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At the beginning of MAX, the Flock is requested to go to the Day and Night School. This frustrates Max, and she heads out to fly for a little while, but is shot in the wing and is captured by Mr. Chu. He asks her to join his cause, which she naturally turns down. They stay at a safe house, but are eventually discovered and attacked by M-Geeks (who are working for Mr. Chu). At the same time, Max's mother, Dr. Valencia Martinez, is kidnapped and the Flock must go and rescue her. They leave, but Nudge stays behind, in hopes of learning at the school. They are assisted by some CSM members who get the help of the Navy. They arrive at a Navy training camp, where they go through "BS." Fang finally takes Max out on a date, but they are attacked by M-Geeks and are forced to end the night early. They fly out over the ocean, where they run into the rest of the Flock (Nudge included), where they take Gazzy back to the base to get treated for Portuguese man-of-war stings. They are informed about the mystery of some sea monsters (The Krelp) that have been attacking sea vessels as they embark on their journey on The Minnesota. All throughout the search, Angel rebels against Max's authority. Eventually, they figure out why Mr. Chu wants the CSM to stop what they are doing—he is dumping radioactive materials that mutate sea creatures, creating the Krelp. Max and Fang develop a new power—gills, so they can breathe underwater. The group enlists the help of the Krelp, who tell them show them where Dr. Martinez is. Max and Fang eventually share a kiss (Nudge comments, "ZOMG") before Max goes out to save Angel and her mother, who they find trapped in an underwater dome. As they head for the surface, they are attacked by more M-Geeks, who Gazzy and Iggy, with they help of a Navy weapons specialist, turn them into "popcorn" as they describe.
Soon afterwards, the group comes across radioactive barrels labeled "Property of the Chu Corporation" which reveals the cause of the dead fish, an apparent underwater mountain that was seen in earlier surveillance tapes emerges form the sea floor. Inside it is an underwater cave which Max and Fang explore along with two accompanying scientist, one being Brigid, the other a friend of Dr. Martinez. As Max finds herself lost and attacked by a giantic squid, she loses her underwater breather, only to discover that like Angel, she and Fang have developed gills. After fending off the squid, the group comes across a group of frighteningly enormous underwater snakes that had apparently mutated from the radioactive material. Angel telepathically convinces them that they mean to help and the snakes lead them to a giant underwater dome where Max finds her mother being held. After breaching the forcefield, Max barely escapes with her mother and the facility is flooded due to the acidic mucus burning through the dome.
After returning to the base where Dr. Martinez is in recovery from torture and dehydration, The Voice in Max's head tells her to beware of Mr. Chu as well as Brigid who were both in conference about the barrels found. As the Flock leaves, Max and Fang hold hands as they fly, Max having confessed her love to Fang before they entered the cave. Max discusses with Fang how special the Flock is and how happy she is for them to be together. Fang and Max kiss, and Angel mentally approves of their relationship.
- Mr. Chu
- The Krelp
- The CSM
- Captain Joshua Perry and his sub's crew
- Dr. Noelani Akana
- Everyone at the Hollywood talent agency
- Lieutenant Morgan
- Main article: Maximum Ride: The Manga (9)
- The original title for MAX was intended to be "Waterwings."
- Dr. Brigid Dwyer's fate after this book is unknown.
- The Lieutenant Colonel tells the flock that Pearl Harbor is the only place on US soil that has been attacked in a war since the American Revolution. This ignores the entire war of 1812.
- LTC Palmer is incorrectly listed as being a member of the Navy. The equivalent rank in the US Navy for LTC is Commander. LTC is used in the Army, Air Force, and Marines.
- Max calls the M9 a James Bond-like handgun. In the films, Bond uses a Walther PPK
- LTC outranks Lieutenant, meaning that the rank hierarchy in the discussion between Morgan and Palmer in chapter 38 is backwards.
- The USS Minnesota was not launched until 2008, nearly two years after the approximate year that MAX takes place, but close to the year when it was published. Even so, the submarine did not enter regular service until 2013.
- None of the bird kids experience any of the dangers associated with deep-sea diving, particularly the Bends.
- A klaxon alarm sounds on the submarine. Navy subs do not have alarms, as this would give away the position of the submarine to anti-sub listening equipment.
- In chapter 69, Captain Perry claims that the sub is at DEFCON 1. DEFCON is an alert state issued by US central command with regards to nuclear retaliation. Not only does Perry not have the authority to declare the imminent use of atomic weapons, it is unlikely that his Virginia-class submarine is carrying such weapons.
- Gazzy's plan to remove the M-Geeks from the submarine hull requires diffusing the explosives throughout the water, then using an electrical charge to detonate it. Not only do military subs not use ammonium nitrate in their torpedoes, but such a weapon must be encased in an air-tight container to work under water.
- Max has trouble readjusting to land upon arriving in port in chapter 76. As the submarine was under water, it would not experience the pitching that surface ships tend to experience.