FanFic - Max/Liz
"Fading into Twilight"
Part 3
by Ash
Disclaimer: It’s not me, really. It’s all them: Melinda Metz (the creator of such amazing characters), Jason Katims (the perpetrator of such a lovely t.v. show with those same main characters), and the actors who flesh them out for us so wonderfully. Please take no offense at my offering; this is just a tribute, not a theft. :0))
Summary: Tess is gone. Doug is gone. Both aliens brought more harm and fear than good. But there is more out there “than is dreamt of” in their philosophy. More to discover, more to fear. More danger approaches as they move toward learning about their origins, their purpose.
Category: Max/Liz
Rating: PG-13
Authors Note: This is an alternate reality to WB's Roswell. My characters are in line with the show up through "Sexual Healing" and then we deviate into "Captivated by Darkness", and two years later, we see the group in “Fight the Break of Dawn,“ the prequel for this story. My storyline doesn't follow the show at all after Sexual Healing: so remember, Topolski never returned, Max was never tortured, Nasedo never told them they were part human and the Mom-0-Gram never happened. Try and bend your mind around that!! Dedication: to Irene, Joey, Miranda and Bella, who are such encouragements to me; you make it worth while-- really!!!
Liz almost laughed at the way Alex had his eyes closed and his face screwed up as he backed out of the room, practically salaaming in order to not offend. She and Max had been getting out of control and it was somewhat of a relief to have the reminder of the real world calling. She disentangled herself from his lap and slid over on the couch. She felt Max trying to close himself down beside her.

She reached out and took his hand. “Sorry. It won’t be long now.”

He nodded slowly and threaded his fingers with hers. With one finger, he traced the veins on the back of her hand. “Despite what it may seem like, I do value other things about you besides your body.”

Liz saw the twinkle in his eyes as he glanced at her and giggled. “I feel like apologizing, too. But these feelings are just...”

Max nodded. “I know.”

After a shared smile, he looked away. She watched him a minute, concerned at the abrupt change.

“Liz, I can’t argue with both of you,” his voice was so soft and reluctant.

She knew immediately what he was talking about. “I know,” she rubbed a hand across his back, feeling the tenseness in his muscles. This was really bothering him. “I’m sorry, I’ll try to back off. I just suddenly... understand Michael.”

Max looked back over at her. “Yeah... well, it’s just a little...”

“Scary,” she asked him, her eyebrows raised with a hopeful smile.


“Me, too.”

Max reached over and took her other hand in his, fingering their engagement ring. Liz watched his hand a moment, then looked up into his eyes. They were serious as he spoke. “This thing with your mom... I think I need to try to talk to her. Maybe I could connect with her, show her what I showed you.”

Liz was already desperately shaking her head, “No, that’s not a good idea, Max. Just, just give her some time.”

“Liz, there’s hardly any time left. We need to deal with this before it gets out of control.”

Liz was starting to panic. “You don’t know my mom like I do. You talking to her will only make it worse. Let me handle it, Max.” He was thinking, looking at her face. “Please,” she pressured him.

“Liz...” he broke off and sighed. “Okay, for now. But I can’t leave things like this.”

Liz rushed to reassure him. “I know. I know. I’ll take care of it. Just don’t worry.”

Their eyes met and held each other for a long moment, full of regret and promise. Then Max reached out and caressed her face lightly. “So. You understand Michael...” he began. Liz nodded, encouraging him to continue. “But,” his hazel eyes were hesitant. “You love me. Right?”

Liz grimaced. This connection thing was definitely causing problems. She put both hands on the sides of his face and smiled gently at him. Reassuring him of her love was no chore. The love that she felt just bubbled out of her as naturally as spring water. She could see his eyes lighten as he gazed at her. They could never hide anything when they locked eyes. Everything contained in their hearts shone through. It always had.

“See these eyes,” she asked him, then pulled his hand to her heart. “Feel this heart? It beats just for you-” she gasped and jumped up.

“What is it,” Max stared up at her with wide eyes.

“I just realized I can show it to you now! Stand up,” she ordered.

“What,” he said in an amused voice. Liz glared down at him with her hands on her hips until he finally stood up. “When did you get so bossy?”

“Hush and put your hands on my waist,” she continued.

“Yes, ma’am,” he laughed as he obeyed.

The door to the living room swung shut and Max jerked his head over to look. Liz gently pulled his chin back over to her.

“It’s just me,” she chided him. He looked at her in surprise. She never used her powers. Then the lights went out. Liz closed her eyes and imagined a round ball of light floating above them. Her new instincts kicked in and the ball appeared. The light grew rosy and shaped itself into a heart. With effort, she made the red letters M.E. + L.P. appear in the heart. It floated, and began to rotate slowly. Then faster it whirled, and faster, until the pink light intensified and shattered. She felt Max jump. Now the fragments of light covered the walls, spinning in little pink rays and specs. She finally looked up at Max, content to see the wonder on his face as he gazed down at her.

“My love for you could light the sky at night,” she started breathlessly. “And no one would ever need the sun again, or want the sun again. They would wait all day long for a glimpse of the stars, to see in the heavens just a spark of what I feel for you.”

Max leaned forward and nuzzled his cheek against hers. “Just a spark, huh?”

“Absolutely,” she whispered back with a smile.

Then he pulled back and she could see the moistness in his eyes. Her words had touched him. She slid one hand up his cheek and felt the jaw muscles move as he spoke.

“Well, give me two weeks and I’m going to show you plenty of sparks,” his husky voice sent chills down her spine. The look in his eyes was adoration, hunger and satisfaction all at once. It overwhelmed her and she threw herself into his arms.

He clenched her tightly to him but she pulled herself away, before the humming could drown everything out again.

“Sorry, Max, but we’d better go.”

He slid a hand down her arm and laced her fingers with his. The humming was just a comfortable one. See, they could actually control it sometimes.

Liz smiled over at Max and dissolved the special lighting.

Once again, the room faded back into darkness, lit by a few small lamps. The magic was gone.

But taking one quick look into Max‘s warm eyes, Liz knew that wasn’t true. They were taking the magic with them.


“So, Alex,” Isabel pulled back and addressed the slightly rumpled face in front of her. She hated to do this so abruptly, but the questions wouldn’t leave her alone. “Um... have you given any thought to the species dilemma? I mean, any possible solutions for it... for us?”

Alex sat up in surprise, automatically brushing at his hair in what must have been a fuzzy attempt to think straight. Isabel had to smile at the disconcerted look on his face. So cute.

“What brought this up,” he frowned slightly as he looked into her eyes, resting his arm against the car door.

“Oh,” Isabel glanced away, embarrassed by the direction of her thoughts. Wasn’t it obvious what brought it up? “I was just thinking about everything we can’t do.”

Alex’s eyebrows shot up. “You were?”

“Yeah, weren’t you?” She decided to go for the kill.

They were in the back seat of his car. Didn’t it bother Alex to know that they were actually physically incapable of doing anything their parents disapproved of?

“Um... yeah, of course I was. I just didn’t think you would really-”

“So have you figured anything out,” she interrupted his cute, “I’m-not-worthy” speech before he could get in deep.

Alex rested his head back against the seat. He was infuriating sometimes, Isabel thought. So thorough and slow to speak, just like Max.

“Well, I must admit I have given it some thought.”

“And?” Isabel tried to not tap her foot, but it moved of its own volition.

“I haven’t come up with any way so far, but I’m not giving up. It’s just that there’s so many unknowns...”

“What about the transformation thing, Alex,” Isabel said, getting down to the heart of the matter. “If it could work for us, would you consider being changed? Liz did it.”

“Well, Liz didn’t have a choice in that, now did she,” Alex frowned as he spoke.

“No, but Maria said she would do it,” Isabel leaned closer to him, willing him to answer her affirmatively. She didn’t know what she’d do if they could never be together. It was just too devastating to even think about.

“Well, that’s where Maria and I differ,” Alex said, throwing a quick glance in her direction. He started rubbing a circle on his jeans leg. “I hate to say it, Isabel, but I’m not sure I could do that.”

Isabel’s eyes filled with tears automatically. Anger flooded into her, but she forced herself to deal with the hurt that was hiding behind it. Vulnerability was hard, but she was getting better at it. “Alex, you always said you’d do anything for me.”

Alex slid closer, and reached up to caress her face with his suddenly clumsy hands. “Oh, Izzy, don’t look at me like that. You know it kills me to deny you anything.”

She stared into his baby blue eyes and let him hear the hurt in her voice. “If you don’t change, then we can’t be together, you know that.”

“I know that’s what we think now,” Alex began carefully as he soothingly caressed her cheek. “But let’s wait. Make sure the Liz/Max thing works out. Make sure there’s no side effects. Make sure it’s what we want.”

“I know what I want,” Isabel began earnestly. “I want you, Alex.”

“Okay, okay,” he reassured her and smoothed her hair. Then he took a deep breath before speaking again. Isabel fought to keep from punching him. “As much I love to hear you say that,” a grin flashed across his face. “And I do love to hear you say that... really. But that’s not what I’m unsure about. I love you and if that’s what we have to do- then okay. But it’s just... different for a guy. I’ve spent eighteen years being human, coming to terms with who I am and who I’m not. And to change suddenly, to become someone else...” His blue eyes looked away as he completed the thought. “I just... I have to find a way to stay me.”

A single tear escaped down Isabel’s face. She wanted to be angry, to demand that he undertake the impossible for her, but instead she found herself understanding.

Alex looked back at her with infinite tenderness and concern in his eyes. “I love you, Izzy-bel and I always will. But I have to be me in order to do that. Do you understand at all?”

Isabel found herself nodding slowly. “Yeah, I just... expected you to say something else, that‘s all.”

Alex nodded. “You expected me to say ‘the perfect thing,’ like you always accuse me of doing.” Isabel looked down at her hands and nodded. Alex pulled her close and kissed her forehead. She snuggled under his chin and sighed. “I never try to be perfect, you know. I just try to be honest. And that’s what I’m being right now.”

“I know,” Isabel smiled up at him. “Perfectly honest. That’s my Alex.” She felt the tears fill her eyes and just tried to have faith as she leaned back into his chest. Things would just work out somehow. They would.


Joey awoke to rough hands shoving her head down onto the hard park bench. She struggled and tried to scream, but the pressure quickly turned painful. She gasped.

“Check her bag,” she heard whispers over her. They were stealing from her! She didn’t have hardly anything left to her name and they were going to try to take it anyway!

She began to kick her legs out, trying to brace herself against the bench and rise. But another set of hands held down her legs. Fury rose in her, bringing a hum that was all to familiar. She knew she should scream, but she just couldn’t. She wasn’t helpless yet.

“She ain’t got nothin’, man. I thought you said she had some money,” suddenly Joey recognized the voice from the basketball game earlier.


Her whispered question brought quick curses from the guys, who she now realized were three in number.

“She was supposed to dig up dough for Carl tonight. Where is it, baby girl?” Her bag was tossed to the ground unceremoniously.

“I don’t have any money. Leave me alone,” Joey said loudly and forcefully against the bench, still struggling to get free.

“Yeah, well, you do have other assets, you know,” and the tone in his voice made chills crawl down her spine.

“She knows who you are, man. Let‘s cut out,” the whiny voice needled farther into her nerves.

“Not yet,” Isaiah‘s voice was husky and she felt a touch on her back that made her want to disintegrate him into dust right then and there. But she waited. She would do this if she had to, but they would have to force it.

She heard them arguing faintly, but she focused on the power building in her body.

“I’m out, man,” she heard one guy take off. And her legs were suddenly free. Before they could think to pin her back down, she sent an electric shock through her body, coming into contact with Isaiah’s hands on her back and burning him instantly. He screamed and let go.

She rose off the bench with slow, steady movements. Now that she was facing them, on her own two feet, they backed off. Isaiah cradled his hands in his stomach and looked at her with something akin to fear.

“What the hell was that,” he whispered.

“Stalker-proof clothing,” she spat out. “Gets a nice current going when someone gets too close.”

“Yeah, right,” Isaiah said with narrowed eyes. Even in the shadows, she could see that he was forming his own conclusions. She had stepped over the line. She bent down and grabbed her things, shoving them back in the bag. Glancing back up, she saw that the guys were gone.

An eerie feeling stole over her. The park suddenly seemed unfriendly and unsafe. In all of her years on the street, she had never been attacked before. Why now?

She wiped a sudden tear away angrily and shouldered her bag. Time to leave. She had only been walking for about ten minutes when she suddenly stopped.

Someone was watching her. She knew it with certainty. And she was still in the stupid park! She lengthened her stride, trying to ignore the shadows and the way they seemed to be hiding something... or someone. Imagination does bad things to homeless girls. Joey warned hers to stop or be permanently cut off. There is no one watching me and I’m not in any danger, she repeated over and over to herself.

Unless... oh god, she had used her thing twice tonight. Within hours of each other. What if there really were mutant hunters? What if they could track the power bursts?

She started running, heading for the train station that she knew was only ten minutes away. There was no one out on the streets. Only the sound of her footfalls broke the silence. But she could still feel someone... watching and following. She shook her head, urging her pounding heart to slow down and work right. Her breaths were ragged already and she had a good bit of ground to cover. After five minutes, her strides evened and her pace picked up. She lost her fear in the running, the mindless thrusting forward of each foot. She kept her eyes ahead.

There- the train station.

The clock read 5:15 above the station. Amazingly enough a few people were already waiting. Joey slowed down and looked both ways before crossing the street. She glued a pleasant look on her face before joining the crowd. Slipping in among the well-dressed morning throng, she felt somewhat out of place, but safer. At least she wasn’t breathing too hard. And in her casual clothes, she didn’t look too suspicious. A young man beside her was gazing at his ticket. Joey suddenly let her heel turn and lurched into him, knocking his briefcase and ticket to the ground. Quicker than he could reach down, she squatted and grabbed the ticket.

Albuquerque, NM
5:30 a.m.

Without hesitation, she picked up a scrap ticket stub on the ground and closed her eyes. When she opened them, the stub looked exactly like his ticket.

“Excuse me, that’s mine, I believe,” the young man was bending over her shoulder to see his ticket. Joey stood up quickly and flushed to the roots of her hair as she looked into his face. She handed him the ticket with profuse apologies. He was so beautiful... and she hadn’t even noticed. Those amazing gray eyes just made her stomach do flip-flops. And the way he was so clean-shaven and dressed so smartly in a business suit. Perfection.

Except that his expression was one of mild annoyance, not interest. And oh god, was that pity in his eyes? She turned away immediately, pulling her bag until she was far enough away to not even smell his aftershave anymore.


Max sprang out of bed and paced the room, images and emotions churning inside of him. The nightmare that had awakened him just before dawn was a mishmash of lurking terrors and hidden fears. It hadn’t been real, but the fragments of truth that had given rise to it were true. Mrs. Parker wouldn’t accept him, and her fears ran deep enough to make her an unknown danger. And the possibility was making Liz a wreck. Michael looked frustrated and ready to go off and try to find the other aliens on his own if they didn’t move quickly enough. Maria and Liz were at odds over the connection thing. Isabel was angry and afraid. Alex was scared, too.

And somewhere out there, there were others to worry about. What if Max couldn’t find them in time? What if, like Tess, their alien hunters found them and eliminated them before Max could even find out who they were? Only by connecting and fighting together could they defeat a hunter.

All those thoughts were competing for his attention. And yet... his mind kept returning to earlier in the night, when he could feel Liz’s warm skin against his... smell the soft, sexy scent of her... and imagine the ecstasy of losing himself in her. A shuddering sigh took over his body. He definitely couldn’t sleep anymore. He kept pacing. The pull between the group and Liz was disconcerting always, but now, it was terrifyingly dangerous.

Seeing Liz tonight, alone for a while, had been great. But so... tantalizing and unfulfilling. She was driving him crazy. And he had completely forgotten about the others, about the needs they had just talked of, about his realization of just how fragmented the six was becoming. Liz was just consuming him... consuming his thoughts.

Max finally came to a standstill.

Maybe he would talk to Milton about taking that job at the construction site. If he exhausted himself, maybe his physical need for her would be somewhat dimmed. And...

Max hung his head.

He hated to think it, but maybe he and Liz shouldn’t be alone for a while. He sighed and scrubbed at his face.

It was worth a try. This relationship was testing the bounds of his self-control already, with three weeks left to go.

Come on, he lectured himself as he headed down the hallway to shower, you are in control. You are Max Evans. You are always in control. He stopped to stare in the mirror in the bathroom, noticing with satisfaction that he looked in control.

“You are in control,” he told himself.

He would beat back this consuming need or die trying...

Oh, but what a glorious way to go, he half-smiled as he tossed a towel over the shower rod. Glorious, indeed.


The train was here and Joey was nervously bouncing from one foot to the other. That feeling had returned. Someone was watching and waiting with her. All she could do was to wait to board until the train was pulling out and hope that the watcher was too late to board.

Fat chance, but she had to try.

“All aboard,” she heard the conductor say. After a brief look around the station, she walked to the front doors. As she pushed her way through the turnstile, she saw a flash out of her right eye. Then a man was there, taking her arm gently and whispering to her.

“You dropped this,” he placed a box in her hands. She opened her mouth to protest, but he put his fingers on her lips. An intimate gesture that surprised and frightened her. But his dark, squinty eyes and wrinkled face seemed to hide no malice. “It’s yours,” he insisted, then turned to stand behind her. As she watched him touch the turnstile, the train began to whistle and the loud engine started pulling away.

“Wait,” she yelled. The door was still open on the second passenger car and she jumped through quickly. She sucked in a deep breath and found a seat near the window. Her eyes immediately sought out the stranger who had given her the box. He was standing off to the side of the turnstile, smiling gently in the direction of the train. But the man in the turnstile caught her attention almost immediately. He was fighting furiously with the contraption, unable to push it forward, or go back. He was stuck, and angrily shouting at everyone nearby. His dark hair fell over his face wildly but when he glanced up, she saw the hard blue eyes settle directly on her.

Literally only feet away, Joey peered breathlessly through the window. He was the one who had been watching her. And that other man... had he saved her?

She was never more glad to be moving in her life, even if it was back to New Mexico.

Tomorrow would be a better day.

Definitely. How could it get any worse?

Part 2 | Index | Part 4
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