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Count Your Blessings

Written by: Elysabeth

***Author's note: This fic is something that I started a while ago and then finished sometime later after a few days of soul searching.  I know the first 85% or so is very sad and rather depressing, but it is something that I am very proud of and it took every part of me to write this.  This story is dedicated to my own little angel, someone I never got the chance to know and will always wish I had.  Also to Dan and Aly, thank you from the bottom of my heart.  Thank you for the inspiration and for being there for me when I needed it.  You two are the best.  The characters in this fic belong totally to the Disney Co. and were in no way used for profit. ***


The service had been blessedly short and simple. The mourners were dispersing, holding their coats tighter around them to avoid the chill. The clouds were looming overhead, threatening rain. Baloo sat alone, watching the mourners leave, drying their eyes and comforting each other. He wanted no part in that. He wanted to feel miserable, he deserved it.

He watched Rebecca, who was standing next to the minister, thank people for coming. She was wearing a simple black dress and a hollow expression caused by several days of unimaginable grief. Baloo was glad she had handled all of the arrangements, knowing he never could have. He was extremely relieved that she had only asked their closest family and friends to attend the burial, there had been a public memorial service the night before.

"Mr. Baloo, my sincerest condolences for your loss." A voice said from above him. The pilot looked up and saw the preacher looking at him, sympathy etched in his elderly face. The bear nodded his thanks and looked up at Rebecca, who was trying to fight off the tears.

"They all gone, Becky?"

"Yes, Baloo. Everyone has left."

The bear rose slowly from his chair. "Alright then, I guess we better get home." He started to walk back toward the waiting car, but he stopped and turned. Baloo stared at the flowers, the chairs clustered around the gravesite, and finally the casket itself.

Rebecca had picked it out herself, simple polished wood with golden handles. Baloo stared at it and walking towards it as if in a trance. He sank down next to the small casket, resting his head on it and letting loose a flow of tears. This was more emotion then Rebecca had seen from him all week. She knelt down next to the pilot, hugging him fiercely.

"Kit! Oh god, Kit! I'm so sorry." The bear sobbed. "So sorry."

"Baloo, it wasn't your fault. What happened to Kit was a freak accident. You couldn't control it."

"Yeah, I could've, Becky. I was there. Right there with 'im. But I didn't do nuthin' to help him. I thought he could handle it all by himself. An' I let 'im."

"Baloo, there was no way…"

"No Becky, I can't buy that. I ain't never gonna fly again. I mean it. I killed L'il Britches. I ain't gonna kill anyone else."

A boom of thunder sounded from above and the rain started to come.


Baloo sat on the edge of the pier, it had been two days since the funeral and he couldn't concentrate on anything. Becky's parents had gone back home that morning, taking Molly with them for a week. He stared up at the sky, watching the planes fly overhead. He noticed the clouds. *Perfect for cloudsurfing.* He thought, with a smile. Then his face fell. No, there would be no more cloudsurfing, ever. No more Kit trailing behind the Duck on that board of his, laughing with sheer delight and exhilaration.

"I killed 'im." Baloo whispered. "I killed 'im."

He stared at the remains of the Sea Duck, which could be fixed, but that didn't matter now. The left engine had failed and had caused for the most part, a really bumpy ride. He hadn't been worried. Kit had pulled himself out of worse situations, but when the right engine failed and sent the plane into a dive, Baloo knew that they were in real trouble. He had watched the boy try with all his might to fix it and the pilot had taken over, trying desperately to save them.

Then they crashed, the impact unbelievable. Baloo saw Kit fly forward and he tried to grab the boy, but Kit slipped through his hands and crashed headfirst into the dashboard. Baloo heard a cracking noise and saw the blood and knew immediately that something was seriously wrong, knowing that the boy might be dead. No radio, no nothing. Could only shoot flares into the air and pray someone would see them and send help. He had waited for hours, the wreckage floating on the sea and when the coast guard came to save them, they had found the pilot cradling a boy's small body in his arms.

He had refused to let Kit go, even in the hospital, where the coast guard had brought them. He knew there was nothing that could probably be done for the cub. Baloo just held him, all alone in the dark trauma room, waiting for Rebecca to come. He had called her, told her what had happened. Listened to her scream and cry hysterically at the news. Watched as the time passed slowly, occasionally a nurse would poke her head in to check on them. He just sat there, Kit's small body wrapped in a blanket, limp in his arms. They had cleaned him off. There was no blood on him, Baloo knowing that Becky could have never handled seeing Kit covered in blood.

It was had been a heartwrenching display for the hospital staff. Stories floated around for days about the gray bear who had lovingly held the most important thing to him close, handing him gently to the mortuary director only after a gentle, tearful talking to from a friend. They had kept people away from that trauma room, the one where they had tried fruitlessly to save Kit, but knew in the end that he was lost forever. They had watched the big gray bear stand in the corner, tears flowing, as they finally pronounced the boy dead. They had watched him sink to the floor and let out a wail of sorrow, emanating from somewhere no one knew.


Rebecca came out of the office, the black wreath banging gently against the door when she closed it. She walked up behind the bear, who had shed his mourning clothes and was once again wearing his yellow shirt and pilot's cap. She looked down and saw Kit's blue cap in his hands.

"I shoulda buried this with Kit. But I couldn't. I wanted to keep it with me."

"It's okay, Baloo. No one's going to think badly of you for it. Louie called. He wanted to know how you were doing."

"Oh. Okay, I guess." He said softly.

Rebecca sat down next to him and put a hand on his arm. "Baloo, we've known each other for a while now, I can see it. You're not okay. It's okay for you to grieve, Baloo. But don't blame yourself for Kit's death. He wouldn't have wanted you to." She pulled a piece of paper out of her pocket. "I saved this for you."

"What is it?"

"Kit's obituary."

The pilot took it and stared at it for a minute. They had put Kit's seventh grade school picture in it. He looked so happy. So alive. It had been taken the week after Baloo had told Kit about the adoption. He looked at the words and began to read them aloud.

"Kit Cloudkicker of Cape Suzette. Born 1925. Died February 4th, 1939 due to injuries sustained in an airplane accident. Kit attended Cape Suzette Junior High where he was on the track team and a member Junior Aviators Club. He was also a part time employee of Higher for Hire, owned by Rebecca Cunningham. He is survived by his father, Baloo Bear, a cargo pilot and many friends. Kit will be deeply missed by all who knew him. Services were on February 6th, 1939 at Deadman Brothers Mortuary and at First Cape Church. Burial was February 7th, 1939 at Cape Suzette Memorial Gardens."

Tears flowed down the bear's cheeks and Rebecca wrapped her arms around him, comforting him as much as she could.


**The casket was open and there were people all around but there was no sound. Baloo walked up to the open coffin and stared into it. Kit was lying there, wearing a dark suit. He looked so peaceful, so young. Baloo couldn't believe that a coffin came so small. There were little trinkets in the casket. A model of the Sea Duck, a picture of him with Baloo and Rebecca, his compass that he had received at Christmas, and clasped in his hands was his learner's flight permit. The thing that had given him his wings and in the end the thing that had put him where he was. Next to Baloo, it was the dearest thing to him. His dream had come true, he had gotten to fly.

The mortician was getting ready to close the casket. The mass of people in the room watched as Baloo kissed the cub's forehead, watched as Rebecca kissed him, and in a truly pitiful display, watched as young Molly laid a lock of her golden hair with Kit. She had tied one of her hair ribbons around it, the same ribbons Kit had pulled jokingly. The girl then dissolved into tears, clutching on to her mother. The three of them stood there as the casket was closed, whispering: "We love you, Kit." Repeating it over and over again.

The church service had been beautiful. The choir singing, the candles, all of the flowers. The love and support from everyone. Those who had come together to mourn the loss of a talented, loving child and to comfort the family he had left behind.**

The bear rolled over in his bed and stared at the bed next to his. Kit's bed. Still neatly made, just as he had left it that fateful morning. The neat pile of sweaters sitting in the middle had not been touched. Baloo got off of his bed and stood next to Kit's, picking up the sweater on the top. It was his green one, the one he wore all the time. His favorite. The bear picked the sweater up and held it against him, inhaling its smell. Kit's own child smell. Baloo noticed that everytime he had held the boy, Kit smelled like a child, fresh and young.

The bear felt tears well up in his eyes and furiously blinked them back. "No," He said aloud. "I gotta be strong for Becky." He laid the boy's sweater back onto the pile, causing it to fall over and onto the floor. Baloo grumbled as he picked them up and then he noticed something sticking out of the pocket of one of them. It was two sheets of paper folded up, one of the sheets containing a checklist and a grade, on the other paper was an essay.

Baloo looked at the essay, his eyes darting over the words. It was about him, Kit had written his essay about him. Along the top in Kit's usually large scrawl was the title: "The most important person to me. By Kit Cloudkicker." The bear quickly flipped to the first page and skimmed down it until he found the grade.

"A+" Baloo read aloud. There were comments. "Kit, this was a wonderful essay. I am glad that you chose to share your feelings about your father with me. You really have a flare for writing. Very well done."

He felt a twinge of pride. His son was a genius. His son. Baloo still liked the sound of that. He had had a son. If only for a few precious months. He had said it the other day. Some lady in a store asked if he had any kids.

"Yeah," He had replied. "I have a thirteen year old son."

It had been an innocent slip. He knew he should have said that he had had a son, but he couldn't come to grips with that yet. Referring to Kit in the past tense.

"Baloo!" Rebecca's voice floated up from downstairs.

He went out to the railing and leaned over. "Yeah, what is it?"

"I just thought you would like to come with me to the cemetery. The groundskeeper called me this morning and said they put up Kit's headstone."

"Yeah, sure. I'll be right down."


The two bears walked across the grounds of Cape Suzette Memorial Gardens to Kit's still fresh grave. The flowers were still piled on top of the dirt and Rebecca leaned down to fix them up a little. The two looked at the headstone, Baloo putting a hand on Rebecca's shoulder.

"Kit Cloudkicker. 1925-1939. Our little angel, may you fly forever." Rebecca whispered.

"Is that what you wanted on there, Becky?"

She nodded.

"I like it." Baloo said softly.

Rebecca laid a bunch a daisies in front of the headstone, kissed two of her fingers and placed them on the marker. She wiped away the tears on her cheeks. "Hiya sweetie. It's just Baloo and me. We stopped by for a visit."

The big gray bear sat down on the ground next to Rebecca, wrapping an arm around her. "Hi kiddo." He hung his head. "Becky, what are we doing?"

"He can still hear us, Baloo. Maybe not in the way we think people can hear, but he still can."

"Yeah, maybe."

"Kit, honey, we love you. Everyone loves you and misses you so very much. Molly cries for you every day, my mother said. We miss you, sweetheart."

Baloo sat there, listening to her talk to Kit's grave and thinking that this has to be crazy. Kit was gone, he was never going to come back. There had been moments when he sat on the edge of the pier, Baloo temporarily forgot the boy was dead and totally expecting him to come bounding up the walk, smiling. He had totally expected to hear Kit shout hello to Wildcat and then run over to him, plopping himself down on the pier and proceeding to tell Baloo all about what exciting things happened that day. He had expected to see Kit's smile in the morning and to see the cub sitting at breakfast.

He noticed Becky was standing, looking down at him.

"Are you okay?" She asked, concern in every syllable.

"Yeah. Let's go home." The pilot stood and looked down at the little headstone and the pile of flowers. "G'bye, L'il Britches."


Becky had gone home. Molly was coming home tomorrow and she had gone home to do some of the girl's laundry she had been neglecting. Baloo sat alone in the office area of Higher for Hire, noticing the silence. He hated it. It was too quiet. He wanted to hear Kit's voice, wanted to hear him running around and laughing. But that was not going to happen, not now not ever again.

"It's not fair. It shoulda been me." Baloo whispered to himself.

The pilot felt tears running down his face and finally let himself sob his heart out. He finally allowed himself to truly grieve for the only person who ever meant anything to him. Who had filled him with such joy and love, anger and sadness. Introduced him to a range of emotions he had never known he had inside. Kit had given him more gifts then he had ever dreamed possible. The gift of hearing his laughter, the gift of comforting him, and of waking up every morning to a bright smile. Perhaps the most important gift was Kit's ability to show Baloo who he really was, to show the pilot that he had the ability to love and cherish someone so deeply that nothing else mattered.

Baloo closed his eyes, exhausted from crying and from the whole week of grieving for Kit. He slipped into an uneasy sleep…

He awoke sitting in the easy chair, the room was dark and cold. He was disoriented, his mind screaming for him to find Kit. He bolted up suddenly and raced up the stairs to the bedroom. The room was dark and he could see Kit's bed was empty, the sweaters folded in a pile on top of it. He put his head in his hands, the tears stinging his eyes.

"Papa Bear?" A sleepy voice called out from the darkness.

Baloo looked up and flipped the light switch. Kit was sitting up on the elder bear's bed, rubbing his eyes. The bear could hardly contain his joy and rushed over to the bed and gathered the cub up in his arms, hugging him fiercely.

"Baloo, what's the matter with you?" the boy asked, a note of concern in his voice.

"Nuthin' Kit, nuthin' at all. Just glad yer here with me, safe an' sound."

Kit laughed, music to the pilot's ears. "Of course I am. Where else would I be?"

Baloo just smiled at him, glad to know that the dream had not been a reality and glad to know that he had another day with his son. Another day to see smiles, to hear laughter, and to tell this precious child how much he loved him..

"I love ya, Kit." The pilot whispered.

"I love you, too." The cub whispered back.

Baloo held the boy close to him, settled back against the head of the bed and both father and son drifted off to sleep. This time the dreams would be peaceful.


 The End

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