A/N: I have some hardcore writers block happening right now, which is why SOL has not yet been updated. I'm in the process of writing the last chapter of The Grow Up Game. In the meantime, I spitting out one shots as they come to me. That said, if enough people like this, it can be expanded a chapter or two, and I may play around more in this universe. This is completely unbeta'd, written on the fly, the tense change (from past to present) is completely intentional in the last section. Enjoy.

The first time she saw him she was 14. She had been in her own Shift form, making her way through the forest when she'd caught sight of him at the edge of the lake. His wings were oversized, limbs lanky and awkward, and his tail trailed limply behind him as he made his way around the water's edge. His head, though seemingly bigger than his body, was a finely chiseled panther's visage, those his color was the antithesis of such. Pale and ethereal, the moonlight that shone upon him gave him the appearance of glowing.

She thought he was beautiful.

Her first instinct was to go talk to him. Others who could shift were exceedingly rare, and she'd never met another of her kind before. But when she made to reveal herself, rounded ears flicked towards the foliage, and the white beast clumsily, but quickly, took to the air before she could stop him.

When she revealed her discovery to her best friend the following day, all he said was, "Maybe he just didn't want to be bothered, Maka."

She had scowled at her companion and declared him useless.

The second time she saw him, she was 17.

While resting in the tall grass of a nearby meadow she spotted his ghostly form in the distance. He had filled out in the time she'd seen him last. Though he was still long limbs and oversized wings, he had muscled up, and the sinews of his body moved visibly beneath his pelt. His back had broadened and he carried his tail in a loose loop about his neck, which had thickened to properly balance the weight of that beautifully feline head of his.

It struck her that even as he moved so gracefully on digitigrade paws, he did not carry himself with any sense of resplendency (and he certainly was resplendent). Rather, his shoulders were hunched and he seemed to slink about, broody and uncomfortable.

She could not resist revealing herself, though she tried. A soft chirp slipped from her maw, calling to her brethren enthusiastically. He gave her the courtesy of turning to look at her this time. There was a brief moment where he took in her feline features of spots, the inky tear tracks that lined her muzzle, and the exceptionally long tail that waved in the air behind her.

He gasped when he saw green eyes, and took to the skies immediately thereafter.

She did not get the opportunity to see the color of his eyes.

"Why does he run away from me, Soul?" she asked the albino boy, as if he would have the answer.

Soul only shrugged noncommittally, chewing on the end of a tall piece of grass. "I don't know why it matters so much to you. What, you got a crush on him or something?"

She dumped a bucket of water on his head and left him spluttering.

Maka is 22 when she next finds him again.

He stands on top of a hillside, the light of the full moon bathing him in its celestial glow. He's all corded muscle and thick bone. Nothing about him is disproportionate. He carries his wings close to his body, that long tail still draped about his neck. The last few inches of it sway languorously over his chest. Rounded ears pitch back and forth atop his broad skull, bringing light to his agitation, though the rest of his body gives the appearance of total relaxation.

She stays hidden in the grass this time, careful not to move a muscle, twitch a whisker, take a breath.

When he roars into the cool air of the night, she feels her heart shatter. It is a sound of anguish. Loneliness. Despair. He is suffering, and she does not understand why. When he roars again, wings flared outwards, tail unfurling from his throat to bristle, she cannot contain herself anymore, and she is running towards him.

He sees golden fur and ebony spots. A creamy underbelly and green, green eyes.

He takes to the air.

This time, she follows.

The alabaster behemoth is startlingly quick considering his bulk, but he is practiced in what he does. His wing beats are strong, and his tail is coiled about his waist in order to make himself more aerodynamic as he climbs higher into the pitch of the night. But Maka is practiced, too. She is small and agile, and above all else, she is determined.

He will not escape her this time.

It takes her less than a minute to catch him in his ascent, her well-muscled tail lashing forward like a whip to grip his ankle, yanking on him to pull him closer. But he doesn't fight her and pull back like she expects him to. No. He abruptly folds his wings around himself and drops like a stone, pulling her along with him. Her options are to crash into the earth or let him go.

She has to release in him in order to right herself. She wants to catch him, to learn about him. To ease his heartache. But she can't do that if she's dead. Her heart soars when she watches his wings unfurl and she marvels at his display of power and control when he beats them and his belly skims the grass before he's soaring into the sky again.

She follows him again. This time her approach is more direct, and she darts to and fro, chirping and chittering at him like an obnoxious little hummingbird. He hisses at her, muzzling wrinkling and lips pulling back to reveal veritable daggers in his maw.

She is not afraid.

He strikes out at her with a great clawed hand, twisting his body, gnashing his teeth, all while trying to keep himself aloft. She is annoying him. But he's not trying to hurt her. He just wants her to go away.

Please go away!

Maka does not go away. She trills at him and deftly intertwines their tails. He wasn't paying enough attention, and now he's trapped. He cannot escape without damaging himself. Their tails are extremely sensitive, and he does not want to escape badly enough to suffer the sort of debilitating pain that would come with torn cartilage.

The white giant finds himself descending slowly, easily, alighting upon the dewy grass with an uncanny amount of grace. And then he stares at her. He stares at her with eyes that burn. Bright embers set in a façade of ivory.

He roars in her face. A great cacophonous bellow that sends the nocturnal creatures that surround them scattering. The sound vibrates in her ribcage, but she is still not afraid. She has never been afraid of him. Could never be afraid of him.

Her tail loosens its hold on his, dipping, bobbing, weaving upwards until the tip strokes over the top of his muzzle. And then, ever so slowly, she wraps it along the length of his maw, effectively clamping his mouth shut. Of course he tosses his head a time or two, the edge of a carnassial tooth making an appearance as he pulls what he can of his lips up to snarl at her.

It is a hollow gesture.

Her own ears flatten against her head as she takes in the male before her. He could kill her, but he won't. She knows he has already submitted to her, though his deadliest weapons are still at his disposal. Hands, feet, tail. All are available to him. He will use none of them.

She moves closer, cautiously, leaning up to nuzzle beneath his chin, and her tail relinquishes the hold on his muzzle. A great sigh is expelled from the larger of the pair, a mournful moan following shortly after. He cannot help but to curl his tail around her narrow waist.

They stand there for seconds, minutes, hours…they don't know.

The night wind rolls across the plain and they sink down in the grass together. The scent of earth fills their nostrils, the thrum of their heartbeats ringing loudly in their ears as their blood rushes through their veins. She is tucked into his chest, moss eyes closed off to him. His clawed hand pressed into the small of her back to bring her closer, his ruby gaze hidden from her.

The next time their eyes meet, flesh is pressed to flesh. There is no shame, no fear, no worry. There is, however, sorrow in the crimson eyes that behold her.

"How long," she whispers.

"Since I was eleven," he croaks, averting his eyes at the admission.

"Soul!"

"I know."

"That's longer than I've…"

"I know, Maka!" he growls. Now stubby fingers dig into the flesh of her shoulders, but he's not trying to hurt her. He's trying to ground himself.

A delicate hand alights on his cheek as she presses their foreheads together. "How could you not tell me?"

"I didn't…I don't…I don't want to be this."

He is suddenly very aware of their nakedness, but makes no attempt to move. If anything, he attempts to cover Maka further, to hide her from some nonexistent threat.

"Why? What's wrong with what we are?" she asks him, angry. She is proud of what she is. Who she is.

"I'm a monster, Maka! I can't control it! I can't do what you do!"

I'm no good.

"That's a lie!" she snarls

"It's not! I change randomly. I never know when I'll…"

"No, you idiot!" she hisses. "I believe that part. Not being able to control it. Finesse has never been your forte."

He snorts at her, still indignant, even though he admitted his own lack of control.

"You're not a monster, Soul."

When he opens his mouth to protest she grabs him by the ears, fingers catching a couple strands of hair. He winces at the contact, but she wants him to pay attention to her words.

"You are beautiful," she murmurs, nuzzling along his jaw.

"I'm not."

"You are. You are, you are, you are."

She punctuates each affirmation with a kiss to his nose, his chin, his forehead.

"I don't want it," he gurgles. Tears he has valiantly held back escape watery eyes, cascading in quiet rivulets over a quivering chin and onto the milky flesh he so protectively hovers over.

"Why?"

She doesn't understand. Maka never feels as free as when she's Shifted. Never feels as powerful, as graceful, as deadly.

"I'm tired, Maka. I'm so tired of being different," Soul sobs into her neck.

Maka pulls him on top of her without a second thought, arms wrapped tightly about his ribcage as she lets him cry, fingers carding through his thick mane of white.

"You're not different," comes the warm reply. "You're just like me."

That's all that matters.