Return to Act IIIClick here to continue 
51 INT. CRASHDOWN - MAIN DINING AREA - SAME
It’s quiet, very few customers. Alex is sitting in a booth in the back. Maria, in her waitress uniform, is sitting across from him, taking a break. Liz is doing busy work cleaning up an already clean coffee area, something obviously on her mind.
LIZ
(muttering, unheard by the others)
Ancestral memory … that's got to be it.
MARIA
This can’t be good.
ALEX
What’s not good?
MARIA
(nodding towards Liz)
Obsessive cleaning spells trouble; M A X trouble.
ALEX
Right.
(to Liz)
Why don’t you sit down and tell us what’s bothering you.
Liz sighs and relents, coming to the booth and sitting next to Maria.
LIZ
I'm probably overreacting, but …
(lowering her voice to a stage whisper)
I think Ed shapeshifted into Max … to fool me into thinking he was Max.
Maria and Alex are shocked. This is not what they expected at all, but they keep their voices low so as not to be overheard by the customers up front.
MARIA
No! What!?? … No way!
Cut to:
52 INT. VASQUEZ ROCKS - MICHAEL’S POD CHAMBER - CONTINUOUS
Max and Tess both rush to where the opening of the chamber had been and start slapping it, pounding on it, trying to use their powers to open it, calling out to Michael, to no effect.
TESS
(flabbergasted)
Wh— Why would Michael do that?
MAX
(equally flabbergasted)
I haven’t a clue.
Cut to:
53 EXT. VASQUEZ ROCKS - POD CHAMBERS - CONTINUOUS
Michael gives a smile of satisfaction, then closes his eyes, puts out his right hand and concentrates. A bright light surrounds him. When the light dissipates, Michael is gone and Max is standing in his place. He’s a little unsteady and leans against the rock wall, as if gathering strength.
Cut to:
54 INT. CRASHDOWN - MAIN DINING AREA - CONTINUOUS
ALEX
Whoa! Slow down, back up … What happened!?
LIZ
(not sure of herself)
Well, Max was behaving rather strange today.
ALEX
You too?
LIZ
Max was acting strange with you?
ALEX
No, Isabel.
Cut to:
55 EXT. VASQUEZ ROCKS - POD CHAMBERS - CONTINUOUS
Diane Evans’s car pulls up and parks next to the Jeep. Isabel and Michael get out. “Max” is standing by “his” pod chamber watching them approach. There’s a boulder next to the Jeep that Michael and Isabel look at and frown at briefly, before “Max” gets their attention.
"MAX"
(waving)
Yo, up here.
MICHAEL
So what have you discovered?
"MAX"
(pointing to the interior of “his” chamber)
It’s in the back.
"Max" steps aside to allow Michael and Isabel to enter the chamber. Our POV is of "Max" standing outside the chamber as Michael and Isabel walk past the pod and head for the back. As with Michael’s chamber, they do not have far to go. A lantern has been lit to provide some light. Michael turns towards the opening and Isabel follows suit.
MICHAEL
(calling out; puzzled)
Is this a joke? There’s nothing back here.
As Michael is speaking, "Max" presses "his" hand on the wall of the chamber. It glows silver under "his" hand and a ripple effect appears. Michael and Isabel see the ripple effect and go from being surprised, to confused, to shocked as the doorway-like opening of the pod chamber turns back into a solid stone wall, sealing them inside.
56 INT. CRASHDOWN - MAIN DINING AREA - CONTINUOUS
ALEX
Let’s just say Isabel was not ... herself. She was a little more ... uninhibited than normal. I think with this whole prearranged coupling she wanted to make sure that I didn’t feel threatened by it. She wanted to assure me that no one would come between us.
MARIA
Were those her exact words? Because Michael said almost the exact same thing to me today–“I just don't want anyone to ever come between us”. And Michael was acting weird. Not normal Michael-weird, weird weird.
(to Liz)
How was Max acting strange?
LIZ
I was a little suspicious when Max was acting a little more ... playful than normal, but the clincher was his kiss. When he kissed me ... it just wasn’t the same and I got flashes that were ... disturbing, and they too didn’t feel like … Max.
57 FLASHBACK TO EXT. ROSWELL DESERT HIGHWAY - DAY
Max is driving the Jeep, Liz is beside him. They are both in a good mood, the wind in their face, music playing on the radio.
MAX
I just wanted you to know, Liz, that nobody will ever come between us. Nobody.
LIZ
Tell me something I don't know.
She leans over and kisses him on the cheek.
MAX
(playful)
Well, if you keep that up, I'm going to have to pull over.
LIZ
(kittenish)
Is that a threat, or is that a promise?
Max pulls the Jeep over to the side of the road. They fall into each others arms, kissing passionately. There are black and white flashes: military swarming around a crashed spaceship, an all white room, a desolate desert scene, lightening. Liz breaks the kiss.
MAX
(self-conscious)
What?
LIZ
(forcing an awkward smile)
Nothing.
58 FLASHBACK TO PRESENT
ALEX
(concerned)
Are you all right? What did he do?
LIZ
Nothing. He seemed a little self-conscious after the flash and just drove us back to school. He hardly said anything on the way back. It’s probably nothing. It’s mostly the flash that has me suspicious ... it was so unlike Max that I felt maybe …
(pauses, feeling foolish for her suspicions)
… but what if it’s an ancestral memory?
MARIA
(contemplatively)
It’s not. You said his kiss was different too, and his behavior.
(beat; shocked)
You ditched school?
Liz makes a "that's hardly the point" face at Maria then considers her previous comment.
LIZ
Maybe I was reading too much into it. It’s not like every kiss is going to give me that
(suddenly self-conscious)
um ... you know.
MARIA
Except, the same thing happened to me. I knew something was off! On top of Michael acting strange, there were no fireworks when we kissed. Besides, I think it’s just too coincidental that all three are saying they “don’t want anyone coming between us”, within hours of each other.
ALEX
We need to tell them.
Liz and Alex remove their cell phones from their pockets and speed dial Max and Isabel, respectively.
MARIA
(explaining)
Michael still doesn't have a cell phone.
LIZ
Max, call me as soon as you get this message.
ALEX
Isabel, call me right away.
As Liz and Alex disconnect their calls, they all exchange worried looks.
LIZ
(looking at her watch)
Max and Michael are meeting at the pod chambers. Let’s start there. Alex, will you call Jen, while Maria and I change, to see if she can fill in for the rest of our shift?
Alex nods and Liz and Maria head towards the swinging door.
ALEX
Wait a minute ... does that mean I kissed a guy!?
Cut to:
59 INT. VASQUEZ ROCKS - MICHAEL’S POD CHAMBER - CONTINUOUS
Max and Tess are holding their cell phones.
MAX
Damn! Battery is dead.
TESS
Mine too.
ED (VO)
This is not a punishment. This is a test, a demonstration, if you will ...
Max and Tess cock their heads as if listening to something.
Cut to:
60 INT. VASQUEZ ROCKS - MAX’S POD CHAMBER - CONTINUOUS
ED (VO) (cont’d)
... of what you can accomplish if you work together.
MICHAEL
(with trepidation)
Did you hear that?
ISABEL
Yeah, but in my head not my ears.
Cut to:
61 INT. VASQUEZ ROCKS - MICHAEL’S POD CHAMBER - CONTINUOUS
ED (VO)
As you know, the chambers are keyed to the DNA of the owner.
MAX
(angrily to Tess)
What is Ed up to?
Cut to:
62 INT. VASQUEZ ROCKS - MAX’S POD CHAMBER - CONTINUOUS
ED (VO)
Antarians can absorb, retain, and retrieve the DNA of others.
Isabel is holding her cell phone.
ISABEL
(perplexed)
The battery can't be dead, I just charged it.
Cut to:
63 INT. VASQUEZ ROCKS - MICHAEL’S POD CHAMBER - CONTINUOUS
ED (VO)
One of the ways is through a healing. When you heal another person, even a minor healing, your DNA transfers to them and theirs transfers to you.
Max is looking suspiciously at Tess.
TESS
I swear, I had no idea he was going to do this. I’m just as surprised as you are.
Cut to:
64 INT. VASQUEZ ROCKS - MAX’S POD CHAMBER - CONTINUOUS
Michael tries to use his powers to blow a hole through the chamber wall, but fails.
ED (VO)
That won’t work, Michael. Not even dynamite would have any effect. All your chambers are impervious to any form of attack.
Cut to:
65 INT. VASQUEZ ROCKS - MICHAEL’S POD CHAMBER - CONTINUOUS
MAX
(concerned)
He’s got Michael too.
ED (VO)
This DNA is stored in your brain and you can access it to mimic the other person, such as taking on their persona or opening DNA encoded locks. I know you have not yet learned how to do this.
Cut to:
66 INT. MAX’S POD CHAMBER - CONTINUOUS
ED (VO) (cont’d)
Max, I also know you have healed Michael in the past, so you both have the DNA of each other stored in your brain.
ISABEL
(anxious)
He has Max!
MICHAEL
Which means we really are stuck in here.
Cut to:
67 INT. MICHAEL’S POD CHAMBER - CONTINUOUS
ED (VO)
You both will need to access your ancestral memory to learn how to access this stored DNA. That's why Tess and Isabel are with you.
MAX
He has Isabel too. They must be in my chamber.
68 INT. MAX’S POD CHAMBER - CONTINUOUS
ED (VO)
If you stop resisting and follow my instructions, you will see just how suited you are for each other, how beneficial and enjoyable accessing your ancestral memory can be. I’m sure you will find this to be a very pleasurable experience.
MICHAEL
(angry)
Who does he think he is, forcing us to do what he wants?
ISABEL
(desperate)
Can you think of an alternative way to get us out?
Michael thinks for a minute then spits in his hand and holds it out to Isabel.
MICHAEL
(to Isabel)
Your turn.
ISABEL
(revolted)
Are you kidding?
MICHAEL
Would you rather kiss?
Isabel immediately spits in her hand.
Cut to:
69 INT. JETTA - DESERT HIGHWAY - SAME
Maria is driving, Liz is in the passenger seat, on her cell phone; Alex is in the back, on his cell phone.
LIZ
(to Maria and Alex)
Still going straight to voice mail.
ALEX
Same here.
They hang up the phones and put them away.
LIZ
(to Maria; contemplative)
You know, I’ve been thinking; that kiss answers the question we wondered once.
MARIA
What question?
LIZ
Whether the reaction I get when I kiss Max, and you get when you kiss Michael, was just because they are alien.
MARIA
You’re right, it does! Apparently they have to be the right alien.
ALEX
Reaction? What reaction?
Cut to:
70 INT. MICHAEL’S POD CHAMBER - CONTINUOUS
MAX
(analytically)
If you absorb DNA from healings, how did Ed open my chamber? He never healed me and I never healed him.
TESS
You can absorb DNA deliberately by touch. You generally do it if you want to ... take on that person’s persona; "shapeshift" I believe is the Sci-Fi term.
MAX
(suspicious)
Do you absorb a person’s memories at the same time?
TESS
That wouldn't happen with a minor healing, it's a different process, but yes, if the person is alive you can deliberately access some of their personal memories and fantasies (it’s hard to tell the difference) by touch as well. They don't have to be alive to access their DNA. Why do you ask?
MAX
Because I never told Ed I healed Michael.
Cut to:
71 INT. MAX’S POD CHAMBER - CONTINUOUS
Michael and Isabel are holding spit enhanced hands, eyes closed in concentration.
MICHAEL
(hopeful)
Anything?
ISABEL
(defeated)
Nothing.
They open their eyes and unclasp hands. Isabel looks at hers, makes a face, then wipes her hand on Michael’s shirt.
MICHAEL
(annoyed)
Any other ideas?
ISABEL
(shrugs)
We could try dancing.
Cut to:
72 INT. MICHAEL’S POD CHAMBER - CONTINUOUS
Max is standing with his hand on the rock wall concentrating. We see a flash of a memory—Max healing Michael.
TESS
You're not going to kiss me, are you?
Max, frustrated by his lack of success, removes his hand from the wall in disgust and answers Tess abruptly.
MAX
No.
(pause; regretting taking it out on her)
I'm sorry.
TESS
You dislike me so much that you would rather be stuck in here than kiss me?
MAX
“Dislike you”? I don’t even know you. You seem nice enough, but I’m in love with Liz. Kissing you would feel like a betrayal to her. I also don’t like being forced to do something against my will.
Tess looks forlorn. Max has returned his attention to the rock wall, running his hands over it.
MAX (cont’d)
There's got to be another way.
Tess considers this for a moment.
TESS
(disappointed; resigned)
There is.
(off Max's look)
I know how to access another person's DNA.
MAX
(excited)
So you can just tell me how!
TESS
No. These aren't memories you can explain, anymore than you can explain how you healed Liz. It's just something you know.
MAX
Then how is there another way?
TESS
What Ed doesn't know is that I healed Michael.
(off Max's look)
He cut himself at his party. I have his DNA.
MAX
(acrimoniously)
And you waited till now to reveal this because …
TESS
(bewildered that he should have to ask, but with feeling)
Because accessing my ancestral memories is important to me.
Tess approaches the rock wall, closes her eyes and concentrates. She reaches out with her right hand and places it on the chamber wall. A “ghost” of Michael's hand appears over hers. The wall glows silver under the two hands, the ripple effect appears and the chamber opens. Max and Tess rush out of the chamber. Max heads straight for his chamber and Tess goes over to Ed.
73 INT. MAX’S POD CHAMBER - CONTINUOUS
Michael scrubs his face with his hands in frustration.
MICHAEL
I give up!
ISABEL
You can’t. It’s your turn to think of something.
MICHAEL
Fine!
(placing his hand on the rock wall)
Open sesame.
Michael jumps back when the ripple effect appears. He and Isabel exchange astonished looks, then Max pokes his head in.
MAX
You guys OK?
Michael and Isabel exit Max's chamber. Tess and Ed are arguing over by Michael's chamber; we do not hear their conversation. The Jetta is parking next to Diane's car. Maria barely has the car in park when Liz and Alex jump out and start running towards Max, Isabel, and Michael. Maria is just seconds behind them.
LIZ/ALEX/MARIA
(simultaneously, but calling one name each)
MAX! ISABEL! MICHAEL!
LIZ
(gasping from anxiousness and the run up the slope)
Max … Max … you can’t trust him.
(pointing to Ed who is now approaching with Tess)
He pretended to be you … he shapeshifted into you …
MARIA
(interrupting and pointing to Michael)
And you!
ALEX
(pointing to Isabel)
And you!
Max, Isabel, and Michael all have shocked expressions on their faces.
LIZ
And I thought he was you … and I kissed him … I’m so sorry … but then I knew something was wrong.
ALEX
And then we compared notes and realized he’d done it to all of us.
Max, Isabel, and Michael’s expressions run the gamut of astonished, confused, and angry. Ed and Tess have reached them at this point and all three turn and glare at Ed with a "if looks could kill" expression. The humans are wary around Ed; Liz holds onto Max’s arm and Maria does the same with Michael. Alex puts up a brave front and puts his arm around Isabel’s waist.
ED
(to Max, Michael, and Isabel)
What? It was perfectly harmless. I had to know where their loyalties lie; especially since I’m sure you told them what happened at our last meeting. Granted, they don’t seem to be an immediate threat, but honestly, three humans knowing ...
(shakes head in disbelief)
... the exponential possibilities of your true identity being revealed are staggering. And it’s so unnecessary.
(to Liz, Maria, and Alex)
You must recognize your superfluity?
MARIA
Superflooey what?
LIZ
(indignant)
He’s saying we’re superfluous; not needed.
The glares Max, Michael, Isabel, Maria, Alex, and Liz give Ed show they take exception to his opinion.
MAX
(seething)
Harmless!? You call what you did harmless!!? You … you …
(searching for the right words and then it dawns on him)
You’re nothing but a narrow-minded, insular pig-headed despot. You think you can come here and do whatever you want to us … to our friends … order us around like we’re just some pawns in whatever game it is you’re playing …
ISABEL
(interrupting)
Exactly! And you can just forget it because we aren’t joining in your little reindeer games!
MICHAEL
Yeah, I’ve had enough tyrants in my life to last a lifetime! And what the … you actually kissed my girlfriend!
He glances at Maria who quickly nods then goes back to glaring at Ed.
ED
ENOUGH!
Ed raises his hand, but before we know what he intends to do Michael uses his powers to send an energy pulse towards Ed. Ed blocks it with the shield power we’ve seen Max use. The shield causes the energy pulse to bounce back to Michael who is knocked down by the force, and since Maria is holding his arm she goes down with him. Max, Isabel, Liz, and Alex rush to help Michael and Maria. Ed is talking during all this.
ED
(to Max and Isabel)
I told you. You’re not strong enough yet to fight me. He’s not hurt. I weakened his energy pulse before sending it back.
(beat)
If you would just let me teach you instead of fighting me I wouldn’t have to resort to force to prove my point.
MAX
All you’re proving is that we can’t trust you.
Michael and Maria are standing now. Isabel is standing to Michael’s left. Maria, brushing herself off, is to Isabel’s left. Isabel takes Michael’s left hand in her right hand.
ISABEL
(to Ed)
We’re stronger than you think.
Maria sees what she is doing and takes Isabel’s left hand in her right. Alex follows suit, by taking Maria’s free hand, Liz takes Alex’s free hand, and Max takes Liz’s free hand.
ISABEL (cont’d)
Think you can take us all on?
Michael lets loose another energy pulse and Max counters with an energy shield immediately after to protect them. Ed puts up his own shield but Michael’s energy pulse, strengthened by Isabel, Max, Liz, Maria, and Alex is more powerful than Ed’s shield and he is knocked off his feet. Tess runs to his side and helps him up. He’s a little bruised but otherwise OK.
ED
Obviously you learn quickly, if not willingly. After all these years are you really saying, now that you have the opportunity, you don’t want to learn what it is to be an Antarian?
MAX
We want to learn, we just don’t like your methods.
ED
They are the only methods available.
ISABEL
We don’t believe that.
ED
(accepting defeat)
I guess you’re going to believe what you want. I would just be careful not to confuse what you want to be true with what really is true.
He and Tess head back to the boulder by the Jeep. Ed passes his hand over it and it transforms back into his sedan. They get in and drive away.
Cut to:
74 EXT. LIZ'S BALCONY - LATER
Liz is sitting in a chair on her balcony, writing in her journal.
LIZ (VO)
Trust is so fragile. The least little thing can destroy it … the wrong word … the wrong action. And once broken can it ever truly be repaired or will there always be that niggling doubt in the back of your mind?
We see Max appearing, climbing over the edge. He approaches. Liz looks up, sees him and smiles. Her smile falters for the briefest of seconds, but then she recovers. It's too late, however. Max looks stricken and stops his approach.
MAX
It's really me.
LIZ
Of course.
She gets up and takes a step toward him. Max turns away.
MAX
There's no "of course" now. You were frightened when you saw me.
(softly)
Like you were when I first told you I was an alien.
LIZ
(equally softly initially then increasing in volume)
I was afraid, just for a second, but not of you; never of you.
Max is still looking away. His fists clench when she says she was afraid.
LIZ (cont’d)
Max?
Max finally looks at her. His expression is haunted. Liz goes to him. She holds out her hands. He takes them in his.
MAX
I hate him for making you afraid. And he's stolen so much: my body, my memories. You can't trust me anymore.
LIZ
(tears filling her eyes)
I trust you with my life. I trust you with my heart.
MAX
But you can't trust that this…
(smacks himself in the chest)
… is me.
LIZ
(protesting)
No. It won't be like that.
MAX
(despairing)
I told you. He could have some of my memories. I can't even prove that it's me.
LIZ
Do you remember when I first found out about your "not of this worldness", and how you showed me that you were still you?
MAX
(not convinced)
But I showed you my memories and we can’t be sure—
Liz gently places her finger on Max’s lips to interrupt him.
LIZ
Max, I learned something today from Ed. He can fake your appearance and even your memories, but I know your essence. He can't fake that; I knew something was wrong. I know how I feel when you're near, and when we do this …
Liz takes his hands and places them on her face, then she takes his face in her hands. They look into each others eyes for a moment and we see flashes (Max healing Liz, Max setting off parking meters as fireworks, Max and Liz "glowing" scene). When the flashes end Liz pulls back slightly.
LIZ (cont’d)
And when we kiss ...
Liz leans forward and kisses him; a long slow kiss. She steps back.
LIZ (cont'd)
I know how you feel. Trust me, Max, I'll know. I'll always know.
(desperation in her voice)
We can't let Ed put doubt in our minds.
Max gathers her into his arms. The camera cuts from one face to the other. We see the desperation in their eyes.
LIZ (cont'd)
We just can't.
END OF ACT IV
Potential solace for anyone who experiences distress at the very sight of the name "Tess".
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