After watching the first few episodes of Max Steel, I thought how did Steel act after they beat Dread, then it hit me. Disclaimer: I don't own Max Steel nor do I own any of the characters from Max Steel.

Max's POV

"Steel! Will you cut that out please?" I yelled at Steel who was messing with my hair.

"Sorry Max, just making sure that you got no bumps on your head. Are you sure that you are alright Max?"

I glared at my Ultra-Link partner and growled at him, "Yes Steel I am fine." I let out a sigh and stood up.

"Max, where are you going?"

"I am going to see Berto so stay here."

"But-"

"No buts Steel, I am just going to see Berto."

Steel flew to me, "Max, what if Dread or the Elementors attack you when I am not with you? Or what if-"

"STEEL! I will be fine." Seeing how sad he looked, I rubbed my face then I looked at him in the eye. "Listen Steel, I am sorry that I yelled at you but buddy, you don't need to worry so much, alright? So please wait right here for me okay? Please Steel?"

"Okay Max, I will stay right here."

I gave him a smile. "Thanks Steel. You can watch my vital signs and you can come flying if you think I am in trouble, okay?"

"Okay."

I turned and walked out of the room and turned down the hallway to Berto's lab.

"Hey Berto." I said as I flopped onto his couch then letting out a groan.

"Steel being overprotective?"

"You have no ideal Berto. It is always 'Max are you sure that you are fine?' or 'Max let me check you for cuts.' or 'Max let me help.' or 'Max let someone else do that you don't need to overstrain yourself.' It is driving me nuts!" I threw my hands in the air.

"Well Steel is just worried about you Max." I looked at Berto who was playing a video game so I got up and turned him to face me.

"I know Berto, he has been this way ever since Dread got a hold of me." I sat back down and put my head in my hands. "What am I going to do about it Berto? Is there anything I can do?"

"Not anything I know could help you Max. You should talk to Commander Forge about this, maybe he can help you with Steel." He turned back around and continued playing his game.

"Thanks Berto, I will talk with Uncle Ferris. Hey are we still going to the skateboard park later today?"

"Yup we leave at 3pm. See you there Max."

"See you there Berto." I left his lab and went to find my uncle.

"Hey Uncle Ferris, you here?"

"He is not here Max." I turned to see Kat walking in.

"Where is he?"

"I think he is out with Molly. You should try his cell. Why do you need him? Is it about Steel?"

I dropped my head into my hands and muttered, "Does everyone know about it?"

"Well not everyone Max, just a few of us know. You know what, how about I give you a lift."

"A lift where?" We both turned to see Steel hovering in the doorway. "You were going to go somewhere without me, weren't you Maxwell? Do you remember how well that worked out last time you left me behind?" He spoke as he flew in and stopped in front of me.

"Well I was-"

"Ump, stop right there Max! From now on I refused to leave you alone at any time!" He yelled at me then linked up with me and force me to walk out the room and down the hall.

"Steel! Where are you taking me?" I yelled at him.

"I am taking us home!" he yelled back at me before he walked into Bertos's lab. "BERTO!" he yelled causing Berto to fall out of his chair.

"Yes?"

"Have C.Y.T.R.O. drop me and Max off at his apartment now!"

"Alright but can I ask Max Something?"

"Fine."

"Max what did you do?"

"All I did was going to Uncle Ferris's office only to find out that he is not here then Kat walked in and offered me a lift but before I could answer, Steel here came in and misunderstood what was going on."

"You were going to leave me behind again."

I put my head in my hand, "No I was not. If you had waited you would have heard me tell Kat no thanks."

"You were?"

"Yes."

"Oh. Um, sorry?" he spoke.

"Steel why are you being so protective over me?"

He popped out of my chestbut did not turned to me. I heard me signed, "When you were caught by the Elementorand taken to Dread, I was scared, even though we have only known each other for a few days now, I felt like it was my fault that you were caught. If I had stayed with you, it may have never happened in the first palce."

"Steel look at me." He turned to me and I contuined, "The past is just the past. What happened was as mistakeand we learned from it. One of my friends said to me once, that you can learn from the past or not. She also said the learning form the past may not be easy but it will help you with the future to come."

"Steel my abuela once told me that you can learn from it or drown in it." Berto spoke up.

"Steel I can take care of myself and I am grateful that you waht to protect me but somethings are going to happen no matter what we do. Being mothered all the is the very frustrating to say the least. So can you calm down just a little bit?"

Steel looked down at the floor and spoke, "I am sorry Max, I was more worried on trying to keep you safe that I did not think about how doing so would affect you."

"It is okay Steel. I forgive you." He look back up at me. "Hey you want to go flying?" I asked him.

"You know I do Turbro."

"I thought so Robro."

THE END

Abuela means Grandmother in Spanish for those who did not know what it means.