Disclaimer: Not mine, not mine, not mine, not--don't sue, don't sue, don't sue.

He stood at the base of the ladder for a long time, staring at the wall. He had to do it. He knew he had to do it. There was so much that he had to think about... He'd lived for Liz for so long that now he had to step back for while, to see where they should go from here. To learn how to deal in reality with what had been a dream for so long.

He could hear music playing, and the scratching of her pen in her journal. He could imagine her head bent, dark hair falling in a soft waterfall over her face, scented candles burning like tiny fireflies all around her. The iron of the ladder felt cold under his hands, and he tried not to think of the last time he climbed up to her roof. If he thought about that night, that kiss--their first kiss--he knew he'd never be able to let her go.

She was an intoxication. She infiltrated his world until he could focus on nothing else. He'd thought that being with her would bring danger to the one he loved the most, but she was the one who put him in danger. That one kiss, that one dance, even that tempting line about her parents being away...she could take over his mind so easily and completely that he would become careless and let something slip.

Her love for him challenged every ounce of self-control that he'd ever had. There were six that he had to look out for now. He'd almost lost Michael when she distracted him. The love he'd always wanted was in his grasp, but he had to turn it away, until he could find his center again and learn how to deal with it. He couldn't have both things right now--it was either his friends' safety, or her love.

But would consume him utterly. He needed time to think--space to find himself again...

So he climbed up the ladder to face his destiny.

She sat, as he pictured her, on the lounge chair. His heart was in his throat, but he said what had to be said. " Is this a bad time?"

She put down her journal, and smiled that blindingly beautiful smile of hers. "No, it's not. Hi."

He fidgeted from foot to foot. Just say it. Don't look in her eyes, don't tempt yourself. Say it, Max. Be strong. "Just wanted to see how you were doing."

She looked a little confused. " I'm fine. Yeah, um...how's Michael?"

Michael? Other than seeming mellower than he'd ever been in his life? Other than finally realizing that emotions and attachments could be a good thing? But he couldn't say that now. He couldn't admit that Michael might be right about not running anymore. " Same as ever. "

She smiled. "That's really good."

Get it over with, Maxwell. He could almost hear Michael's voice in the back of his mind. Do it, before you cave. Don't reach out for her. Don't let her heart melt yours. " But I'm not, Liz."

He snuck a look at her through his eyelashes. The look on her face almost broke him, right then. Breathe, Max. Breathe. Her voice had that little crack in it that meant she was upset. "What do you mean?"

He began to pace as she walked towards him, trying to keep as much distance between them. His heart sang to hers, and if he got any closer, he'd fall under her spell. So he stared everywhere but at her face, always blinking. Always showing his strong veneer. He would not cave. "I mean one day it will be me, and I can't keep pretending that I'm normal. " There, he said it. He would not look into her eyes and watch her world crumble. He didn't have the strength for that.

But he could hear it in her voice. "Max, look...you know, I didn't...I didn't mean to have doubts. I didn't...I didn't mean to let you down in the cave."

The cave? It wasn't about her...it was about whether he had the strength to be everything to everyone...if he could live here and love here and still keep them all safe. So he risked looking at her. And had to blink rapidly to keep the tears from falling. " I don't blame you. You had every right to feel that way, because what you felt is true." And now the bomb. Let loose the sirens. Find the air raid shelters. He closed his eyes, his heart, and almost a decade of loving Liz Parker. "We don't belong together."

Her response was quick, pained. He could hear the tears in her voice. "Don't say that. "

But he had to continue, without mercy. "The other night, you know, when we went out...and the whole day before...ever since we kissed...I've been off balance. You made me forget that anything else existed, but that's not real. " It couldn't be real. Because of the little differences between them. There could never be happily ever after. Not for Romeo and Juliet. Not in this world.

But Liz didn't feel that way. Her protest screamed silently at him. "It is the only real thing that I've ever felt. " She was getting close again, as if she knew she was his kryptonite. But he wouldn't cave. He couldn't. Not now.

So he steeled himself. Didn't let himself think about the future, and how easily and willingly he'd throw it all way, for her. "Sometimes you have to take a step back to see what's really going on. Maybe that's what we both really need to do right now..." his voice faltered "...find our balance again."

But this was Liz, and she was stubborn. He'd seen it in her eyes a thousand times, when she kept poking and prodding at his protective shield until she managed to find her way into his heart. "You know, Max, I thought that...I thought that we'd found it. "

And they had, oh they had, and he wanted to stay at that calm center of the hurricane and live there forever, in her arms... And again, the tears threatened to come, and his voice caught in his throat. " You don't know how much I wish that could be true. "

He dared to look at her again, had to restrain herself from gently wiping that tear that trickled down her cheek. God, he was breaking her heart, and it hurt him more than even that day she'd been shot..."Max...how is it possible that I could be...I could be the happiest that I've ever been in my entire life...you know, and now the saddest all at...all at one time?"

He couldn't do it. He couldn't do this to her, leaving her so alone and helpless...he needed to give her something, something to keep her strong... So he gave her his smile, the one that belonged to her alone. And with it, the first admittance of how strongly he felt. The first time either had voiced it out loud. "I think that's what being in love is. "

He only hoped it would be enough for her, enough for him. All he wanted was to sprinkle those three words on her lips until the end of time. But she raised her eyes to his in that brave way of hers, her voice as soft as his. "Yeah, I think so, too. "

"So we'll just take a step back...for a while." And he visibly stepped back, to his safety down the ladder, so that he could go home and lie awake in his lonely bed.

Again, her small hand coming up to rub a tear hurriedly away, before he noticed. "Well, uh...you know, if that's what...if that's what you want, I... "

He spoke to his eyelids, the only thing he trusted at this moment. " It's what I need...because I'm just as scared as you are."

And somehow he found the ladder, and managed to get his feet moving without plummeting to the ground below.

And that catch in her voice, as she reached out, but he couldn't give in, he couldn't reach back... " No, wait, Max." The gods were cruel. The gods were too cruel. He wouldn't make it...

And she pressed her lips to his gently, igniting that spark of electricity that flared between them even stronger than the one he felt when he touched Iz or Michael. They belonged together. They could both feel it. Soulmates. Destined. But he had to turn his back on all that. He had to use all the strength he had. And he kept his lips passive, not kissing her back.

A tear slipped down his cheek. He wasn't sure if it was hers, or his. And her soft voice, so hoarse it seemed raw. "I just wanted...to remember. "

To remember? He doubt he could ever forget.

" Good-bye, Liz."

And he made it down the ladder, hating himself more than he ever had.

"Good-bye, Max."

Maybe someday she'd understand. Maybe someday, they'd all understand.

As he cranked the jeep, he rested his head back, and looked at the stars. He'd never regretted being an alien so much as he did now. Maybe someday, he'd have the strength to be both the alien that he was born, and the human that he became when he loved Liz. Until then, he'd watch the stars...and let his tears fall.

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