Fran got ready for bed and washed her face, trying to rid the puffiness from her eyes. She walked back out into her bedroom and saw the bag of prizes. She poured everything out onto the bed and started dividing up the prizes for the kids. She looked over all the little trinkets and consolation pencils, the necklace for Maggie, and the mini baseball bat for Brighton. She looked at each little ring she would give to Gracie, and the little stuffed dog for her, too. She made three separate piles, and set the rolled up poster next to Maggie's pile. She went to her closet and found a couple more gift bags, then came back and put everything into a separate one, then put on her robe. She headed out of her room to the kids' bedrooms to leave their gifts for them.

She stopped first at Maggie's room and set the bag and poster on her bed, then looked around the room. She tried to imagine Maggie when she was a baby, and a toddler. When Max had said how she was such a good baby, she could believe it. She remembered how shy Maggie was when she met her, and how motherly she was towards Gracie. As she looked around, she saw the small framed picture on her dresser. It was of Sarah, with a young Maggie sitting on her lap. It made Fran smile. Then she saw the picture on the opposite side of the dresser. It was a photo of her and Maggie hugging each other, grinning from ear to ear. They were both dressed up to go to one of Max's premieres. Fran was really moved that Maggie had put a photo of the two of them in essentially the same place as a picture of Maggie and Sarah. She got tears in her eyes again, and tried hard to shake it off. She hurried from the room, shutting the light off behind her.

She headed to Gracie's room next, and turned on the light as she went in. She set the bag on the bed, and took out the little stuffed dog, and set it next to her pillow. She was sure Gracie was going to love it. She looked around Gracie's room, too. She saw that Gracie had neatly lined up the old tubes of lipstick she had given her against the mirror on her dresser. She walked over to look at them, and saw the photos and odds and ends that Gracie had tucked into the edge of the mirror. There were several strips of photos from the photo booth of the two of them, looking like best friends with their silly poses and faces, and one with Gracie kissing her on the cheek. She smiled, remembering the time they took the pictures. She looked over on the other side of the mirror, and saw a locket hanging from a tack stuck into the wood frame of the mirror. She lifted it up and opened it, and saw a small portrait of Sarah inside. She gushed. She carefully closed the locket and let go of it, and looked over everything else. There were ticket stubs from movies they had seen together tucked around the mirror, too, and sitting on the end of the dresser was one of Gracie's favorite picture books from when she was younger- one they had read together many times, even though Gracie was old enough to read chapter books by then. The book was about two best friends, and they both loved the artwork in it.

She got sappy again and shook her head from side to side, she wasn't going to give in to any more tears. She hurried to the door and turned out the light, then headed for her last destination- Brighton's room. She entered the bedroom and turned on his light, then brought the bag over to his bed and set it on his pillow. She turned to leave his room, and took a quick look around. She was imagining him as a toddler, getting out of his room and climbing over baby gates and getting into everything. As she looked around, she noticed something. He didn't have any family photos anywhere she could see, like the girls had. Just a few pictures of Brighton with his friends. She knew he had to have some somewhere, he was such a softie like his father, but he was still in the awkward years and was embarrassed by any displays of affection, especially the familial type. She didn't want to pry, but she couldn't stop her curiosity.

Fran looked around his room, trying to think of where he would spend most of his time when he was in there. She looked at his bedside tables and his bookshelves, then at his dresser. She turned and looked at his desk. If he wasn't reading or working on homework on his bed, he would be doing it at his desk. It's where his computer was, and he spent a lot of time on that. She walked over to it and looked around. Nothing on top of the desk but the computer and a broken mug he was using to hold pens and pencils. She quietly pulled open the side drawers on both sides and found nothing, and saw the skinny drawer in the center of the desk, right over where the chair slid in. She pulled the chair out and then slid that drawer open. There were a few markers there with assorted things like dice and game pieces and a lead toy soldier, but underneath all of that were photos lining the drawer. Most of them were of her and Brighton, or of the whole family. And on the left side were several photos of Brighton with Sarah. She smiled as she looked at them. She hadn't seen these pictures before. There were several basic ones, posed for the camera, and one adorable one of Sarah holding the toddler Brighton upside down by the ankles. Brighton was covered from head to toe in what had to be flour. Sarah was looking down at him, displeased, and Brighton's arms were spread out in victory and he had the happiest expression on his face. It melted her. She wished she could hug that little boy. She looked over at the other photos and smiled. There was one of all of them on vacation, and the rest of them were of her and Brighton together, except for one that was just a picture of her and Max together, dressed up and posed for a picture at a premiere. The ones of her and Brighton were either with her arm around him, or the two of them being silly. He made bunny ears behind her head, or she was squishing his cheeks to give him fish lips, and one where she had her arm around his neck and was giving him a noogie, and he was laughing hysterically. Then there was one where she was standing behind him and had her arms wrapped around him over his shoulders. They were both smiling proudly, and Brighton was holding a certificate in front of him. She remembered that night. It was when he got an award at school for creative writing. She was so proud of him. She looked over all the photos again, and pushed the drawer shut, then slid his chair back in. She was crying now. She got the impression that the children held her at the same level as their mother. She wasn't just their nanny, she was like a mother to them.

She shut his light off and went back around the corner to her room, then quietly shut the door behind her. She saw her big teddy bear waiting for her and she picked it up and squeezed him close, then turned him to look in his face. It was a cute bear, and she liked the wavy black fur it had. But he was missing something. She wiped a tear from her cheek and went over to her dressing table, then pulled open one of the small top drawers. She took out a small tester bottle of cologne- the cologne that Max wore- and sprayed the bear several times, then put the bottle away. She hugged the bear to her again, and all the memories of the day started flooding back. She threw off her robe and climbed into bed, then shut off her bedside light. She buried her face in the teddy bear and let the tears come.

They had such a wonderful time that night at the amusement park. The best time. And then she had to watch Max open up to her about such a horrible time in his life. She had to watch him relive it for the first time in years and years. She felt so bad at all the times he had pushed her away, even when it was obvious he had feelings for her. Now she really understood why. She felt horrible that she had been angry with him, even hurt. She understood now. He was scared to death and was trying to protect himself. He knew he couldn't get into a new relationship without having to talk about all of that, and he wasn't ready to open up about it, especially to anyone who might not stick around. He had to know for certain that if he was going to allow himself to have an intimate relationship, that his new partner wasn't going to leave, and that he had to be able to trust her with all that information. It took everything he had in him to open up to her and tell her the story. It crushed her. He blamed himself for everything that had happened to Sarah- her illness, losing the baby, and then later, her cancer. He surely felt like if they had picked a different place to go on vacation, then she never would have gotten sick, she wouldn't have lost the baby, and maybe… maybe she wouldn't have gotten cancer and passed away. He would have had a completely different life than the one he was living now. They were so young, and he really loved her. To carry the weight of that kind of guilt for so many years…

Fran was bawling her eyes out, and was trying not to make any noise. She didn't want Max to hear, or to see her like this. She had been so selfish, putting her expectations of her ideal relationship on him- marriage, and wanting her own children, without even considering anything he may have been through, even the things she knew he had been through, and how much pain it had caused him. He was a loving, caring man, and he thought he was building a life with Sarah, which was all he ever wanted. And to have an unborn child, and then his wife, be taken away from him… she couldn't fathom how much that must have hurt. It hurt him to his core.

She was beginning to understand so much more about him now. She felt so much more compassion for him. She loved him so much. But if they were able to start a relationship- she didn't want it to be temporary. She wanted him forever. She needed to be the one to take care of him, and love him, and be loved by him. But how could she expect him to want children with her? How could she put him through all of that fear again? Was she going to have to put that dream aside in order to be with him?

Her heart was hurting so much. She wished he was with her right there, in her arms, instead of the bear. She had wanted to hug him so hard when she told him to go to bed, but it felt like an intrusion. She knew they both needed some time apart, to process everything that just happened. She just needed to let him have a breather, and know that she wasn't going anywhere. She was his best friend, and she wanted to show it, but she couldn't. Not yet. Maybe they both needed to cry their eyes out some more before they could come back together and talk again.

She continued sobbing until she was exhausted. She clutched her new bear tightly as her breathing slowed and she began to drift off. Finally, she fell asleep.

Max sat on the side of his bed, slumped over, watching the low flames in his fireplace. He was trying to process the conversation he just had with Fran, and how much of a contradiction it was to the fun they had on Coney Island. He was mentally and physically exhausted. He wished he could talk more with her, but it was already a bit overwhelming as it was. They really did need to get some sleep and let everything sink in. But he really hoped Fran was going to be okay with the things he told her. And he hoped she understood how those things had affected his behavior towards her. He didn't want them to affect his behavior any more. Now it was out in the open, at least as far as Fran was concerned. But part of him still worried she might distance herself from him.

His stomach twisted. He knew he had to tell her everything, but it still scared him. He knew it could deeply affect the relationship they had from then on. He was pretty sure she would still be a friend to him, but would she want a relationship with him? It scared him to think about it. It made his heart ache, and he knew he better shift his mind to something else quickly before the tears came again, but he couldn't seem to do it. The more he tried not to, the more the tears came. He had blocked so much from his mind over the years, that opening that door just sent everything flooding out. So much hurt, and worry, and guilt, and loss. He finally gave in to it and let himself cry. Really cry. He crawled into his covers and pulled a pillow around his face. He didn't want to take the chance that Fran might hear him. He knew it hurt her to see him choking up earlier, but a full blown cry- he didn't want to put that burden on her. And he knew it would make her cry, too, and that would crush him.

He cried pretty heavily for about fifteen minutes until it felt like he had no more tears left. It drained the last of the energy from him, and as he wiped his eyes, he began to yawn. He reached for the controller to the fireplace and shut it off, then rolled back over and pulled the covers over him. He yawned again, and little by little, the memories that hurt him so much began to fade from his mind, and he drifted off to sleep.