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Max stared up at the starlit sky with his green eyes. His parents would be extremely mad if he was caught outside this late, but it was too dark for anyone to see him out on the roof. Max had just moved and didn't have any friends to hang out with or goof off with. In fact, of all the places he lived, he had never had any friends, and when he managed to get friends, they either left him in the dust or he moved away. This time was different however, he would try again to get friends and keep them.

He looked down at the dark street below as two teenage boys about his age were walking past his house. They were laughing and talking, with a few bottles of cola. In one kids arm was a whole twelve-pack of Root Beer, and the other had two bags of potato chips. As much as he wanted to go to parties and pick up chicks, he would never make it past the front doors of the party. He was always a constant bully target wherever he went, whatever school he went to. Well this time was different.

Max looked up at the night sky and made a silent wish, that he could find a friend. Someone who would stick with him; a friend who wouldn't ditch him if things got bad. A friend he could keep.

"SEBASTIAN! SEBASTIAN MC DONALD GET OUT OF BED RIGHT NOW!"

I opened my eyes to see my mom frantically gathering clothes from the floor, sorting through what could be worn.

"Mom, what's up?"

"Its 6:35!"

Suddenly it snapped in my mind, I had five minutes to get to the bus stop! I quickly grabbed the garments that my mom had sorted through, rushed downstairs to get my lunch money, and was out the door in five minutes flat, a personal record!

I made it to the bus on time. I don't know why my mom makes me take the bus when she could drive me, it would save her three hundred dollars a year. After all, I don't have friends that take the bus, I just end up sitting alone, or some freshmen girl ends up talking non-stop to the girl two seats ahead of her. I was in luck this time, an empty seat.

I made it to first period, running. Of all the places in the school, why did my locker have to be on the opposite side of the school? At least first period was always Algebra, a subject so easy I could sleep through and get everything done. I mean, most of the kids in my class are struggling, what's there not to get? Its letters and numbers, and you have to figure out what the letters represent right?

Apparently I wasn't the tardy for a change. A brown-haired kid walked into our class carrying a late slip and a binder. He handed the slip to Mr. Cook and stood at the desk. Mr. Cook reviewed the blue paper, and then stood up.

"Ladies and Gentleman," Mr. Cook boomed, "you will all be happy to know that you all have a new student. Go ahead son, introduce yourself."

The boy took a step forward with his head low and said, "My name is Maxwell, and I'm a freshman who just moved here."

"Well then, Maxwell," said Mr. Cook, the class silently snickering at the formal name, "its nice to have you in this class. Now, I don't have any extra books until tomorrow, I will have to pair you up."

Mr. Cook looked around the room at the desks in groups of four, and then spotted my abandoned section.

"Maxwell, mind if I pair you with Sebastian?"

Maxwell looked me over quickly, figured it was safe, and quickly sat down.

"I'll take that as a yes."

We began with the daily test, of which Maxwell was excused because he was new.

"Hey, Maxwell," I said, "here, take my notes, you might want to copy them down."

He looked up at me and said, "Thanks, and it's Max by the way, the lady at the desk insisted on printing the slip with my whole name."

"Alright then Max."

The rest of the class went by quickly, exponent laws are so easy I could do a real test with my eyes closed. I made my way to my locker to prepare for Biology class. As I headed down to the lab, I noticed that Benny and Paul were harassing some kid. I knew who those kids were, they were the meanest kids in school, I heard that one of them went to jail, but I know enough not to follow rumors. By the time I caught myself walking towards him, Benny and Paul were running off to the sound of the bell. They had spilled all of his books on the floor and he had a bump on the back of his head from Paul Pushing him into a locker. I bent down and helped Max with his books.

"Don't pay any attention to those buffoons, they do that to all the freshman."

He just stared at me for a second, then smiled and said, "Thanks a lot, um... Sebastian, right?"

"Yep. So, lets see what you have next... Biology with Ms. Arsenault? Same here! Want me to walk you to there?"

"Sure."

We arrived late, again. Luckily Ms. Arsenault was as blind as a bat and nearly deaf to boot. The class went by as usual, boring. No one really needs to know the reproduction of flowers do they? I doubt it. I was to bored to care, and Max was too busy copying down notes to listen.

The rest of the day went by smoothly, besides the lunch special. No mortal being on this planet can survive the Pasta Surprise. I only had Max for one other class, Phys-Ed. I was expecting a scrawny kid like him to suck at Tennis, but I guess you really don't need muscle or for Tennis.

By the time that school was done, it was actually starting to get dark out. I ended up missing the bus, so I had to take the long trek through the city. I will never understand why, but for some reason, no one comes to the barren part of town. You'd be lucky to spot a car pass by every once in a while, but people are just spooked from this place.

I spotted Max walking by his lonesome on the same street, and rushed to catch up with him. I caught up to him and we got into a conversation.

"So, why did those jerks picking on you in the hallway?"

"I don't know," he replied.

"Well, if they bother you again, you let me know. I will get them back for you."

"Thanks," he said with a smile.

"Hey, what are friends for?"

Just at those words, Max's eyes lit up and he smiled. He looked like he had just been given a cake on his birthday the size of a car. I guess I had the same look on my face, I didn't have many friends, and I guess being the new kid means it's harder to make friends.

Just ahead of us, I saw Paul and Benny.

"Well well, what do we have here Benny?" asked Paul.

"Looks like the twerp who wouldn't hand over our lunch money," replied Benny.

"I'm pretty sure it's his money, Dog-Breath," I said.

"Was that an insult?" asked Benny.

"Umm, Yeah! Dumb-" Before I could finish, Paul had me pinned up against a wall with a Switch-Blade to my neck.

"Nobody talks to my boy Benny that way. And personally, I wouldn't mind doing time again if it means I don't have to listen to you anymore."

"Sebastian!" Max cried, and was quickly silenced from a punch by Benny. Max was face down on the cold ground, but I heard him mutter something.

"No, not again. I finally found a friend, and I'm going to make sure I keep this one."

Then something happened to him. Max started to expand and grow, parts of his shirt and pants started to rip. His skin was becoming a light orange color, and I could see that it was becoming scaly. His face extended into a snout and I could faintly hear the bones in his face cracking, but he managed to keep his brown hair. His pants ripped off to reveal clawed digit-grade feet, and bulging muscles. Then a long tail erupted from the back of his pants, giving a little swish, as the rest of his pants became shreds. The last thing to go was his shirt, which disintegrated into shreds at his feet along with the rest of his clothes as wings erupted from his back. When the orange dragon was standing on two feet, he through Benny to the side of the ally then did the same to Paul. I just stood with my back to the wall in total shock.

Benny and Paul were in as much shock as I was and just stared blackly at the reptilian thing standing before them. The dragon made a "come here" gesture with a clawed finger, Benny took the invitation and charged at the dragon. The dragon charged and they collided, where they had an all out fistfight with the dragon on the top. Paul was right behind them with his knife, ready to strike down into the dragons back.

Then something snapped in my mind and I realized that the dragon was actually Max. I thought to myself, this isn't right. He may have an advantage over Benny and a tail to defend his back, but he doesn't know that Paul is behind him. Max needs my help and I have to do something.

Just as the blade was coming down, I tackled Paul into the brick wall and he dropped the knife. Max then rolled so that Benny was on top and used the power in both his legs and kicked him off. Then he stood up on both legs next to me and looked at them threateningly. The two boys looked at each other, looked at us, then ran for the hills like the devil was at their feet.

Max Picked up the blade in one clawed hand then bit it and broke it in half. I quickly looked at him and realized just how cool he looked. Max was my size now, and his scales shined slightly from the light of the street lamps that had just flickered on. It was still bright out enough to see what Max looked like.

He looked at me with his bright green eyes and said, "I'm sorry about all this Sebastian. If I had stood up for myself more this wouldn't have happened. I will understand if you don't want to be friends, and if you want to run away from me."

I looked into his eyes, took a hesitant step forward and told him, "Are you kidding me? That kid had a knife to my neck and you still risked your life to save mine. You are the coolest friend ever!"

Max stared at me in astonishment for a moment, then replied, "Wow, thanks! And uh, thanks for saving my tail too. Without you, I would either be tailless or shish kabob," his tail giving a quick swish of happiness, "Sorry for not telling you about being a dragon and all," His tail then drooping between his legs.

"Are you kidding me? It wouldn't matter if you were a snake, a dragon, a gecko, or a human, I still couldn't have asked for a better friend."

At that, his ears and tail perked up, and he gave me a huge hug. Although I thought my spine would break, he was stronger than he looked.

"Thanks," said Max, "sorry I couldn't fly you home, my wings are only big enough to support my weight."

"No problem, I don't mind walking if you don't. Besides, I think we should get you home first."

We walked out of the ally and down the road. The only thing I could complain about was that Max's tail wouldn't stop hitting me as we walked, he must have been really happy to have found a friend. If I had a tail I'm sure it would hit him a few times too, I was just as happy as Max.

"So," he said, "your really ok with me being different?"

"You bet. After all, you're the best friend any one could ask for. You are a friend I want to keep."

Max Smiled and looked up at the stars slowly coming into view, and I saw him forming the words thank you with his snout.

END