A/N: Okay, this is totally-one off. I know it's not really Fang or Max-like. I do not own Maximum Ride.

I was freezing. God, this cave sucked. How was it that everyone but me could get some sleep? I heard Fang roll over. "Can't sleep?" he asked me. I nodded. "I'm a bit cold," I said, shivering. Fang rolled his eyes. "You didn't have to give you blanket to Angel."

I shrugged. "She looked cold." Fang sighed. He beckoned me closer to him, under his blanket. I hesitated, but rolled towards the warmth. My teeth stopped chattering almost immediately. I huddled under the blanket, curling into a small ball. Fang rubbed his arm against my body, trying to warm it. His touch sent sparks up my arm. Slowly, I drifted to sleep.

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My eyes shot open. I heard giggles. Groggily, I moved my head around. I felt a weight on my body. Angel and Nudge were giggling hysterically, and I saw Gazzy smirk. Iggy was trying to look innocent. He was cooking. I scrabbled around, freeing myself from Fang's embrace- his arm was draped over me.

"Ooh, how cute," Nudge sighed. "Max and Fang." Total yapped in agreement.

At the sound of his name, Fang jerked awake, pushing himself away from me. I heard a few more giggles. "Got any bacon left?" Total asked.

God, this was going to be a long day.

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I stared up at the sky. I'd been having such troubles sleeping- I didn't know why. It was dark, about midnight. Stars glimmered like fallen pieces of heaven. I'd always loved the night. I shut my eyes and let the cool night breeze play with my sandy blonde hair. I heard light footsteps behind me- Fang's.

"Hey, Fang," I said. He sat down silently beside me. We didn't say anything for a while, just stared at the sky.

I watched him. He had dark, dark eyes, just as dark and mysterious as the night. Olive skin, black hair, silent expression, strong, tall body. He was gorgeous. I'd never really thought about it before. I guess it was because I was always being beaten up by Erasers. I turned my head to the sky, watching the glittering stars. The moon was only a small sliver tonight, but it still gleamed like polished silver. I noticed Fang watching me out of the corner of my eye. I turned back to him. "What?" I asked.

He shrugged. A gentle breeze played softly with my hair. He watched it carefully, leaning in to brush it out of my eyes. He was so close, staring into my eyes- those perfect dark circles. And then I felt him on my lips. It was different from kissing Sam, which was just small and simple. This kiss was fuelled with passion; I could feel it pouring off him. He placed his hand in the small of my neck and I looped my hands through his hair. I felt fire dance through me, lighting my whole body.

He pulled away slowly, still silent. I just looked up at him. What do you say after your best friend kisses you?

"Nice night," I said. Way to go, Max, I thought. What idiot says that? He chuckled. "Not compared to you," he whispered in my ear. "You're more beautiful than all of them combined."

I blushed. No-one had ever said that to me before. "Uh…thanks?"

He laughed again. "Silly Max." he bent to kiss me again.

I wished that it could never end.