"Now on three! One… two…. Three!" and the camera flashed.

"Thanks Mr. McQueen," said the little car as he drove from Lightning's side to his mother's.

"You're welcome," Lightning replied, smiling at the cute, small face looking admiringly up at him.

"I know you've been so nice to us already by letting us get some pictures of you, but could you sign this for me too, if it's no trouble?" the mother of the little car asked.

"No trouble at all!" Lightning assured, cleverly disguising his true inner feelings. He signed the white paper the lady had, using the dust from his tires as ink.

"Wow! And ya get official Radiator Springs dirt to go with it!" her husband noted enthusiastically. "Come on, Hon'. We gotta get to the Racing Museum if we're to check out Wheel Well before dinner. Thanks Mr. McQueen!"

"You're welcome. And be sure to get somthin' at Flo's Café before ya make that hot drive to Wheel Well," Lightning called out.

As soon as they were far enough away, Lightning's smile was painted with weariness. He had been giving, for what seemed, hundreds of fans autographs all day. Not that it would normally bother him, but with Doc recently passing on and the many new changes of Radiator Springs all occurring at once, it didn't help to have fans hanging all over him. Life like this in the fast lane was normal. He would give all the autographs and pictures people wanted. But now that he had left that life, ashamed of himself for living the way he did, he expected the Radiator Springs life to be fully quiet and peaceful. Most of the time it was, but now that they had restored it (and not to menchion,the most famous racecar in the whole country lived there), it had it's ups and, well…..way ups! This day happened to be a "way up", so to spare his wheel from enduring anymore cramps from rolling on top of papers, he made his mind up.

"That is the last autograph for today," he mumbled to himself, beginning to drive off to look for something entertaining to do.

"What about me?" came a voice from behind him.

"I'm sorry, but you're gonna have to…" he almost audibly moaned while turning around to face the car, but he stopped. It was Sally.

"Then do you want mine?" she asked, smiling wryly.

"You betcha I do," he slurred, driving closer to her.

"Here," she said, giving him a smoothe kiss on his cheek.

"Thanks, Miss Carrera," he said, imitating a little kid's voice.

"You're welcome. And that's the last one for today."

"Awwww… man!" he whined, and Sally giggled.

"Excuse me, but…" a forest green Hummer asked, holding a camera.

Lightning rolled his eyes humorously. "Why not? It's not an autograph."

The Hummer gave Sally the camera, then posed with Lightning.

"Thank you!" the Hummer yelled when the camera flashed Then he zipped away.

"You're welcome!" Lightning chuckled. "Glad that one was a fast fan." He turned to Sally. "Wanna go out tonight?"

"Tonight's Kareoke night," she reminded him.

"Well, I can take you to Flo's for Karaoke night then."

"I'd love to go with ya! Are you gonna sing anything?"

"I was thinkin' about it."

"You should. You're voice is so… dreamy," she sighed.

Lightning rolled his eyes. "Pft! Whatever. You're the one with a voice like an angel."

Before Sally could respond, Mater suddenly appeared beside them and said, "Nobody's singin' tonight."

"Why not?" Sally asked.

"Now believe me, I've been accuse….. aquainted with da outside world….."

The couple looked a t each other with smile, secretly agreeing.

"So I can predict the weather 'round here real good. It's gonna pour rain tonight."

Lightning observed the sky. "But there's not a cloud in sight."

"Ya don't believe me?!?!?!?!" he asked hysterically.

"Yes, we believe you!" Sally said quickly," It's just hard TO believe when there's no evidense."

"Well, it is!" Mater confimed.

"Crap!" Lightning suddenly yelled. "I didn't practice today."

"You really need to get a system if ya wanna be in shape for Febuary. It's already January," Sally said.

"Yeah, I do. With Christmas and the New Years, I am a bit outta shape," he smiled.

"It was your first Christmas here! And New Years too!" Mater cheered.

"Yup. That means I've been here for about… 5 months?"

"Somewhere in there," Sally agreed.

"Dagum! You're getting' old! No wonder I saw them pricks on your chin!"

"You've noticed?!?!" Lightning panicked.

"Nah, jest kiddin'. You're too young to get a beard."

"Oh yeah! Yeah, I am! Sure…." Lightning studdered, trying to sound convincing.

"Oops! Gotta call from mah intercom system I had put in me few months back. Someone needs a-towin'! See ya later, Love-cars!"

"Bye!" they called out. Lightning sat thinking about how lucky he was to have such good, responsible friends, when Sally quietly asked, "You're really getting a beard?"

Lightning blushed scarlet red. "No! No, no!!! Well…. Fine. Yes. But, don't… don't tell Mater."

She giggled. "Don't worry, I woon't. It's funny ya finally decided to grow up though."

"So you've noticed my maturity, huh?" he teased. "How I don't sing 'Rubber Ducky' in the shower and taste my crayons? But really, I have changed, even I've noticed. I good change. I've learned a lot from everyone. But this beard's pushin' it, I mean, COME ON!!!"

"I think it's rather… manly," she slurred, smiling mischievously.

"Okay, that's enough. I'm gonna go talk to Harv," he grumbled, driving away from Sally, who was laughing.

"You can tell who your dad was! Doc always would say something like that when he didn't wanna respond to something!"

"Ha ha ha, very funny!" he laughed sarcastically, signaling his built-in mobel phone to speed-dial Harv, his agent. Absent mindedly waving a tire at a passerby, he said, "Hello?"

"Is this the world's fastest racing machine?"

"Is this the world's greatest agent?"

"Oh! It is, Baby! How're ya doin'? How's the girl, the town, and the rusty old bff?"

"I'm great. She's great. They're great. He's great. The town's really pickin' up the pace here!"

"Yeah I know. I get these offers from top media cars wantin' interviews from ya in your 'hometown'."

"I get 'em here too. I don't think I'm ready for an interview yet."

"Why not? You're Lighting McQueen!"

"I am, but… the sudden and huge amount of tourism is takin' its toll on me and everyone else. I wouldn't wanna make the extra order and have the town all the more busier settin' up the place just for a ten-minute interview. We're busy enough as it is, especially with the holidays."

"Wow. Lightning McQueen passing up opportunities for interviews with some big time cars! You've changed."

"I'll take that as a compliment. Listen, Harv, I need to talk to you about something."

"Shoot. I'm on my way to a conference and traffic is packed! I'll be here a while."

"Okay. It's about next season." Lightning decided to start driving to Willy's Butte while he talked.

"Yeah?"

"What's the plan? What're we gonna do for a new crew cheif? We need to think of something now to get everything settled before February."

"We should have discussed this sooner, Kid. This is cuttin' it close. I just assumed you were gonna race solo, like you did last season."

"No way! I HAVE to have a crew chief! My dad showed me that."

"Well…. (HONK!!!!) Hey! Watch it! Sorry McQueen, some freak pulled out in front of me. I guess since ya want one so bad and we're kinda short on time, why not just put Mack in there?"

"The one time he did do it was during the tie-breaker when I didn't have my head on right and was lost in daydreams. The green flag waved and I didn't see it till Chick and Strip were way ahead of me! Mack should've helped me focus and told me what was goin' on."

"Oh you're right! Want me to fire him, Dude?"

"No, you nut! He's a great truck. I'm just sayin' he's not cut out to be my crew chief."

"Well, he's the only one I can think of now. (HONK!!!!)"

"You said cars give ya offers all the time about stuff. Any offers to get this particular position?"

"Not since you fired that guy before Hudson filled in. Which is weird, 'cause you'd think cars would want the position after such a great car like Hudson was in it."

"He was only in for one race, Harv," Lightning reminded him, while seeing Willy's Butte come into view.

"So! That makes no difference! One race is all it takes to get the public excited."

"Just get the word out that I need a crew chief. Someone will do it, I'm sure."

"And if not?"

A cold, familiar feeling of being unwanted pricked his engine. "Then I'll just go on alone."

It was quiet as Lightning's comment sank in. He frowned to himself in confusion for this was the longest Harv had ever been silent over the phone. "Harv? You still there?"

"Huh? Oh yeah! I was just… looking for a spot to drive into the next lane," Harv lied.

"Oh…" Lightning had no idea that his agent had just felt concerned for him. For they both knew that if Lightning raced alone in his second season, which is usually harder than the first, he could be racing to his grave for being without a guide.

"So, I'll get right on it!" Harv piped up, recovering himself. He wasn't used to feeling sympathy for people, thanks to his occupation of being an agent. "I'll call these Lightning-thirsty reporters and give them a story."

"Sound good, Harv. Thanks. Now, I gotta go."

"A fan in need of an autograph?" Harv guessed.

"Nope. I'm alone."

"Surprisingly."

"Hey! Watch it!" Lightning snapped sarcastically. "I'm at Willy's Butte and about ready to practice."

"Have fun out there then."

"Easy for you to say. I gotta get in shape, and I can tell ya now, this is gonna hurt."

"Hey! I'm stuck in bumper-to-bumper traffic! Think this is fun?"

"No. I can't sit too still for too long."

"So I've noticed."

"Didn't I tell you to watch it?" Lightning grinned.

Harv laughed. "Yeah, but you're the one that mentioned it."

"True. Well, lemme know how it goes. I'm out." With that, Lightning's world was quiet.

He closed his eyes, drinking in the cool winter breeze that blew through the dusk air. Then he opened them, surveying the track before them. Another sunset had begun, another day had drawn to a close. Why did time have to pass so quickly? It was as if one moment he was almost five years old and his mother was dying, and the next he was twenty-one years old and watching his father be buried. He wished he could actually freeze time and set things in place the way he would want them to be, but that wasn't his job. He did, however, have a way in which he could "freeze" his own time: racing. Going as fast as he could made him feel free and as if the world around him was timeless… that he was going too fast for time to catch up on him. It wasn't a literal action, but it was a literal feeling.

Just as Mater had predicted, a group of clouds, suddenly noticed, hung low in the horizon. Their dark, grey color and their monstrous size gave a threatening glare, as though they were warning those ahead of what would happen once they hovered over them. Lightning scowled at them. The rain would slow him a bit down and make his run less smoother beneathe his tires, and he was already in a physically unconditioned state. This was not a good day to practice, but that didn't damper Lightning's detemination one bit. He wanted to get his mind off things… off everything. Off his past, off his dad's passing, off the almost overwhelming stress publicity was bearing down on him, off the new search for a crew chief, off the town's unusual busyness, off Sally even. All he wanted to think about was the wind in his face and the strain of pushing himself on his axles.

As if on cue, the rain fell as soon Lightning took off crossing the old rope that marked a starting and finishing point on the dirt track.

"Of course, if HAD to rain when I NEED to practice," Lightning said out loud, mostly out of habit. "How's the first turn look, Doc?" His face suddenly went blank and his eyes constricted as he realized what he had done. Normally, he would comment and ask questions like that to Doc through their intercom system, while Doc coached him from his "viewing spot". What shocked Lightning the most though was that he had actually expected to hear Doc's reply through his radio. But instead, a clap of thunder brought him quickly back to reality.

"Stay focused!" he told himself. "This is supposed to get your mind OFF things!"

The sky grew increasingly dark, enough to where even Lightning, though stubborn as he was, began to question whether he should turn in or not. But he went on, telling himself that if it wouldn't clear up in the next ten laps, he would call it quits.

He could barely see due to the thickness of the rain, but he looked around at his surroundings nonetheless. He swerved just in time before colliding into the dirt wall that rounded, what you could call, the second turn of the dirt track. Then what he saw, nearly made him jump out of his frame.

As he swerved to avoid wrecking, he passed the edge of the dirt wall, allowing him to see the thick side of it. There he saw, what appeared to be, a ghostly figure parked there in the mist. He jerked side to side, trying to recover from the shock and regain his footing on the slick mud, which had now turned to a clay-like substance. He wasn't about to admit to himself that he was scared, he just found it odd that he kept seeing ghastly things like that in many other places recently: a strange shape by Sally's office in the early morning hours, an out-of-place shadow in the Racing Museum, familiar though distant tracks in the tractor field at night, and peculiar noises and more shadows on his way to his cone around bedtime. Again, he wasn't scared, he was more…. Cautious of his and other's well-being.

He jumped when he felt his mobile phone ring, and his yelled commanded it to turn on. "Hello?" he said in a shaky voice.

"Stickers, it's me. Are you okay?"

"I'm fine, Sally. What's up?" he asked trying to cover the fact that he sounded scared.

"Where are you? It sounds like you're in a tunnel and there's rocks all over the road."

He cleared his throat. "I'm at the Butte practicing," he replied in a dull voice.

"Stickers! It's pouring! Why are you practicing out in this?!"

"Sally, I'm fine. It's not like it's gonna kill me."

"It could if you slip in the mud and crash. If Doc was here, he wouldn't let you be practicing under these conditions."

Lightning's jaw hardened. "I know what I'm doing, Sally," he said firmly, feeling his many authority being questioned.

"I just want you to be careful. I don't know what I'd do without you…."

But Lightning didn't hear what she said. The same ghost figure around the corner of that previous lap, flew across the track a few yards ahead of Lightning. He bit his lip to keep from screaming. "Hold on…" he managed to get out, then he took a few deep breaths to keep from hyperventilating.

Sally, who had expected to hear a loving response after her own, was tempted to grow impatient. But she didn't have the chance.

"Okay, sorry. I had to T.T.," Lightning said.

"Lightning, please come back in town. I worry for ya."

Having his first name mentioned, something only she too did when she needed his attention, and recognizing the faint whisper of worry in her voice, he thought for a moment then sighed. "Fine, I'll be there in a few."

"Good! Hey, thank you, Stickers."

"You're welcome. This rain's been pourin' on me for a while and I'm getting' tired of it anyway…. Can you have a quart of oil ready for me when I get there?"

"Of course. I'll make it myself. Decaf, right?"

"You know me so well," Lightning admired.

"You're my best friend, I should. Well, hurry back. See ya!"

"See ya… hey!"

"What?"

"I love you," he added in a soft, low voice.

"I love you too," she responded, not wanting to hang up on him.

But it was Lightning who hung up first. He slowed down to a medium pace and completed his lap to cool down. "Not only do I wanna get outta this rain, I don't wanna get killed by a ghost," he said to himself. "Though I'm not scared."

Still, the clouds continued to dump buckets of rain on top of him as he made his way back to the town. When he entered the city limits, he found al the citizens huddled beneathe the large roofs to Flo's café, and a few customers were zipping out of shops and into the direction of Wheel Well or the Interstate. A loud wave of greetings flowed out into the rain from his friends to meet Lightning. He crossed the last few yards between him and shelter quickly, and he saw that the only ones at the café were his friends, no customers or fans. He inwardly sighed with relief.

"Where've ya been, Hotrod?" Sheriff asked.

"Uh.. just out at the Butte practicing," he answered a bit half-heartedly.

"In the rain?" Luigi questioned.

"Racing clears my mind. I needed a break," he replied, hoping to drop the subject. He smiled warmly at Sally who had just put a can of hot oil in front of him.

"We understand. This town sure has its fair share of tourism!" Ramone exclaimed.

"Yeah. It's all we've dreamed of it being," Sally added. Everyone expressed their agreements.

A chilly winter breeze blew through the town, making them brace themselves for a moment from the cold. Lightning shivered.

"Oh, Honey, are you cold?" Flo asked in her usual motherly tone.

"Me? Nah, I'm fine," Lightning said. He did feel a bit feverish, though.

"No, you're not," Sally observed, driving next to him and touching him with her tire. "You're freezing, and you feel clammy."

"Get 'im inside! He needs warmin' up!" Mater directed.

"Mater's right. Ya need to get him warmed up before he gets sick," Sarge said.

"Guys! I'm fine!" Lightning panicked. "Good grief! Of course I'm gonna be a bit cold from racing out in the rain."

"Not that kind of sickly cold," Flo commented.

"You. Cone. Now." Sally ordered, pointing her tire towards his cone.

Being too tired and shocked to fight, Lightning surrendered and drove to his cone, grinning.

"Keep an eye on him, Sally," Flo said, watching Lightning closely.

"It's probably just a little cold. Don't be too worried," Filmore slurred.

"I'm sure he's just fine," Sally said, trying to assure herself more than anyone else.

"No, he's not," came a voice from the farthest and darkest side of the café.

"Who was that?" Guido asked in Italian.

"Who are you?" Sheriff bellowed, mostly because it was his duty to protect the cars, and this voice didn't sound very friendly.

"Oh, ya'll know me, just not as well as our boy, McQueen here, does."

"Show yourself, Sir," Ramone demanded.

The rain began to let up, making the car in the shadows more distinguishable. It cackled. "You cars are so naïve. Ya didn't know who McQueen was when he first crashed here, and ya don't know me. And heck, I've been around a lot longer than McQueen has."

That voice! Where had they heard it from? They racked their brains, displaing and disguarding mental images that might match with the voice. Suddenly it dawned on Sally.

"It's you," she growled.

"That would depend on who 'you' is. But, judging by the way ya said, 'you'…." The stranger drover out into the artificial lights of the café, "I'm pretty darn sure ya got the right 'you'."

It was none other than…………………….. Chick Hicks.

Everyone stood with their mouths open. Mia and Tia turned up their fenders, and went into the kitchen.

"What? Don't I get a 'Welcome to Radiator Springs' thingy?" Chick asked comically.

"That's just it. You're not welcome here," Sarge grumbled.

"I'll pretend I didn't hear that," Chick said to Sarge.

"What're ya doing here anyway?" Sally questioned.

"Didn't you guys watch the news?" Chick asked matter-of-factly.

"We're not like-a you's rich-a peoples," Luigi said boldy.

Chick sighed out of frustration. "Okay, well, because of what I did to The King, well…. I can't race anymore. I guess you folks call that getting' fired."

Cheers went up from everyone, leaving Chick as the only one to defend himself.

"How's that exciting news?!?!" he roared.

"Because you were one dirty racer, Dude," Ramone said.

"I was, wasn't I?" Chick replied pridefully. "Anyway, I came here to see McQueen. Where can I, uh…. Locate him?"

"What do you want with him?" Sally asked.

"You, for one, Babe. But I didn't come for you imparticular. However, if ya ever wanna, as ya'll put it, 'check out the local scenery', I'll be in the nearest gas station."

Sally's mouth went ajar, then she pressed her lips together in embarrassed anger as she backed down.

"He's in cone number one… over there," Lizzy announced.

"Now, if you'll excuse me…" Chick trailed off, driving around the cars.

They all watched as Chick as she drove over to Lightning's cone and knock.

"Should I charge him?" Sheriff asked the cars.

"No. Doc wouldn't want you to," Sarge answered him.

"Plus, he'll charge you for personal harassment without reason," Sally added.

They saw Lightning open his cone, looking cheerful but tired. Then, his smile turned to a frown when he saw who was before him. Sally looked at Flo with uncertainty, who gave her an encouraging smile.

"Okay, Chick, how'd ya get here, and what'd ya want?" Lightning asked, more annoyed than angry.

"Have you heard the news? He asked instead, gruffly.

"Yeah, you've been banned from racing," he replied with satisfaction.

"The accursed race managers said what I did to Strip was 'unacceptable'."

"It was!!!"

"I was merely playing the game! I bump cars all the time!"

"You nearly killed him! Racing's a sport, not a killing contest. And if it was, I would have killed you long ago."

"Harsh words, McQueen," Chick said, wincing. "But… ditto."

It was silent as both thought of what to say next. Despite himself, Lightning couldn't help but think that Chick was a car, just like him, who had dreams…. Just like him. Wait….. What was he thinking?!?! Chick was the rotten enemy! He blew up and crashed his own dreams! It was nobody's fault but his own! "What do you want here?" he demanded suddenly, getting ahold of himself.

"Well, since I lost my entire career, I've got some time to kill. I thought I'd hang around, enjoy the view… and the ladies."

"You go anywhere near Sally, and boy, will I get you good!"

"Okay! Fine! She's yours! I'm not dumb enough to barge into another male's territory!"

"See that you don't," Lightning growled, adding to what was almost a snort.

He was about to shut this abhorrent car out of his life when Chick asked, "So, I can stay?"

Just as he curled his tongue to say 'no', he was reminded of himself. Lightning was just as bad as Chick once. And while Lightning was forced to stay in the town, and soon changed, Chick was here asking by his own will to stay. Maybe…. Chick would be changed too, if he hadn't already in some ways. How else could a car like him go to a town like Radiator Springs and ask to stay without being changed just at the least bit. Maybe…. Just maybe….. He needed to give Chick a chance.

"Yes. You can stay. I'll give ya one week, but if you do anything wrong within that time, you're gone. I'll talk to Sally, and we'll get you a room."

"Cool! Great! Well…."

"Would it kill you to say thank you?"

"Thank you," Chick said, and triumphantly pranced away, proclaiming to the whole town that he was staying.

Sally had a tough time, along with everyone else, accepting Chick into their hospitality suddenly. They would originally welcome the car, but because if the things they knew of him doing to Lightning and other cars in the past, they found it their duty to keep an ever so close watch on him. However, they got Chick a new paintjob, some tires that were better suited for the kind of ground he was on now, filled his tank with a warm dinner, and sent him off to a cone for bed. Lightning could scarce believe he let his long time rival stay in his town, but he was almost anxious to see what kind of effect it would have on him. Time as it passed on, would tell though. Time would tell…….