"Max, look out

"Max, look out!" she screamed.

Max Evans had barely registered the warning…or the headlights of the car rushing at him, before he was knocked out of the way by a small, dark blur. Max went flying and didn't see the collision, but he heard the sickening thud, and a voice – one he'd only just recognized – crying out in pain. He landed on the pavement and rolled, coming up in time to see the car's taillights speeding off into the distance. He looked over and saw her lying there, in a crumpled heap in the middle of the road between him and the Crashdown, and his heart seized. "Liz," he breathed.

He started toward her, but was distracted by another car racing up the street coming from the same direction the first car had come. In moments only, the car would be upon Liz. Sprinting to her fallen form, Max hooked his arms under her and lifted her from the ground, running out of the way of the second speeding car just in time. He watched it speed off in the direction the other car had taken, and then looked down at Liz. It wasn't good. She was semi-conscious, and obviously in pain. Hospital, he thought, I have to get her to the hospital… But was as if he could sense her injuries through their contact….and he didn't think he would have the time to get her there alive. Crossing the street back to the Crashdown, Max kicked the door in ahead of him. He carried Liz in, barely noting the door swinging back to close behind him. Max laid Liz down on the counter and ripped off her jacket. Just before he put his hands on her skin, Liz's eyes fluttered and she saw him. Alarm mingled with the pain on her face, as she cried "No, Max!" She flinched away from him, and Max looked at her, surprised.

"What are you doing?" he asked, "You're hurt."

"You can't," she said, coughing. Liz's arm hurt terribly; she thought it might be broken. Worse, though, was the feeling she had of drowning. It was getting harder to breathe, and she was afraid there was blood in her lungs. Something was seriously wrong with her. She felt...broken. But she knew she couldn't let him touch her. If he healed her again, they'd flash, and he might see the truth. The truth about her and Kyle, and about the future. He reached for her again, and she pulled away as much as she could. "Don't touch me," she pleaded.

Max almost stopped. Almost. He'd never heard such fear in her voice before. After everything, his first instinct was still to trust her. But she'll die if I don't! he thought. I have no choice…. Reaching out again, and trying to ignore her desperate attempts to stop him, he placed his palm on her chest, above the neckline of her uniform, and over her heart; his gaze locking with hers.

~Flash~

…Max saw himself…older and grimmer, peering in through the window in Liz's room…

…that other Max's face…pained, but urgent, saying to Liz "I need you to help me…fall out of love with you."

~Flash~

…" What's about to happen over the next few days is critical to the history of this planet…things between us are about to change...grow deeper. We become inseparable, and nothing comes between us ever again…"

"Tess eventually left Roswell…and it turned out she was critical to our survival."

~Flash~

…watched through Liz's eyes as she looked from the older Max standing next to her in the Congresswoman's office, to across the street where he himself was sitting down across from Tess.

…saw Liz, crying on her patio at having had to hurt him…

~Flash~

…Liz sliding under the covers of her bed next to Kyle…clad in a towel…

…his own face, looking back at her in horrified realization as he leapt to the conclusion she'd needed him to……

~Flash~

… "we eloped…we were nineteen." ……

… " Don't you realize what you are to me...and you're always gonna be? You're the love of my life. Everyone else is gonna be second best. There'll never be another you…"

~Flash~

Breathing heavily, Max broke contact…falling backward and knocking into a chair, sending it falling to the floor. The harsh sound ended in an abrupt silence, and his eyes were wide with shock. Chest heaving with each ragged breath, he grappled for a moment with what he had seen and felt. He couldn't take his eyes off Liz – who's own eyes were large and round with fear.

She had sat up in a reflexive action as he'd backed away from her, stunned, and their eyes met. She saw the sudden knowledge and pain in his, and realized. He knows! Suddenly a dam broke within her…the wall of lies that she had been hiding behind had come crumbling down, and something inside her cried in relief, even as another part of her died. Unable to look at him, Liz's gaze dropped to her arm, which was fine now. In fact, she was fine now, the physical pain in her chest was gone, and she could breathe again. But suddenly…everything else hurt so much more.

Max still stared at Liz, who was looking everywhere but at him. He thought it looked like she might be crying, but he couldn't tell. Concern for her managed to break him out of the temporary shock he'd been in, and he was finally able to speak. "Liz," he started, but his voice broke and he had to clear it and try again. "Liz…..look at me." Liz didn't move; kept her head down with her long hair obscuring her face. Max stepped forward and grabbed her arms, forcing her to look at him. Indeed, her eyes were filled with tears. It was true then. Anguish filled him as he let go of her, stumbling back. The truth hit him like a ton of bricks…she hadn't slept with Kyle. For a moment everything else…the pain of knowing what would happen if they were ever together…even the future that they would have had together - lost now…all of it melted away as he realized that fundamental truth. She did love him, and hadn't slept with Kyle. The realization left him weak with relief. After a moment spent trying to control himself, he asked "Why didn't you tell me?"

Liz looked up at him, tears running down her face freely, and he remembered the rest of it. "You were never supposed to know," she whispered. "That's what you…..he…said. You couldn't know."

Silently, she pushed herself off the counter, but didn't move forward from it. She stood with her back to the bar, looking at the ground again. "The way things happened…it was the way it had to be. I've ruined that, now…" her voice trailed off as fresh tears built up in her eyes.

"No," Max interjected angrily. "It was wrong of him…wrong of me to do that to you. What happens to me…what happens to my people…it's not your responsibility! He should have come to me."

"He couldn't," Liz said. "He said there was a reason why he couldn't come to you. Something about the same person occupying the same space….a reaction. He said he came to me because I was the one he trusted."

Max looked at her silently. He believed her. He did trust her. And through her memories, he could see himself saying it. Though he thought he knew the real reason he couldn't come back to himself to change the future….how do you convince yourself not to love the woman you've spent the last twelve years married to? How do you tell yourself not to love someone, when you yourself love her? Max looked again at Liz, in awe of what she had done…for him. For everyone. Even as part of him dreaded the future that he now knew was a reality if he and Liz were together, he was still relieved that she hadn't slept with Kyle. Somewhere in his heart of hearts, he'd believed that she would never betray him like that…and now he was proven right. He was moved, and humbled, and suddenly desperate as he realized that it didn't make any difference. That even though he knew the truth now…this was the way things had to be. He knew it, but he couldn't accept it. He still loved her. No…there had to be a way…had to be something they could do to change things. He opened his mouth, wanting to tell her everything he was feeling, and didn't know where to start. "Liz…"

"Oh God," Liz breathed as the ramifications hit her fully, "I've ruined everything. Everything that you came back for….everything I did. All that pain…for nothing."

"No," Max said…desperate. "Don't you see? Somewhere inside of me I knew you hadn't….that you wouldn't do that to me. I still...love doesn't just go away, Liz." He took a long, shaky breath. "I've always loved you…I always will."

"No, Max!" she cried. "Don't you see you can't?! You've seen through my eyes! You know the future!"

Max stepped forward and brought his hand to her face…caressing her cheek lightly, reverently with his fingertips. "My future is with you," he said.

Liz just looked up at him…her expression agonized. "Your destiny is with Tess."

Max stepped back, stunned. "Tess isn't you," he said in a low voice. Repeating what he'd said to her in the Congresswoman's office, and meaning it just as much. "Tess could never be you." Liz just looked at him, her expression reading defeat…and worse yet, apathy. It said to him: There's nothing we can do. No matter what we want, no matter what we do, we can never be together.

In a sudden fit of anger and despair, Max hurled over the table he was standing next to…sending the chairs around it flying, making a racket. Liz started involuntarily at the noise, and he closed his eyes and clenched his fists, trying to control himself. This just wasn't fair! His eyes snapped open. "It's not our fault," he said. "Everything that happens in that future happens because Tess left. It's her leaving that weakens us…her loss that leaves us unprepared when the time comes."

"It doesn't matter," Liz said. "None of that matters. How can we even argue semantics when there are lives at stake? Isabel and Michael's lives? Thousands of innocent people?"

Max met her eyes…angry at the truth of what she was saying, even as he knew she was right. It didn't make it any less painful, however. "So you can just do it?" he asked bitterly. "You can just stand there and watch me grow closer to Tess? Watch me fulfill my destiny, and not care? Just stand by and not feel anything?"

Liz's face fell, and her eyes welled up with tears again. "That's not fair," she almost whispered. "You know how I feel….you know it."

Max immediately wished he could take the words back. Without thinking, he moved forward and took her in his arms. She resisted a little at first, but then allowed herself to be held by him. How can so much pain and death come out of something that feels so right? he wondered. As she sobbed into his jacket, he lightly ran his hand down her hair. He felt tears in his own eyes as he realized that she was right. No matter what they wanted, the ending had to be the same. Melancholy settled over him as she pulled back to look at him. Touching her face, he said tenderly, "How can I lose you again? How am I supposed to live without you now that I know how happy we would have been? How can I give up…my wife?"

Liz closed her eyes and held his hand to her face. "Oh God, Max, that's why you were never supposed to know…" She opened her eyes again only to be drawn into his gaze helplessly. Slowly, almost of their own volition, her hands encircled his neck as he dipped his head down to meet her and they kissed. He held her gently to him, and she threw her whole heart and soul into the deep bond between them, feeling his pain and yearning matching hers, before breaking away.

Max felt like his soul was ripping in two as she tore out of his embrace, and he wasn't even aware of the tears on his own face as he met her gaze. He tried to say her name but couldn't, as she continued to back away from him. Bursting into sobs, she turned and ran through the door to the Crashdown, and out into the night. Max stood there alone, his emotions swirling around him in a savage maelstrom. Slowly, almost unaware of his own surroundings, he too left through the door…a man in love without a shred of hope.

In the silence that was left, a form gradually emerged from the nothing. Tess stood alone in the Crashdown, having remained invisible by use of her powers all throughout the scene between Max and Liz. She walked over to the counter where Liz's jacket still lay, picking it up thoughtfully. As much as Liz's presence in Max's life had previously angered Tess, she couldn't help but be moved by what she had just seen…the hopelessness in their eyes. They really love each other… she thought. And then… I cause people to die? Isabel and Michael? Tess walked out of the Crashdown, carrying Liz's jacket, deep in thought.