Disclaimer: I don't own Maximum Ride, or any of the other characters. They all belong to James Patterson.

A/N: This is my first Maximum Ride fan fic, so it'd be really nice if you reviewed. Sorry if it's not so good. And there is a little Fax for all you Fax fans like myself, but it's really slight. Hope you enjoy my story!

The sky was a dark obsidian with brightly scattered stars. Sitting on the edge of a cliff, surrounded by trees, Max sat, silent and still. She gave a small sigh, closing her eyes.

"Max?" a small, timid voice called out. She turned around and spotted a small bob of blonde hair. Swiftly, she walked over, carefully stepping over the sleeping bodies of her flock.

Sitting down next to Angel, she pulled her into her lap and asked, "What is it sweetie?"

"Why are you so sad?" Angel asked, hugging Celeste tightly.

Max remained silent, contemplating her answer, making sure that she blocked off Angel from reading her thoughts.

"Well…I'm just worried about the flock," she finally said. There was more to it, but Angel was just a little girl and didn't need to know about the complications they faced.

"You should sleep too," Angel advised, stroking Celeste, adjusting her wings. "We're all really worried about you Max…even Fang is worried." She added, looking up at Max with her big blue eyes.

Max gave a small smile and said, "I know, but really, I'm okay." She put Angel back down and watched as she settled herself comfortable on the ground. Max pulled off her windbreaker, putting it on top of Angel. She kissed Angel's forehead and walked back to the cliff edge. There she sat again, pondering as she unfurled her wings.

For the past couple of days she'd had a case of insomnia. Even though she wouldn't admit it, not even to Fang, her dreams were really nightmares. In each, something terrible had happened to a member of her flock. They were either brutally murdered, tortured before her very eyes, or used for more experiments at the School.

Each nightmare made her shudder and even shed some tears. No one had yet found out, but Fang almost did one night. In that nightmare, Fang had faced off against Ari and gotten hurt badly like at the beach, but this time, Jeb was there to stop him. She had stood helpless, tears clouding her eyes as she watched Fang's dark lifeless eyes looking at her. She had sat up abruptly, her throat dry, tears threatening to spill out of her eyes.

"What is it?" Fang had asked, his voice quiet, dark eyes watching her observantly.

She had shaken her head and waved it off, offering a reassuring smile. Lying back down, she pretended to sleep, yet stayed awake the rest of the night.

After that night, she used the excuse of taking watch first. For once, she didn't want to share this weakness with Fang, because she knew he'd just worry.

The voice inside her head had been quiet as well, never offering words of advice or even trying to tell her that this was all part of a game. Even though the voice was always annoying, at least someone understood in a way what she was going through.

A small light shined on her face. She looked up, suddenly alert, but relaxed as she saw that the sun had begun rising. The sky was a purple-pink, the sun a yellowish-orange. Turning around to face her flock, she smiled again, watching the sprawled bodies of Nudge, Gazzy, and Angel huddled together, legs and arms tangled. Close by was Fang, his body neatly positioned, dark hair covering his face, and Iggy nearby as well, his sightless eyes closed, his face peaceful. Max wished that everyday was like this: peaceful and quiet, a day where they didn't have to worry about Ari and his eraser cronies, or Jeb, or even Anne.

She turned back around and watched as the sun rose higher and higher. Behind her, she heard the flock began to flutter awake. Again she turned around and smiled, watching as one by one, they woke up, hair astray, rubbing their eyes sleepily.

"What's for breakfast?" The Gasman asked, yawning widely.

"Let's see," Fang said, grabbing his backpack and shuffling through the items. "We have granola bars, some cans of ravioli, some bread, bologna, bananas, and some other stuff." He looked at Iggy who sighed and said exasperatedly, "Fine, I'll make breakfast then." He walked over, looking through the items and grabbing some to eat.

He made breakfast, equally dividing it on some paper plates that we had bought the day before. As we ate, Angel asked, "Max, did you go to sleep last night?" Even though her question was innocent enough, I stiffened, keeping my eyes on my food.

"No," I answered carefully. "I wasn't that tired last night."

"Isn't it like that every night?" Fang asked tightly, his jaw set.

"Max," Nudge began cautiously. "You really should sleep. I mean, I know you're looking out for us, but we're looking out for you as well. So, take care of yourself." Her brown eyes looked at me worriedly.

"Nudge is right Max," Gazzy added, putting some food in his mouth. He chewed quickly before saying, "You're always telling us to rest up and to take good care of ourselves, but if you don't take your own advice, or whatever, then aren't you being a hypocrite?" He continued eating as she sat silently, absorbing their words.

She stood up and set down her plate with a little force. She turned around, extending her wings and ran, jumping off the cliff, away from her flock. They were all right she knew, and they were just worried, but seeing each of those horrible things over and over was too much for even her to bear. She flew fast, just acting, not thinking. When she was far enough away, she stopped.

Sighing for what she felt was the umpteenth time, she rubbed her eyes and wished again that she was normal. She wished that she had a mom and dad, someone who would take care of her. Then she thought, if she was normal, would she have ever met Fang, Iggy, Gazzy, Nudge, or Angel? They were all from different places, so there wouldn't've been much of a chance of their meeting. So she guessed that the School had a good purpose. It brought together their flock. She flew a couple of times, just enjoying the soft currents that passed; finally she flew back to her family, randomly stopping and admiring some scenery. There weren't many times when she could enjoy herself like this.

Slowly, she spotted a small figure standing at the edge of the cliff, growing bigger and bigger. She landed besides Fang, ignoring his dark eyes which watched her every move. Nudge, Iggy, Gazzy, and Angel sat together, talking quietly amongst themselves. They stopped as Max approached, Fang behind her.

"Let's go," Max said immediately, picking up her bag and slipping it on her back. She unfurled her wings and walked to the cliff edge. Fang however, grabbed her wrist and turned her around.

"Max," he said, "we've talked and we want you to rest up. We'll leave in the afternoon and travel till night." She looked around and saw that she was outnumbered and they would do anything to get her to rest, even if it meant tackling her down and tying her up. She walked over to a couple of trees and lay against the trunk. Slowly, her eyes closed.

Another nightmare was quickly brewing. However, it was with the entire flock. Nudge and Angel were being held by a couple of erasers, more stalking towards them. The Gasman was unconscious, small trickles of blood leaking down his face, and streaked across his clothes. Iggy and Fang were holding up their own, back to back, fighting eraser after eraser. For one split second, Iggy was caught off guard. An eraser swiped at his side with its long claws, spilling a whole ton of blood. He crumbled to the ground as Fang continued to fight, his face determined. Above him, Ari descended on him quickly. Knocking Fang out, Ari grinned, licking his lips. He put a foot on Fang's throat and stepped on it hard with a loud 'crack'. Still grinning wolfishly, he turned and seemed to be facing Max. He stepped towards her slowly, his jaws opening wider.

Max sat up startled, sweat dripping down her face. Her breathing was heavy. For a minute she forgot where she was and scrambled up, looking around, searching for her flock. Everything was quiet, except for a couple of snores and some quiet breathing. She saw them sleeping before her, safe and sound. She breathed in deeply, her breaths mere shudders. That dream was so vivid, so real that it was frightening. Noticing that Fang was missing, she looked around again and just barely spotted him sitting in some trees nearby, keeping watch. Even though she couldn't see him all that well in the dark, she could feel his dark eyes watching her. Max strode over, settling herself at the tree's base. She almost didn't hear Fang as he flew down, sitting next to her.

"What's been going on Max?" He asked calmly. "Why haven't you been sleeping the past couple nights? You're really worrying everybody."

"I—well, I just—I—I'm just afraid I guess," she whispered, folding her knees and tucking them under her chin. He remained silent, so she continued. "A couple nights ago, I began having nightmares. In each, someone got hurt really badly, or they died, and I couldn't do anything. I'm afraid to sleep anymore for fear that those dreams will come. And…I want to be there to help you guys because I don't want to lose anyone." A tear streaked down her face, which she didn't even bother to wipe.

"You know," Fang said softly, "they're only nightmares. Everybody's here, and everybody's safe. Besides, you should've talked to one of us about these dreams. Maybe they still haunt you because you haven't talked to anyone. You don't always have to be 'Invincible Max'. Everyone has times where they just have to sit down and talk, or just throw a fit, even you. So, don't be afraid to be weak in front of us." By now, he was busy peeling some bark off a stick, his eyes focused solely on the stick.

"Thanks," Max said, her voice small. Fang gave a small smile and said, "Get some sleep; we'll leave in the morning." Max stood up and quickly swooped down, kissing Fang's cheek. "Thanks," she said again, a small red blush crossing her cheeks. A small, faint blush appeared on Fang's face as he turned away, coughing slightly. Max quickly walked over and lay down next to Nudge, Angel, and Total. Total, who was partially awake, crawled over Max and lay in the crook of her arm, snuggling, putting a paw over his eyes. Fang watched, another small smile appearing on his face, and fading away just as quickly.