FYI: this is in no way related to my other one-shot, Phase Three.

Phase Two

Truth be told, Kalinda Halcyon was growing a bit bored with her squad's latest mission. Admittedly, it was less of a mission and more of a stop to resupply aboard the Republic ship, the Integrity, but the fact remained that they were supposed to stop, load up, and head out on their next destination within three standard hours. Not that she didn't mind being aboard a Venator-class starship with working 'freshers, but the entire thing was taking far too long. Normally Shadow Squad was delayed for any number of reasons, though they mostly had to do with her getting sucked into all manner of "Jedi business" the moment she set foot aboard such a vessel: meetings, tactical discussions, meetings, meditation sessions...more meetings.

But today, oddly enough, Kali's presence was in low demand. While that would have been a pleasant thing, as it normally meant that she would get to spend some private time with a certain clone captain, Stonewall and the other men of her squad were nowhere to be found.

"Something about an armor upgrade," he'd said when they'd received word that they were to dock with the Integrity as soon as possible. "I can't imagine it's anything too intense."

"Probably just a new skirt for you, eh Cap?" Crest – the ordnance man – had said, elbowing the officer in his good-natured way. Kali had tried not to chuckle at the frown that had crossed Stone's face at the jibe, but she'd failed and he'd shot her a disapproving look.

I can't help it, she thought as she checked over the systems of their little transport, the Wayfarer. It all looks the same to me after a while. And all those names for each piece...that's why I like a plain tunic and boots. The ship was fine, had been fine since the last time she'd checked, and the dark-haired woman was just deciding to go try her hand at meditating again when she felt a familiar presence approaching.

With a grin, Kali slipped out of her seat and crossed the space to the hatch, leaning against the door frame as she watched Captain Stonewall approach. However, her mouth dropped open as she studied him.

"What's wrong?" he asked as he came to stand before her, almost eye-level with her from where he'd stopped on the ramp. His white-armored arms spread. "Don't like it?"

"It's...different," she replied. He was wearing his helmet but when his head tilted she knew he was giving her that look, so she elaborated. "It's missing something."

Stonewall shook his head and took several steps forward so that he was within the midsection of the ship, out of sight of anyone in the hangar. She followed. "It's very different," he said, his voice somewhat distorted by the annunciator. He tapped his visor. The familiar T-shape that had been so clean before was now more squat and distorted, and there was cylinder-shaped molding on either side of his jaw. "It's been upgraded, Kali. The visor is polarized, and I now have a far more advanced – and effective – filtration system and oxygen supply."

She nodded, but frowned. "That's good, I guess."

He shifted his broad shoulders so she could see the black body-glove beneath the white plastoid. "The suit's pressurized as well, so I can withstand open space for a longer period of time, and the Kaminoans added some padding so that it's easier and more comfortable to sit down."

As he spoke, Kali began to walk around him, surveying the new kit. The pauldron was still a matte-gray color, though she thought it looked a bit longer than his previous one. The spaulders that rested on his shoulders were painted with the crimson slash that designated his rank, below which rested the rerebraces around his upper arms, also marked with the deep red color. After that she was lost. "What are the elbow-pieces called again?"

"Couters," he said, his back straight. "And the vambraces cover my forearms. Gauntlets on my hands-"

"I remember those," she replied, pausing to lift his left arm as she examined the piece in question. The black gloves he wore clung to his fingers like a second skin, and she found herself recalling that the rest of the body-glove clung to his well-muscled frame in a similar manner. As if catching her thoughts – which was very likely – he squeezed her hand once and continued his explanation.

"The utility belt was upgraded as well, and they changed the design of the culet so we can actually sit down without wincing."

"Good to hear," she replied, leaning around to study him from the rear. On a whim she tapped the plate in question, the soft sound almost echoing in the cabin. "It does look more comfortable."

Even though she could tell he was distracted by her actions, Stonewall continued to explain the new armor, his voice belying his true excitement over the gear. "The plastoid alloy they used was reconfigured so that the whole thing is stronger, but without sacrificing flexibility or adding more weight. I took the time to add some paint – which was part of the reason it took so long, by the way. It was easier to do it here."

Kali skimmed her hand down the smooth piece that covered his left upper leg, noting how the crimson mark extended along the side of his outer-thigh. "This is the poleyn, right?"

"Cuisses on the upper legs," he corrected, taking her hand and pressing it against the plastoid, centimeters from the section where the body glove peeked through; naturally her fingertips edged their way to the black fabric and she felt his leg tense beneath her touch. "A poleyn covers the knee-cap. Greaves are on the lower legs."

Nodding, Kalinda dropped to her knees and knelt before him, examining the slash of crimson that ran down the length of his calves to his ankles, ending at the familiar white boot, the tread of which was unblemished and clean. "These are new as well?"

Stonewall shifted as she looked up at him. "Right...they're magnetized." His voice was odd and she gave him an innocent smile, though she remained in a kneeling position before him. "Better...traction."

"Very nice." Her smile broadened and his shifting increased.


"But," she said, rising to her feet. "It's still missing something."

His helmet tilted as he considered her words. "No, Kali'ka, I don't think so. If anything there's more to it; I can attach any number of additional features if I want..." He trailed off as her arms slid around his waist and she frowned. "What is it?"

"The..." She looked at the place where his eyes were, behind the fancy new polarized visor. "The thing...the one that goes here." Her fingertips traced the lower edge of his belt around to the small of his back. Don't make me say it. Again, his head tilted in confusion, so she sighed."You know...the skirt-thing."

His shoulders straightened and he gave a slight huff, the sound garbled by the helmet's mic. "It's a kama, Kalinda. Not a skirt. It's to protect my legs from shrapnel."

"Right, the kama," she repeated with a nod, trying not to roll her eyes at the indignation that was rippling off of him. "Where is it?"

There was a pause while he regarded her. Finally he took a deep breath. "I decided to opt out of it this time around."

"But why?"

"It's cumbersome," he replied, tilting his head down at her even as his arms found their way around her waist and he pulled her a little closer. "And kind of unnecessary for the missions we take part in. We're not in high-shrapnel situations that much, you know."

Kali leaned her head against his chest plate and inhaled the scent – it was new, a little acerbic and not at all like him – and she remembered how the old one had been full of dings and nicks that he'd gotten in battle, some of which had happened while they'd fought side-by-side. You're being sentimental, she told herself. It's just armor, and it's not like this set won't be covered in scratches before too long.

But despite all of this, she sighed and looked up at him. "I know, but I...liked it."

"You liked the kama?" The incredulity in his voice made her bite her tongue to keep from laughing. One thing she had learned from being in the company of clones was how seriously they took their armor; open laughter about anything to do with their kits was not appreciated.

So she gave him a particular smile, one that she knew he wouldn't misinterpret. "Very much. It rested quite nicely on your hips...and you had this very particular walk with it on. Almost like a swagger, but not in an arrogant way."

"Really?" He sounded perplexed, still. "I thought that was because it was do have to kind of change the way you move, given the extra weight and the way it shifts." His voice had taken on the thoughtful resonance it did when he was talking strategy or weapons, and his hands loosened at her waist. "But ultimately, that's the problem," he finished, glancing back down at her. "It just wasn't necessary."

Dropping her hands, Kalinda shrugged and took a step backward, taking in the complete picture of her captain in his new armor for a few moments before she shook her head. "That's a shame," she said with a sigh. "I thought it was rather alluring."


Then his helmet tilted, the polarized visor reflecting the dim lights above their heads as he repeated her words. "Really?"

"Well, that's one way to put it," she replied, crossing her arms to her chest and giving an exaggerated sigh. "Sexy is another way."

"You thought that the kama" He was shaking his head in disbelief.

Kali shrugged again. "On you, yes."

More silence. Even though she couldn't see his face, she knew from the shifting in his stance that he was about to speak, when the sounds of the rest of Shadow Squad approaching made them both turn.

The other men had all been similarly outfitted, though they each wore a basic set of armor, without pauldron or kama, and since Kalinda was now well-versed in the mechanics of it all, she was able to properly exclaim over the new kits. During the brouhaha, she noticed that the captain managed to slip out of the Wayfarer, determination in his stride as he made his way across the hangar.

"We thought about getting crimson marks as well," Crest said as she examined his bucket, which he'd removed to hand to her. "The colors aren't so much for rank anymore as they are for squad designations. But we weren't sure if you'd like us to choose our colors."

The helmet was lighter than the previous phase's style, and Kali resisted the urge to stick it on her head as she made noncommittal noise. "Crimson is fine with me. You guys have to wear the armor, you know. If you like the color, I don't have a problem with it." She handed the bucket back to Crest and turned as Milo – the squad's youngest member – tapped her arm to show her his upgraded utility belt.

They were all so engrossed with the new armor that Stonewall managed to return to the ship almost unnoticed. The next time that Kali looked up and saw him, she couldn't help the grin that came to her face as he strode towards her, gray kama swinging around his hips in a most pleasing manner.

"There's the skirt!" Crest exclaimed. "It suits you, Cap, it really does."

Milo's brows knitted as the captain paused before Kali and removed his helmet. "But Captain, I thought you said that you didn't want-"

"Why don't you check the cargo-hold, Mi?" Stonewall asked, honey-brown eyes fixed on his general. "All of you." As they filed off, grumbling, he lifted a brow at her, but said nothing more.

In response, Kali grabbed the edges of the dense, thick fabric and pulled him closer to her, leaning up to kiss him while his arms encircled her waist, grinning as she did so. "Much better this way. You know, I love a man in a kama."

This popped into my head after some discussions on clone armor with some like-minded folks. :P

Thanks to Wookieepedia and Wikipedia for the armor terms; credit also goes to reulte and BunBun Fett for their handling (no pun intended) of clone armor, which provided inspiration.

Reviews are always encouraged!