A/N: I wrote this for a friend who had the misfortune to stumble across some very, very bad Star Fox fics. By the way... what's wrong with ya'll in the Star Fox fandom? Why are you like this? Do you need help?

On a more serious note, I hope you enjoy! (Also, this isn't related to Legion, so don't complain about spoilers).

"Hmm, that won't do," Fox muttered quietly. "Slippy, why did you only pack enough supplies for two people?"

"But you told me to- "

"I guess we'll just have to go find some extras in the city," Fox sighed as he pinched the bridge of his nose in annoyance.

Falco eyed the leader of Team Star Fox out of the corner of his eye, wondering why he didn't quite believe his friend's irritation. Though he'd never admit it, he'd grown to know McCloud pretty well over the years, and he liked to think he knew when Fox was actually irritated. For starters, he usually had more of a growl thrown in with the grumbling.

Regardless, the ace pilot of the team couldn't quite bring himself to care overly much as he reclined against a tree as he closed his eyes. It had been weeks since they'd been planetside and weeks longer since they had taken the time to enjoy a nice sunny day, and he was intent on enjoying every minute of it. The light breeze blowing through his feathers, the non-artificial scents of grass and dirt, and the warmth of the sun that managed spill between the bright green leaves.

Yes, he was going to enjoy it all.

"Let's go, Slippy," Fox said with a sigh that was more forced than Leon's attempts to sound intimidating. Falco opened an eye at the words, moving his crossed leg out of the way ever so slightly to peer at the team leader one last time.

"But –"

"That wasn't a request."

"… Aww man," the toad groaned as his shoulders slumped.

"Don't worry, we'll have plenty of time to enjoy the weather," Fox replied. The head of Star Fox glanced at Falco, who quickly shrugged before closing his eyes just enough that Fox would think he was no longer paying attention. While he was perfectly content where he was, his curiosity had been piqued. It wasn't often that his friend attempted subterfuge, and so it was always some sort of special occasion when he did. Considering that, Falco went through a mental checklist, noting that nobody on the team had a birthday, it wasn't Slippy and Amanda's anniversary, it wasn't a holiday, and they had already celebrated the initiation of the team's newest member.

So, what was Fox trying to hide?

As both Fox and Slippy made their way away from the picnic area, the avian pilot caught a sly smile, along with a wink, passed to the remaining member of their party.

"You sly fox," Falco thought grumpily as he realized that Fox had just engineered a situation in which he'd be left alone with Katt for quite some time. With Amanda and Krystal still aboard the Great Fox prepping the meal, and Fox and Slippy now off to get extra supplies, that left him alone with the sole feline pilot. He could have radioed ROB to drop the supplies that had been "conveniently forgotten," however, he had no doubt that ROB was likely in the middle of some urgent repairs or some such, or had possibly misplaced the supplies altogether despite being incapable of such a feat. And Peppy was likely off sleeping somewhere in the park.

That left him alone with Katt, which could be enough to put a damper on his good mood.

In truth, he really didn't mind her company for the most part. She was actually quite sweet and empathetic when she needed to be, and, unlike Fox, she was almost always ready for a verbal spar, which helped keep the boredom at bay in between jobs. If he were to go even farther, into the territories of his own mind that he'd rather leave unexplored, he might have even acknowledged that he quite like her playful nature and her laugh; however, he always shoved those thoughts down whenever they so much as considered rearing their heads. Even her pink hue was somewhat appealing, though that was a line of thought he absolutely refused to entertain in the slightest.

No, she really wasn't bad company so long as she wasn't in the middle of her newest scheme to make him fall for her. Unfortunately, most of them were on the same level as the average get-rich-quick scheme that the average joes of the Lylat System fell prey too. He was a little insulted that he was apparently worth near minimal effort in her eyes. Either that, or she was too oblivious to realize he wasn't that easy.

"Hey, Falco!" Katt greeted enthusiastically as she plopped down next to him.

A single eye snapped open to greet her, taking noteof the basket she was carrying.

"So… what is it this time?" he asked dryly.

"Hmm?"

"No broken beds, showers, or other disasters that only I seem capable of fixing?"

"Not this time," she replied simply as she pulled several dishes out of the basket and laid them out between them.

The ace pilot frowned, not just at her words but her tone as well. There was none of the coy, flirtatious notes that usually accompanied her interactions with him. Instead, it was one of the very few times she was being serious with him. "What's wrong?"

"Nothing." She rolled her eyes as she noticed the way he was staring. "Look, I know we both have a lot of fun when I'm flirting with – don't give me that look! I can tell you enjoy just as much as I do, even if you won't admit it. Anyway, while that's fun and all, sometimes I just want to sit down with an old friend, you know?"

"If you say so," he replied, trying to sound casual even as her words caught his interest. He wasn't entirely convinced that this wasn't some elaborate attempt to finally win his affections; however, even if it was, he was intrigued by the radically different approach. He decided he'd humor her for the time being.

"I do. Also –" she continued as she pulled out a smoked tilapia "- I brought your favorite."

"Hmph," Falco grumbled as he sat up and accepted the dish from her. Sometimes, it really annoyed him that she knew him as well as she did.

"So, how've you been?" she asked as she finally settled in so close to him that their shoulders were pressed together.

"We've been on the same ship for weeks now Katt. How do you think?" He considered moving, as he didn't want anyone to get the wrong idea, but where he was sitting was far too comfortable and, considering that none of the rest of the team was present, he didn't see the harm in it, especially since Fox likely had already formed his own ideas of what was going on right now.

"I know, but we barely talk at all. Even when we do, it's about stupid stuff. Sometimes, it's like we barely know each other."

Falco was surprised by the frustration he heard in her voice. While she wasn't exactly always upbeat, she certainly tried to maintain a cheery demeanor even at the worst of times. It was how she had coped during the turbulent times in their younger years. To hear her drop that façade, even for a moment, meant that she was more bothered by this than he had thought.

"We used to be so close," she sighed quietly, "then you had to go and hide your inner softie beneath Mr. Cool and Suave."

"I am not a softie," Falco replied coolly as he took a bite of his fish.

"All I'm saying is that, of the two of us, I was not the one who cried for twenty minutes when Mr. Noodle died in second grade."

"I wasn't crying." It was a flat out lie, but no matter how much he loved the class' pet snake, he wasn't about to admit that he had cried without a fight.

"Oh right," Katt replied mockingly as she lightly tapped one fist into her palm. "You had cotton fly into your eyes… or was it one of your feathers… no wait, it was dust!" she teased as she broke out into chuckles as Falco sunk further and further into the trunk. She had just beaten him without even trying. He hadn't even remembered all the different excuses he had used, but she looked ready to continue listing other possible theories.

"Tch." He really hated it when she tried to bring the snake back up. For some reason, despite crying multiple times throughout her life, she always felt the need to remind him of that particular incident. "It was dust."

"Right," she agreed with a wink.

"Happy now?" he grunted in feigned annoyance. Even her jabs weren't enough to bring down his good mood, though that was yet another thing he had no intention of letting her know.

"No, but it's a start." She sighed again, this time contentment drifting through the sound as they both finished their meal in silence. They both set their plates aside, enjoying the nice weather and their full stomachs. Falco closed his eyes again, bouncing his foot even as he was listening intently to his companion. He liked to think he knew her pretty well too, and he thought there was a question she was just dying to ask.

"Hey, Falco?"

"Yeah?"

"Do you like being a part of the team?"

His foot stopped bouncing as he considered the question. "What's it to you?"

"Well, I was just noticing that you seem… happier than when we were with the Hot Rodders. I was just wondering if the team had something to do with it."

It was a question he had never really considered, and he wasn't sure it was a fair question. While the Hot Rodders had been a gang, it had largely been every man for himself, the only real exception being himself and Katt. The adventure of it all had appealed to him, just like the stories of rogue pilots he'd loved as a child. Unfortunately, Katt had a certain penchant for getting herself into situations she couldn't get out of. Having to constantly save her had led to him feeling as though he was tied down and, being as young as he was, that frustrated him to no end. Now though, after being a part of a team were watching each other's back was not just encouraged, but expected, he found that he didn't mind helping the team out of tight spots. It gave him the impression that he was needed, and it was something he had come to appreciate during his time separated from the team. "Yeah, I do." He admitted quietly. He had a few regrets in his life but joining Star Fox wasn't one of them.

His quiet admission quickly turned to irritation as he heard soft snoring beside him. He had finally let down his guard for a moment, something she had been complaining about for years, and she repaid him by faking a snore. He was about to snap at her when he felt her head collide with his shoulder, where it came to rest as she slumped against him. Ordinarily, he would have been annoyed and shook her awake, but he found his will to do so sapped by the drowsiness that had been creeping up on him for some time now.

Nobody else was around, so what harm could a few minutes of rest bring?