Abstract: A crash cushion includes a pair of laterally spaced and longitudinally extending rails. A diaphragm frame is moveably supported by the rails. An outer guide is coupled to the diaphragm frame and is configured to engage an outboard portion of the rail on the impact side respectively during a lateral impact. The outer guide on the impact side is releasable from the outboard portion of the rail. A pair of laterally spaced inner guides are coupled to the diaphragm frame and successively engage and release the inboard portion of the impact side and non-impact side of the rails during an impact of sufficient severity. A flexible panel may be coupled to the impact side of the diaphragm frame. A deformable energy absorbing member is moveably connected to a stationary backup.