Liz walked slowly down the hallway of West Roswell High. She saw Maria and Alex standing by his locker talking and hesitated. They looked up and saw her. Maria's expression was a little annoyed. Liz took a deep breath and made her way over to them. She plastered a smile on her face. "Hey, guys," she greeted them brightly. "Hey, Liz," Alex replied, giving her a small smile in return. Maria didn't reply. She looked up at Liz. "We were just talking about what happened at the Crashdown yesterday," Alex told her. "Oh," Liz replied. Maria shook her head at her. "How could you take Eric's side over Michael's?" she asked, "I mean, I can understand stopping him from exposing himself, but you acted like you were concerned about Eric. The Shifter. The guy who killed Max, Michael and Isabel's parents, who killed those three people!" "Four," Alex corrected, "There was another killing last night." Liz shook her head. "Look, Maria, I'm sorry," she said, "I didn't mean to take Eric's side over Michael's. Really. But we still don't know for sure Eric is the Shifter." Maria leaned closer to her. "Eric is the bad guy, Liz," she insisted. "Says a guy we barely know," Liz told her. Maria grinned in disbelief. "Did Eric put some sort of spell over you, or what, Liz?" she asked, "I mean, you're ignoring the obvious." Liz shook her head. "How about believing that someone is innocent until proven guilty?" she asked. Maria stared at her a moment, then shook her head and walked away. Liz and Alex watched her go. Then he turned to her. "Be careful, Liz," he warned her, "There may be a chance Eric's not the Shifter, but we don't know. All signs point to him in this." Liz nodded. "Of course I will, Alex," she told him. She saw Alex look over her shoulder, and turned to see Max walk up to them. He looked down at her. "Hi, Max," she said. "Hey," he said. Alex took a step back. "I gotta get to class," he said, "Later guys." "Bye, Alex!" Liz said. When Alex left, Max and Liz turned to face one another. Then they turned and started walking toward their next class. After a short moment of silence, Liz spoke up. "So," she said, "Did you finish that bio assignment?" "Yeah," he said. "Did you have as much trouble with question 3 that I did?" she asked. He shrugged. Then he turned to her. "We're going back to see Banning tonight," he told her, "You're invited to come." Liz hesitated. "Actually," she said, "I can't make it. I have a lot of homework tonight, and-" Before she could finish, Max suddenly grabbed her arm and dragged her into the nearest empty classroom. Once inside, he turned to face her, his expression marked with annoyance. "What's going on with you, Liz?" he asked her. She frowned. "What?" "What's going on between you and Eric?" he demanded. "Me and Eric?" she asked, "Max, nothing is going on between us." "Then how come you keep defending him, taking his side?" he asked, "I saw you with him the other night, at the Crashdown, the night the rest of us went to Banning's. You and him were talking for over an hour." "That's right, we were just talking," she assured him, "Nothing happened. Max, you and Michael and the others are just jumping to conclusions." He shook his head. "He's dangerous, Liz," he told her, "You have to stay away from him." "You know a year ago," she told him, "that's what people were telling me about you." He stared at her for a moment, then leaned closer and gripped her arm tightly. "Liz," he told her, "We have to stick together with this. You have to be on our side." She shook her head. "Max, I can't," she told him, "I can't just judge and persecute someone over suspicion." He stared at her for a moment, and she returned his gaze. Then he suddenly let go of her arm and stormed out of the room without another word. Liz watched him go, then closed her eyes and swallowed hard.
Liz walked slowly through the library. Since school was out, there were few students inside. The head librarian stood behind the circulation desk, along with a couple of student volunteers. She crept in between the large bookcases, pretending to be looking for a book as she searched the library. She peeked around a corner and saw what she was looking for. A short, pudgy old man was standing next to a book return cart. He wore a navy suit that looked like it went out of fashion twenty years ago, and his gray hair was sticking out in all directions. He looked a little strange, but he didn't appear to be an alien. He also didn't look dangerous or intimidating. She watched him closely, her eyes narrowed. He grabbed a few books up from the cart. Then he turned and made direct eye contact with her. He smiled widely. Liz turned immediately and walked away toward the library entrance. She tried to ignore the feeling of being watched as she made her way out. She could feel his eyes on her. But what she couldn't see as she stepped out of the library was Banning's suspicious glare. They all gathered in Banning's sparse living room as they had before. Once again, they were all quiet, but this time for different reasons. Max, who usually initiated conversation, remained quiet, staring down at his hands. Maria and Alex were also reserved. Isabel was a little uncomfortable, casting glances at both her brother and Banning from time to time. Michael just looked edgy and impatient. Banning took a seat and gave them all a good once-over. "It seems we're missing someone," he said, "Didn't you mention that a friend of yours was going to join us?" Banning looked at Max, who glanced up once, then looked back down again without reply. Alex finally spoke up. "She, uh, couldn't make it," he explained. Banning nodded. "Ah," he said, "And her absence is what has you all quiet?" Alex glanced at the others before responding. "Uh, yeah," he said, "I guess." "Is something the matter?" Banning asked. Alex shrugged. "Liz is just, uh, a little skeptical," he told the older alien, "About everything." Banning smiled and shrugged. "She has every right to be," he told them, "I'm sure she's just confused. After all, a lot of things have happened in just a short time. She'll come around, I'm sure." Alex nodded. Maria glanced at him, then at Michael, who was staring down at the ground, unnaturally quiet. Banning cleared his throat and leaned forward. "So," he asked brightly, "What shall we discuss?" Liz pushed a strand of hair back from her face as she bent her head down to see the open page of her journal. She put her pen to the page, but didn't write anything. Not that there wasn't a lot to write. So much had happened over the past few days. And it all started with an innocent romantic evening in the desert. It seemed so long ago that Liz and Max had been together, enjoying each other's company, talking, having a good time. Now all that had changed. Liz set her journal aside and leaned back on her pillows to stare up at the ceiling. She went over the last conversation she'd had with Max in her head. Actually, it had been more of an argument. He had accused her of siding with Eric over him. He had looked hurt and betrayed. Liz hated arguing with Max, but she didn't think he and the others were being fair to Eric, thinking he was a killer. All their judgement was on the word of a man who had come out of nowhere claiming to be an alien like Max, Isabel and Michael. Liz sighed and covered her face with her hands. She knew she was doing the same thing, siding with Eric over Banning just because she actually knew him and talked to him. And she wasn't being fair either, taking Eric's side when it was true she didn't know for sure who or what he was. Her gut feeling told her he was OK. But her feeling could be wrong. And it was only fair to give Banning a chance too. She sat up and looked out the window. It was dark out, past curfew already. Her parents had already gone to sleep. They usually went to bed by nine so they could get up early to open the restaurant. Liz should be going to bed too. But she couldn't go to sleep now, not when she knew Max was mad at her. It would just eat at her until she talked to him. She considered giving him a call, but she wasn't even sure he'd pick up. Besides, she needed to see him in person. So Liz grabbed her sweater, turned off her light, then opened her window and crawled out. She made her way onto her roof and down the metal ladder quietly so as not to alert her parents to her departure. Once she was on the ground, she headed down the street toward Max's neighborhood. The downtown streets were unnaturally quiet for that time of night. Liz realized that everyone was inside because of the curfew. She also remembered why. So far the killings had all taken place after midnight on the east side, at the opposite end of town. It was 10:43, and Liz was heading west. She knew it was dangerous to be out, but she couldn't help herself. A small noise behind her sent shivers through Liz's body. She froze, then turned slowly. A cat jumped up onto the sidewalk and headed into an alley. Liz smiled, embarrassed at herself for being so jumpy. She turned and continued her trek, this time a little less nervously. Then she looked up ahead and saw a dark figure walking her way. Immediately she tensed, making an effort to try not to look weak or afraid. The man had his head bent. He appeared to be middle- aged, wearing a long gray trench coat. When they passed each other, he didn't look up. Liz glanced behind her to make sure he didn't stop, and saw that he hadn't. She turned back and kept going. Then suddenly she heard a sharp cry and the sound of struggling. Liz froze in her tracks and turned around, afraid of what she would see. The man she had passed only moments before had disappeared. But she could hear movement in the alley on twenty feet away from her. The street lamp nearby lit up the wall of the alley, and she could see shadowy figures moving about. One figure, the one that stood out the most, was incredibly tall, with inhuman, animal-like features. It seemed to have several appendages and a large, gaping maw filled with sharp teeth. It also appeared to be drooling, as Liz could see the blurred shadows of drops of liquid falling down. Then she saw the other shadow, unmistakably that of a man. Liz gasped and took an involuntary step back as she watched the large shadowy figure hold up the struggling, screaming man with one of its arms. She watched as it brought another arm back. Then her eyes widened, as in the next instant the man's head disappeared, as did his screaming. The body became immobile. The creature emitted a low, ugly, almost satisfied growl. Liz swallowed in fear, then took another step back - and landed on a discarded pop can. The can made a very audible crunch under her foot. She froze, her eyes wide. The creature also froze at the noise, then turned its head toward the opening of the alley. It let out a quiet growl, then suddenly spread its mouth open wide and screeched noisily. Then it started moving. Liz didn't waste anymore time. She took a few more steps back, then turned and started running for her life. Max slammed shut the biology textbook and let it drop down onto his desktop. He rubbed his eyes and leaned back in his chair. He usually didn't mind studying biology, but tonight he just wasn't in the mood. He could think of nothing but Liz all day, ever since their argument in school that morning. He kept wondering if he had been too hard on her. But he also felt frustrated that she insisted upon taking the side of a perfect stranger, one he believed was a killer, the same killer that murdered his own parents. Max stood and started pacing. He couldn't believe that in only a matter of days, he and Liz could have grown apart so much. But now everything was going haywire. Chaos seemed to be erupting all around him, and Max didn't know what to think anymore. But he did know one thing for sure. He missed Liz, a lot. And he wasn't sure if he would be able to get through all the trouble he and the others were bound for without her. He needed to talk to her. He would apologize if he had to, even if he knew he was right for distrusting Eric. He didn't care. He just wanted to hear her voice. He glanced down at his watch. It was almost eleven, not too late to make a phone call to Liz. He just hoped he wouldn't wake up her parents. Max moved across his room to the telephone and picked it up. But just before he was about to dial Liz's number, a sound outside his window startled him. A moment later, something started pounding frantically on the pane of glass. Puzzled, Max dropped the phone back down and went over to pull back the curtain, half-expecting to see Michael on the other side of the glass. He was surprised to see Liz instead. He was even more surprised at her condition. She was panting heavily, her hair disheveled, her eyes wide with fright. He immediately opened the window to let her in. Liz scrambled through the window, almost tumbling onto the floor. Max caught her in his arms, and realized she was shaking. "Liz?" he asked, "What's going on?" Liz hugged him tightly, then suddenly backed away from him, away from the window, and kept going until she had backed herself up against the wall. She still looked frightened, and she was staring apprehensively out the still-open window. She swallowed once, then twice, then spoke up in a strained whisper. "Close the window!" she told him. Without question, Max shut the window, then went over to kneel down beside her. He looked at her face, wondering what had gotten her so terrified. He put a hand on her shoulder to comfort her. "What happened, Liz?" he asked gently. Still shaking, she slowly looked up at him, making eye contact. "I saw it," she told him in a muted voice. "Saw what?" he asked. "It," she repeated, "I saw it. The Shifter." Immediately Max's blood ran cold. He leaned in closer to hear her better. "You saw the Shifter?" he asked her. She nodded, looking down. "Are you sure?" he asked. "Pretty sure," she replied, nodding slowly. He sat down next to her and put his arms around her, pulling her in close to him. She made no objection, and snuggled in closer, grasping his arms tightly. "Did it hurt you?" he asked. She shook her head. "I ran away," she said. He stroked her hair and held her tighter. "You're safe now," he assured her, "I won't let anything happen to you." Liz swallowed again, then lifted her head up to look at Max. "I saw a man," she told him, "I just walked by him, by the alley, and then the thing grabbed him and…and killed him. I saw it kill someone." A tear slid down her cheek. Max wiped it away, then gently nudged her head into his shoulder. "It's OK, now," he told her in a soothing tone, "It's OK." He held her as she cried softly into his shirt, rocking back and forth slowly to calm her down. He looked up at the window, stared out at the midnight sky dotted with small white lights. Then he buried his face in Liz's hair and held her tighter. An hour later, Liz sat on Max's bed, leaning against a wall of pillows, her arms wrapped around her knees. The curtains had been pulled down to cover the window. She didn't want to look outside, not when it was still dark outside. At least she had stopped shaking. In fact, she felt rather safe and snug, knowing Max was nearby. She was relieved, even glad, to be with him after her encounter with the Shifter. The door opened, and Liz looked up to see Max walk in carrying two steaming mugs. He closed the door quietly, then went over and handed her one of the containers. Liz took it, welcoming the heat that radiated from the hot drink. She took a sip of the cocoa while he took a seat next to her. The liquid burned her mouth, but once it got to her belly, it started to warm her up. She smiled. "Thanks," she told him, "I needed that." He shrugged. Liz glanced up at him hesitantly. "Max," she told him, "I know I've kind of been…away, lately. I, um, I know I shouldn't have automatically sided with Eric over Mr. Banning, just because I met him first. I'm sorry I didn't go with you to meet him. And I'm sorry too, for not taking your side. But I don't prefer Eric to you, Max. I would never." He stared down at his mug as he replied. "Things have been really crazy for the past few days," he told her, "We're all a little high-strung over what's been going on. I probably wasn't being fair either." She smiled and looked up at him. "So we're even?" she asked. He looked back down at her and returned the expression. "Even," he agreed. She leaned her head on his shoulder and closed her eyes contentedly. Max rested his cheek on her hair for a moment, then glanced up at the window. "I should take you home," he said. Liz sat up and stared at him, her face resolute. "There's no way I'm going back out there with that thing still outside," she told him firmly. Max hesitated, as if in indecision. "So, I guess that means you should stay here," he said. She just looked at him. Max glanced around the room. He then pulled away and stood up off the bed. "You go ahead and sleep here," he told her, nodding to his bed, "I'll go out on the couch." Liz shook her head vehemently. "No," she told him, "That's not fair. And your parents would get suspicious if they saw you sleeping on the couch. And besides that, I don't want to be alone." He stared down at her, his expression blank. Liz hugged herself, looking back up at him. "I can sleep on the floor," she told him. He suddenly shook his head. "No," he said, "I'll sleep on the floor. You take the bed." "But-" "Take it," he repeated more firmly. She nodded mutely. He crossed his arms and looked around, as if trying to decide what to do next. Liz moved off the bed and stood. "Could I use your bathroom?" she asked. "Oh, sure," he told her, moving aside to let her get to the door, "Second door on the right." "Thanks." Liz took a few steps to the door, but then Max stopped her. "Wait," he said. She stopped and turned. Max went to one of his drawers and rifled through them, pulling out clothes. He turned and handed them to her awkwardly. She smiled. "Thank-you," she said. He nodded, his expression a cross between excitement and reserve. Liz kept smiling as she walked out the door. Max watched her go, his heart thudding against his chest. As soon as Liz was gone, he breathed out deeply and ran a hand through his hair. He couldn't believe that Liz Parker was actually staying over at his house, in his room, and in his bed. True, he wouldn't be in the bed with her, but still, just the thought made him want to jump up and down with excitement. He realized he shouldn't be so happy, given the circumstances, but he couldn't help it. Max had been dreaming about a situation like this for a long, long time. And even though he didn't plan on taking advantage of their night together, it would still be a major event in Max's life. He only wished he could take advantage of it. After a few minutes of standing there, fiddling with his hands, not knowing what to do, Max finally got it together and pulled the old green sleeping bag out from under his desk, the one usually reserved for Michael when he chose to sleep over. He rolled it out onto the floor next to the bed, then grabbed one of the pillows and let it fall to the floor. Then he just stood there for a moment before taking a few steps to turn off the lamp at his desk. Now the only thing illuminating the room was the lamp on his nightstand, right next to the sleeping bag. Then he just stood there and waited. A few minutes later, Liz reappeared in the room. He swallowed when he saw her, forcing his mouth to stay closed. She was dressed in an old pair of navy sweatpants and an oversized blue T-shirt, both of which were hanging off her slender body in interesting ways. Max forced himself not to stare at her too closely. She just smiled up at him, set her clothes on a chair, and went to sit on the edge of the bed. "So, I guess we should go to bed now," she said. Max glanced at the clock. It was almost 1AM. He nodded. "Yeah, I guess," he agreed. They stayed still for a moment, glancing at one another awkwardly. Then Max lowered himself to sit on the floor over the sleeping bag. Liz moved to get underneath the blankets on the bed. Max then reached up and turned the lamp off, darkening the room. He laid down and rested his head on the pillow, clasping his hands over his chest and staring up at the ceiling. He could hear Liz shifting and breathing only a few feet away. He waited until she was settled, then closed his eyes. They popped back open seconds later. Max didn't feel tired. He realized that he probably wouldn't be getting much sleep that night, not with Liz sleeping in the same room, alone with him. He heard her shift again. "Liz?" "Yeah?" "Why did you come here tonight, anyway?" he asked, "I mean, before the Shifter, why did you go outside?" He heard her hesitate before she replied. "I was coming to see you," she admitted. "You could have called," he said. "I could have," she agreed, "But I wanted to see you. To apologize." He bit his lip. "You could have been killed," he said. He received no reply. He heard her sigh. A moment later she spoke. "My parents would kill me if they found out I was here," she said, changing the subject. "Mine too," he agreed. She shifted again. "Max?" "Yeah?" She hesitated. "You don't think we're doing anything wrong, do you?" she asked, "Being here, I mean? It's not like we're actually sleeping together or anything, so it's not wrong. Right?" Max swallowed hard. "I guess," he replied quietly. She spoke again a moment later. This time her voice was more subdued. "I'm sorry, Max," she said, "for coming here, and causing all this trouble." Max sat up and turned to face her. He could see her dimly. She was lying on her side, facing him, looking back at him, only inches away. Closer than he'd realized. He shook his head. "Don't say that," he told her, "You're not causing any trouble, Liz. Not at all." They stared at each other for a moment. Then, before he knew what he was doing, Max leaned in and kissed her. It lasted only a moment. But then Liz reached up to put her hand behind his neck and pulled him closer. They kissed again, longer this time. Max reached up and put a hand on her waist, leaning in closer to add more pressure. Their kissing grew stronger, to the point where Max didn't want to stop. He opened his lips, sliding his tongue into her mouth. She returned the deep kiss and held him tighter. Max pushed himself forward slowly, climbing onto the bed with her, under the covers, and finally pressing his body close to hers. And suddenly he felt very warm, as only thin fabric separated them. He felt her hands move over his back, under his shirt and over his skin. They were very warm. Max caressed her body with his hands, moving, exploring. He moved a hand under her shirt to massage her back, reveling in the smooth, soft skin underneath it. He then moved it over her belly, across the area where he had healed her a full year ago, that was now smooth as silk. He moved his lips away from her mouth to trail a line across her face, down her neck to the edge of her shirt collar. They were both breathing heavily. When his mouth stopped moving, Max's hand continued its journey over her stomach, up toward her chest. Liz let out a barely audible moan. A few feet away, the door to Max's room opened slowly and silently. A hand reached in toward the light switch. "Max? I thought I heard-" Isabel's words caught in her throat as the lights switched on. Max quickly extricated himself from Liz and looked up to see his sister staring at him, her mouth wide open in shock. "Oh, God." Isabel quickly flicked the lights back off and backed out of the room, shutting the door behind her. After waiting a few moments, Max looked down at Liz, who also appeared to be a little embarrassed at their sudden audience. He moved away from her, so they were on opposite sides of the bed. They were still breathing fairly heavily. "Maybe we should, uh, so to sleep now," he suggested. "Good idea," Liz agreed. Max slid down onto the sleeping bag and zipped himself in. Liz straightened the covers on the bed, then nestled underneath them. When all was quiet, Max once again found himself staring up at the ceiling. This time he knew for certain that he would be getting no sleep that night. Max grabbed the OJ carton from the fridge and poured himself a glass. He was in the middle of drinking it when Isabel breezed into the room. As soon as she saw him, she gave him a knowing grin. "Busy night last night, huh?" she asked. Max looked at her warily. Isabel grabbed the OJ from the counter and poured herself a glass. "You're lucky it wasn't Mom or Dad that found you," she told him. "Yeah," he replied, "I know." She looked up at him, question in her eyes. "Max," she asked, "You and Liz…You two didn't…?" He shook his head quickly. "No," he said, "Of course not." Isabel seemed relieved. "Good," she said, "We have enough problems now as it is." Isabel took a sip of her juice, then spoke again. "So what was Liz doing sleeping over in your room last night anyway?" she asked. Max looked around to make sure his parents weren't anywhere nearby. He could hear the TV on in the living room, which meant they were probably watching the morning news. He turned back to Isabel. "She was on her way here last night when she saw the Shifter," he told her. Isabel's eyes widened. "The Shifter?" she exclaimed. He nodded. "It killed someone else last night," he explained, "Liz saw it, then came here. She stayed over because we thought it was too dangerous to go back out." Isabel nodded. "I guess I can see the logic there," she agreed, "Did she get a good look at it?" Max shook his head. "I don't think so," he said, "But she said it was big." "Great," Isabel said sarcastically. She sighed. Max put a hand on her shoulder. "This will all be over soon," he promised. "I hope so," she said. So do I, Max thought silently.
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