Notes for this chapter: Some SOLDIER OC's of mine that have appeared in other stories/AU's make a brief appearance here. Dillon Marquard and Zane Ballard were both first seen in my story Pictures of You; they joined Shinra the same time Cloud did.

All the usual disclaimers apply - I own nothing except for my own OC's.

Now that we've got all that out of the way...here is chapter three!


Sephiroth's sleep that night was restless, punctuated by lustful dreams with a nameless and faceless stranger. It was a recurring dream, and one that the general had been experiencing once or twice a week for many years.

As Sephiroth's dream-lover brought him to a subconscious peak, the general's body responded appropriately and involuntarily while he slumbered on. He woke to the sound of his own cry, echoing in the stillness of his darkened bedroom. Sephiroth sat upright, his left fist wrapped around a handful of sheets; he grimaced as he sensed the damp, sticky patch in between his legs.

Rather an intense dream, Sephiroth noted mentally, rising to head off to the bathroom and refresh himself. He glanced at the digital clock on his bedside table; the hazy bluish glow of the numbers indicated that it was three in the morning. The general grumbled slightly, and decided to draw himself a bath seeing as he was awake well before he needed to be. As he stripped out of his soiled pajama bottoms, watching the steam rise from the bath, Sephiroth's thoughts drifted back to his dream lover. It was always a male in these dreams, which no longer surprised Sephiroth - not since coming to terms with his sexuality. He'd tried being with women before, but it just never worked out. The desire simply was not there.

He thought back to the awkward romantic encounter with his childhood friend, Cissnei, and smiled, just a bit fondly, at the recollection. In hindsight the experience had not hurt either one of them, save for their senses of pride. Cissnei grew up within the confines of Shinra Headquarters, just as Sephiroth had; the two were playmates as children. That is, until Hojo demanded more and more of Sephiroth's time, monitoring his growth and physical prowess to a point of near obsession. It was stifling, all this attention, particularly when Sephiroth was a young teen going through puberty, with all the raging hormones and desires that went with that stage of life.

Had Hojo ever found out what transpired - or what nearly transpired - between he and Cissnei, Sephiroth was certain the professor would have suffered apoplexy. He surely would have punished the two of them. It happened one summer evening on the Upper Plate, when Sephiroth was sixteen, enrolled in the SOLDIER program, and Cissnei was fourteen, training to be a junior Turk. As Sephiroth waited for the tub to finish filling with water, he thought back upon that day, over six years ago.


"Have you ever thought about...you know, being boyfriend and girlfriend?" Cissnei had asked him shyly. Sephiroth had been the only boy who'd remained her friend since childhood; the only one who hadn't made fun of her for wanting to be a Turk, or discourage her from her dreams because she was a female.

The question took Sephiroth by surprise. "Boyfriend?" he murmured, eyeing Cissnei curiously. It seemed to have come out of nowhere, though Sephiroth noted that Cissnei had been snuggled against his side. He'd merely been keeping her warm as the night air grew cooler by throwing his arm around her, only meaning to be chivalrous; had Cissnei taken this small gesture as a hint that Sephiroth wanted to go further?

We're not even on a date, Sephiroth had thought. ...Are we?

"I don't know…I've never really dated anyone seriously," he'd replied candidly. "You're my friend, Cissnei," Sephiroth added quickly, hoping to spare her feelings. "What if it ruined our friendship, if we started dating?" Sephiroth had been so immersed in his training for SOLDIER, even since he was a young teen; and now that he was ranked as First Class at the tender age of sixteen, it was not as if the young man had ever had much of a personal life. Sephiroth hadn't even seen Cissnei in several months since she'd started her own training with the Turks, under Veld's tutelage. Not to mention, Sephiroth hadn't the faintest idea about what he even wanted a relationship with someone – or what he even wanted in the first place.

"Of course...I wouldn't want to lose your friendship, Sephiroth," Cissnei had finally admitted, looking up at him through her soft bangs. "But...I just have one question for you. Do you fancy me?"

"You're a beautiful girl, Cissnei," Sephiroth told her, wincing as he realized how formal and detached he sounded. "I mean, yes - I think you're quite pretty." He realized, quite sheepishly, that he was avoiding directly answering the question by flattering Cissnei. Did he fancy Cissnei, in that way? He'd never really thought about it. She was his friend, certainly - perhaps his only real friend up to that point in his life. Sephiroth hadn't ever given much thought to dating, or relationships. SOLDIER took up most of his time now; all the training and preparation, all the extra hours Hojo required him in the lab for all sorts of testing.

"Haven't you even kissed anyone?" Cissnei blurted, and then turned bright red. "I'm sorry – maybe I shouldn't ask - "

"No, it's a fair question," Sephiroth said, shrugging his shoulders. "I...haven't, actually." He smiled at Cissnei as he admitted to this, and she leaned in toward him.

"Sixteen and never been kissed?" Cissnei quipped, giggling. "I would kiss you, you know. If you wanted to try it out." The truth was, Cissnei had never kissed anyone either, but she'd always hoped that her first one would be with Sephiroth. Other boys had started to notice the young teenage girl, but Cissnei never could seem to catch Sephiroth's eye in that way. "Just friends" - Cissnei told herself she was okay with that, and she was - but what if Sephiroth was willing to have something more? Cissnei could be okay with that too. Their lives were moving apart, in opposite directions, and Cissnei didn't want to lose the only friend she'd really had since childhood.

"I..." Sephiroth licked his lips, his mouth suddenly gone dry. "We could...I suppose - try it - " Sephiroth stammered nervously, and the two moved slowly toward each other in an awkward embrace, with Cissnei draping her legs sideways over Sephiroth's. She hesitated for just a few short seconds before very gently kissing him. Just a quick, fluttering peck on the lips, over and done with before Sephiroth even had a change to react.

Sephiroth froze, unsure what to do next. His hands came up around Cissnei's waist automatically as he snugged her into a clumsy embrace. "I...don't know what I'm doing," he muttered, embarrassed.

"Um...neither do I," Cissnei confessed. "Aw, just kiss me back, you big dork," she continued, teasing. "You don't have to worry. It's just me...just Cissy." And Sephiroth took in a sharp breath, closing his eyes as his lips pressed against hers, soft and pliant, tasting like the cherry lip gloss Cissnei always wore. It was a pleasant sensation, but not pleasant enough. It didn't feel wrong, but it didn't feel right, either. Not like the kisses Sephiroth had experienced each night in his dreams, with his nameless and faceless dream lover; rough and passionate at the onset, animalistic and unbridled.

Sephiroth determined then and there to at try and reciprocate Cissnei's tender, hesitant little kisses and embrace, hoping that once. Sephiroth's arms tightened around Cissnei's waist slightly, and he hummed nervously as the kiss continued and deepened before he suddenly broke it - that odd feeling resurfacing once again. "...Was that all right?" he asked Cissnei with an uncertain half-smile.

Cissnei pulled back and hid her mouth behind her hand, shaking her head. "Sephiroth – I'm sorry – this….just isn't going to work out," she said, sounding a bit crestfallen. She giggled nervously, and gave the young SOLDIER a hug.

"Did I do something wrong?" Sephiroth asked, bristling. If his kissing technique was off, that was certainly something Sephiroth would want to address eventually.

"No, not at all," Cissnei replied. "It's just….well." She coughed uncomfortably, and inched away a bit from Sephiroth. "I hope you don't take this the wrong way, it's just that – I felt like I was kissing my brother." She laughed self-deprecatingly, and Sephiroth even smiled at her. "And I don't even have a brother – but I guess you're the closest thing I have to one – "

Sephiroth gallantly put an arm around Cissnei's shoulders and smiled. "No, it makes sense, Cissnei…we've always been there for each other, haven't we?

Cissnei smiled. "So...now what?" she asked.

Sephiroth's smile began to fade. "We go back to our lives as they were, I suppose. You have your Turk training to begin – "

"And you'll be going off to war, I know," Cissnei finished for him. She hugged Sephiroth's arm, leaning in against his shoulder. "Sephiroth?" She looked up at him, eyes questioning. "Can I just ask you one thing? Were you….relieved that this didn't work out between us?"

Sephiroth blanched; he didn't want to hurt Cissnei or sting her pride, but the practical side of the young man saw no point in telling white lies at this point. This was Cissnei, after all; she deserved the truth, painful though it might be to hear.

"I was a bit relieved," Sephiroth replied candidly. "My first concern was in not wanting to jeopardize this – our friendship. But – there is something else."

Sephiroth's thoughts drifted again to his dream lover - it was always a man kissing him in his dreams. The feel of stubble against his lips, arms of hardened muscle holding him tight; calloused hands gripping his cock, stroking him to sweet completion.

Cissnei was none of those things - she was soft and feminine and sweet. She could be hard when she wanted to be – Cissnei wouldn't even be considered for Turk training if she didn't have some degree of toughness in her. But it was not the type of hardness and toughness Sephiroth desired.

"What is it, Seph?" Cissnei said quietly. She sat there, just stroking a long silver strand of hair, brushing it out of Sephiroth's eyes.

"I just - " Sephiroth felt something catch in his throat. He hadn't admitted this to anyone - not even himself, really. "I don't think I'm meant to be with girls," he continued. "I mean, women. I don't - " He paused, nearly telling her about the erotic dreams he'd been having, but he stopped himself just in time. No, those dreams were his subconscious fantasies; they were private, and he didn't have to share them with anyone.

"Sephiroth?" Cissnei prodded. "Are you trying to tell me something?"

He nodded, unable to speak out loud; it seemed his mouth had gone dry yet again. "Yes," he finally managed to squeak out. "Yes I am."

Cissnei smiled and began to laugh. She hugged him tightly, and kissed him on the cheek. "Oh gods. I've gone and made an ass of myself, haven't I?"

Sephiroth shook his head. "No, Cissy. No, you haven't. I'm just starting to figure things out for myself."

The girl nodded, resting her head on Sephiroth's shoulder. "So am I. I'm sorry...if I made you feel uncomfortable. I just thought - "

"You didn't," Sephiroth reassured her. "You're a good friend to me, Cissnei. More than you'll ever know. I'm just sorry...if I disappointed you tonight."

Cissnei clucked at that. "Gods, Sephiroth. Don't be silly. We'll always be friends, right?"

"Of course we will," Sephiroth replied firmly, nodding. They sat side by side for a moment, gazing at the stars, falling silent.

"Maybe it's for the best, then," Cissnei finally said, very softly. "I'll be off to Mideel soon, to continue my training with Veld."

Sephiroth nodded. "We…both have a lot going on in our lives now, don't we? It hasn't been announced yet, but – they want to make me a general," he told Cissnei, frowning. "I know I can handle the responsibility – I've been in combat since I was thirteen – but, the youngest general ever." He paused, tilting his head back and staring straight at the night sky, full of stars. One could actually see them up here, above the Plate.

"You've got the weight of the world on your shoulders, don't you?" Cissnei said perceptively and sympathetically, and Sephiroth shrugged his shoulders indifferently.

"It is how it must be," Sephiroth replied. His life had been mapped out for him for so long, he'd never thought to question if there were other options for him. SOLDIER had always been the ultimate goal, the path predestined since his birth, really. And it was not as if Sephiroth minded the legacy he'd been groomed for; he simply didn't know any other life except for the military.

The next day, another skirmish would break out in Wutai, and Sephiroth would be shipped off almost immediately to fight in what one day would be known as the Da-Chao Offensive; Wutaians had attempted to ambush the SOLDIER contingent by trapping them within the Da-Chao fire caves, expecting them to perish quickly amidst the flames.

They did not count on one sixteen-year-old boy stepping up and, almost single-handedly, decimating all of the Wutaian rebels who stood in his way, turning their own strategy against them. The Wutaians' plan backfired on them, in every sense of the word; Sephiroth charged through the flames of the fire cave and lived; his attackers were so shocked by the fact that he not only survived this feat, but he emerged with not one mark on him, that they stood there, awe-struck.

It would be the last mistake those rebel forces ever made.

Sephiroth would not see Cissnei again until several years later, when she was a full-fledged Turk; and the war in Wutai would still continue, long after Sephiroth made the rank of general, and began training his own forces.


"Ahh..." Sephiroth murmured to himself contentedly as he slipped into the blissfully warm water of his bath, the pleasant ache between his legs now fading. He sighed happily as he relaxed in the tub, careful to have put his hair up before leaning back. Soon it would be dawn, and Sephiroth would be back in the gym for his usual morning workout, followed by a sparring session with Angeal, Genesis, and Zack. Then, another briefing with Lazard and Heidegger about the situation in Wutai would round out the General's afternoon.

Sephiroth also kept in mind that the new Thirds would be on duty starting that evening. He, along with the other Firsts, would make a point to pop in on the various sectors they'd be patrolling that evening. It would not be much more challenging than the guard duty they'd been used to as entry-level infantrymen; however, in this instance the Thirds would be on duty alone. Shinra infantry were generally assigned to patrols in pairs; when one got to SOLDIER level, the men were expected to perform their duties independently.

I wonder how many men we'll lose this round, Sephiroth thought idly. SOLDIER hopefuls were reduced in number at each level, either by dropping out, being injured too badly to continue, or – in rare cases – death. Sephiroth's SOLDIER trainees from two years prior, for instance, had numbered over one hundred. Now, that same group of trainees – some Thirds, some Seconds, some still serving in the infantry – had shrunk down to about half that number. The group of Thirds that had just passed their exams yesterday numbered twelve, and Sephiroth predicted that they'd lose at least two within the next six months.

Perhaps even more, if they do not fare well in Wutai, the general mused, frowning. It was a real concern; dwindling numbers of enlisted men in Shinra's infantry and the SOLDIER program. There had been talk of late, of Reeve Tuesti's research in robotics; a project was being developed in conjunction with the Science division to create an army of human-cyborg hybrids; clones that would be outfitted with cybernetics to enhance their natural strength and abilities. They could be mass-produced and trained quickly, much more quickly than it took to train the average recruit to ready them for battle.

Sephiroth and the other Firsts were dubious of this clone-cyborg venture. While they each had their opinions on the matter, none of them were members of Shinra's executive board, and therefore held no real sway over anything. Members of SOLDIER could make their recommendations, and offer their opinion when asked, but what the President wanted out of SOLDIER was results. Not opinions from non-executives.

The general pushed these thoughts out of his head as he readied himself for his long day ahead, mentally preparing himself for the upcoming sparring match with his fellow Firsts. Genesis, out of all of them, kept Sephiroth on his toes the most. He smiled, wondering what sort of tricks the hotheaded Banoran might have up his sleeve this time.


Cloud was in a long queue at the requisitions department that morning; just like the others who had passed the recent examinations, they were there to pick up their SOLDIER uniforms, and the line was full of both Seconds and Thirds. Cloud smiled at his fellow Thirds as he took his place in line; the atmosphere was jubilant, full of excitement.

"Ey, Strife," Davyn and Gregor greeted Cloud in unison, both looking a bit disheveled and bleary-eyed.

"Ow," Davyn winced, pulling his dark sunglasses down over his eyes. "The light…hurts."

"That's exactly why I didn't drink as much as you did last night," Cloud said, half-teasing, half-serious. He wondered sometimes about Davyn; passing field exams had come easily to the young man, making Cloud further wonder how many in SOLDIER took their abilities for granted. Since day one as an infantryman, Cloud had had to claw his way to the top, and it hadn't been easy. None of this had been easy for the quietly determined teen from Nibelheim.

Gregor snorted. "I shut myself off long before this knucklehead did."

"Who?" Davyn grinned, playing dumb. "What knucklehead you talking about?"

"You, stupid," Gregor replied, eye rolling. He lowered his voice slightly as he motioned Cloud and Davyn closer. "Listen...this shit's serious, Dav. I know you got friends in high places, but some of us don't," he said pointedly.

"Shut up," Davyn countered rudely. "You were drinking last night too...we all were! So don't act all high and mighty."

Cloud, meanwhile, appeared confused, and shook his head. "Friends in high places? I don't know what you're getting at, Gregor."

Gregor stared at Cloud in surprise. "You mean you didn't know? Davyn's uncle is Professor Hollander. The scientist."

"Oh," Cloud replied, shrugging his shoulders. "I guess I didn't know that." He'd never met Hollander, though he'd heard the name mentioned before, usually in conjunction with Professor Hojo. Considered by many to be the one always in Professor Hojo's shadow, Hollander had not been on the main campus of Shinra Headquarters for quite some time, away on an extended assignment.

Cloud had not even met Professor Hojo yet, though he knew that name as well. Everyone did; he was the man who oversaw the Mako protocol for SOLDIER, though he didn't give injections to candidates himself, Hojo had staff assistants doing that bit of work for him.

"That's because I don't like to talk about it," Davyn snapped, eyes flashing angrily at Gregor. "I didn't want it to get around, Greg. I'd like to think I'm here because of my own talents, not because of who my uncle is."

"So why were ya bragging to me about your safety net then, huh?" Gregor challenged. Cloud moved in between the two arguing, trying to mediate.

"Guys, just stop it, all right?" Cloud pleaded. "Just - it doesn't matter. Let's get our uniforms, and then hit the mess hall for lunch, okay?" Cloud really just wanted the petty arguing to stop, and to get on with the rest of his day. He felt a nervous ebullience over his first duty as SOLDIER, even though he suspected that it would turn out to be a mundane evening patrolling his assigned Sector.

"Oh gods, look who's here...Cloudy with a chance of Strife," came a deep voice from behind the trio of Thirds. Cloud spun around to see who it was, his features stiffening into a perplexed frown. His expression relaxed immediately when he saw who it was, and a broad grin broke out across his face.

"Shut up, Dill-hole," Cloud jibed at the redheaded SOLDIER; it was his classmate from the previous year, Dillon Marquard, along with his roommate, Zane Ballard. Both Dillon and Zane had just made their ranks as Seconds, and were there to pick up their own uniforms. "Guys..." Cloud nodded toward Davyn and Gregor. "These are my buddies, Dill and Zane...way back from basic," he continued, and introduced them all. "Gregor Kiley, and Davyn Green."

"Oh, I know you, Marquard," Davyn replied, grinning as he grabbed Dill in a bear hug, nearly lifting him off of the ground. Cloud stood there looking at two blankly until it registered.

"Man...I totally forgot, you guys are both from Kalm," Cloud finally sorted it out, and laughed at his own slowness.

"Yeah, and this guy is a total asshole," Dill deadpanned, breaking out into a grin, jerking his thumb at Davyn.

"Likewise," Davyn replied, giving Dill the finger. "Fuck off, Marquard. And nice to meet ya, Zane. Where you from?"

"Rocket Town," Zane replied quietly, smiling a bit at the two as they bantered. "Not many of us from there, in Shinra."

"Not too many from Nibelheim, either," Cloud added softly. He shoved his hands in his pockets, eyes downcast as the others nodded along.

"Well...Nibelheim is kind of far, I suppose," Gregor commented. "So's Rocket Town. I'm from Cosmo, myself. My parents are hippies," he added, grinning. "They weren't too happy that I wanted to join the military - "

"Next! Step forward, please!" A sharp voice called, and the line moved forward; Cloud was nearly at the counter now, to pick up his uniform.

Maybe once I put it on...maybe then it'll feel real, Cloud mused. He gave the woman at the counter a small smile as he shuffled forward, handing her his requisition ticket, heart swelling with a bit of pride as he read the small black font upon it: CLOUD STRIFE, SOLDIER 3RD CLASS.

It was real, all right, and for a moment Cloud suddenly felt wistful and sentimental, wishing he could keep that little stub of paper and put it in a scrapbook. Perhaps he would even enclose it with the next letter to his mother as a memento; she'd been complaining that emails were too 'impersonal', and that she wanted a 'real' letter from Cloud the next time he wrote home.

He handed the ticket over, and received in exchange three sets of uniform pants, three tank tops, shoulder pauldrons, belts, gloves, and a new set of boots. The design was the same as the uniforms of the Firsts and Seconds, but in a lighter, more purplish shade of blue. Firsts could choose a uniform of their own design, as Sephiroth and Genesis had done, while Angeal and Zack chose to wear the traditional SOLDIER garb.

First Class...wonder if I'll ever make it that far? Cloud wondered idly, and then murmured his thanks to the woman handing out the uniforms. He saw her tear up the ticket he'd just handed her and winced slightly; such a simple little thing, but Cloud also knew there would likely be other such items and keepsakes he could send to his mother.

"Guys...I'm going to meet up with you later at the mess hall," Cloud called out to his friends as he hurried off. "I want to put this stuff in my room, and then I've got to send a few emails." He remembered that he'd promised his mother after talking to her on the phone - Sephiroth's phone - that he said he would email her as soon as he could.

I forgot, Cloud thought guiltily, quickening his pace as he trotted along. I'll have to do it later. There was so much to do today before reporting for duty that evening - he still had exams the next day that he needed to study for, then his usual strengthening workout. Along with the Mako he was being administered, Cloud was on an exercise regimen with one of the personal trainers for SOLDIER hopefuls; a bear of a man named Satch. Even though Cloud had his first official SOLDIER duty the same day, there was no getting out of his training session; absences were simply not accepted by Satch. Cloud had even heard a rumor that Satch made a cadet miss his own father's funeral in order to attend a training session.

Lost in his thoughts, Cloud rounded the corner and nearly collided with someone hurrying toward him, moving just as quickly as he was.

"Whoa...excuse me," the man muttered, and Cloud stumbled back, nearly dropping the overly large pile of clothing on the ground; as Cloud regained his balance he shifted his load, and one of the belts slid off onto the ground.

"Shit," Cloud muttered, stooping down just as the man did likewise. Cloud gasped in horrified recognition as he looked up; he didn't recognize. "Oh. Commander Fair. Sir!"

Zack grinned at Cloud as they both stood up, and he handed the Third his uniform belt back to him. "Please…I'm off duty, Cloud, you can just call me Zack. So… looks like it's requisition day," Zack observed. "Feels pretty good to get your first real SOLDIER uniform, doesn't it?"

Cloud nodded eagerly. "It's unbelievable, sir. I've worked so hard to get here."

"You sure have, Cloud," Zack replied easily. "You've definitely earned your rank. But don't think you can rest on your laurels tonight, either!" he teased. "I know all you noobs are pulling duty later on. What Sector were you assigned to, again?"

"Sector Eight...lower plate," Cloud answered, and Zack nodded.

"Makes sense," Zack went on. "Above plate in Sector eight is Turks' jurisdiction," he explained.

"Turks patrol the sectors too?" Cloud inquired. He knew of the Turks, but by reputation only - Cloud had never actually met any of them in person. They operated in shadow, and were rarely seen, even by SOLDIER. He also knew they were listed in the office directory at Shinra HQ as Department of Administrative Research - an amusing moniker, since they were technically Black Ops, though their actual job duties remained somewhat of a mystery. Even Zack wasn't entirely sure what the Turks did, though he knew they did a little bit of everything, and were paid very well for it too – they earned even more than SOLDIER did.

"Not all of them, but yeah...there's a few areas where the Turks do an extra sweep," Zack informed Cloud. "Doing...well, whatever it is Turk's do," he added, chuckling.

"You mean you don't know?" Cloud asked, curious. Zack shrugged his shoulders indifferently and grinned, sweeping a hand through his mop of black hair.

"Nah, well...I don't know specifics," Zack replied. "Turks…they show up when you least expect it, though," he added cryptically. "Hey, Cloud - good luck tonight, man. I've got to get going to see my girlfriend…she doesn't like it when I'm late!"

"You have a girlfriend?" Cloud blurted, and then realized how ridiculous he sounded; of course someone as handsome and charming as Zack had a girlfriend, probably even more than one, likely.

"Yeah, she lives in Sector 5," Zack replied, giving Cloud a wave as he turned to leave. "Maybe you'll meet her sometime. See you later, Cloud!"

Cloud waved after Zack, staring at him for a bit before continuing on his way. He suddenly remembered his promise to his mother that he'd email her; smiling, Cloud decided he'd also send her a photo of himself – in his uniform. Cloud wasn't normally a braggart, but this time – this one time - he felt he'd finally earned the right to bask a little bit. He was SOLDIER! Cloud swore, though, that he could hear his mother's voice in his thoughts, cautioning him not to let it go to his head too much.

I just want to enjoy this moment…just for a little bit. I just want to see how it looks. Upon reaching his room, Cloud placed the items neatly upon the small twin bed, excited to try his uniform on to see how it fit, and how it looked. This term Cloud had a room to himself; Dill Marquard had been his former roommate. Dill had advanced ahead of him the previous semester, making it into SOLDIER while Cloud had stayed behind. Now Cloud was finally a Third, and Dill was moving into the ranks of Second Class.

Dill had been a good friend and classmate to Cloud from the start, but a small, selfish part of Cloud was grateful to have this space to call his own. Growing up without any brothers or sisters, it had been a big adjustment at first for Cloud, living amongst other young men his age. He'd adapted readily enough though, and Cloud got along well enough with most of his fellow cadets, though there were a few bullies here and there. It was nothing he wasn't used to already; back home in Nibelheim, nearly all of the kids his age had ganged up on him, picking on him for being the smallest and the weakest, until that one day when he decided to fight back.

Cloud made sure the door was locked – some of his fellow residents in the barracks had a most annoying habit of just walking into someone's room without knocking – and quickly stripped off his old infantry uniform. Cloud gave the worn garment a rueful glance before tossing it into his clothes hamper; he'd been issued these fatigues the day he arrived at Shinra's military academy.

He slid he uniform pants on first, and then threaded the belt through the loops; the pants hung loosely around his slim hips while he pulled on a black tank top, followed by the bright blue sleeveless sweater tank. Cloud took in a deep breath of satisfaction, glancing at his reflection in the mirror. His mother would be so proud to see him in his uniform; hell, he was proud himself. The uniform hung a bit loosely on him, though it was not overly baggy; Cloud hoped he would fill it out by putting on even more muscle than he already had, the more he trained in the gym.

Shit, Cloud groaned. The gym! He suddenly remembered his training session at the gym with Satch; it was to start in half an hour. There would be no time to get a proper meal beforehand; an energy bar would have to suffice. Cloud pulled on his boots and tightened his belts, running a hand through his unruly mop of hair. He glanced in the mirror and groaned; just a moment ago he felt so put-together, so polished. Now that he was running late for his training session, Cloud began to feel harried. Perhaps he shouldn't have stopped and chatted with Zack for so long. There was nothing he could do about it now; Trainer Satch would be expecting him very soon, and if Cloud didn't report in time to start his warm-ups, he would be marked tardy, and tardiness was simply not acceptable in SOLDIER.

Satch Brightwell was a behemoth of a man, towering over the Elite First Class SOLDIERS; he was even taller and broader than Angeal Hewley, whose physique was admired all over Greater Midgar as it was. Satch's body shape could best be described as a tree trunk; thick and burly, heavy of muscle. He sported a bit of fat around his belly; the man loved to eat as much as he loved to train hard, but he was by no means obese. Satch was just big, physically, and that extended to his personality as well. He was loud and brash with a hearty laugh, and what some deemed an uncouth sense of humor. Zack Fair, in particular, got along with him rather well.

Sephiroth kept him on because he was merciless as a trainer, and the general knew that his men needed that sort of discipline. Even those who had attained a rank in SOLDIER could not be allowed to get cocky or complacent; if anything, Sephiroth wanted Satch to train those men even harder.

Satch was only too happy to comply with this decree. Cloud would be his last trainee of the day before breaking for dinner, and Satch's ravenous appetite was beginning to make itself heard as his stomach growled loudly. When Satch was hungry, he could get a bit ornery – and Cloud would be the one to suffer.

Five more minutes, Satch thought, glancing at the clock on the wall. He's got five more minutes, then I'm marking him truant –

"I'm here!" Cloud called out, sprinting through the door. Satch's broad arms were folded across his chest, looking menacingly at the brand-new Third.

"So. Mister SOLDIER, huh?" Satch stroked his goatee as he looked down upon Cloud – and look down he did, the man towered a full foot and a half over the blond. "Well. Don't go thinking I'm going to let you slide now, even though you got your rank. Congratulations. NOW DROP AND GIVE ME ONE HUNDRED PUSH UPS! CLAP YOUR HANDS IN BETWEEN EACH AND EVERY ONE! THEN YOU WILL DO ONE HUNDRED SIT-UPS!"

"Yes – yes, sir!" Cloud replied forcefully, though he was groaning internally. He's going to kill me before my first night on patrol. Oh shit…I am so screwed. He dutifully dropped and began the drill, grateful that at least he'd improved his technique on push-ups. Cloud remembered his very first day at the Academy, when he was a cadet; his arms were too weak to carry him past even ten push-ups, and Genesis Rhapsodos had mercilessly mocked him – right in the middle of class – and stepped on his back, forcing his face down to the rubber mat of the floor.

How humiliating. Cloud took great pride in knowing he'd come a long way since then, but Satch was about to show him that things were not going to get easier. In fact, they were about to get a hell of a lot harder.

Sweat dripped into Cloud's eyes as Satch put Cloud through his paces; he repeated the drill of one hundred pushups followed by one hundred sit-ups four more times; then, one hundred jumping jacks, and lifting weights. Cloud grunted, back pressed hard against the weight bench as he began with a bench-press of fifty pounds – one twenty-five pound weight on either side of the barbell.

And Satch did not waver, he kept piling the weight on, ten pounds at a time. Cloud was up to seventy-five pounds, arms trembling madly when he heard the door open.

"Ah, good to see you, General Sephiroth," Satch greeted him warmly. Cloud's eyes widened, and a groan slipped out, unbidden. "What can I do for you?"

Great, like I wasn't under enough pressure already, Cloud thought, trying his damnedest to focus, to slowly raise and lower the bar without crushing his chest.

"Satch," Sephiroth greeted the SOLDIER trainer, heading over to the weight racks himself. "No, don't let me interrupt you – I can see you're in the middle of training. I've come in to do a few sets. Just finished sparring with Angeal and Genesis." He smiled as he grabbed some weights off the rack.

"No problem, General," Satch replied. "You just let us know if we're in your way. Okay, Strife!" The trainer turned his attentions back to Cloud, shouting slightly. "Pay attention! I'm adding more weight, so you'd better be ready!" he warned.

Cloud grunted and gasped, but still held steady. "I'm ready," he groaned.

"What's that?" Satch cocked an ear toward the Third, grinning. "Giving up? You sound like you're ready to give up – "

"Not giving up, damn it!" Cloud snapped, panting. "I mean – uh – not giving up, sir!"

Sephiroth's head turned as he heard Cloud's name, and paused, holding weights in each hand; he smiled and turned back toward Satch and his trainee, stepping behind the weight bench.

"Shall we add another twenty-five?" Sephiroth inquired, smirking at Satch, who nodded, grinning.

"I like the way you think, General," Satch replied. "Go right ahead, sir." Sephiroth slid each weight on either side of the barbell, and smiled as he heard Cloud straining under the additional weight. He wasn't doing it to be cruel; there was just something about Cloud that made Sephiroth want to draw more out of him. He had high expectations out of anyone who was in SOLDIER, but with Cloud it was something different. The young man had already proven he was stubborn, and had staying power; Sephiroth wanted to make sure he kept that fight alive. Even though he was now a Third, this was no time for Cloud to rest on his laurels; if anything, he would have to push even harder to succeed.

"Cloud…I realize you have duty tonight," Sephiroth murmured, bending down over Cloud's face, tapping him in the chest. His long silver hair brushed over Cloud's face, tickling it, giving the blond an urge to sneeze.

"Y-yes, sir!" Cloud replied, struggling. He kept the weight up, and slowly lowered it, then back up again.

"Five more reps!" Satch interjected loudly. Sephiroth bent his head lower, looking Cloud in the eye.

"And just because you do have duty, doesn't mean you're going to get an easy workout," Sephiroth said challengingly. "If anything, it'll be one of your hardest."

"Bring it," Cloud returned, smirking. "Sir."

Oh, was that a challenge? Sephiroth felt his lips twitch into a smile once again. This Cloud Strife of Nibelheim, he was bit of an enigma. Weak in some ways, yet strong in spirit; shy and unassuming, yet cocky and challenging at times. He was a walking paradox.

Sephiroth was more than happy to 'bring it', as Cloud had so succinctly put it. "You may regret those words, SOLDIER Strife," Sephiroth murmured as he slid the weights onto the barbell, with Satch looking on.

"I….I can do it – " Cloud gasped, arms shaking madly as he forced the bar up, down, up, down. Sephiroth stood back, impressed for now, but waiting for that moment when Cloud would inevitably fail.


Author's Note: And now we're finally getting somewhere! Thanks for hanging in there with me, I know this is a loooot of buildup, but I'm trying to establish the power play between Sephiroth and Cloud. It's not something that will happen overnight, but more of a slow burn that will build over time, until it grows into something much more.

The flashback sequence with Cissnei/Sephiroth was great fun to write. It's a little headcanon of mine that the two were childhood friends who part ways when Sephiroth goes into SOLDIER, and Cissnei starts training to be a Turk.

Next chapter will be started soon; we will see more of the war in Wutai, not to mention, Cloud's first duties as a Third Class SOLDIER. Hope you enjoy this chapter, and thanks for following along!