This fanfic contains violence, gore, language, mild sexual actions, and some spoilers for those who haven't read the manga. Implied pairings include Erwin x Levi, Eren x Mikasa, Sasha x Connie, Mike x Hanji, and Jean x Armin. I do not own any of the characters of Attack On Titan or Attack On Titan itself. Please excuse my mistakes and I would love for some feed back. Thanks and enjoy.

Levi had no idea where he was, but it was dark and he was laying face down on a hard cold surface. His vision was slowly getting used to the Underground-like darkness. The last thing he remembers is him and Erwin going to sleep after... A hard day of rounds and planning. He pushed himself up, stood up, and started walking only to almost trip over something. Levi stepped back and stood still as he heard a groan and shuffle. "Who's there?" A familiar voice asked. "Where am I?"

"...Hanji?"

"Levi? Is that you? I can't see anything."

"Yes. It's me. I didn't see you there, but my visions almost used to this darkness. I can see your silhouette."

"Guess living in the Underground gave you that advantage, huh. I can't see anything at all." Hanji replied.

Both of them heard a couple groans and a lot of shuffling sounds. Levi suspected there were a lot more people here then just him and Hanji and they were just waking up. Levi was on high alert. He didn't know who was in here, where he was, when he'll eat, or when he'll see Erwin again. Damn, it was like he was back in the Underground, no not the Underground but that place Kenny put him in as punishment. Levi shivered at the memory of what happened in the place, all the pain and darkness and filth. He still had nightmares about it, occasionally. He tried not to think of that hell, focusing on who might be here.

Hanji was here. So maybe it was the others. Maybe Erwin was here, but if he was then this all of them were in some dark, damp room or building… Just like Kenny's punishment all those years ago. Damn, I can't keep thinking this is the same. It's not. It can't be. I can't take that again! I'll have a mental breakdown. Levi thought.

"H-Hey, Who's there?" Hanji shakily asked.

"Hanji? It's me. Eren."

"Eren! It's Armin. Where are you?"

"Nobody move!" Levi said hurriedly. He couldn't take a chance that this was that place. If someone made the wrong step they could all die.

"Levi?!" A deep voice said

"Erwin?" He replied

"Yeah. Alright everyone say their names. One at a time so we know who's here."

"Jean Kirstien"

"Eren Jeager"

"Connnie -"

"CONNIE! Oh um Sasha Blouse"

"Mikasa Ackerman"

"Levi"

"Erwin Smith"

"Hanji Zoe"

Silence fell over them as they waited for anyone else.

"No one else?" Erwin asked.

"I don't think so. Anyone near a corner?"

"Um, I think I am...Springer, sir"

"Springer, and anyone else near a corner, bend down and feel for a lamp then, of course, flick it on."

Four lamps lit up, Connie's first, then Armin flicked one on, Jean and Erwin also flicked one on. Fuck Levi thought it's just like back then. They were in a large metal room. Erwin in the left corner, Jean in the right corner, Armin directly a few feet right of Levi, and Connie between Erwin and Jean. Sasha was a few feet from Jean. Next to Connie was Mikasa. Levi was on the left Hanji. Eren was on the left of Erwin.

"Fuck. Fuck. No. No. Please. No. This. This can't be happening! I can't! not twice!" Levi started panicking. He couldn't do this again!

"FUCK" Levi started hyperventilating, looking around for an escape. Once he concluded that there was no easy escape, he turned and pounded on the wall.

"FUCK! GOD DAMNIT! NO! No! No. No no no no!" Levi slowly slipped down the wall, tears streaming down his face as he started finding difficult to talk.

"Not again. Please. I can't do it. Please!" He started sobbing continuing to plead. Everyone was shocked and watched as Humanity's Strongest Soldier had a mental breakdown. Erwin wanted to go over there and hug the small, shaking frame, but Levi said not to move and he trust Levi enough to know that when he says something, it's for important reasons. His breakdown only backing up that theory.

"Levi, what do you mean not again?" Hanji asked.

"...Punishment." Levi mumbled.

"What? Punishment? What are you talking about?" Hanji was beginning to worry about Levi's true mental state.

"This is how Kenny punished me when I tried to run away from him back when he was the only person I could trust. He took me in when my mother died. I-I had to trust him. He saved me, fed me, gave me a place to sleep, and gave me a father figure, but then he started taking his anger out on me!" Levi was barely holding back sobs

"The beatings, the whippings, the starvation, everything! It all hurt! I couldn't take it anymore so i ran! But he caught me! He put me in here. This room and I had to get hurt so badly to escape! I nearly died so many times!" Levi's barrier broke and he sobbed remembering all the pain, fear, and what kind of traps and devices were around.

Needless to say everyone was shocked to hear the story. Even Erwin. He knew Levi had it hard in the Underground and that Levi and Kenny were once partners, family even, but he never knew why Levi wanted to leave the Underground so bad, why he wanted Kenny dead, or where Levi had gotten all the scars across his body. He knew now, and it made him want to tear Kenny apart.

All of a sudden, a voice came from above.

"Levi, kiddo, nows not the time to have a breakdown! You still need to survive. Plus, I want to test something to see if you have a certain power."