AN: I stewed on this one for nearly a week, finished it this morning and then lost nearly 800 words and had to rewrite the ending because my tablet decided to lose it's internet connection...

Drew a lot of inspiration for this one from the song "Still I Fly" from Planes: Fire and Rescue. So if you want your heart ripped out, go listen to that and read this.


He had been glad for the rain delay.

Sitting up in the pit box was the safest place at the moment, even when the army of cameras and press down below could still get a shot of him if they really tried for one.

That was what sunglasses were for.

He'd decided to wear Doc's for the occasion.

Lightning had spent weeks battling his own emotions over whether or not to drive today. On one hand he was disgusted with the fact that someone had thought it would be a good idea to use Doc's name for the last race of the season, on the other hand, he didn't want anyone else to walk away with the title.

So as the opening remarks were made, he'd stood stoically with Sally beside him, comforted in the simple gesture she made of linking her arms around his. He wasn't even sure what had set him off, he'd been fine the last few days leading up to that morning. Maybe it was the fact that Sarge, along with some of his old platoon were the color guard for the occasion, maybe it was that they were going to allow Luigi to drop the flag from the crow's nest. Maybe it was the opening prayer, or that country singer who had sung the national anthem right before the rain started.

Whatever it was, the rain gave him a chance to get his emotions under control.

He shifted in the seat that Doc should have been occupying, rolling his shoulders and glancing down at the changed color scheme of his suit. For The Fabulous Hudson Hornet Piston Cup Memorial Race (that was a mouthful), he'd opted for the navy blue over his usual red. 51 took up most of the back where sponsor patches were normally sewn on, and his own usual 95 had even taken a backseat as a small patch on his left shoulder.

"Hey, Stickers."

He leaned to the side to see over the edge of the pit box and smiled vaguely when Sally held up a Gatorade for him to take. Passing it up to him, she reached back into the cooler for a water and held that out as well. That morning as she'd been filling it, she'd asked him to please take care of himself, as she'd poured ice over the pack of Gatorade's to only watch him doggedly follow her with bottled waters.

He'd commented roughly. "Can't have just Gatorade, there's so much sugar and electrolytes in those things. Doc always said to chase one down with a water...to even things out..."

"You ok?" She asked once a camera had passed out of earshot.

He was silent a moment. Not wanting to lie to her, he truly contemplated his response. "Yeah...I'm ok."

Sally eyed him quietly for a moment before nodding. "Alright."

"Love you." He grinned tiredly, more appreciative of her understanding than she knew.

"Love you, too."

The race was being broadcast on every sports network. ESPN, ESPN2, FOXSports, TheRacingNetwork, RacingSportsNetwork, and even some generic cable stations had cut their usual programming for today. Lightning could hear Cutlass and Cartrip on the radio beside him, filling up the time that the rain delay had caused.

"You know McQueen almost didn't race today, and having only qualified for the 17th position, it's not going to be an easy one for him."

"I don't think anyone would've blamed him if he hadn't raced, Darrell."

A voice over from an interview earlier that weekend was played, and Lightning listened to his own voice, surprised at how steady he sounded.

"Of course it'll be hard, but at the end of the day it's a race. If I don't even make it into the top 10 I'll still have at least been out there."

"Do you think you're fellow drivers will take it easy on you, given the circumstances?" The reporter had asked.

He remembers his eyes narrowing ever so slightly, offended by the question. "I don't expect them to, nor would I want them to."

Cartrip cut back in, the voice clip over. "The kid's definitely a class act, I know I'll be pulling for him today."

He looked out over the covered stock cars, realizing that the rain was slowly letting up as they took the Air Titans out onto the track. Climbing down from the pit box he flexed his arms and stiff joints, somewhat irritated but at the same time relieved that everyone seemed to be giving him a wide berth.

Standing silently in the #95 pit space, he watched the dryers move around the track with his arms crossed. He bit his lower lip, it wouldn't be long before they would call the drivers out to uncover the cars.

He felt the presence of another beside him and glanced to his right subtly, he and Doc used to size up the field before a race. Whether it was Bristol or Dover, there was always something they'd go over before he got into his car. Lightning felt his jaw tense, wanting to tell whoever it was that they should leave, they weren't welcome at the moment or that they needed to go hound someone else for a comment.

They never spoke, and Lightning was suddenly at ease with the silent comaraderie that took over as they watched the rain start again and then ease off in a pattern that kept the dryers at work.

He finally did look to see who was standing beside him and felt his chest constrict with a sudden melancholy he'd been holding at bay.

Jr stood beside him, his own arms crossed as he watched through the gloom of the afternoon.

Piston Cup's Orphans he'd heard someone call them recently.

Lightning opened his mouth to speak, but hesitated and decided against it. He looked back out to the track and sighed quietly.

They stood like that for nearly half an hour.

Jr finally stepped away, giving Lightning an encouraging thump on the back as he left to his own pit area. The trucks had returned to the garages and the track was dry.

Ramone helped him take the rain cover off his car. Lightning thanked him and then commented as they stood together looking it over. "Thanks for redoing the paint job. It turned out great."

"Hey, my pleasure man." He spoke around the cigarette Lightning was fairly sure wasn't permitted in the pits. "I loved doing touch ups on Doc's and it's only fitting for today, you know?"

He only nodded in agreement, unable to look away from the tribute paint job on his usual "Rust-eze Red" stock car. The blue metal flake sparkled and the white lettering stood out in sharp contrast.

With a sigh, he glanced toward the front of the field and felt his breath catch in his throat. As all the cars were being uncovered and revealed, Lightning noticed that every single one had been repainted in vintage '50's colors. There was an uproar in the stands, and he could tell the fans had realized it too. He turned to look at the cars behind his position and noticed Bobby coming toward him.

"Don't look at me. It was Cal's idea."

The Dinoco car beside him was still the trademark baby blue, but instead of a bright white 42, the colors were toned down, nearly cream. Cal grinned widely, "Maybe, but I just mentioned it in passing to Uncle Strip, who then said something to Mr. Dinoco and you know how much pull he has around here."

"Yes, he does..." Lightning agreed, secretly pleased that not a single car aside from his own sported a navy blue and white color scheme.

The three all shook hands, parting ways to return to their cars. Before the final call was made for everyone to clear Pit Row, Sally ran to the window of his car.

"Stickers-"

"Yeah, Sal?"

"Just...be careful, ok? Stay focused."

"Of course." He flashed her a grin, feeling more himself now that he was in the driver's seat.

"Love you." She wanted to give him a kiss, but now that his helmet was on, it was near impossible.

"Love you, more."

She smiled thinly and hit the side of his car twice before backing away from it.

The man who'd performed the national anthem was also the lucky individual to announce the start of the race. Leaning over the mic, he looked down the stretch of stock cars. "Drivers! Start your engines!"

Lightning knew the crowd was going crazy and the familiar rush of adrenaline was welcome after the numbness he'd felt all morning. He wove back and forth with the rest of them to warm his tires and watched the crow's nest, grinning to himself when he saw Luigi with the flag. As the green dropped, he heard Doc's instructions as clear as if they'd been spoken through the headset.

Drive it in deep and hope it sticks.

"You got it."


His fellow drivers were decidedly not going easy on him today. Every opening he found was quickly closed off. 200 laps in to the 500 lap race and he'd only moved up 5 positions.

He sighed as they came around turn three, debating with himself if it would really be that bad if he didn't win today.

It's just an empty cup.

"This one isn't." He growled to no one.

He began to wonder if some of the drivers in front were purposely holding him back, because there wasn't much jockeying for position ahead of him either. His jaw set and he dismissed the idea, while he didn't get along with everyone, he couldn't see any of them being that vindictive.

Except for maybe Hicks, but he was back in 21st after a brush with the wall.

He finally saw an opening start to clear and felt a bump from behind, looking up to see Jr's red #8 in the rear view mirror.

"I see it, I see it. I'm going."

Lightning grinned at the encouragement and couldn't help but notice Jr had drafted up right behind him as they took the next three positions. Being in the top 10 made him much more comfortable.

Two cautions within the next 50 laps had frazzled his nerves, along with the reappearance of Hicks. Drivers were beginning to give him a decent size buffer and Lightning was reminded of a comment Doc had made after the Pocono 500 years ago.

He belongs on a demo track, not in Piston Cup.

"You got that right, Doc..." Lightning muttered, as he watched Hicks crowding Cal on the inside turn.

50 laps left and he was holding steady in 4th, finally in the front of the pack he just waited for his opportunity to drop down to the inside lane. His biggest fear was to stay on the outside and drop back at the last moment, with no hope to regain the ground he would lose if that happened. Jr had stayed on him the entire race, and he was starting to believe it was so he couldn't fade right at the end.

Coming around turn two he saw his opening, dropping down quickly he floored it through the straight away and allowed his momentum to carry him through the next turn, taking the lead on the inside. A quick glance confirmed Jr had stayed with him and he was glad for that, he hoped his friend would take 2nd today.

But 1st would be his.

The white flag was waved as he drove under the crow's nest and he felt a rush of adrenaline. Last lap, he had a decent lead but anything could happen, blown tires, a lap car could come up onto the track last second.

One turn at a time.

On turn three he chanced a look into the mirror again before nearly standing on the gas and coming down the straight away. He didn't breath again until he'd passed under the checkered flag, looking over to see #8 coming up alongside him. He held one hand up in acknowledgement as they bumped sides down the straightaway before Jr dropped back to allow him his victory lap.


"Lightning, how does a win today feel?"

He'd barely climbed out of the car before he'd been surrounded in the winner's circle, but instead of answering he'd immediately sought out Sally, He wrapped her in a hug and they stood like that for some time. Ramone and Sheriff were able to keep the cameras back but once it aired on national television, it was obvious that they were speaking to each other.

She'd never seen him smile so brightly.

Grabbing a water, and wiping the sweat from his brow before returning his baseball cap, Lightning finally addressed the reporters. "Better than any championship, Kori."

He had to lean forward to hear her over the deafening cheers. "It looks like the team is pleased with the outcome today."

"We worked really hard." He nodded, not looking specifically into any camera. He was forced to duck when Mater brought the Pepsi out. "This race meant a lot to us."

"The rain delay really set the start time back, did the transition into a night race trip you up at all?"

Lightning straightened and looked about in surprise, in all the celebrating and his focus on the track, he hadn't even noticed the floodlights now in the winner's circle. His grin widened, if it were possible. "I've trained in just about every condition."

Any more questions Kori may have had were cut off as other drivers stepped into the shot to offer congratulations.

Lightning made his rounds thanking the team and offering hugs to anyone from, what the racing world called, The Radiator Springs Team.

He stood hand in hand with Sally in front of the car, members of the crew on either side as Cal, Bobby and Jr presented the season's Piston Cup. Sally squeezed his hand, and though he knew it would be on national television, Lightning couldn't help it when his eyes welled up at the sight of the changes they'd made to the trophy. He smiled tightly.

Cal stepped forward, holding a microphone, but thought better of it upon seeing his uncle and handed the mic over.

Strip Weathers addressed the Rust-eze team, as well as the crowd. "Well, I think it's safe to say the most deserving team took the prize today. You all held a special place in Hud's heart and worked your tails off for this." He gestured to the cup and Sally moved imperceptibly closer to Lightning. "On behalf of the officials and administration of the racing league, as of today, this circuit will be known as The Hudson Hornet Piston Cup Series."

Through the deafening cheers, he shook Lightning's hand and leaned closer. "You did him proud, kid."

"Thank you, sir."


He stood in front of the display case in Radiator Springs, holding the trophy protectively as Mater unlocked the glass door.

"That's the best one yet, Bud."

"You're telling me."

He still couldn't believe the effort they'd put into the changes as he admired the Hornet coming up over the top, from the stamped rims on the dirt track tires to the embossed lettering of the side panels.

Lightning turned to look over his shoulder when he heard the door open and saw Sally enter the room, propping her sunglasses on the top of her head.

"Don't forget our dinner reservations."

"Of course not, we're just putting this away."

She kissed his cheek before turning to leave. "Race you."

"That's not fair, you're leaving now!"

She only raised her arms in a gesture of oh well, still walking away. "Says the nation's leading Piston Champion."

He only shook his head affectionately and turned back to Mater once she'd left. "You go on ahead, Mater. I got this."

"You sure?"

"Sure, I'm sure."

Mater shrugged, handing him the keys. "Ok..."

The tow truck driver started shutting lights off as he left and soon Lightning was standing alone in the dark. The only light coming from the display case and the large entry doors. He situated the trophy on the top shelf, making sure it was centered and in no danger of falling off the glass display piece. Pulling a letter out of his back pocket, he folded it in half and stood on his toes to drop it into the piston shaped dish. He stepped back to admire it once more, making sure the paper couldn't be seen from anywhere at ground level. Closing up the glass door, he swung the maintenance keys on his finger as he turned to leave the building.

"It's not just an empty cup."