I have over 90 kills with cloud (since i achieved his 2nd lvl limit, so really its 170) and im trying to achive his 3rd level limit break but its not working. I thought it was 80 kills? Im currently at cosmo and level 25. Do i have to go so far in the game or up to a certain level or is it just kind of random?

do you use your limit breaks all the time?

well of course but that should not matter in this case i used blade beam 8 times, got climhazzard and now i should need 80 kills to get metorian but im up to 110 kills now at level 28 entering nibeil and i still havent gotten it. *frustrated*

are you sure you only need 80 kills for metorian i thoguht it was 140kills o.O oh well im at nimbleheim to at lv 46 ^_^

Best peice of advice - go to the foresty area to the right if you had just left Nibelheim out of the front door (it's just over the river) You should find battles consisting of upto 5 mushrooms and one of those blue/purple devils. Manipulate the devil, and use his 'Dive Kick' attack to take a sizeable percentage based chunk of health and raise your Limit Bar. Once full, take out just one of the mushrooms with it if possible and repeat. Great for activating the lesser used characters limits too.

Limit Level 3:
Meteorain: Have Cloud kill a further 80 enemies for him to learn this.

It doesn't matter where in the game you are, you should be able to obtain his third Limit Break after you've killed 80 enemies.

Yeah idk. I have over 120 since gaining lvl 2 so over 200 total. Although i just gained Vincents Death Gigas with only 35 kills (should be 60).