A/N: Story contains a rather…disturbing comment. You'll know it when you see it. Soulful Heart Fox and the plot are © to me and all other characters are © to whoever it is that owns the Care Bears: Nelvana, DiC (i.e., not me). This is the first part in a series.

The Longest Night

Regal Heart Lioness purred contently into her pillow. She was something of a deep sleeper and it wasn't easy to wake her, especially when she didn't want to be. Regal wasn't a morning person either, especially when "morning" in this case meant 2:41 AM. So it took a rather extraordinary effort to be pulled away from her slumbering. In this case, that meant being rather roughly shaken awake.

"Hey!" Regal said, knocking away the paws that had grabbed her by the shoulders. She sat up, not sure whether or not she was under attack. Beside her, Stellar Heart Tiger shifted and stirred, but did not awake. Regal was about to wake him when her eyes started to adapt to the low light and she recognized her "assailant."

"Soulful Heart Fox what is the matter with you!" Regal said in a whispered hiss, not wanting to wake Stellar and silently wondering why she ever thought give Soulful a house key. "Do you have any idea what time it is?"

"I-I need to talk to you." He said in a stammering croak, like he'd just been crying. "It can't wait." Regal sat up a bit straighter and felt her mind unfog a bit. The events of the past day came rushing back to her. The kidnapping, the rescue…Brave Heart and Tenderheart telling her what they'd found out about Soulful's life under No Heart, a subject he hadn't truly discussed in ten years.

"Alright." Regal said, rubbing her eyes as she swung her legs out of bed. "Let's go down to the kitchen and—"

Soulful shook his head. "No. You have to come with me." Not waiting for her, Soulful turned around and waited outside her bedroom door. Regal didn't think she should argue with him. If he needed her to follow him…Regal smoothed out her nightshirt and followed Soulful. She hoped she'd be back before Stellar woke up. She didn't want him to worry, but it looked like this couldn't wait.

They headed for the door in silence. Apparently Soulful didn't intend to give her any hint as to what was bothering him before they got to wherever it was he was taking her. Oh my foxy friend…what's gotten you so rattled now?

Regal poked her head outside. It was raining, a veritable downpour. She had heard as much when she got up but didn't have time to dwell on it. Soulful, already wet, was not bothered by the rain and headed out without so much as an umbrella or a look back to see if Regal was coming. He knows me well enough to know I won't just stay behind. Regal reasoned with a sigh as she grabbed an umbrella by the door and followed him into the rain.

She shivered. It was cold…it was wet…it was windy. What I wouldn't give to be back in bed…Regal winced as one of her feet sunk into a moist cloud. It was like stepping into a wet sponge. Part and parcel of living in a place made of clouds.

It soon became apparent that Soulful was leading Regal towards his own house. By the time they got there the hem of Regal's nightshirt was pretty well soaked, and Soulful looked like he just had a near drowning experience.

"Would you mind telling me why you wanted me to come?" Regal asked, wringing out her nightshirt. Soulful, his ears drooped in a clear sign of depression, retreated into his room and came back a moment later, something grasped in his paws. A book?

"What is it?" She asked. Soulful opened his mouth only to close it a second later and shake his head. Clearly he couldn't talk about it. He just pushed the book into her paws and waited expectantly. Regal shivered when she held the book. She didn't know how, but she knew where it was from. "This is from No Heart's castle, isn't it?" Soulful nodded.

Regal opened the book and saw the dated entries. "This is No Heart's journal?" She asked breathlessly. Soulful just shivered. Maybe it was from being wet and cold or maybe it was from fear. It may have been both. When he sneezed though, Regal made up her mind. "Soulful, go warm up before you get sick. Take a hot shower." She held up a paw to forestall any argument. "I wont go anywhere."

To her surprise, and worry, Soulful didn't argue. He nodded once but took the book from her and opened it to a certain page. He gave it back to her, his meaning clear as he headed for his bathroom.

After he was gone Regal took a seat on his couch and began to read. It was written by No Heart's own hand in a flourishing old-fashioned style that she did not expect.

He wrote:

At long last I have devised a way to rid myself of the primary guardians of love and caring in the world: The Care Bear Family. For too long I've been content to either ignore them or attempt to deal with them piecemeal, such as the removal of that annoying lioness.

Regal blinked in surprise at what could only have been a mention of herself, but pushed on.

The only proper way to deal with them is to destroy them utterly. To do so I feel it is only proper that they be destroyed by ones like themselves. I have fashioned a spell that will allow me to do just that.

Now Regal understood just why Soulful was so upset, this dealt with his own origins…his own creation!

While searching for the last ingredients needed for my spell I happened to chance upon a pregnant fox. She was precisely what I was looking for. Foxes are crafty and deceitful by nature; the perfect weapon to use against the trusting and foolish Care Bears. I captured the fox and brought it back to my castle. Once the spell was ready I extracted the young and—

The book fell to the floor as Regal got up and broke into a run. She rushed into Soulful's kitchen and threw up in his sink, only narrowly managing to avoid being sick on his floor. She shuddered when she thought about what "extracted" meant. I knew No Heart was evil, but this is…unspeakable. Regal thought this is what Soulful was so upset about, but with a sudden foreboding realized that this alone wouldn't have provoked the reaction it did.

After washing the sink out and getting something to wash the taste of bile from her mouth, Regal returned to Soulful's living room where she retrieved the book from where she had discarded it. Flipping back to the page she was reading before she—stopped, Regal found her place again.

and I then had to set about creating an identity for the reworked fox. It would be of no use to me if it were incapable of outwitting those irritating Care Bears. So I took as a template for its mind and personality, the Care Bears most intelligent member—Bright Heart Raccoon.

Had Regal been drinking anything she would've performed a spit take at that.

When the fools in the Kingdom of Caring were sleeping I transported myself to the home of their irritating inventor and using an older spell, managed to harvest his personality to use in my own creation. I considered killing the raccoon outright, but felt it best to let my new weapon take care of that. After all, his little toys have proved to be of no concern to me.

Shows what you know. Regal thought with savage relish as she thought of the many times the Care Bears had been saved by some clever invention or deduction of Bright Heart's.

Having both the body and the personality needed, I gave my creation the half-life that it is. I twisted the personality of Bright Heart into its opposite, bringing out the negative traits all beings—even Care Bears—posses and transferred them to my new servant. He will be intelligent, his body will probably bear a close resemblance to the raccoon's and they will undoubtedly share some traits, though my creation will normally exhibit what to Bright Heart is a rare extreme.

But my creation will for the most part be his equal…and opposite. Arrogant instead of humble, cold and stand-offish instead of warm and friendly, distrustful and suspicious instead of trusting…I have set out to create the ultimate abomination: an anti-Care Bear. Once my prototype has proven its worth, I will create more, enough to fashion by own anti-Care Bear Family that will spell the downfall of the Care Bears…and all love and caring on Earth.

The entry ended there. Regal numbly closed the book and let it drop to the floor. I never thought…I never imagined that it could be this bad…I have to talk to him. She strained her ears but didn't hear the sound of running water. In fact, she realized belatedly, she hadn't heard it for a while.

Her stomach knotted with worry, Regal headed for the bathroom, which meant walking through Soulful's bedroom. She almost didn't notice him standing off in the corner, still wet, like he had done only a half-hearted job at drying himself.

"Soulful?" Regal asked. "I—I don't know what to say." She admitted. Soulful, not looking at her, just walked over and sat on the edge of his bed. Regal sat down next to him. He sniffed once and blinked, as if trying to hold back tears. "What is it?" She asked.

"I…I'm, not real…" Soulful Heart said as he rubbed at his eyes.

"Oh Soulful…" Not this old refrain. She thought to herself. Soulful had come down on himself before, thinking that his origins somehow tainted him or made him less than the others…this time though, he had something to back up his claims.

"I'm a twisted imitation," He said as he buried his face in his paws. "I'm just a…just a clone…"

"No, you aren't." Regal argued. "We've had this talk before. You're you. Not Bright Heart or a clone or anyone else. Just you."

"But it's all true…I am the way No Heart described. Like I'm an extreme anti-Bright Heart..."

She did have to admit to herself that Soulful Heart was very much made up of extremes. Usually he was a fairly reserved person but there were times he veered off into extreme anger, extreme depression, and even on occasion, extreme goofiness, though he reserved that for when he was with close friends or her own cubs. It was a side of him most of the others didn't know existed. But all those extremes in him did not make for a stable personality…

"I'm just—" Soulful choked.

"Soulful, weren't you paying attention? Yes, No Heart used Bright Heart as a template for you, but that doesn't mean you're a carbon copy of him. No matter how you came into being, you're unique."

"What about Bright Heart?" Soulful Heart asked. "What will he think? When he finds out I'm—" He couldn't continue.

"Why should that matter?" Regal asked, genuinely confused. Soulful sniffed.

"When No Heart told me what I was…a mimic of a Care Bear, it was the worst moment of my life. My—my whole sense of myself as an individual was shattered. It challenged my uniqueness as an individual, to learn that I was just a cheap imitation… how will Bright Heart feel when he finds out that he's been….cloned without his knowledge? That I'm just an echo…a shadow of him…"

"Soulful, Bright Heart wont see you as a threat to his uniqueness, he'll see you as he always had…as his best friend."

"But how do you know?" Soulful whimpered, scared to death at the thought of losing his best friend, a far cry from his usual self, the one that earned him the nickname of "Snarky Heart Fox."

Regal sighed. "I'm going to tell you something I haven't told anyone, not even Stellar. Understand?" Soulful nodded numbly surprised she would keep anything from her husband. "When I first got here." Regal said, "I was a little put off by how alike Brave Heart and I are." Soulful looked like he didn't see any similarity but kept silent, paying rapt attention. "I was afraid that either I'd always be in his shadow, or that he would come to resent me for stealing his thunder. In the end, I was wrong. Do you know why?" Soulful shook his head. "Because all he saw was a sister." Regal whispered. "The same way Bright Heart will see you as a friend…not a threat."

"But, I'm not real." He whispered as he looked down. Regal, a sudden frown crossing he face, cupped his muzzle in her paws and directed his gaze straight at her.

"Soulful Heart Fox," she said as if lecturing one of her own cubs, "That's nonsense and you should know better than that." As smart as Soulful was, when he got angry or upset his intelligence seemed to fail him and he'd just assume the worst…regardless of the facts.

Regal continued. "You're real Soulful. The fact that you came into being in a different way doesn't change that. Are my kids not real? Is Connie a copy of me? Is Hope? They may not have joined the family the way everybody else did, but they did join and they are real. And so are you."

"But I don't feel real." Soulful Heart said squeezing his paws until they hurt, his knuckles turning white. Regal grabbed his arm and gave him a warning squeeze. He reluctantly unfurled his hands. Regal sighed.

"Why do you do that?" She asked softly. Soulful, shame faced, looked down. Regal looked sad, she'd seen him do that too often. "Why do you hurt yourself?"

Tears started trickling down his face. "It's the only time I feel real." He whimpered. "I can deal with that pain more than…the other kind."

"You're real. Never forget that. You don't deserve to be in pain, no matter what you may think. And there are ways to deal with the kind of pain you're feeling. We love you...don't hurt yourself anymore, okay? Because when you hurt yourself, you're hurting us too. Let us help."

"I…can't." Soulful Heart said with a sigh.

"Why not? Do you really think we'd hurt you if you trusted us too much?" Regal asked as she put her arms around him and began to gently rock him back and forth. Soulful shook his head. "Why do you refuse to let us help you?" Regal asked in what was more than half a plea.

"Because I don't want to be pitied." He said, wiping at his eyes. "I don't want to be weak. I want to be like…like he never wanted me to be…"

"Soulful…letting others help you doesn't make you weak. That's No Heart's lame brain idea. Don't let it be yours."

"I just...I don't like being this way..." Soulful mumbled.

"I know you don't..." Regal said as she continued to rock him.

"I just wish…that I was like the rest of you, instead of an abomination..."

"You are like the rest of us. In all the ways that matter, you are. Just because you weren't born naturally like the rest of us, doesn't make you any less a Cousin. You can use your Call, like the rest of us; you didn't learn at an early age, so it's taking you longer to master everything about it. And you have a heart, you actually care. That last, more than anything else, proves that you're not an abomination. Is it that hard for you accept that people care about you? Will miss you if something happened to you? That people love you?"

Soulful choked and started to cry in earnest. Regal rubbed his back soothingly. "It's okay, Soulful…"

She idly brushed some of his headfur back, and noticed just how warm his forehead was. He was definitely paying the price for twice running through the freezing rain without so much as an umbrella. Probably a fever. Regal sighed as she pulled her paw away from his head. She walked over to his dresser and pulled out a nightgown and walked back.

"Come on, put this on." She said. "You're coming down with something. You should get some rest. If you want," Regal offered, "We can talk more about this later, but right now you should go to bed." Soulful, exhausted in every conceivable way, nodded. He was so tired he actually needed Regal's help to get the nightgown over his head.

Crawling under his blanket, he rested his head against his pillow as Regal turned off the light. "Good night." She all but whispered. Soulful gave a weak nod and fell asleep in a matter of minutes. Regal shut the door behind her.

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There was a bright flash of lightning almost immediately followed by a loud crack of thunder. Several of the cubs let out a whimper that soon became a cry.

True Heart walked into the nursery when she heard the noise. She might have expected it; thunderstorms often frightened the cubs. True Heart shivered. It was a bit chilly too. "There, there." She said, going from crib to crib. "It's all right, just a little storm is all. Shhhh." Most of the cubs soon subsided and looked like they were about to go back to bed. But one let out a low whine when True Heart walked past. She sighed. "Come on Soulful Heart, it's bed time." The little fox unsteadily stood up and reached for True Heart, clearly wanting to be picked up.

"Oh all right." True Heart couldn't help but smile. "Come here." She lifted the fox cub—kit?—straight out of his crib. He certainly seemed happier as he nestled himself against True Heart's shoulder as she carried him around.

"I see the Red Menace needed a little comforting." Noble Heart chuckled as he walked in.

"Oh, you!" True Heart whispered, barely suppressing a giggle. "He's no menace, are you?" She cooed as she tickled him under his chin. Soulful laughed happily. "You see?" She asked smugly. Noble Heart smiled.

"I stand corrected." He shivered slightly. "It's kind of cold in here, isn't it?" True Heart nodded.

"I was thinking the same thing." She had noticed some of the cubs shivering a bit. "Maybe I should get them all another blanket."

"Maybe, but I think this would be better." Noble Heart reached into one of the cribs and pulled out Gentle Heart. He gently placed her in another crib, Bright Heart's. The two started cozying up for the extra warmth. Gentle Heart even gave Bright Heart her blanket. True Heart nodded.

"That is a good idea." She said as she followed suit, placing Loyal Heart in Proud Heart's crib. They continued on in that way until all the cubs had doubled up. They were all looking warm and happy. When True Heart commented as much, Noble Heart just yawned.

"Now, I think we should go to bed." He said, covering his mouth as he headed for the door, True Heart a few paces behind him. Noble Heart paused. "True Heart, I think you've forgot something." True Heart looked confused. Noble Heart just pointed at her shoulder. She followed his gaze and realized that she'd still been holding Soulful Heart the whole time. "I think you should go put him back." Noble Heart suggested.

"Where? Everyone else is already sharing a crib. They won't hold three and I don't want him sleeping alone." Soulful, already half-asleep, stirred slightly and rubbed his face against her shoulder. True Heart rubbed his back as she thought it over. "I guess he'll sleep with us tonight. He wont cause any trouble."

Noble Heart nodded once to signal his agreement and opened the door for her. The two of them headed back to their rooms, little Soulful still cozy in the crook of True Heart's arm. A little awkwardly, True Heart slid herself into bed using one arm and pulled the blanket up. Noble Heart got into bed on the other side, with Soulful nestled between them.

"Goodnight Noble Heart." True Heart said as she turned off the bedside lamp. "Goodnight Soulful." She added, giving him a goodnight kiss as he buried his face into her pillow. Noble Heart chuckled as he both bade them goodnight as well, giving Soulful a pat on the head as the three of them fell asleep.

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That was a strange dream. Soulful Heart thought. He wasn't up yet he was still in bed, his eyes still shut. It was so warm he didn't want to get up. Soulful was sure he was half-asleep because he kept dreaming he was hearing voices…

"Sleep well, True Heart?"

"Yes, but it seems our little guest slept even better, Noble Heart." A chuckle.

"I guess you're right. I'll get the others breakfast." The voices stopped and Soulful just continued sleeping. The dream came back he thought, as the voices returned.

"Come on Soulful." He felt a warm paw gently rub his back. It felt good. "I gave you plenty of extra sleepy time, but everyone's up and at breakfast already. You should be too." Soulful just buried his face in his pillow and thought: Five more minutes…The voice seemed pretty insistent though.

"Soulful Heart Fox, wake up now, or else." The voice sounded half-teasing. He ignored it. "All right." The voice sighed. "You asked for it." Soulful tried burying his face into the pillow more, but any attempt to stay asleep was foiled by being suddenly lifted off his bed and tickled mercilessly. "I warned you." True Heart laughed as she tickled the little fox, blowing her lips on his belly. Soulful squealed with laughter as he tried to pull away. True Heart grinned and stopped tickling him. "Finally awake are you?" She asked hugging him fiercely. "You're not a morning cub, are you? Are you?" She asked, rubbing her nose against his. Soulful giggled.

"Am I interrupting?" No Heart asked with a smile as he walked in. True Heart shook her head.

"Just getting a certain someone up." True Heart smiled back. "Could you take him to breakfast while I wash up? He probably could use a change too."

"After that tickling, I wouldn't be surprised." Noble Heart laughed. True Heart just stuck her tongue out at him. Imitating her, Soulful Heart did too. "Alright, alright." Noble Heart chuckled. "You win. Say bye-bye Soulful." Noble Heart said as he took him in his arms. He gently held one of Soulful Heart's arms and waved it at True Heart who smiled and then disappeared into the bathroom.

"You're a very lucky fox." Noble Heart told Soulful as he carried him down the hall. Soulful Heart peered up at him. "We almost didn't find you…you were hiding in a bush. True Heart had to coax you out." Noble Heart shook his head. "I don't know what it would've been like it if you weren't with us."

This is getting too weird. Soulful Heart thought as he tried to keep track of where—and what—he was. One moment he was staring up into the faces of Noble Heart or True Heart, the next he saw them carrying an infant version of him through the hallway. The changes of perspective came without warning. There were times he still thought like himself, other times his mind was child-like…What is going on?

Soulful tried interposing himself in front of Noble Heart, only to have Noble Heart walk through him…literally. Soulful Heart shivered. If this is a dream, then I'm never going to let Bright Heart talk me into watching a five-hour QuantumLeap marathon again.

But what kind of dream is this…vivid?

Soulful decided to walk around. See what else there was to see. The fact that he had no real desire to see himself changed played no small role in this decision. Soulful walked through the hall and soon found himself in the main hall, where meals were served. He shouldn't have been surprised when he found roughly thirty or so cubs sitting in high chairs eating baby food, but found that he was all the same.

Weird. Soulful thought again. It was odd seeing the rest of the family when they were cubs. They looked—and acted—in a way that was both similar and different to what he knew of them. When he saw a young Playful Heart Monkey scoop up some of—Soulful didn't know what the mush they were being fed was—and through it at Brave Heart, who started bawling when it splattered in his mane.

Soulful Heart snickered. He wandered around the table, looking at quasi-familiar faces. From what he could determine, they didn't seem to notice he was there. Curiouser and curiouser…

When Noble Heart and True Heart came in, Soulful watched them bring in himself in tow. Or rather, his younger self; or what would have been his younger self…he shook his head, trying to avoid being bogged down in semantics. True Heart lifted the young Soulful into his seat and tied a bib around his neck as she fed him what Soulful had already described as mush. Soulful watched himself being fed for a while before it finally got too weird and he went outside.

He stared up at the sky, wondering just what sort of dream was this and if it was worth it to pinch himself and wake up, or if he should just wait for something less clichéd to happen. Soulful Heart heard the doors behind him open and he stepped aside as a small horde of cubs came running out, Noble Heart and True Heart right behind them.

The cubs dashed this way and that and split up to play. Soulful watched with no little amusement as "he" walked over to a sandbox to help a younger Bright Heart and Gentle Heart make a sand castle…only to have Brave Heart step on it and make Gentle Heart cry. Note to self: Soulful thought to him self, Next time the family goes to the beach, stomp on Brave Heart's sand castles.

Soulful sat back and watch them play…and run Noble Heart and True Heart ragged. He snickered. They looked exhausted, but seemed to be enjoying themselves. No matter how fun it was watching Loyal Heart chase Proud Heart or see Cozy Heart splash about in the fountain or see Grumpy sit under a tree and pout after losing a ball, Soulful felt his attention invariably draw back to…himself.

It was unnatural, at least for Soulful anyway. To him, childhood was something that had happened to other people. Not him. Seeing himself as a child was both bizarre and intriguing. So this is what I would've looked like, Soulful mused as he watched "himself" roll a ball back and forth with Bright Heart and looking absolutely delighted' laughing and carefree. Seeing that look on his own face was really uncanny. Unbidden, a strange voice interjected in his mind.

If you had been normal…if you had been real…You could've had this life.

Soulful felt his chest cave in. Why'd I have to go and think that Soulful thought mournfully, feeling as bad as he ever had. He fell to his knees as the surroundings dissolved around him. The Hall of Hearts, Care-a-Lot, the cubs, the younger version of him….all vanished.

All at once this seemingly pleasant dream became the worst nightmare he ever had. It was one thing to be intellectually aware of not having a childhood. To have it rubbed in his face, and see what his life could've been like…growing up with friends, loving parents…only to have it snatched away in front of his eyes—it was too cruel.

Soulful Heart felt hot…then cold…then started to fall.

There was a jarring impact all along his side, he tried to move but found his movements restricted. Soulful's eyes snapped open and it took a moment for him to realize what had happened. He was tangled up in his blanket and he'd just fallen out of bed.

It was all a dream…Soulful thought as he panted. Just a dream…He let out a choked sob before angrily wiping his eyes and untangling himself from his blanket. Soulful stood up quickly and promptly regretted it as he felt a flash of dizziness…his head felt like it was swimming. Fever. Soulful thought as he half-walked, half-stumbled out of his room, heading for the kitchen.

He felt his foot impact against something. Looking down he saw the architect of his current woes: No Heart's Journal; still lying on the floor in front of the couch where Regal had dropped it. Soulful felt a sudden, incontrollable burst of rage. That damn book…Soulful growled as he lurched over to the fireplace. A small fire was still burning there. Regal must have gotten it started before she'd left.

Soulful flung open the small doors that kept the fire in and threw the book into the flames, feeling a severe sense of satisfaction as he watched it begin to burn. Good. Soulful nodded once and then went over to the kitchen to get himself a drink of water before heading back to bed. He didn't check to see if it was light out or not. He just knew that he'd be staying in bed for a while.

Shortly after Soulful left the room, something strange happened in the fireplace. As the pages of the book burned, the fire changed from an honest red-orange blaze to a wicked looking black inferno. A voice, barely audible over the snapping flame and the sparks in sent out, gloated.

Free at last…Now it begins.

THE END