Stormcloak Soldier Stormcloak Soldiers are Nord soldiers first seen during the attempted execution of the Dragonborn . They are proud members of the Stormcloak Rebellion , in which Ulfric Stormcloak is trying to secede Skyrim from the Empire and crown himself as High King . Name origins . The Stormcloaks are named after their leader , Ulfric Stormcloak . However , it was not Ulfric who gave them this name , nor were it the Stormcloaks themselves . It was the Imperial Legion who called them " Stormcloaks , " to mock their cause and show that they are blind followers of Ulfric . The Stormcloaks , however , took this name with honor , since they see Ulfric as the rightful High King and wearing his name would show the righteousness of their cause . Background . The rebellion started when Ulfric Stormcloak and a militia group took Markarth back from the native Reachmen , who would later call themselves the Forsworn . In return for their service to Markarth , Jarl Hrolfdir promised Ulfric and his men free Talos worship in Markarth . When the Imperial Legion returned from the Great War to restore order , they were supposedly refused entry into the city until they would also allow the free worship of Talos that was agreed upon between Hrolfdir and Ulfric . Due to there supposedly being chaotic violence occurring within Markarth under the militia ' s reign , an Imperial biased author claimed that the Imperial Legion was coerced to oblige . When the Thalmor , the enemies of the Empire in the Great War , found out , they demanded that Ulfric and his militia be incarcerated , or to enter another War with the Dominion . Because Ulfric and his followers were blatantly breaking the terms of the White - Gold Concordat , under the Empire ' s consent , the choice for the Imperials was clear , to avoid inciting another conflict with the Thalmor , the Imperials arrested Ulfric and his entire militia . This event is referred to as the Markarth Incident by the Stormcloaks . Ulfric claimed that the Markarth Incident showed the true immorality and weakness of the Empire , and was used to justify the Stormcloak rebellion . Ulfric was since also known as the Bear of Markarth . Interactions . Stormcloak soldiers can be encountered throughout Skyrim . The Dragonborn can join the Stormcloak Rebellion and serve alongside them . The bulk of the Stormcloaks ' major operations involve invading and occupying keeps , towns , and cities that were previously held by the Imperial Legion . They also maintain camps located throughout the Holds . Stormcloak Soldiers move in groups of three , moving between their camps . They may travel the roads if possible but in open terrain such as in the plains of Whiterun , they may instead opt to move across the wilderness . These small bands travel throughout Skyrim , and make an effort to avoid hostile settlements loyal to the Empire . When encountered in friendly holds such as the Rift or Eastmarch , they walk at a leisurely pace and offer polite instruction and greetings when approached . They are more irritable when traveling in hostile holds , such as Haafingar or the Reach . There , they move at a quicker pace and warn approaching travelers away with weapons drawn . A single prisoner may be occasionally seen being escorted by three Imperial Soldiers . The prisoner may be freed and / or armed . The Imperial captors consider this to be aggressive and respond with lethal force . The prisoner will attempt to make his way to Windhelm , and if he survives , will enter the city but will not appear inside . Stormcloak Soldiers can be male or female , are always of Nordic ancestry , and are usually members of the soldier or warrior class . Apparel and weaponry . Unlike Imperial soldiers who are armed exclusively with Imperial swords and Imperial shields , Stormcloaks can be armed with a wide assortment of weapons , both one - handed and Two - Handed , which are typically made of steel and iron . Stormcloak Soldiers and Windhelm Guards wear a form of armor equal in appearance to that of what Hold Guard s wear , but weaker , called a Stormcloak Cuirass . The shields that the Stormcloaks use may be made of steel or hide . As such , they are better armed but less armored than their Imperial counterparts who use Imperial light armor , which has identical stats to the armor Hold Guards wear , or Imperial heavy armor , which has the same stats as iron armor . The Stormcloaks are an offensive force of rebels , whereas the Imperials are trained to be defensive and coordinated . A Stormcloak soldier is the first enemy encountered in " Unbound , " if Hadvar is sided with . Dialogue . Liberate Falkreath Hold . In Fort Neugrad Prison , the Stormcloak soldiers will be found locked in separate cages . The first soldier released will initiate the following conversation : The next ones released will offer a somewhat simplified version when spoken to : In Solitude after " Battle for Solitude : "