Author's Note: I'm not all that into Fairy Tail, so some things might be off in it. I apologize in advance if they are. I'm kind of a sucker for the "sidekick" 'esque characters and I really like Happy, even if this fic suggests otherwise. Warning: No happy ending.

Incinerate

"C'mon Happy, it'll be easy!"

"Aye sir!"

"Lucy look out!" Happy heard Natsu yell and he beat his white wings harder. He had to make it to her. Gritting his teeth tighter he could swear to hearing them creak and his wings felt like they were on fire.

Couldn't give up! Natsu would never give up and so Happy wouldn't either.

"LU-CY!" he shouted as he barreled into her. The blond let out a yelp of shock, and Happy huffed in relief as he watched her fall out of the blast's path. Now he just had to escape-Eyes grew wide as he felt his wings suddenly give out. He wouldn't be able to get out of the wide beam's path if he didn't get his wings and limbs to quit feeling like jelly.

He was suddenly tugged backwards, the blast, hot and sizzling, passed just in front of his nose. The Exceed turned to thank whoever had saved him, but his pupils shrank when he saw who was clutching his tail tightly.

It was one of the bandits. The leader if he remembered correctly. Across the parts of the man's face, that weren't covered in black cloth, was gnarled scar tissue that suggested a hard lifestyle. The rest of him was clothed in the same black cloth that was wrapped around his face.

"Happy!" Natsu shouted, and bounded forward to assist his companion. The world tilted wildly and before he could get his head straight he found himself on top of a building-still within the man's grasp.

He tried to wriggle free, but to no avail.

"Trying to be the hero?" the man chuckled and the Exceed craned his neck to get a better look at him. The man's attention was diverted from him and towards the rest of Team Natsu. "You lot ruined my heist! But this-" he yanked Happy around by his tail, the Exceed wincing in discomfort, "should compensate!"

"You aren't taking Happy anywhere!" Natsu shouted, fists flaming.

"Take him?" the man questioned, Lucy and Natsu watched as dark magic engulfed the man's hand. "You misunderstand me."

The blue Exceed let out a howl of pain as the dark magic seared his stomach and his efforts to escape doubled. The flame like substance spread a gruesome path across his stomach before trailing towards his sides, igniting everything within its wake.

"YOU BASTARD!" that cry pierced through the Exceed's own agony filled ones. Tears, fat and plentiful, rolled out of Happy's eyes and onto the ground as he tried to block out the pain.

Eyes closed he could only hear the resounding smack as what he could only assume were Natsu's fire covered fist and the man's cursed one connecting.

It was hard to feel anymore...

"Happy! Don't worry. I'll get you out of here!"

"Aye...sir," he murmured and smiled weakly. If Natsu could be strong about this than he could too.

Finally his tail was released from the iron like grip and weightlessness settled over the blue Exceed's body. Wings...he should get those to work. Even if he couldn't fly away he could at the very least slow his fall.

The limbs in question screamed in agony with even a twitch. Happy creaked open his eyes. The ground was rushing up quickly, but from the corner of his eye he could see a yellow and blue figure.

"Happy!" Lucy shouted, catching the Exceed. He cried out in pain as his wounds made contact with the blonde's arms, but the undeniable relief he felt seemed to sooth the pain in that moment.

"Lucy..." he murmured miserably. The fire of the curse seemed to grow worse and he bit back a cry of pain.

"It's going to be okay," Lucy promised as she turned him over gently. Her eyes widened at the damage. Bits of pink flesh peered back at her as blood oozed out of the wounds and a thin layer of dark magic hung around like a cloak, slowly burning away at the Exceed's body. "Natsu! We need to get Happy treated now!"

From the corner of his eye he could see Natsu holding up the black clad mage. His face was bloodied and bruised. A smirk worked its way across his face. "Good luck."

"You caused this, so you should know how to fix it! Tell me!" Natsu demanded.

"You're wasting your time," he said, pointing at the trembling form of Happy. "That thing is as good as dead."

"YOU-!" Natsu pulled back his fist, intense flames engulfing it like a glove with the full intent of smashing it into the bastard's face. Happy let out a little warble of pain in that moment that stopped him dead in his tracks. He didn't have time for this.

Giving the man one last parting shot he made his way down to Lucy and Happy. The sight of his best friend trembling in agony had Natsu trembling in anger.

"What do we do?" Lucy asked as tears slipped down her cheeks. Natsu didn't have the answer. They needed to head back to the guild and figure out the best way to deal with Happy's condition and they needed to hurry.

"Just hang on Happy," he murmured as he took the blue kitten from Lucy's arms with the utmost care.

"Aye..." he whispered and snuggled into the young man's vest.

"Do you think you'll get away that easily?!" A voice suddenly roared, and the trio turned to see a large beam of magic headed for Natsu. All three pair of eyes widened.

"Natsu! Happy!"

"Natsu..."

"Happy what are you doing!?"

With what little strength he had left the blue Exceed shoved the fire dragon slayer out of harm's way and the beam of energy hit its mark. It didn't hurt as bad as he thought it would have and he smiled gently at Natsu as the world turned white.

"HAPPY!"

It didn't look like Happy anymore. The kitten's usual blue fur was charred black and both his ears and tail were singed almost clean off.

"N...Natsu..." Lucy sobbed, barely able to see the pink haired mage through her tears. He was shaking violently and he couldn't, wouldn't take his eyes off of the Exceed's body. She wanted to console him, but she could not find the words. There were not any words that would make it okay.

Lucy could feel the sudden change in the air and quickly picked up the Exceed's body just as Natsu's was engulfed in flames.

The heat was intense, stealing away her breath, and she staggered as far away as she could from her guild mate. She could not see the perpetrator anywhere in sight, but that mattered little now.

Natsu reared back and unleashed a fire dragon roar directly into the air. The intensity sent a shock wave across the town they were currently in, shattering nearby windows, and unsettling structures until they appeared on the verge of collapse.

"Natsu!" the blond cried, and clutched Happy's body closer to herself. She feared for the mage that had done this and the town itself. This could not continue. "Stop! Happy wouldn't want to see you like this!"

And just like that the sweltering heat was gone and a rush of cool air made her shiver. She sniffed and took in a shuttering breath.

Slowly the fire dragon slayer made his way shakily over to her and the charred body of his best friend. He paused in front of them for only a moment before he rested his head on Lucy's shoulder and his hand came up to stroke Happy's charred face.

More tears slid down her cheeks as she felt a wetness slip down her shoulder.

"C'mon Happy, it'll be easy!"

"Aye sir!"

End