Whenever Levi thought of important females that changed his life, only three people came to his mind. Third, was Hanji Zoe. She taught Levi to be somewhat curious, the only person in his life that questioned his authority, or somewhat stood up to him. She was someone he trusted indefinitely. Secondly, Petra was someone whom he loved dearly. It broke his heart to see her dead on the tree, blood trickling from her open mouth and wide eyes.

I'm sorry I wasn't there to protect you. He had thought, his eyes wide and unforgiving. He never forgave himself for not being able to protect Petra.

The first, the one he simply couldn't live without; was Yuui Asuna.

She was strong, head willed, and acted before thinking often. Asuna had struck him as a fighter, like Mikasa Ackerman.

"Oi! You're the idiot!" She had told him the first time they met. He had been telling Kirito that he was an idiot for dropping his cleaning supplies that were in a bucket. Asuna always jumped to Kirito's safety, never letting anyone hurt him, and if they did, she would kill them or leave bloody bruises and broken noses.

Asuna had been the one to tell Levi up, she stood up to him when everyone else was afraid to, or just held respect. Asuna on the other hand, was honest, and didn't let anything stop her to tell the truth. And Levi admired that about her the most.

Asuna was beautiful, he couldn't deny that. Her long peach colored hair framed perfectly her wide bright brown eyes. She was also someone who was a leader, caring about people, and never wanted anyone hurt. She made everything beautiful in her presence, but perhaps the way she stuck to reality and nice way, made her more beautiful. In short, Levi knew she was a beautiful soul.

Asuna had been able to make Levi forgive himself about Petra. She reached places of him he never knew existed; he didn't know a thing about joy, feeling happy and carefree. He didn't know the beauty of the world, until she came along and taught him that you shouldn't just survive life; you should also live it.

"What's the point when there's titans devouring humanity?" He had said, and Asuna had clicked her tongue at him.

"The point is to live! The titans won't be roaming this earth forever, and we cant just 'survive' to not feel anything; to not feel happiness or joy of humanity's restore, or sadness. The point is, although its hard to believe know, but theres more to it!" She blurted, and Levi had been touched. Something no one has done since Petra died. "I don't know how to explain it but you just can't block out your emotions like a doll." She had said.

"Why do you love me?" Levi asked one day, arm around Asuna's shoulder. They were both laying on the grass in the night sky, watching the stars. She didn't even look at Levi, just blinked and smiled.

"I love you because you're you. I don't know, I just love you! I love everything about you; the way you act with other officials, your laugh, your smile, your way with things. You're one of those people that are special and beautiful without even trying." She said, and he was speechless.

"Oi don't get carried away. I didn't say I love the obsession you have with cleaning." He blushed a tiny bit, and she laughed, giving him a kiss on the cheek.

"Asuna, I. . ." He trailed off, looking at the stars. She hummed.

"Yes?"

"I. . ."

He took a deep breath.

"I love you." He said slowly, and she squeezed his hand. That was the only time Levi had said that.

"As I do too." She replied, and they both stared into the stars. "Beautiful isn't it?" She whispered. Levi said nothing, staring at her face and eyes.

Not as beautiful as you. He had thought.

Yes, Asuna had a place in his heart. She made him whole. Made him feel. She made him feel human. And he loved her. With all his heart.

So when Asuna had pushed him out of the way of the titan, putting herself in danger made him panic; a surge of emotions going through him.
"Levi!" She had screamed, eyes wide and Levi could see fear. The titan had simply knocked her with it's hand, sending Asuna flying to the ground.

Shocked, Levi couldn't function, until he saw Asuna crash to the ground, not moving. He gasped, and fought the titan, angry for being careless.
"Levi! Retreat! Too many titans!" Erwin had yelled, on his horse ready to leave. And he was right, after Levi had killed the titan, more came to their direction.

Levi didn't respond, only flew down with his gear to her.

Shaking hands grabbed onto her, mouth pressed to her forehead. He pulled away when she opened her eyes.
"Levi. . ." She said softly, tears in her eyes. Blood trickled from a corner of her mouth, bruises on her arms.
"As-Asuna." Levi said shakily, arms holding her. She gave the tiniest smile, slowly lifted her hand to cup at Levi's face for a second- in that second she had said-

"I love you." She whispered, and slowly closed her eyes, hand falling to her side.
"Asuna!" Levi croaked, and held her close and tight, rocking back and forth.
It was then, for the first time in many years, he cried. Tears filled his eyes, and he sobbed, rocking her back and forth, his heart shattering into tiny pieces.
Erwin had said nothing, just keeping his head low, as well as the rest of the squad that had survived with them.

"I love you too." Levi whispered, and that was the second and last time he said those words. Still holding onto her, as if she was the one keeping him right in the whole world. Which in a way, she had.