fezco had called olivia forty three times before she finally texted him to make sure ashtray wasn't fucking dying or something. eventually, after a lot of convincing, liv agreed to meet up with fezco at a local diner to talk about things.

because, shit. he had some explaining to do.

when olivia walked into the diner, she saw an old couple eating at one end and fezco waiting in a booth at the other. she walked down the isle to meet him, avoiding his eye contact as he stared her down.

on the table, there was a sticky menu and two waters. liv pushed the water away, staring down at the menu. she figured that if she acted like she was reading it, fez wouldn't say something right away.

but he did.

"do you remember the night of the carnival?" he asked. he couldn't afford to waste any time with pleasentries.

"it was when we got into our first real fight as a couple." liv said, remembering. fezco nodded, but she still refused to make eye contact.

"yeah. we broke up." he added.

he sighed and folded his hands together, leaning down on the table in front of him. olivia chuckled dryly.

"i know. we were broken up for a few hours and you already fucked someone." she commented, looking up at him for the first time. she regretted it immedietly and looked down again.

"listen to me. i got really high and i had a couple people over to try and get my mind off things. and, uh...there was this girl there." fez explained.

olivia's eyes started to tear up. thinking about fezco in this situation, having sex with someone who wasn't her made her feel sick. she couldn't bare it.

"i can't do this. i shouldn't have came." she mumbled. she tried to stand up out of the booth to leave, but fezco grabbed her hand.

they hadn't touched in..so long.

"i had sex with her because i thought it would help me move on from you. i didn't feel like i could be there for you when you needed me or that i would be good for you. so i had sex with her. then i went to the carnival because ashtray pulled me out of the house and i knew you'd be there." he rambled.

olivia felt like she couldn't breath. she wanted to sigh, but she didn't want to take the words he said in.

a tear fell down her left cheek, but she wiped it away immedietly. when fezco realized she wasn't going to say anything, that she couldn't, he continued.

"i pushed her off of me when i realized there was no moving on from you. you're everything to me, you've always have been. and there's just no way i could replace you. there's no explanation for what i did. no excuses. from the bottom of my heart, i am so sorry for how much i hurt you." he went on.

he continued to hold olivia's hand across the table and stared, leaning forward and trying to get her to look at him. his own eyes started to water.

"when i first found out, i didn't know what to think. and then i wondered if you were feeling the same way i was when i kissed jayson at that party. i remembered how you were so mad at me and how dissapointed you were. and i hated myself for disappointing you." she cried. at this point, tears continued to run down her face. a tear fell down fezco's face as well, but he wiped it away quickly.

"i don't hate you. i get it." liv finished.

because she did get it. and she didn't know if she was proud of that, or if it made her hate herself even more.

and, lately, she's really been fucking hating herself.

"do you think we'll ever be able to move on from this?" fezco wondered. they unwinded each other's hands to wipe their faces off, trying to calm down.

somehow, that question made olivia cry even more. if you asked her a few months ago if she could see a future with fezco, she would have said yes immedietly without hesitation.

but, now, things were different.

and it scared the shit out of her that she couldn't see her future with him in it.

"i don't know." she answered, truthfully.

a few minutes went by. the two of them collected their thoughts and calmed down.

liv remembered how lexi stared at fez at the new years party. then, lexi was there at the store the night liv confronted him.

but she didn't know why, and she didn't like that.

"what about lexi? do you like her?" she asked. this time, fezco was the one to avoid eye contact.

he didn't say anything. he just shrugged.

and liv's lip quivered.

"what about nate? do you like him?" fez asked.

as much as he hated it, he saw olivia talking to nate at her party. the way they were trapped in their own world.

liv wasn't into nate. she hated him. but, fez seemed like he was already moving on. if olivia didn't seem that way as well, it'd just be pathetic.

so, she shrugged.

and silenced approached them again.

"maybe we were always meant to be just friends. i don't want to bring you down with me. bring you in this lifestyle-" fezco started, breaking the tension. liv shook her head and cut him off.

"i know, fezco. but..i love you."

she wasn't going to deny that he wasn't the best for her, but there weren't a lot of people out there who were.

liv could tell by the look on his face what he was going to say next.

"please. i don't want to do this again. i can't do this again." she begged. it was exactly what she didn't want it to be; pathetic.

"i love you so much, olivia. and if anything were to ever happen to you...i've seen too many people die. i cant loose you like that. it would be easier for me to say no and loose you that way than having you get hurt because of me." fez said, trying his best to explain the thought process that was running through his mind. he was crying as well.

"my parents left town. i don't have anyone. i'm all alone and i don't know how to do this without you." olivia confessed.

stupid. pathetic. how could she be so honest, so vulnerable? it was everything she wasn't.

"olivia, listen to me. it's because i truly love you that i know i have to leave." he said. even though a few more tears fell down his face, he wasn't crying like liv was.

her crying the way she was because of his words and actions broke him.

"please don't do this to me." she whispered.

"i'm gonna try to get better. i'm gonna try to get out of this for you. but i can't have you waitin' for me. i need you to move on. you deserve a better life than what i can give you. ill..i'll give you a call when i'm out of this. until then..you need to live your life." he said. again, liv shook her head.

"please, fezco. dont do this. if you loved me you wouldn't leave me here." she said, watching him get out of the booth. he was afraid that if he stayed any longer, he would change his mind.

"i'll see you around, jackson." he said, walking away and not looking at her. he knew if he did, he'd be a mess.

her lip quivered some more as she sobbed quietly. she tucked her hair behind her ear, unable to catch her own breath. once she heard fezco's car leave the parking lot, she ran out of the diner as fast as she could to her jeep.