First of all, a fond thank you for the wonderful feedback...
begonia9508
DreamerMaxBehrian & LairaBehr4- Since you know, great minds think alike, and you guys said *or at least thought* the same thing... You are correct about Liz hyperventilating, and I'm glad to hear you guys were fond of the Max/Michael brotherliness in this. =) Thanks for the wonderful feedback and the amusing comments too.
Ellie
youre my dreamgirl
sprayadhesive
Michelle
Jason's Lover
mel1016- Yes, maybe they can heal each other.

I'm glad to know you're liking this fic. Thanks so much for the feedback.
Pixie_Stix- and thank you

Glad to know you like the Max and Liz relationship that I've created.
aussietrueblue
You guys are great! I hope you enjoy the next part... (it's sort of on the longish side

)
Part 12
"What happened?" Claudia asked as she helped Max guide Liz's limp body to the couch.
"She was trying to talk and all of a sudden she just... just... started breathing fast, and then..." Max's worry and concern was evident in his voice. "Is she going to be okay?"
Claudia grabbed a brown paper bag and placed it over Liz's nose and mouth.
"Yes, she'll be okay," Claudia said casually. She didn't need to instruct Liz on what to do, Liz started breathing deeply into the bag, and soon her breaths regulated. Liz gave the bag back to Claudia after she was sure that her breathing was normal. Now she was taking slow, deep breaths with a look of concentration etched on her face.
"Has this happened before?" Max asked.
Claudia nodded. "Sometimes, if she's feeling intense emotions, or trying too hard to push herself to do something, she'll just lose it…she hyperventilates. She's been doing it periodically ever since, since Kyle died. It was worse when she was younger… and then when her mother... well, after that, she sort of stopped when she…when she bottled all of her emotions inside."
Max was silent after that, holding Liz's left hand in both of his hands and kissing her palm.
"How long will she be like this?" Max asked Claudia, never breaking his constant look over Elizabeth's frail body.
"Well, her breathing is getting back to normal. She'll just need to rest for a while," Claudia stated. The two were silent as Liz's body slowly started to gain life back, and she curled herself into the fetal position on the couch, closing her eyes and letting a deep sleep consume her.
"Is it safe for her to sleep right now?" Max asked.
"Yes."
Max nodded, but didn't let go of Liz's hand.
"Max," Claudia began, breaking the silence. "I know you care about my granddaughter, but do you have any idea how bad it was for her when you left her alone for two weeks?" Max closed his eyes as he brought his head down and kissed Liz's hand again.
"I know," he said. "I was being selfish at the time. I was afraid she didn't want to see me after... the... uh-"
"The what?" Claudia began to perk up.
"After the incident with Sean and Tess."
"Who are Sean and Tess?" She asked.
"These kids from school. They kind of scared her, I guess... and Sean was saying bad things about her... and I kind of lost it and beat him up." Max's voice became quieter as he said the last few words. He didn't know how Claudia would respond to that. He soon found out when her soft laughter was heard, warming up the dark house.
"Max, you remind me of Liz's father."
After those words, Max turned his gaze from Liz to Claudia for the first time. "What?"
"I remember back when Jeff was first with Nancy. He hardly told me anything about his girlfriends, but when he was with her, she was always on his mind. He'd tell me about her playing guitar, her beautiful voice, and I remember whenever there were problems between the two, he'd tend to run from them. It's a good thing I was there to knock some sense into him." Claudia continued to chuckle. "The only thing I can't seem to convince him to do is..." Her voice trailed off as she looked down to Liz's sleeping form.
Max tucked a strand of Liz's hair behind her ear before standing up. "Claudia?"
"Yes, Max?"
"Could I… maybe stay here tonight? I just want to make sure that she's okay." He asked hesitantly.
Claudia smiled. "I'll get some blankets and pillows."
"Thanks."
~*~
The next morning Max woke up to the smell of freshly made waffles. He rubbed the sleep away from his eyes and sat up, cracking the stiffness out of his back. He yawned, and then stood up to stretch out.
"Good morning, Max." Claudia smiled at him as she placed 3 plates of warm waffles on the kitchen table.
"Morning," Max replied. He walked into the kitchen, seeing Liz at the freezer pulling out vanilla ice cream. He smiled when he saw her shiver from the coldness as it touched her fingers.
"Good morning, Liz." He said as he walked over by her and asked he if could help with anything.
Liz slightly blushed, and seemed to look everywhere but into Max's eyes. Max smirked a little and Claudia laughed. "Max, just sit down. We have everything covered."
He took a seat and watched as Liz got a scoop for the ice cream. She walked over to him and placed two scoops of vanilla ice cream on top of his waffles.
"I don't like ice cream." Max said with a serious tone.
Liz stood there a moment, dumbfounded. Then she gingerly reached for the plate to take it away, but Max halted her arm with his hand. "I'm kidding, Liz."
Max got the response he was hoping for. She hit him lightly on the shoulder, rolling her eyes at him. He smiled, happy that she was finally communicating with him like this.
They all ate their breakfast in companionable silence. Max couldn't seem to break his gaze away from Liz's mouth as she ate. He was beginning to become aware of her feminine power, not that he never was before, but now it seemed to be affecting him more and more. He was glad there was a table separating them so that nobody could see the affect she had on his lower anatomy.
"Liz?" Max asked. "There's this annual carnival, and I was wondering if you wanted to go there with me today."
Liz's bright smile and shining eyes was enough answer for him.
"Liz always loved carnivals," Claudia smiled.
"Great," Max responded. "I'll just have to… go home, change, and get my camera."
"You always have that camera with you, Max." Claudia stated.
"Yeah, well, I like capturing special moments on film." He smiled, looking at Liz. "Although, truthfully, I wish I had my camera with me right now." Liz glanced down shyly as a hint of pink crept into her cheeks. Max loved when she did that.
~*~
When Max reached his house he was surprised to find his father there.
"Hello, Son." Philip said.
How typical, Max thought. His father always called him son, as if to remind Max that he was more of a mantelpiece than an actual human being.
"Hello, father." Max replied sarcastically. His father seemed not to have noticed his sarcasm, and ruffled his hair. Max cleared his throat, "How was the business trip?"
"I won the case." Philip said casually.
"Surprise, surprise."
Philip smiled as he got a cup of coffee and sat at the kitchen table. He glanced at his son before saying, "Your mother told me you're progressing."
Max looked at his father questioningly, "Progressing?"
"Well, you know. You’re more social."
"Right." Max said.
Michael walked into the kitchen in a white wife-beater and his red boxers, yawning.
"Michael, I presume?" Philip stated, standing up and extending his hand for Michael to shake.
"Yeah, that's me." He said, shaking Philip's hand.
"My wife told me a lot about you, Michael. I hear you're a good artist." Michael shrugged. "Well, I think that we should all have dinner together tonight. Get to know each-other." Philip suggested.
Max and Michael looked at each other, silently communicating an exaggerated sigh.
"Actually, dad, I have plans today." Max said.
Michael continued, "Yeah, me too."
Philip looked at his coffee mug sullenly. "Well, Diane was taking off work tonight and wanted us all to eat together." He said, letting the sentence linger on.
"Well I guess I can take Liz to the carnival later on tonight." Max said. If it meant that much to his mother that they eat together, then he’d do it.
Michael folded his arms across his chest, "Carnival?" He asked Max.
"Yeah."
"I guess I'll change my plans and take Maria there tonight too, since I'll be eating here."
"Okay." Max nodded. He felt selfish again at that moment because he wanted to be alone with Elizabeth that night.
Max called Liz's house and informed Claudia that he would be there later in the evening, around 8:00. She assured him it was okay, and he waited for what seemed like forever for the "family" dinner.
~*~
Surprisingly dinner went well. Diane seemed really happy to be bringing everyone together. Michael was quiet, but still held his mocking demeanor, Philip made conversation, and Max enjoyed the moment. Dinner with his family was a rare occasion. His father was gone most of the time, his mother rarely took off from work, and when they had family dinners it was usually something he felt forced into. Something was changing though. He felt like he belonged in his family. He glanced at his mother as she proudly complimented Max's photography talent, as well as Michael's artistry.
~*~
Once dinner ended, Max and Michael piled into Max's jeep. First they picked up Maria, and she sat in the back with Michael. Max refused to glance towards the back of his jeep in fear of being scarred for life, especially after catching them making out that one day in his house. In retrospect, Max found the memory funny and started chuckling to himself as he pulled into Liz's driveway. He parked his car and hopped out of the jeep. "I'll be right back."
When she answered the door he had to do a double take at her beauty. She looked very natural and content. Her hair was worn down, as it always was, but it seemed to have more life in it. He had this incredible desire to run his fingers through her long dark mane and smell the silky strands. Her pale skin seemed to compliment the darkness of her hair, and she was wearing simple khakis with a black tank top that gave her the 'girl next door' look.
"Liz..." He said, admiring the beauty before him. She smiled, and he continued, "Listen, I'm sorry about having to come later, my parents wanted me and Michael to have dinner with them and-" She brought her finger to his lips to silence him, as if saying he didn't need to explain. She understood. Feeling the touch of her fingers on his lips made Max's heart melt, and a pulsing desire to spread throughout his body. Liz swiftly removed her fingers as she saw his amber eyes darken, and she felt her heart begin to beat erratically. This was a new feeling for her, and as much as it frightened her, it excited her even more.
Max took her hand in his, and began walking her to his jeep. "Umm... Michael and his girlfriend Maria are going with us, Liz. Is that okay?"
She nodded in the affirmative. Max smiled, opening the car door for her.
"Hey, Liz,” Maria said in her bubbly-like tone. "I'm Maria, and you and I, chica, are going to become good friends."
Liz smiled at Maria, actually meeting her gaze. She was astounded at Maria's forwardness and chattiness. For some reason Liz felt that Maria would be a good friend to her. Unlike Tess, Maria seemed like she was an accepting person, and her bubbly personality was unique and different.
The four of them drove to the carnival as the radio decided to play good songs for once. Good songs that Max normally liked, but ironically, all had lyrics that had to do with rain in them. First Garbage's "Only Happy When It Rains" came on. Normally he'd be blasting the song, but instead he quietly switched the station.
"Hey, I like that song." Maria shouted from the back of the car.
Max glanced over towards Liz to see her looking out the window.
"Sorry, Maria," he said just as "No Rain" by Blind Melon came on. This was one of Max's all-time favorite songs. No matter how he was feeling, this song always seemed to cheer him up. He always had this urge to dance when the song was on... but as the lyrics began...
All I can say is that my life is pretty plain,
I like watching the puddles gather rain
And all I can do is just pour some tea for two
And speak my point of view but it's not sane
Max changed the station again.
"Oh come on, Maxwell. That's one of the few mellow songs I actually like." Michael said. When Max refused to change the station back, Liz reached towards the dial and switched it back, turning up the volume.
Max looked over at her and noticed her bopping her head to the beat.
"See, Liz likes it too. Right, chica?" Maria yelled above the noise. Liz began lip synching the song, and Max felt his heart swell. She seemed to feel the same way he did when she heard the song. Soon Maria and Michael could be heard singing with the music…
I just want some one to say to me
I'll always be there when you wake
You know I'd like to keep my cheeks dry today
So stay with me and I'll have it made
And then Max joined in with the others, belting out the next lyrics,
And I don't understand why I sleep all day
And I start to complain that there's no rain
And all I can do is read a book to stay awake
And it rips my life away, but it's a great escape
Escape... escape… escape...
There was silence in the car, followed by Michael and Maria head-banging as the last verse rolled around.
All I can say is that my life is pretty plain
You don't like my point of view
Ya think I'm insane
It's not sane.... it's not sane...
Once they all reached the carnival, Maria stood by Liz and whispered something into her ear. Liz's eyes sparkled as she began to giggle.
"What?" Michael asked.
"Oh, nothing Mikey G," Maria grinned. "Just telling Liz how you could never in a million years win a stuffed animal. You have very bad hand-eye coordination."
Michael glanced over to a booth. There were three pins stacked up, with a bunch of guys attempting to knock all three down with a ball.
"Yeah, ‘cause those games are rigged." Michael said.
"Oh yeah?" Maria asked.
"Yep." Michael responded.
"Then how come that hot guy over there just won one for his girlfriend?" Maria dared.
Michael gritted his teeth, making his way over to the booth.
Max and Liz stood by one another, watching as Michael attempted to knock the pins down. After three failed attempts, Max went up to the stand.
"Let me try." He said, and on the first try, he got it. Liz clapped encouragingly for him after he won, and he picked out a huge white teddy bear for her. She jumped up, wrapping her arms around his neck. Max held onto her tightly, not wanting to let her go. He was in complete bliss just feeling her body pressed up so close to his. She kissed him on the cheek before pulling away.
"Goddammit!!" Michael yelled on his fifth try. "This is a waste of my money."
Maria laughed. "Don't worry, it was worth it to see you all pissed off like this." She grinned.
Michael glared at her.
"Oh come on, you're sexy when you’re pissed," she said.
He seemed to smirk after that.
Liz laughed, watching the interaction between Michael and Maria. They certainly had an odd relationship. Max took the opportunity to wrap his arms around Liz's petite waist from behind and kiss her cheek. What he really wanted to do was kiss the soft pale skin pulsing at her neck. He had to refrain from doing so though.
"How about we go on some rides," Max suggested to everyone. They all complied, with Max and Liz holding hands as they began leading the way to the 'Gravitron'.
"Dude, I am so not going on that ride." Maria began, "That thing gives me headaches. I mean, they are seriously like massive migraines. It's almost as bad as when I'm on my period."
Liz laughed loudly, smiling at Maria's openness. This girl was crazy and she loved it.
"You want to come on it, Liz?"
She nodded, and Max, Michael and Liz began making their way to the ride. Maria pulled at Michael's shirt, "You are not leaving me out here alone with all these creepy carnies around!" Maria scolded him.
"Maria." Michael said.
"Michael... they're eyeing me and it is totally freaking me out. It's like they're…"
Michael pulled Maria into his arms and kissed her passionately, leaving Max with no other option than to avert his eyes.
He looked to Liz, "Shall we?" He asked. The two made their way on the machine, and once they were off, Maria and Michael were still kissing.
"Get a room." Max said, jokingly. The couple broke apart.
"Good thing I decided not to go on that ride." Michael said.
Maria looked to Liz, "See, us girls, we have power." She winked. Her eyes lit up as she looked beyond Liz at the large circular contraption up ahead. "Come on, let's go on the Ferris Wheel." Maria suggested, pulling Michael with her. The group started to walk, but were halted as a familiar voice called out to them.
"Hey! What are you guys doing here?" Alex asked as he and Isabel made their way over to the four of them.
"I should be asking you the same thing." Max gave Alex a knowing look.
Max noticed Liz tensing up. He looked back over to Alex and Isabel. It couldn't be Alex that she was getting uncomfortable around... then he put two and two together.
"Oh, Liz. This is Isabel." He said, pointing towards Is.
"Hello." Isabel said, nodding towards Liz. Liz just smiled shyly, intimidated by her presence. The girl was tall and beautiful, she looked like she could be a model.
"Hey girlfriend." Maria said, hugging Isabel.
Liz smiled watching the two friends embrace.
"Are you guys going on the Ferris Wheel?" Alex asked.
"Yep, Maria's suggestion." Michael confirmed. "And we all know that when Maria wants something, she gets it." The six of them laughed, and Liz started to feel at ease with the now larger group. The tension in her body subsided.
"Well, I'm up for a little stargazing tonight." Alex mentioned as he glanced at Isabel dreamily. "Want to go on it?" He asked her.
She smiled, "Of course, Alex."
The three couples got in their own seats.
Alex and Isabel were watching the stars beautifully masked against the darkness of the night. Isabel's laughter could be heard from the two other couples riding in separate seats. Michael and Maria were kissing avidly, as usual. And Liz rested her head on Max's shoulder, sighing contentedly. Max took the chance to smell her hair. It was a soft, gentle smell, almost like a baby's…
"Baby shampoo." He stated out of nowhere.
Liz looked up at him with a small smile on her lips and the faint raise of an eyebrow.
"Your hair," he said, reaching out to smooth a strand behind her ear. "Smells just like baby shampoo."
Liz giggled and rested her head against his shoulder once again.
"It's a beautiful night, isn't it, Liz?" He asked.
She nodded, closing her eyes.
"The view is great from up here, huh?" Max asked, staring down at her.
She removed her head from his shoulder and looked up at him. He slowly pulled her chin upwards, bringing his mouth closer to hers, but as they parted their mouths, the Ferris Wheel stopped, and a deep voice cleared his throat.
"Time's up," The carnie said.
The two got off the Ferris Wheel and joined up with the others. Maria immediately made her way over to Liz.
"See, those carnies ruin everything." She said a little too loudly, causing the Ferris Wheel worker to give her a nasty glare.
Liz laughed, sparking Max's memory. He brought his camera with him, and now was the perfect opportunity to get pictures of Liz. She seemed so happy tonight, so natural. Almost like she was beginning to fit in again. He could sense her awkwardness every once in a while when Isabel was by her, but he understood that. Isabel intimidated very many people with her cool Ice Princess demeanor. The rest of the night Max captured numerous pictures of Liz with the gang. One of his favorites was with her and Maria. The two seemed to have a silent bond. He had noticed it when he first saw them interact, when Liz met Maria's eyes. That was the first time she actually met one of his friends' eyes.
Max's thoughts returned to the previous night, with Liz trying so hard to tell him something. He wondered what she was going to say to him, and he was honored that she was attempting to talk to him. He was just worried that she would never actually be able to. Maybe she was so used to not speaking that her vocal chords were impaired, or that she would never be able to speak without hyperventilating.
Max turned his head to the ground, deep in thought, but when he felt her hand gently touching his shoulder, and looked up to see her smile of reassurance, he felt comfort. And at that moment he knew somewhere deep in his heart that one day she would talk to him. He felt it in his bones, all he had to do was be patient. Liz Parker was exceptional; he could see it in the way she communicated with the gang and with himself. Especially with himself. Liz unknowingly taught him a lot, and at that moment he felt limitless. He could spend forever gazing into Elizabeth's doe eyes, smelling the soft hint of baby shampoo in her hair, and waiting for her to speak. Max hugged Liz to himself, and Maria grabbed the camera from him.
"It's my turn to play photographer." She stated, winking. The rest of the night, Max's roll of film was full of pictures of him and Liz. Now he couldn't wait to get them developed.
~*~
Michael: It's like we finish each other's...
Lindsay: Sandwiches?
Michael: Sentences. Why would I say...
Lindsay: Sandwiches?
Michael: That time I was going to say sandwiches.
-Arrested Development