Summary: Yuffie finally asks the question, "Cloud, how is materia really formed?" Unfortunately, she wasn't prepared for the answer.


AVALANCHE was finally taking a well-deserved rest in a small clearing outside the Chocobo Ranch (Tifa and Yuffie had classed the ranchers as "creepy" and "wrong" so refused to sleep there). Everyone had fallen to sleep bar two, Cloud and Yuffie, both on guard duty for the following three hours. Gazing into the small campfire, one that Red XIII had made before curling up on himself and drifting off into dream-world, Yuffie finally asked Cloud a question that had been bothering her since she first held a glowing magic sphere in her hands and wanted more.

"Cloud? How is materia really formed?"

Cloud broke from his contemplation of Sephiroth, his blue eyes glowing even more eerily in the fire's light, and turned to face the youngest (non-mechanical) member of his team.

"You're a 16 year old materia hunter and you don't know that?"

Yuffie put her hands on her hips and huffed, "Well, no one back in that hell I call home knew the answer when I asked… or if they did they wouldn't tell me."

Cloud smiled slightly at her, "I'm not surprised they wouldn't tell you, it's not a nice story."

Yuffie's eyes grew wide as she smiled; she leaned forward towards the blonde sword-master, "Really? Tell me!"

Cloud frowned. "I don't know… I don't think you can handle the truth…"

"Please!" Yuffie begged, trying to use that 'puppy dog look' that never worked before, maybe she'd get lucky this time?

The blonde smiled, it wasn't often the two of them talked really, and for once she seemed actually interested in what 'an oldie' was saying. "Ok, ok. Just don't interrupt me while I'm speaking, I don't like repeating myself... even though I do."

Yuffie nodded her head madly, if she knew how materia was made, maybe she could make some for herself! For once she'd listen.

Cloud took a deep breath and began his story…

"Years ago, in a place far, far away there was an evil, but magical, King. He ruled over his people with an iron fist. Heavy taxes and severe punishments were commonplace in his Kingdom. The only thing that brought him any joy were his Chocobos. He raced them in tournaments, getting them fit and strong, in the hopes that one day he would get the legendary Gold Chocobo. Those who he deemed not fit or strong enough, he killed and ate, keeping the brains on display in his castle. The Chocobos soon realised what he was doing and strived to become faster, fitter, and better than the others. But the Chocobos were still killed if they lost a race or signs of aging showed.

"The Chocobos started to resent the magical King, their evil master. Once they had been killed, their souls couldn't move on and join the Lifestream due to the resentment they held. So they stayed, each joining back with their gruesomely displayed brains. As years went by, more and more brains and souls joined the collection, until finally, they rebelled. Those who were jealous of the living Chocobos became a sickening green with envy, those angry at what had been done to them became blood red, those who'd given up and just wanted to help if they had to became a cold blue, while those wanting to plan revenge turned a dusty yellow.

"The years kept turning, and the brains started rotting away, leaving the souls behind. The souls turned in on themselves for protection, becoming denser and rounder as they still refused to join the Lifestream. Then one day, as the evil King came in with another brain for his display, the Chocobo souls cracked. Not caring, they flung themselves at their murderer, each one passing through him, stealing some of his magic as they entered. The first ones to hit took the strongest of his magic, becoming materia like Ultima and Double-Cut, while those at the back took what was left, turning into weaker materia. The souls went on rampage, attacking the castle and Kingdom, killing all in their way with their new magic. Monsters were even summoned from other dimensions to help by the red materia. They vowed to kill all men.

"The Chocobos left felt what was going on and fled to the wild, thankful that they would not meet the fate of their predecessors. All but one, the legendary Gold Chocobo that had finally been born.

"The Chocobo ran into the castle to find out what its brothers and sisters were doing. But it was too late, the evil King was dead, the materia born from his powers had left. The souls felt the Gold Chocobo calling them back in horror. They stopped their attacks and returned to the castle where they landed at the feet of their superior and swore never to harm another unless asked.

"The Gold Chocobo spent many years hiding the materia in places it though no one would ever look; in valleys, mountains, hidden in forests and seas. Once the last materia had been moved, the Chocobo collapsed from exhaustion in the castle rubble. The bones of the evil King turned black and shrunk together as it watched, twisting until a new, black materia was born, one with all the rage and hate the soul of the King had. The Gold Chocobo died, its soul helping mankind one last time by turning into white materia, there to stop the black so that its weaker family wouldn't have to.

"And that is how materia was born."

Yuffie looked at Cloud with wide eyes, then turned to the chocobo ranch in the distance with a shudder. "…Thanks… I think…"