This is how I feel.

I'm cold and I am shamed,

Lying naked on the floor.

Illusion never changed,

Into something real.

I'm wide awake

And I can see the perfect sky is torn.

You're a little late,

I'm already

Torn.

Torn."

Liz's mind was screaming at her to run, panicking at the sight of the white walls all around her... the same ones Max had shown her in his memories.

Her breath came in gasps and she shuddered against the mind control that kept her there.

She saw Tess turn and look her way in frustration, obviously having a difficult time keeping Liz under control.

Liz's eyes went to the black man standing over the silver, industrial-looking operating table with a scalpel. No, not a scalpel... a serrated knife of some kind, curiously tear-drop shaped. She tried to keep her eyes trained on it and not the quivering, moaning human strapped to the table.

It was his tortured screams that had reached their ears.

It was his blood that dripped and poured into the small drains in the floor, slowly taking away his life just like the others.

It was Pierce.

And Nasedo took the knife and gently ran it down the side of Pierce's face, bringing a line of blood to the surface.

Liz didn't want to watch, but his lack of reaction made her curious.

The man was in so much pain, did the cut not even register?

Then Nasedo turned the knife and jabbed the smaller end into the helpless man's face.

Liz saw blood, muscle and bone torn before she jerked her head away. A harsh cry strangled Pierce's throat and his breathing became even more labored in the otherwise silent room.

Liz's body quaked in sympathy.

Inhuman. Positively inhuman.

"Well, well, what have we here," came a cheerfully and horribly unaffected voice. "Tess, sweetie, what have you brought Daddy? Another human to play with?"

Liz's eyes snapped back to him in horror, and she found that she could suddenly move again.

Tess had the good grace to look stunned.

"Daddy, no. I wanted to ask you about something Liz said," she said quietly as she glanced over at Liz. Then she seemingly shook away her hesitation and walked over to Nasedo, somehow ignoring Pierce's body.

Liz began to move, the horror of the white room, the instruments, Max's memories and Nasedo's evil leer congregating into a force that propelled her backwards.

"What is that, pet," Nasedo asked Tess as she stood in front of him, his eyes staying on Liz.

"She says that you... well, this sounds completely stupid, but did you take her to a motel room and... well," Tess' voice was so vulnerable that Liz waited for his answer along with her.

"That's preposterous, Tess. I would never do something like that, would I, Liz," Nasedo cast his voice in her direction with a teasing tone. "That sounds more like something Max would do, doesn't it?"

His words brought instant panic and Liz turned to run, wanting, needing to get away from that evil smile. She hit the white hallway running at full speed, racing through checkpoints and past the dead, stinking bodies until the breath completely left her.

Down another hallway, peering quickly into rooms off to the side. Where would she be safe? If she stopped, would she hear him behind her? The thought forced her onward until she reached the last room in the hallway.

Dead end.

She cast her panicked eyes around for an escape, but there was nothing. Not even a grate or a window. Just one room to the left.

Liz accepted the defeat and collapsed to the ground, sucking in air and heaving it out again until she could once again think.

She lowered her head onto her arms as they rested on her knees, trying to calm her panic.

Eventually lifting her head, she noticed in the corner of the ceiling there was a camera watching her. She gathered her strength and stumbled into the room, closing the door behind her softly.

Liz leaned against the wall and shuddered, remembering Pierce's screams.

Tess was a fool and Nasedo... Nasedo was pure evil. If Max could see what she had seen... Max, oh, Max...

Liz rolled her eyes to the ceiling at the veil of tears that instantly dropped over her cheeks. If only he were here...

A sound caught her attention.

Was that...? Her heart lept into her throat. Someone was coming, with a light step...

But Liz couldn't wait to see who.

She turned and cut out the back of the room, finding herself in a blank room with an elevator. It didn't make sense to her, but she blindly pressed the button, hearing the footsteps grow closer and closer in the hallway.

Then the doors opened and she jumped inside.

She pressed a button wildly then held down the "CLOSE DOORS" button. Whispering furiously to the inanely slow doors, Liz felt time slow, too much time coming between each torturous breath. And Nasedo would catch her, strap her down and torture her to death just like he had done to Pierce. And no one even knew where she was...

But eventually the doors shut and she was on her way, heaving breaths and struggling to calm down as the elevator moved... downwards?

The button she had pressed had sounded like the upper floors... "U1." But she descended farther and farther by the second. When the doors finally opened, before her was a boiler room.

"Oh my god," she whispered. The huge metal tanks and dark shadows were blurred by the steam and humidity in the room.

But the doors began to shut- the elevator was being called back up- and Liz jumped through at the last second, into her worst nightmare. She walked slowly forward and turned to see the elevator indicator moving up to the "GR" and stopping.

A sob broke from her chest and she backed away, her eyes still glued to the numbers...

And the light slid downward. He was coming.

Another sob.

She should have run smarter. She should have punched a different button, dammit!

She cursed herself as she turned and ran again, casting her eyes around for a quick hiding place.

But desperation doesn't work magic, and the elevator doors slid open before Liz was even behind the last tank in the huge room.

All these shadows, but no place to hide.

Liz tried to get a hold on her spiralling emotions, breathing as quietly as possible.

She couldn't hear the footsteps, but her racing mind imagined them... closer and closer...

She bit her lip to hold down the scream building in her.

And a quiet, rhythmic noise fell on her ears... step, step... step, step-

It had stopped, only yards away.

A few odd pipe noises sounded above her head.

And she waited, waited without breathing...

waited without thinking...

just waited...

Somehow, even her heightened senses didn't pick up another sound until a movement out of the corner of her eyes made her turn.

And she was swept up in an embrace that left her gasping.

"Liz," Max said in a strangled voice, burying his face in her hair.

Liz's mind was stuck in one place and she finally pulled back from him long enough to gasp out the one word phrase, "How?"

Max caressed her face with one hand and smiled gently.

"Not now. Is he still after you?"

Liz leaned against his chest for a moment and then whispered, "I don't care. This is all that I wanted."

Max's voice was low as it rumbled by her ear, "Me, too. But let's get you to a safer place, okay?"

Liz grudgingly agreed, still basking in his nearness but allowing herself to be led toward the elevator.

Then her mind jumped back to why she was running, and she stopped.

"Pierce, Max, Nasedo has Pierce," she trembled and tried to get him to understand without words what she had seen.

Max pulled away momentarily to push the elevator button, then turned back to her.

"I know. Are you alright," he asked, looking deeply into her eyes.

"I'm okay," Liz nodded. "Just get me out of here."

"I have no trouble sympathizing with you there," he mumbled as he kissed the top of her head.

This place held worse memories for him than her. In fact, Liz was surprised that he was this calm about it. Just as she turned to look at him, the elevator door opened and her world came shuddering to a halt.

There on the elevator, stood a panicked and enraged Max Evans.

******

"Liz! Get away from him," the new Max said as he rushed toward them.

Liz was stunned motionless.

Then this was Nasedo-?

In slow motion, she turned her head to look at his face beside her, somehow not surprised to see the look of ambivalence that settled there even as Max attacked him.

Attacked him?

Liz pulled back in fear as Max threw himself on Nasedo and grabbed his shirt in both fists. He was hellish fury and deepest sorrow rolled into one.

"Why the hell are you doing this to me," Max half-sobbed. "Why couldn't you leave her alone?"

"Max," Nasedo Max said with condescending gentleness. "Do you see your reaction to her being endangered? Liz is your greatest weakness. A human. You shouldn't allow anyone to make you forget your identity."

Liz sucked in a breath. He was putting into words her greatest fear.

"What are you talking about," Max said in a confused voice. "I love her. That's not weakness. That's strength. You don't know because you've never felt it."

Nasedo Max slowly pushed himself up off the floor and Liz was amazed to see that Max let him.

"Max," she called softly, warningly.

"He won't hurt me," Max said back without emotion. He stared at Nasedo Max for a moment.

"What are you going to do now, Max," Nasedo asked in a teasing voice.

"Kill you," Max¹s voice was soft and menacing. He pushed his hand against Nasedo's chest and locked eyes with him.

Liz gasped and walked forward a few steps. Max's eyes were hard and there was a slight smile on his face.

The sight sickened her. She closed her eyes and turned away.

This was what she had asked for, what she wanted. Right? The memories flooded through her; the moment Nasedo Max threw her back down on the bed, the brutal carelessness as he had jerked her legs apart and the pain that accompanied the ripping away of her innocence. And then, the second time as he had taunted her fear, made it last as long as possible, and left her unconscious.

Dammit, he deserved to die!

A moan from Nasedo pierced her conscience and she whirled around to see him slumping, held up by Max's glowing hand. As Nasedo twitched helplessly, Liz suddenly realized the memory of this would just be one more horrible thing to remember, for both of them. She let out a sob and ran to Max.

She threw herself against his shoulder and gazed up into his wild eyes, "Stop, please, Max. Please?"

He blinked once and then stared down at her in confusion.

"But this is what you wanted."

Liz grasped his shirt and leaned closer to his beautiful face, now clouded by doubt.

"I was wrong. Killing him is wrong."

The glow in his hand went out, but Max held her gaze and held Nasedo in his hand for a minute before dropping them both.

Liz rested her head on his chest, feeling his reluctant arms come automatically around her.

His voice sounded pained as it drifted down to her, "You wanted me to."

She winced and then looked up into his tear-filled eyes. He looked like a chastised little boy and she took a deep breath, hoping she could make him understand.

"I know. I did. But there has to be another way, a right way. I'm sorry. It was my fault," she gently touched his face and stood up on her tiptoes to kiss him softly.

"He deserves to die," Max said tightly as he enveloped her in his arms. "I want him to hurt him for what he did to you."

"I know," Liz whispered. "Just like I wanted to hurt Pierce for what he did to you."

Max pulled away to look her in the eyes. Unspoken understanding passed between them and he reached up to brush the hair out of her face.

Then a hand clamped on his shoulder and his eyes rolled back in his head. As he slumped to the floor, Liz barely had time to catch him and lay him gently down. She looked up to see Nasedo Max, smiling.