A/N: Hey guys this is my first fanfic for Maximum Ride! I hope you like it. I apologize at the fact that I can't write "mushy" stuff very well…

Anyways, this takes place after the book, "MAX" and before the book, "FANG". I haven't read "MAX" in a while, so I'm sorry if any of the background information isn't correct.

Disclaimer: I do not own Maximum Ride, James Patterson does. If I did own it I would be really happy, though!!

Midnight Thoughts

I yawned, staring at the full moon that glared down at me through the blinds covering the small rectangular window. It was mocking me, tempting me to rise into the sky and feel the cool air ripple over my cheeks and through my long sun-streaked hair.

But, of course, I couldn't do that. Well, actually, I could, if I wanted to be shot down by an assassin with a gun for an arm or something outrageous like that.

My tired gaze drifted to the silhouettes of my flock that were sleeping peacefully on the wooden floor. I sighed, wishing that I could be snoozing away like they were, but I knew I had to stay up in order to watch over them. The house had a few bedrooms, but we had decided to all bring our pillows and blankets and sleep in the same room together in case "anything happened".

My mother, Dr. Martinez, Ella, and Jeb (I still don't know what to think of that man) had brought us here to this safe house after the whole underwater submarine incident had calmed down. Apparently, we are supposed to be leaving for Africa or something, but I don't know what they're planning for us. And that really bothers me, you know, being controlled by others. Maximum Ride makes her own decisions.

Max, you have to do what they tell you to do. You have to save the world.

Oh gosh, not the stupid voice in my head again. I sighed out loud and decided to ignore the comment.

You can't run away from your destiny.

"Oh, shut up. I'm not in the mood, Voice." I grumbled quietly to the thin air around me. I was sitting cross-legged against the wooden door in the dark room. Angel was curled up next to Gazzy on the floor, her back slowly rising and falling with each even breathe. She had her thin arms loosely wrapped around Total, who had his tongue sticking out and seemed to be dreaming about Broadway, according to his mumbling every so often. Gazzy was sprawled on his back, sleeping peacefully, his mouth hanging open slightly. Nudge was snoring softly in the far corner. (I still struggle to believe how that girl's body can handle constantly making noise and never shutting up, even in sleep.) Iggy was lying on his stomach, his arms folded under his pillow and his head turned towards the wall, his blind eyes closed. Fang was sitting against the wall opposite me, under the window, his head bowed in his knees. At least I think he was, because as soon as he had fallen asleep he had slowly started to disappear from sight. That's just another weird power of his.

The moon was casting a blue glow in the room. I looked down at my ripped jeans and sighed. Being flock leader sure took its toll on a girl. My eyelids began to feel heavy.

"Max," a soft voice said, right by my ear.

I jumped and flicked my eyes open, and looked up. Fang was standing over me, his dark eyes gleaming quizzically. Those stupid eyes got me every time. "What?" I whispered. I must've dozed off for a few minutes, because the moon was still visible out the small window in the same location.

"You need to rest, you're dozing off. Go to sleep, I'll keep watch for the rest of the night," He said.

How had he known I was dozing off? Had he been spying on me from across the room? I frowned, and of course I objected to his offer, because I am Maximum Ride after all. "No, I'm fine, Fang. Go back to bed."

He silently stepped to my right and slid his back down the wall, seating himself next to me without a sound. "Then I'm staying up with you,"

I sighed. That was Fang for you, my right-wing man, and apparently my boyfriend now. "No, Fang."

His hand crept onto mine, and he squeezed it lightly. "Max, you sacrifice yourself so much for us. You deserve at least one good night sleep."

I shook my head, even though the thought of sleep seemed even more tempting than going for a midnight flight under the stars right now.

Suddenly, Fang leaned onto my shoulder and kissed my cheek. I felt a jolt of, well, joy, creep through me, but I shrugged him off, blushing. "Fang, it's midnight. I don't feel like having a 'moment' right now."

"Exactly, so let me take the watch and go to bed." His lips formed a small grin, a Fang-version of a brilliant smile.

I sighed. He was almost as stubborn as I was. I gave in and leaned my forehead on my knees, closing my eyes. "Fine, you win."

I felt his arm wrap around my shoulders. "Good night, Max. I love you." He whispered almost inaudibly.

I smiled and felt myself fall into sleep's clutches before I could even respond.

Gee, I must've really been exhausted...