing Monday morning, ready for school. Do you understand?"

Mr. Franklin's eyes flickered to Max, who was struggling in the other thug's grasp. He looked back at the masked leader and nodded vigorously. "Yes, yeah," he agreed, praying they were telling the truth.

"Just our little secret?" the thug pressed, the pointed gun leaving little room for argument.

"Yeah," Mr. Franklin repeated.

Receiving his answer, the thug slammed his gun into the side of Mr. Franklin's head. Mr. Franklin slumped, unconscious back into the armchair. The leader waved at his conspirator to take the boy out and followed easily after them.

Halliwell Manor

Piper reached into one of the large boxes that surrounded her, Prue, Piper and Buffy and took up the majority of the space in the attic. She pulled out an etch-a-sketch and looked at it thoughtfully for several moments before deciding on a particular pile and dropping it among the other toys.

"Can I just say I'm actually enjoying this?" Phoebe spoke up suddenly. She sat next to Piper in a fold-out lawn chair staring at her freshly painted nails with Prue sprawled casually in her own chair next to her. Buffy, who was sitting on the floor and leaning against Prue's chair reading a book, glanced up at Phoebe with a short laugh.

"That's because you and Buffy are not doing anything," Piper retorted.

Phoebe feigned a look of disbelief directed toward Piper. "Not true. I've painted my fingers and my toes," she pointed out with an air of the utmost importance.

Buffy shrugged as she looked around at each of her cousins. "Both telekinetic flaming and Slayer strength could be possibly considered 'personal gain' if I helped. As far as the Slayer part of me I don't think whoever chose me to be the Slayer meant for me to be lifting heavy objects."

Prue's eyes flickered from Piper to Phoebe and finally Buffy while her hands played with the zipper on her jacket. "I too just hope this all doesn't fall under the 'personal gain' category."

"How could it? A good witch is a clean witch," Piper decided, shrugging off the idea of personal gain.

"I think we should spring clean like this more often. You go girls!" Phoebe said encouragingly with a grin to her eldest sister and her cousin.

Prue rolled her eyes before focusing on the objects scattered around the messy attic. With narrow-eyed concentration open drawers were shut, the trunks opened and several items flew into them before closing and sliding back against the wall, the mirror was scrubbed clean, toys and books were organized along a shelf, trophies were suspended in air while the duster cleaned under them, and the mop and broom set to work cleaning the floors.

"Okay, okay," Buffy said as she sighed. "I don't know who I should blame but the point has been made. I will take at least some of the heavier boxes down. I'm your friendly pack mule today."

Piper laughed and nodded appreciatively. "That's the spirit, Buffy," she said before looking at Prue. "Good job, Prue."

Prue nodded vaguely in Piper's direction. "Buffy, if you don't mind?" she motioned toward the supplies around the attic.

"Supplies," Buffy called out as the supplies flamed out and into her waiting hands. She stood and took it all downstairs and put it all in it's correct place.

"Hey look, more toys!" Piper announced excitedly when Buffy had returned. "I told you Grams wouldn't throw them away."

"Yeah, but we will. Why don't you just put that stuff in the discard pile?" Prue suggested absently.

"Wait, what's in there?" Phoebe asked curiously, leaning forward in her chair for a better look as Piper pulled some of the toys out.

Piper stared a little condescendingly at stuffed animals and dolls that she pulled out. "Stuffed animals without eye balls."

"I wondered what happened to him! This is Mr. Gordo, my stuffed pig!" Buffy screamed taking the stuffed animal from Piper. "I lost this… when I was six." They all realized that the stuffed pig was another reminder that Grams and Joyce had erased their memories.

"Dollies that look like they've been through the mill once or twice…" Piper continued trying to take their minds of the reminder that they didn't remember anything of knowing each other before a couple months ago, She tossed the particularly sad looking toys in the discard pile. "Oh, and looky here, Ms. Phoebe's diaries."

Phoebe's mouth dropped and she reached eagerly for them. "The place where I kept all my secrets… Give me those." Prue and Piper exchanged a glance. "What?" she asked innocently.

"The place where you kept your secrets?" Prue quoted in disbelief.

"Phoebe, you could never keep a secret." Piper pointed out with a laugh.

Phoebe looked up in offense. "Oh that is so not true," she disagreed, thinking back for some actual proof.

Buffy looked up briefly from her Mr. Gordo to look at her cousins. "Actually, she did keep Prue's surprise birthday party a secret," she offered.

"Guess again," Prue returned with a faint smile and looking expectantly at Buffy, who's smile suddenly fell.

"You knew?" Buffy asked with wide eyes. Prue nodded with a look of feigned sympathy. Her eyes narrowed dangerously at Phoebe, who was skillfully avoiding her cousin's gaze. "You swore you wouldn't tell her. Diary," she called. The diary in Phoebe's hands flamed out and back in above Phoebe where it dropped onto her head before she could react.

Phoebe rubbed her head gingerly and snatched her diary back up. "I'm sorry, okay. It was an accident," she apologized hastily before Buffy got the idea to drop something heavier on her. "But it didn't help that you were begging Prue for an allowance either."

"I didn't tell her about the party though," Buffy snapped. "I was only asking for money to buy her a present."

"I say we keep all the toys," Phoebe abruptly changed the subject.

"Subject changer," Prue accused playfully.

"For our children, for our future," Phoebe continued, ignoring Prue's jibe for the moment.

"That's a good idea." Piper agreed, appearing thoughtful.

"Well, you can get rid of mine." Prue announced.

"With the exception of Mr. Gordo," Buffy said. "I don't really want to keep any either."

Piper looked at Buffy and Prue with narrowed eyes, Phoebe stared at them in disbelief.

"What?" Buffy and Prue wondered, their eyes flickering from Piper to Phoebe.

"It's just that, you know, we live in a world with so much violence and then you add the evil demons and it's a pretty scary place to raise kids in. Besides, I don't really think I'm cut out to be a mom," Prue explained.

"And I'm a Slayer remember," Buffy reminded Piper and Phoebe. "I'm supposed to die young. I'm probably not going to live long enough to be a mom."

Piper shook her head at her older sister's and cousin's comments. "How can either of you say that?" she questioned.

Prue bit her lip, preferring to leave the conversation until later. "Why don't we have this conversation later? Like, say five years?"

"Same," Buffy agreed.

"Good." Piper reluctantly dropped the subject until she heard the alarm from the kitchen go off. "Ooh, oooh, I think dinner's burning. Phoebe, lend me a hand," she ordered, taking off down the stairs.

Phoebe set her diary down and carefully maneuvered around Prue and Buffy. "Don't read my diary," she threw in just before disappearing down the stairs.

Buffy watched her leave before turning to Phoebe's stack of diaries with a mischievous glint in her eyes. She reached for one but it suddenly flew away from her and she turned on Prue with narrowed eyes. "Diary," she called with a smug look at Prue as the diary appeared in her hands amongst bright flames.

Prue squinted and the diary flew back to where Phoebe had left it.

"Come on, Prue," Buffy sighed. "Its already bad enough that we don't have all of our memories from when we were younger. I would love to read them at least to get an insight into what I don't remember."

"I know, Buffy," Prue said apologetically. "But you really should just ask Phoebe first."

Karkachas Auto Shop

The two men led Max into the back of the auto shop that one of them owned and had offered as a safe haven. Max, gagged with his hands bound in front of him, was pushed to the ground by the leading thug.

The leader towered over the sitting Max. "Alright. You try anything, you're dead and so is your old man. You got that, kid?" he demanded harshly, receiving a vigorous nod from Max.

"Come on. Ease up on him, Mickey. Kid's not stupid, are you, Max?" the second man asked, turning to face Max. Max hastily shook his head before the man continued. "You're going to do just as we tell you and everything's going to fine, right?" Max again nodded his answer.

Mickey turned on his companion. "Yeah, you better be right about him or me and you got problems," he warned.

He shrugged the warning off confidently. "Look, that kid is a living, breathing, winning lotto ticket. All I know is that my kid brother said somehow, like magic, he turned off the arcade alarm system from across the street and got them inside," the second thug explained.

Mickey glanced disbelievingly at Max before turning his hard gaze back. "I don't believe in magic," he countered shortly.

"So, we test him out, we don't like what we see, cut our losses." The two left Max in the back room and returned to the front.

Max watched them leave and waited several moments to see if they were coming back before closing his eyes. He began to slowly rock back and forth as he triggered his power.

Halliwell Manor

"Hey, Prue," Buffy said as she looked up at her eldest cousin. "Do you think I could borrow some money against my allowance to get Mr. Gordo some new eyes?" she asked hopefully.

Prue glanced down at her cousin who had return to sitting on the floor at her feet. "Sure," she said. It was then that she noticed the pointer on the spirit board move. Her curiosity peaked, she jumped up from the chair and telekinetically brought a pencil and paper to her hand. Buffy looked up as she saw what had caught her cousin's attention.

"Piper, Phoebe," Prue called as Buffy crawled up next to her trying to read what was being spelled out.

"What is it?" Phoebe asked as soon as she and Piper had returned to the attic. Buffy pointed enthusiastically down at the spirit board while Prue wrote down the letters the pointer identified.

Piper jumped back a little and sighed dramatically. "Oh no, not again," she groaned.

"Prue, move your arm. I can't see what it says," Buffy grumbled good-naturedly while lightly pushing her cousin's arm.

Prue rolled her eyes and held the notepad up for her sisters and Buffy to see. "Help Max," she read. Cryptic. She hated cryptic almost as much as Buffy.

April 25, 1997 - Friday

"So maybe Max is a ghost. I mean, after all, that is a spirit board," Phoebe suggested as she followed Prue from the kitchen the next morning.

Prue didn't appear convinced and carefully sat the spirit board down on the table in the Solarium that Buffy was sitting at. "A ghost that needs our help? I don't think so," she countered lightly.

Buffy shrugged, quickly getting the gist of the conversation though her eyes followed a pacing Piper on the phone behind her other two cousins. "I don't know. Remember Mark? He was a ghost that needed help," she pointed out mildly as she remembered the ghost and the book he had given her that sat now in a place of honor on her nightstand.

"Well, what if it's just someone in trouble crying out?" Prue offered, slipping into one of the seats beside Buffy while Phoebe slipped into the one across from Prue.

"Well, it would have to be someone with powers. That's not exactly AT&T," Phoebe quipped.

Prue sighed and ran a hand through her hair in frustration. "'Help Max.' That's not a lot to go on," she murmured distractedly

"Yeah, there's nothing really you can do unless he sends another message," Phoebe agreed, pouring herself a cup of coffee. She finally noticed Buffy staring around her following Piper's pacing. "What… are you on hold or something?" She asked Piper since Buffy didn't appear as if she was going to ask.

Piper slowly turned to face her family with a look of irritation on her face. "It's Harry, the new chef at Quake. He threw out all my Henckel knives. Apparently he prefers Forschners!" she snapped in response before turning away and placing her attention back on the phone.

Phoebe stared at Piper for several more moments before looking to Buffy and Prue. "Either of you follow any of that?" she wondered.

"Nope," Buffy answered.

Prue shrugged deciding that it was best not to get involved. "Look, we wouldn't have gotten the message if it wasn't important," she returned to the former subject.

Phoebe rolled her eyes. "Okay so what do you want to do?"

"Maybe go see Andy. See if he knows anything about a Max needing help," Prue suggested hopefully.

Phoebe blinked in disbelief. "Can you say long shot?" she joked lightly.

"Actually, I think she might have a point. Andy always seems to know something about what we're up to." Buffy allowed.

"Do you have any better ideas?" Prue asked after giving a slight nod of gratitude to Buffy for support.

"Fine, you're obsessed and he is probably the best way to get a lead. I accept that," Phoebe decided with a dramatic sigh. She was silent a moment as she thought about other possibilities. "Buffy …"

"I would rather help Prue with whoever Max is," Buffy objected.

Phoebe sighed. "I can thumb through the Book of Shadows. See if there's anything about spirit board S.O.S's."

"And maybe Piper can…" Prue started.

"Look. Wait. I'm the manager. If I say I want Henckels then I want… Hello?" Piper snapped into the phone before slamming it down on its cradle and turning on Buffy and her sisters. "The jerk hung up on me," she exclaimed in disbelief. Prue, Phoebe, and Buffy flinched at the resounding thud of the phone. "Okay, how can I help you three?" she questioned, taking several deep breaths to calm down.

Prue offered Piper a wide smile. "I think we've got it under control," she replied cheerfully while Phoebe and Buffy nodded enthusiastically.

Piper nodded slightly and turned toward the foyer. "Okay, then I'm going to Quake before Harry does anymore damage," she decided taking off into the foyer and from there the front door.

Prue, Phoebe, and Buffy exchanged several amused glances which caused Phoebe to burst into a fit of giggles.

Piper quickly grabbed her coat off the rack by the door and pulled the door open, revealing a stunned Leo on the other side. She stopped in surprise and watched as Leo slowly lowered his hand from where he had been about to ring the doorbell.

"Ha. Ding dong," Leo laughed, his face breaking into a wide smile at the sight of Piper.

Piper quickly recovered from the shock and returned the smile just as warmly. "Leo, you're back! Come in," she offered, pulling the door open wide for him. "It's so good to see you. How are you?" she asked, allowing him to pull her into a tight hug.

"Better now," he answered, reluctantly pulling away slightly. "How are you, Piper?"

"Uh, I'm better now too," Piper admitted, glancing over her shoulder to see Buffy, Prue, and Phoebe coming up to the doorway behind her.

"Leo!" Phoebe greeted cheerfully.

"Hey, Leo," Buffy said as she smiled at the handyman.

"Hey, stranger. Good to see you," Prue added with a warm smile, the spirit board in her hands as she and Buffy reached for their jackets.

"What brings you back?" Phoebe questioned with a knowing look toward Piper.

"Phoebe," Prue and Buffy hissed a warning, but kept their smiles in place.

Phoebe ignored the warning and pointed back behind them toward the Conservatory. "You know, the chandelier in the living room keeps flickering."

"Yeah? Well, I'll get my tools," Leo offered, starting to step away from Piper, who glared lightly at Phoebe.

"Oh, no, no. Take your time," Phoebe exclaimed dramatically and none-too-subtly.

Prue exchanged a glance with Piper and gave her the slightest of nods. "Uh, attic, remember? You have some reading to do." She reminded Phoebe.

"Right," Phoebe said with a sigh as he headed up the stairs.

Leo waved as Phoebe disappeared before looking at Prue with interest. "Is that a spirit board?" he asked curiously.

Prue carefully kept a neutral expression while she fumbled for an excuse. "Uh, this?" she mumbled, glancing down at it. Leo nodded and she forced a smile. "Yeah, it is. Um, I'm just taking it to the auction house to be appraised," she explained, quite proud of her cover. She and Buffy slipped their coats. She then turned to Piper. "So, Buffy or I'll call you if we hear anything."

Piper nodded in understanding. "I'll be at the restaurant," she reminded Buffy and Prue before turning back to Leo, the two finally alone, if only for a few moments.

"You have to go now?" Leo wondered, a hint of disappointment in his voice.

"Yeah…" Piper replied reluctantly. "Sort of, but I'll be back soon, I promise. Can you wait?" she asked hopefully.

Leo took a moment to pretend to think it over. "Uh… sure." he teased, pulling her in for a long awaited kiss.

Piper pulled away and lightly tapped him on the arm. "Ooh… So glad you're back," she commented, moving around him to finally head for work.

Leo let her go and slowly turned to watch her leave with an unreadable expression on his features.

San Francisco Police Department

Andy was leaning comfortably back behind his desk quickly thinking through the little information Buffy and Prue had provided him with regarding the guy named Max. Prue sat across from him while Buffy stood at her shoulder. They were both acutely aware of how disbelieving he was looking at them.

"Okay, so let me get this straight. You both think a guy named Max might be in some kind of trouble. Neither of you have any idea why. You both have never met him and you both really don't have any idea who he is… is that about right?" he asked teasingly, closely watching her expression.

Prue couldn't refrain from smiling at how ridiculous it sounded and rolled her eyes good-naturedly while trying to come up with something reasonable. "Alright, fine," she decided to go with the truth… mostly. She hoped Buffy quickly picked up on it as Andy leaned forward curiously.

"See, I had a dream last night and in my dream, Buffy, Phoebe, Piper and I were cleaning the attic and we found this old Ouija-type board and the pointer started to move until it spelled out 'help Max,'" Prue explained trailing off as she realized Andy was staring at her as if she was crazy. He glanced at Buffy as if to ask can you elaborate so what she said made sense? "That's it," Prue finished before Buffy could say anything.

Andy stared at them silently for a few more seconds before turning to his computer and typing 'Max' into the Metropolitan missing persons database. He clicked enter and turned back to Prue and Buffy as the computer began its search. "You know, I hear a lot of stories in my line of work, but yours are always very entertaining," he remarked casually.

Prue smiled and straightened in her seat slightly, taking it as a compliment. "Thank you."

"You're welcome." he laughed before looking at Buffy. "I hope your taking good notes here Buffy. Prue's a master she could probably write her own book."

"I have to agree Prue does have some interesting stories," Buffy agreed.

Andy nodded as he looked back at the computer as the database search ended. "Sorry. Nothing on anyone named Max," he apologized.

"Oh, thanks for checking," Prue replied, appearing slightly disappointed in the results.

"Anytime," Andy promised with a smile that quickly cheered Prue up.

Prue sat there a moment as an awkward silence fell between the three of them. "Okay," Prue giggled.

"Okay," Andy repeated, enjoying himself as he leaned back into his chair.

"Bye," Buffy offered as she grabbed Prue's arm. She hastily her cousin to her feet. "We'll see you later. Thanks for the help."

"No, problem, Buffy. Bye," Andy returned with a slight wave. He watched Buffy and Prue leave and remained staring at the door they had disappeared through long after they had gone.

Quake

"Harry!" Piper yelled as she barreled through the swinging doors that led to the kitchen. Her eyes immediately landed on the chef that she didn't recognize and she made a bee-line for him.

Harry calmly glanced up from where he was cooking to look at the source of the noise. "Hey, you must be… Pippy," he guessed, taking the phone that was in his other hand away from his ear, giving her his full attention… besides the ravioli he was cooking.

Piper glared at him. "Piper," she corrected harshly. "And…"

"You know, your voice doesn't do justice. You're actually attractive," he commented off-handedly.

Piper rolled her eyes, inwardly seething before deciding to ignore that remark. "You cannot come into this restaurant, throw away all our knives, and refuse to make the house specialty…" she ranted, trailing off when she noticed he was wearing shorts. Very tackily dressed. "… That is not a proper chef's uniform," she continued, staring at him in mild disgust.

Harry shrugged. "Will be. I'm a trendsetter," he informed her as he reached for a colander filled with more ravioli. "In fact I, uh, decided to change the menu, so I threw out all the old ones. Now my crab ravioli. There's a specialty." Harry looked down at his ravioli proudly and sniffed it dramatically. "Mmm… straight from Eden."

"You threw out all the menus?" Piper exclaimed in disbelief.

Harry waved off her rising anger and passed her the phone that he was still holding. "Hey, complain to your sister, Phoebe. She's on line one," he suggested with a cocky air.

Piper irritably snatched the phone from him before turning it into a weapon against him. "You're fired!"

"Ooh… attractive and feisty," he remarked, slowly closing the distance between himself and Piper. He leaned forward for emphasis. "Um, you can't fire me cause you're just a manager. Unless you'd rather be the executive chef." Harry laughed at his own power and turned away from Piper to continue his cooking.

Having enough, Piper threw her hands out at him, freezing the kitchen. With another irritable glance at him she went to the trashcan and retrieved the knives that he had thrown away before taking his colander full of ravioli and dumping it in the trash. "Take that," she snapped, partially satisfied, and she quickly left the kitchen with the phone. As she left, the kitchen unfroze and Harry looked around in confusion upon seeing her gone.

Halliwell Manor / Quake

Phoebe descended the stairs, the home phone to her ear, finally talking to Piper about her experience with the new chef. "Yeah. He sounds like a real piece of work. He has a nice voice though. What's he look like?" she wondered curiously.

0 – 0 – 0 – 0 – 0

Piper carefully slid into a seat at an empty table, keeping a glare on the door to the kitchen as if she expected Harry to come after her for something. "A complete and total jerk," she returned snappily. She took a deep breath to calm herself. "Is Leo around?" she asked hopefully.

0 – 0 – 0 – 0 – 0

"Yeah, he's working away…" Phoebe answered, continuing her walk toward the conservatory.

0 – 0 – 0 – 0 – 0

"… He wants to know when you're going to get back though." Phoebe's voice carried through the phone as Piper watched the beginnings of an angry commotion outside the kitchen doors.

0 – 0 – 0 – 0 – 0

Piper frowned nervously as she watched the commotion progress. No doubt caused by Harry. "Uh, I think it might be awhile…" She admitted with a loud sigh. "… Maybe I should talk to Leo."

0 – 0 – 0 – 0 – 0

Phoebe nodded slightly. "Sure, hold on a sec," she replied, stepping into the conservatory. She looked up to meet Leo, expecting him under the chandelier, though she wasn't expecting to see him hovering in the air to change the light bulb. "Oh my God!" she exclaimed loudly, her brown eyes wide.

"Phoebe!" Leo's head snapped up in surprise to find her staring at him. He lost his concentration and fell to the ground with a loud thump.

"Let me call you back," Phoebe hissed into the phone and hung up before turning it into a weapon, much like Piper had done minutes previous.

Leo stood back up and advanced toward her, the light bulb in his hands glowing as if it was turned on. "Phoebe, wait. I can explain," he started quickly.

Phoebe backed away from him, waving the phone threateningly. "You're a warlock, aren't you?" she accused.

He stumbled forward with a groan, his hand automatically moving to rub where there would probably be a bruise. "No. I'm not a warlock," he said as Phoebe stopped at the table in the hall. "Wait." He tried to grab the phone from Phoebe and failed miserably. "Think about it. If I was a warlock and wanted to hurt you, don't you think I would have done it the last time I was here?"

"Okay, good point…" Phoebe allowed, still staring at him dangerously. "Then what are you? But still most, normal handymen use ladders to fix chandeliers." She pointed the phone under Leo's chin. "Are you a witch?"

"No," he answered.

"Then what are you?"

Leo waved the light bulb, still glowing, in front of Phoebe accidentally. Phoebe's eyes follow the light bulb as he suddenly made the light bulb stop glowing with a goofy smile. Her gaze returned to him as he smiled nervously and hid light bulb behind his back as it gained Phoebe's suspicious attention.

Tempo Automation

Mickey pulled the car into the empty parking lot. His conspirator, David, sat next to Max in the backseat, showing the kid the blueprints.

"These are the blueprints to the plant. So the main security panel is in the room here. All you do is switch the system off. You start with zone one, ending with zone five. You got that?" David was saying, pointing to the corresponding sections on the map.

Max lowered his gaze and shook his head. "I can't. My mom made me promise never to use my power for bad things," he argued softly.

Mickey, impatient and on edge, spun in his seat to face Max. "Yeah, well you ever read the book when bad things happen to good people?" he snapped harshly.

David held his hand out to stop Mickey's rant. "Look, I got it, Mickey," he assured him before turning back to Max. "You broke into the arcade, right? This isn't any different, man. I mean, we're not even gonna take anything. We just want to see if you can actually do it," he began. Recognizing that Max was still wary, he continued, "Look, I'm… I'm really sorry about what happened to your mom, okay. That's a tough break, but you want to make sure something doesn't happen to your dad, don't you?"

Max didn't reply, but slowly closed his eyes and began to rock back and forth as he concentrated on turning off the security. David nodded to Mickey to go check it out and Mickey cautiously stepped out of the car. Mickey approached the door while Max short-circuited the control panel. The card slot next to the door flashed green and unlocked, allowing Mickey to step inside.

"Well, I'll be damned," Mickey muttered, as he was successfully inside without any alarms going off.

David looked up as Mickey disappeared inside the plant before glancing back at Max. "I don't know how you did that, but I have to say, I'm very impressed," he praised, watching as Mickey came back out.

A cop came around the corner and saw Mickey come out of the closed plant. "Hey!" he called, fumbling for his gun.

Mickey beat him to it, grabbing his own gun and shooting the cop in the leg before dashing back to the car.

David grabbed a screaming Max and pulled him down. "Shut up," he hissed. The cop fell to the ground and Mickey successfully made it back to the car where he drove them away.

Halliwell Manor

"I really don't know what to say…" Phoebe admitted. She was seated in the solarium, holding a cup of tea while Leo sat across from her in an armchair. "… I mean up until today I thought you were a handyman and now you're a…"

"Whitelighter," Leo supplied.

"A Whitelighter," Phoebe repeated. "What exactly is a Whitelighter?"

"Well, we're really just messengers. Guides," Leo explained. He could see that Phoebe was still clearly confused. "Think of us as guardian angels for good witches. Your tea is cold." He leaned forward and waved his hand and steam began to roll of it as it warmed up.

"Ow," Phoebe said setting the cup down. "Well, you are handy." He smiled. "So, all this time, you knew who we really were?"

Leo nodded. "Yeah. I was sent to watch over you, your sisters and Buffy when you all first got your powers. You know, help out wherever I could."

"Sent by who?" Phoebe asked.

Leo smiled slightly. "Whom," he corrected and Phoebe rolled her eyes at the grammar correction. "They're a group of elder Whitelighters. They're known as the Elders. You were never supposed to find out. I screwed up and got caught," he explained lightly and with a sheepish grin.

"So, what? You're here to help us with something else?" Phoebe wondered.

"Uh, actually, I'm here to help a boy named Max," Leo replied.

"Max?" Phoebe repeated. "Wait. That's the… the…" she started in realization.

"The spirit board," Leo finished for her with a nod. "I know. See, Max is a budding good witch new to the powers, but he's very young and vulnerable. And he's in serious trouble. Someone is trying to take advantage of his gift."

"So why are you here instead of helping him?" Phoebe questioned curiously.

"I did help him. I made sure Buffy and Prue received his cry for help. That's why I was sent here. That's all I'm supposed to do for now. The rest is up to Buffy and Prue," Leo continued.

Phoebe didn't appear too happy with the plan. "Yeah, but neither Buffy or Prue knows anything about him. They don't even know he's a little boy."

Leo smiled assurance. "They will," he insisted. "In the meantime, you must help me keep my secret or else I could get in trouble. Buffy, Piper and Prue cannot know what I really am."

Phoebe rolled her eyes good-naturedly and fought the urge to laugh. "Me keep a secret? Hello, wrong Halliwell."

Phoebe suddenly stopped laughing. "Wait, uh, you have to tell Piper because if I know her, she's gonna think…" she began but was cut off by Leo.

"I know, I know. And that's where I need your help, " Leo agreed and slowly stood up from his chair, his face creased with agitation. "See, Whitelighters and witches aren't allowed to fall in love. It's like humans and angels aren't. But I did. I fell in love with Piper," he admitted with a loud sigh.

Phoebe nodded sympathetically. "She cares so much for you too."

Leo sighed again, running his hand through his hair. "It's not fair to keep her in the dark… but I have to keep this secret…" he dropped back down in his chair and looked hopefully up at the youngest Halliwell sister. "So somehow I have to tell Piper that I can never see her again and I can't tell her why."

Phoebe bit her lip. "You don't need my help, Leo. You need a miracle."

Bucklands Auction House

Andy knocked on the door to Prue's office before pushing through to find her typing on her computer and Buffy sat at a table watching the spirit board. "Got a minute?" he asked hopefully, hesitating just outside the door.

Prue glanced at Buffy who met her gaze, her eyes flickering to the spirit board. Buffy nodded in understanding. "Uh, sure," she answered.

When Andy turned around to close her office door behind him, Buffy whispered, "Spirit board," and the spirit board flamed out and back in just behind Prue's desk. She got up and moved to stand at Prue's shoulder.

"Why don't you just sit there," Prue suggested, pointing toward the chair in front of her. He sat down, leaning back comfortably in the chair. "Perfect. So, uh, what's up?" she wondered, as she and Buffy watched him intently.

"I got some interesting information on a boy named Max," Andy explained.

"A boy?" Buffy interrupted, biting her lip slightly.

Andy nodded. "Named Max. Yes," he repeated pointedly.

"Whoa," Prue mumbled, having not really expected Andy to find anything out.

Andy watched Buffy and Prue's reactions closely. "Curious, huh?"

Buffy and Prue nodded, uncertain about how much they should say to him. "Very," Buffy allowed, deciding it best to remain neutral.

Andy started to speak again the same time the pointer on the spirit board began to move. "Earlier today, an electronics plant was broken into but nothing was taken…" He began. Buffy saw the movement of the pointer out of the corner of her eye and nudged Prue very, very slightly. Prue nodded letting Buffy know that she saw it too. They tried to inconspicuously read the letters and Prue wrote them down on the little notepad in front of her. "… Stranger still, the alarms were turned off before the front door was opened on the outside."

Prue nervously glanced toward Andy, realizing he was waiting for a response. "Uh, what does this have to do with this boy, Max?" she asked, her eyes flickering back to the spirit board.

"Well, uh, security cameras picked up a car in the front parking lot with a boy in the backseat… matching this photo taken at an arcade last week…" he explained, passing a picture of Max and another boy playing in the arcade. "… Where a couple of kids snuck in-in much the same way. Same boy, Max Franklin."

Buffy hesitantly looked up from the spirit board when Andy quit speaking again. She reached for the pictures, trying to appear as if Andy had her full attention. In reality she was going to try and see if she could get a premonition off them. "D-do you know who was in the front seat?"

Andy shook his head. "Just that they shot and wounded a security guard at the scene. This boy's in serious trouble. This is not a dream." He leaned forward, forcing both Buffy and Prue to meet his gaze. "I need to know what you two know about this."

"Well, I mean, why would we know anything? I think that you need to talk to his family," Prue replied feigning ignorance that didn't fool Andy.

He turned and looked at Buffy as if to say, 'what about you?'

"Sorry, Andy, I have to agree with Prue here," Buffy said as she and Prue snuck another glance toward the spirit board where the pointer was still moving.

Andy leaned back in his chair, disappointed by their response. "I did. His father. He pretended not to know anything either. Claimed the boy was out of state visiting grandparents, will be back tomorrow, but something's wrong. He wanted to tell me something but he was scared. He was afraid to say anything." He suddenly trailed off, watching Prue write something else down on the notepad in front of her which had claimed hers and Buffy's attention since he'd come in. "What are you writing?" he demanded.

Prue hastily met Andy's gaze before he became more suspicious. "Nothing," she answered, a little too quickly to be truthful. "Uh, I'm just doodling," she lied carefully.

"Want to try that again?" Andy suggested. "You doing it, and I could dismiss it as your attention being divided. Buffy's attention also watching what your 'doodling.' That I can't readily dismiss." Silence hung over the three of them for several moments and he realized they weren't going to own up. "You two are not going to tell me anything, are you?" Andy nodded as if he should have known and slowly stood up. "One day, I'm going to figure out your secrets. Count on it," he warned them before turning and leaving them alone in the office.

"He's right," Buffy sighed. "He's going to figure it out someday, Prue. We've had too many close calls when it's come to our lies."

"I know," Prue sighed. She quickly looked back down at her completed message. 'KIDNAPPED AUTO SHOP'

Quake

Piper looked up from washing some knives in the kitchen when one of the cooks passed her the telephone explaining her sister was on the phone. "Hello?" Piper asked into the phone.

"Your on speaker, Piper, I have Buffy here. Hey, um, look. Max is a boy and he's been kidnapped," Prue immediately jumped to the point.

"What?" Piper prompted in mild surprise.

"Yeah, we got another message on the spirit board. Prue and I have to help," Buffy insisted.

Piper bit her lip nervously, none too happy with her sister or cousin's current plan. "Uh, I think we should call the police."

"Um, Andy's already been here and Buffy and I think we have an idea what to do," Prue countered hopefully.

Piper sighed softly at the expected response. "Okay, so you two have everything under control?" she pressed, spinning around when Harry came up behind her, pulled the phone out of her hand, and tossed it into the sink where it clanged loudly on Buffy and Prue's end.

"Uh, no, everything is not under control," Harry began sharply, in a voice that imitated Piper's last question to Buffy and Prue. "I need more crab for my ravioli because somebody…" A pointed glance at Piper. "… threw it all away and I just got five more orders, Pepper," He tossed the orders at Piper, who just barely caught them in her arms. She glared daggers after him as sauntered off.

Franklin House

Prue parked her car along the side of the road just outside the address she and Buffy had discretely acquired from Andy. They stepped out of her car and approached the front door of the huge house. Prue rang the doorbell and stepped back beside Buffy as they heard shuffling on the other side of the door. Mr. Franklin cracked the door open and narrowed his eyes suspiciously at Prue.

"Mr. Franklin?" Prue asked, she and Buffy trying to get a decent look at the man through the barely open door.

"Yes?" Mr. Franklin prompted cautiously.

Prue hesitated a moment, trying to decide the best way to go about this situation. "Uh, my name is Prue Halliwell and this is my cousin, Buffy. We need to talk to you about your son," she finally replied.

Mr. Franklin held his breath, the topic touchy at this moment. "Sorry, um, you have to leave, okay?" he pushed suddenly and started to close the door.

Buffy jumped to speak before he could close them off. "Look, we know he's been kidnapped. We know he's in trouble," she explained hastily. She and Prue were relieved when Mr. Franklin chose to respond instead of completely closing the door.

"I don't know what you're talking about," he returned, feigning ignorance.

Prue's eyes narrowed at his obvious lie. "We think you do," she challenged, not relieving him from their gaze. "What we don't understand is why you won't talk to the police."

"Please, you gotta leave. Alright? Thank you," Mr. Franklin decided abruptly and started to close the door again.

"Mr. Franklin…" Prue began again but when he didn't immediately respond, Buffy stuck her foot out to stop the door. "Unless, you can't talk to the police," she realized suddenly. That would explain his reluctance and the sudden fear that shot through his eyes. "The kidnappers won't let you, will they? That's why you wouldn't say anything to Inspector Trudeau."

Mr. Franklin sighed and was beginning to lose his patience with these women who couldn't possibly help him. "Look, I don't know who you two are, but I'm begging you…"

"We can help," Buffy reiterated.

Mr. Franklin immediately shook his head. "No, no, you can't. Alright? Good-bye," he insisted, beginning to close the door for the third time.

With Slayer strength Buffy pushed against his attempt to shut the door. Her eyes flickered to land on a family photo on the table just inside the door. "Photo," she called out as the photo appeared in bright flames in his hand.

Mr. Franklin stared at the picture for several silent moments before turning his surprised gaze on Buffy and Prue. "Dear God…" he whispered, realizing they were witches and they may just be able to help.

Quake

Leo sat next to Phoebe at a table in Quake, his eyes darting a little nervously to the kitchen door where he knew Piper was. To take his mind off of the dreaded conversation he turned his attention to Phoebe's nearly empty cup of water. He glanced around and after deciding that no one was looking, magically refilled the cup. For whatever reason, using his powers calmed him slightly.

Phoebe stared for several moments in surprise before smiling and reaching for her drink. "Thank you," she appreciated, sounding impressed. Phoebe took a sip of water and noticed the door of the kitchen open and Piper come out, heading for them. "Oh," she lightly hit his arm to grab his attention.

A slightly harassed Piper joined her sister and sorta-boyfriend next to their table. "Hi, I know you've been waiting a long time…" she broke off and turned towards the kitchen upon hearing a loud crash. She sighed loudly and placed her hand against her forehead as if feeling a headache coming on.

Phoebe laughed softly and cast her older sister a sympathetic glance. "Hey, have you heard from Prue or Buffy?" she wondered curiously.

"Yeah, uh, they've got everything under control," Piper assured her without glancing away from the kitchen. "I'll be right back," she mumbled, reluctantly turning away and heading back toward the kitchen.

Phoebe waited until Piper was out of earshot before turning to Leo. "Okay, it's actually good that we have a few more minutes. We can go over your plan," she decided and upon noticing Leo's look of confusion elaborated. "You know, what you're going to tell Piper."

"Oh, uh…" Leo realized, nervously running a hand through his hair. "Well, I thought that I'd tell her that, uh, as much as I love her and as much as I'd like to stay in San Francisco, I can't… and I don't know how long my work will keep me away," he began, looking to Phoebe for approval.

"No, no, what you just said to her was as much as you would love to stay and have sex with her, you have a wife and kids in another part of the country," Phoebe interpreted. "Try again."

Leo appeared confused but obediently thought up a different way to say it. Pretending Phoebe was Piper, he turned back to the younger Halliwell sister. "Uh, Piper, um, you know how much you mean to me and more than anything, I wish things could work out, but they can't. And no one is more sorry than me," he offered with a hopeful glance toward Phoebe.

Phoebe smiled faintly and shook her head. "Translation—I found someone I like even better."

Leo dropped his head into his hands in frustration. "I'm completely confused," he admitted.

"Look, Leo, it's not that complicated," Phoebe insisted. When Leo didn't respond she continued to explain. "Okay, um, just avoid the following: 'We can still hang out.' 'I don't deserve you yet.' 'I need more me time before we can have we time.' And my personal favorite; 'It's not you, it's me.'" She let the last one hang in the air for a moment for dramatic effect. "And whatever you do, do not start off a conversation with 'We need to talk.' Other than that, you'll do fine."

Leo's mouth had dropped slightly and his eyes flickered nervously back toward the door to the kitchen where Piper would invariably come from.

Franklin House

Mr. Franklin led Buffy and Prue to the couch in his living room, still holding the picture of him, his wife, and his son. He hesitantly explained to them what had happened the night before when Max had been taken. "Then they hit me and I passed out," he finished, dropping into the arm chair that was diagonal to Buffy and Prue. "I've been going out of my mind crazy ever since last night. Should I go to the police? Should I do as they say? They promised to bring him back, but after what the police said happened this morning… I-I don't even know if he's alright," he admitted, the worry evident in his voice.

"No, we know that Max is okay right now. If he wasn't, he couldn't have sent us that last message," Buffy assured him softly.

Mr. Franklin paused at Buffy's choice of words. "So, I take it you both are a witch too?" he guessed.

Prue tilted her head slightly to the side in a questioning manner. "Is that what your son says he is?" She asked.

"That's what Paulette, my wife, says he is. It's what she was. You know, it would have been a hell of a lot easier to handle her family secret had it been revealed a lot sooner," he replied with a hint of bitterness.

Prue didn't immediately respond as she understood exactly how hard it was for Paulette to admit her secret to someone you love and are afraid to lose. The only person in her family that had ever done it was Buffy, who had told their secret to Giles, who was of course Buffy's Watcher and to Xander and Willow who had become Buffy's best friends. "Maybe she was afraid of how you would react. Maybe she was afraid that you might not accept her or love her," she offered gently.

Mr. Franklin narrowed his eyes in a scrutinizing manner. "Speaking from personal experience?"

Prue's faint smile fell for a moment. "Yes, I am," she admitted. "In our family, Buffy is the only one to succeed in that regard. She told a couple of her friends who accepted her."

"That said," Buffy said. "When I first met my cousins after my mom died. I too was worried how they would take it. It was kind of an accident how I found out my cousins were witches and how they found out I was a... Anyways when I told my new friends it was much easier because of the experience of my cousins and I discovering the truth about each other."

"Well, when Paulette, she had to tell me, she was running out of time. She passed away three months ago," Mr. Franklin explained. He took a moment to compose himself before continuing. "Then suddenly, Max, he starts having this power. I don't have a clue what to tell him what it all means. Then he uses it and gets busted at an arcade and now this…"

"I'm sure that Max…" Prue started but was cut off by Mr. Franklin.

"Do you have any children?" he demanded.

"Technically both yes and no," Prue stated. "I share the responsibility of being the legal guardian of Buffy with my sisters. So in that regard the answer is yes. But in reality the answer is no."

"Prue is right," Buffy added. "I mean I know their my cousins. And as far as Phoebe and Piper are concerned that's too a degree how I actually see them. For Prue it's much different. I don't don't just see Prue as my cousin. I see her as a sort of a maternal figure filling the void my mom left when she died. Prue takes care of me like any other parent would. Just like you do for Max."

Mr. Franklin looked at the two of them nodded. To a degree he believed they did understand.

Prue nodded slightly as she smiled at Buffy. "Still, Buffy and I are both sorry… about what happened to Max and your wife, but if you could just find a way to forgive her."

Mr. Franklin rolled his eyes. "Forgive her," he mouthed with a shake of his head. "She should have told me. Maybe if she had, I would have been better able to protect Max."

"Believe me we know how that feels," Buffy said. "We only came into our powers a few months ago. We had no one to teach us or protect us or anything. We were thrust into this just like Max."

"Do you know of anybody who owns an auto shop of any kind?" Prue asked carefully.

He appeared thoughtful before finally shaking his head, unable to think of anyone. "Why?" Mr. Franklin wondered.

"We think your son was trying to send us a clue," Prue explained.

"No, I…" Mr. Franklin trailed off as a sudden thought hit him. "… Although, I think Max's friend, Danny, his brother works at one over in Oakland."

"Is Danny the friend that broke into the arcade with Max?" Prue questioned. She and Buffy watched as Mr. Franklin's eyes widened in realization. That was answer enough for them.

"Got an address?" Buffy prompted.

Karkachas Auto Shop

Max fought to break the ropes that bound his wrists and looked up in surprise as Prue and Buffy walked in, heading straight for him.

"Max?" Prue asked, though she knew immediately it was him.

"Who's there?" Max demanded, trying to look over his shoulder and get a good look the two of them.

Prue kneeled down in front of him, while Buffy kneeled down behind him a fireball forming in her hand. "My name is Prue and this is Buffy. We're here to take you home," Prue explained hastily.

"Max don't move okay. I don't want to burn you," Buffy instructed as she began to burn through the ropes securing Max.

"How'd you two find me?" Max questioned curiously. He glanced over his shoulder at Buffy. "Wait burn me?"

"Careful, Buffy," Prue said looking over Max's shouder as Buffy nodded. She then turned her gaze on Max. "We had a little chat with your friend, Danny," she answered him. "Look, your dad, he's waiting for you."

Max was obviously becoming increasingly confused. "You know my dad?"

"Yeah, he…" Buffy trailed off as she heard the door clang open. She looked up and spotted Mickey in the doorway. "Prue!"

Prue instantly spun around.

Mickey was stunned for a split moment before his eyes narrowed dangerously. "Hey, who the hell are you two?" he demanded. Before he could reach for his gun, Prue had narrowed her eyes and sent him flying back into the tire bend. He dropped to the floor just as David ran in. With another blast of telekinesis, she sent him into the tire bend as well. David promptly fell to the floor beside Mickey.

Prue turned back to a wide-eyed Max and Buffy as Buffy finished burning through the ropes. She pulled Max to his feet. "Come on. We need to hurry," she insisted, she and Buffy trying to lead him toward the back door.

"You have powers?" Max wondered aloud.

"We both do," Buffy said as a fireball formed in her hand. "This is how I burned through your ropes." She then extinguished the fireball. "We'll explain everything in the car."

Max pulled back from Buffy and Prue. "I can't leave. They'll kill my dad if I do."

Before Buffy or Prue could answer, Mickey had walked up behind them and punched Prue, who hit the ground and slipped into unconsciousness. He pulled his gun out and pointed it at Buffy. "Sit."

Buffy looked between the gun and Prue for a moment. Two things made her decide to comply. First was that Prue was unconscious. Second was that even with Slayer speed she couldn't outrun a bullet, she wasn't Supergirl.

0 – 0 – 0 – 0 – 0

Prue vaguely felt herself being shaken awake. A rough voice telling her, "Hey, naptime's over, wake up." She slowly opened her eyes and the room began to come into focus. She found Mickey kneeling beside her and she spun immediately around, looking for Buffy and Max. She was relieved to find them next to her and unhurt. Prue could just see David leaning casually against the wall behind Max.

"… I got a little surprise for you." Mickey continued, ignoring Prue's inattentiveness to him.

Her eyes had flickered back to Max and Buffy. "Buffy, Max, are you both okay?" she asked, her voice soft and soothing but overshadowed by worry.

Buffy and Max nodded but Mickey answered the question for them. "They're fine," he replied.

Prue still didn't look back at him. "Look, don't worry…"

Mickey grabbed Prue's shoulder and roughly pulled her around to face him. He was obviously fed up with her ignoring him. "I said they're fine!" he snapped. Prue glared at him dangerously but Mickey continued before she could snap back at him. "… Now before you go trying to pull any of that magical, uh, hocus pocus crap again, I want to show you something." Mickey pulled a switch with a blinking red light out of his pocket and showed it to her.

"What is it?" Prue questioned sharply when he didn't appear as if he was going to explain. She instinctively tried to cross her arms for emphasis but found them tied in front of her.

He smiled and turned the device so that she could see the switch. "All that matters is what happens when I flick that little switch. Now, I flick that little switch and both your little friend and Max take a nap. A long one," Mickey explained.

"Mickey, why don't…" David started to disapprove but Mickey turned on him.

"Shut up!" Mickey stood up and kneeled down beside Buffy and Max while David left the room. Mickey made sure Prue saw the bombs attached to both Buffy's and Max's waists. "Plastic explosives. Little trick I picked up in Corcoran. Prison system's very educational."

Prue sent him a look of disgust. "Mickey, they're just children." Buffy looked at her with a glare, one thing she hated worse than being called little was being called a kid. "Max's already proven he's not going anywhere. If you're going to wire anyone, wire me," she argued, with a worried glance back at Max and Buffy.

"There is a reason she is wired," Mickey smirked as he held up the ropes that held Max earlier.

Prue instantly noticed where Buffy's hands were tired, in front like her own. If Buffy tried to create a fireball she would likely trigger the explosives.

Mickey took a moment to scrutinize Prue curiously. "What is it with the three of you? What are you, like magicians, freaks of nature, aliens? What?" he questioned.

"Witches." Buffy answered, glaring daggers at him.

Mickey laughed in disbelief. With another pointed glance at the bombs attached to Max and Buffy and the trigger he held in his hand, he sauntered off to join David in the adjoining room.

As soon as he had gone, Prue turned back to Buffy and Max. "You both okay?"

"I'm scared," Max admitted.

"I hate to admit it, Prue," Buffy said as she looked down at the bomb strapped to her waist. "But so am I."

"I know," Prue sighed as she looked pointedly at Buffy. She remembered what Buffy had said when they were cleaning the attic about dying before she even had the chance to become a mom. Was this how her cousin was going to die? To tell the truth she was scared for her cousin. "Just, uh, do as they say and everything will be fine," she told them gently. "Max, they need you, remember?"

"I'm sorry I got you two into this. Sorry I have these stupid powers," Max apologized, glancing away from Buffy and Prue and to his hands that were tied in front of him.

Prue sighed and shook her head. "No, Max. Don't ever be sorry about that. It's a gift. It's like being a, uh, magician or an athlete."

"It's a pain! I'm a freak," Max retorted. "My dad hates it too. He hates me," he added, his voice growing softer.

"No, no he doesn't," Buffy argued softly looking at Prue and remembering when they had found out they were witches how each of them had taken it. "He just doesn't understand it, that's all. It's new to him too," she explained. There was a moment of silence in which Max thought the new perspective over.

"Don't worry, Max. Buffy and I won't let anything happen to you. Right, Buffy?" Prue said.

"Right, Prue," Buffy agreed.

"Okay?"

Max offered them a faint smile. "Okay," he allowed.

"Okay," Buffy and Prue repeated. Prue lightly tapped him on the arm with her elbow. She and Buffy each gave him a reassuring smile and he answered by smiling just a little wider.

0 – 0 – 0 – 0 – 0

David was pacing back and forth in the adjoining room. He turned on Mickey as soon as he had walked in. "You really think it's necessary? Wiring the kid or that girl like that?" he demanded.

Mickey glanced up from the blue prints of the bank. "You saw what both chicks did. Pretty cool, actually..." he chuckled thoughtfully at the possibilities. "… Might come in handy tonight. It's the only reason they're both still breathing."

David cast his partner another glare as Mickey turned away.

Quake

Piper quickly crossed the restaurant to where Leo was still sitting at the table. This time alone as Phoebe had left to give them a little privacy. Piper untied her apron and slipped into the chair next to him. "Sorry, small mutiny in the kitchen," she apologized. "Where were we?"

Leo hesitated a moment, glancing nervously at her. "Piper, there's something I need to tell you."

"Yeah?" Piper pressed, listening closely with an expectant smile.

Leo sighed loudly and looked down at his hands, searching for words. He felt he needed to give her something more to explain why he couldn't come back. "Look, uh, forgive me but I could be summoned at any moment, so I have to tell you this now…" Piper nodded for him continue. "… I can't…" Leo trailed off. He took a deep breath to compose himself and tried again. "… I can't…" Again he couldn't finish it. Looking into her light brown eyes, that were now staring at him with a hint of worry, he couldn't say it. "… I can't believe how much I missed you." Leo amended with a hopeful smile.

Piper smiled and laughed a little though she was now confused. She was sure that wasn't what he was going to say but she didn't press it. "Well, Leo, I missed you too, but what do you mean 'summoned?' Summoned where?" she asked instead.

Before he could answer, Harry stuck his head out of the kitchen and waved enthusiastically at Piper. "Hey, uh… Piper! No respect, I can live with, okay, but where the hell is my coriander?" he demanded.

Piper looked around Leo and fixed Harry with a look of annoyance. She stood up suddenly and irritably tossed her apron on her seat. "Okay, that's it. I'm ending this now!" she decided, heading straight for the kitchen.

"Oh my gosh! You know?" Phoebe demanded, coming in just in time to hear Piper's last statement. She quickly intercepted Piper before her sister could get more than three steps toward the kitchen.

Piper rolled her eyes. "Of course I know. The whole restaurant knows. Didn't you hear him scream across the room?" she exclaimed in disbelief.

Phoebe frowned and glanced around at Leo. "I thought it was a secret…" she mumbled to Leo, but Piper thought it was directed to her.

"Phoebe…" Leo mouthed with a violent shake of his head, trying to signal to her that they weren't talking about the same thing.

However, Piper continued before Phoebe could figure out what Leo was doing. "I wish. It will probably be in the newspaper tomorrow," she lamented dramatically.

"No, it can't be. Look, Piper, he never meant to hurt you," Phoebe insisted gently.

"Phoebe, please, you haven't even met the maniac," Piper returned with a roll of her eyes. Phoebe looked taken aback. "What has gotten into you?" she wondered, moving around Phoebe to head to the kitchen.

Phoebe was left at the table. She glanced to Leo for an explanation on what had just happened.

"She's talking about the new chef," Leo answered her silent question.

"Oh!" Phoebe realized loudly. She laughed softly and then suddenly looked serious. "So does that mean she took your news well?"

Leo shook his head. "That means she doesn't know! I can't tell her, Phoebe. I can't stand to think about it, much less, talk about it," he countered, sounding frustrated.

Phoebe sighed sympathetically before breaking some more news to him. "Well, here's something else you might not want to think about. Piper said that Buffy and Prue had everything under control, but I can't find them…"

San Francisco Police Department / Halliwell Manor

Darryl walked out of the copier room with a picture that he handed to Andy, who was sitting behind his desk. "Say hello. Mickey Jackson. Security cameras digitally enhanced for your viewing pleasure," he quipped, pointing to the picture picked up by the security cameras at the electronics plant.

Andy narrowed his eyes thoughtfully at the picture. "Jackson's a convicted bank robber. What's he doing breaking into an electronics plant?" he wondered aloud.

"And stealing squat." Darryl added. "Good question."

Andy shrugged. "A better one would be how he broke into the plant in the first place. High tech's not exactly his style," he commented with a soft chuckle as he thought about what he knew of Jackson.

Darryl dropped into the chair in front of Andy's desk. "Unless this was just a dry run, maybe Mickey's looking to bigger and better things."

"Like another bank?" Andy suggested.

Darryl shook his head. "Like a big bank. It's a leap I know," he allowed, taking one of the pictures from Andy and looking back over it.

"Agreed," Andy replied with a half-smile. He turned his attention to the picture of Max in the back seat of the car. "But why the kid? How does he fit into this?" Darryl shrugged, having no answer. Andy started to say something when his phone started ringing. "Trudeau," he answered.

"Hey, Andy. It's Phoebe." Phoebe spoke through the phone. "Have you seen Buffy or Prue since this morning?" she asked, trying to sound nonchalant.

"No. As a matter of fact, I was about to ask you the same question." Andy responded.

0 – 0 – 0 – 0 – 0

Phoebe bit her lip slightly. "Really? Why?" she wondered.

"Because I think they know something about a boy named Max. Do you?" Andy questioned.

Phoebe's eyes widened slightly and she was extremely glad Andy couldn't see her face. "Uh… ooh, oh, that's my call waiting. Gotta go, could be Prue. Bye!" She lied hanging up before Andy could respond. Phoebe then turned her attention to Leo behind her. "Uh, anything?"

Leo opened his eyes and allowed himself to relax back into the couch where he was seated. "No, I can't reach Buffy, Prue or Max telepathically," he answered, his eyes narrowed in thought.

"Does that mean they're in trouble?" Phoebe asked uncertainly.

"Who's in trouble?" Piper wondered suddenly as she came into the room and dropped her purse and jacket on the table.

Phoebe jumped slightly and smiled sheepishly at her older sister. "Oh, the 49ers. No secondary. They need a really good draft pick next year," she fabricated. Phoebe glanced between Piper and Leo before taking a step toward the direction of the kitchen. "Well, I'm gonna go into the kitchen and see if I can get in touch with Prue or Buffy," she decided, slipping out.

Piper smiled and dropped onto the couch next to Leo. "Alone, finally. Don't have to worry about any more interruptions from Harry. He, uh, quit," she explained. She reached out to wrap her arms around Leo but he pulled away from her. Piper tilted her head in confusion and pulled back. "Um, not the enthusiastic response I was hoping for…" she mumbled, looking expectantly at Leo.

"Look, uh, Piper. I've been searching all day for an easy way to tell you this…" he began.

Piper's mouth dropped. "Oh… Uh," she threw her hands out, freezing him midsentence. Piper spun in her seat toward the foyer that led to the kitchen where she knew Phoebe was listening in. "Phoebe. Phoebe, I know you're not in the kitchen," she called a little exasperated.

Phoebe slowly stepped in, feigning ignorance and surprise. "That is so weird. I was just on my way back."

Piper rolled her eyes and decided to just cut to the chase. "Is Leo about to tell me that he doesn't want to see me anymore?" she demanded.

Phoebe swallowed nervously and sat down beside Piper on the couch, gently taking her sister's hands in hers. She started to say something but glanced around Piper to the frozen Leo. Phoebe stood up quickly. "You'll have to ask him," she mumbled, taking off out of the room.

Piper sighed dramatically and made herself comfortable on the couch before unfreezing him.

"… And that's the problem. I fell in love with you and I shouldn't have," Leo continued his explanation as if nothing had happened.

"You're married," Piper guessed.

"No," Leo answered, a little confused.

Piper looked thoughtful for a moment. "Engaged?"

Leo hesitated, searching for the right words. "Uh, I'm involved…" he replied. Piper rolled her eyes as if she should have expected it. "But it's not the way you think… The truth is I led you on and made you believe I was coming back," he insisted hastily.

"Leo, you are back," Piper pointed out.

"Yeah, but I… I have to leave again. Now, and… and it's not because I want to, though. It's because I have to. I'm sorry," he apologized.

"That's okay," Piper assured him.

Leo looked partially surprised and partially confused. "It is?"

Piper nodded slightly. "Yeah, I mean, Leo, you're a nice guy and I like you a lot, but let's face it. You're geographically undesirable. I mean, you said you lived really far away, right?" she asked.

"Yeah… pretty far," Leo agreed.

"Well, I try never to get involved with guys I can't see regularly. So don't feel bad. I mean, I understand. I really do," Piper continued. She leaned forward and gave him a quick kiss before standing up and leaving the room.

Phoebe came in hesitantly after Piper had passed her in the hallway. "How'd she take it?" she wondered.

Leo sighed, his eyes still focused on where Piper had disappeared. "Not bad," he replied softly. He suddenly looked up as he heard the familiar call from the Elders. "Oh, um, excuse me, but I have to go," he stood up and grabbed his jacket.

Phoebe stared at him in confusion. "Leo, what-wh-where are you going?" she called after him.

Leo stopped in the doorway and glanced back at her. "I-I have to go. Now," he answered cryptically. With that he walked out the door, leaving Phoebe alone in the conservatory.

Karkachas Auto Shop

Mickey pulled the door of the inconspicuous van, which they would be using as transport, open, getting it prepared for the night. David was passing him the blueprints, guns, and other objects that they were going to be using while Mickey packed them in.

"So the thing is, once Max shorts out the alarm, we got like three minutes before the guards realize there's a signal interruption," David warned, leaning casually against the door of the van.

Mickey shrugged, unconcerned. "Just make sure the kid knows what he's supposed to do," he ordered sharply. He glanced around David and caught sight of the three witches on the other side of the room. "And keep an eye on the girls. I don't trust either of them." Mickey added almost as an afterthought.

Buffy and Prue watched their preparations with narrow-eyed curiosity until Max hesitantly caught their attention. "Has anything like this ever happened to you before?" he asked nervously.

"Uh, not exactly like this…" Buffy admitted after a moment, allowing her gaze to switch over onto Max. "… Usually the demons we have to deal with…"

"Demons?" Max repeated with wide eyes.

Prue bit her lip slightly and silently scrutinized the boy. "Your Mom didn't get the chance to tell you much about being a witch, did she?" she asked as much as stated.

"No, I just found out about my power when she died," Max replied, shifting his gaze down to the ground.

"You know, my Mom died when I was young too. I know how much it hurts and it doesn't really ever go away," Prue sympathized gently.

"My mom passed away two months ago," Buffy sympathized as well. "I too know how much it hurts. I still miss her even now."

"Buffy and I didn't even know that our powers were coming. We've both had to figure it out all by ourselves, which means, so can you. Especially with your dad's help," Prue said.

Max laughed mirthlessly. "He'll never understand," he argued.

"Max, you have to help him understand," Prue insisted softly.

He smiled faintly at the familiar words. "You sound just like my mom," Max remarked.

Buffy's gaze was on Prue even though the words she spoke were directed at Max. "She's had a lot of practice in the last two months," she said as she smiled at her cousin. "If I could choose who I wanted to be my mom, it would be Prue."

Prue returned Buffy's smile. "Well, I care a lot about both of you."

"I wish you could be my mom right now." Max admitted looking at Prue. He then turned his gaze on Buffy. "I wish you could be my big sister."

Buffy smiled at the boy. "If I had a sibling I would like him or her to be just like you," she said. "So what is your power anyway?" she asked curiously.

"Mom called it psychokinesis. It means I can move things I can't see," he explained.

Buffy and Prue started to respond but cut off as Mickey walked up to them. Their eyes flickered to land suspiciously on the trigger in his hands.

"Alright, remember, just do everything I say and, uh, nobody gets hurt," Mickey reminded them, staring pointedly at Prue and waving the trigger in her direction.

"Let's roll," David decided, herding Prue and Max toward the van.

The fivesome halted as Mr. Franklin came in through the door. "Max?" Mr. Franklin called as soon as he had caught sight of them.

"Dad!" Max responded, taking a step forward only to stop as David and Mickey both pointed guns at his father.

Mr. Franklin stopped, as well, holding his hands up in a sign of surrender. "Hold it. Hold it. Don't shoot. I'm unarmed," he assured them quickly, pulling open his jacket so they could see that he was indeed unarmed. "Nobody else knows you're here, I swear. I found you the same way she did. Through your brother."

Mickey fixed David with a look of utter disbelief mingled with anger. "Your brother?" he repeated.

"Gordon, they have him and Buffy wired," Prue warned him, only to have Mickey spin back on her.

"Shut up!" he snapped.

"Dad," Max mumbled nervously.

"It's alright, son," Mr. Franklin assured him, his eyes never leaving Max. He slowly turned to face Mickey. "Look man, I'll give you anything else you want. Just… let me have my boy, please."

There was a tense silence in which everyone glanced nervously between Mr. Franklin and Mickey. Mickey abruptly lowered his gun and turned to David. "Alright, David, go, um, go put them in the van." David hesitated. "Do it," he ordered, his patience running thin.

David pushed Buffy, Prue and Max past Mr. Franklin and roughly shoved Prue inside first.

"My son…" Mr. Franklin tried to reach out to grab Max as they walked by but David shoved him aside and then forced first Buffy and then Max into the van with Prue. "Max, Max," he repeated as Mickey grabbed him and moved him back behind the van. "Please man, let him go. I'm begging you. Please. He's my son. I beg you. Please."

Mickey loaded his gun and pointed it at Mr. Franklin. "Sorry," he apologized without a hint of remorse.

Buffy's jaw dropped as she watched Mickey pulled the trigger and Mr. Franklin fell to the ground. "Prue," she whispered.

Prue nodded having seen it also. She looked away and turned her attention to Max, who had buried his face in her jacket and, thankfully, missed what had happened.

Mickey slammed the door to the van shut and hopped into the passenger's side. "Drive," he ordered, glancing back at the two captives.

Buffy and Prue looked back at Mr. Franklin's body as the van drove away and tried to stem the flow of tears as Prue held onto the frightened boy in her arms.

Union Bank

David stopped the van across the street from the bank. He glanced up and down the dark streets looking to see if anyone was paying them any attention. When he deduced that the streets were definitely empty, he turned around to Buffy, Max and Prue. "Alright, it'll be just like this morning, Max," he explained, passing the blueprints to the young teenager. "That's where the alarm panel is, you know the rest," he finished, pointing to the room where the alarm panel was located.

Max didn't respond but instead of turning his attention to the blueprints, he looked directly at Mickey.

"What are you looking at?" Mickey demanded harshly.

"What are you going to do to my dad?" Max returned just as sharply, his dark eyes cold.

David cast a nervous glance in Mickey's direction while Mickey sighed loudly and in irritation. Buffy quickly spoke up as she knew time was of the utmost importance for Mr. Franklin. "Max, the sooner this is over, the sooner we can get to him. We need to hurry," she prodded gently.

Max sighed but slowly nodded in agreement. He closed his eyes in concentration and slowly rocked back and forth as he mentally located the control panel and shorted it out, effectively downing all security, including opening the vault. "Okay."

"Out," Mickey ordered as he pulled a ski mask over his head. Beside him, David did the same. They both stepped out of the van and forced Buffy, Max and Prue to follow them.

David and Mickey led the way through the deserted bank and to the vault with a gun ready to shoot in case they ran into anyone. "We got two minutes," David reminded Mickey

"Alright, you get the cash. I'll watch them," Mickey decided and tossed the money bag to David, who entered the vault. Mickey waited in the doorway, his eyes flickering from Buffy, Prue and Max to David behind him.

Prue turned inconspicuously to Max. "Use your power," she whispered. Max looked at her in confusion. Prue narrowed her eyes slightly and first Max's and then Buffy's jackets moved just enough to reveal the bombs strapped to their waist. She glanced at them pointedly.

Mickey noticed her subtle glance and stepped forward to grab Max. Mickey pulled him back to the vault door and pointed the gun in Prue's direction. "I don't want you three getting any ideas," he explained needlessly. When Mickey turned his attention back to David, Prue nodded for Max to go ahead. Max closed his eyes and slowly began to rock back and forth. "What the hell are you doing?" Mickey demanded, lightly hitting Max in an attempt to stop his concentration. Before he could really do anything, both bombs shorted out followed by the ring of an alarm.

Two guards came running from down the hall. "At the vault!" one shouted followed by, "Put him down!"

Mickey irritably pushed Max away where Prue caught him and pulled him down beside her and Buffy out of the way of any inevitable shootout.

"Hold it right there!" A second guard yelled. David and Mickey pulled their guns out and pointed. "Drop it!"

"Prue," Buffy whispered.

Prue quickly narrowed her eyes and sent the guards flying to the side out of harms way just as Mickey and David pulled the trigger consecutively. The bullets shot harmlessly through air.

Mickey turned his dangerous glare on Prue. "Big mistake," he pushed the trigger, only to have nothing happen.

"Yeah, right back at you," Prue returned coldly.

"Guns!" Buffy called out as Mickey and David's guns flamed out of their hands and flamed onto the ground next to her.

With a telekinetic blast, Prue pushed both Mickey and David back into the vault. Another squint of her eyes and the vault door shut them in and locked. She and Buffy then turned to Max and pulled him to his feet. "Come on," Prue said.

Max hesitantly followed after them, glancing back behind him to where the guards were. "Shouldn't we wait for the cops? Explain everything?" he wondered.

Buffy shook her head as Prue continued to pull him after her. "No. Look, we cannot explain without telling and you have to protect yourself by protecting your secret."

"Buffy's right. Besides, we really need to get back to your dad, okay?" Prue prompted, she and Buffy leading Max back to the van.

Karkachas Auto Shop

Mr. Franklin weakly opened his eyes to find the bright lights of orbs surrounding him. He reached very slowly toward them. "Paulette?" he whispered as he could swear they formed the figure of a person.

Leo appeared standing in the place of the orbs. He kneeled down next to Mr. Franklin and placed his hand over Mr. Franklin's bullet wound. "It's not time for you to be with your wife, Gordon. It's time to be with your son," he explained.

"But…" Mr. Franklin started to argue with a pointed glance at the blood that was spilling onto the floor.

A golden light emanated from Leo's hand and the wound suddenly began to close until not even Mr. Franklin's shirt was cut or stained with blood. "Raise the boy well. Heed Buffy and Prue's advice," Leo offered, standing up and stepping away.

Leo looked up to see car lights approaching. He then disappeared in a swirl of blue and white lights, leaving Mr. Franklin in the auto shop with the newly arrived Buffy, Prue and Max.

"Dad, you okay?" Max yelled the moment he had jumped out of the van. He ran forward to meet his father.

"Max!" Mr. Franklin responded loudly. He ran forward and pulled is son into a tight hug. "Oh, I'm fine Max. Thank you, God. Thank you. Thank you. You're alright."

Buffy and Prue halted as they came around the van as they saw Mr. Franklin. "But we saw you get… you're not bleeding…" Prue mumbled.

Mr. Franklin pulled back from Max. "It's a miracle. Thank you… Thank you both for protecting my son," he appreciated wholeheartedly.

Prue smiled faintly. "Buffy and I are both glad it worked out. Raise the boy well," she said. She and Buffy looked even more confused when Mr. Franklin stared at them strangely. "What?"

"There's somewhere we need to go. I'd like you both to come with us." Mr. Franklin's said.

April 26, 1997 – Saturday

Home of Peace Cemetery

Max and Mr. Franklin were kneeling down beside Paulette's grave, both holding flowers that they placed in front of the stone. "I was so busy being angry at your mother for leaving, for not telling me her secret, your secret… it was like a… a weight on my heart. I hope you both can forgive me," Mr. Franklin admitted softly.

Instead of responding in words, Max turned away from his mother's grave and threw his arms around his father in silent forgiveness.

Buffy and Prue smiled, a content and watery smile, as Mr. Franklin nodded gratefully in their direction before slowly leaving the cemetery and the father and son in each other's arms.

"I think I'm ready, Prue," Buffy said as she looked at her cousin. "Not this second of course. But I am ready to one day be a mom."

"I think you would make a great mother, Buffy," Prue said as she smiled.

.Halliwell Manor

Up in the attic Buffy, Piper, Phoebe, and Prue were finishing up the last of the spring cleaning, meaning Piper was working while Buffy sent a toy train at Prue with a childish giggle. Prue cast her a mock glare but burst out into laughter as she picked it up.

"Can you believe that? Dad's old train," Prue exclaimed, holding the toy in her hands.

Piper sat the next to last box down on the floor, slightly harder than necessary. "I can't believe you two! You get mad at me for chasing monsters on my own," she snapped, crossing her arms and staring dangerously at her elder sister and cousin.

"Well, Buffy and I figured we could handle it when we found out they weren't demons, but… we probably should have asked for help," Prue admitted.

"What Prue said," Buffy agreed.

Phoebe rolled her eyes. "Even though it kills you both," she joked. "And almost did," she added as an afterthought.

"Live and learn." Prue replied, tossing her hair over her shoulder carelessly.

"Yeah, you both didn't even get to say goodbye to Leo," Piper lamented a little bitterly.

Phoebe glanced up nervously. "What is that supposed to mean?" she asked in what she hoped was a nonchalant tone of voice.

Piper shrugged, lost for words. "I don't know. It's just weird. I felt like… he was holding something back from me," she explained slowly.

"Holding something back? What do you mean?" Buffy questioned curiously.

"Who knows? It just seems like he wasn't telling me the whole truth. Like… he had some secret he was afraid I couldn't handle," Piper elaborated.

"Well, that's his call," Phoebe spoke up and then frowned when her sisters and Buffy cast her a scrutinizing glance. "Uh, assuming that he had a secret… he might not have," she amended hesitantly.

Piper turned away, back to the box of toys. "What are you talking about?" Her voice echoing her disbelief.

Phoebe sighed loudly and threw her hands up in defeat. "Okay, okay. You don't have to beat it out of me. Leo is a Whitelighter and he's not supposed to get involved with witches. But Leo couldn't help it. He fell in love with you and that broke all the rules, and got him in all sorts of trouble. And even though he'll love you forever, you will probably never see him again," she explained dramatically and all in one breathe. She stopped and the attic was filled with silence.

Buffy, Prue and Piper each exchanged a glance before they both burst out laughing. "What? Phoebe… that's… that's the most ridiculous thing I've ever heard. Leo, our handyman, a Whitelighter. Oh god, don't be so silly," Piper laughed, tossing a toy in her direction.

Phoebe appeared stunned but smiled, deciding it best to go along with it. "Me? Silly?" she repeated in a 'never' voice.

"I gotta go get more tea," Piper mumbled, still giggling to herself as she stepped out of the attic.

"You know, Pheebs, with an imagination like that you should be writing children's stories or something," Prue joked.

"I couldn't agreed more, Pheebs," added Buffy.

Phoebe turned back to Buffy and Prue, completely serious. "No, but…" she trailed off, remembering that she wasn't supposed to say anything… and technically it wasn't a secret anymore so she just didn't have to bring it up again. "… I didn't even think of that. That's a really good idea," she amended thoughtfully. Looking away, she started to place the toy train into the 'going' box.

"Train!" Buffy called out as it flamed out of Phoebe's hands and into her own. "This stays. Right, Prue?"

Prue smiled as she took the toy train from Buffy's hands. "Buffy's right."

Phoebe crossed her arms and narrowed her eyes curiously at Buffy and Prue. "Wait, I thought all of the toys, with the exception of Buffy's Mr. Gordo, were going to the Salvation Army."

"Well, like you said… we should save some for our children," Prue replied with a half-smile in Phoebe's direction.

"Do I sense a hormonal shift in you both here?" Phoebe teased lightly.

Prue rolled her eyes good-naturedly. "It's no big deal. Buffy and I've just had some time to think, that's all," she offered.

"What Prue said," Buffy added.

"Yeah, in all that spare time of either of yours," Phoebe quipped.

Prue cast Phoebe a playful glare. "And like our wonderful cousin. I realized that I do want kids. I think like Buffy I'd make a great mom."

"You already do, mom," Buffy teased Prue who laughed and slapped at her playfully.

Phoebe nodded in agreement. "So did you two save Max or did Max save the two of you?" she wondered. She smiled wider as Buffy and Prue didn't answer and slowly stood up to take the last box out of the attic, leaving Buffy and Prue alone.

"I think he saved us both," Buffy said as she pulled Prue into her arms and they hugged each other tightly.