A/N: The first few lines of this came to me the other day while I was trying to imagine what on Earth(land) goes on in Gajeel's mind. I've been wanting to do a more romantic Gajevy story, but part of the challenge is capturing his personality in a believable way. So I started with this, and the story wrote itself to where it is…well, at the end. Hope you…enjoy? Question mark?

Disclaimer: The most popular thing that I DO own (more or less) is one of my Sailor Moon videos on YouTube—unfortunately, my 150,000 views still isn't quite on par with Mashima's genius!

"Gajeel you idiot! How can you be so clueless? It's as if it's never even occurred to you! You never think about anything, you never decide to do anything! All you do is fight and eat and you just wait for things to happen. You never act, you just react to things. You never make anything happen." Levy's words faded into shaky sobs, the room silent around her. She was still looking at Gajeel, waiting for his response. He stared down at her unmoving, a silent look of discomfort in his eyes.

"I dunno what I'm supposed to do," he began. "I ain't ever been in a guild like this before. Metalicana wasn't like you guys, and you," he faltered, his face turning red. "You know what Phantom Lord was like." He averted his eyes as they both remembered exactly what he'd done to her when they first met. Levy's sniffles had begun to quiet as she listened.

"Gajeel, you know I forgive you. You've done so much for Fairy Tail." Something seemed to occur to her just then. "Is that wh-why you d-do nice things f-for m-m-m-me?" Levy's eyes watered up again and she trembled even harder as her mind began piecing things together. "Y-y-ou've just b-b-been trying t-to m-m-make up f-f-for…" She couldn't form any more words.

Gajeel stepped towards her and put his hand on her shoulder. Levy jerked back, curling in on herself.

"Honestly woman, what's gotten into you?" Gajeel didn't know what she wanted from him, but he did know that he didn't like seeing her look the way she was looking right now. Best he could figure was that he'd done something to upset her, and even though he didn't know what that was, he could guess that he was the one who'd have to fix it. He could just imagine what Pantherlily would have to say to him later if he heard about this—but even so, he had no idea how to handle this!

He reached out and gripped Levy by the upper arms and lifted her straight up into the air in front of him, his arms outstretched. When she was eye level, he stopped. She'd gasped and opened her eyes.

"Look, Shrimp. I can't guess what's goin' on in your head. What d'you mean, I never do anything? And what is this about me bein' nice to you?"

Levy's face turned red when she tried to formulate answers in her mind. Of course she knew why she was upset, but she couldn't explain it to him because it would be embarrassing if he didn't… and surely he didn't…

"You're o-only nice to me b-because you feel bad for what you did in Phantom Lord," she said quietly as the shakes subsided. She felt very warm, especially with the heat from Gajeel's hands permeating her long sleeves.

"Is that what you think?" Gajeel raised one studded brow.

"Well it's the truth, isn't it?" Levy could feel her earlier angry emotion rising inside her. "It's not as if you actually care about me!" Gajeel blinked in surprise.

"Hey now! What d'ya call helpin' you with the S-class trials?" Levy knew even she didn't believe what she was saying, but she was just so frustrated.

"Let me down!" She began to kick her legs.

"Fine!" Gajeel opened his hands and she dropped to her feet. She glared up at him, tears welling in her eyes again, before turning and running out of the room, out of the hall, until she could feel the breeze outdoors lifting her hair.

She continued to run, tears streaming down her cheeks. I hate him, I hate him, I hate him! she screamed to herself mentally, not for the first time. Her tears now were because he had let her go, and she hated herself too for crying over such a stupid thing, especially when she knew she could've handled things differently. She knew he was clueless and awkward, and that he responded one way but often meant something else, and she knew she loved him despite that. She couldn't help it. Wasn't it possible then that behind all his gruff words and even his inaction that maybe he felt similarly for her?

She'd been running through the trees, but when she cleared the treeline and ran out onto the grassy bluff overlooking the sea, she came to a halt. The wind blew harder here, and she closed her eyes, breathing the salty sea air deeply.

:::::::::::::::::::::::::::::::::::::::::::::::::::::::

Back at the deserted guild hall, Gajeel hadn't moved. He still didn't know what the hell was going on. This kind of behavior annoyed him, but more than that it confused him. He'd thought that the little shrimp enjoyed being around him, he certainly liked hanging around her. She'd never really complained much before about what he did, so why now? He tried to think back to what she'd said. "Idiot" and "clueless" had definitely been in there. He snorted, that was for damn sure. He'd thought that maybe she was upset with him for not being more social, and he'd tried to explain how strange all of this was for him. He wasn't used to having so many nice-smelling people around him him—and they didn't just smell nice, they were nice. Metalicana had been nice, but he was also a dragon so he'd been tough too.

Since joining Fairy Tail, the iron dragon slayer had opened up a lot, and he'd noticed that people here didn't seem to mind him so much. Initially he'd definitely expected the shrimp to hate him, but she must be crazy or something, because she didn't. He smirked, he liked crazy. Her kind of crazy, anyway. Although all this today—and she'd said that he didn't care for her? That had annoyed him the most. If he didn't care, he wouldn't have bothered to stick around and listen to her. If he didn't care, then he probably wouldn't feel a flash of proud success every time he made her laugh or squeal, or even yell at him. And if he didn't care, he probably wouldn't feel so blank right now, staring at the spot where she'd been standing.

He wondered then where she'd run off to. One of her friends? Her teammates? His jaw twitched when he imagined those two idiots fawning over her as she cried—they wouldn't be able to understand her or do anything to help. Gajeel realized with a start what that thought implied. Did he understand? He hadn't thought so, but he sure as hell would do a damn better job of comforting the little shrimp than either of her teammates, he felt suddenly confident of this. Maybe her blonde friend would be a better help to her right now, though. She was a girl, and this kind of behavior definitely seemed very girly to Gajeel. He sighed and rubbed his neck. Levy would surely have gone to her best friend's apartment to…whatever. He might as well start there.

By the time he arrived, the sun was low and the sky streaked with orange and pink. Gajeel knocked on the door to Lucy's apartment—he wasn't about to enter through the window uninvited, like her other friends.

"Gajeel?" Her surprise at seeing him there was evident. "Come on in," she stepped back and allowed him into the brightly lit room.

"Have you seen the shrimp anywhere?" he asked soberly.

"Levy? No I haven't, why—is something wrong?"

"…Nah." Gajeel intended to leave, to continue searching, but something held him rooted to the spot. Lucy seemed to sense that he might have more to say.

"Why don't you tell me about it?" she invited. For a minute, she thought he wouldn't reply.

"She's mad at me, an' I dunno what I did," he sighed, looking up toward some invisible item of interest on the ceiling.

"Ah," Lucy smiled somewhat. "Tell me, Gajeel—what are your feelings toward Levy?"

"F-feelings?!" Gajeel looked taken aback as he stared at her. "I ain't got any feelings!" His voice was defensive.

"Mm," Lucy acknowledged lightly. "That's too bad, you know."

"What's that supposed to mean?" Gajeel retorted. Lucy merely smiled and shrugged, dancing out of the way as Gajeel tried to grab her. They paused when they heard a knock at the door. Lucy opened it to reveal a much calmer Levy.

"O-oh!" she said as she took a step back. "I didn't realize you had company, L-Lu-chan."

"That's okay, I'm leaving." Gajeel was gone out the window before either girl could reply. Levy looked at Lucy, and Lucy looked back at Levy. Levy's lip began to tremble.

"Levy, come in," Lucy pulled her into a hug.

"H-he really doesn't like me," Levy sniffed.

"Levy, I don't think that's the case at all. He came here looking for you." Lucy led the two of them over to the bed, where they sat together. Levy seemed much more emotional tonight than was usual. "You just have to remember what kind of a person he is. He acts on impulse, not on pre-determined thought."

Levy listened quietly to her friend's words. Lucy was definitely right.

"So you either have to appeal to that part of him, or you have to be very direct with what you say." Lucy laughed, "You know, I think that most guys are that way." Levy smiled and hugged Lucy again.

"Thanks, Lu-chan."

She stayed at Lucy's for another hour or two, drinking tea, eating snacks and chatting. By the time she set out to go home, it was dark. She stepped down into the cobblestone street and made sure the door had shut properly behind her. She hadn't gone more than a few feet before hearing a voice near her right shoulder.

"Oi." She jumped a little and looked up at Gajeel.

"Were you waiting here all this time?"

He just shrugged and fell into step beside her. "It's late for you to be walking out here all alone," was all he said.

Levy was in much higher spirits after her time with Lucy, and she smiled to herself at his words. "Thanks, Gajeel," she said quietly.

"Mmm," was his only reply. They walked for a few minutes in silence, Gajeel occasionally sneaking peeks at her out of the corner of his eye. Levy didn't notice—she was too busy trying to slow down her racing mind so that she could come up with the words she was looking for.

"Hey Shrimp," he said at the same time Levy turned to him saying, "I'm sorry!"

The two paused, looking at one another before laughing softly. Levy felt a little of the weight lift off her chest, and Gajeel felt a little more relaxed. Even with some of the tension dissipated, they hadn't moved. Levy always felt a little thrill whenever those sharp red eyes met hers. Lucy's advice suddenly echoed through her mind. "Impulse" and "be very direct", to be specific. Gajeel was still watching her, studying her face. Levy knew what she wanted to do, but ugh! She was just too damn short!

Before she could consider her options, Gajeel opened his mouth to speak.

"I ain't doin' this just coz of before, ya know." His words were a little harsh, but his tone remained soft.

"I know," Levy said.

"And I dunno what it is you want me to be doin', either," he continued.

"I kn—," Levy began, but Gajeel cut her off.

"I do what I want, and I do the things I do because I want to. And," his voice had grown somehow deeper, huskier, as he lifted a hand to stroke along Levy's jaw. Her eyes widened and he could feel her heartbeat quicken through the fingers that brushed the pulse at her neck. He leaned down, his eyes still fixed on hers, until they dropped to her mouth. "I want to."

Before he could move any closer, Levy had sprung up toward him, eagerly meeting his lips halfway. His arms snaked around her waist and he lifted her up against him, deepening the kiss. Levy tangled her fingers in his mane and pulled him closer. Gajeel hadn't expected this response from her, but he wasn't about to let her go again. She may be clueless and awkward, and say one thing when she often meant something else, and she might even be crazy—but she was his kind of crazy, and he loved her for that.

A/N: Fin.

Levy cried a lot, and in my mind Levy doesn't cry often. But you know what, we all have those days, and this is Levy's.