Ezra was startled awake to the sound of a thunderous rumble. He could feel it in the air that there was no real threat behind the rumble, as Hera had been parked on Lothal for about a day. That, and the ship wasn't moving, so Ezra guessed that the noise wasn't from incoming Tie-fighters. Another rumble boomed above the Ghost, causing Ezra to flinch.

'Calm down Ezra. It's just thunder. 15 year olds aren't afraid of thunder!'

The pitter patter of rain falling onto the Ghost made itself known, the noise reverberating throughout the vessel. Ezra sucked in a shaky breath. Storms weren't really Ezra's ideal strong suit. After his parents left, the boy had to fend for himself. That included during weather conditions. Ezra shuttered, feeling the static in the air. It was numbing, but still felt…strange.

Ezra decided to get up, much to his dismay, and fetch a drink. He hoped it would calm his nerves. Quietly hopping off his bunk, Ezra turned to Zeb's bed, seeing it was still occupied. The Lasat seemed to be snoring, but Ezra couldn't tell over the loud rain outside. Ezra smiled weakly to himself before opening the door and exiting his room.

The hallway was surprisingly dark. Normally Hera leaves the lights on. No matter, Ezra continued on his way, fumbling through the darkness before making it to the kitchen. He furrowed his brow in concentration, however, seeing the room was inky as well. It wasn't like the Ghost to be completely void of light. Fumbling around, Ezra skimmed his hand against the wall, finding a panel and pressed a button, expecting the light to turn on. It didn't. The boy frowned at this. Maybe there was something wrong.

Hastily, Ezra ran up to the cockpit, only to see that it was empty. The rain outside was downpouring from the sounds of things, though he couldn't see much. It was so dark. Realization soon dawned on Ezra that it was the middle of the night; Maybe 1 or 2 in the morning. He let out a groan, letting his shoulders sag. A flash of lightning followed by the clap of thunder rumbled through the lands of Lothal, making Ezra tense up, eyes alert and facing the cockpit's viewport. He thought about going back to bed, but was reminded of how dark the hallway was. Ezra cursed at himself for not bringing his light saber. He would have used it as a flashlight.

'Guess I'm stuck here.'

He let out a sigh before suddenly, a flash of white overcame the viewport, followed by the loudest rupture Ezra had ever heard. Ezra screamed, toppling to the ground. He held his hands over his ears, closing his eyes. The boy's breathing increased and he felt a warm liquid trail down his cheeks.

Ezra couldn't think. He couldn't move. He just laid there crying for the longest time. An occasional clap of thunder would rumble in the distance, making Ezra whimper and flinch in fear. A louder clap of thunder erupted, causing Ezra to jolt to a sitting position, eyes wide in horror as he looked at the viewport.

Ever so slowly, the boy backed up until he felt something touch his back. He yelped in surprise, looking to see that it was only a wall. He turned back, looking at the viewport only to see a flash of lightning. He whimpered and drew his knees close to him, burying his face in them and holding his calves tight.

Ezra forced his eyes closed, trying to rid himself of the fear. He tried thinking of nice things- Loth-cats, a warm bed, a cup of hot chocolate- but all those things swarmed out of Ezra's head as he heard the claps of thunder. Ezra's body rattled in fear as he now began to sob. He wanted it to stop! Make it all stop! Make it-

"Ezra?"

This caused Ezra to scream. His head snapped up, looking around, only to spot a dark shadowy figure looming over the boy. Ezra's blue eyes widened in horror. He froze. He dare not move. Maybe if he didn't move, the figure would just go away. That wasn't the case.

"Ezra." The voice called, more gentle this time.

Memories flooded Ezra as he soon realized who it was.

"K-Kanan?" Ezra asked, although his voice came out as nothing more than a whisper.

The figure- Kanan -knelt down, sitting next to Ezra.

"What are you doing here? Shouldn't you be in bed?" Kanan asked, his voice impossibly soft and soothing.

Ezra took in a staggered breath, turning his head away.

"Couldn't sleep." Ezra murmured, resting his head on his knees.

A crack of thunder erupted, shaking the Ghost's frame. Ezra whimpered, lifting his hands to his ears. Kanan watched the child and soon realized the problem. Instinctively, Kanan scooted closer to the boy, wrapping a protective arm around Ezra. Ezra tensed, but soon leaned into Kanan, scooting ever closer to the man. Kanan's other arm wrapped around Ezra, shushing him soothingly. Ezra let out a broken sob and began crying into Kanan's chest.

"Why didn't you say you were afraid of thunderstorms?" Kanan asked, looking down to the boy in his arms.

Ezra shrugged and continued crying. Kanan sighed and began rubbing circles into Ezra's back in an attempt to soothe the distressed boy. It was working. Ezra's sobs turned into quiet cries, which then turned to simple sniffles. Kanan couldn't help but smile down at his Padawan.

"Come on kid. Let's go back to bed"

"N-No!" Ezra cried out, his head shaking back and forth against Kanan's chest.

Kanan was brought back, shocked at the outburst.

"Ezra, what's wrong?" Kanan asked, rubbing Ezra's back comfortingly. Ezra shrugged, sniffling. Kanan chuckled.

"Heh, now I know something's wrong. You're never quiet."

"Am too." Ezra said, his voice muffled through the embrace.

Kanan laughed at that, if only slightly. Another crack of thunder rumbled, causing Ezra to screech, gripping onto Kanan's shirt tightly. Kanan simply held the boy, trying to think of what would help. An idea suddenly sprouted.

"Hey Ezra?"

A whispered 'Hm?" was his response.

"You know, when I was young, we used to practice with Masters… Heh…You know, I was a lot like you. Smart, loud, funny."

Kanan nudged Ezra affectionately, causing the boy to chuckle, if only slightly. Ezra sat up more, exiting the embrace, and now looking at the silhouetted form of Kanan.

"I was always afraid that I wasn't…good enough. It was one of my greatest fears as a kid. That I'd disappoint my Masters." Kanan explained.

It pained him to think of the past, but if it helped Ezra…

"What happened?" Ezra asked curiously, tear filled blue eyes focused.

Kanan shut his eyes, a sad smile forming on his face.

"I fought hard. I hoped one day I could start fighting, but being one of the youngest of the younglings, I probably didn't have that chance." Kanan sighed sadly.

"I met my master; more on accident than anything. She had gotten injured in a battle and was stuck in a coma. I had previously gotten injured during a lesson of training and was forced to the medical station. That's where I saw her. I felt strangely… connected to the woman. I would have stayed but…the doctor deemed me well and sent me on my way." Kanan explained. The room fell silent for a minute before Ezra's tired voice intervened.

"What.. What happened next?"

Kanan smirked. Ezra was so much like him.

"Well, time had passed and Master Billaba had suddenly awoke from her coma. Everyone was very surprised to see the woman up and running. I remember that she came to see the younglings; help us train. I felt that sense of connection one more. I remember the other younglings I trained with talking about Master Billaba. We talked about how she was in the coma. She fell to the hands of General Grievous. The others didn't believe Master Billaba was ok in the sense that she should return to a battlefield. So, I decided that I should just go ask her myself. So I did. And she confirmed that she felt she wasn't ready. But as we were talking, something had happened in the temple. There was a spy that set off an explosive in the temple. Master Billaba had joined me. That sense of connection still flowed through me. There was an explosion and my Master had saved me. So, being the reckless youngling I was, I sought out to find this intruder. I managed to catch up to the guy. He was on the roof. I fought him, but he threatened to kill me. There was another explosion, and I remember Master Billaba making an appearance and we both fought to take the guy down. After the fight, Master Billaba told me that she was in need of a Padawan. So she asked me. And I accepted. I became...less afraid after that. I knew from then on, if I was with Master Depa Billaba, that I was safe. There was no need for fear." Kanan replied.

The man looked down at Ezra, now noticing the boy was leaning against his shoulder, now fast asleep. Kanan smiled sadly.

"I miss her. Her warm comforting feeling. But, now I have a new mission. To help you, Ezra. I promise, I will train you right. You will not know the meaning of fear any longer. I'll be here, just like my master was for me." Kanan finished.

He smiled at Ezra. Slowly, Kanan shifted so he could easily pick Ezra up. The boy moaned lowly, the warmth of Kanan leaving for a second before returning. Kanan stood with Ezra in his arms.

'He's lighter than I thought.' Kanan thought.

He sighed, thinking he should feed the boy more, but that thought was soon pushed away as a yawn escaped his lips. Kanan took another look outside, seeing it was still down pouring. There's no point in putting Ezra back in his bed if the boy would just repeat this all over again. Opening the door, Kanan slowly walked to his room. There, he set Ezra down on his bed and pushed the boy over so he was near the wall. Kanan lay next to Ezra. He felt the boy shutter and instinctively, Kanan wrapped his arm over Ezra protectively.

"Don't worry, kid. I've got you. You're safe with me." Kanan said soothingly.

Ezra seemed to relax, nuzzling closer to Kanan. The man smiled warmly.

"Goodnight kid."

With that, Kanan closed his eyes and slept peacefully beside his Padawan.

My first of hopefully many fanfictions. I know I'm new to this and all, but I decided to just give it a shot. Ciao Ciao.