A/N: I do not own the Cars franchise. This is my first fanfiction…I'm uploading. I've written tons, but this is the first I'm actually uploading to the public eye. Please be gentle, I don't do well under heat. Thanks!

Holley stared at the vivid, glowing green code on her screen. It was amazing sometimes how much gibberish it looked like without a good night's sleep, and today was no exception. Why was her slumber so inadequate? Well, you know Mater, right?

She sighed and peeked at the calendar. Again. She would be on leave soon, when she could hop aboard Sidney and take off for Radiator Springs. A glorious, free, wonderful three weeks of nothing but relaxing with Mater and the rest of Radiator Springs would be bliss. She loved her job, but everyone needs a break, even the company's fastest-rising star agent.

And nothing, not even the daily selfies he sent her, could put to rest the fears that she had about…other cars.

She knew it was ridiculous. BEYOND ridiculous. If anything, he should be afraid of losing her. She was the sleek, modern, almost–or at least well off –secret agent. He was a tow truck who lived in a salvage yard of Radiator Springs. Despite being best friends with a famous racecar and now having the title of 'sir', he was still far below her league by most standards. So why was it that whenever she was away from him, she was weighed down by the fear of him getting the wandering eye?

He'd told her he was in one relationship before her, with some girl named 'Doreen' or 'Dorine' or something like that. Apparently, he thought they were together, but she didn't. It was a mess.

But that was before. Before Radiator Springs was back on the map, before he was 'sir' Tow Mater, and before he was best friends with Lightning McQueen.

Another glace at the clock. Time could be so cruel, it slithered along so slowly! When could she go home, when she could call Mater, or get sleep, or watch TV, or just relax?

Despite the fears, she wanted to see him. Desperately. While the L-word hadn't been said yet, it was very, very close.

"Agent Shiftwell?" A deep voice interrupted her introspective.

"Yes, sorry sir," she apologized, very aware of what he was upset with her about.

"Good." HE wandered off, probably to catch some other agent dozing off.

Just as she was about to try another attempt at focusing on her work, a call came through from Mater. A breath of air escaped through her smile as she weaved through agents to the bathroom, answering it right before she lost the connection. "Mater?" her voice was light and almost soprano as she pulled up her camera. He was sitting in his salvage yard, as she expected. "It's so good to see you, how is everything?"

He shrugged with just as bright eyes as hers. "It's good, Lightning came home! But he and Sally have been hanging together a lot, so he can't spend too much time with me. But hey, you must be having fun, with all your secret-spy stuff an' all, right?" He had the ability to pour out an hour-long story in ten minutes if he chose.

Holley sighed, and the ability to keep a smile on her face was growing heavier and harder. "I suppose, but I can't wait for a vacation. You plan to teach me how to drive backwards?" she was pretty sure she wouldn't have problem with it, despite Lightning's warning that it was not as easy as it looked. She absent-mindedly drove in circles around the empty bathroom as the chatter of agents gently occasionally made itself known.

He grinned widely, showing his two buck-tooth front teeth that she very secretly found adorable. "Ya'darn right! It's not that hard, you'll do fine." There was a brief pause filled with a chuckle from both cars before he quietly added, "You okay Holley? Ya seem kinda down."

She allowed her brave smile to slip away from her grasp as she explained, "I don't know Mater, I'm just in a rut. I love my job, but, it's just…I don't know. Maybe I miss you, maybe I'm overreacting, maybe I'm tired of my job. Maybe I'm just not good enough! Or maybe I'm too good for it! Maybe I need a new challenge? Or, maybe I need a new desk. I'm right near the heater and it gets too hot, which is more annoying than you think!"

She was gasping in tiny, confused breathes after her release of energy. She closed her eyes so she wouldn't have to see what was sure to be a look of nervous fear on his face. "I want a vacation."

"Holley, will ya look at me?"

Her eyes opened meekly at his gentle request. He'd never looked so comforting in the whole time she'd known him, it was as if she could drive forward and rub his tire.

Mater continued as soon as he had her attention. "Holley, I know how ya feel. Sometimes life is kinda hard. Lighting's away all the time, my friends all have their stuff to do, I've got a lot more free time, and my left review mirror's loose again. But Lightning promised to spend tomorrow with me, I'm getting my mirror fixed later on today, and I'm gonna help Otis work on getting farther. Whatever's stressin' you out, try to fix it."

She took a deep, five-second breath, inhaling the smell of lemon soap and air freshener. She considered what he said. Getting a vacation sooner wouldn't be too hard. And her boss would surely let her move desks, she probably didn't even need his permission. And even though that didn't make her life perfect…it made it better.

She smiled at the tow truck on the screen. "What would I do without you Mater?"

He chuckled and shrugged. "I dunno, start dating Finn?"

She laughed. Out loud. It was music to both of their ears, a musical of serene notes and carefree joy. "I…I don't think that would happen, but thank you." She smiled and got her laughter under control before adding in a more sincere tone, "I really appreciate it Mater. I'll see you soon." She consciously chose to end that sentence as a statement rather than a question.

He nodded and gave her a bow. "I sure will Holley!"

And before she knew what was happening, before she could even think of it, before she could even decide to do it, she added, "I love you."

"I love you too."

THE END

A/N: Well, there it is! Should I continue it? I just hope someone out there likes it :) Thanks for reading!