Maria: "Liz." (looking toward the front door)

(Liz looks up and sees Max walking in alone.)

(He sits down at a booth.)

Maria: "Do you want me to . . . ?

Liz: "No. It's o.k. I'll go."

Maria: "Are you sure, Liz?"

Liz: "Yeah. Thanks."

Maria: "You know I want to kill him right now for doing this to you."

Liz: "I know how you feel, but try to resist. They just really aren't like us, Maria."

Maria: "You can say that again, babe."

(Liz walks over to Max's table.)

Liz: "Hi. What can I get for you?"

Max: "Just a cherry coke, please, and could I talk to you when you have a minute?"

Liz: "Yeah . . . I don't think . . .

Max: "Please."

(Liz looks extremely reluctant.)

Max: "I know I really messed up your date last night, and I am so sorry." "Can't we at least talk about it?"

Liz: "Max, the thing is that you can't remember a thing that happened last night, but I will probably never forget." "It's . . . awkward."

Max: "Maybe, you should tell me exactly what happened."

Liz: (very sad) "I can't do that, Max." "You don't know what you are asking."

Max: "Liz?" "You are really causing my imagination to hyperdrive." "How bad could it have been?"

Liz: "I never said that it was bad."

Max: "Then why do you look so sad?" "Why can't you talk about it?"

Liz: "Because, it wasn't bad at all." "Don't you understand?" "It was . . . (under her breath) all my dreams come true."

Max: "No, I don't understand." "That's why I want you to tell me what happened."

Liz: "I'll think about it, Max, but not tonight." "Besides, here comes your drinking buddy." "Maybe he can shed some light on the whole thing for you." (Max turns to see Kyle striding toward him like a heat-seeking missile.) (Liz leaves to get his order.)

Kyle: "Mind if I join you?"

Max: "What are you doing here, Kyle?"

Kyle: "Isn't it obvious?" "I came to find out how Liz is reacting to our . . . entertainments of last evening." "How mad is she?"

Max: "Not mad, exactly, but something."

Kyle: "That sounds bad."

Max: "Yeah, I know."

Kyle: "Well, what are you going to do."

Max: "Try very hard to remember what happened last night, and see if I can repair the damage."

Kyle: "You mean to tell me that you don't remember anything from last night?"

(Max just looks at him.)

Kyle: (sympathetic) "Oh man." "You're in trouble deep, my friend."

Max: "What do you know about it?" (threatening)

Kyle: "Hey, man, take it easy." "All I know is what you told me." "I don't know what happened while you and LIz went running off into the night."

Max: "Liz and I went somewhere alone last night?"

Kyle: "Yeah. You were gone for quite a while."

(Liz approaches with Max's drink.)

Liz: "Here you go."

Kyle: "Hey, Liz."

(Liz gives him a frosty stare.)

Kyle: "What did I do?"

(Liz walks a way without even taking his order.)

Kyle: "I see what you mean. It's worse than mad."

Max: "Yeah."

Kyle: "Well, that's my cue." "See you man!" "Good Luck."

Max: "Thanks." (totally perplexed as to how he and Kyle got to be so friendly all of a sudden)

(Max leaves and goes home.)

Liz is in her room and getting ready for bed and . . . remembering . . . "What happens tomorrow when all your fantasies go away . . .?" "I'll still have you." Max kissing her on the stage . . . Max leaving . . . She goes out onto the roof and sits down under the big red heart Max left behind and remembers . . .

Max is at home in bed racking his brain, but coming up with very little. Isabel walks in.

Isabel: "Why don't you do a little dream walking tonight and find out the easy way what happened." "I hate to see you torturing yourself like this." "If you don't do it, I might just do it for you."

Max: "No, Isabel."

Isabel: "Max, this is ridiculous." "Find out what you need to know and get out." "What's the big deal?"

Max: "It's Liz and I respect her." "I can't just invade her privacy like that."

Isabel: "Seems to me that you already have." "The only hope you have of salvaging this situation is to find out what happened." "Not, that I'm endorsing the idea of you and Liz together, but you can't go on like this." "Just think about it." "Good night, Max."

Max: "Good night, Is."

Later that night, Max makes his decision and enters Liz's dream only to find out he can't. She's not asleep. Where in the world is she at 3 a.m.? He gets up and gets dressed and heads for Liz's house.

Max arrives at Liz's house and climbs up to the roof. He sees Liz sitting there just staring at this huge red heart on the wall.

Max: Liz?

Liz: (startled to see him) Max? What are you doing here?

Max: I really need to know what happened between us, Liz. (He looks at the heart and smiles.) Redecorating?

(Liz just looks away almost in tears.) (Max doesn't understand, but wishes he could take back whatever he said that was wrong.)

Max: Liz, we can't go on like this. You have to tell me what happened.

Liz: I can't.

Max: Would you let me make a connection with you, since you don't want to tell me?

(Liz hesitates for a moment, but finally agrees.)

Liz: "Alright."

(Max sits down beside her and touches her hair and then her cheek before he puts both of his hands on either side of her face.)

Max: "Just breathe slowly and try not to think about anything." (staring into her eyes)

He sees himself showing Liz a glowing red heart on the wall outside her bedroom. Their initials are in the center. "As long as we're together nothing else matters." (musicbox plays) "What if I believe you tonight?" "Then we live happily ever after." "And then, what about tomorrow, when you go back to realizing who you really are and all your fantasies go away?" "I'd still have you." "This could never be normal." (showers of sparks fly through the air) "What's so great about normal?" He sees himself on a stage kissing Liz. He sees himself walk away. He sees Liz run after him and understanding rips through his heart. What had he done? He never meant to hurt her this way. She didn't deserve this.

Max lets go of her face and closes his eyes and takes a deep breath.

Max: "I remember what happened last night."

Liz: "You do?"

Max: "Yes."

Liz: "Oh." (very uncomfortable)

Max: "I never wanted to hurt you, Liz."

Liz: "I know."

Max: "All the things I said . . ."

Liz: "You were drunk, Max. People say things they don't mean when they are drunk."

Max: "But that's just it. I meant every word."

Liz: "Max . . .

Max: "I know what I said and it was all true." "I never told you before because I thought it would just cause us both to suffer more." "I am tired of trying to pretend like I don't love you, and hiding."

Liz: "Max, I'd really like to believe you, but how do I know you're not drunk right now and in a few minutes you won't walk away without a backward glance?"

Max: "Liz, I swear I am not drunk. I am not going to walk away."

Liz: "Yes, you will." "You have."

Max: "I am so sorry for everything . . . for hurting you. Please, don't give up. We can make it work."

Liz: "Why?"

Max: "What do you mean?"

Liz: "What makes you think that we can make it work now, when you didn't even want to try before?"

Max: "What else can I do, Liz?" "I can't make myself not love you." "The more I stay away from you, the worse it gets." "I thought I could force myself to move on, but I was wrong."

Liz: "I don't know if I can trust you, Max." "I can't think logically about this."

Max: "Don't."

(Liz looks up at him and realizes for the first time how completely vulnerable he was.)

(He looked so lost sitting there and pleading with her to give him another chance.)

She reaches up and touches his cheek with her fingertips. She closes her eyes and the tears start seeping out through her lashes. Max is watching her intently and feeling like his heart is breaking. It was an eternity before she finally opened her eyes again.

Liz: "I love you, Max." (she throws her arms around him and holds him like he might disappear any second.) (It would be a long time before she completely trusted him again, he thought to himself, but he had time.)