Angels Fall First

The drive back to Blackwell gave Kevin plenty of time to collect his thoughts as he followed Chloe's truck through the twisty backroads. He had never heard of any FBI team that investigated paranormal activities other than the X-Files television show. But why would he have heard about them? If they were anything like the divisions in TV shows, they were top secret. Classified.

He had initially found it unusual at how quickly the FBI agents believed Max but, when he thought back, he supposed that he had been right about Olivia noticing Max use her powers in the diner. She's like me then… what does that mean? And what is going to happen if they find something weird in my blood… or Max's? Are they going to arrest us all and make us disappear? Even though things had gotten off to a rough start everyone had seemed to get along well enough in the end. He had even warmed to Charlie, despite their initial encounter.

Even though he didn't want to admit it, he was scared. In the beginning, everything had seemed like a dream or some crazy adventure. But now that a group of FBI agents was involved, everything seemed so much more real. Max's powers were obviously more interesting than his were but what if they figured out what was wrong with him and they didn't like it and they felt like he was some sort of threat?

No, there's nothing wrong with me... and there's nothing wrong with Max. I hope. As his thoughts turned darker, he worried about what was in store for them. He hated the feelings of uncertainty that were creeping into the back of his mind and he hated not having all the answers even more. The FBI agents, who seemed to be experts on these sorts of things, hadn't been all too helpful in explaining what could be going on.

The foreboding warning that they gave Max concerning her powers repeated in his head over and over again. He hoped that she would heed their warnings, not just for his sake, but for whatever else might be at stake.

Exhaling loudly, he brought his vehicle to a stop at a red-light. Unsurprisingly, Chloe had sped up to blow through as the light changed from yellow to red. As he impatiently waited for the light to release him, he contemplated skipping class and wondered if Max would do the same.

He didn't normally seek out alcohol when things got rough but as his thoughts troubled him further he decided that this situation didn't exactly qualify as normal. The light turned green, bringing an end to his warring thoughts.

Even though the traffic light was simply a passive observer, it had assisted in putting his mind at ease on one matter. He would not go to class. He was going straight to his dorm to have a beer… or two.

Several uneventful minutes later, he quickly maneuvered his car into the Blackwell parking lot and he parked his vehicle and jumped out. As he began to walk away from his vehicle, he felt as if he was forgetting something and when he turned around he froze for a moment. Not only had he not parked for a quick exit, but he had left his car running.

Hands trembling, Kevin slowly got back into his vehicle. He methodically fixed his parking job and made sure that this time he shut everything off properly.

He exhaled a sigh that came out more like a strangled groan. His keys jangled in his shaking hand and he did his best to calm himself, resting his head against the steering wheel. A reserved, yet persistent tapping tore him out of his meditation but he relaxed. It was only Max. He gathered himself up, stumbling only a little as he exited the car. The door closed with a thump, loud in the quiet parking lot. Max studied him worriedly.

"Thinking about skipping class?" It was a little spooky how she had read him so well. He simply shrugged in response and she eyed him thoughtfully for a moment. "Well, if you do, you won't be able to turn in that picture you took for the contest." Smiling grimly, Kevin regarded Max for a moment before he turned away.

"Yeah." He managed just one word, which surprised him nonetheless. Shoulders slumped slightly and his head hanging low, he made his way out of the parking lot. Max was close behind him and he could almost feel how worried she was but his thoughts soon turned inwards as they continued to walk along in silence. The moment of choice was soon approaching as they neared the front entrance of the school. He could continue on past and head to the solitude of his dorm or he could turn left and head to class. As if sensing his hesitation, Max chimed in again, her voice taking on a much more playful tone.

"Well, I guess I'll just win the contest by submitting that photo of you and Kate." You'll have to do better than that Max Caulfield. "And not make you a copy." Her words hung in the air behind him and from her tone of voice, Kevin could tell that she was certain that her words struck home, which they had, damnit! Kevin turned on his heel to face his triumphant looking friend.

"Alright, fine. You win!" Max smiled deviously as she taunted him with the photograph, waving It playfully through the air in front of him. "But I left my bag in my room so I've gotta go grab it before class anyway… don't worry, I'll be there!" He called the last words over his shoulder as he jogged off to his dorm with a new sense of purpose planted firmly in his chest.

"You better hurry!" she called after him quite unnecessarily as he quickened his pace. She must have sensed the darkness eating away at him, but she had expertly cast it out. Despite his lingering feelings of uncertainty that still plagued him, he felt refreshed. Thanks, Max.

Due to the small campus, it hadn't taken him long to reach the dorms and despite the few looks that other students cast his way, he made it to his room and retrieved his bag in no time at all. Double-checking to make sure that the photo was still safely tucked away inside his bag and that everything else was in order, he left his room and rushed out of the dorms.

As he quickly made his way back towards the main campus, he felt the last remnants of the darkness dissipate and a new sense of elation took hold. This picture of Max and Chloe is perfection. Max and Chloe... He nearly tripped over himself as his thoughts trailed off. Unable to resist, he stopped at one of the nearby picnic tables and set his laptop bag down, hastily opening it. There was something he had missed, something he had captured in his photograph without noticing.

Max and Chloe… not really sure why he hadn't seen it before, he stared longingly at the picture in front of his face. The picture wasn't perfection at all… the picture had simply captured perfection. The hidden chemistry between Max and Chloe that was slowly leaking out and taking shape had been captured in his photograph. Do either of them know yet?

He thought harder on the subject as he slowly returned the picture to the safety of his bag and quickly decided that Chloe knew or at least subconsciously knew. He didn't have time to contemplate the matter though, already on the verge of being late for class. He secured his bag around his shoulder and set off at a sprint. Max and Chloe…

As he bolted through the main entrance to Blackwell, he nearly ran into Kate Marsh who seemed oblivious to the world around her. She wasn't okay, not at all. Something was wrong and he desperately wanted to call out to her as she continued on, but the words stuck in his throat.

Before she was out of sight, he caught the flow of tears down the side of her face. The physical embodiment of her suffering only partially marred her beauty, her suffering wreaked havoc on his heart. He stood rooted to the spot. All the air had been sucked out of his now burning chest, only allowing him shallow, painful breaths. Momentarily unsure of what to do, he wrestled with his uncertainty until he finally made up his mind. Turning the corner towards the classroom, his determined march must have caught Mr. Jefferson's attention because whatever conversation he and Max were having outside of the class, he immediately cut short.

"Ah, Mr. Anderson… heh… Matrix quote unintended… is everything alright?" Ignoring his teacher, Kevin reached inside of his bag and retrieved his entry for the 'everyday heroes' contest and thrust it towards Mr. Jefferson. His teacher hesitantly accepted the photograph, examining it. As soon as it was out of his hand, Kevin spun and nearly plowed into Max as he charged after Kate. Max nimbly dodged out of his way, but managed to grab hold of his hand all the same. Turning to face her, he checked his movement. Her face was full of worry.

"Kate?" Max asked cautiously and he gave a short, grim nod. Max kept a firm grip on his hand. Mr. Jefferson interrupted, entirely too caught up with himself to notice the moment between his two students.

"My, my... what an excellent eye you have, Kevin. The lighting, the focus, the emotion. I must admit, even though I am surprised by your choice of models, I approve." Turning to Max, he straightened his glasses and eyed her approvingly. "Such innocence, my dear Max. I hope you plan to continue modeling as well as your pursuits in photography. It would be interesting to see what else you are capable of." Mr. Jefferson checked himself as he was about to say something else and reached down into his pocket and withdrew his buzzing cell phone.

"If you'll excuse me, I have to take this… Why don't you two take your seats and get ready for class?" And at that, he turned away and walked a short distance from them and answered his phone. Max motioned towards the open door with her head and gave Kevin's hand a slight squeeze before she released it and disappeared into the classroom. Sighing heavily, Kevin cast a final look down the hall as his thoughts went to Kate one last time. What were you going to do anyway? You fool. Shaking his head, he followed Max into the classroom and gloomily made his way to his seat.

There was a facedown photograph on his desk and, as he threw himself down into his seat, he turned it over and smiled. Max had made good on her promise and made him a copy of the picture. I'm shocked that she turned it in at all, honestly. Admiring the photograph released a resurgence of guilt. I should have gone after Kate. She's probably back in her dorm by now anyway. I still should have gone after her. Damnit. As he tucked the picture safely away into his laptop bag, he noticed Warren enter the room and nodded to his friend as their eyes met. Warren returned the nod and made his way towards Max's desk. Turning away, he exhaled sharply and looked out the wide windows covering the right wall of the classroom. He did his best to clear his mind before the class started.

After an indeterminable amount of time, Mr. Jefferson returned and quickly took order and shooed out everyone who wasn't supposed to be in his classroom. Warren and a few other students hastily made their retreat and even though he did his best to remain focused, Kevin's attention soon wandered. As Mr. Jefferson droned on, his thoughts went back to Kate and he silently cursed himself for his inaction. Suddenly one of the jocks burst into the room and before Mr. Jefferson could react the interloper called out to everyone in the class.

"Yo! Some crazy shit is going down at the girls' dorm! Check it!"

"Zachary, do not come into my class like that ever again-" and with that, despite Mr. Jefferson's protests, the class quickly emptied. While his classmates left the room in a mass exodus, Kevin shrugged and remained seated. However, as Max slowly rose from her seat and collected her things, his interest rose slightly. Mr. Jefferson turned to look at his two remaining students and shook his head slowly.

"Well, at least you two are still here… I suppose a class of two is better than-" Their teacher was cut off mid-sentence as Max darted out the door and headed after the rest of the class. Speechless, Mr. Jefferson turned towards Kevin and sighed heavily as he removed his glasses to clean them for a moment. As he put them back on, he motioned towards the door, resigning himself to an empty classroom.

"Class dismissed…"

Kevin grabbed his laptop bag and bolted out the class and tore down the hallways like a force of nature as he tried to catch up to Max and the other students. Barely noticing the light rain that fell around him, he ran through the mostly empty campus. He felt his stomach tighten as a dreadful sense of foreboding crept into his mind.

The open area in front of the dorms was crowded students who were excitedly talking amongst themselves and most of them were looking up towards the roof. As Kevin followed their gaze, he felt his heart go cold as he watched in what seemed like slow motion as Kate stepped off of the edge of the roof and fell.

"Max!" Kevin found himself screaming, hoping that she was nearby. Kate plummeted towards the earth and she hit the ground hard—cries of shock and surprise erupted around him. He felt something within his soul break. Thankfully that pain was replaced with one more familiar, though more intense than ever.

A shockwave of intense agony rippled through his body and an entirely new sensation attacked him. Kevin doubled over as searing pain tore through his head and he watched Kate's fall in reverse. But as soon as she was back on the roof, she dove towards the ground. Screaming from the torment, he found himself on his knees as his entire body shook.

The blinding torture only intensified as he slowly curled up on the wet grass. Unable to breathe, his screaming faltered to a pathetic whimper as he felt time shift again and again. He was drowning in an ocean of suffering and just when he felt as if he could take no more, his mind breached through the surface. The ringing in his ears stopped immediately and he felt numb as the pain vanished. As he uneasily got back to his feet, he became acutely aware of several trickling sensations all over his face.

After a few sensitive inspections with his hands, he discovered that not only was his nose bleeding profusely but he also had blood trickling out of his ears. As he stared in horror at his bloodied hands, he immediately became aware of the piercing silence that was overwhelming him. As he looked around, he froze in shock.

Everything and everyone around him had frozen in place. Every single person stood motionless. Individual droplets of rain hung suspended in the air. His heart and mind raced as he quickly became overwhelmed by the scene. Taking a tentative step forward, he nearly fell over himself in surprise when he heard someone grunt in effort.

"Max!" Calling out to his friend, he rushed through the motionless forms of his peers and found Max struggling to stay on her feet as she held her right arm out in front of her. Her entire body was shaking from effort and thick red blood trickled out of her nose, slightly diluted by the wetness of her face.

"Kate." Seemingly oblivious to him, Max struggled a few steps towards the door to the dormitories and nearly collapsed. Kevin's eyes shot towards the roof where Kate still stood frozen in place. "We have to get to Kate," Max pleaded weakly.

Needing no further encouragement, and no longer worrying about anything but the task at hand, Kevin scooped Max up in his arms and carried her towards the dorms. He kicked the door open and tore through the halls towards the stairwell.

Bursting into the stairwell, he attacked the steps with fury and his ears were assaulted by the heavy echoes of his efforts as they contrasted starkly against his eerily silent surroundings. Each successive step drained him and his arms began to burn with effort. Max shook in his arms and struggled against her own inner turmoil as he bounded up the stairs. Gasping every so often in pain, her suffering steeled his resolve even though his strength was faltering at an alarming rate. As he reached the top of the stairs, his resolve failed him completely and he collapsed heavily on the landing.

Max untangled herself from his arms with some effort and struggled to her feet. Kevin watched as she wrestled with the heavy door that led out onto the roof. As she opened it, the dull light from the overcast sky washed over him. He could see Kate on the ledge of the roof, still frozen in time like the rest of the world.

Kevin's vision clouded as darkness flirted at the edges of his vision. His hold on consciousness unsteady, he nonetheless felt reality reform as Max struggled with her powers. Kevin found it odd that he could feel her attempts to time shift but to his surprise and elation they weren't causing him any pain. As his vision slowly faded to black, he saw Kate turn around to face Max and her eyes went wide with surprise.

"Kate…" Her name came out of his lips like a ghostly whisper as he willed himself to remain awake but in the end his efforts were futile as the darkness closed around him.


Kevin awoke with a start and it took a few moments for him to realize that he had just been dreaming. Realizing quickly that he wasn't in his own bed, he scanned his surroundings for clues. Looking to his right as he slowly pushed himself into a sitting position, he relaxed immediately. Above and to his right, a string of electric Chinese lanterns hung along the wall that was covered in a collage of polaroid photographs.

This has to be Max's room… but why am I here?

His memories returned to him in a flash, but they only added to his anxiety. Quickly jumping out of Max's bed he became overwhelmed by a wave of dizziness as he tried to stand. Exhaling slowly, he sat back down and did his best to keep his unsteady feet firmly planted on the still moving floor.

He remained like that for several moments until a snuffling sound caught his attention from the far right of the room. Looking over, he discovered the source of the disturbance to be a pet white rabbit rustling about in its cage. I'm not sure if I'm surprised that Max has a pet rabbit or if I expected it. Cute little guy though. Kevin plunged his face into his hands and willed his dizziness abate.

As he sat, fragments of his dreams returned to him in a disjointed mess. He had perfectly recalled everything only moments ago, but now there were only fragmented images that made little sense. Images of white armored soldiers, strange craft screeching through the air, a strange city half destroyed and on fire, a man in black wielding a glowing sword, but the most prominent image he recalled was a terrifyingly realistic image of Chloe laying on the ground, covered in blood.

Shaking the image out of his mind, he ran his hands through his thick hair. It would soon be time for a haircut. His bangs were almost in his eyes and his hair was beginning to overcome his ears. His musings about his hair weren't doing enough to distract him from the lingering images of his nightmare so he focused on his surroundings.

Off to his right, Max's desk had a small laptop that sadly didn't seem to be designed with gaming in mind. Between the desk and the bed, he noticed a small dresser perpendicular to the bed that was tucked away in a fold of the wall. The top of the dresser was dominated by a large stereo and above the dresser was a large wall mounted shelf that was filled with textbooks.

Even though the room's lack of symmetry bothered him, he liked how she had managed to compensate for it and maximize the amount of space she had. To the left of her desk was a small shelving unit that had various odds and ends haphazardly stored within. In between her desk and the shelves, there was a stack of CDs which bothered him even further due to its apparent lack of sensible order.

Further to the left was a large leafy green plant—apparently named 'Lisa', denoted by an adorable name tag on its base. He didn't know enough about plants to know what type it was, but he did know enough to notice that it was well watered and healthy. A large water bottle sat on the windowsill directly behind the plant. Why buy a watering can when oversized bottled water exists? Very efficient, Max. The large rabbit cage was on the floor next to the plant but along the adjacent wall. The sole occupant of the cage stared back at him with interest, its nose twitching rapidly.

Behind the rabbit cage was the room's wall mounted heating unit and directly to the left was a small lime-green end table that clashed with the rest of the room starkly. The damned thing was just too bright, it just didn't fit in with everything else. A large black ergonomic lightweight couch with a wooden frame filled the rest of that side of the room. Kevin was surprised because even the introverted Max Caulfield had a couch in her room.

Am I the only person here who doesn't have a damned couch in my room? To his further surprise, he noticed an acoustic guitar leaning against the left side of the couch. I'll be damned. A photographer, a musician, and a time-bending magician, I wonder what else she can do?

Shaking the thought from his head, he contemplated again at how Max hadn't developed an interest in gaming. The act of playing instruments and playing video games utilized the same part of the brain, so perhaps she just had never been introduced to them? Shrugging, he peered into Max's half-open closet to the left of the couch was filled with faded jeans, cute and quirky T-shirts, and bland hoodies, he had never seen her wear anything but.

A small mirror to his left, just to the left of the room's single door, reflected his haggard visage. Holy shit, I look like hell. I'm almost as pale as that rabbit. Looking away with discomfort, his left hand brushed against something soft and he turned to look and smiled. Of course, Max has a teddy bear in her bed. Adorable. Turning to gaze outside of one of the room's two windows, he was pleased to see that the gloominess of the rain had passed and that the fabled 'golden hour' was fast approaching. He wondered absentmindedly how long he had been unconscious and how Max had managed to transport him here after—

His thoughts froze in his head as a new wave of anxiety flooded through him. Kate! Feeling sick, he struggled to his feet and made a second attempt to stand but after a few unsteady steps, he collapsed onto Max's couch and made no further attempts to move. What the hell is wrong with me?

Wondering exactly how much blood he lost from his earlier experience, Kevin probed his face to discover that Max must have taken the time to cleanse his skin of the gore that marred it. His thoughts went back to Kate, his stomach turned over on itself. The lump in his pocket that was his cell phone finally added itself to his awareness. His unsteady hands fumbled with it and he saw a score of missed calls and text messages.

Several were from Olivia but he skipped over those and went straight to the half a dozen that Max sent him. Relief flooded over him as he read the first message: Kate is safe. Skimming over the rest, he discovered that, according to Max, Nathan Prescott had been suspended. Better yet, Kate was safe and sound and headed for the hospital for recovery. Her final message insisted that he rest and not worry, she would explain everything when she returned. Kevin took a moment before checking the rest of his messages as a new feeling of warmth spread throughout his body and his mind found a sense of peace. Kate was safe.

The missed calls had all been from Olivia and all of her text messages were concerns related to the moment when Max had used her powers to freeze time. Shaking his head, he wondered how Olivia's experiences during the event had compared to his own. She and Charlie were on their way to Blackwell, so it couldn't have been that bad. Almost every message implored him to contact them as soon as possible.

Sighing, he realized that his lack of responses had probably caused a great deal of worry but then again, they also had Max's and Chloe's numbers as well. Chloe wouldn't have been very helpful but Max surely would have told them something. Mentally shrugging, he supposed that everything would be sorted out once the FBI agents arrived, if they hadn't already. He sent a quick text to Olivia to let her know that he was okay. He was immediately rewarded with a response acknowledging his message and she reported that they were a few minutes away. He started to tap out a response but nearly dropped his phone as Max burst into her room.

Her eyes immediately went to the bed and flashed in panic when she found it empty. With such a small room to search, she caught sight of him sprawled on the couch after only a few seconds of distress and relaxed.

"Oh, thank goodness. I… we were so worried about you!" She quickly shut her door and proceeded to hover over him with obvious concern. "Are you feeling any better?" Even though it had been almost impossible to not notice Max's correction mid-sentence, he didn't have the strength to tease her about it at the moment.

"We? Who's we?" he asked instead and she sat down next to him much closer than he would have expected.

"Everyone! Me, Kate, Olivia, Warren, the other agents—" Kevin raised a hand to stop her and she trailed off.

"Kate?"

She smiled knowingly as he focused on one name in particular. "Yes, Kate! She saw you passed out on the stairs after I talked her off the ledge and she was super concerned. I… didn't know what to say when she saw all of the blood so I just told her that you passed out running up with me for some reason and must have hit your nose when you fell… I know it's lame but I didn't know what else to say!"

"No, it's fine." Even though it indeed was a lame explanation and it really made him seem pathetic, it probably had been the best explanation. Max relaxed slightly but she must have seen the look of disappointment spread across his face because she nudged him playfully and smiled.

"Don't worry, she still thinks you're her 'everyday hero.' You totally have to visit her in the hospital though. She was really worried about you. Oh, and sorry about bringing you here… Kate helped me carry you down here. She's way stronger than I am but you're still super heavy and my room was closer than yours."

"Max, it's fine. I was confused at first but when I saw your photo wall I realized where I was. I'm not sure if I'm surprised that you have a cute little bunny or not though."

"That's Alice. She's Kate's. I'm looking after her while Kate recovers." Max turned to look affectionately at the rabbit and when she faced him again she wore a troubled look. "I hope she'll be okay…"

Kevin instinctively put his arm around Max to comfort her and she accepted the embrace and rested her head against his shoulder. Despite the comfort that he felt from the hug, he felt a little awkward and like he was stepping over a boundary that he shouldn't be. Max must have felt the same way because she let out a sigh and broke the silence.

"Warren would get super jealous if he saw us like this," mumbled Max. Kevin smiled despite the awkwardness and even though Max had felt it too she had made no effort to move away.

"You mean Chloe, right?" he asked. Max stiffened and pulled away. He smiled as he saw her flush a fiery red. "I knew it!" He declared in triumph and was rewarded with a stern glare from his friend.

"What are you talking about?" she asked, unwilling to admit anything yet.

"Come on, Max. You two are totally crushing on each other!" Max's face lit up for a moment but quickly became shrouded in doubt.

"Really?" She sounded hesitant yet hopeful. It was as plain as day now. She had at some point or perhaps had always thought of her best friend as something more but for any number of reasons hadn't realized it or had felt that her feelings weren't being reciprocated.

"Yes, really! Every time I get close to you Chloe gets all tense and protective. She's totally into you." Max's face brightened as he spoke and a warm smile spread across her face. Her posture relaxed significantly as she seemingly became a different person right before his eyes.

Gone was the introverted and shy Max Caulfield and before him sat someone else.

"And you do this thing with your mouth when you look at her or when you think about her… yeah, what you are doing right now." The moment passed, however, as Max's phone caught her attention. After regarding it for a second, she looked back at him as the old Max and told him that Olivia and Charlie had arrived. Nodding, Kevin struggled unsteadily to his feet and did his best to walk normally.

He must have failed miserably because by the time he had made it outside of the dorm room Max was close beside him, supporting him. Their progress down the hallway was painstakingly slow. When they passed an opened door, one of the room's occupants rushed out. Perfect.

"Oh my god, Max! Is he okay? What did you do to him?" What hasn't she done to me?

The extremely attractive girl darted around him to help Max shuffle him down the hallway. The pleasing aroma of the girl's perfume wafted up to Kevin's nose at her nearness and, upon closer inspection, he noticed that she was an expert at applying makeup, which only amplified her alluring features. She wore a black low-cut top that hung loosely and lopsidedly, revealing some of her left shoulder and a fair amount of cleavage. Feeling slightly awkward, he did his best to keep his eyes low and lingered on her jeans that were ripped and torn to reveal strong and athletic legs. Probably one of the cheerleaders… Never would have thought that Max would make friends with one of them… Surprise, surprise.

"It's not like that, Dana! He hurt himself rushing to help me save Kate…"

"Relax, girlfriend. I'm only teasing. I never believed that crap Victoria flung around about you two… Kevin, right? Thanks so much for helping Max rescue Kate. She needs more friends like you guys."

"Stop beating yourself up over it, Dana." Max chided.

"I'm not, Max. I just want you to know that from now on I've got your back, Kate's too. So where are we headed?"

"Just outside so I can get some fresh air." Kevin appreciated her assistance but if she followed them all the way to the parking lot that would make for an awkward conversation later if she realized that two FBI agents were picking him up.

Luckily the trio made their way through the dorms and outside without running into anyone else and they thanked Dana for her help. She hugged Max and thanked her again for being there for Kate and then, after a moment of hesitation, did the same to Kevin. Feeling embarrassed from the attention, Kevin did his best to shake off the experience as Dana went back inside. After some much needed rest, he and Max continued on towards the parking lot.

They hobbled through the campus with Kevin leaning on Max for support but no one paid them any attention. Relief flooded through Kevin as focused on a single step at a time.

But it wasn't that the other students ignored them. They all stared fixedly at the horizon. Kevin turned to see what caught their undivided attention. He nearly stumbled as he gaped at the horizon.

"Oh yeah… there's also that," Max mumbled as she noticed him staring in disbelief at the sky. Kevin looked on in shock as he watched the moon gradually pass in front of the setting sun. A solar eclipse… What the fuck?

"Don't these kinds of things happen on an extremely predictable schedule? I heard nothing about this."

"Yeah. Warren is super confused about it. He said that one wasn't supposed to happen for a really long time. Yet, here we are," said Max. Kevin shook his head lightly and did his best to focus all of his energy into walking once again.

Their progress was slow but steady. Despite the fresh air and the companionship, he still wasn't starting to feel any better. Max must have shared his worry because as they drew closer and closer to the parking lot, she quickened her pace even though she was struggling to support him.

Luckily for her, Charlie and Olivia came running and took over for Max, carrying him efficiently to the back seat of their vehicle. Max thanked them and hurried around the vehicle to jumped in the other side. Charlie got behind the wheel and Olivia was about to get into the front passenger seat when one of the school security guards ran up. Olivia checked her movement and intercepted him.

"Great… that's David Madsen." Max groaned.

"Who?" Kevin asked in confusion as he leaned over to get a better look. He recognized the man as the head of security who had been harassing Kate the other day.

"Chloe's step-father." Step-father? No wonder Chloe hates him…

"For fuck's sake… no wonder she calls him her step-douche." Max nodded as the two watched Olivia and David Madsen argue.

"Yeah… it fits." Max agreed.

The argument must have reached a breaking point because Olivia impatiently flashed her badge and Chloe's step-father froze and stared at the badge for a moment. He slowly turned towards the car and Charlie waved mockingly. David seemed to stammer an apology and exchanged a few hasty words with Olivia. The two appeared to exchange numbers and she quickly made her way back towards the vehicle, shaking her head. As soon as she was securely inside, Charlie sped off, leaving Blackwell Academy and the dumbfounded David Madsen far behind.

"What was all that about, Livvy?" Charlie asked as he expertly maneuvered through the light traffic. Before answering, she turned towards Max and smiled at her warmly.

"Sorry… but he wouldn't let you two leave with us so I had to let him know where he stood." Max seemed completely unfazed and smiled back. Kevin found himself smiling despite how he felt. "He shouldn't bother you two anymore… and he has offered his complete and total support in our investigation and is going to turn over all of his 'evidence' to us when he gets a chance."

As Charlie drove on, Max proceeded to tell Olivia everything she knew about David Madsen. Kevin sat silently and focused on her words as he closed his eyes and did his best to ignore the creeping sensation of motion sickness that was beginning to form in his stomach.

According to Max, Chloe's stepfather had a 'surveillance fetish' and not only wanted to surround the campus with security cameras but also had security cameras in almost every room of his own home. He also had some weird files on a few students at home and a folder filled with pictures of Kate Marsh. He was a former soldier and always at odds with his step-daughter and, apparently, had quite the collection of firearms. When asked how she knew all this, Max admitted, with some shyness, that she had snooped around his stuff when she was last at Chloe's house.

"Sounds a lot like you, Livvy," Charlie commented. A spatter of forced pleasantries soon gave way to an uncomfortable silence. Olivia's face turned grim, her hard, demanding expression bore down on Max.

"What did you do?" Olivia's words came out with the deliberate care of an expert interrogator, softened so as not to sound like an accusation. Max hesitated for a moment but she recounted what had happened with Kate and how after struggling to use her powers to rewind time, she had somehow managed to freeze time completely. She also explained how Kevin suffered immensely from the experience. It was quiet for a time and he felt as if everyone was looking at him. He opened his eyes and waved off everyone's concerns with some effort.

"It was worth it. She saved Kate from jumping," Kevin stated firmly.

Max nodded slightly and squeezed his hand as he closed his eyes once more. He knew that he was right but he hoped she hadn't made things worse by such an extreme use of her powers.


Kevin stumbled awake as Max carefully shook his shoulder. He looked around blearily and shrugged off her apologies for waking him. He exited the vehicle refreshed and stronger. That lasted for all of two seconds. So much for feeling stronger…

Olivia was quick on her feet, at his side in moments, to keep him from collapsing to the concrete driveway.

"Come on, tough guy," Charlie said, reaching over and pulling one of Kevin's arms around his shoulder for support. He led Kevin into the house and helped him down the stairs to the basement, the two exchanging only a few barbed comments.

Charlie helped Kevin onto the couch and Max sat close to him. They sat quietly in the room that now hummed with several more computer stations and indistinguishable equipment.

"Walter?" Olivia said, glancing around the room, then took off in search of him.

Peter soon appeared with a glum Walter in tow and they performed a quick examination of Kevin. They checked his heart rate, blood pressure, his pupils' reaction to different stimuli, took some more blood from him, to his dismay, and ran a few other tests that he had never encountered before. It wasn't long before Walter was grumbling to himself and Peter chuckled ld in response.

"The prognosis is... you need to have something to eat and drink," said Peter.

"Is that it?" Max asked in obvious relief.

"Well, it's a start at any rate!" Walter exclaimed loudly and seemed to have surprised himself because he smiled meekly and then went back to work examining something. Max rushed upstairs in compliance and Kevin leaned back and closed his eyes once more as his body sunk comfortably into the couch.

I ate plenty of food earlier today… How the hell could that be what's wrong with me?


Kevin was escorted back up to the kitchen and Olivia watched over the boy as he attacked the food that was prepared for him with vigor. Walter brought her observations to a halt, calling for her from the basement. He had something to show her. Peter's expression was thoughtful as she approached and Walter motioned toward one of the powerful microscopes that had been set up. After peering at a mundane looking blood sample, she sighed and looked at them with curiosity and reported that it seemed normal.

"Well, it is normal Agent Dunham. That is Chloe's blood, as expected," he said, inserting a second slide into the microscope. "Take a look at that now, please." She bent over once again and after a thorough and frustrating examination she again turned to Walter, this time with some annoyance.

"Am I missing something this time? Because this looks exactly like the one before it."

"It's not exactly the same, but, no, you aren't missing anything, Agent Dunham. That's Max's blood and it is also quite normal." He now inserted a third slide with a shaky flourish of nervous excitement. He motioned for her to look once more and as she did, she immediately noticed something strange.

"Is this Kevin's blood?" she asked. There were several groups of cells that hadn't appeared in the previous slides. She had seen some strange things in her time with the Fringe team but she hadn't seen anything quite like this before. "What are these, Walter?"

"I have no idea," Walter giggled excitedly, "but if I had to guess, I would say that what we are looking at is a mutation that somehow allows Kevin to shield himself from the effects of Max's powers." Olivia thought on this for a moment and turned to face Walter, who was now full of exhilaration.

"But what about, Max?" asked Olivia.

Walter's excitement increased tenfold and he rushed off and grabbed a piece of makeshift equipment that looked like a large skeleton of a metal hat made up of metal rods and wires.

"I would like to scan her brain!" Walter was always excited when it came to scanning someone's brain but Olivia didn't share his excitement due to what it usually involved.

"Walter… are you going to drill holes into her head and give her LSD?" At this, Walter's face grew incredibly serious and his tone hardened.

"Absolutely not! That was a one-time situation!" His excitement vanished as he grew thoughtful. Walter lost himself in his thoughts and pondered aloud, "A small amount of LSD would certainly help though."

"Walter, you never showed her the fourth slide," Peter interjected.

Turning towards Peter, she forgot her concerns for the moment and looked at him with mild confusion.

"What? Oh yes!" Walter put down his creation and quickly produced a fourth slide of a blood sample and inserted it into the microscope.

"A fourth sample, from who?" Her question had been entirely unnecessary. She recognized the anomalies within Kevin's blood. They were much more noticeable this time and were grouped closer together. Some had apparently grown in size as well. "Is this the blood you drew from Kevin recently?"

"Very good, Agent Dunham. As you can see those mysterious little cells have clustered together and some of them aren't so little anymore. Some have even become more complicated! If you watch long enough, you might even see one or two of them conduct mitosis!"

Olivia froze and turned back to face him, not surprised by the childish excitement that had overtaken him again. "Those cells are replicating?"

Nodding enthusiastically, Walter turned to his son and was slightly dismayed that he did not share his excitement. Not one to be brought down by others, he skipped around the room until he found his stash of licorice and took on an instructing tone.

"Now, I theorize that due to the immense trauma that he suffered when our young Max brought time to a screeching halt, his curious little cells were forced to respond and they began to replicate. He did report that after some time he no longer felt any pain so I believe that this is due to the rapid response of those cells." Walter paced the room for as long as it took for him to devour a strand of licorice, as if they needed a demonstration of said rapid response. Or maybe he needed a burst of sugar to get through the rest of the explanation. "Due to the rapid replication of these cells, they depleted his body's energy reserves causing him to be become faint and lose consciousness."

"So, what you're saying is that once he eats and rests for a bit he's going to be back to normal?" Peter summarized as he ran his hand over the day-old stubble on his chin.

"Well, certainly not back to normal, as far as we're concerned, but his feelings of dizziness should pass and his strength should return, if that's what you're asking," responded Walter and Peter held up his hands with a dismissive shake of his head.

"Right, whatever… So even though we know a little bit more about Kevin… we still have no clue what's going on with Max… or how about that crazy solar eclipse?" Peter's question hung in the air as Walter nibbled thoughtfully on his candy. Turning to his son in mild surprise, as if he hadn't realized that the question had been directed at him, he finished chewing before answering.

"All I have are theories, Peter. Just theories… but I hope once we take a look at what's going on inside this young lady's brain, I will be able to rule some of them out."

Olivia looked Walter dead in the eye and held his gaze once his attention became focused on her.

"And no drugs?"

Walter seemed taken aback by her question but shook his head all the same and replied that he wouldn't use any drugs on Max during the experiment, even though they would certainly improve the results. With that formality out the way, Olivia turned towards the stairs and pondered how she would ask Max to consent to having her brain scanned by Dr. Walter Bishop.


Buttery peppered corn, zesty teriyaki chicken, and steaming rice surrounded Kevin. Submerged in heavenly paradise, he feasted. Once he had smelled the food that was being prepared for him, he had realized exactly how hungry he was. He felt as if he hadn't eaten in days, which was somewhat disturbing but as soon as he started eating his worries fled his mind. Max made him a sloppy peanut butter sandwich but Charlie had cunningly anticipated that this would not be enough and had heated up some of the leftover food from earlier.

Max sat across the table from him and sipped her coffee and started giggling as he ravenously attacked his second ear of steamed corn.

"Behold, the Canadian beaver, a truly proud and noble animal!" Max declared aloud, a childish grin dominating her face. Kevin rewarded her jest with a quick glare but continued to devour his food all the same. Sighing wistfully, Max cradled her steaming cup and stared into it, dreamy eyed. "You're just like Chloe."

Using his napkin to wipe some of the pepper off of his face, Kevin quickly swallowed his food.

"And you're so adorable when you're crushing on Chloe." Her face reddened noticeably but she smiled nonetheless, having come to terms with her attraction to her best friend.

Kevin couldn't help but mimic his friends' smile as he watched an avalanche of emotions assault the freckle-faced girl. Turning his attention back to his food, he cut off another piece of his grilled chicken and devoured it.

Olivia had entered the kitchen while they were talking and she smiled at them as she walked past. Her smiles, even though genuine, always seemed forced for some reason. It was almost as if she lacked the muscle memory of a smile. Kevin wondered how hard and miserable her life must be or must have been for such a thing to happen.

Olivia sat down with Charlie in the adjacent family room and spoke softly to him as if to avoid her words being heard by his nearby niece. Her efforts were, though admirable, in vain. Kimberly eavesdropped with practiced ease. Wondering if she could even hear anything that either of the two were saying, Kevin focused his own hearing and gave up when it was clear that he wouldn't be able to discern anything. As he returned his attention towards his food once again to cut off another slice of chicken, Olivia stood and slowly moved towards the table where he and Max sat.

"Max, would you come downstairs please? Walter would like to speak to you." Olivia's tone implied Walter wanted to do more than just speak to Max.

"Sure," Max consented, abandoning Kevin and her half-finished cup of coffee. She followed Olivia downstairs. Kevin quickly shoveled the rest of his chicken into his mouth and rushed to follow.

Max was seated in a wooden chair in the center of the room. She was surrounded by computer equipment while Walter carefully secured a metallic device to her head that had several wires attached to it. Max shifted uneasily in the chair when their eyes met and he saw that they were full of fear. Peter must have noticed Kevin tense and move towards Max with dogged determination because he grabbed him firmly by the shoulder.

"Relax, kiddo. We're not going to hurt her," said Peter. Kevin gave Peter a sidelong glance and then turned back to Max as Walter attached another wire to her head. "Right, Walter?"

"Of course not, don't be ridiculous! Although you may want to wash your hair after this, my dear. Don't worry, the glue will come out easily with hot water," said Walter. He grabbed a piece of licorice from a jar that contained several more of the red strands and offered it to Max. "Licorice?"

She hesitantly accepted the candy and, with some slight prodding from Walter, she slowly began to eat it. Walter asked if she liked it and she nodded as she continued to munch away, devouring the entire strand. Kevin eyed the jar of licorice wolfishly and, as he took a seat on the couch, he asked if he could have some.

"Absolutely not!" Walter's harsh response startled everyone in the room and he forced himself to relax as he continued to connect wires to Max's head. "When you get your brain scanned, then and only then, am I going to share my licorice with you! Would you like some more, young lady?" Max nodded as she accepted another piece. Smiling slyly, she winked as she discretely stuffed half of it into her hoodie pocket. Smiling, Kevin looked around the room to see if anyone else had noticed Max's sleight of hand. From the smiles that Peter and Olivia were both sharing, they certainly had, but they made no move to inform Walter.

Having finished with his task, Walter set to work fine-tuning the equipment around Max. She wore a brave face but Kevin could tell that she was nervous and he wished that there was room around her so he could sit next to her and offer his support.

"Don't worry, my dear. This will be completely painless. I just want to see what is going on inside your head." Max swallowed and nodded bravely, as she did the equipment on her head rattled. Once all of the computers and tech had been turned on, Walter rushed over towards a monitor and began to type in commands into a keyboard. "This will take a few moments but do not fear… It shall all be over soon."

Several minutes later, Walter grumbled to himself as he stared at his monitor and Peter walked over to see what was bothering him.

"Everything seems to be normal. There's nothing unusual going on inside her brain!" Walter cried out in frustration as he glared at his monitor.

"That's good, right?" Max asked with obvious relief.

"No, it's not! We still have no idea how you are able to control time. There must be an explanation!" Walter shot back. Peter did his best to calm his father down but Walter ignored him completely as a new idea took shape in his mind. "Young man, could you please come over here for a moment?" It took Kevin a moment to realize that Walter was talking to him, but, once he did, he made his way over to where Walter and Peter were standing on the other side of the room, careful not to trip over any of the equipment.

"What are you thinking, Walter?" Peter asked as he looked at his father cautiously but Walter continued to ignore his son and turned towards Max.

"Young lady, if you would be so kind I would like you to demonstrate your abilities for—" Peter cut him off before he could finish his request.

"Whoa, Walter, didn't you say it was best that she use her powers as little as possible?"

"Yes, I did, but that was before she so recklessly went and froze time. The repercussions of that event alone could perhaps far exceed everything else she has done," explained Walter. Peter sighed and Kevin caught the glare that Olivia shot Walter as if she too felt that he was being far too harsh on Max.

Max remained silent and cast her gaze onto the ground, her expression a mixture of guilt and sadness. Kevin was proud that he detected no sense of regret on his friend's face. She had saved Kate and that's all he cared about.

"Now, if you could be so kind as to rewind time for us. And you… young man… I want you to pay strict attention to this image of her brain and point out everything that you see while she is doing this just in case the equipment fails to detect anything when time normalizes."

Nodding, Kevin focused on the screen that showed a three-dimensional image of Max's brain. He turned towards Max, who seemed even more nervous than she did before. Her her face was a bit more flushed than it usually was and her pupils seemed to be dilated slightly. Probably just nerves…

"Ready?" he asked and she nodded, causing the device on her head to rattle again and she held out her hand in front of her. Kevin returned his eyes to the screen as he felt the room shift. The experience was much more surreal than it had ever been before.

Without the overwhelming sensations of pain and agony assaulting him, he almost didn't mind the experience. Sure, everything felt a little strange, but as he focused on the depiction of his friend's brain, he watched a few areas flare up in bright colors of activity. He focused on the brightest points of activity and placed his fingertips on the screen where they were located.

Olivia grunted in effort and, when he turned towards her, he discovered that she was doubled over in pain, barely able to stand. Max must have noticed this too because as he was about to call out to her the room shifted again and the feelings and strange sensations vanish. Olivia gasped in shock as time normalized, causing both Peter and Walter to rush to her side as she fell to her knees. Walter looked towards Max in shock, understanding what must have happened.

"Why did you do that?" he growled angrily at Max and as his harsh words struck home she recoiled visibly.

"Because you told her to, Walter." Olivia groaned.

Peter helped Olivia to her feet as she shook off what must have been a traumatic experience. Kevin pitied her—he knew all too well how she felt. Relief flooded through his body and he hoped that whatever had happened to him when Max had frozen time would stay the way it was. He never wanted to go through agony like that ever again.

"Oh, right. That makes sense. Ah!" Walter forgot Olivia's state and rushed over to where Kevin was standing with his fingers still pressed against the monitor. "I must have told you to keep an eye on the young lady's brain for me due to your unique abilities, well?" Kevin removed his fingers from the screen and noticed that there was still a fair amount of activity but nothing compared to what he had seen before. "Fascinating…"

"If you like that, you'll love to hear that there was a heck of a lot more going on when she was actually rewinding time," Kevin informed him. Walter looked at him for a moment and his face lit up with wonder and excitement and he turned back to study the monitor.

"Well, young lady, it seems that your limbic system, specifically your hippocampus and your frontal lobe, probably the prefrontal cortex, and areas in your parietal lobe all have massive amounts of activity when you trigger your abilities. I can only imagine what must have been going on inside your head when you actually froze time…" Walter's voice trailed off in wonder, his gaze still glued to the monitor.

"Those parts of the brain primarily deal with… memory and emotion?" Peter asked. He cast a sidelong glance toward Olivia who smiled awkwardly at the attention. She insisted that she was fine.

"You are correct, my son. It would seem that however our young friend is able to reverse time, that it is a rather emotional experience. Or, perhaps, some very intense emotions are allowing her to do it. Even though I doubt that she is accessing her memories to do so, I find the activity in those areas intriguing nonetheless," Walter's voice trailed off. He became entirely absorbed in his own thoughts.

Before they could go on discussing their findings, Max shifted in her seat and Kevin saw how unsteady she was. Her face was more flushed than it had been earlier and her pupils had grown in size.

"I feel… weird," Max mumbled as Kevin made his way over to her, almost tripping over a few cables along the way. He knelt down in front of her and steadied her by placing his hands on either side of her shoulders. As he asked her what was wrong, she focused on his face and he watched a strange smile creep across her face.

"I feel… tingly and warm… and kind of light…" Hearing this, Peter rushed over to them and turned to face his father after inspecting Max. His face clouded in anger.

"You drugged her, didn't you?" Jumping at the accusation, Walter's gaze darted to his stash of licorice for a moment before turning back to face his son.

"It was necessary for the experiment! I only gave her a small amount of LSD—she will be fine." Max, entirely unworried, removed the half strand of licorice from her hoodie's pocket and stared at it numbly for a moment before gingerly handing it to Kevin. He regarded it for a moment before turning to look up at Peter who grimaced when he realized how Walter had so sneakily managed to drug Max in preparation for the experiment.

"You probably shouldn't eat that. We should have guessed that you would have LSD coated candy, Walter." Sighing, Peter motioned to Kevin that he required his help and together they removed every wire that Walter had glued to her head and dismantled the metal device.

"Walter! I thought we talked about this!" Olivia had recovered and her voice was full of fury and was certainly not taking the situation as easily as Peter was. "You said you wouldn't drug her and you did!"

"I lied," Walter stated in a rough voice. "It was necessary for the experiment and we learned a great deal, Agent Dunham. Besides… it looks as if she's enjoying the experience. Wouldn't you say so, Peter?"

"That's not the point!" Olivia responded with haste. As she and Walter argued, Peter assisted Kevin with moving Max over to the couch.

Max wore a bewildered expression on her face and as she sat down she struggled to take off her grey hoodie. Kevin realized for the first time that her white t-shirt had a stylistic image of a running doe on the front. Thinking back to the day before, he remembered that she had been wearing a pink shirt that also had an image of a doe on it. I guess she really likes deer.

Max looked around the room with a enchanted look on her face as if she was seeing the world through a new set of eyes. Walter and Olivia continued to argue and Kevin watched as Max's expression was changed. A sense of anxiousness crept across her face as she stared fixedly at the argument from across the room. Peter caught on as well and he motioned to Kevin to help him and offered that they should take Max somewhere quieter while she recovered. Nodding in agreement, Kevin helped Max to her feet and he noticed that as she accepted his embrace she was warmer than he would have expected and she seemed much less awkward about their closeness as he and Peter helped her upstairs.

They assisted her to one of the upstairs bedrooms and she thanked them as she sank into the bed. Peter departed and made his way downstairs. As Kevin turned to leave as well, he heard Max whine in protest.

"Stay… I'm a little scared…"

"Don't worry, Max. I'm just going to get you some water and then I'll be right back, okay?" Kevin reassured her.

Max nodded and she kicked off her shoes, struggling as she removed her socks. He turned to leave the room again and was startled to hear someone racing up the stairs. He was nearly trampled by Peter in the room's doorway.

"Where the hell do you think you're going?" Peter asked as he shoved two bottles of water into Kevin's hands.

"I was going to get her some water… but I guess that's already done, eh?" Kevin responded. Patting his shoulders with both hands, Peter spun him around and lightly pushed him back towards Max.

"Take care of her, kid, and let us know if she starts to have a bad trip." Peter turned to head downstairs but stopped at the top of the stairs as Kevin called after him.

"How will I know if she does?" Smiling grimly, Peter responded with a vague 'you'll know' response and disappeared from sight as he continued down the stairs.

Kevin offered Max one of the bottles of water and she accepted it, consuming its contents greedily. He placed the second on the nearby nightstand and looked around the room for a place to sit and grimaced. The bed was the sole piece of furniture in the room other than the nightstands, dresser and a desk that oddly had no chair at the moment. They probably brought the chair downstairs for Walter's lab. Sighing loudly, he made his way around the bed and lay down on the opposite end, as far away from Max as he could manage without falling off the edge.

Max, however, had other ideas.

Once she had finished her water, she reached over to him and tugged lightly on his sleeve. Her prodding was light at first but increased in intensity as he tried to ignore her. Turning to his friend, he saw that the scared look in her eyes had only intensified. His earlier discomfort forgotten, he moved closer to her. Max snuggled up to him and readily accepted his closeness. She was quite warm, and yet she shivered every so often in spite of this.

As time passed, the pair lay there in comforting silence. Kevin felt oddly at peace despite the awkwardness of the situation. Max's breathing soon became patterned and regulated. As he listened to the almost hypnotic sound of her shallow breaths, his drowsiness overtook him and he drifted off into an uneasy sleep. His dreams sprang forth to haunt him.