Disclaimer- I do not own the series Maximum Ride, nor any of its characters. They belong to the brilliant mind of James Patterson. I do, however, own the plot. So no stealing.

This is a remake of an earlier fanfiction I wrote titled, 'Before it's too late.' Things happened, and I never finished it. It wasn't very good either, so I ended up deleting it. I couldn't completely drop the plot though, so I recreated it into a better, more action-packed, suspenseful, FAX filled story. So enjoy.

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Max's POV

Today was a nice day, with the sun shinning high in the sky. Almost too nice, since that stupid sun was pretty much roasting us to a crisp. The flock and I pumped our wings steadily through the humid air, trying to pace ourselves so we wouldn't die of heat stroke.

Jeez. If this heat kept up, we'd be red as tomatoes by the time we decided to make camp.

Sighing heavily, I pushed a lock of sweaty hair from my eyes. Most of the time the flock and I could stand the weather, no matter how hot or cold. We were built like that. But in the dead of winter and middle of summer was when we started to feel the wrath of Mother Nature. Take now for example.

We'd been flying since about seven this morning, and probably wouldn't stop to make camp for a few hours. Simply being outside in this heat would've been bad enough, but flying in it was roughly ten times worse.

Nudge was obviously thinking something along the same lines. She turned to look at me with a pitiful expression on her sun-burnt face.

"Max, I'm hot. I mean seriously, I don't think I've ever been this hot in my entire life. Not even that one time when you took us to the fair and I got that cute stuffed panda and Angel decided to pu-"

I held up a hand to silence her. "Relax Nudge, we're all hot. We'll stop for a break pretty soon and then quit for the night in a couple of hours."

Nudge looked as though she was going to argue with me for a minute, but thought better of it, and turned away. I sighed dejectedly, and wiped my forehead with the back of my hand. I really felt bad for the kids; this heat must've been horrible for them. Pretty soon, we'd stay in a hotel, I promised myself.

Don't worry about us Max. We're ok. Angel reassured me in my head. I looked at her and winced inwardly when I saw the dark circles under her eyes. I smiled weakly at my baby, and she grinned back. Swooping down, she gave me a quick peck on the cheek, and then flew upward to join Nudge.

As soon as she was far enough away, I sighed again. The whole flock was exhausted, myself included. It didn't take a genius to see that. We'd been on the same schedule for the last couple days. Rise early, fly all day, and then camp late.

Stupid erasers. It was all their fault. Their attacks had been getting more frequent and more violent recently, and by using my amazing deductive reasoning skills, I'd concluded that the school had some plans for us. And so, we'd been spending most of the week trying to put as much space between us and them as possible.

"What are you thinking about?" A voice asked. I jumped a bit at the unexpected intrusion, and turned left to see Fang flying beside me, a smug grin on his face.

I scowled at him. "Don't do that." I growled, exasperated.

"Do what?" Fang asked with mock innocence. I glared at him until he smirked back. "Fine." He promised grudgingly.

I rubbed my temples with my fingers, feeling a migraine coming on. Fang looked at me pointedly.

"Headache?" He asked me with mild concern.

"Yep. And I'm talking to it."

Fang rolled his eyes. "Very mature, Max." He said.

I grinned at him. "Nah, I'm fine." I lied. "Just a bit tired, is all."

Fang studied my face for a long moment, and I felt myself turning red. I looked away quickly before he could notice.

You two like each other. Angel teased me happily in my mind. I turned to glare at her, and she smiled innocently back.

I shook my head, attempting to clear it. "Ok guys, we're going to take a short break." I announced to the flock.

I heard sighs of relief and woops of joy. "Thank goodness." Total moaned dramatically, poking his head from Iggy's backpack. "My doggy bladder can't wait any longer!"

Tilting my wings downward, I swooped toward the forest floor and went into a relaxed dive. Slowing down slightly, my feet touched the ground and I landed weakly. My legs felt like rubber after being in the air for so long.

The flock touched down beside me, and quickly, we all shrugged off our backpacks. Total wandered into the woods to relieve himself while the rest of us slumped down on the forest floor.

Gazzy reached into his pack for a water bottle and took a long swig. Tossing it to Angel, she did the same.

Nudge closed her eyes and plopped backward onto the ground. "Ugh. I am so tired. Tired, and hot." She moaned.

Iggy nodded in agreement. "On the bright side, I've stopped burning." He announced with fake enthusiasm. "I'm peeling now." He said, holding out an arm.

Nudge looked at it in disgust. "Ewww! That's so gross Iggy!" She screeched loudly.

Total waddled back out of the woods and plopped down on Angels lap, panting softly. "So, are we going to stop for the night soon, or what?" He asked impatiently.

I rolled my eyes at him. "Pretty soon." I promised. "Just an hour or two more."

Total nodded at me, and then closed his eyes and lay his head down on his paws.

We rest for a few more minutes before I stood up. "Ok guys. Let's get moving." I said, cracking my neck and shrugging on my backpack.

"Hey, what's that?" The Gasman asked, pointing above the tree tops and into the glaring sky. I looked up in the direction he was pointing, squinting my eyes in the bright sunlight. There was some big, dark cloud slowly approaching us. I stared at it with confusion.

Nudge watched it too. "A rain cloud?" She asked hopefully. I shook my head slightly.

"I don't…….." Suddenly, I realized that the cloud wasn't a cloud at all. I swore softly under my breath, and all the flock turned to look at me in surprise.

"What is it Max?" Iggy asked worriedly. But Angel had already read my mind. Her blue eyes grew large and filled with silent horror.

"Erasers." She said softly. "Hundreds of them."

The flock turned to stare at Angel in shock. Everyone was quiet for a moment, until finally Gazzy broke the silence.

"Hundreds?" He said weakly. "We can't fight hundreds...can we Max?"

My mind was in a panic. Somehow, the school had still managed to track us despite our constant travel the last week. This was not good. There was no way we could win this fight…

Angel stared at me, her eyes wide with fear. What are we going to do Max? She asked me in my mind. I shook my head, trying desperately to clear it.

"Max." Fang's voice broke me out of my trance. "They're here."

I looked up and saw he was right. The giant black cloud had transformed into individual erasers, each flying toward us rapidly.

Nudge stared at them blankly. "What do we do Max?" She murmured quietly.

In that moment, I made one of my notorious, split second decisions. "Ok guys. Here's the plan." I said quickly. "Angel and Nudge, you guys flank them from the right; Gazzy and Iggy from above. Fang and I'll take it from the left. Everyone be careful- U and A if there are any problems. Be careful, and don't do anything stupid."

The flock nodded grimly. This was nothing new to them. Quickly, Iggy scooped the now sleeping Total into his bag, and jumped into the air, unfurling his wings.

The rest of the flock followed his lead, taking off into the sky and flying toward the swarm of Erasers. Within seconds we reached them, and soon, were engaged in an all out fight.

I backhanded the eraser nearest to me across the cheek and kicked him in the chest, collapsing his lungs. He spiraled toward the ground, hitting it with sickening splat. With no time to savor the victory, I quickly rushed toward another and clapped my hands against his ears. Howling in pain, he too fell downwards.

"Everyone duck!" I heard Iggy yell, and I quickly pulled in my wings and dropped toward the forest below.

A giant "BOOM!" shook the air and about twenty unfortunate erasers who'd been caught in the blast went plummeting downward. "Nice one Iggy!" I heard Gazzy exclaimed with excitement.

Pumping my wings again, I rose and roundhouse kicked another eraser in the back. About five or so erasers suddenly came rushing past me, serene looks on their faces. Glancing up, I saw Angel hovering in the air, staring at them with a content look on her face.

Jeez. I loved that kid, but she scared me at times.

Fang was holding up against another three erasers, and I quickly rushed over to help him. I grabbed one by the neck, and gave it a firm twist until I heard the snap. Letting go, I allowed him to fall through the sky.

"Max! Behind you!" I heard Fang yell urgently. I spun around quickly, only to be greeted by a fist in the stomach.

I grunted and sunk a couple feet before I remembered to flap my wings. Jeez. Either I'd broken a couple ribs, or that was going to bruise pretty badly tomorrow.

With grim determination, Fang kicked the eraser in the head, knocking him unconscious. "You alright?" He asked me. I nodded and turned to see how the rest of the flock was doing.

"Fang, you go help Angel with that bunch over there," I commanded. Fang nodded, and turned to fly toward where Angel was surrounded by erasers.

Gazzy and Iggy seemed to be doing fine, and so I quickly backhanded another eraser near me before turning to observe Nudge. She was busy fighting with an eraser, throwing kick after kick at its bulky body. She didn't even notice when another eraser from behind pulled a gun from its side and pointed it at her head.

There was no time to think, only time to react. I gave the eraser I was fighting one last firm whack in the neck, and with a choking noise, he collapsed in the air and started hurdling down. Pumping my wings as hard as I could, I flew toward Nudge and pushed her out of the way just as the eraser pulled the guns trigger.

Almost instantly, I felt a searing burn in my right shoulder. Hissing in pain, I glanced at my arm and saw red blood pulsing steadily out of a bullet wound. Lovely. Now I had one useless arm and another hundred or so erasers to fight.

Before I had time to react, I felt something heavy hit the square of my back, knocking the breath out of me. Gasping, I whirled around and punched the same eraser who'd shot me in his ugly face with my good arm, and round housed kicked his chest. Letting out an "oof!" the eraser fell from the sky, hitting the ground below.

I glanced around quickly, and saw that all the flock was engaged in battle, each of them looking worn out. There was no way we'd be able to win this fight.

Gritting my teeth together, I shouted into the sky. "U and A guys! Hurry up!"

Knowing well enough not to question me, the flock shot up higher into the air, and together, we flew away from the erasers as fast as our wings could carry us.

The erasers may have been just as strong as us, but their bodies were so huge that their wings weren't made for flying very long. Within five minutes, we'd put at least a half mile or so in between us and the erasers. Still not slowing down, I called out "Report!" to the rest of the flock.

"I'm good." Gazzy said nonchalantly. "Kinda sore, but still fine."

"Same here," Iggy said with a smirk. "That last explosion was awesome Gazzy!" The Gasman smiled at Iggy, and the two of them high-fived each other.

Angel was sporting a pretty bad bloody nose, but she too insisted she was ok. Fang gave his normal grunt, which I took meant he was fine. Nudge, of course, went into her usual rant.

"Wow Max, that was so totally cool when you knocked me out of the way! I would've been dead if it hadn't been for you and then you completely kicked his butt out of the air and- Oh my god Max, you're bleeding!" She broke off, staring wide eyed at my bullet wound.

Crap. I'd forgotten all about that. Moving slightly to hide it from sight, I answered her. "It's fine Nudge. That eraser just managed to clip my shoulder with his gun, but it's not that deep." I lied through my teeth. I shrunk slightly under Fang's skeptical gaze, but managed to keep my face firm. "Honestly, I'm alright."

Fang began to open his mouth to protest when suddenly a voice popped into my head.

Max.

I stopped in midair, hovering in the sky. Holding up a finger to Fang, he seemed to understand what was happening and instructed the others to stop.

Long time no hear Jeb. I thought back. It's been almost three months, and we haven't heard from you at all. What the heck's going on?

Listen Max. I need you to turn around and go back to those erasers. You need to listen to what they say, and obey them.

Wow. He sure got straight to the point.

What the hell are you talking about Jeb? Why would we go with the erasers? And why are they after us again anyway? We defeated Itex, didn't we? So now leave us the hell alone!

There's no time for explanations Max. Jeb replied calmly. They'll catch you anyway- trust me. It's better for you and the flock if you turn around and go voluntarily.

No way Jeb. I answered firmly. There's no freaking way we're going to go with the same erasers who just tried to kill us back there. What are you, insane?

Then there's no other choice but to delay you. I truly am sorry about this Maximum

Wait, what are you-

I didn't get a chance to ask him what he meant, or get any of my questions answered for that matter, because in that same moment, my head exploded in pain and I went plummeting toward the forest below.

Wind rushed past me, whipping my limp body around like a rag doll, but I wasn't coherent enough to even attempt to stop myself from free falling. My skull was burning, being stabbed over and over again by thousands of invisible red hot knifes. I closed my eyes in agony, and let out a piecing scream.

Fang's POV

Max held up a hand, motioning for me to stop. I recognized that look on her face; as if she were having an epiphany or something. That look meant she was talking to Jeb, and in this case, that meant answers.

"Iggy, Gazzy, Nudge, Angel, stop." I order firmly. They halted in midair, looking at me in surprise. I gestured to where Max was hovering, an expression of confusion now plastered on her face. They seemed to understand, and grew quiet, waiting patiently.

Slowly Max's confused look grew into one of fury, and then utter bewilderment. Suddenly, her eyes grew wide with terror. Unexpectedly, her wings folded like paper and she started falling, clutching her head, letting out deafening screams.

"Fang! It's a brain attack!" Angel cried frantically.

Needing no further explanation, I pulled my own wings in and dived toward where Max was plummeting downward.

Crap oh crap please let me catch her... I thought desperately. From this altitude, she'd die from the impact of the ground alone.

Max's POV

Suddenly, something hard wrapped itself around my waist and pulled me sharply upward. Still holding my head in a desperate attempt to stop the rolling waves of pain, I buried my face into whatever was now supporting me. I recognized the scent. Cinnamon and campfire.

Fang... I thought to myself. Just then, another burning knife carved into my head. I screamed loudly, and saw blackness beginning blur my vison. For once, I welcomed the cloak of darkness, knowing that it would take away the pain. Willingly, I closed my eyes, and then knew no more.

Fangs POV

Max lay huddled against my chest, whimpering softly, her face streaked with tears. She'd collapsed in my arms after I'd caught her, and the flock and I were once again flying, attempting to put as much distance between us and the erasers as possible.

Max. God, what had happened back there? Sure, she'd had brain attacks before, but never that bad...never bad enough to make her scream like that, or cry; that's for sure.

For now though, all we could do was continue to fly. We needed to get away from the erasers before they could catch up with us.

Max's POV

Max. Max. Wake up.

I groaned softly, and something around my body shifted slightly.

MAXIMUM

I winced and whimpered pathetically. My head was throbbing, and the screaming inside of it didn't help.

I'm sorry about that Max, but I did warn you, didn't I? You should've listened to me. There's still time Max. You can still turn around you know- it is for the better if you do.

Half conscious or not, I knew the answer to that question.

No Jeb. Shut up... I though groggily, attempting to keep my thoughts in order. I half expected another wave of pain to come, but to my surprise, it didn't.

After a minute, Jeb spoke again. Fine Max- it's your choice. Either way, we'll catch you eventually. Until then Max.

And with that, Jeb was gone.

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Cliffy. I know, I'm evil. I'll try and update asap.

Reviews please? They give me strength and make my day. nods

Until then,

Music.