A/N: I liked how this prompt from tumblr came out so figured I'd post it here. Lots of my headcanons in here. Reviews super appreciated!

It had been during a race.

Scourge had long ago learned Sonic hated water, and Sonic had long ago learned that Scourge didn't have the same fear. (Which made some sense, he supposed- after all, his fear had come from being nearly drowned during the fight with Chaos, which Scourge had never done.)

Sonic had been in the lead, and he darted up a cliff, sprinting up the side and keeping up the pace in order to kick off every small indent.

It took a moment to realize that Scourge barely made it halfway before disappearing into a cave part of the way up.

"Hey, no quitting!" Sonic called down, but Scourge didn't poke his head out with a taunt, so Sonic made his way down, landing easily in a roll to minimize injury and nearly smacking into a large boulder.

"Heh." Scourge's laugh was quiet.

"Okay, seriously. What's up with you? You were fine when we-"

"I don't like heights." Scourge's voice was flat. "Okay? Happy?"

"Hey, nothing wrong with being afraid of-"

"I'm not afraid!" He snapped, arms tugged across his chest and fingers biting into the sleeves of his jacket.

"Okay. You're not afraid." Sonic conceded. "Any reason you, ah, don't like heights, then?"

"Nope. Just don't. No reason at all. None." Scourge's voice hitched up a little. "Nobody likes somebody who sticks his nose in other people's business, nope."

Sonic sat down a boulder as rain started to patter down. Scourge leaned against the cave wall.

They remained that way for a while, just listening to the rain. Sonic tapped his foot, and Scourge ran his finger in a circle on the outside of his leg, over and over.

Scourge broke the silence after thunder cracked through the air.

"My dad died falling off a balcony, okay?"

"Wha- oh. Oh, that's why you don't-?"

"We were arguing. He said I was bein' too aggressive about everything, wasn't proper." He tapped his foot. "I was just… he was a stubborn jackass, thought everything would be hunky-dory if everybody just held hands and sang kum-ba-ya, as if everybody he worked with wasn't all clawing their way to power and ripping apart the whole world to do it. Said I was too little to know what I was talking about, that I would never be a proper husband to Sally-"

(Sonic nearly choked hearing that, but Scourge was lost in his own story now and didn't notice)

"And things got heated and I pushed him hard, to make him feel it, he never noticed or felt fucking anything, and the balcony musta just been cleaned or something, he just… hit the edge and kept going." At that, Scourge paused. "Big crack when he broke his neck, blood started leaking all over… good thing it was raining, woulda made a hell of a mess otherwise."

Sonic stared. "So… you didn't mean to kill him?"

"…Nope. Squad thinks I did. Needed to keep them in line. Mom kicked me out after that."

Sonic had never heard Scourge like this. There was bitterness in his voice, but also resignation. Always, he'd been a boisterous cocky loudmouth or angry but determined to come back stronger.

Never… defeated.

"Thanks for telling me." Sonic said quietly. There was another moment of silence.

"You tell anyone, I slit your fucking throat."

"Deal."

Raindrops splashed the stone of the cave. "Why… is there a reason you told me? I mean, I appreciate you opening up for once, but…"

"You're the only one who won't hold it against me." Scourge started chuckling, but it died in his throat, choking into nothingness. "Pathetic, huh? Only person who wouldn't think I'm a pussy for not killing my dad is you."

"Says more about the company you keep, actually." Sonic replied. Pause. "You've… you remember what I said? How you might not be that bad if you actually tried? You've been getting better. If you ever wanted-"

"The day I join your happy funtime gang is the day I jump off a cliff." Scourge said gruffly, but Sonic couldn't help but notice a small smile on the corner of his mouth.

Maybe there was hope for him yet.