The Everfree Forest, before it was deemed too dangerous for any sane pony to enter. The air was crisp, the sun shining brightly, and a favorable breeze was circling the air.

"Beautiful day, right Storms?" asked a Pegasus mother to her only child, Storm Boulder. The small green colt looked up to his mother smiling. "Yes, yes it is." Storms said. He loved the Everfree lands, he loved the trees, the dirt below his hooves, and most of all; everything just seemed natural.

The father, another Pegasus, smiled brightly when his wingless Pegasus son spoke. "What?" asked Storms, aware of this. The father looked at him, still smiling. "Nothing, you just look so… at peace when we bring you here. Remember when you asked us to move here?" He asked. The small colt looked down laughing. Nearly three years ago, he was… seven, then. They had been out camping; he had asked so seriously if they could move into the Everfree Forest. Storms had always felt happy down here in the forest, although he never knew exactly why. All he knew is that he just likes the whole scene. It was… irregular, just like him.

Being a Pegasus without wings is weird, no doubt about it. He was made fun of all the time, but he never let it get to him. It also helped that he had a good heart about almost everything. A trait he'd likely carried from his mother, and boosted by his cousin.

There was one filly in particular, his counterpoint. She was always made fun of, like himself, but she normally took it to heart. Everypony had made her look like easy prey; it looked easy to break her heart. She was a Pegasus, as was the other filly that normally stood up for her… Rainbowcrash? He took the liberty of just calling her Rainbow, although he had always wondered if Rainbowcrash was her real name. After all, that's all he'd ever heard anypony in Cloudsdale call her.

"Storms, you alright?" asked his mom. Lately, especially when he thought of –

BOOM!

An earth-shaking explosion startled the small family of Pegasi. "Sweet Celestia." They all said as a circular rainbow filled the bright blue sky, but something else also caught Storm Boulder's eye. He took the distraction moment to slip away from his parents unnoticed.

That's a lot of Butterflies… Fluttershy would love to see this. Storms thought.

A memory came to him at that moment:

…

Storm Boulder was standing in the middle of the Cloudsdale Elementary School, a couple of months ago. He looked around the courtyard, spotting Fluttershy, sitting alone with a neutral expression. She was just staring out into space.

Storms started walking her way. He barely knew her, but he at least wanted to see one smile on her face before the end of the day. If somepony was going to talk to her, it might as well be somepony who wouldn't pick on her.

He made it halfway before something bumped into him, knocking him over and falling on top of him. "Sorry…" the other pony said. Storms opened his eyes to a rainbow-maned Pegasus filly staring into his green eyes with her own rose colored ones. After an awkward moment of silence, somepony finally spoke, but it was neither of them. "Look, everypony! Rainbowcrash and Wingless are dating!" a brown Pegasus yelled out to the whole courtyard. The brown Pegasus offered nothing but a sick smirk to the two of them. Storms looked at Rainbow, who was a brighter shade of pink than the mane of Princess Celestia.

Storms had to think of something, and fast. Finally, he gave into his sarcastic side, and just let the words roll out of his mouth. Storms slowly got out from Rainbow with a smirk, and stood on his own. He turned to the brown Pegasus. "Of course we are, you haven't noticed before? How dense are you? I think you need to get that small little noggin of yours to the hospital, I've never seen that much stupidity in my life so far, you've just won first place. Congrats!" Storms rounded off.

The whole courtyard went deathly silent, and Storms realized who he was talking to, the most feared pony in the school; Cloud Breaker. Cloud Breaker's seemed to turn a fiery bloodshot red, but Storms held his ground. Storms was a Pegasus with a body built like an Earth Pony, he at least had a chance at winning this upcoming fight.

Something unpredictable happened, Cloud Breaker's expression went from infuriated, to calm with an amused smirk. He walked right up to the smaller green Pegasus. "Okay then," Cloud Breaker spoke into Storms' face, "prove it…" he finished, making Storms a little confused.

He backed away and looked at Rainbow, whose eyes were wide with embarrassment, and face now a bright shade of red. She looked at Cloud Breaker, then back to Storms.

Mr. "Prove it" was getting impatient. "What are you two waiting for? Kiss!" he said, catching Storms by surprise. He then understood why Rainbow was freaking out. He walked over to Rainbow, standing in front of her, looking into her rose colored eyes.

And she leaned forward…

…

Storms was back in the Everfree Forest. He felt bad; he'd never talked to Fluttershy that day. His parents were still taking to each other about the rainbow. That means he had been successful in slipping away unnoticed.

Storms walked away, along the end of the Everfree Forest, taking in the sights of the beautifully dark trees being lit up by the sun. Step after step felt like heaven to him. The air he breathed was fresh off the trees, the soil under hoof was soft and fleshy, the canopy of the trees kept him cool. This day in particular felt extremely friendly. He'd never been very far into the woods, but here was as far as he needed to go to feel… free.

A sound hit his ears, making them perk up. It was a voice.

He listened more carefully, taking care to find out where it was coming from. More talking came, it sounded soothing. He still couldn't pin-point the voice. Storms listened even harder; nothing. Defeated, he turned to leave, but stopped when a twig snapped behind him.

His ears perked up more than usual and he spun around one-hundred and eighty degrees and saw it. Although after the fact, he felt horrible for thinking of her as an "it".

"Storms?" the soft voice called to him, making his heart skip a beat. "Fluttershy! Hey, you scared me!" Storms said, smiling. Although it still made her take a step back. "Oh, I'm s-sorry…"

Great, now Storms felt even worse, he meant it to make her laugh. Fluttershy, to Storms' surprise, stepped back forward and smiled at him forgivingly. Storms had to look away to avoid looking into her beautiful blue eyes, otherwise he'd crack.

Storms had always secretly liked the meek Pegasus, but didn't think she'd like him back.

"Sorry if that sounded a bit harsh, Fluttershy. I was trying to make you laugh at you scaring me." He said, hoping that she would understand. "But today is beautiful," Just like her. He thought. "isn't it?" He looked around, suddenly wondering why Fluttershy was in here, but decided not to ask. "It's also still filled with some creatures." He added, accidentally looking into her eyes; now he was stuck. "Is that why I scared you?" she smiled slyly, catching Storms completely off-guard. "I thought you weren't afraid of anything." She said, making Storms stand there dumbfounded; she was actually showing emotion other than remorse.

It apparently confused her, too. Because her eyes shot open and she stepped back and hid behind her mane. After a few minutes of more awkward silence, Storms broke the silence. "Hey, do you uhh… want to walk with me?" Her head perked up, she smiled and they began walking into the forest together.

Silent, that's what it was until Fluttershy broke the silence. "Storms?" Storms jumped a bit despite her small soft voice. He looked to her and smiled. "Yeah?"

She looked away as if unsure if she should say what she was thinking, but she decided to. "Why do you protect me from the bullies in the school, and risk being made fun of even more?" She had stopped walking by then, as did Storms, who looked nervous. How do I say this without telling her that I like her? He thought, then it hit him, he looked into her blue eyes and smiled. "Fluttershy, we're friends, right?" he asked, hoping she'd say… "Yes, if that's okay with you…" She replied. He stepped a bit closer and put a hoof on her pale yellow shoulder. "Because that's what friends do, care for and about each other." He said, her eyes sparkled and she smiled warmly, apparently happy with the reply.

She grabbed Storms and pulled him in close and embraced him in a large hug. To Storms, it felt like hours, but it was really only about a thirty second hug. He opened his eyes and noticed something a little discomforting, and it made him a little more than worried; a large black and blue bruise was hidden under her left wing.

…

She let go after the thirty seconds, and followed his eyes to her bruised side. Her eyes widened, the bruise, she knew was from her abusive father. She had told her dad she was going to run away, or kill herself. His reply; The world would be better off with your ugly flank dead. Then he hit her.

I can't tell him, he'll worry! "Umm, I just fell from the clouds and I was caught by butterflies. I think I hit a rock when I finally fell through them." She lied. Now she felt bad, he deserved to know, but she didn't want Storms to worry. He didn't seem to buy it, looking more worried about it than anypony had ever worried. "You deserve better, I know a hoof mark when I see one. But you don't have to tell me if you don't want to. It's probably very personal and I don't want to intrude, just know that I'm going to be at school if you ever want to talk to anypony. I don't want you to suffer anything alone, as a friend." He said to Fluttershys delight. She smiled and stared into his forest green eyes, deep within held compassion, something that made her do something quite unexpected.

…

Fluttershy was unable to stop herself. She leaned forward more and more and caught Storms off-guard in a peck on the lips. She squeaked in a high pitch and backed away behind her mane. "I'm sorry, I'm sorry. Please don't be mad, don't hate me please. I'm sorry!" she said, unconsciously. And Storms finally recovered after a few seconds. "No, it's okay, I promise! I'm fine with that, don't worry. I'm not going to hurt you!" Storms blurted out without warning and hugged her. She was shaking rapidly, and breathing fast. She was tensed, and Storms had to say something.

"Fluttershy, I don't know why you're so scared. You are one of the bravest ponies I've ever met, along with that, the toughest." She had slowed her breathing, but she was still shaking. "To me, you are the most beautiful filly I've ever seen and met. I think you're interesting, amazing…" he wanted to avoid saying this, but she was still in a shock-like stage. No choice. He thought

"I love you."

She stopped shaking, and everything seemed to relax, and she looked up to him with her blue eyes. "What?" she asked apparently confused. Has nopony ever told her that she was beautiful? He asked himself mentally? "Y-you do?" She said in a weird tone, as if she were supposed to be unlovable.

"Of course! Who wouldn't? You're smart, beautiful, tough, strong, and brave. Heck, you can do anything!" he finished. She hugged back.

They let go of each other, and started on a walk of smiles and laughter. Finally, Storms had seen a genuine smile from the filly he's always wanted to make smile.

…

They had been walking for a while, talking about nothing in particular. They talked about her cutiemark, why Storms was here, and a couple of other things. It was getting dark, and to be honest… "Storms, I think we're lost…" Fluttershy stated plainly. Looking around calmly, so unlike her. Then again, you haven't seen the real her until now. Storms thought, but right now, he needed to address the problem. "Yeah, I think so. Do you think we should just stay here until the morning? I've been camping here before; I know how to make a small house-like thing. All I need you to do is get some sticks for fire." Storms suggested, not liking the idea much… at all.

"Well, it is night time, and-" she stopped mid-sentence. "I don't know the way out of here, so I guess it would be a good idea." Fluttershy said, looking around nonchalantly.

She's hiding something again. Storms analyzed. Oh well, it's probably for the best. He felt hopeless; she could just fly out if she wanted to. He didn't want to think of that, "This stinks, we have school tomorrow, too." He said, chuckling slightly. Fluttershy looked over to him and laughed too. "We'll be learning survival out here, though." She added, lightening the mood even more. "Okay, before we laugh the night away, let's get to wor-" Storms tried to say, but a blood curdling scream pierced the air and froze them like popsicles.

Storms was the first to melt back to normal head to hoof and bolted towards the noise, he would recognize that sound anywhere. The voice to that scream…

was his mother.

…

Storms looked back to find Fluttershy tight on his tail, keeping pace quite well.

Yelling and roaring filled the small colt's ears and another scream sounded, but was cut short with an unknown reason. Storms burst through some bushes, and ran head first into something hard.

He fell backwards with stars circling his vision, and cleared his head just in time to roll away from a dark paw coming down where he was: Storms was looking into the eyes of a Timberwolf.

"Fluttershy! Go home, get police!" Storms yelled as loud as he could, as he saw a yellow and pink Pegasus flying away. He was hit in the head by the paw of the Timberwolf, sending him flying in the air until he hit something else; the hard packed earth.

He toppled over something easily; it was just slightly larger than him. He opened his eyes to a small, black, malnourished creature standing over a pony, sharp object in hoof.

The pony was still, with a gash at its neck and the creature looked straight at Storms, then his mom, and laughed.

A Changeling! Storms thought in horror. I thought those didn't exist! He looked at the dead pony, his eyes filled with tears and anger. Memories of his amazing protective mother flooded his mind, the time she told him that him being a Pegasus without wings was actually pretty cool. And when she first took him here and when- well, whatever other good things she did.

He remembered that his dad was here, and looked around, finding him fending for his life against a Manticore and a Timberwolf. He had his hoof-blade strapped to his left forehoof. Nothing stopped them, and the knife was knocked out of his hoof. Storm's dad was thrown in the air, and landed next to Storms with a thud.

The Manticore made it over to where they were first. It walked up menacingly, and raised its stinger, looking at Storms.

"Stop!" yelled a low raspy voice, and Storms and his father looked at the owner of the voice; the Changeling.

The Changeling turned to the Manticore and the Timberwolf and sent them on their way. "The Queen will be happy to know we've killed off the resistance." The Changeling smiled sickly at them.

…

Fluttershy was racing down the street towards the Ponyville Police Department, running on complete adrenaline. She had already planned out how she was going to explain the situation; hopefully they'd be able to help.

She found the building and headed straight towards the door. She busted through the heavy door, nearly breaking it off its hinges. This caused a unicorn at the front desk to levitate three knives in the air at the meek Pegasus, but Fluttershy for once paid no heed. She ran up to the desk, "Help! My friend, he's…" She trailed off; there was no time to waste. "Just get some guards and follow me!" She said in still a quieter voice.

Love can change a pony, Fluttershy was brave, but came when Storms was in trouble, she'd do nearly anything.

…

Storms was completely confused. Resistance? He thought, and looked to his dad. His dad got up from his forced position. "I think you owe him an explanation!" Hissed the Changeling, obviously trying to hold back a laugh, and had a small smile forming. "No…" His dad said defiantly, standing tall to the Changeling.

It scowled and the smile disappeared completely. "Do it or I'll gut your little pathetic excuse for a Pegasus child too!" It growled hard at Storms' father. His dad backed down, and looked to Storms, and sighed. He deserved to know the truth.

…

Fluttershy was flying as fast as she could. Even the Ponyville Police were struggling to keep up. Soon, the Police fell behind, and Fluttershy found the entrance to the forest.

She waited for the Police, and dashed into the forest without a word.

…

Storms' dad looked down to him. "You know how I told you… about the BOR's?" Storms looked up to his dad confused, "Yes, but what does that have to do with this?" Storms managed to speak. His father continued, "It doesn't really stand for what you think it is… I've been part of the highest stance in the highest branch of it; it's the Band of Rebels." Storm's father concluded with an exasperated sigh.

Storms stepped back in shock; his dad never lied to him! Why now? What other secrets had he kept from him? Are there other people involved in this? Was he and mom the last of the group? Questions that could never be answered swirled through Storms' mind. Storms would always see the badge or a tattoo on somepony's skin and he would always ask, 'You were there?' and the other person would look at his father and just smile. 'Yes, we were.' They would always say, and be on their way.

Storms just let it sink in, he stared, he thought, he wanted to call the bluff, but he couldn't see how his dad would lie to him twice in a row.

There was shouting and hoofsteps. "Time's up!" growled the Changeling, and he charged Storm Boulders father. His father fell with relative ease from the sudden charge. "Now for you, you wingless pest!"

A hard hit to the head is all he could feel.

…

Fluttershy arrived at the clearing, everything and everypony and creature was gone. Grass was flipped up, claw and hoof marks marred the ground.

She walked around aimlessly, taking in the scene before her. She stayed like this until she stepped in something sticky. Half-mindedly, she looked down; she stood in awe at the pool of blood below her.

Fluttershy snapped back to reality, she looked around her and there were a total of three places of where blood was spilled, where three ponies had been minutes before. Something started welling up inside of her.

A pony followed by four others rushed to her, and she threw up. Finally, one guard came up to her. "Miss? I think you should leave, we can get it from here." She took the advice, and started to head home.

Long day… she thought to herself solemnly. She reached the edge of the forest, about to fly upwards to her abusive father and neglective mother, but hesitated. Do you really want that? A voice inside her head asked gently, and to her surprise, the voice sounded like…

"Storms!" She spun around in all directions, but nothing but the dark forest was seen. Finally, she broke into tears, crying silently as the cold dark wind whispered past, leaving her in the dust like everything else. She truly felt alone, in the midst of everything, she really started to wonder. Was my dad right?

She stayed on the ground, no more tears were flowing. Fluttershy just sat there, motionless, frozen, wondering what to do. She was more than depressed; she was broken.

Howls now filled the sky, and Fluttershy finally moved, but towards the hungry howls and growls in the forest. This was it, she was going to join Storms. Memories of teasing, abuse, neglect, and full out breaking of her heart came to her, she was now walking fast into the forest. The world would be better off without your ugly flank. Her father's voice rang in her head. She started trotting. Hey look everypony! It's poor useless Fluttercry! Cloud Breakers words stung her head. She was now in a full gallop, racing towards the snarls with tears streaming, hearing old horrible chants about her.

"I WILL END THIS!" Fluttershy screamed at the top of her lungs. She ran into something, and backed off dazed. There, standing in front of her, were three vicious Timberwolves all huddled around a family of helpless rabbits. Two adults and three smaller ones, with a baby huddled in fear.

You deserve more… a nice voice said softly in her head. You are one of the bravest ponies I've met, along with that; the toughest. It continued, but what it said last, made tears run.

I Love You.

The Timberwolves were distracted and the rabbits took the chance and ran; with the exception of the baby.

They just left it! Fluttershy felt something she'd never felt before. It's helpless! Her heart sped up. Why did they leave it? She felt her blood pounding in her ears as the Timberwolves started to advance on her.

There is no reason…

Her vision started to become red.

That the parents…

… redder…

Should leave a helpless bunny…

… redder…

TO FEND FOR ITSELF!

She snapped…

…

Distant howls awoke Storm Boulder with a start. It was pitch black where he was. It's so dark, and cold… I should ask mom and dad… A splitting headache and the memory of what happened earlier hit him like a tornado. He panicked, and his eyes adjusted to the dark as he searched around the floor frantically for his parents.

"Storms?" a weak voice sounded off a few meters away. "Dad!" Storms replied to his father and carefully felt his way to his wounded father. Storms realized that his father was laying on the side that was hurt and bleeding. "Storms, listen carefully… I need you to get… to get out of here… as fast as possible." Storms' father said bluntly, struggling to breath. "What?" Storms asked, "And leave you here? No way I'm going to do that, I don't want to lose you! I'm going to sta-"

"Storms!" His dad said with a more force than he could muster. "He will come back to kill you if you don't! Your mother was one enough, not you, too!" He coughed.

"No." Storms said. "No!" again. "NO! I will destroy whoever that haystalk is, and I will make it painful!" Storms screamed as he let tears flow.

Three minutes of complete silence. Storms' dad spoke. "Do what you want, you've witnessed enough…" He coughed harder and his breathing became struggled and heavy. "There are… more. If you… are going to fight… you need them. Take the badge and show them… they'll… take you." He was staring off into the distance and spoke once more. "Good… luck, I love you." He managed before he slipped off into an endless sleep.

Nothing mattered to Storms anymore, he was now alone, without his parents. There was only one thing he could think. Why?

Two hours may have passed, nopony knew. But it was still dark. The dense air rifled through his short green coat. The unforgiving breeze battered every square inch of the forest, Storms was as alone as a pony could be.

It wasn't until a hoof touched Storms' shoulder that Storms started thinking again. And a voice spoke, "For you the night has been a scare. So please, come with me to receive some care." Storms stood for a moment reluctant to leave.

He would do this for his father.