A/N: I might continue this one day but I just HAD to get this out and I couldn't focus on anything else. So here is this for now. And, Levy's new clothing is basically her Council attire. But here it is, the inevitable Doctor Who Crossover.

UPDATE 2/8: Okay I can't stop. I love this AU so much so I am going to be juggling it on the side with other things. I don't know where I'm going with it, I have scattered ideas, and I have no prospective timeline on how long this will take and whether I'll ever finish it anywhere. But for now, I'm getting my kicks crossing over my favorite things and writing something that is going to be really angsty/pining/adventurous. ENJOY

Thanks to Amaranth121 for beta-ing this story!


Thud!

The large man fell to the floor in a mess of blankets and black hair, flailing for purchase. A string of profanities fell from his mouth, partially from the icy hardwood he found his bare back on and partially from the massive crash outside that had put him on the floor in the first place. "Fucking high school punks." He growled harshly, freeing himself of his sheets and stomping up to his feet.

He swiftly grabbed the aluminum bat from behind his bedroom door and stormed down the hall. "I swear to Mavis I'm gonna beat the shit-" Gajeel stopped at his back door, his mouth dropping open at the sight of his back yard and the work shed that used to be his workshop...or what was left of it. His mouth dropped open and he furiously kicked open the back door, "What the hell!"

Steam and smoke was billowing up from the destroyed shed, originating from a blue, lopsided box. Particularly, based on what he could read along the top of it, a Police Box. Gajeel was one hundred percent ready to beat someone's face in, not be met with a sight that he couldn't even begin to make sense of.

And it was about to get stranger.

The sound of a door swinging open was followed by movement on the other side of the box. He prickled then, remembering the delinquents he had definitely expected to find. His grip tightened on the bat and he brought it up to his side in both hands, stomping forward and opening his mouth to shout.

But again, he lost his words. A tiny figure, lit by some light source coming from the box, came around to its side and kicked it. "Look, I know I made a mess but that doesn't mean you need to throw a tantrum!" A woman. The voice was a woman's. And as his eyes adjusted he got a good enough look at the individual that the bat dropped from his grip and clunked on the dirt.

Honey eyes, nigh golden, swung to meet him. Wild blue waves flew around her round, soft face, marred a little with soot. She couldn't have been taller than 5 foot, maybe even shorter, and for some reason the shirt and pants she wore looked a few sizes too big. But disheveled though she was, she was beautiful. Stunningly beautiful.

He had expected to have frightened her, storming out like he did, but she was only surprised and if he wasn't mistaken, she looked embarrassed.

"Oh dear." Was all she could manage. She glanced at the demolished structure next to the call box, then to the shirtless man standing gobsmacked in the yard. "That yours?" She cracked an abashed smile, but he couldn't respond yet. "Yep, that's yours. I, uh, okay. What's the word?" The girl gripped her chin between her thumb and pointer finger, looking off to the side and smacking her lips. "Oh, words. Right, new mouth. New dialect." Seemingly remembering he was there, her gaze flew back up to the man and her hand went to the back of her head, ruffling her hair. "Sorry, keep forgetting you're there." The blunette's eyes widened dramatically, and her arms flew up into the air. "Sorry! That's the word! Sorry I crushed your hut!"

"My...hut?" Gajeel almost whispered, too flabbergasted to do much better than that. What the fresh hell is happening?

"Is that not what it is?" Levy shot her eyes to the smoldering pile of wood, lifting a brow. "Wait, what year is it?"

Finally Gajeel stiffened, having had enough of the nonsense. "Lady, are you drunk?"

"On?" Levy knee-jerk responded, before she shook her head quickly. "No! I'm just new."

"At what?" Gajeel tilted his head.

"Everything." A boom and a loud whirring noise suddenly interrupted their conversation, and she whirled to the blue box. "No no no! Stop it!" Her hands flew up in front of her, gesturing around the box frantically as she circled around the object.

Gajeel finally took a few steps forward. Yes, he was completely freaked out, but he'd be lying if he said he wasn't intrigued. It was almost secondary to his destroyed property. "The hell is that thing?"

"My ship!" Levy popped out from the other side of the call box.

"Oookay, sure. And my bike is actually a rocket."

"Can I borrow it? She's not going anywhere for a while, I think." Levy jabbed her thumb at the box.

Exasperated, he ran his hand through his black mane. "Who are you?"

The blunette paused for a minute, looking like she was taking a moment to think. "Hold on, I know this one. Things are fuzzy. New mind and all. New everything really. New new Levy." The woman suddenly bounced on her heels and snapped her fingers. "Levy! Time Lady, at your service."

Gajeel cocked his head and raised a brow. "What is that, a salesperson or somethin'?"

Instead of answering him right away, the blunette stepped up right in front of him. He looked like he wanted to introduce himself, but she was already moving onto the next subject. She furrowed her brow, looking him up and down, then looked down at herself. "What planet am I on? Phieth? No," She leaned to the side and seemed to be looking directly at his rear. Gajeel staggered to the side suddenly, his face flaring up crimson. He opened his mouth to protest, his hands going to shield his butt. "No tail."

"The hell you mean no tail! Of course I don't have a damn tail! You're on Earth, woman!" Gajeel sputtered.

Levy frowned. "Humans aren't that tall. Nor quite so adorned." A hand flourished to his face, and he assumed she meant his piercings. She took a couple steps back before fishing into her oversized pocket. The woman, adding up to the surprises, produced a small silver object that looked almost like a pen. With a flourish, she held it out in front of her as the tip lit up blue and a distinct screech pierced the night air. Levy swept it up and down, and Gajeel could only furrow his brow. She stopped and held the device up in front of her face, and her eyebrows flew upwards. "You're human." Her golden eyes looked up at him, and she resisted craning her neck. Do not tell me this regeneration made me short.

"And that makes you…?"

"Time Lady, I told you!" Levy scolded him with a finger and tsked sharply. "Human with bad ears, I need to start taking notes." Swiftly, she hid the silver object back into her pocket.

"So what, you tryna say you're an alien or something?" He asked, the skepticism all but dripping from his tone.

"Technically, you're the alien." Levy shot back.

"Ya look just as human as I do." Gajeel replied quickly.

"And you look Time Lord. We were around first. Sort of. In a manner of speaking." She stopped, furrowing her brow. "It's complicated." She waved her hand dismissively, "Either way I have, what, at least 800 some years on you."

"...What." He crossed his arms and lifted his brow.

"I'm...Oh goodness I'll lose count if I'm not careful. Last I checked, I'm 842."

"...Right. And I'm a dinosaur."

"Not likely. They were much more gullible." She answered casually, and again he was at a loss of words to reply to her, and again she blazed forward in the conversation before he could catch up. A slender finger tapped her cheek, and she looked to him suddenly and straightened herself out. "Be honest. How do I look?"

Gajeel's cheeks flared up again and he looked to the side, his whole body tensing up in discomfort. "Wh-what kind of question is that?" He stammered, trying to figure out who could be so bold as to come right up front like that. Gajeel wasn't someone unfamiliar with women, it was a question he should have been able to bounce right back with wit. "Y-ya look like someone who robbed a thrift store." He finally forced out, looking out the corner of his eye at her.

Surprised, Levy seemed to finally look down at herself for the first time and looked aghast. "Oh dear. Here I am with this big mess and I look like this. Just a moment." Without giving him a chance to say anything, she whirled on her feet and went around to the other side of the box. He could hear a door creak open, and she was gone for several minutes.

"Uh, hello? Time Lady?" He called out, hesitantly stepping forward to try and peek around. Who the hell...what the hell is happening? Her absence started to give him a chance to catch up with just how absurd all of this was. His gaze drifted to the destroyed shed and a small whimper escaped him. It's fuckin' ruined. Which somehow was a little secondary to the mysterious blue box and the stunning creature it had produced. Even if she seemed to be off her rocker.

"Better!" Her voice broke him from his thoughts, and she had emerged again. Just as his jaw dropped open, because an entirely different woman stood before him. Beaming from the confidence that new attire gave her, Levy shifted her weight from one foot to the other. Gajeel's crimson eyes and ran up and down her form, taking in the very drastic change,

A white jacket now hugged her petite frame, accented with yellow seams, that was long enough to reach the backs of her calves. The collar was raised delicately around her porcelain neck, and gold buttons secured the garment closed over her chest. White pants, like a second skin, contributed to the unveiling of every little curve the woman possessed, and thigh-high black boots completed her new image.

"Less...that thing you said. 'Thrift store?'" She asked, tilting her head and running fingers through her wild blue locks, semi-contained by a black headband. She suddenly made a face, holding her hand over her mouth to stifle a few small coughs. A distinct wisp of golden smoke escaped her mouth. "Welp, pardon me. Still giving off regeneration energy I suppose."

She's not...she can't not be…The hell is regeneration? "How...where?" Gajeel lifted a shaky finger, pointing to her and gesturing up and down her figure.

"The wardrobe." Levy answered flatly, as though the reply was obvious.

"Where the hell ya find a wardrobe?" His eyes flicked to the call box.

"In my ship? Past the library, if you're wondering where in relation to the layout. I'm sure I have something if you need it." Her golden eyes looked to his stark shirtlessness, and he could feel himself squirming under her very piercing gaze. "I think you need it. You're missing stuff." She gestured to him.

Trying to offset his own embarrassment, and distract from his near-permanent blush. "That's a damn box. It ain't a ship, it's a box."

"Oi!" Levy narrowed her eyes and frowned deeply. "She can hear you, y'know!" She scolded. "And she's already throwing a tantrum, don't make it worse. You don't believe me? You're welcome to look." Levy took a few steps back, gesturing for him to follow her, and then glanced at the doors.

Gajeel finally resolved that this was the tone of the night, and that he may as well not waste his energy trying to protest or make sense of it. He sighed deeply, rolling his shoulders, and decided he would humor her. Slowly, the man walked around to the other side of the box as she all but hopped out of his way, and he settled his gaze on the doors. He glanced back at her, brows raised, and with a big smile, she twirled up her hand and snapped her fingers.

The doors to the call box swung open.

A golden light bathed them both, and with absolute wonder, he stared inside. No...way… Gajeel staggered forward, stepping inside, and found himself within a massive, open room. What appeared to be a large console sat the center of the room, humming gently and with countless lights rhythmically flashing in random order. Several hallways exited the area all around the control room, and pulsing golden lights lined the walls all the way up to the ceiling.

His chest heaved, eyes flying around the room and not knowing where to even focus. It took him a moment, but he stumbled back outside, staring accusingly at the tiny, very amused blunette. Her hands were clasped behind her back, and she had the brightest grin on her face.

"Yes?" She prompted gently.

He jabbed a demanding finger back at the box, opened his mouth to speak, but only incoherent noises came out. So he pointed again, hunched forward towards her, and hoped his expression spoke for him.

Levy, still beaming, leaned forward towards him as well and very much invaded his bubble. "Something to say?" She trailed off, tilting her head, "Something about sizes maybe?"

"It's….it's…" He stammered, and the expectation on Levy's face was near overbearing. "Bigger...on the inside." The blunette all but mouthed the words along with him, and she leaned back again, straightening up.

"I'll never get tired of that." Levy mused, watching him whirl to charge back inside the box and venture a little farther. The woman ambled in behind him, amused to see him stepping forward bit by bit with his arms in front of him as though he expected to hit a wall at any time. She followed him, swinging her steps out side to side. "Time and Relative Dimension in Space." A flabbergasted 'huh' answered her. "TARDIS! Name of the ship! Top of the line. Best thing credits can buy. Or, if you're me, best thing you can hope to borrow and definitely plan to return one day."

"How the hell…" Gajeel turned around to demand answers, only to now find her directly in front of him, very close.

"It's, my," She leaned forward onto her tiptoes, and daintily poked him directly on his nose, "Ship."

Gajeel blinked, thoroughly proven wrong. She had been very honest, and thus far the things she had said were true. "Where….where do you go?"

As though waiting for the question, Levy sauntered around him, and he found his eyes fixating on the airy way she walked. How she carried herself like some unearthly creature, which, slowly, he was starting to believe she was. "Where, when...anywhere and anywhen you could want really." The woman stopped in front of the consol, her hands dancing over the controls. Coyly, she looked over her shoulder, smiling at him and unknowingly leaving him awestruck. "So, tall metal man..."

"Gajeel!" He exclaimed, realizing she hadn't given him a single second edgewise to introduce himself.

"Gajeeeeel~." She repeated, flipping a switch, and the humming became louder. There we go, feeling better are we? She thought, drawing a consoling finger along the controls. "Right. So. All of time and space. Anything that ever was and ever will be...wanna see it?"

"Time? And Space?"

"In the name!" She chirped.

"Fine, dammit. I'll bite." He gave in. Completely gave up. It was all so much, so quickly, he had not much else to lose if he went along with it. And it definitely had nothing to do with the fact that she was stunning, captivating, enthralling… "Show me."

An ecstatic laugh burst from her, and she clapped her hands resolutely. "Brilliant!" Levy burst. "Hold onto your britches, metal man! She's still grouchy so it's gonna be bumpy!" Levy reached out, grabbed a lever and yanked it down, nearly sending both of them to the floor with the sudden, violent jerk of motion.