Rain took a frightened step back as the beautiful tabby she-cat approached her, her blue eyes staring at her intensely. "You have no need to be afraid, Rain," the she-cat purred, smiling as she stopped a tail length from the young mother. "My name is Basil. I am the Director of this place." She motioned with her tail to the large red mountain behind her. "On behalf of all of the officers here, Rain, I welcome you to The Orphanage."

"W-...what is it?" Rain asked cautiously as she set Angel between her paws, her eyes flicking to the cats on the walls. They were clearly guarding the dark red mountain.

"Surely you know what an Orphanage is," Basil mewed with a sweet smile, coming closer and placing her tail on Rain's shoulder. "We are an organization started by myself and my mate, Halvin. We take in kits that have either lost their parents or have been abandoned by them. We raise them and help them grow into powerful, intelligent cats that will someday be able to fend for themselves." She smiled and motioned at Rain's stomach. "We also take in mothers and fathers in need. We take care of them and help them raise and care for their precious kits."

Rain stared at her, partially frightened, partially skeptical, and partially intrigued.

Basil seemed to read the look in her eyes perfectly and chuckled a bit. "I know it must be hard to believe! A bunch of strange cats that live in a mountain who care for kits. Sounds weird, doesn't it?"

She remained silent, looking nervously at the sleek, beautiful she-cat. She glanced down at Angel when the kit suddenly let out a loud, pleading wail.

A heart melting look of gentility adorned Basil's pretty face as she looked at the crying kit. "The poor dear...she's starving. You look like you are as well, Rain..." Basil looked at Ervan and Rosemary. "Rosemary, go tell the Caretakers to be prepared to care for the kit and this poor dear. Ervan, you know your job."

Both cats dipped their heads before turning and hurrying off, vanishing into the mouth of the large cave.

"Now," Basil smiled at Rain, "Come along, Darling. We'll get you all fixed up and taken care of. That sweet kit and the kits inside of you need the nourishment and care our Orphanage can provide."

Rain hesitated, though, looking uncertain. "I...I'm actually traveling...to try and find a place where I can raise my kits peacefully..."

"Well, perhaps this is the place you've been looking for? We may not be a beautiful forest, but we're all a family here. We take care of one another and care for all cats in our midst." Basil turned towards the cave and began walking. "Just try giving us a chance, Rain. No one is going to force you to stay, after all."

She stared after Basil for a moment before sighing, looking down at Angel. She couldn't deny she and the kitten needed food, warmth and rest...and this place seemed safe and decent enough. If it's not, I can leave whenever I wish. she told herself reassuringly. With that thought comforting her, Rain picked up Angel and followed Basil.

She looked up at the guards in cautious curiosity as she passed through the huge opening in the walls that surrounded the mountain. She grew even more nervous than she already was when they approached the mouth of the cave. Basil looked at her and slowed down some until she was walking beside the smaller cat. "The Orphanage has been open for as long as I have been alive," Basil informed her calmly as they entered the cave. At first, it was too dark for Rain to see anything. But gradually, she began to notice dim lights made of some kind of turquoise colored stone covering the walls and ceiling of the entry way to the cave. "Of course, the mountain didn't look like it when we first got here...but I think it has evolved amazingly."

Rain froze when they entered the main chamber of the cave. Well, she could hardly call it a cave. It seemed like the entire mountain was hollowed out. Like a spiral staircase, a path of stone that started on the ground Rain stood on jutted out from the wall, and wound all around the emptied out mountain, up higher and higher until Rain couldn't even see it. She could see many passageways that connected to the winding path that led into dark tunnels further into the stone. A single golden ray of light hit the center of the floor, seemingly falling from the very top of the mountain.

"Impressive, isn't it?" Basil mewed, clearly pleased with herself as she looked around the inside of the mountain. "The mountain was found like this and, gradually, my mate developed it as he needed to to make it a successful orphanage." She smiled at the stunned look on Rain's face. "Come. I'll show you to our nursery."

Rain hesitated before following her, looking around as she walked, surprised at how many cats there were. Some were chatting on the base level, pausing their conversations to look at the blue she-cat with curious eyes. Some were entering and exiting the many entrances that branched off from the spiraling stone, holding herbs or prey in their mouths as they went. "Care of young ones and mothers is distributed equally within the Orphanage," Basil continued to speak as they began to walk up the twisting pathway. "She-cats that work in the Orphanage are known as Caretakers. They are either mothers who no longer need to be with their kits or she-cats that come here willingly to help our cause. They care for both kits and queens. We are protected by our Guards, mainly toms but a few she-cats as well. We also have Healers who help Caretakers care for queens and sick kits."

Basil looked over her shoulder at Rain and smiled. "After I show you the Nursery, you can go to the resting hall where Queens relax and raise their kits inside of them. I already have a Caretaker in mind for you."

"Temporarily," Rain murmured through Angel's scruff.

"Temporarily," Basil agreed with a dip of her head.

Rain relaxed slightly at that. Basil didn't seem like she had any ill intent. She was a beautiful, kind and intelligent she-cat who was kindly offering Rain and Angel comfort and shelter for as long as they liked. Maybe it can be a place to live...Rain though with a soft sigh. It seems nice...it may be in a mountain, but it seems like such a nice place...

She looked up curiously when, as they approached one entryway, she heard a series of loud squeals and meows from kits of varying ages. Ears twitching curiously, she followed Basil a bit quicker as they walked into the separate tunnel. In only a few minutes they reached an out cropping of stone, another path winding downwards into a large basin-like cave that was absolutely filled with kits. Nests in openings in the walls had queens lying on their sides inside of them, tiny kits suckling at their bellies. Older kits frolicked and played joyfully in the cave, guards standing around and keeping a close eye on the kits.

"This is the nursery," Basil told her, looking proudly down at all of the happily playing kittens. "Mothers with kittens older than two moons live here until their kits are five moons old. Then the mothers come to the Birthing Room to work as Caretakers and the kits live here until they're old enough to become either Guards or Caretakers."

"Are those...the only two work options here?" Rain asked, setting down Angel and looking at the golden she-cat.

"There are Healers as well, as I mentioned earlier. And, if kits find that they don't enjoy life here, they are always free to leave. Same with Guards and Caretakers. If they ever wish to no longer be what they are, they can leave at any time."

"That...that seems very fair..."

"Of course! I have no desires whatsoever to force anyone to stay," Basil turned her beautiful head and smiled smoothly at Rain. "I want every cat I meet to feel the same happiness and satisfaction that I do when I save so many kits and mothers."

Rain remained silent, staring at Basil for a moment before looking back down at the nursery, admiring how happy all of the kits bundling about were.

"Now," Basil stole her attention again. "How about I give this little one to a nursing queen?"

The fur on Rain's neck began to bristle.

"Not permanently," Basil quickly assured her. "You're not that far along, I can tell...you're not producing milk yet, and this little dear looks starved. I'll give her, temporarily mind you, to a nursing queen to care for while you're here."

"I'll get her back...?" Rain mewed cautiously.

"Of course."

"Can I see the queen you give her to?"

Basil nodded and waited for Rain to pick Angel back up before leading her down, into the canyon of the nursery. Rain was careful of where she stepped, not wanting to trip over a passing kit or step on one of their tails. They soon made it to one of the openings in the cave wall, where a very small silver and black she-cat was laying. She looked very young, with paws seriously dwarfed next to Rain's. She glanced up a bit nervously with bright orange eyes.

"Jadeite," Basil mewed softly, smiling. "Will you care for this kit? Yours just left, so I know you're a bit lonesome. And this one needs your milk that is just going to waste." She motioned to the mewling Angel with her tail.

Rain looked at Jadeite curiously as the she-cat flattened her ears some. She met her orange gaze for a split second before the she-cat ripped her eyes away, looking down and giving a small, timid nod.

"...P-Please take care of her," Rain meowed quietly as she set Angel in the nest.

Jadeite just gave a quick nod, not looking at her and helping Angel get to a nipple so she could suckle.

Rain watched as the kitten happily curled up to Jadeite's stomach, purring and kneading as she suckled on the she-cat's nipple. "...W-well...thank you, Jadeite," Rain mewed gently, watching as the she-cat just gave another timid nod.

"Now that that is settled, let's go," Basil purred, draping her tail over Rain's shoulder and leading her away.

"She seems a bit..."

"Nervous?" Basil sighed. "She has always been that way, I assure you. Now come. I want to introduce you to Marcy. She's the she-cat who will be taking care of you during your stay here. She has two young kits, but they shouldn't bother you too much."

"I-I don't mind that there are kits...maybe they'll help me get mentally prepared for my own."

Basil chuckled, smiling as her whiskers twitched in amusement. "Most likely."

Rain was led back to the main spiral of the cave. From there, they went to a lower level that took them to a separate section. The tunnels were dim compared to the ones outside, the rocks on the walls in lesser supply here. Soon enough, they came into a large cavern that was lit by a concave of the stones at the top of the dome-like room. A sparkling pond with a small stream flowing from it sat in the center. A few pregnant she-cats that were drinking from the pond looked up curiously when Rain and Basil entered.

Every eye seemed to burn into Rain's fur as she walked at Basil's side. The ever-constant stares of the queens made her nervous. Her paws itched to flee from the intense eyes and her heart was fluttering in her chest...but she forced herself to stay and keep walking. They soon came to one of the small caves that connected to the wall of the cavern.

Lying inside was a pretty pale brown tabby with small white paws and a white chest. Her eyes were closed but as soon as Rain and Basil entered the den, they opened to reveal a lovely shade of hazel. The cat lifted her head, frowning slightly at the two she-cats before her.

"Marcy," Basil smiled coolly at her. "I have a favor to ask of you."

"Whatever could that be, Basil?" The queen, Marcy, asked in a terse tone.

Basil flicked her tail at Rain. "This is Rain. She's carrying kits and is on a journey to find a nice place to raise them. She's going to be staying here for awhile to get some meat on her bones so she can better care for her unborn kits. I'd like you to take care of her during her time here."

Rain looked at the tabby she-cat, whose ears had flattened slightly at Basil's words. She was confused by the cautious look of mistrust Marcy seemed to be sending in Basil's direction. The moment that fierce gaze snapped onto her, Rain flinched back a bit. In only the next second, Marcy's look of ferocity changed to one of sweet gentility.

"It must be hard," she meowed to Rain, standing and touching her ear gently with her nose. "Of course I'll look after you while you're here. This is probably your first litter."

"Y-yes..."

"Good," Basil yawned and stretched, her muscles rippling beneath her luxurious pelt. "I will come to check on you later, Rain." She turned and strode off, silence following her light pawsteps on the cold stone below.

"...You must be hungry." Rain looked at Marcy as the she-cat picked up a mouse from the corner and nudged it towards her. "Here, eat."

"T...thank you..." Rain hesitantly laid down in the warm den and bit into the mouse, trembling at the delectable taste. She dug happily into it, savoring every bite, glad that her kits were getting more food than they'd ever had in their short lives within her. She glanced up at Marcy as she ate to find the hazel-eyed she-cat staring at her.

"Where are you from?" Marcy asked in her slightly cold, monotone voice.

"...T-the Tribe of Shattered Ice..." she responded quietly.

"What is that?" The she-cat inquired. "I've never heard of a Tribe."

"It's...a group of cats that live together, that's all. Like here, but...but none of us were cared for as well as the cats here."

Marcy scoffed but, when Rain looked at her, she cleared her throat and looked away.

"...Basil said you had kits?" Rain mewed quietly after a few moments of silence.

"Yes," Marcy answered after a slight hesitation. She looked at the entrance of the den before calling out. Two tiny kits suddenly came racing in. The fluffier of the two was a pretty golden she-cat with large green eyes. Her sister was a tabby, like her mother, and the same green eyes as her sister.

"Mommy! Mommy! Mommy!" The two she-kits trilled happily, bounding up to their mother and climbing all over her.

"This is Breeze," Marcy told Rain, motioning to the golden she-kit, "And Ami."

Both kits froze, looking at the stranger in their den with wide eyes.

Rain smiled kindly at the two kits, flicking her tail in greeting. "Hello, little ones. My name is Rain...I'm going to be staying with your mommy for a little bit."

"Are you from outside!?" Ami gasped, gawking up at her.

"Outsi-"

"Yes, she's from outside," Marcy answered for her, lying down and curling her tail around her kits. She licked the tops of their heads with a quiet sigh. "Now don't talk about the outside anymore. You know Basil doesn't like it."

"Why doesn't she?" Rain dared to ask, honestly not too surprised at the cold look Marcy gave her. "I-I'm sorry...you just don't hear about cats that don't like to talk about the outside...I-I personally like it outside. The wide open skies, watching the sunsets-"

"We never get to see the outside," Breeze told her. "Only guards, like daddy, are allowed to go outside! Mommies and kits can't, because it's such a dangerous place. That's what Basil said."

Rain glanced at Marcy, who was staring blankly at her paws. "...S-so, your daddy's a guard here?"

"Yup!" Ami grinned in pride, bouncing around a little. "He's the leader of the guards! Daddy's name is Ervan!"

Rain blinked in surprise, her ears twitching. "Ervan?" Looking at Marcy, she was even more surprised when the she-cat nodded. "I...met Ervan. He and a she-cat named Rosemary were the ones who found me."

Marcy scoffed and stood, Breeze tumbling off of her. "Of course he'd be with her!" She hissed before quickly leaving the den, her ears flat against her head, her tail down.

"Daddy and mommy aren't mates anymore," Breeze informed Rain with a heavy sigh, her sister sitting down and pouting. "Basil said that daddy needed to be with someone more competent, so now he's with Lieutenant Rosemary. She's going to have kits soon, I heard."

Rain stared at the kit, a bit surprised. Why would Basil force two cats to split up just because she believed one to be incompetent? She blinked and cleared her throat some. "I-I see...do you still get to see your daddy?"

"We've never met him," Ami admitted. "Mommy won't let him come see us. He tried once and mommy just screamed at him to get away from her. He hasn't tried to come see us since then..."

The blue she-cat frowned a bit, feeling sorry for the two kits. She could tell by the looks on their faces that they really wanted to meet and spend time with their father. She hesitated before smiling reassuringly at them. "I'm sure they'll make up someday and then you can meet him," she told the kits, gently petting their ears with her tail. "He's your father. He can't be out of your lives forever."

"Some kits never see their daddies," Ami squeaked. "Lots of daddies and mommies don't stay together after having kits."

"W-why?"

"That's enough, you two," Marcy reentered the den and nudged her kits. "Go on back to playing."

The kits nodded and bounded off to play.

Marcy then looked at Rain, her eyes narrowed. "It's best not to ask questions while you're here," she growled quietly. "Nor would it be wise to look into anything going on within the orphanage. I suggest you just mind your own business, Rain."

"I-I'm sorry...I was just w-wondering why those kits...never see their fath-"

"Because he's a worthless piece of fox dung who doesn't love me!" Snapped Marcy, her eyes flashing dangerously. "A stranger like you wouldn't understand how that feels!"

Rain stared at her before looking down at her paws. "...I do, actually."

When Marcy spat, she shook her head. "I honestly do. The father of my kits, Shard...he's the leader of my Tribe and the reason I left. He's a cruel, sick, twisted tom who cares for nobody but himself. He lets kits, queens, toms, elders...anyone die. He lets them starve. He was planning on killing my kits to keep from losing me...his favorite out of his endless supply of mates." Rain closed her eyes and sighed. "So I can understand exactly how it feels."

Marcy remained silent after that, staring at Rain and then huffing, looking away.

Rain stood and quietly left the den, going to the crisp, cool pond in the center of the cavern. She bent down once there, taking a refreshing drink. When she looked up, all of the queens and kits in the cavern were staring at her.

She licked her lips, a bit self consciously. "Um...I-I'm Ra-"

They ignored her, turning and quickly returning to their own dens.

She frowned, sitting up some and twitching her tail from side to side. The cats here aren't very social, if these queens and Marcy are anything to go by...She sighed and went back to getting her drink before returning to Marcy's den. She saw the she-cat curled up, asleep with her back to her.

Sighing, Rain laid down on the other side of the den, curling into a tight ball. She closed her eyes and slowly fell asleep, her hopes and dreams for her precious kits lulling her into the world of her dreams.

"Rain."

She awoke with a small flinch of surprise, her green eyes opening and looking around as she lifted her head. Standing before her was a small, but lean and well muscled black and white tom with burning amber eyes. Rain blinked and slowly stood, staring at the tom. "Who are you?" She asked quietly.

He didn't answer her and simply turned. "Follow me," he meowed over his shoulder.

Confused, Rain obediently stood and followed the tom. She wasn't sure of her surroundings or of what surface she was walking on. Her eyes were glued to the tom and refused to leave his slender form. She almost felt like she was trapped in a spell that kept her eyes glued to the tom's silky fur and sleek frame. The spell wasn't broken until he stopped.

Rain blinked and looked around in confusion, still not registering her surroundings.

"Rain," breathed the smooth-voiced tom, turning to her and staring softly at her. "Rain, I'm glad you've come."

"C-...come?" She murmured, a bit dazed and confused.

"To this place. This place needs you, young one," the tom bowed his head slightly. "Many lives will be lost, Rain, but you can save some just by being yourself."

"By being my...self...?"

"Yes."

With that one word, Rain felt compelled to look down. She instantly regretted doing so. She let out a wail of terror at seeing bubbling, hissing lava splashing about beneath her. She tried to scrabble away from the searing heat that was scorching her paws and stomach, but she seemed frozen to the spot.

"You will understand soon, Rain," the tom breathed, stepping forward in mid air and touching his nose to hers. "You have a long journey ahead of you...and many eyes are watching you. Many paws are reaching out to help you and many hearts are coming together to love you. You'll understand everything soon..."

Rain couldn't find her voice as the lava rose, more and more. She screamed in distress when the lava spilled over her paws, searing pain jolting viciously through her body.

She gasped and gagged as the lava flooded, higher and higher, until it covered her head. She was left to writhe helplessly in the red, boiling lake, screaming only to choke in a mouthful of the molten material.

When her eyes snapped open, the lava was gone and she found herself still in Marcy's den. Ami and Breeze were asleep with their mother, the dim green light of the stones on the roof filtering into the den.

Rain trembled and panted, the smell of burning flesh and fur still fresh in her senses.

You'll understand everything soon...

"Understand what...?"

Whew...took awhile to finish this chapter, mainly because of my own laziness and waiting for my beta. :3 Sorry about that! Please enjoy!