The stars were magnificent tonight. She couldn't remember the last time she'd looked up into a clearer sky. The sounds of the evening echoed all around her, singing in her blood as she smiled up into the shining face of the full moon. It had been so long since she'd last broken away and let her nature take her where it so badly wanted to go and years in the city had really done a number on her sense of smell. The exhaust, the trash rotting in the street, the urine from various vagrants too addled to care where they voided their bladders - it had all been so oppressive at first. After the first couple of months, however, the smells eventually blended together. It had become like a low background hum that you eventually became used to because there was nothing else you could do about it. Now, the richness of the earth combined with the exciting scents of the vibrant life surrounding her, giving her an almost heady high. "I can't believe I waited this long to come back to you." she murmured softly. The moon was like a lover on nights like this. Tonight, she would run without restraint. She'd gone far enough into the wilderness to insure that she wouldn't run into any people after she shifted, and she wanted her hunger to ride her; the way she remembered in the days of her youth. When she was still Pack.

Her lips curled into a lazy smile as she stretched against the ground, bowing her back and letting her fingertips slide through the cool grass. Summer was just ending and she was beginning to feel the first taste of fall on the night wind. So sweet. She stood in one fluid movement, the graceful curves of her naked body framed in soft, silver moonlight. As she let out a yawn, her body began reshaping itself, ripples juddering along her muscles as she crouched down on all fours. It hurt a little more than she remembered this time, but it was over quickly. In her place stood an enormous, dark honey colored wolf with sharp orange eyes.

Her senses were suddenly overwhelmed and she let out a little whine as she gave herself time to adjust to them. The wolf's nose was considerably sharper that that of her two legger form. There were so many things to focus on and she didn't know quite what to go after first. The field mouse slowly picking his way through the tall grass at the edge of the treeline seemed as if it would be entertaining, but it would hardly make a meal – or be worth the effort. As she settled back on her haunches, she closed her eyes and took a deep breath. Bigger game was the be had out there and if she wasn't up to finding it, she wasn't half the wolf she thought she was.

There! A pair of hinds were out and about, keeping each other company as they foraged for food. Perfect.

She slowly stood up and began moving toward them, making sure to stay downwind so they wouldn’t catch her scent and run.
Creeping through the brush, careful to keep from making too much noise, she smiled quietly to herself. Should she spook them and chase them, or should she simply down one of them? The last meal she'd eaten had been fast food - just to keep her stomach from growling on the drive up. Her hunger plucked at her now, wanting her to be quick about getting dinner.

Deciding that expediency would calm her nerves so that she could freely run after prey without worrying about the pit in her stomach, she moved closer. A loud cracking noise came from somewhere behind the treeline, as if something large had stepped on a long dried out branch. It startled the deer and they immediately bolted, white tails flagging behind them in alarm. Dammit! she growled to herself, cursing the noise that had spooked them. Perhaps whatever it was would suffice for dinner instead, seeing as how it had so effectively chased hers off. She quickly spun in the direction of the noise and listened, her ears swiveling forward. There was another loud crack, then the sounds of something slowly moving away from her. Oh no you don't. She shot forward in a burst of speed and the sounds immediately stopped.

It took her a moment to realize that the night around her had gone almost entirely silent now. She started to think that fleeing wasn't such a bad idea, and quietly started to back up. Whatever it was, it was damn sure spooky enough to make the rest of nature scared of it - and that was always a bad thing in her mind. She took another step back and froze as she watched a figure at the edge of the tree line stumble out of the forest. Whatever it was, it was limping. Injured.

She could probably take it. Her belly urged her forward, but she still took small, trepidatious steps. The wolf was primal and didn't fear much, but she had been hominid for long enough that those bipedal fear responses had wormed their way into her psyche. The wolf wanted to dart forward, to tear the animal's throat out and gorge itself. It took a great deal of willpower to keep from simply throwing herself on it and attacking it.

The figure stumbled, throwing a hand out to catch itself as it hit the ground. It was a Human! What the hell was a Pink doing out this far in the woods? Wounded, no less? She continued to move forward slowly, her ears back as she heard it groan in pain. There was something very wrong with it. She could smell the sharp tang of a mix of both stale and fresh blood on the wind, and the wolf surged forward, almost taking her with it. Then something else caught her attention. A sharp male scent.

The man grunted as he tried to get to his feet, then stumbled and landed on his side. He groaned again and she was now close enough to see him clearly. He was literally covered in gore. Not all of it was his, from the readings she was getting from his scent. He had the smell of many men on him and it confused her nose. Were they here with him now - tracking him down? She let out a nervous whine as she padded over to him.

The man opened his eyes to look up at her, halfheartedly baring his teeth. She chuffed at him, a laugh. He could barely walk, much less kick her ass. Who was he kidding? She couldn't see any obvious wounds on him, but all the blood had to have come from somewhere. She gave a quick look around, trotting around his body as she tried to see if there was anybody else coming through the woods after him. Slowly, the sounds of the night started back up and she let out a breath of relief.

She looked back at him to find him watching her intently. He frowned as she padded back over to him and she found herself wondering what he was thinking. His voice came out in a croak that startled her.

"What are you?"

He was staring at her, almost through her and it was beginning to creep her out. He winced and clutched at his side, pulling something long and sharp out of his body. It had apparently been embedded between his ribs. He's got to be in a substantial amount of pain, she thought to herself as she watched him toss it into a bush. She sat on her haunches, quietly watching him from about ten feet away. He rolled over and started to push himself up, throwing up into the grass beneath him.

"Christ." she heard him growl. "Fuckers really nailed me." He spat, slowly getting to his feet and she quickly stood, taking a few steps back as he looked over at her.

It seemed to annoy him and she cocked her head as he grumbled, "I ain't gonna hurt ya, if that's what yer thinkin' - 'long as you leave my ass alone, that is."

He laughed to himself and began pulling the remnants of his t-shirt off. His muscles corded beneath his skin as he moved. The man was built like a tank. He then hissed and pulled something that looked like a sharp, curved wedge out of his stomach, tossing it onto the ground at his feet. As she watched, the wound began closing up. He heals like me, she thought as she ventured closer, taking in his scent. He smelled different somehow. She watched him tense slightly and backed off. The man then cocked his head and asked, "Really - what are you? You don't act like no wolf I've ever seen."

She opened her mouth and chuffed again, laughing in the only way she could in this form.

He nodded his head and said, "Fair enough. You ain't gotta tell me."

He then ran his hands through his hair, pulling some of the dried blood and bone out of it and wiping it off on his pants. His clothes had long since crusted over. The smell was alternately delicious and appalling. "I really gotta wash this crap off." He turned to look back at her and asked, "You know where there's a stream or river nearby?"

She cocked her head, intrigued by him but still hungry. Her curiosity won out and she nodded, turning and walking away from him. She wasn't entirely surprised when he began following behind her, but still found it somewhat weird. Who was he? Where had he come from? And why was he literally covered in the dried blood of god only knows what else? They walked in companionable silence until reaching a sizeable river. She stopped at the edge of the riverbank but the man just continued walking on into the river until the water was up to his hips. He let out a sound of utter contentment as he dipped beneath the surface of the water, disappearing from sight for a few moments. His head popped out of the water and he laughed as he began scrubbing himself clean. He seemed at home in the water and before long, he was padding back towards her; his jeans draped over one arm. As more of his body became visible above the waterline, she realized that he was entirely too well proportioned. She quickly looked away and heard the man chuckle as he walked up and tossed his pants over onto the grass to dry.

"You usually this shy?" he asked, and she turned to nip at his leg, just to teach him some manners. The man laughed, easily avoiding her jaws as he began walking back the way they'd come.

Where did he think he was going? He seemed completely at ease as he strode purposefully through the bushes. Still extremely curious, she followed him back to the patch of woods that he'd initially popped out of. After he'd gone about ten yards into the trees, he reached down to collect a backpack. He began rooting through it, pulling clean, dry clothes out of it and pulling them on. She sat back on her haunches, somewhat disappointed that he was covering up. He really did present a great view. As he pulled a clean, white tank top over his head, he looked back over at her.

"You hungry?" he asked, pulling out a packet of something that he held out to her.

She took a tentative step forward and he opened it, letting the aroma out so that she could savor it. Beef jerky. But this smelled different. Stronger. Not store brand. Homemade? He crouched next to the backpack and pulled out a hunk, biting down on it and chewing before offering it to her. She eyed him and darted forward, snatching it from his hand and backing up before chewing it.
Ugh. It didn't taste the same in this form. The wolf didn't want dead. She wanted alive. Still breathing, struggling - heart beating.
She swallowed it down and whined.

"Yeah, I know. It ain't the same as fresh, but it's all I got." he took several more bites, then picked up the backpack.

Cleaned up, she had to admit that he didn't look half bad. His raven black hair was somewhat unruly, but it made him look wild. Untamed. She liked it. She let out a quick chuff and then ran off in search of dinner.

The hart was delicious. It had gone down quickly and she'd easily avoided its hooves. It made her beam with pride. She was happy that she could still pull one of the bastards down after so long. It reassured her that she hadn't gone entirely Pink - derogatory Pack slang for humans that weren't furry on the inside. Once full, she found that there was still a significant amount of meat left on the carcass. She licked her lips and darted back out into the night, in search of the strange man. Perhaps he'd want some of her meal. There was plenty left and it seemed a shame to leave the rest for just the buzzards and bugs.

She tracked him back to the riverbank, where he'd set up a small sleeping area. He was apparently bedding down for the night. She chuffed and danced in front of him, hoping he'd get the idea. He looked over at her, frowning - then smiled. He then stood up, tying the sheath for a large knife around his waist and leg. He was certainly a good deal smarter than any other human she'd ever met. He caught on quicker than she thought he would.

The man followed her back to the carcass and made short work of cutting out several substantial hunks of meat, placing them into a canvas bag. He startled her by unceremoniously tearing into one of them. He looked over at her as he chewed, almost as if waiting for a reaction. The hominid in her found it odd that he'd do such a thing, but the wolf quietly praised him. He knew the value of meat and didn't desecrate it by burning it in order to make it more palatable. She chuffed again and he shrugged as he continued to wolf down the meat in large chunks.

By the time they arrived back at the campsite, he had worked his way down to the bone. There was a meaty snap, and she looked over to find him sucking the marrow from the bone. He raised an eyebrow and she simply sat down, watching him - fascinated. The man finished and tossed the bone into the river. He then began pulling the rest of the meat out and making quick work of it. Good god, this man eats more than the wolf does! She marveled when he finally finished his meal. He washed his hands and mouth in a little of the riverwater he'd collected, then pulled a small towel out of his backpack; wiping them clean before reclining on the sleeping bag he'd laid out on a small tarp. She found herself wondering what he would do if it rained. Did he have a tent? If so, why wasn't he sleeping in it?

"'night pooch." he murmured as he rolled over onto his side. "Perhaps tomorrow you'll trust me enough to tell me what ya are."

She whined and lay flat on the ground, placing her head on her paws, still watching him. She found that she didn't want to leave him alone, in case the men who hurt him came back. Besides, he smelled good. Reassuring. Familiar. Eventually, she drifted off to sleep as well.

The sound of movement woke her, and she watched as the man got to his feet, wandered over to the bushes and relieved himself.
The sound of an owl hooting caught his attention and as he zipped up his posture stiffened as he looked up into the trees in the direction of the sound. The man then turned back to his makeshift campsite, his lips quirking with the hint of a smile as he spotted her watching him. As he lay back down on the sleeping bag, he quietly held a hand out to her.

Not entirely sure why, she slowly got up and padded over to him, sniffing his proferred hand. He smelled strong, like good breeding stock. It was a tang that settled on the tip of her tongue in a way that made her stomach flutter. He watched her as she reached out to touch her nose to his fingers, then flexed them gently. She froze for a moment, then when she'd assured herself that he wasn't going to make any threatening movements she let her tongue dart out to taste him, startled at the zing she felt along her taste buds. What the hell? She whined and took a step back and the man frowned. He looked almost disappointed. She let out a small, Oh, why not?, whuf sound and moved close enough for him to touch her. Something in his posture changed as he reached over and gently scritched her head, then around her ears. He smelled almost relieved that she'd accepted him.

She moved to lie alongside him, enjoying the feel of his fingers scritching gently through her fur. It had been awhile since anybody had properly petted her when she had her fur on. It reminded her of her mother, back when she was a pup. She would shift and jump into her mother’s lap, falling asleep to the almost sedative feel of her mother’s fingers in her fur. She smiled and placed her head on her paws again. He continued scritching her and running his fingers through her fur until they both fell asleep.

She woke with a start. The man was having a nightmare. A doozy, from the sounds of it. His body was bowing up away from the ground, his hands clawed at his sides. Everything about him sang DANGER and she quickly skittered away, letting out a sharp, frightened yelp.

She watched his face contort in pain and wondered what was going through his head. What would have to happen to a person to have them endure this kind of thing while they were asleep? He cried out and she jumped in surprise as something shot out of the tops of his knuckles with a strange metallic sound. He then sat straight up, bewildered. She whined and backed away as she realized that six individual metallic claws now extended about a foot out from his knuckles. It seemed to take a minute or two for him to realize where he was - to recognize her. Once he did, the claws immediately retracted back into his arms. She cocked her head to the side as she watched small dots of blood spatter the sleeping bag from where the claws had come out.

He seemed almost embarrassed. She took a step towards him and he croaked, "Sorry 'bout that. My dreams ain't too pleasant lately."

The man coughed and she went to him, feeling a familiar need in him as she rubbed against his side, trying to reassure him. He just needs to feel Pack. Then he'll be ok. She thought to herself, wondering why it occurred to her to treat him so. The man let out a long sigh and she could tell that it was working. He was feeling better already.

"Thanks pup." he murmured as he moved to lay back down, his hand still deep in the fur around her neck.

She pressed her back against his side, letting him feel the warm reassurance of her presence. It definitely seemed to be helping.
Sleep came quickly this time.

The sun was just beginning to warm her fur as she opened her eyes. The man's arm was around her shoulder, his forehead gently resting against her neck. It seemed odd, but right, somehow. She had never slept next to a human in this form before and the feeling was a little disorienting. She looked over at the river, finding a pair of deer grazing about twenty yards away. The sounds of the morning were music to her ears and she smiled. The last time she had taken a vacation like this, nothing this exciting had happened. She felt the man move to stretch beside her and she quickly got to her feet and stretched as well, shaking the sleep out of her muscles.

She turned to look back at him and he grinned back at her. "So. You gonna tell me now?" he asked as he began to sit up.

She chuffed and darted over to his backpack, rooting around inside it and pulling a large gray t-shirt out with her teeth. He crooked an eyebrow up as he watched her tear off into a patch of bushes. Why she wanted to share this with him, she couldn't really say. Perhaps it was to show him that he wasn't the only one with problems. After the change was complete, she pulled the shirt over her head and stood up.

The man watched her head peek over the top of the bushes and blinked. Once. He then said, "I'll be damned."

She let out a bark of laughter, then quickly covered her mouth with her hand. She walked out from behind the bushes, thankful that the t-shirt was big enough to cover all the vital spots. "You asked." she retorted.

He blinked again, then laughed.

She took a tentative step forward, asking, "Why do you smell...familiar?"

He frowned, thinking about it for a moment before replying, "Damned if I know. I've never met you before. I'd know. I never forget a scent."

Another step. "What are you doing out in the middle of nowhere?" she asked, growing more curious by the minute.

He stood up and grunted. "Got dumped here. Don't know how long I've been here. I'm guessin' they left me for dead."

She cocked her head and peered at him, her hazel eyes glittering. "They hurt you."

The man let out a harsh laugh and moved to start rolling up the sleeping bag. "They tried."

She moved closer, wanting to touch this man who healed like her - who smelled like Pack, but not like Pack. He slowly turned to meet her gaze and stood still as she placed a hand on his arm. She touched him delicately at first, then started gripping his arm, feeling for the strange claws beneath his skin that had come out during the night. He watched her with the same patient expression that one would show to a child.

"Do they hurt?" She peered up at him, wincing inwardly at the very idea.

"Not now, but when they come out - yeah. They hurt." he explained quietly.

She frowned and asked, "Do you have..fur on the inside like me?"

The man shook his head with a wry smile. "I'm not like you. I'm somethin' different altogether."

She let her hand drop and leaned in to taste his scent. "You smell very.." she wrinkled her nose, trying to think of the right word. "A part of you smells alien."

An eyebrow crooked up in surprise as he looked back at her. "Alien?"

She felt a flush creep into her cheeks and immediately looked down and away from him, hoping she hadn't offended him. "You taste almost electric. Humans don't taste like that."

Her words quietly trailed off and the man laughed softly. "I'm a mutant. 'could be why, but I'm not sure."

She met his eyes and saw a kind of hesitation in them. She had heard the term before, but only on news programs where people were just starting to wonder if they were truly dangerous. It was a word that was beginning to make people nervous. Maybe that's why he wasn't scared of her - or freaked out about what she was.

"I'm a Turnskin.." she explained, "Movies like to refer to us as werewolves, but I've never liked the word, myself." She nervously brushed a wisp of hair the color of honey away from her face, tucking it behind her ear.

The man peered at her curiously for a moment and she felt as if he was quietly assessing her. "You don't get the chance to do this much, do you?" he asked, his tone soft.

She answered with a slow shake of her head. "It's been about a six months now since I last let the wolf out."

"Why so long?"

Why did he care? And why was she talking to him about this? Because you saw a secret, vulnerable part of him last night. she told herself. It's the least you can do. And besides, he looks like he could use a friend. "There are things about it that aren't so easy to control if I let the wolf out on a regular basis."

He nodded, then moved to continue breaking camp - what there was of it. "Been there. Ain't pretty." He stopped and turned to look back at her. "But sometimes you need it. You keep shuttin' her in, she'll fight with you. Weakens you both after a time." She felt the wolf prowl inside her, agreeing with him. "It's in your nature, darlin'." he continued. "And while you can't fight with your nature, you can come to agreeable terms with it."

She liked the sound of his voice, the way he moved as if he didn't fear anything. The way he seemed utterly at ease with himself and his place in the world.

Her fingers trailed along the edge of the stitching at the bottom of the t-shirt as she quietly murmured, "You sound like you speak from experience."

He finished rolling up the sleeping bag and began forcing it into the backpack. "I guess you could say that I have my own wolf, of a sort."

She smiled, then laughed. "This is easily one of the stranger conversations I've had in the last five years."

He laughed softly and asked, "Are there more of you around here?"

She shook her head and took a step back, "No. They're all back.." she stopped herself. She was somewhat comfortable revealing things about herself to this total stranger, but it wasn't fair to do the same with the Pack she'd left behind. "I'm not from around here."

He seemed to sense her discomfort and he watched her take a step back as he stood up. "It's OK. Didn't mean to seem nosy."

"Are there more of you out there?" she asked, relaxing a little.

He laughed at that and replied, "Darlin', there ain't nothin' else like me out there."

She smiled and looked over at the river, watching a fish break the surface of the water.

"I'm Logan." he offered as she turned back to grin at him.

"I'm Max. It's short for Maxine. It's nice to meet you Mr. Logan." she extended a hand to him and he gave it a firm shake.

"Just Logan - I ain't never been Mister anything."

Max gently pulled her hand out of his and replied, "OK. Logan."

She moved to help him with the tarp and he looked over at her and said, "You sure you don't want some pants there, hoss?"
Max looked back to see that the shirt was now revealing quite a bit more of her than she was comfortable with. She quickly straightened up and winced as she pulled the shirt back down.

He laughed and dug around in his backpack, tossing a pair of black gym shorts to her. "You can borrow those until we run across your clothes, wherever they are."

Max quickly pulled them on as Logan turned away. She found the gesture very touching. It seemed almost out of place. Logan, while being fairly short, was very solid and thick. He looked like a guy that you really wouldn't want to run into in a dark alley. "Thanks." she replied, moving to help him with the rest of his gear.

"Where are we, anyway?" he asked, forcing the rest of the tarp into a separate section of the backpack.

"West Virginia, just along the border to Maryland."

Logan frowned, looking up at the sky as he hefted the pack onto his shoulders. Max wondered what he was thinking. "Let's go find yer clothes, Max." He chuckled, starting to walk back towards the tree line.

She laughed and replied, "Why do I get the feeling that you're a handful?"

"Darlin', you have no idea."

Go to chapter 2

To reiterate: MARVEL owns the rights to most of the elements in this story. Max, and her subsequent backstory, is my own creation, but everything else is either sub-canon, or warped canon yanked from the X-Men storyline. The art also belongs to MARVEL.