A/N: This is loosely based on the traditional fairy tale, though there may be allusions to the various adapatations. I've seen so many fanfic adaptations in several different fandoms, but never one that I was really satisfied with, so I decided to take a shot at it myself. I hope I don't disappoint myself

Just so some of the changes in the history don't catch you off guard, this takes place in a slightly alternate universe. The extent of the changes will be discussed in further detail at the end of the chapter. In the meantime, try not to worry about it too hard.

I hope you enjoy!

Part I : The Abandoned Ship


The ship was landlocked in what must have in the distant past been a small inlet. Though its hull was overgrown with vines, at a glance it seemed to be in pretty good shape, considering. The waterbed had long since dried up, and an ecosystem of shrubs and young trees, wildflowers and brilliant blue mothflies now made it their home. At the boys' approach a flying rabbit-squirrel scurried up the side of the ship and leaped into the nearest tree.

Meat-instincts sharp as ever, Sokka's stomach growled at the sight, reminding him that it had been several hours since he'd eaten.

"Aang," he said, putting a hand on the younger boy's shoulder, "Why don't we head back? Katara's probably had enough time to cool off by now, I'm sure it's safe"

The airbender turned to Sokka, his grey eyes wide with youthful excitement.

"Oh, come one! Don't you want to explore the ship?" Though the Avatar's voice had begun to deepen since Sokka first met him, his face and heart were still those of a child, full of innocent glee even as he rapidly approached his sixteenth birthday with the weight of the world on his shoulders.

Sokka glanced at the vessel ahead of them and cringed as a foreboding feeling washed over him.

"I really don't think that would be the best idea. Don't you remember what happened the last time you decided to snoop around a landlocked boat?"

Aang frowned, remembering the ancient merchant's ship he had talked Katara into showing him when he had first arrived at the South Pole three years ago. Who knew it would be so flammable?

"Well," he said, perking up, "No one got hurt."

"Yeah, because you had a waterbending prodigy with you to put out the fire before it could explode the entire ship!"

"Soooooook-kaaaaaaaa! Come on! I'll be careful – I won't touch anything, promise."

Sokka looked unimpressed.

"Aren't you even a little curious about what it's doing here?" Aang wheedled. "Who knows, there might be some really neat weapons or something."

Sokka appraised the ship again.

"Well…I guess a quick poke around couldn't hurt. But no touching anything!"

Aang clapped his hands and raced towards the ship on an air scooter while Sokka ran after, trying to catch up and tripping on vegetation the entire way.

"Just a few minutes. Ten, fifteen tops," Sokka said, puffing to catch his breath as he came to a stop beside Aang at the side of the vessel. "Then it's back to the inn where we left Katara. I'm hungry, and I'm not going to stick around wasting away while you play explorer."

"Yeah, sure," Aang replied, looking for a way to climb up. Without a word he created another air scooter and whizzed around to the other side and back.

"It sure looks a lot bigger up close, but I can't find any way up," he reported.

"Hmm, well, I guess that's so much for exploring. Let's go get dinner – Aang?"

"I'm up here Sokka!" While the watertribe boy hadn't been looking Aang had used his airbending to propel himself up over the side of the boat, and was now waving down from the deck.

"There's a rope bridge over here," he called, pointing towards the stern. "I'll lower it so you can climb up."

This was achieved in short order, and soon Sokka stood next to Aang aboard the ship. The trees of the surrounding forest cast a shadow over the deck as the late afternoon sun sank lower in the sky. They hadn't noticed the noisy chirps and buzzes of the surrounding fauna before, but now they were sorely missed in the sudden hush that overcame them, as if the forest itself was holding its breath.

Of course neither boy would admit that this majorly freaked them out.

"Come on, let's go inside," said Aang. As he walked towards the cabin door his step was noticeably less light hearted and more hesitant than usual, but Sokka didn't point it out. He was too busy readying his boomerang,

On the ground level was what appeared to be an abandoned galley that smelled of mud and pond water. Long metal tables and benches were bolted to the floor and served as trellises for the wisteria-lilies growing wildly from the mud and shallow water that flooded the room.

"Gross!" Sokka picked up and shook a mud-filled shoe with disgust. As if on cue an adolescent mockingfrog leapt out of the water and landed on his head before croaking out a loud "chirrup" and diving back into the water, splashing the hapless warrior. Aang laughed from where he floated safely above the water on his air scooter, but Sokka was less amused.

"There's an entire ecosystem living in here!"

"Probably," Aang chirped, Sokka's distress having done much to chase away the eerie feeling that had befallen just moment s before. "I guess this thing has been here a really long time."

Sokka picked his way back towards the wall where the water was shallower, and began to edge his way around towards the staircase near the front of the ship.

"You're telling me," he said, "Now that I've gotten a closer look at this thing, I've never seen any fire nation ship like this before – and it must be fire nation with all the steel. The design seems really outdated."

"I haven't seen one like this either. I wonder why it's still in such good shape. I mean, aside from the frogs and stuff."

"Yeah, aside from the frogs," Sokka grumbled, stepping out of the water and onto the stairs, "Are you coming, or what?"

"Coming!" Aang zipped across the room, his scooter sending ripples through the water, and landed gracefully next to his friend, dry as a bone. Sokka glared, and then pushed, sending Aang butt first into the water. Luckily the younger boy was able to use his airbending to slow his fall, but he still got wet.

"Sokka! What was that for?" he yelled in confusion as he jumped back to his feet, but Sokka was already well on his way up the stairs and ignoring him, so Aang just blew himself dry with a quick gust of air before rushing to catch up.

The staircase was dimly lit by what little sunlight flickered through the narrow, red tinted windows. Soon enough they came to a landing that opened onto a dark hallway leading to rooms that would on a working vessel presumably have served as the officers' quarters.

They passed two more landings before reaching the observation room at the top from which they could see the entire clearing. Like the rest of the ship, this room too had been taken over by plant life. Thick vines framed their view, threading their way through jagged holes in the glass that surrounded three sides of the room and taking advantage of the sunlight such height offered. On them grew brilliant red and gold flowers, the largest of them at least the size of a grown man's fist.

"I've never seen sun roses that big before," Aang whispered in wonder.

"Sun roses?" Sokka repeated, more skeptical than impressed. He was more interested in the steering equipment and had taken little notice of the flowers before the other boy mentioned them.

"Mmhm. That's what they're called. They're really rare – I've never actually seen them growing before, just the flowers. They're usually only sold one at time because they're so hard to grow, but the ones I saw were nowhere near this big."

Sokka leaned forward and inspected one, putting his face right next to it and sniffing cautiously. He then reached out to touch it before yanking his hand back with a yelp.

"Roses have thorns, Sokka, you should be more careful," Aang said helpfully.

"I know roses have thorns!" the older boy snapped before going back to inspecting his injured finger. Aang, more cautiously than Sokka, fingered the leaves and vines and furrowed his brow.

"I wonder why they're growing up here so well. I guess there is plenty of sunlight, but, it's a metal ship, and this is pretty far away from the ground, and from the galley-pond. Flowers can't live on sunlight alone, right?"

"Why are you asking me?" Sokka shrugged. "You're the flower expert."

They looked around for a few more minutes more before Sokka decided to go look at the rest of the ship.

"Yeah, okay," Aang agreed, "I just want to take one of these roses for Katara."

Sokka gave a loud snort from behind him.

"As an apology present!" Aang hastily explained.

"Yeah, sure."

"You know I don't feel that way about her anymore; it was just a crush." Aang drew a tiny sliver of water from the water pouch he had taken to carrying with him and carefully cut off a deep red flower at the base of its stem.

"And besides," he added, turning to Sokka, "I'm going to say it's from both of us." With this he brushed past and started down the stairs, rose in hand, Sokka following after.

"Hey, I don't owe Katara a thing. If anything she should be apologizing to me, the way she blew up at us. Did you see her water-whip me this morning? Right out on the street – there was an audience!"

"She did have some good points, Sokka. We do tend to take all the stuff she does for us for granted a lot."

"An. Audience."

"And you did say that it was her 'sacred duty as a woman' to wash your dirty socks."

"I was joking!"

They quieted as they reached the uppermost landing. The sun had gone even further down by now and it was almost pitch black outside of the stairwell. Sokka grabbed an unlit torch that rested in a nearby sconce and thrust it towards Aang.

"Here. Use your Avatar magic to light this."

"It's not magic," Aang said "And you know I don't know how to firebend – we haven't even found me an earthbending sifu yet."

"How hard can it be? Just snap you fingers together and make some fire." Sokka rubbed his fingers together in demonstration several times, finally producing the desired snap on the third try.

Aang ignored this.

"I think I have some fire rocks in my pocket, hold on." After a moment Aang produced them.

"Hold the torch still while I light it."

"Some Avatar, can't even make a single measly flame," Sokka grumbled, holding the torch while Aang rubbed the rocks together.

"Hey, I'm not even sixteen and I've already sort of almost mastered two elements. How many can you bend?"

"Three. Sarcasm, boomerang, and your butt."

Aang finally coaxed a spark from the rocks and in moments they were awash in the torch's orange glow and making their way down the hall, their steps reverberating ominously against the metal.

Sokka stopped at the first door they came to and stuck his boomerang in his belt so he would have a free hand to turn the handle. It wouldn't budge. He shook it a little, throwing his weight into it as much as he could while still holding the torch upright, but it remained shut tight.

"This room over here is already open," said Aang, his whisper echoing clearly down the corridor from his position a several yards down the hall.

In a few quick strides Sokka was by his side. The windows of the room faced east, and not a speck of sunlight made its way through the tinted glass to aid their sight. Cautiously, Sokka stepped inside, holding the torch at arm's length, trying to cast as much light on the room as possible.

"I wonder if this was the captain's bedroom," Aang said softly from behind him. Indeed, the room was more spacious than what one would usually see on this type of vessel. A large bed was bolted on one side of the room, with what looked like what might have once been a Fire Nation flag hanging above it. The fabric now hung in tatters, burn marks scorching the edges. Broken and melted candle stubs and trampled parchments scattered the floor.

"Well, it's kind of a dump now." Sokka kicked at a candle and watched as it rolled across the room and under the bed.

"Oh man, but check out these swords," he said, casting the torch light on the wall where two twin blades hung. He made his way towards them, careful not to trip on any of the debris.

"Sokka, you said not to touch anything," Aang protested. Something about this room gave him a bad feeling, even more so than the rest of the ship. He was really starting to regret his insistence that they explore.

"I said for you not to touch anything. I, on the other hand, am not the one who almost single handedly melted the entire south pole, and therefore can touch whatever I want."

Sokka unhooked one of the swords with a flourish, the fire light glinting off the steel.

"Wow, this thing has great balance. Aang, you got to check this –"

The torch's fire suddenly flared high, and Sokka almost dropped it in his surprise. Twin torches on either side of the room came to life, and candles of various sizes that lined the shelves on the walls became visible as they too ignited.

"Aang, I thought you said you couldn't fire bend yet..."

"I can't." Aang's voice came out as barely a squeak.

An angry roar filled the room, drowning out the clatter of the sword as Sokka dropped it in his terror.

A/N: Since I'm not sure how much of or how clearly the changes in history will end up being revealed in story and I don't want to clog up the narrative with a bunch of irrelevant exposition, I'm going to give a quick run down here for the curious.

Same world, with benders, avatars, four nations, etc. Big difference is Avatar Roku wasn't killed by Sozin, and the comet wasn't used for nefarious purposes. So, no 100 year war, no Air Nomad genocide. Roku died of (extremely) old age over 16 years ago, and the Avatar was reborn as Aang.

Ozai is still Fire Lord. Lu Ten died of an illness around the age he died in the show, and as in the show Ozai used his death as a gambit to take the throne, Zuko ends up scarred and banished for being a disappointment, Iroh goes with him, etc. Zuko wasn't given any mission, just the vague order to "prove himself". Shortly after leaving the Fire Nation he and Iroh disappeared and haven't been heard from since.

As with Sozin in the show, the Air Nomad elders recognized that Ozai was a megalomaniacal despot, and so revealed to Aang his Avatar-ness early so he could get a jump on mastering the elements and taking his place as peace-keeper in chief. Aang went to the South Pole about 3 years ago at age 12 to begin learning water bending – because there was no war the Southern Tribe is thriving and are generally thought to have a superior bending style than the north by the other nations (perhaps because of their greater gender equality). Since then Aang has progressed greatly with his waterbending but still hasn't quite mastered it. However, he needs to get a move on it and master the other elements, so he's currently in the Earth Kingdom searching for an Earth bending master to teach him. Katara and Sokka are accompanying him – Katara to continue training him in water bending, and Sokka because, as future leader of the tribe, Hakoda wants him to learn about the other nations.

Wooh! That took longer than I expected.

So, yeah, just a few tweaks to facilitate adapting it into the fairy tale type story I want to tell. Most of it really isn't that important to the main story here, it just serves as a canvas, if you will- which is why I'm giving all this information in an author's note rather than taking greater pains to work it into the narrative.. Here's everyone's ages, in case you're confused:

Aang – 15, closing in on 16 in a month or two;

Katara – just turned 18;

Sokka – 19;

Zuko – would be 20 ½, if anyone knew where the heck he was.

Mockingfrogs, if you were wondering, are a hybridization of mocking birds and frogs (duh). They mimic the sounds of other birds and amphibians, and grow feathers once they mature from polliwogs into frogs. However, they don't fly immediately upon reaching frog hood – there's an extra stage added onto their lifecycle and they can't fly until they reach sexual maturity/adulthood. Also, they don't actually fly, they kind of glide, a lot like flying squirrels – or flying squirrel-rabbits :P

Sun roses and wisteria-lilies are also my own inventions.