It was a late night in Magnolia, about the time where most of the Fairy Tail guild members have gone home and are asleep in their beds. However, one particular bluenette was in Fairy Tail's library with her face buried in a book. Levy was sitting in between two large stacks of books sitting on the table she was working at.

Levy sat up from her hunched position over the book and placed her red glasses on her head. A tired sigh left her lips and she rubbed her eyes, trying to stay awake. After agreeing to take a job with Gajeel and Lily, she took it upon herself to learn about anything she could on the magical object that they needed to receive for their client.

Levy leans back in her chair, head tipping back to stare up at the ceiling. The thought of the job got her thinking about annoyingly cocky, but badass iron dragon slayer, Gajeel. She still couldn't believe how much they have been through together. With the incident that happened on Tenrou Island and the attacking dragons after the Grand Magic Games, there were many time where it could have been their last moments together. The thought of that had scared her, but those events helped bring them closer together.

Levy began to think about the way Gajeel's grin made the butterflies in her stomach go crazy, how his 'Gihi' laugh made her smile, the way her heart would beat faster when ever she talked to him, and how his bickering with Lily or Natsu would make her giggle. Then her mind started to drift off toward Gajeel's physical attributes. His amazing black hair that she just wants to comb her fingers through. His sculptured abs and muscles that she would love just to trace with her fingers, memorizing each divot and scar. But his beautiful, crimson eyes is what got her. When she first saw them they were dark and just full of hate, making her terrified of him. However, as Gajeel started to become apart of Fairy Tail, that hate and despair was replaced this light that only could simply be described as happiness and love. She could stare into those eyes forever.

After that thought, Levy snapped out of her daydream with a blush rising on her cheeks. A tiny smile rose on her lips and she shook her head, as if it would get rid of the distracting thoughts. Levy put her glasses back on and went back to reading her book, the tiny smile still gracing her lips.

The sudden ache in the iron dragon slayer's back is what disturbed him from his sleep, a groan escaping his lips from the slight pain. Gajeel slowly opened his eyes which were met with the ceiling of the guild hall. He rose into a sitting position from the wooden table he was sleeping on, letting out another groan caused by the stiffness in his back. He stretched from where he sat, able to crack his back, giving him some relief. Gajeel let his eyes scan the guild hall, a few members passed out on the tables while others were on the floor, being the result of late night partying. He took in a deep breath before releasing it. However, a certain familiar scent caught him off guard. He sniffed the air and found the faint scent of old books and strawberries filling his nose.

What the hell is Levy still doing here?

Gajeel quietly hopped off the table and carefully navigated through the people and the other miscellaneous objects, following the scent to find the source. He entered the library, seeing that it was lightly lit with a few candles scattered across the room.

Gajeel spotted a single candle lit on a table, two huge piles of books on either side of the table. He made his way over to it, finding a sleeping Levy with a book being used as her pillow. Gajeel let out a sigh, but couldn't help the grin that rose on his lips. He should have figured the bookworm would be in here when he first caught the scent, but was surprised to see her here at this late of an hour. Gajeel crouched down next to her, "Oi Shrimp." he said as he gently shook her shoulder. Levy didn't even move. He was about to make another attempt to wake her up but stopped himself. She looked very peaceful, something he rarely sees due to how chaotic their lives were.

Gajeel carefully and quietly lifted Levy from the chair into his arms, carrying her like a princess. Once he did, he was surprised when Levy nuzzled her face into his chest, making his heart skip a beat. Gajeel let out a breath before making his way over to the couch in the room. He carefully lied her down on the couch, letting her head rest against one of the pillows. He grabbed the blanket from the back of the couch and placed it over Levy's sleeping form. Gajeel crouched down next to her, letting his crimson eyes scan her features. Dear gods she is gorgeous. Her pale, soft skin made her blue hair and honey colored eyes stand out. He always found it cute when ever she blushes, motivating him to tease her when ever he got the chance. He also likes how her nose would scrunch up when she is trying to translate something or how she explains something with such a sense of accomplishment, even if he doesn't understand a word she is saying.

Gajeel was pulled from his thoughts when Levy shifted, nuzzling her face into the pillow causing her hair to fall on to her face. He reached a hand out to move the strands of hair away from her face, hesitating before he could. Gajeel's calloused fingers lightly brushed against Levy's soft skin as he moved the hair from her face. Seeing her restful and beautiful face made him smile, with an underling of sadness in it. Gajeel didn't deserve Levy as a friend, let alone having these hidden feelings for her. He will never forgive himself for what he did to her. Someone as kind and generous as her doesn't deserve that kind of pain. A quite sigh left him and let his thumb lightly caress her cheek before taking his hand away.

"Night Shrimp." Gajeel whispered softly before standing and heading out of the room, ignoring his aching heart and letting the pain of that night fill it instead.