A/N: I should probably start you all out with a fair warning. This fic is way out of my comfort zone. Those of you familiar with my earlier stuff know that I write mostly humor, and my fics tend to feature either my own OCs or characters with no canon personality that I can infuse with whatever (clinically insane) personality I so choose. This fic will feature none of these things.

I'm writing it for two reasons. One, when you love somebody this much you're obligated to write a fic about them. And two, my philosophy for writing fics has always been to do things that nobody else has thought to do yet (I wrote a Zoombinis fic for goodness' sake), and as far as I'm aware, nobody else has written a multichapter fic that centers on Ken and Wormmon.

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His first memory was of running.

His very first memory, mind you; his earliest days, whenever they had been, were such a confusing blur to him that he just couldn't make sense of them at all. As it was, the constant terrified running and hiding from the servants of the Digimon Emperor had been his life, his reality, for as far back as he could remember.

From what he gathered from the other Digimon who'd been around longer than he had, the Digital World hadn't always been like this; in fact, the Emperor had only really been around for a few months. But oh, what a few months they had been. Digimon had been captured and enslaved by the hundreds, taken away from their homes and friends. Somehow, the Emperor had the power to turn them into mindless servants, subservient to his every whim, going out and attacking the other Digimon, conquering the land in his name.

Nowhere in the Digital World was safe anymore.

Wormmon didn't actually know the first thing about the Emperor, except that he wasn't a Digimon at all, but a "human", whatever that was. Apparently they were creatures who lived in a whole other world, different from the one they were in now. He'd heard countless stories of other humans who had traveled to this world years ago, but they had been heroes who had saved it from destruction. Of course, not all Digimon were good, so it stood to reason that not all humans were good either… but on the other hand, no Digimon in living memory had been this utterly ruthless.

He often wondered what he would do if he ever found himself face to face with the Emperor… not that it mattered, since he'd probably wind up enslaved before he even had the time to try anything. The thought haunted him constantly. He wasn't strong or smart or fast enough to defend himself from such a monster; it was a wonder that he'd managed to evade his ringed slaves all this time. No, there was nothing he could hope to do against someone so powerful, so wicked… all he could do was keep running and hiding, living his life out day by day and praying with all his might that they would never cross paths.

His prayers were futile.

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The day that would change his life didn't start out as anything special. As usual, all he'd done was emerge from his little hole in the ground to go off foraging in search of something to eat. Berries, seeds… it didn't take a lot to satisfy him. He was a humble little Digimon in every sense of the word, preferring to avoid confrontations and live quietly as much as he could. He came to this place every day to look for food; there weren't any Digimon living around here, and he didn't have to worry about defending himself.

He reached up into a bush and started chewing on some berries when there suddenly came a faint rustling from behind him. He instinctively froze up, wondering if he should run. Was something following him? If he didn't act quickly, whatever it was would be upon him and that would be the end of it.

Finally he decided it had just been a breeze and relaxed a little. Anyone else would have said he was being too jumpy, but he was that way out of necessity, really. He was just a little Rookie, and not a strong one at that. Pretty much any Digimon that wasn't at a Baby level was bigger and stronger than he was. It was really just best to treat everything as a potential danger. Because everything was.

So when he suddenly heard a bunch of screams and shouts coming from up above his head, he wasted absolutely zero time dashing behind a rock and hiding.

What's going on? He thought frantically as he peered out from behind the rock in the direction of the noise – it seemed to be coming from inside a high-up cave several yards away. Nobody ever comes over here… oh, of all the rotten luck…

Much to his dismay, the shouts seemed to be getting louder and closer. He slowly shrank back, wondering if he ought to just leave before it was too late – but then it was too late, as a bunch of screaming and panicking people suddenly came running out of the cave before dropping to the ground below.

It was a group of Digimon – well, no, that wasn't entirely true. Some of them were Digimon – he saw an orange reptilian one, a little white cat, a small flying one, and a blue dragon. But there were four others with them, and they were…

Could it be? Were they humans? They certainly fit the descriptions Wormmon had heard from other Digimon in the past, those who had been lucky enough to see humans before. Still, he'd never laid eyes on one before, and he found himself entranced as he stared after them.

What could they be running from? What were those Digimon doing with them? Were they good or bad?

His first question was answered quickly, anyway. From inside the cave came a deep rumbling, and then suddenly a ferocious Monochromon came bursting out, spewing fireballs from its mouth as it chased its quarry. Wormmon balked at the sight of it; its eyes were glowing bright red and it had a large Dark Ring around its midsection, telltale signs that it had been enslaved by the Digimon Emperor. He instinctively backed away several feet, knowing he should be running for his life, but his feet weren't listening to his brain right at that moment.

"Tai! TK!" cried one of the humans, the only female among them. She was sprawled on the ground and grabbing her ankle, looking like she'd injured it. The little cat Digimon was perched protectively on her shoulder and hissing at the Monochromon as it advanced on them, but it didn't look like there was much she could do. It didn't look like there was anything any of them could do, as their pursuer quickly forced them all together and backed them into a corner.

I need to go… I need to run now! Wormmon thought to himself. After all, how long was it going to take that Monochromon to lose interest in them and go after him? And yet still he found himself unable to move, unable to look away. He could somehow tell these humans, and the Digimon with them, were very important…

"Great… our first day back in the Digital World after how many years? And we're already toast!" cried the blond human as the Monochromon closed in on them.

"Davis, it's up to you!" shouted the blue dragon Digimon. "You have to use your courage! That's the only way we can win!"

The human he seemed to be addressing, an odd-looking boy wearing a jacket decorated with flames, looked at him in surprise. "My courage? What are you talking about, Veemon?"

"That Digiegg will answer to your courage! Just say 'Digiarmor energize' and I'll take care of the rest!"

The fiery boy winced against the Monochromon's pounding footsteps, then glanced worriedly back at the human girl sitting on the ground. "All right then… you want courage, I'll show you courage!" He held up something in his hand. "Digiarmor energize!"

Veemon was suddenly engulfed in a brilliant orange light, and when it died away, he'd suddenly transformed into a taller version of himself, covered in flame-decorated armor with a large horn growing on his head.

Wormmon blinked and stared. Was he seeing correctly? That Digimon just digivolved! But how? Ever since the Emperor had come into power, nobody was able to digivolve!

"I am Flamedramon, the fire of courage!" the new Digimon proudly announced.

At any rate, the fiery boy looked thrilled. "Did I just… do that?" he marveled. "Awesome! Let's teach this guy a lesson, Flamedramon!"

The other humans and Digimon could only watch in awe as Flamedramon leapt into the fray against the Monochromon, throwing a volley of fireballs out of his fists at the larger Digimon. Unfortunately, the Monochromon shook them off like they were nothing before throwing itself at its opponent, but Flamedramon was far faster and nimbler, easily leaping out of the way of the ferocious beast before continuing his attack.

For reasons he didn't really understand, Wormmon started growing afraid for the Flamedramon… not to mention those humans. What was going to happen if they lost? They were just defending themselves, weren't they? And from the looks of things, they had no other way of fighting back… and Wormmon knew from experience that the Emperor's slaves never backed down from their targets.

"Don't hurt him! Aim for that Dark Ring!" shouted the human girl. That was a surprising thing to hear; did those humans know the Monochromon was being controlled? Were they trying to help it?

At any rate, it didn't look like they would succeed. The Monochromon suddenly lashed out with its powerful tail, taking Flamedramon off guard and striking him right in the stomach. He gasped in pain as he was send skidding backwards across the ground. Wormmon winced; maybe he could pack a punch, but he couldn't take much punishment in return.

"Flamedramon!" cried the fiery boy as he tried to race over. Flamedramon was struggling to stand, but it didn't look like he would be fast enough. The Monochromon was already advancing on him to finish him off.

No… not again… Wormmon was horrified. He couldn't stand to watch this again, to watch more innocent people be hurt by the Emperor… he'd seen so much suffering already… he couldn't take this anymore –

A lot of surprising things had already happened that day, but what happened next surprised Wormmon the most of all.

"Sticky Net!"

A web of sticky thread shot out of his mouth, hitting its target right in the face and covering its eyes. The Monochromon roared in confusion as it shook its head and staggered around, vainly trying to get the web off its face. Everyone else stood back and looked stunned.

"…Hang on, what just happened here?" asked the blond boy.

"Who cares?! That guy's down for the count!" shouted the fiery boy. "Go get 'em, Flamedramon! Now's our chance!"

"You got it, Davis!" Flamedramon leapt up into the air, engulfing his entire body in flames before streaking down and slamming into the Monochromon. "Fire Rocket!"

He slammed right into the Dark Ring, causing it to shatter and fall to pieces. Instantly, the Monochromon stopped what it was doing, the red glow vanishing from its eyes as it came out of the Emperor's control.

"He did it!" exclaimed the tallest of the humans. "Way to go, Davis!"

"Yeah! At this rate, we'll have that Digimon Emperor on the ropes in no time!" the blond boy cheered as all the other Digimon celebrated as well.

Flamedramon gave off a flash of light before shrinking back into Veemon, his original form, only for Davis to run up to him and pick him up, swinging him around with a laugh.

"That was awesome! Way to go, little guy, you took on that big nasty dude all by yourself!"

The human girl, on the other hand, seeming to be glancing away from all the celebrating and looking thoughtful. "I don't think so, Davis… I think we had a little help." Suddenly she starting walking over to something…

Wormmon had been so entranced by what just happened he'd forgotten he himself was even there – and so he instantly seized up in panic as he realized the girl was walking directly over to him. Everyone else present looked in her direction, surprised to see Wormmon for the first time. Suddenly, all eyes were on him.

The human girl knelt down in front of him, held her hand out to him and smiled invitingly.

"Hey there, little guy. Who are you?"

For one instant Wormmon was frozen in shock, in fear – and then he spun around and dashed away as fast as his stubby little legs would carry him.

Though he couldn't see, the girl stood where she was with her hand still outstretched, no longer looking cheerful, but sorely disappointed.

"Oh, no… where's he going off to?"

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Far away from where the battle had taken place, in a dark and largely empty room, a lone figure shifted lazily in his seat as he pondered what he had just witnessed. The myriad computer screens lining the walls had just broadcasted the entire fight to him, and their light caused his glasses to flash conspiratorially as a smirk crept onto his face.

"Armor digivolution…" he said to himself. "So those kids actually found a way to bypass my Dark Digivice… talk about a lucky break for them. Still, this might prove to be more interesting than I thought…

"I may have finally found myself an actual challenge."

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Wormmon kept on scurrying away through the leaves and bushes as fast as he could, without looking back, not wanting to be found by those humans. He didn't stop or slow down even as he grew certain he wasn't being followed, just kept running, trying to make sense of what had just happened to him.

He'd just stood up to a Champion! He, a lowly little Rookie who couldn't even digivolve! What on earth had possessed him to do a thing like that? He could've gotten himself killed! It was a miracle he was still alive…

It was those humans, he realized. The humans and their Digimon partners. They were in trouble; that was why he'd put himself in danger like that. They were in trouble and he wanted to help them…

But why? What if they were dangerous too? Why had he felt such a strong urge to help them, no matter how little he could do?

It wasn't until he'd scampered nearly all the way home until it finally occurred to him.

Those humans had freed one of the Emperor's slaves. They were fighting against him. They wanted the same thing as Wormmon: for the Digital World to be free of his cruel reign.

And maybe, just maybe, people like that were people that Wormmon didn't have to be afraid of.

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A/N: I should mention one other thing. This fic is operating under the assumption that Ken forgot everything about his first time in the Digital World, including Wormmon – so that if Wormmon hadn't been there waiting for him when he returned, Ken would have no idea he existed.

Any and all feedback is welcome.