A/N: I was listening to Owl City's "Fireflies" when I got the idea for this story. If the characters seem OOC, I apologize. I just think that these characters have so much more depth—so many more layers, if you will—that J.P. leads us to believe. Especially Fang. I like to think of him as an onion. :) Anyway, I'm trying to address that in this story. I'm trying to give you a little snapshot into the sides of Max and Fang that we don't get to see much of. However, their softer sides do crop up every now and then in the books, so I don't believe this idea is so farfetched. If you disagree, I apologize. Just please don't leave a review flaming about their OOCness. I get it, it's there. Thank you :) Sorry for the long A/N.

And a big thank you to browneyednezumi, who beta'd this! :)

Fax lovers, enjoy!

"Oh look, Fang, there's another one!" she shouted, pointing up at the sky. I glanced over just in time to see the tail end of a shooting star disappear into the night sky along with its motionless brethren.

The tiniest of smiles spread across my lips. I squeezed her hand gently and she scooted a few inches closer to me on the grass. I pulled my gaze from the all-too-familiar stars and turned it to Max. Her eyes were closed. Her chest slowly rose and fell as she took a deep breath of the cool, sweet forest air. I'd never seen her so calm. "She's beautiful," I thought to myself.

Things had been so stressful lately; Max and I had just needed some time out. Alone. I'd brought her out here for some peace and quiet. I hadn't realized how romantic this would turn out. The moon was about three-quarters full and directly overhead. A thick wall of trees and foliage surrounded our clearing on three sides, giving the thick, wispy grass we were laying in a nest-like feel.

We were stretched out on our backs, hands linked together. In the beginning, it hadn't been so bad, being on our backs. Having such a clear and open view of the dark night's sky was amazing. But after nearly two hours or so, the hard ground was staring to hurt my wings. But laying there with Max, being so close to her, feeling her warmth…it was worth it. I sighed contentedly and allowed a smile to slip onto my face. I guess Max's wings were starting to get sore like mine, because she shifted and arched her back up to adjust them. When she settled back down into the grass, she rustled it just enough to cause one of its inhabitants to stir.

A tiny speck of light fluttered up from beside her shoulder. Its gentle buzz hummed in our sensitive ears as it flitted above Max's face before moving onto mine. Its bright glow shimmered against my dark features. I heard Max giggle, then snort beside me as I laughed once and smiled. I turned my gaze over to her and saw her chocolate brown eyes following the glowing yellow bug as it flitted off into the darkness.

She caught me staring and knit her eyebrows together. "What?"

I just grinned and shook my head. Out of the corner of my eye I saw her shift again. I realized how uncomfortable my wings were too.

I sat up and took both her hands, pulling her forward. "Here, come with me," I said in a hushed, somewhat mysterious tone.

I led her over to a large rock I'd seen when we first arrived. We both perched on a portion covered in soft green moss so close to each other that out shoulders were pressed gently together. My hand was still linked with hers, but now our relaxed wings were touching as well. Looking back to the spot we'd previously been, you could trace our path to the rock by the trail of fireflies we'd left in our wake. The tiny creatures must have been awakened by the movement. Max and I just stared at the bright creatures in awe.

"It's so strange," Max began following a sporadic firefly's flight path, "that something so unusual can be so natural at the same time."

I nodded. "Maybe if those sick, horrible scientists just took a step back and looked at the beauty of nature, they'd quit trying to screw with it."

She squeezed my hand and mumbled an agreement. Then she laid her head on my shoulder and sighed, "They're so beautiful."

I too just sighed. "But you are so much more." Then a wonderful idea popped into my head.

I turned to Max, "Wait right here." I couldn't wipe the excited grin off my face, even though I always try so hard to hide my emotions. But I was with Max, things were different now. I reluctantly hauled myself off the rock and stepped into the middle of the clearing. The flowing grasses tickled my calves through my jeans. A stray firefly wriggled up and alighted on my shoulder. "Better move, little guy. You're not gonna like what I'm about to do."

Max watched me with curious eyes as I spread my long, black wings out to their full length. Quickly I shot them forward and produced a gust of wind that billowed through the clearing. Millions of fireflies rose from their hiding places and flooded the air. I faced the bushes and repeated the action, causing billions more to join the flight.

Carefully I turned and ambled back towards Max. My wings were still half open, hanging lazily from my back. I held out my pale hand to her. "Care to join me for a flight among the fireflies?"

For a moment, she seemed confused, even startled, by my question. "Is this really so out of character for me?" I was just trying to do something different, something for her, something to bring a smile to that usually scowling face of hers. Worry boiled up inside of me. "Could she really be so uncomfortable with this? With me?" The horrible tenseness was relieved, though, when she smiled and took my hand. Her beautiful tan wings stretched open behind her.

I led her into the clearing, a smile gracing my usually stoic face. I stretched my wings open completely and reluctantly dropped her hand. I pushed off from the ground gently, trying not to startle too many fireflies. Slow, careful strokes pulled me higher into the air. When I was about thirty or forty feet up, I turned my dark gaze back down to Max. I waved my hand, urging her to join me in the cool night air. She gingerly hopped forward and caught a breeze, lifting her higher and higher, towards me.

When she reached me, I quickly turned around, brushing her with the end of my wing. I glanced back at her and smiled mischievously before gliding off. She took my hint and chased after me, mimicking every my turn and bank perfectly. Again, a silly smile splashed across my face, this time followed by a tiny laugh. I glanced behind me only to see Max smile too and let out a snort.

Eventually I reached a tree and carefully alighted myself on one of the thickest limbs. Max fluttered down next to me, folding her wings behind her. We were still about fifty or sixty feet up, and had a perfect vantage point to watch the softly burning embers of the fireflies. I sat near the middle of the bough, and Max came and curled up beside me. I put my arm around her shoulder and stroked her dark caramel hair. One of my wings was wrapped protectively around her. Not that she needed protection, she could kill me right now if she wanted, but I loved to feel her so close to me. I loved the sheer warmth she gave off.

We sat there like that, curled close together, for nearly a half hour. Then Max perked her head up, her chocolaty gaze meeting mine. One hand reached up and brushed a stray lock of black hair from my face. "Fang," she whispered, "thank you."

I cocked my head questioningly to the side and raised an eyebrow. "For what?"

"For bringing me here. It's so beautiful," she glanced back at the fireflies for a moment, then turned back to me. "I love being with you like this; alone, with no fear of Erasers or Flyboys or another explosion from Gazzy or Iggy." She smiled at that last part, and I'll admit that I did too. "It was really sweet of you. We should to this again sometime." Then she nestled herself closer to me, wrapping her arms around my torso.

I slowly rubbed the spot between her wings, and bent down to kiss her head. "Anytime, Max. I'm always here for you."

She sighed and half-closed her eyes. A tiny rustle in the leaves close by startled her awake. Her body tensed and her feathers bristled. Her arms raised and her fists clenched, ready to fight. But only a tiny finch hopped out of the leaves. The tiny bird hopped over in front of her, chirped once, and flitted away.

I smiled—"I seem to be doing a lot of that tonight. I swear it's Max. I can't not smile around her."—and smoothed down the feathers on her back. "Max, unwind a bit. Nothing's going to happen. We're safe here," I could only hope that was true.

"Yeah," she panted, "yeah, I guess. Sorry," she offered weakly. She sighed deeply and hugged me closer, still obviously on edge.

My gaze shifted from her face to the fireflies, their lazy spiral illuminating the night. One broke free of the dance and wandered our way. It buzzed in front of our faces for a moment, before finally coming to rest on the tip of Max's nose. Her eyes crossed as she tried to get a look at the tiny speck of light before her. Then the little light zipped away to join once again in the reverie.

My dark eyes shimmered with an idea. "Come on, Max." I stepped forward and launched myself from the tree, carefully joining the mass of fireflies. Max quickly followed suit, her incredible wings making a swoosh sound as she snapped them open.

She glided up next to me, and we turned and synchronized our wings so we could fly parallel to each other. She reached her hands out and took mine, pulling me closer to her. Upward and upward we spiraled, our gazes never leaving each other's. Then, when we reached the thickest part of the vortex, I firmed my grip on Max's arm and pulled her body against mine. We were too close for her to keep flying now, so she had to close her wings and wrap her strong arms around me.

I brought my lips to her ear; the ends of my "too-long hair" tickled her face. Then I whispered, "I love you, Max," and crashed my lips against hers. She didn't hesitate to kiss me back, and reached one hand up to tangle itself in my hair. Just the feel of her mouth against mine, and her warm, steady heartbeat in sync with my own gave me new purpose in life. I cupped her head in my hand and deepened the kiss, pulling her closer to me.

My mind was a mess. The only thing I could register was Max being there, with me, so close. I don't even know how much longer it was, but eventually we both had to come up for air. Her eyes immediately met mine. She pulled her lips, still hot from the kiss, to my ear and whispered, "I love you too, Fang."

A/N: Please leave a review! You can flame if you want, but just know that it's not going to make me change or take down this story. Sorry if I seem harsh, I'm just a little paranoid :/