Written for the GrayTear exchange, as a gift to itsajoshyboy! Super late, but in my defense life recently beat the shit out of me, and I lost a ton of WIPS to a crashed computer. Wanted to do so much more symbolism with this, but ran out of time. Please enjoy.

Inspired in part by Kajii Motojirou's short story, "Beneath the Cherry Trees."


It's chilly.

Or it would have been for anyone without the constant flow of ice magic in their veins. But for Gray, it was a comfortable sort of feeling. The cold wind blew with it the perfume of sakura, tinged with the bite of winter. Lungs filling with it, it burned inside Gray's chest. It was as familiar as a favorite blanket to him, and did not even warrant the opening of his eyes to investigate further.

For he was... not entirely sure where he was, or how he had come to get there. A suspicion tickled the back of his brain - a sense that he was somewhere elsewhere from where he was supposed to be. And while this should have alarmed him, the lulling breeze forced the notion under a heavy insulation of calm, and Gray found himself without the motivation to dwell too deeply on the abnormality.

Then he felt a gentle pressure on his cheeks, and Gray finally opened his eyes, blinking rapidly against the sudden bright light sending spears of pain through his skills.

"Looks who's awake after all." Gray thought he caught a glimpse of a half-smile and long, dark tresses bound with white ribbon, before a hand lifted from his cheeks and rested over his eyes instead. "Your sight should adjust in a second; just be a little more patient."

He sighed, relaxing and closing his eyes once more. "Alright. Whatever you say, Ultear."

Though he couldn't see it, he could hear the wry smile in her words. "I don't recall you being quite so compliant with me before."

"Yeah, well..." Gray's voice trailed away, whatever he was going to say lost to the pervasive calm enshrouding him. "Things are different now," he finished, the surety in the words surprising him.

Different? From what?

"I suppose they are." Light drenched the back of his eyelids as she removed her hand. "You should find it easier to see, now."

Gray blinked. Although still intense, the brightness no longer hurt him. He turned his head, grass tickling his nose, and stared at the woman kneeling beside him in a white dress, unmindful of potential grass stains. Behind her, the wide trunk of an ancient rainbow sakura rose from the earth - the boughs high above them casting them in intermittent, many-hued shade.

Ultear raised an eyebrow at him. "Just going to lay there and stare at me, are you?" Then she patted her lap. "Well if you're going stay lying down, I don't mind being your pillow for a little while."

Heat flooded Gray's cheeks, and he quickly rose to a sitting position. "No way, that's too embarrassing." But as he moved, his vision swam with darkness and firework flashes, and before he knew it, Ultear had pulled him down to her lap.

Her cool, calloused hands stroked his hair as his vision returned to normal. "Almost had a blackout there," she teased. "Try to sit up too fast?" Gray turned his face away from her and her smug expression, and she giggled at his petulance.

They remained like that for some time - Ultear running her hands through his hair, and Gray staring out at the orchard that surrounded them. He was all too aware of the warmth and hard muscles beneath his head, and the prickle of unseen twigs on the ground he laid on. The rainbow sakuras from which they came stretched on without an end in sight, their petals drifting on the breeze in great clouds of color. Through their branches, Gray could see a blank white sky - cloud cover so thick and so bright that he couldn't tell where the sun was at, or guess the time. The light cast strange halos around the sakura and the images of the trees wavered, as if they were reflected on the surface of oily water... no matter how hard he tried to focus. His head starting to ache from the strain, Gray closed his eyes again.

"So... Gray," Ultear began to say, and then paused, her hands stilling their movement.

"Hmm?"

"How have you been? It's been quite a while."

Had it?

"Been fine, mostly." He didn't feel it appropriate to return the question.

"That's a lie and you know it," Ultear admonished.

Gray frowned, but didn't correct her. "...Better," he amended.

Better from what, though?

Her reply was soft, hardly louder than the rustle of the sakura leaves. "Liar."

Pain squeezed his chest, dark claws digging into his flesh and robbing him of breath. "Where... did you go, Ultear?" Like hers, Gray's voice was a hoarse whisper. His throat and eyes burned. "Meredy looked for you, you know. After the Eclipse Gate."

Fingertips pressed against Gray's temples, not hard enough to hurt. "Jellal didn't, did he."

The bitter hurt in her voice struck true. "I looked for you, too," Gray offered.

She was silent for a long moment. "...I'm sorry."

Opening his eyes again, Gray looked up into Ultear's, which glistened with unshed tears. "We missed you."

She let out a short laugh. "Meredy is one thing, but what was there for you to miss? You and I hardly knew each other. Even if you combined all of our time together, you and I have maybe only known each other for a day. Maybe two. You didn't know me, Gray." She swallowed thickly. "There shouldn't have been anything to miss. What impact did I have on your life? Is it because I look like Ur? Is it because I'm her daughter?"

"Of course not," he said, his frustration stirring. "You know that's not it-"

"Is it because I made the same choice?"

Her quivering voice strangled whatever response Gray had been about to provide, comforting platitudes dying in his throat.

The same... choice?

"What difference did I make, Gray?" Another laugh, and a teardrop slid down her cheek. "One minute. That's all my life was worth. One measly minute."

Gray had no clue what she was referring to.

And that felt a worse betrayal than her disappearance.

His stomach began to burn.

Ultear shook her head, and then smiled at him. Gently, she stroked his cheeks with the rough, calloused pad of her thumbs. "All I wanted was to make a difference."

"You did," he insisted. "You did."

To Meredy. To me.

"I wish I could believe that," she whispered.

"Yeah. Me, too."

A sigh fell from her lips, and she shut her eyes. For a moment, Gray watched her steady breathing, soaking in the touch of her hands on his face. Gray couldn't remember the last time someone had been so... tender with him. Juvia was mostly force, even though she could be endearing in her quieter moments. But she wasn't like this when she tried to touch him.

The burning in his abdomen was spreading.

Ultear licked her lips, and then opened her eyes to gaze down at him once again. "I fear we're almost out of time." The thought made her lips curl into a half-smile. "Ironic though that is."

Confusion met sorrow, as Gray stared blankly up at the woman.

"Why did you do the same thing we did, Gray?"

His heartbeat thudded in his throat. "I don't know what you're talking about."

The smile she gave him was pitying. "Yes. You do."

Pain shot up his gut.

"I don't know what you're talking about," he repeating, with a groan.

Ultear's gaze drifted from his, resting on his exposed stomach.

Gray's, too, shifted to look down at himself.

Dark, dark liquid poured from a gaping hole in his body, seeping into the ground and staining Ultear's white dress crimson.

"Why did you repeat our mistakes? Aren't the students supposed to learn from their teachers?"

Gray gasped, as intense pain overloaded his senses, and images of battle and chains of ice assaulted his mind. "I... I didn't..." He let out a strangled laugh, though it came out more like a sob. "I didn't see another option!"

"Shh," Ultear hushed. "Don't worry." She smiled at him, affection clear in her eyes. "I won't let you face the same fate as us. It's the only thing I can still do for you. It's all the time I have left in me, but I can close your wound."

"But... your magic doesn't..."

"My magic does affect living things - it's always been able to. I just hadn't seen it before. Think, Gray. How else could I make trees grow? And unlock your second origin? I can reverse this time, as well. Although... I can't put your blood back in your body. But Juvia is already seeing to that, and I've asked Wendy to come. She'll reach you and Juvia soon, I think."

"Then what's going to happen to you?"

She shrugged slightly. "I'll become one with time, and lose my sense of individuality here." Ultear laugh rang out, clear as a bell, at the anger and sorrow that clouded Gray's face. "Don't make that face! Time is a stream that flows through all worlds, and all streams lead to the ocean." Her smile was more brilliant that the unchanging sky in this place. "I'm going home."

"And now... it's time for you to do so as well."

"No. Please, no," Gray whispered. "I don't want to go just yet."

She leaned down, and placed her lips against Gray's forehead, even as he clung to her hands like a man drowning.

"Goodbye, Gray."


There are bodies buried beneath the cherry trees!

You've got to believe it. Well, otherwise you couldn't possibly believe that cherry trees could bloom so beautifully. I've been out of sorts these past two or three days, because I couldn't believe in such a beauty. But now I've finally understood it: there are bodies buried beneath the cherry trees. You've got to believe it.

-"Sakura no ki no shita niwa", by Kajii Motojirou