Disclaimer: I do not own the whole or any part of Final Fantasy or the characters involved in this story. This story is purely a work of fiction by a fan, hence the word "fanfiction."

Author's Note: I said it before, but just in case anyone forgot, this is a flashback chapter describing what happened between Cloud and the others before Zack, Noel, and Snow met back up with them.


~~~~~Sephiroth's Point of View~~~~~

"Sephiroth. Sephiroth," a faint voice called.

My body that was once bathed in agony was now being enveloped in a warm and soothing feeling. As I was regaining consciousness, I noticed I was drinking something and that Noel was standing over me serving it. I was slightly confused. I thought I had died, but remembered that I had been saved from certain death twice so far. This would make it the third time hell has yet to claim me.

"Alright. I made it in time," Noel told himself. "Get up, Sephiroth. We need to help the girls. Cloud's after Tifa."

"What?" I grab the Masamune from beside me and rush for the gate. The last thing I need is anyone of them getting hurt, or worse.

"Wait! Are you trying to get yourself killed again? You can't go by yourself. I need to give Zack the elixir first before we can go."

"There's no time. If she dies then what's the point of my life? I live for her and her alone. I can't wait for you, Zack, or anyone else."

I ignored anything else Noel had to say and entered the time gate. When I arrived back at the forest I hastened my advance towards the spot where we last met the girls. The beast that had helped us cross the valley was no longer there, but a ton of other flan were. There was no time for idling so I jumped down and instantly dealt with any flan in my way.

For some reason every flan in the valley decided to make it their number one priority to slow me down. I tried to save time by going around and jumping over some of them, but whenever I did they seemed to try to rush me from every direction. I had no choice but to kill each and every one that stood in my way, which ultimately consumed a great deal of my time.

After I had reached the other side I went back into a full sprint past the giant flan and met back up with the girls. I seemed to have scared them when I arrived judging from their screams, but at least they were alive and well.

"Sephiroth?" Serah screamed. "What are you doing here scaring us like that all of a sudden? And where are Snow and the others?"

Tifa clenched her fists and shot me a glare. It seems her mind drifted back to the night of Nibelheim.

"They're on their way," I tried to assure her. "But we have a more urgent matter to attend to."

"What a coincidence. So do I," that deathly voice said. "You're still alive."

I turned around and drew my sword, prepared to defend everyone. Before I could even admonish them to run, one word caught my attention.

"Cloud?" Tifa muttered softly.

"It's been a while, Tifa," Cloud responded.

"A friend of yours?" Serah asked.

She just stared at him in silence. I was just as shocked as she was not because he was here in front of us, but by the fact that she actually knew him. She took a step forward, but I threw my arm in front of her to prevent her from going any further.

"Stay away from him, Tifa." I told her, but it seems my words fell on deaf ears.

"Cloud," she started. "What are you doing here? How did you get here? What's going on?" The squeaking in her voice got stronger with every question asked until she started sobbing.

"I'm sorry I'm late," Cloud said as he averted his eyes.

"I don't care. You're here and you're alive." She finally realized that I was in opposition to Cloud's presence because her kind voice when she was speaking to Cloud changed into a threatening one when she spoke to me. "Sephiroth? What are you doing?"

"Trying to protect you," I answered.

"Protect?" Cloud spat. "I didn't think a monster like you knew a word like that."

"Was your wish not to get revenge and kill me? Why come after Tifa? She was a victim of that dreadful night as well."

"Exactly, because she is the only one in existence who shares and understands my hatred for you. I've come to take her away from this fate Etro's forced on her. Tifa…"

Cloud extended his hand outward for Tifa to accept. Although it was clearly a sign for Tifa to accept, I interpreted it as preparation for an attack and stepped in to try and counterattack. Regrettably it was in vain as he evaded the attack.

"You must really love the smell of blood on your hands to attack me so suddenly. Are you going to set fire to the forest and kill everything here as well?"

"You are a threat and must be dealt with accordingly. The last thing I'll allow is for Tifa to be harmed."

"Harmed? You practically killed her back in Nibelheim!" Cloud exclaimed.

"That was-"

"Jenova? Take a good look at this." he held out his right hand and a black mist formed itself in his palm. "Jenova is inside me too, but unlike you, I would never hurt Tifa."

"She's allowing you freedom. When she finally gets Tifa alone, she'll force you to kill her. I'm trying to protect her."

"And what makes you think we're going to trust a murderer? I would never hurt Tifa."

"Jenova is not going to give you a choice in the matter. That's the kind of being she is."

"Enough!" Tifa screamed. "This is your only chance, Sephiroth. Give me one good reason why I shouldn't go with Cloud."

She's serious. I had to think carefully. What can I say to make her stay? Multiple scenarios quickly made their way through my mind.

"We need to finish this journey together." I argued

"So you don't care about me. Should've guessed. It's all about completing the mission." Tifa replied.

No. That's foolish.

"I've protected you with Zack the entire time you were suffering from mako addiction. I vowed to make it up to you."

"So once you have, that's it then. It's just for your self-atonement. Typical."

Damn. That'll make it seem as though I couldn't care less about her.

"Fine. Forget about me. But what about Serah and the others? Are you just going to leave them?"

"I only stayed because I had nowhere else to go. So I put up with you for all this time. I like the others, but I hate you more."

Dammit. All of these excuses are nothing more than mediocre. What can I say? Nothing will be decent enough to persuade her.

"So that's it? Fine," Tifa said as she began walking toward Cloud.

"I won't ask why you won't stay with me. But why go with him of all people?" I asked in a final attempt to save her.

"Why not? What do you know about him? He's not a murderer like you."

"You seem certain. I know more than you think. Would destroying Gaia not be considered at act of murder? How much do you know about Cloud?" She stopped and turned back towards me.

"I know that he's my friend. And even if he destroyed Gaia, wouldn't you have done the same if Zack and I hadn't stopped you?"

"If I recall correctly, it was Cloud himself who freed me from Jenova's control. Cloud came with us to Nibelheim that day, you know, as one of the infantrymen with us. Yet he made no attempt to show himself to you."

"Is that so? As much as I did want to see him, he still did the one thing that mattered. He kept our childhood promise; he came to help me when I was in a pinch. If what you say is true, then the both of us together succeeded in taking you down, although it cost him his life."

"Why do you insist on defending him? Now that our roles are reversed, you still resent me. Does Jenova mean nothing to you? He virtually killed Zack, Noel, and myself while we were away."

"I guess that's one thing I should be mad about; that he didn't finish the job and killed you and Zack." Serah, Aerith, and I were nothing less than flabbergasted. "I feel bad for Noel, but at least he's alive now."

"Do you hear yourself? You are supporting everything, in addition to much worse actions, I've done while I was possessed by Jenova! Tell me! Tell me what makes him so different from me?"

"Because he did it all for me. That's proof that he loves me more than your fake love."

She walked up to Cloud and leaned in to kiss him. My body froze at the gruesome scene that played before me. I watched in pain, agony, and horror as I lost the only woman to the man who became an even worse form of myself. There was nothing I could do to stop it.

But then, something happened.

~~~~~Aerith's POV~~~~~

I couldn't believe Tifa would say such a thing. Sephiroth's heart was shattered. Why would she do that to him? I know what Sephiroth did was bad, but Cloud was pure evil. I don't know Cloud at all, but I know Sephiroth. He's sincere. Even though he tries to fool others on the outside, he's a good and honest person on the inside. And I know he truly loves Tifa.

"Let's go, Tifa," Cloud said after they broke away from each other.

I had to say something to help Sephiroth. I couldn't stand by let things end like this. I was about to speak, until Sephiroth grabbed his sword. What happened next was incredible. In an instant, he ran past Cloud and a second later he was covered in sword wounds. His body rapidly jolted in different directions until he finally flew and slammed into a branch of the crystal pillar.

"Let me explain something to you, boy," Sephiroth threatened in a dark voice. "Tifa isn't going anywhere. She will never become a toy for Jenova like trash such as you. She will stay with us. You will die by my hand. And we will eliminate Jenova."

"Really?" Cloud said as he got to his feet. "You just made the biggest mis-UGH,"

Cloud writhed in pain as Sephiroth impaling his chest interrupted him. As cruel as it may look, Cloud deserves what happening to him. I can't forgive him for killing all the people on Gaia, for breaking Sephiroth's heart, and most of all, hurting Zack.

Having seen enough, Tifa jumped above them and came down with a swift downward kick aimed at Sephiroth, which he easily dodged.

"Cloud. Are you okay?" Tifa said as she used a cure spell on Cloud. He nodded and they both took their battle stances. "There's no way you can win this, Sephiroth. Not only is Cloud here with me, but I'm a lot stronger than you now."

"That may be so, but I don't recall either of you ever taking out over half the Shinra army. You may surpass me in terms of strength, but certainly not experience. Allow me to show you the meaning of true strength."

"Aerith, we shouldn't be here. Let's get somewhere safe until things calm down," Serah suggested.

"But what if Sephiroth needs our help?" I asked.

"If my sword ever leaves my hands, I'll be counting on you two for assistance," Sephiroth told us. "Also, stay far away from Cloud as possible. He has a tendency to take out the enemy's support first. I don't want to see another comrade become injured, or worse."

Serah and I nodded and ran to a safe area where we could still see the fight and help Sephiroth. The fight started and, generally, Sephiroth looked like he was only fighting Cloud. Every time Tifa would try to challenge him, he would catch one of her punches or something and throw her to the side. And when he would fight Cloud, he would always get in at least two hits before Tifa came back to help him. Cloud noticed and stopped after a bit.

"This is pointless," he said. He glanced back toward the giant flan. "From what I was told, you were having trouble fighting that thing, right?"

"Told? Who told you?" Sephiroth asked.

"Tifa, think you can hold him off for about thirty seconds?"

"Yeah, I think. I'll keep you safe," Tifa responded.

Cloud flew onto a branch of a tree near the giant flan and started to charge a spell.

"You'll keep him safe?" Sephiroth repeated. "You're such a fool!"

Sephiroth swung his sword and a shockwave came from it just like the one he used on the giant flan. He actually aimed it at Cloud, but Tifa jumped in front of it and kicked it back toward him. He only stood still because it actually went straight past him and cut down a tree.

"Did Jenova tell you to do that?" Tifa looked surprised, and kind of scared. "You still don't understand. Cloud destroyed Gaia, but what do you think happened to the lifestream and mako energy? Do you think Jenova would simply abandon all that power and come to this world to try and do the same thing?"

"What are you talking about?" Tifa asked.

"Jenova has evolved far greater than what we remember. She's using your relationship with Cloud to possess your body as well. And she knows you won't question it. You think it's your bond with Cloud that made you believe you could deflect that attack. You know nothing, but trust everything about him. I will never let harm come to you."

I didn't understand entirely what Sephiroth said, but I do know he truly cares for Tifa and is trying to save her from something horrible. I just wish she could understand that. But no matter what he does, Sephiroth's feelings aren't getting through to her. I'm afraid that if we don't do something, we might lose Tifa.

~~~~~Tifa's Point of View~~~~~

He won't let harm come to me? Is he serious? He's done more than enough harm to me already. He took away my home, my family, and now he's trying to take away my best friend. There's no way I'll ever let him take anything from anyone again.

I heard the giant flan roar behind me, and turned around to see it turn a blackish green color, just like Cloud's aura.

"Get back, Tifa," Cloud called out. "This thing will handle him for us. Then we can finish him off."

Sephiroth didn't even look phased that Cloud took control of the giant flan. He just stared at Cloud as it made its way toward him. What was he waiting on? He ran back, grabbed Serah and Aerith, and came back with them to the same spot as before. He whispered something to them, but I couldn't make out what it was.

"Tifa. Make sure those two don't cast any spells."

I nodded in response. I really don't want to fight Serah and Aerith, but as long as they're helping Sephiroth I have to think of them as my enemy. Wait a minute. Cloud said to stop them from using spells, not fight them. So all I have to do is restrain them.

"Now!" Sephiroth ordered.

Serah and Aerith casted two spells on themselves. One was the same spell Snow used when we were fighting the giant flan and another one that also looked like a barrier. After that, they just ran back to the edge of the area and stood in against a tree.

"Cloud, I don't think they're going to help him. They just put protection on themselves and ran away."

Cloud didn't say anything. He just watched as the giant flan approached Sephiroth, but something weird happened when it got to him; it just stopped. Sephiroth stared at it for a moment and suddenly it turned around and swung its arm at us. Did Sephiroth take control of it?

"Damn you, Sephiroth!" Cloud shouted.

The flan breathed out the toxins from when we first fought it, and directly after, it shot a huge fire spell at Cloud. I was still coughing from the toxins so I couldn't really do much of anything. And actually, I think the toxins got stronger than last time. It hurt to breathe, my body was burning, and I was slowly losing consciousness as I fell to the ground. I felt someone lift me up, take me somewhere, and laid me back on the ground. I moment later I felt something warm flow inside me and thought that Cloud had saved me.

But when I opened my eyes I looked beside me and Aerith was casting healing spells on me. When I was fully recovered, I got up and tried to thank her, but Sephiroth grabbed my arm before I could say anything and threw me over the giant flan back to Cloud. I recovered partway through the air and landed on my feet, but I was still mad that he manhandled me like that.

"Tifa, are you okay?" Cloud asked.

"Yeah. Thanks to Aerith," I told him.

"He's playing you. He took you over there to those girls and healed you to try to win your trust."

So Sephiroth took me over there. That explains it.

"Don't worry. I'll never trust him."

Cloud and I readied ourselves and fought off the giant flan together. After a while of fighting, we finally managed to knock it out, but I was exhausted and needed to rest. But then I remembered Sephiroth was still there. He hadn't moved from his same spot since Cloud and I started fighting the flan.

"Tifa," Cloud started. "I need you to help me a little while longer."

"Can't you see she needs to rest?" Sephiroth objected.

"Like you care about her! You used that monster to try and kill her!"

"I seem to recall getting her to safety after the toxin infected her. I also seem to recall the flan never attacking Tifa directly. She was never targeted and never hit. If the flan attacked her, it was because you were right there beside her. You put her in danger, Cloud. I care for her like a father does his daughter. I would never allow her to be harmed."

I thought the flan was going after Cloud because it saw him as the greater threat. I forgot that Sephiroth was the one controlling it. But it didn't matter.

"Nothing will ever matter," I mumbled. "You're still trying to take everything away from me! You're not doing anything different than what you did in Nibelheim! Why won't you just die and leave me alone?"

"Because you won't let me. I've been trying to get you to kill me ever since we arrived in Midgar, but you wouldn't do it. So I've tried protecting you, but you wouldn't allow me to do that either. You don't know what you want, so I'm deciding for you."

"Who are you to decide my life? You are NOT my father! You took him away from me! Remember?" He didn't say anything after that. He stood there staring at me. "Cloud, let's end this."

He nodded and we both rushed straight for Sephiroth. This time I didn't give him a chance to just throw me aside and go for Cloud. Although he never hit me, he wasn't ignoring me either. In fact, it looked like he was more focused on me than on Cloud, until he took a direct hit. In the middle of my attack to follow up Cloud's slash Sephiroth dropped his sword, parried my punch, grabbed my vest, and threw me at Cloud, who was headed toward Serah and Aerith. I slammed straight into Cloud's back and we both fell to the ground. By the time I got up and saw Sephiroth again he was over in front of Serah and Aerith.

"I am your opponent," Sephiroth professed. "You would do well to remember that."

Sephiroth ran straight toward Cloud looking to impale him. I've had enough of him treating me like I don't exist. On reflex I stepped in front of Cloud and tried to stop the Masamune from piercing his heart, but as soon as I did, everything froze. The blade that I though was intended as a stab at Cloud's heart instantly turned into a horizontal swipe that stopped less than an inch away from my neck. With speed like that I should be dead right now, but for some reason and somehow Sephiroth was able to stop the killing blow.

Before I could say anything Cloud spun around me and continued to fight Sephiroth. I was still stunned at why I was still alive, and after a brief moment of thinking it finally hit me. I watched carefully at the duel between the two and waited for when Cloud was vulnerable to an attack. The second I saw Cloud staggering from a block I decided to take a chance and test my theory.

I threw myself in front of Sephiroth's attack. If he cares for me like he said then he wouldn't ever hurt me. As anticipated, Sephiroth's attack stopped in its tracks before it reached my body. I used that moment to counter attack with a good swift punch to his jaw and knock him upward. Cloud followed up with a jumping overhead swing and knocked him back down towards me. I ended the assault with a roundhouse kick, knocking him into a nearby tree.

"He won't hurt me," I said to Cloud. "All we have to do is get him to try to hit you and when I step in he'll be vulnerable. We can win this."

"It looks that way," Cloud spectated. "But how long do you think it'll last?"

A moment later Sephiroth gets back up and Aerith casts a few cure spells on him. He mutters something to Serah and Aerith, probably some type of strategy, and runs straight for Cloud. Again, after Cloud's guard is broken, I throw myself in front of him thinking that the same tactic would work. Sephiroth still stopped his attack, but I immediately heard a lightning attack and Cloud scream.

I turned around to try to help him, but Sephiroth yanked my vest again and threw me pretty far away from him. By the time I recovered, he had already thrown Cloud by me too.

"Cloud, are you alright?" I asked.

"Yeah," he said while I casted a cure spell on him. He paused for a moment. "Tifa, can you try that tactic one more time? I'm sure I can kill him with one blow if you can get him to stop."

"Of course, Cloud."

"Don't attack him. Just make sure you stay in front of me."

Once Cloud and Sephiroth started fighting again, I waited for my chance to intercept his attack. I was ready to finish this and end this nightmare. I saw Cloud stagger from a block and just as Sephiroth was about to attack I stepped in and protected Cloud.

All of a sudden, an enormous pain ripped through my chest. Sephiroth's eyes grew wide with shock and trails of blood starting flowing out of his mouth. When I looked down, I saw a huge sword soaked in blood halfway through my chest while the tip penetrated Sephiroth's heart. I couldn't even express emotion over what had just happened, although it was clearly obvious. Cloud had sacrificed me in order to take down Sephiroth.

The already searing pain became unbearably intense as the blade slid to the left and cut a path out of our bodies. I know I was crying. I had to be. Not because of the wound I received, but because the last person alive who I thought actually understood me, had just took my life. As I lied on the ground bleeding to death, I saw Sephiroth stand up and say something I was just barely able to make out.

"Forgive me, Tifa."

~~~~~Sephiroth's Point of View~~~~~

"Forgive me, Tifa," I cried. "Because of my carelessness, I let you get hurt. I truly am sorry."

"Why won't you just die already?" Cloud shouted as he swung his sword at me.

I absorbed all of Jenova's power Cloud was letting leak out, becoming the One Winged Angel, and deflected his attack, knocking him back. I saw Aerith, along with Serah, run up to us, her eyes overflowing with tears. All of this suffering because I wanted to prove a point.

"Aerith," I told her. "You and Serah take Tifa and get back. I'm going to make him pay for what he's done."

"But your wound," she tried to reason.

"Now!"

I was far from the mood to argue with anyone. They got Tifa up and carried her back to the spot they were before and started healing her.

"That wing," Cloud started. "You stole Jenova's power, you monster."

"Monster." I slashed at him as he block. "I'm fed up with everyone calling me that." I attacked him again. "I am no longer possessed by Jenova." Another slash. "I didn't destroy Gaia and its inhabitants for the sole purpose of revenge." Another. "I didn't cross time and space to kill my best friend along with my target." And with one last attack his sword shattered into pieces and he was left defenseless.

"No. What I did was regain my senses." I cut through his flesh as he writhed in pain. "I protected my friends." Again I slashed his vulnerable body. "I protected her in every battle since my awakening." Strike. "I accepted her hatred and resentment." Strike. "I offered her my life twice." Strike. "I cared for her." Strike. "And most importantly…" Cloud's body was bloody and broken. With one last blow I impaled his forehead and lifted him up off the ground. "…I love Tifa."

His body evaporated into thin air along with all of Jenova's power and the black wing from my back had disappeared as well. I was satisfied that I had succeeded in defeating the man who would take Tifa away from me, but still had mixed feelings about how she would react. Would she hate me even more? He was the only person who she had known from her home that came back to life to see her, and I took him away for the second time.

I heard footsteps approach from behind me, but didn't turn around to greet them.

"Your wound's healed," Tifa said in a soft tone. There was a slight moment of silence between us until I heard Aerith whisper.

"Go on. Tell him."

"Listen, Sephiroth. I-I'm sorry."

"For what?" I asked as I turned around. "I just killed your best friend for the second time. Are you not furious?"

"Real friends protect and care for each other. It took a while for that to get through to my head." She started to blush. "You never tried to hurt me. And you fought to protect everyone. So…"

"Stars! Rain down!" a deathly familiar voice shouted.

Meteorites appeared and stormed us from above. There was nowhere to run so I stood my ground and tried to cut them down as they came our way. But with the absence of Jenova's power, my skills proved to be ineffective and we were all struck down within mere seconds.

"You're not much without Jenova are you, Sephiroth?" the same voice said from above me.

It was blatantly definite that the voice belonged to Cloud. He clenched my hair and lifted me up from the ground to have eye contact with me.

"Why are you still alive?" I spat.

"I could ask you the same thing. Jenova said that you had survived our last encounter and that the clone I sent for Tifa had been defeated."

"A clone?"

Cloud had a smile on his face and slammed his fist into my gut repeatedly until I coughed up blood. Afterwards, he continually punched me in the face but stopped after only a few hits.

"Seven. Isn't that how many times you did it?" I hadn't the slightest clue as to what he was referring to, but he seemed satisfied enough to drop me and walk away. "I'm going to make you feel the pain of having those you care about suffer before your eyes."

Looking up, I saw him walk over Serah and Aerith and proceeded to mercilessly beat them. Every punch just boiled my blood even more. Despite my own injuries, I used what little strength I had left to run over and stop him. But before I could reach him, Tifa emerged from nowhere and kicked him away from our party.

"What do you think you're doing, Tifa?"

"Protecting my friends," she retorted.

"Friends? You think that monster is your friend? Did you forget Nibelheim?"

"At least he doesn't cut through his friends to kill his enemies."

"You really think I would kill you? I ordered that clone to use you to kill Sephiroth. I would've used Jenova to revive you and make you a part of her. As long as she lives, we can't be killed. You don't want to spend eternity with me?"

"A part of her? Are you insane? I don't want to have anything to do with her! It's her fault any of this started in the first place! I don't want to want to be tied down by her and I don't want to spend my life with someone like you."

"Aerith!" Zack screamed.

He, Noel, and Snow had finally made it. As Cloud disappeared in the greenish-black aura, I breathed a sigh of relief. I would loathe to think what would happen if they hadn't shown up at that moment. We reached safety and regrouped for about a half hour. The last thing any of us wanted to do was remember everything we went through just a short while ago.

In this journey we were going to be confronted by paradoxes, powerful enemies, and our own past. And right now, two of the three seem to be almost impossible to overcome. I can't erase the Nibelheim incident from our past and I can't defeat Cloud without Jenova's power. But many precious lives are at stake and as long as I'm able to draw breath I will never give up.


Author's Note: Sorry for the extremely long wait, but I just haven't had much time to write lately. Granted the main reason for that is Tekken, but that's not the point. Point is I'm sorry and I'll try to be faster on my updates. I wanted to get this chapter over and done with before the New Year, but that obviously did not happen and again, I am sorry.

Now for my thoughts on the chapter. I thought I worked too much on the fight scenes and kind of fell short on developing character relationships. I think I described everything accurately, but that may be because it sounds better in my head more so than it sounds on paper. I don't know. I'm stupid.

Ok so a question that might have been on your minds throughout this whole chapter… "How did all of this happen before Zack and the others showed up?" That question will be answered next chapter… hopefully.

Anyway I would appreciate it if you would tell me if I messed something up in a pm because I'm not gonna notice even if I did reread this entire chapter. So yeah leave a review if you feel like it. I'm gonna go play Tekken :D