Hey guys, sorry for the long wait! I've had a lot of stuff going lately; but since I'm done withs school for the summer, I should have a lot more time! [This one's of pretty good length...so enjoy!]

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Caroline eased herself against the banister, placing both hands behind her and gripping them to the wood. Her legs were shaking slightly, as if they might collapse beneath her; where hence she would die from the humiliation of showing that she was tired.

Then again, everyone on the Indefatigable was tired, everyone from the power boys to the Captain himself. Caroline knew this for certain, because when he went to report to him a few days before, she found him sound asleep on his couch; and it was just mid morning. It had been a bit awkward, for sure.

It was early spring, March, wasn't it? The winds still held winter within them, wiping around and sending people for their coats and shawls. Although the sun was warm, and on a windless day, it was actually very warm out. Caroline wouldn't know for sure, of course; she only guessed this, but she was sure about the wind. Since ships need wind to move, most of the time, so there wasn't much a still moment. If there was, they would have a problem. Either way, it was a foggy humid afternoon and the sun wasn't out.

It had been very, very dull lately. The only engagement since Caroline's first was hardly exciting; and there had only been one. They had come across a small French food convoy, it consisted of two small sloops; they'd hardly be worth as prizes if not for their precious holdings. Even if the food couldn't feed the whole French army, some soldiers somewhere wouldn't get food, and that was a very good thing.

They captured the Frenchmen easily, only a few warning shots got their message across. Captain Pellew ordered Lieutenant Chad (Who had recovered from his wounded arm.) to take one of them into port. He left the other one under the command of Horatio, who was also to take it into the bay at Portsmouth.

Caroline would never forget the look of surprise, happiness, and uncertainty that was on Horatio's face when he heard. The surprise that the command would be given to him, a mere midshipman; the happiness of it all, of being in command; the uncertainty of being able to accomplish it.

She was going to say something to him, but didn't want to ruin his day; Archie was able to sneak in a pat on the shoulder. Cleveland and Heather looked insanely jealous.

Everything was going smoothly, that is, until Horatio had to get into the sloop, which was floating next to the Indefatigable. To do this, he wound have to climb down part of the ship, then jump about seven feet to the sloops deck. His other sailors that accompanied him (rugged men, trained of the sea, who had been doing this since before Horatio existed) did it neatly, sliding down the latter and landing on the deck with a light thud, then going on to their assigned duties.

Horatio, on the other hand, looked down the latter and gave such a big swallow that Caroline saw his throat sticking out. Was the mighty Horatio Hornblower afraid? Sailors started to whisper amongst themselves, some shook their heads. Not wanting to cause himself further humiliation, Horatio walked over to the banister, stuck his right leg over, and lumbered over the railing.

He carefully placed one foot on the top step, hands still holding on to the polls under the railing, he looked down and hesitated.

Archie intervened, declaring aloud: "A problem, Mr. Hornblower?"

Horatio looked up at him, then back down, "No, Mr. Kennedy, everything is...quite alright." then he descended the steps warily. A crowd gathered at the railing and looked down to see what might happen, Caroline and Archie were among them.

When one of the sailors saw Horatio's hesitance to jump, he called up, "Iz alright, Sir, just jump."

The man looked old, early fifties with a head of curly hair, colored of a dusty grey and accompanied with a beard that rapped around the top and bottom of this mouth. His face was weathered from years of exposure to the elements, and his hands looked rough and calloused. He was dressed plainly, in a pare of tan pants that were held up against his thin, short frame by a rope. Across his small chest was a white and blue stripped shirt that was a few sizes to big.

Not wanting to further embarrass himself, Horatio lifted a foot off the bottom step, and for a moment Caroline thought he was really going to jump. Alas, poor Horatio thought that he could find some sort of something on the side of the ship to put his foot on. There was none, and the midshipman slipped and went tumbling foolishly down the seven feet, and landed upon the grey haired sailor who was standing below. They crashed against the deck.

Some of the men started to laugh, but were immediately silence by the officers, others continued to shake their heads at his lack of brains, and still others rolled their eyes. Even the Captain was having trouble holding back a smile. Archie chuckled like he had no shame.

"Sorry." Horatio apologized quickly, quietly when he and the sailor got back to their feet. The grey haired man shook his head,

"It's nothin', Sir, 'appens all the time. But, ah, sir..." He whispered, "...I wouldn't suggest doin' it again."

"Quite right, Matthews." Horatio nodded, then he started shouting orders to his men about putting the prisoners away and getting ready to cast off; after saluting Captain Pellew, they did. Caroline didn't bother watching them sail away, and she felt no fear as to Horatio leaving. It was sea life, he'd be back, she was sure of it.

Although the time to get back was longer then was expected by all.

All that happened four weeks ago, you see; from where the Indefatigablewas when they found the two sloops, it would have taken average of two weeks to get to Portsmouth. Since the weather had been good, it would probably take even less. Everyone assumed Horatio and his crew would already be back in England when the Indefatigable pulled into bay at Portsmouth, but they weren't. No one knew where they where.

They, the crew of the Indefatigable, stayed in England for three days, to stock up on food and the like; during this time, some of the men were given their desired shore leave. It wasn't very long, but it was long enough for many of the men to come back somewhat drunk. Luckily, Captain Pellew had those who dared show their faces on his ship while they were drunk, curtly punished.

Caroline turned down shore leave, and opted to stay aboard the ship. Although she wanted dearly to see her family, she knew she needed to stay there. Either way, going to see them would only lead to a painful goodbye again for who knows how long. It'd be better for all, she said to herself, if she just stayed where she was.

After re-stock, they left port again and head out to patrol around the coast of France, to look out for anything suspicious; they had picked up Lieutenant Chad, Caroline was impartial to having him back.

So, they paroled the coast of France, like they were told. It was terribly dull, they never ran into anyone, and the Captain used the time to practice the crew. Gun trials after trails after trails. The air was thick with smoke and the smell of sweat. Not to mention Caroline was nearly dripping with perspiration, and her hair stuck to the back of her neck like butter to bread.

The Captain gave no heed to the fact she was female, and made her do everything that her fellow midshipmen did. She was partly thankful for this, and partly very tired.

Back in present time, men rushed past her, although none shoved. Almost all of them were drenched with sweat, it soaked into their shirts and pants, dripped down their hair and into their eyes, making it hard to see. Caroline breathed a heavy breath, wiping her right, aching hand across her brow; she thanked heaven for the wind that blew through her hair, for without it she feared she might fry. She closed her eyes and savored the cool, foggy breeze.

The Captain wasn't as pleased with this weather as she was, however; the fog hindered their sights, and they could barely see a few fathoms in front of them.

"Good afternoon, Miss Finny." Caroline opened her eyes and looked wistfully over to her right, where she saw a sweat soaked Archie come strolling up, forearms wiping sweat from his face and eyes. His smile stood out, although he was obviously greatly tired.

She grinned slightly, turning her face straight again and closing her eyes, "Good afternoon, Mr. Kennedy." her arms and hards were still pressed against the railing and she still stood back to the sea; she stretched her shoulders back.

"The Captain seems set on draining us of all out humanly energy," Archie remarked, leaning up against the railing next to her, continuing to wipe sweat from his face, "he's a determined man, I'll give him that."

Caroline turned and look at him again, "Well, Archie, better up here than...did you cut yourself?" She reached up and touched the side of his head, where the hair was bloody. Archie winced, smile gone, then reached up and touched the spot himself; his smile returned.

"Must've cut it on the boards; I've had worse, no fear."

Caroline nodded a little, "None the less, you should probably have it looked at."

He chuckled wryly, "I don't think I need the good doctor fussing over me."

"Then let me look at it."

"I'm alright, Caroline."

"No, no really--"

"Sail to larboard!!" A voice cried above the din, some men jumped to their positions, others stood and watched. The Captain looked up from the maps he was reading and marched over to the larboard side, he caught in his sights a lone white sail bouncing upon the sea. Caroline and Archie saw it to, and they both raised an eyebrow. So the French now sail around in jolly boats?

The Captain yelled, "Mr. Eccleston! What do you make of that?" His voice was curt, and demanded a curt reply.

Mr. Eccleston marched over, opened his spyglass, and gazed through it. After studying it for a moment, a small smile played on his lips, and he said doubtfully, "It's Mr. Hornblower, sir!"

"Horatio?" Caroline looked at Archie, eyebrow still raised, then she looked back out onto the ocean. She could now make out two distinct human shapes climbing up the sail, hats waving. So Horatio was in a jolly boat? Where was the bloody sloop?

She could tell her and Archie were of the same mind.

After looking through the spyglass, the Captain shut it, then declared, "Well then, we should probably go and retrieve them; wouldn't you say so, Mr. Eccleston."

"Uh, Yes, Sir."

"Then we shall; hard to larboard!"

()()()

"So he drops the compass--plop--'fish for it he says', bold as brass!"

"He did! He did!"

After multiple tries, Caroline decided that she'd speak with Horatio later, rather than attempt again to fight her way through the gathering crowd. Besides Horatio's crew and the French prisoners, a good number of the Indefatigable's crew had come to see and congratulate the young midshipman on his apparent victory. Caroline only gathered bits and pieces, stuff about compasses, rice, holes, and buckets; she couldn't make heads or tails of it. Besides the fact that she felt a great amount of jealousy at Archie who had managed to fight his way through the crowd and send greetings to Horatio.

But what not, Caroline sighed and come to the conclusion she would have to speak to him that evening.

"Glad to have you back, Mr. Hornblower." The Captain spoke from atop the high deck, silencing most of the crowd for but a moment.

Horatio nodded, "Good to be back, sir."

Suddenly, the voice cried out again, "Sail off the larboard bow!"

Hardly anyone saw it at first, the fog hid it very well; but when the colors of a French flag flashed through the cloud, they all understood. The question was: a frigate, or something else. A frigate would be nice, lots of prize money.

Things then jumped into action, the welcome party broke up and everyone ran to their positions; no one had to be told what to do, they were a trained fighting crew, and knew exactly where they were supposed to be, when they were supposed to be there. Caroline shoved her way through the crowd, tucking a piece of renegade hair back under her hat. (She had cleaned herself up hastily before Horatio's arrival, so that she looked at least half the officer she should be.)

Captain Pellew cried out from the upper deck, voice barking, "Make sail before we lose her!"

Horatio scurried up the latter stairs to the Captain's side, then looked out keenly into the water, as if he was second in command. But their attempts to catch the ship were in vain, and it quickly disappeared again into the fog. The men still continued to be ready, though, because they knew that she was still there; watching, waiting for a chance. The French wouldn't just leave an English frigate.

Caroline walked briskly along the starboard side of the ship, up towards the bow, hands running along the side; looking for any sign of the ship. She heard Archie walking behind her, quietly, deck creaking. The men tamed down, whispers only, and went along their business near silently; all that was heard was the moaning of the ship, and the lapping of the waves against it. It all seemed very ghost like, all of a sudden.

As she stared intently into white mist, something caught Caroline's eye; something floating towards her on the dark water. Confused, Caroline leaned forward, hands still on the banister, and watched the board like thing drift slowly towards her; more pieces of wood followed it. Something was written on it, she strained to read it; Archie still watched into the fog, oblivious to the piece of wood.

J..Jus...Just..Justice? Justinia—Oh God.

The small board floated by and out of sight; Caroline's eyes went wide Oh Lord. It's the Justinian.

Gasps shot up among the crew as the rest of the destruction came into view, burning chunks of wood and sail; bloated bodies that looked like sacks full of rice. The air smelled thickly of smoke, but Caroline didn't cough: it was the bloody Justinian, the damn bloody Justinian. Archie saw it to, but he couldn't say anything, he just watched it drift by. Everything was almost perfectly silent, all the crew members watched in fear and question; some of them shook their heads, again. This lasted for a while.

Horatio saw it before she did, Caroline was far to centered on the burning carnage then on the fog itself; His cry made her jolt of a trance and sent her back to the real world again,

"Ship to starboard!"

The Indefatigable didn't even have her ports open yet when the French Frigate opened fired; basting away railing, chunks of wood, and men. Splinters flew like knives through the air. Caroline ducked, hands rapped around her head as she felt a splinter maneuver past her arm, barely missing it but leaving behind a small cut. Men were yelling out of fear, pain, and rank; officers tried to regain control, although they themselves weren't sure of what might happen.

Then just as quickly as before, the enemy ship disappeared into the fog, and left them behind.

"She's hiding in the fog, after her Mr Bowles!" Captain Pellew brawled.

Mr Bowles replied, "Aye, Aye, Sir."

They moved starboard, right after the French; but they weren't there, all the Indefatigable and her crew met was more fog.

The Captain was getting angered, "Where loosing her!" when the wounded continued to scream in pain, he called out louder, "SILENCE!" and everything quieted, proving once again the great discipline of the men of the Indefatigable.

A minute ticked by slowly, it seemed like forever; Caroline watched in anticipation from her spot by the bow. The Frigate emerged then from the cloud, the flag flapping in the breeze, the younger crew seemed to jump back to life, but the older citizens waited still.

"There she is, now we have her!" Captain Pellew roared, looking once again through his spy glass to get a better look. He didn't need it to see what appeared soon after the frigate: Shore battery. French shore battery.

Cannons rang out again, destroying wood and men alike, black balls of death flew through the air and sent even the bravest men running for their guns and for cover. Caroline recoiled back, hands around her head again; she felt Archie grab for her waist, and then they both fell to the deck with a thud. The wind was knocked out of her for a moment, but she felt Archie rapping his arms around her head to keep her from being hit with any flying wood fragments. Which could easily rip her head off of they were only of a small size.

She barely heard the Captain yell above the chaos, "Mr Bowles! We're in over our head, get us out of rang of there shore battery!"

"Yes, Sir!"

Slowly, the shelling stopped, and things went a deathly quiet as they reached past the three mile limit. Archie slowly removed his hands from her head and helped her to her feet, he asked if she was alright.

"Yeah." She replied quietly, but she wasn't paying much attention to him. Caroline walked away, climbing over a fallen mast and over to the edge again, and looked into the water to try and find the Justinian. She didn't even care to check on Horatio's status, to see if he was among the living; he didn't need checking on, in her opinion, he took pretty good care of himself. Archie, on the other hand, had the strange luck of getting hurt easily, so she always made it priority to make sure he was still alive.

Soon enough, they returned to the wreckage of her old ship; their men were already about fixing the Indy, and the Captain only saw fit to see if there were any survivors of the unfortunate Justinian. Caroline was mostly pleased by this, because she did have some old 'friends' back there whom she would like to still be alive. Although there was one person she'd be eternally glad if he was very, very dead. She didn't care if it was a sin to wish such a thing.

The Captain sent Horatio and some of his men out in a jolly boat to collect the survivors. Caroline busied herself in the meantime with helping to restore the ship back to working order. Herself and Archie made themselves useful and assisted in the clean up of the second deck and the guns. The guns that they didn't even have time to fire. It was a tiring task, but it was quite satisfactory in the end.

A while later, Horatio returned, and a cry went up to sound his arrival; Caroline and Archie looked up from their work. (Which was collecting loose cannon balls that had fallen out of the packs.) Archie grunted, placing the one he was holding back in the pack.

"Looks like Mr. Hornblower has returned."

Caroline handed him hers, groaning, "You want me to go see who he found?"

"Sure, why not?"

"Be right back." Caroline flashed a smile, then turned around and clambered over a tipped gun and over to the latter, then ran up it and looked up upon the main deck. Men were gathering by the port hole. As she strolled over, she saw four soaking wet men come up over the side and onto the deck, slothing water. They were all quickly rapped in blankets, and were taken away to the surgery so they could be examined.

Caroline recognized them. Three of them were common sailors, she had seen them many a time; the other was very familiar, it was John Hitchcock, the old midshipman. He looked much older then Caroline remembered. His usually very neat grey hair was a wet, straggly mess around his face, which was dirty and terribly wrinkled. He was stripped down to a pair of white officer's pants, and the blanket that had been given him, which he had rapped around his shoulders. His eyes were bloodshot, tired, old. Caroline called out, running over.

"John? John!" He didn't look at first, it was if he didn't hear, but then he stopped walking, and slowly turned his head and looked at her questioningly.

His old and strained voice was very quiet, "Caroline?"

She couldn't suppress a smile, along with an unbelievable laugh, "What happened? Are you alright?"

"No, no Caroline I fear I am not." He shuddered, rapping the blanket further around his shoulders; Caroline smiled encouragingly, patting him on the upper arm, for he was very tall and that was as far as she could reach comfortably.

"Don't worry, they're going to take you do go see the doctor; I wouldn't exactly call him a good doctor, but he's all we—"

"They're all dead."

Her real smile disappeared, and was replaced by a confused chuckle as she rubbed his arm, "What? Whose dead, John."

His eyes took on a far way look, and he turned his head forward again, "They all are. Lawrence drowned, Ezekiel had his head blown off...all of them...dead, dead, dead...all dead like the day...dead, dead, dead..." Then he just walked away, leaving Caroline frozen in place behind him. What did he mean 'They all are'? Ezekiel?

All of them? It struck her then that there were only four me Horatio had picked up. Four. Four out of the hundreds of men on the ship, only four. How many men had they lots? All the faces, all the voices, all the everything: gone. Life seemed so very short and simple at times like those.

Life also seemed very scary, Caroline realized when a voice told her name, and Horatio had, in reality, picked up five men, not four. In times like those, you realize what a difference one little number makes.

"Caroline, Caroline, Caroline..." You little piece of #&^$.

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Little short thing: I was just reading my last chapter and, for the sake of my reputation and for Pellew's: When Caroline was speaking with him at the end, and he says, "I will give you a chance to prove yourself" [or something like that] instead of 'yourself' it said, 'your elf'....TYPO!

XD Sorry! I meant 'yourself' {Muffled laughter} pshhh. Pellew not only wants to win the war, he wants us to prove our elves!!! My elf! Come hither-Pellew it doubting your existence! NO! ELF!

I also apologize for my many grammar mistakes. I usually check my story over multiple times before posting it; but I don't get all the errors all the time.

Second, I should have the next chapter up soon, unless something pops up (I hope it won't because I have plans for the coming chapters! Twists!! Mwhahahahahahaha!!)

Much love! Please Review! I take critical and encouraging ones! Encouraging one's make me want to continue, constructive criticism one's make me want to continue better.

Oh yeah, f you might have noticed a change in the story line away from the movies; I did that on purpose, switching the movie version for the scene from the book, with a few adaptions :D

~Miss R.