Liz is unnerved by her strong desire for Max and the visions that come when they kiss - visions that lead to a glowing orb in the desert.

Max develops an uncontrollable attraction to Tess that includes intense sexual daydreams, and Sheriff Valenti learns that Topolsky was killed in a suspicious fire. Meanwhile, someone has secretly placed a video camera inside Michael's apartment.

Duplicate versions of Michael, Isabel and Tess come to Roswell after killing their king Zan, to urge Max to attend an important interstellar summit in New York City, but they have their own agenda; Ava stays behind in Roswell.

Max is hit with a one-two punch after he discovers that not only is Tess pregnant with his son, but that the baby cannot survive unless they return to their home planet. Liz, Maria and Michael work together to unravel the mysterious double life of Alex. Isabel and Kyle explore her powers as they play pranks on Max and Kyle dreamwalks with a Playmate.

Max and Liz are arrested and jailed for holding up a convenience store. Meanwhile, Isabel has a secret affair with a handsome attorney, and Michael tries to straighten out his life.

With Alex's ghost as her guide, Isabel must finally confront her fears about love and her conflicted feelings for Jesse. Meanwhile, Maria happily discovers a whole new, human part of Michael in, of all places, a bowling alley, and Liz and Max struggle to remain together despite her father's insistent disapproval.

When Liz begins to undergo some strange, alien-like changes to her body, she decides she needs to get as far from Max as she can. In order to separate from him she must leave Roswell to go to boarding school in Vermont. Meanwhile, Maria gets offered a recording contract in New York, but she isn't sure she likes what the record label people are doing to her music to make it "popular."