Welcome to my "Cars" fanfic. This is my Doc Hudson and Lightning McQueen father/son series. They are mostly humanized. Actually I didn't want the first chapter to be so long…but it's too late anyway. So the first chapter is about how Lightning feels about racing after his wreck and Doc trying to help him. Enjoy.

Chapter 1: Afraid

He shakily ran his hand trough his messy blonde hair glancing at his surroundings. The town…the town that he grew to call his home and it's residents-his family, looked so peaceful from the cliff. He could see a few lights glow here and there…but other than that the only source of light and guidance through the darkness was the moon. The night itself was peaceful. He was glad to be alone for a while…yet he also hated the fact of him being alone with his thoughts. He scowled again at just how pathetic he was. How could he? HIM…Lightning McQueen-who won four Piston Cups, who won and almost got killed during the World Grand Prix, The same Lightning McQueen who without any second thoughts fought with a group of armed lemons to try and save his best friend, who was one of the few who had actually made it through the most hellish four months under his traitor's…phew…trainer's pressure, who made it to the final of the Championship and now just a few hours away from the most crucial race of his life…and he was afraid? No matter how strange it may sound, it was true. Lightning McQueen was afraid. And not afraid of just anything…but racing. That was for sure the last thing he would ever imagine himself being afraid of. Racing was his life. No words could describe just how right racing felt the very first time he was included in the street races. Never did he doubt how he felt about it…It felt too natural to just let go. Yet he was afraid. Being the desperate chicken he was, wide awake when most likely he should be sleeping and gaining energy for the race…He sighed and rubbed his eyes tiredly. It was strange yet it was happening. Just the idea of him being in that fulfilled stadium with ten other racers…one of which was the one who almost killed him made him nauseous. Maybe that's why he insisted on starting his trainings earlier than necessary, to just get rid of that feeling. Doc was not pleased with him from the very start and tried to convince him to take a season off until his full recovery. And Lightning being the stubborn idiot he was refused to even think about it. And now he was sitting there…stressed, broken and afraid. What should he do? He couldn't possibly race tomorrow, could he? But he couldn't not race either.

"I thought you were supposed to be resting for tomorrow." Upon hearing the very familiar voice Lightning spun around in his place on the ground so quickly that he almost fell. Doc chuckled lightly at the boy who now was trying not to look startled.

"What are you doing here?" Lightning asked in a very uncharacteristic weak voice which he soon regretted as the older man's eyes turned into concerned ones.

"I should ask you the same question." He answered gently and seated himself beside Lightning. "Are you feeling alright? If your wounds are bothering you…"

"No, no! I'm fine." Lightning answered quickly…even too quickly for Doc's liking. "I'm fine…I just…I can't sleep, that's all."

Doc nodded to the boy sitting beside him. It was not hard to tell that he was lying. Something has been happening to Lightning since he got out of Hospital and somehow Doc knew exactly what was wrong. And he was determined to get the truth out of him. Damn the boy and his stupid pride. Like he was ever going to let Lightning race in the condition he was. It was just amusing to see how long it would take him to speak up. He should admit that Lightning was really a tough one also.

"I see. But it's no good to be wondering here at this time. You sure don't want to give your competitors occasions to win, huh?" he nudged McQueen's shoulder playfully and was not surprised to notice him wince at the mention of the race. The boy was really making it too easy.

"Yeah…sure." He gave the older man a fake smile and tried to keep the track of his thoughts. He couldn't break now…it would be stupid and childish. And Doc? What would Doc think of him then? He did view him as a child already…what he least wanted was to fall on his mentor's eyes.

After a few minutes of not so comfortable silence Doc tried to catch the younger's attention.

"I can't help but notice…" Lightning looked up from the ground, confusion showing on his face.

"…that there is something bothering you." Doc said grimacing, making Lightning narrow his eyes in suspicion.

"What do you mean?" He asked looking away. Doc sighed. Or maybe this was not going to be as easy as he thought. He moved closer to the boy and for the first time that day noticed just how pale the kid was.

"Lightning," he said, putting an arm around the boy's shoulders. "You know you can always talk to me…about anything." Lightning shrugged slightly still not meeting his gaze.

"I promise I won't judge you." He gently squeezed the boy's shoulder. "I'll always be there…like where shall I go, right?" he chuckled and ruffled the boy's hair. "Heey!" Lightning grinned and tried to steady his hair only to mess them even more. And that Doc thought was possibly the most real and whole hearty smile he saw on the boy's face during the past few weeks.

"I know Doc…and…thank you." He smiled sincerely at his mentor. "It's just…" he paused. Doc hanging on that pause made a motion for him to continue. McQueen sighed deeply and hid his face into his hands.

"You'll laugh."

"I promise, I won't." Doc answered in all seriousness.

"It's stupid."

"Well obviously it is not stupid enough that you are here now…at 3 am. Split it out already." The former racer was starting to lose his patience. The boy sure was making it all too hard.

"Oh my, look how late it is. We should probab-"

"Lightning!" he snapped.

"Okay. Okay…" he held up his hands in defense. Doc was trying not to lose his temper and asked as gently as he could manage.

"Well?" Lightning let out a deep sigh and mumbled quickly.

"Iamafraidofracing."

"What?"

"I said I amafraidofracing."

"Speak louder boy, I can't hear you."

"I…"he nervously glanced at Doc and meeting his strict gaze finally gave in. "…I… am afraid of racing. There. I said it."

"I know, I heard you the first time. Just wanted to make sure."

"Doc!"

"Right, sorry." he knew that the moment was not a pleasant one but couldn't help the smile that found it's way to his lips…the boy's expression was truly priceless.

"Lightning…" he continued seriously. "You know, when I told you, you could take the season off, I'd neve-"

"I know, I know. You were right…and I was wrong…" he cut the older man off. "It's just…I don't know what happened to me…I couldn't stand looking at the track, let alone drive. Every time I got into the car I just saw it all happen before my eyes and…I-I just didn't want to disappoint you." He hung his head in shame and waited for whatever was going to come next.

Doc couldn't help the warm feeling that tugged in his heart. When did the foolish boy grow to him so much? He once again embraced the boy and said.

"Oh kid. It's alright to be afraid. Everyone fears something…but we shall learn to confront our fears and not run from them. And it's totally understandable that you are afraid. I myself know how hard it is to race the first time after a wreck…" to Lightning's shocked look he answered. "Yes. I'm not made of steel as you might assumed…" Lightning felt embarrassed more than ever and was thankful when Doc continued.

"The point is that you shouldn't let your fears run your life. You're a strong kid, I'm sure you'll make it out soon." He gave Lightning a genuine smile and made a motion for him to stand up.

"Yeah and about disappointing me…" he turned around to face the young racer. "You did annoy me a lot…yes. But disappoint me…never."

He was taken by surprise when he felt two arms wrap around him. Doc looked down at the boy and once again noticed just how small and fragile he was compared to all the big things he had done.

"Thank you." Lightning murmured against his shoulder. Doc smiled and wrapped his own arms around the impossible boy.

"Anytime hot-rod."