Hello, everybody! This is a story I wrote for one of my wonderful Cars friends, MissStef94. She wanted to write one about Louise and Doc, something that explored Louise's feelings about how Doc left Thomasville, but she just didn't have the time to do it, so she asked me to. I also thought it would be nice to revisit Doc and Lousie again, since I haven't done a story about them in awhile, and they're one of my favorite ships in Cars, so I was happy to do it! I hope you enjoy the story!

There was something different about Doc.

Louise had noticed a change in him right away when they had brought him home after the wreck.

He just wasn't the same. There was something different about him. He seemed distant, and had become a bit more of a recluse, cutting himself from all of his friends, including her, which hurt more than she would've liked to admit to anyone, including herself. She thought she and Doc had had something going on, something special, something more than just your regular, run-of-the-mill friendship.

Louise snorted, trying to keep her eyes on the track in front of her, but distracted by her rueful musings on Doc, feeling guilty for even having such thoughts in thr first place. Who was she kidding? She was fooling no one but herself. Doc himself had said he didn't want to give up his career and settle down, yet. He hadn't been ready to. Louise did, in a way, however, understand the reasoning behind his decision. She had felt the same way. She was ready to give up her a career in order to make a lifetime commitment someone, either. Still, it hadn't made it even less painful hear him say it.

Driving slowly around the old Thomasville track where she had once raced with Doc, River Scott, and Junior 'Midnight' Moon, not so long ago, lost deep in her troubled thoughts, Louise came to an abrupt stop in the middle of the legendary dirt track, a sudden realization coming to her.

She was going to have to talk to Doc about all of this, before he left. He planned on leaving town tomorrow. No one knew where he was going. He had just told everybody he had planned on leaving town, with no real, clear destination in mind, as far as any of them could tell. He had claimed he just wanted to get away from it all. Louise didn't know why he would want to get away from Thomasville, a place that held so many fond memories for all them, and from all of his friends. They had all gotten along well with Doc, and enjoyed his company, but she suspected he just wanted to get away from anything that reminded him of racing. After the wreck, she couldn't say she really blamed him. She would've felt the same way if something so life-changing and traumatizing had happened to her. She guessed a part of her had also been hoping he would change, since he was retiring, but she knew now such a thing could never be. Doc was too heartbroken, and she was afraid he would never be happy again.

Feeling tears running down her windshield, Louise frantically blinked them out of her eyes, furious with herself. She wanted to talk to Doc, but she was too scared. She didn't want to see him leave. She knew if she went to see him now, knowing he was leaving and she would probably never see him again, she would just break down In front of him and everyone else. She didn't want everybody to see that soft, vulnerable side to tough-as-nails Louise "Barnstormer" Nash. She had gotten that nickname for a reason, and she didn't want to ruin the strong, tough-girl image everybody had of her by breaking down in front of everybody in Radiator Springs, and she knew everybody would be there say goodbye to Doc. He was, after all, a racing legend, and the great Hudson Hornet, the last of his kind. Who wouldn't want to pass up the golden opportunity to see him one last time before he vanished into the mists of obscurity? Louise herself would love to be there to tell him good-bye, being one of his closest and best friends, if she wasn't so conflicted about seeing him leave. She imagined the others must've felt the same way. She couldn't have been the only one who felt this way.

"You should go talk to him."

At the sound of the gruff voice, which had always reminded her of Doc's, especially right then, perhaps too much, Louise looked up from her hood.

Smokey drove up to her, a sympathetic, yet sad expression on his grill.

Louise, startled by Smokey's sudden, abrupt appearance and having not been expecting him to show up, felt her body give a slight jerk, and swerved around to face him. "W-What do you mean?" She began to sputter, caught off guard by his suggestion. She hadn't though the old pit crew chief had noticed anything going on between her and Doc. He always seemed so aloft to her and the others, even though they were still good friends, and she hadn't thought he cared enough to notice.

Smokey furrowed his eyelids at her. 'You know what I mean," he said, frowning at her. "Doc leaving. I know it's eating you up inside." He softened the hardened expression that had crossed his grill, and lowered his voice, a gentleness entering it. "I know you're trying to hide it, but anybody can see it." He smiled at her. "It's as plain as the look on your grill."

Louise felt her fenders heating up from embarrassment. "Oh, you can tell that easily, huh?" She chuckled nervously, feeling ashamed of herself. "I didn't know it was that noticeable."

"It is," Smokey said, nodding his hood. "It's nothing to be ashamed of, though," he said, as if he had been reading her mind, and Louise shuddered, a little disturbed by how well Smokey did know her. "Feeling that kind of love for somebody is a wonderful thing." He sighed, suddenly looking very sad and lonely. "I know. I experienced it once, a long time ago, but I haven't seen her in a very long time."

"What happened to her?" Louise asked, even though she knew it was none of her business, but feeling curious about the whole situation despite herself, and finding she was more than a little sorry for Smokey. She felt bad for him.

Smokey grimaced, at a painful memory concerning the relatonship, no doubt. "We just went our separate ways," he said, a shudder racking his rusty frame. "We just discovered we were two very different vehicles. We just weren't compatible with one other. I had just gathered up enough to nerve to break off the relationship with her when she fell in love with another car. I was so furious with her I didn't even say goodbye to her when she left. I regret it now, though. I had found a part of me still loved her, despite everything she had done to me, and I still miss her. Trust me, you will, too, if you don't go and see Doc."

Louise just stared at Smokey, gasping for breath, reeling from the new revelations he had just poured out to her. "You're right," she said, and gulped, taking a couple of slow, deep breaths to calm herself down. "I need to go talk Doc." She smiled at Smokey, beginning to turn away from him. "Thanks for the advice, Smokey."

Smokey chuckled. "You're welcome, dear," he said, turning, and drove away.

Once he was gone, Louise revved up her engine and left herself, leaving the track behind.

It didn't take her long to find Doc. She went straight to the first place she knew he would be.

The old garage at Smokey's Automobile Service, where he had been hiding out ever since the crash, concealing himself from all of his friends.

Louise took a deep breath, steeling herself, knowing he would be in an irritable mood but driving up to the garage doors anyway, pushing them open with her grill.

"Doc?" Louise called out his name, driving, with extreme caution, into the garage. "Are you in here?"

"What do you want?"

Louise jumped up at the sound of Doc's familiar, grating, gravel-like voice, spinning her grill around to face him.

His reaction had been pretty much what she had expected, but she was still a little hurt by it.

Louise drove up to him. "Hello, Doc," she said, slowly driving up to him. "How have you been?"

Doc let out a pained grunt, grimacing. "As well as can be expected, I guess, considering the circumstances," he said, staring down at his hood. "I just came in here to be alone and get some peace and quiet, gather my thoughts, you know." He yawned, furiously still trying to blink his heavy-lidded eyes open.

Unable to keep her disappointment and hurt from showing on her grill, Louise turned away from him. "Well, I'm sorry to bother you, truly I' am," she said, beginning to drive out of the garage. "I'll just go and leave you alone then."

"No, Louise, stop, wait!"

Louise hit her breaks, coming to a stop, and whipped around to face him, surprised he had said anything. She hadn't been expecting him to.

Doc began to stammer. "I-I'm sorry," he said, clearly struggling to find the right words to say, and Louise could only gape at him, speechless herself. She had never seen Doc so at a loss for words. He always had a smart comeback of his own, but not this time, apparently, and she was surprised by how much it broke her heart to see it. "I didn't mean to snap at you. I'm not mad, not at you. I'm just-" He cut himself off, taking a deep breath, his entire, rusty, beat-up frame heaving. "I'm angry at myself, frustrated. Ever since the wreck, I haven't been able to do the things I used to, and I just feel so helpless."

Louise felt the expression on her grill soften. ""I'm sorry you had to go through all of that, Doc," she said, giving him a small, yet reassuring smile. "I really am. If there's anything I could do for you to make things better, just let me know and I will do my best to."

Louise was suspired when Doc actually smiled. "Thanks, Louise," he said, chuckling. "You're a good friend, and I would love it if we could still be friends. I'm not leaving because of you, if that was what you were thinking."

Louise cringed. 'Is it really that noticeable?' she asked, wanting to be anywhere but there at the moment.

"I'm afraid so," Doc said, nodding his hood. "Who else noticed it? Smokey?"

Surprised he had guessed correctly, Louise could only stare at Doc, her eyes widening in surprise. "How did you know?"

"He's been through the same thing you're going through now," Doc said, pressing his mouth into a tight, thin line. "Regret, regret and fear, over losing a loved one. He told me all about his experience. Judging by the look on your grill, he told you, too."

Louise looked sheepishly up at Doc. "Yes," she said, unable to keep the truth from him, knowing he would find out about it sooner or later, anyway, and she would rather he hear it from her than learn it from someone else. There wasn't much that got passed Doc.

"But that's nothing to be ashamed of," Doc said, his ancient gaze twinkling with wisdom. "Love like that is a natural and wonderful thing, even if it's just an innocent, unromantic love shared by two friends like us, and not everybody finds it, so cherish it. I know I do."

"You're right," Louise said, and smiled back at him, feeling less tense. "I was being silly about it. Thanks for talking to me, Doc. You made me feel better. You really did."

"No problem," Doc said, still struggling to keep his eyes open. "Now leave me alone. I'm still trying to get some sleep."

Louise chuckled. "Okay, I'll leave you alone then, for this time," she said, glad to see the old Doc coming back. "Bye Doc. See you in the morning."

Doc opened one eye. "If I'm still here in the morning," he said, snorting. "I plan on leaving tomorrow."

Louise raised a questioning eyelid at him. "Where are you going anyway?" she asked.

Doc gave a casual shrug. "Don't rightly know myself, yet," he said, shaking his hood. "I'm just going to go wherever the wind takes me, and wherever I end up, that's where I'll stay."

Louise wasn't exactly surprised by this very Doc-like answer, and had, in fact, expected something pretty much like it from Doc, but she was still greatly saddened by it. "I'll miss you, though," she said, beginning to turn away from him, but stopped to turn back around and look at him. "No matter where you go, I'll always miss you."

"And I'll miss you, too, Barnstormer," Doc said, looking as if it had pained him to say it, but Louise knew he meant it, because he called her by the nickname only her closest friends called her. "Now just get out of here and leave me alone."

Louise just shook her head and smiled. "Yes, Mr. Grumpy," she said, and drove out of the garage, hearing the doors fall shut with a final sounding 'clang.'

The next morning, all of the Thomasville citizens had showed up to see Doc off, including Smokey, River Scott, Junior, and Louise herself. It had still taken a lot for her to gather up the courage to do so, but she had taken Doc and Smokey's words to heart.

Doc drove around in front of the crowd, moving in the same slow, painful way he had ever since the wreck, and looked at each of them. "Well, I'm off to the green wide yonder," he said, a sad, slow smile crossing his grill. "I'll miss you fine folks."

"We will, too, old man," Smokey said, smiling sadly at him. "You're the best prodigy I've ever had."

Louise could tell the words had touched Doc, though Doc being Doc, he had tried to conceal his feelings, scrunching the look on his grill into a stoic, impassive expression. "Thank you, Smokey," he said, and Louise could tell he was trying not to cry when he had said it, but his eyes were glistening wet. "You're the best teacher I've ever had." He chuckled. "Heck, you're the only teacher I've ever had."

Smokey's frame shook with laughter. "You're right about that."

"Yeah, farewell, old man," River Scott said, his mustache-like grill rising as his mouth curved up in a smile. "It was nice knowing you."

"Yeah, you were great to race with, old buddy," Junior said, chuckling. "You were a good sport, and never got mad when you lost. That was one of the things I liked about you."

Before he could say anything else, Louise drove up to him, and quickly kissed him on the grill, pulling back to savor the shocked expression on his face. "I'm sorry, Doc, but I had to do it," she said, grinning at him through the tears running down her grill. "I'll just know I'll never see you again."

Doc smiled at her. "You never know," he said, winking at her. "We might cross paths again someday."

Louise laughed. "You're right, we might," she said, her eyes twinkling with merriment, and was actually glad now she had come to see Doc off. It was refreshing to see this light-hearted side of him, and she was glad she had, before he left her forever. "Farwell, Doc." She was embarrassed to feel tears running down her windshield again, wanting to look away, but forced herself to look at Doc, knowing this would probably the last time she would ever see him. "I'll miss you, and I hope we'll see each other again."

"I'll miss you, too, Barnstormer," Doc said, touching Louise with the use of her nickname again.

Louise could feel her mouth trembling, but never took her eyes off of Doc, watching him drive off into the sunset.

The End