Author's Note: I blame Jade-Max and her amazing Captain and Commander series for spawning a plot bunny that absolutely refused to leave me alone. 140k+ words later this fic happened.

Most of the first chapter springboards off of ideas that Jade presented in C & C, (Chapter 3: Boys Are the Same, and Chapter 8: Fallout), as well as the Season Four episode "A Friend In Need," and the four-part Umbara arc, but the rest of the story is the product of my crazy brain that simply had to know "what if...?"

Additionally, I'm in Jade's debt because she graciously offered to beta this fic; her feedback and insight were a tremendous boon, and this story would not be what it is without her input.

Caveat: this is not a Rexsoka, so if that's what you're looking for, you won't find it here. However, there is much romance, fun, angst, and drama ahead, with a bit of adventure sprinkled in, and I sincerely hope that you enjoy the ride.

In case it's not obvious, I don't own Star Wars and make no money off of this story.

Remember: reviews and feedback are always welcome. :)

Special thanks to Broken-Wolf on deviantART for letting me use her artwork for the story cover. :D


The title is taken from Keane's "A Bad Dream," on the album, Under the Iron Sea.


The Fighting Kind

Why do I have to fly,

Over every town, up and down the line?

And I'll die in the clouds above;

And you that I defend, I do not love.

Where will I meet my fate?

Baby, I'm a man and I was born to hate.

When will I meet my end?

In a better time, you could be my friend.

I wake up; it's a bad dream,

No one on my side. I was fighting,

But I just feel too tired to be fighting.

Guess I'm not the fighting kind.


Chapter One

Despite what you may think, this is not a love story.

It is not a defense of my actions, nor is it a plea for you to understand why I made the decision that I made. Leaving the GAR was perhaps the most difficult choice I've ever faced in my tenure as captain of Torrent Company, of the now-infamous 501st Legion, but it was not a choice that was made in a vacuum. It did not happen suddenly, nor did I make it lightly, but I suppose some explanation is needed.

So I've decided to set down my story. Everything is as accurate as I can make it, and those events that are not from my perspective were carefully notated from the person who experienced them.

I would like to add that I feel that I made the right decision; it is, after all, my choice, my fate, my future. My life. Perhaps you would have done the same, were you in my shoes; perhaps not. To be honest, I don't much care about that, any longer.

Whether or not my reasons for desertion are satisfactory, I leave to your discretion.


During the second year of the Clone Wars...

The only constant is change.

It was an unalterable fact of which Captain Rex was well-aware, but his comprehension didn't necessarily lead into acceptance, not always. For nearly two years he'd served alongside the Jedi, and he'd come to know – if not entirely understand – their behavior and actions. On Kamino, he'd been taught that the Jedi were infallible, god-like in their superiority, and that their orders were to be obeyed without question or hesitation. For a long time, this was not an issue.

The issue – such as it was – sprang up rather unexpectedly, one day after he came across Ahsoka – Commander Tano, rather – seated alone in the observation deck of the Resolute. The ensuing conversation was...enlightening, on many levels.

Rex learned that Ahsoka – and she was "Ahsoka," not "Commander" dejected as she was in this moment – had...feelings for a young man named Lux Bonteri. It was to be expected, he supposed. She was a young woman; from what he knew of them – and it wasn't much – they experienced these things, these "crushes," Jedi or not. Furthermore, the conversation showed him, as if he needed to be shown, that her heart was bigger than it should have been. That she...longed for things that were not necessarily hers to long for.

Apparently they had that in common.

It was here, during this conversation, when he realized that his own propensity for the Togruta Padawan was not a passing fancy, or the casual male eye lingering over an attractive female form. No, he was in trouble, because this was the first time that Rex had a name for his feelings about her: a crush, she had called it.

He didn't like the word in that context; it felt too violent and oppressive for something that was, by all accounts, harmless. However, the longer he worked with her, the more time he spent in her company, the more occasions he had to force his eyes not to linger on the graceful sweep of her montrals or her lithe-but-feminine frame, he realized that the word was apt. A crush...it could do much damage, and his own feelings would not be the only casualty should things go awry.

Above all other things, Ahsoka was a Jedi. Rex was a clone. There were certain things that, no matter how much he might wish otherwise, would never happen between them, so for some time he contented himself with the fact that all he could do was watch her from afar and imagine. Besides, her eyes were for another, this "Lux Bonteri" person, and he was not willing to try and convince her otherwise. It wasn't his place.

But despite these things that he told himself every day, Rex still looked at her, still caught flashes of her smile and her sienna skin on the fading edges of his dreams each night.

Well, then, he was adaptable. Perhaps nothing could ever come of their connection besides friendship, but that was okay – more than okay, actually. Rex had few people he could truly call "friend," and gradually he realized that he treasured what he and Ahsoka had too much to risk jeopardizing it with his selfish desires. After some trial and error he learned that he couldn't banish the feelings, so he tried to live with them, treat them with the same regard as one would treat one's shadow – a constant presence that could be ignored.

It worked, sometimes.

Sometimes, not so much.

After Umbara, everything changed again. This time, the upheaval was sudden and swift, and left him with the dangerous feeling of being lost in a turbulent sea; even as he decided to shutter the memories of the campaign away, taking what lessons he could and forgetting the other things, the darker things, she came to him to try and shed light on what had happened. She offered herself up, and he spoke harshly to her for the first time in his life, but it was necessary for him. Ahsoka knew that because she knew him better than anyone else.

When the conversation ended, he was left exhausted and exhilarated – all because of her. If she knew the effect she had on him...no, he decided, she didn't know. Couldn't. He was careful, especially around the Jedi, and was able to keep his thoughts to himself among the Force-users. If he hadn't been so...wrung, he'd have admitted it to her, then and there, because what did any of it matter? His life was a construct, a facade of control that he fooled himself into believing he held. Umbara had proven that. Krell had shoved the evidence in his face.

And she, Ahsoka, had tried to gently assuage the sting. He appreciated it, he really did, but he also knew it would take more than what she'd offered to heal him, if indeed anything ever would.

Anyway, she was his friend, no matter how beautiful, no matter how dazzling and fierce and special, no matter how kind. After Umbara, after she came to him and tried to offer comfort, he understood for certain that he needed her and at first he was unsure of how he felt about such a thing.

He figured it out, soon enough.

Not good.


Immediately following the events of Umbara...

"Anytime, anywhere," Ahsoka said to him, conviction in her voice. They'd left the tower and were on their way back to the Resolute, the last ones out of Torrent Company to leave the shadowy world. "I'll always be here for you – just like you are for me. Count on it."

"It's good to hear that," he admitted as the dirt of Umbara crunched beneath his boots and his bucket – clipped to his belt – bumped against his thigh. "Though I must admit, I wish you'd been here instead of..."

As they boarded the waiting gunship, he trailed off, not saying the name because he couldn't – not right now – and because she knew. Of course she knew. Indeed, a moment later her head dropped and she gave a slow, solemn nod. "Me too, Rexter."

When the transport hummed under their feet and he realized that he was well and truly leaving this place, he glanced at her again, noting that her expression had become rather guarded, as if she was deliberately trying to appear impassive. At his look, her eyes flicked to his, the motion making him understand that behind her veneer of forced calm she was apprehensive about something.

What it could be, he didn't know, but the idea that he could speak of something other than Umbara for a while was a welcome relief.

"Ahsoka," he said after a moment. "You're more than capable of handling a campaign like this. Why didn't they send you in after General Skywalker was called away?"

It was true; she was practically a Jedi Knight, at least in his eyes, though admittedly he was probably quite biased. After a beat she took a breath and glanced his way. "I was pulled from the space-battle and sent on another mission," she said slowly, fixing her eyes on the spot between his eyebrows. "It started on Mandalore, but wound up on Carlac."

"Carlac," he repeated, mentally searching for the system. "Outer Rim, right? Lots of snow and not much else, if I'm correct."

She chuckled and her hands idly reached up to rub her upper arms, as if she was still cold. "Yeah. It was pretty...barren."

Still, her tone was not right. Partly out of an urge to have something else – anything else – on his mind right now, and partly out of his desire to understand her problems because they were hers, Rex cleared his throat. "Something happened."

"A lot of things happened," she replied, then proceeded to inform him. Rex felt his jaw tighten with fury at the words "stunned" and "Death Watch," but her tone had taken on the almost lyrical one it did when she was giving a briefing, which alerted him to the fact that none of that – inexplicably – was what was bothering her.

Even so, he couldn't stop himself from adding his two creds as the larty's engines droned in the background. "Please tell me that you at least chewed Bonteri out for practically handing you over to those Death Watch scum."

At this she gave a quiet chuckle and a nod, but did not answer in earnest, which sent off an internal alarm within him, harsh as any klaxon. Yes, there was definitely something else that she wasn't saying outright. Despite the feeling of warning, he felt an odd slip of relief as the conversation appeared to be steering even further away from his own experiences on the world of shadows that even now was growing more and more distant.

Rex waited a beat for her to elaborate. When she didn't, he kept his voice soft but firm. "Ahsoka."

As he said her name, he put his hand on her arm; even though he wore his glove and even though her arm was covered they were closer than they'd ever been, and Umbara felt that much farther away. Like before, she did not respond immediately, which was unlike her. Rather, her dark lips pursed and she seemed to internally debate something; as she did so, he felt a twist of foreboding in his gut, the kind that normally preceded a really terrible clanker-fight.

It increased when she finally did find her voice. "It's nothing, Rexter."

But he knew her too well to be fooled by the slight teasing edge of her nickname for him, and fixed a knowing look, the kind he knew she wouldn't ignore, in her direction.

His tactic seemed to work, for she acquiesced.

Sort of.

"It's just..." She winced, then exhaled through her nose. "Teenager stuff. Silly stuff. Nothing worth mentioning...especially not after everything you've just been through."

"Anytime, anywhere," he replied, reiterating her own words. When she opened her mouth – either to object or to deflect his concern – Rex shook his head, because if nothing else she had taught him this much. "Isn't that what...friends are for?"

As it lowered aboard the Resolute, the transport shivered under their feet and she did not answer. She did not answer as the blast doors opened and they stepped out onto the hangar, which was quiet, everyone having already retired to the barracks for some much-needed rest. She did not answer as they made their way across the hangar, towards the interior of the ship.

Finally she spoke. "It's just that...you know Lux Bonteri?"

"Hard to forget the name of the guy who kidnapped you and brought you to Death Watch." He tried and failed to keep the irritation out of his tone. Force help that little di'kut if Rex ever met him in person.

Ignoring his comment, she exhaled. "Well, we kissed." She took another breath, as if she was heedless of the way his heart had stopped beating at the word 'kissed,' then cast him a careful look that told him otherwise.

Kissed. She kissed Lux Bonteri. His stomach plummeted to his knees, but he refused to let his discomfort make itself known, because her expression alerted him to the fact that she was bracing herself for such a reaction. Instead, he exhaled and tried to keep his voice light. "And?"

Her eyes widened in confusion, so he elaborated, while dearly wishing he'd been wearing his bucket so that he could retreat into the world of his HUD, the only world, apparently, that he understood. "I'm no expert on these matters, but I can't see how there's much wrong with...kissing."

"Oh, no," she said, her montrals flushing. "No, I guess not...but there's more..."

More? More than kissing? One very specific thing came to his mind, something that he did not want to have in mind when he was also thinking about her and the other fellow.

Perhaps catching onto his line of thinking, Ahsoka flushed even harder. "No, Rex. Not that."

He could see that she was trembling now, but he repressed the sudden, inexplicable urge to take her into his arms; his stomach had sunk further and further with each of her words, but still he held himself back. Instead he placed a light hand on her shoulder and tried to think of what else about the ordeal on Carlac could have her so concerned.

They were alone, just the two of them and the shadows of the hangar; he wanted to believe that it was because of this that it was an effort to speak. "Does it have something to do with General Skywalker finding out?"

Her head shook rapidly; the words that followed were even more stuttered than before."No. I'm in trouble because I can't stop thinking about him. Actually, I kind of miss him...I know I shouldn't, but I do. And I just..."

Had this been any other conversation, that queasy feeling in his gut would have perhaps been anticipatory. "Just what?"

When her brilliant blue eyes met his, it was a sucker-punch right in his heart. "Because I like him, Rex. More than I should. And I don't know what to do about it."

Yeah. Neither do I.


Three days after the Battle of Umbara...

"Rex."

He glanced up; Fives was leaning one arm against his bunk, looking down with a slightly worried expression, uncharacteristic for the ARC. Rex lifted his brows in response, and Fives thumbed in the direction of the door to the barracks. "You hungry? Jesse and I are going to step outside the base and grab a bite at that cantina the others were going on about."

In Rex's lap was one of his DC-17s, the other was set beside his leg on the bunk, resting atop the blanket; he'd been cleaning them, trying to think of nothing at all and failing. It was only three days after Torrent had returned to the Resolute from Umbara; although he'd seemed more distracted than Rex had seen him before, General Skywalker, upon his return to the Resolute, had ordered that everyone take some time off and "regroup."

The Resolute had been stationed near Mimban for a few days, and Rex was aware that many of the his men had taken advantage of the fact; there was a small GAR base on-planet, most notably equipped with a cantina of a sort, which was probably where most of his men were located. He didn't blame them for wanting to stretch their legs, but he wasn't in any mood to socialize.

Fives, however, didn't seem to give a kriff.

"You can't sit here moping all day, you know," he added, resting his other hand on his belt and giving the captain a knowing look. "You have to get out there and live your life. You only get one, right?"

They were off-duty and thereby permitted to leave the ship if they wanted, but some part of Rex's mind registered the fact that his brother had been taking part in similar activities – allowed or not – more and more often of late, to the point where he was getting a reputation among the 501st as being something of a maverick. Aside from the incident with the Umbaran fighters, there'd been a few instances of Fives acting out, which – while not uncommon for the gregarious clone, or even for an ARC trooper – were frequent enough to cause Rex to wonder if that was how his brother had chosen to handle the stress of Umbara.

Actually, if he thought about it, Fives had been off since the Citadel. Since Echo.

While he chose not to judge his brother's actions, Rex had no desire to be a part of them – even the permissible ones – at this time, so he sighed and shook his head. "Thanks, but I'm not hungry."

The ARC grinned, long and slow in his amiable way. "Neither am I, but this is a special opportunity to mingle with some civvies, and I don't want to let any opportunity pass me by, anymore."

With this, Fives grabbed Rex's arm and hauled him up bodily, oblivious to the glare in the captain's eyes at the intrusion into his personal space.

"Come on, Rex," he added with a sigh. "Just humor me, okay? Fine, you're not hungry. Have a drink with me and Jesse – even Kix said he'd stop by, later – and just try to relax for once. I'll even wait for you to change into your armor."

Glancing down, Rex took in his off-duty fatigues – navy blue, comfortable but simple – and shrugged. Fives was one persistent di'kut when he wanted to be, and Rex didn't feel like arguing the issue at this point.

"Fine," he said, bending back down to grab and holster his weapons in his belt, which he usually wore even when not dressed in his armor. "One drink. And you're paying."

Fives beamed at him as they made their way to the exit. "Great. Then I'll let you come back and mope all you want."

"I'm not moping,"

"Sulking, then."

Rex exhaled through his nose and shot the ARC a warning look that Fives ignored; the entire conversation clued him in to the fact that Fives was in that kind of mood, which meant it was useless to argue, so the captain leveled a not-so-light jab at his brother's side. Fives, naturally, laughed at him.

When they reached the corridor that would take them to the hangar, Jesse was waiting. "Good," the tattooed clone said in greeting as Rex and Fives approached him. "I convinced Throttle to wait around and fly us down – but I had to promise him a drink in return."

Fives grinned and looped his arms around his brothers' shoulders as they stepped out. "Come on brothers: let's move out."


Welcome to the new story! Look for an update every Monday and Friday; we have about 40-something ahead of us.

Please, please let me know what you think! I experienced a lot of apprehension about this fic for many reasons, so feedback is greatly appreciated.

Next time: the introduction of the new OC!

See ya Friday! :)

Hey, if you're going to Celebration VI in August and are interested in a fanfic writers meet-up, PM me! A few other authors and I are thinking of organizing one at the convention. :)