A/N: Whew! This has been a long time coming, and for that I apologize to the recipient of this gift ~ Raiyone Narukami ~ for his birthday this month (August - it is still August even if only barely...) This massive one-shot (that was supposed to weigh in around 2000 words ... lol, I cannot count it seems) took on a life of its own. It features Millianna and Kaiziro (Raiyone Narukami's OC) Mikazuchi, a little bit of Lucy, Levy, Natsu, a mention of Happy, Gajeel, Loke and Aries, Romeo, Wendy, Chelia and Charle - plus some mention of Gray and Juvia ~ and even a bit of Erza and mention of Jellal. I very much hope it meets with your approval Raiyone Narukami~~

Kai dropped into the seat opposite Lucy and Levy. He let his head thunk down onto the table and heaved a giant sigh. "Hmmmf."

"Didn't go so well, huh?" Lucy shut her book and held it clasped to her chest. "There's only today left until the guild exchange program is over."

Levy looked with pity at the despondent gun mage. "Five days should have been enough to show Millianna you like her."

Worried others would overhear their conversation, Kai found the spark to sit up. He whipped his head around. "Shh! If word gets back to her I needed help confessing… I just don't want to appear less of a man, you know, getting help."

"Real men accept help." Lucy's tone was frosty. "I didn't think any less of you when you asked for help."

Near the back of the guild Elfman, deep in slumber, echoed 'real men' and smiled.

Levy dropped her book. "Being mature means knowing when you need assistance."

"Sorry! I know, I'm just a bit upset the last try didn't go so well. Time is running out like a dead-beat dad." Kai caught a glance of Juvia storming into the guild following an oblivious Gray. He blanched. "L-l-let's go elsewhere and I'll tell you about it."

"I'm waiting for Natsu…" Lucy began to to beg off, but the unnatural pale colour displayed by Kai was playing on her conscience. "All right."

Levy had caught the same glance of Juvia. "I'm waiting for Gajeel, but I think this might end up more entertaining." She scooped up her book and settled it into her satchel. "Come on, we can go to the new sweet shop that opened near Lucy's apartment."

Lucy and Levy lead the way towards their destination. Kai checked backwards every few steps of progress. Blanching, he gasped - there was a river of water barrelling at them from inside the guild. Slamming the main doors shut, he hurried to catch up to Lucy and Levy.

In the sweet shop Lucy played with the straw of her milkshake. "So tell me what happened when you tried my idea of an upfront confession!"

Kai set down his spoon. He rubbed the red Mermaid Heel tattoo on his bicep, his face almost the same shade. He forced a sickly grin. "Well, things were going pretty good I thought. Millianna agreed to take a walk with me, so we started strolling down the main street." His smile gained joy as Kai thought of Milli. "We stopped under a storefront with an awning."

Levy leaned forward, matching Lucy's pose; both listening intently.

"I had just let go of her hand, I needed to wipe off my sweaty palms." Kai slumped in his seat. "I closed my eyes and blurted out 'I love you' to her, but she'd disappeared into a pet shop." Kai's eyes grew mournful. "Gray was walking right there when I spoke. Juvia was following him. She thinks I'm another love rival." Unable to bear the pain, Kai let his head connect with the table. "She flooded the guild when we left." His breathing became loud and laboured. "I'm not gonna survive to confess to Milli!"

"Tch. I'm glad I don't have that problem anymore." Lucy patted Kai on his shoulder. "Well, Juvia does forget every now and then Natsu and I are dating. But, she's never tried to seriously harm me." Lucy took a sip of her beverage. "She just doesn't like anyone getting too close to Gray."

"Ooh! Remember the time Natsu pretended to strip like Gray?" Levy giggled at the memory. "He was mocking him, but Juvia got all flustered and started screaming about boy's love?"

"Oh man, that was funny!"

"Aren't we here to help me?" Kai asked. "The direct confession was your idea Lucy," He turned to Levy and asked, "What's next on the list?"

"Write a love letter."

Lucy nodded with enthusiasm. "Great idea!" She swivelled in her chair to face Kai. "You've got the help of the two best people for this!"

"I'm not that great with words …" Kai rubbed his guild mark again, gaining a bit of calmness from the action. "But I've got to try!"

"That's the spirit!" Lucy cheered.

Loke materialized at her elbow. "You called, o wonderful mistress?"

Levy hid her smirk behind the sheaf of papers she'd just pulled out of her satchel. Kai sat there dumbfounded and more than a little awe-struck. Lucy was so down-to-earth, he'd forgotten how many spirits she had contracts with, and the fact that she was immensely powerful in her own right. Seeing Loke come to the mortal plane without using the key was amazing. Realizing he was watching with his mouth open, he closed his jaw with a click-clack of teeth.

"I didn't call -"

"But perhaps your friend Kai would prefer the help of another man to draft his confession of love to the sweet Millianna?" Loke stood ramrod straight and puffed out his chest. "I am quite skilled in the art of confession."

A pink cloud of sparkles enveloped Loke. Aries stepped out from behind him, settling a delicate hand on his shoulder. She exerted her grip and the carefree look on his face paled. "Sorry! Loke is quite correct, he is skilled at confession. What he doesn't admit to is being skilled at running away from the answer."

All three Earthland mages exchanged curious looks.

"Sorry, but Loke has to go now!" Aries pulled Loke into her embrace. More pink sparkles obscured their bodies and then they were gone.

"That's never happened before." Lucy unclipped her key ring from her hip and examined them. She rested two fingers on her Aries and Leo keys, checking for resonance. The mild feedback she received satisfied her curiosity, so she re-attached them. "Maybe that was for the best."

Kai looked perplexed. "What do you mean?"

Levy pushed a pen and the paper over to his side of the table. "We'll encourage you to do your best, but your confession needs your words."

Lucy nodded. "It's really between you and Milli. We're your friends and we care about the both of you, but we shouldn't get in the way."

The bell over the door of the shop rang as another customer entered. Engrossed in drafting his letter, Kai didn't look up. Lucy and Levy waved hello to Romeo. He grinned, holding the door open for Chelia, Wendy and Charle.

"Hi!" Wendy greeted everyone at the table, Kai now looking up from his work. "The guild just got flooded, so we thought we'd get some refreshments here."

"I have no idea why!" Kai blurted, his teeth bared in a false grin.

"Only Juvia knows," Wendy giggled. "Let's all sit together!"

Charle walked around to where Kai sat and addressed him. "Don't worry."

Chelia nodded and tugged Romeo's hand. "We'll get the treats."

Wendy sat down next to Lucy, Charle hopped on the seat beside Kai.

Kai hid his work with his arm as he wrote. The words he penned flowed slower as the table filled up with his new associates. Unable to bear the real and imagined scrutiny, he flipped the paper over. Dropping the pen, Kai began to listen to the lively conversation at the table.

"After this, we're going to the park!" Wendy smiled happily. "Chelia loves flowers almost as much as I do!"

"You're just as pretty as flowers!"

"I think so too!" Romeo blushed, glancing from Chelia back to Wendy. "You both are!"

"Better than being compared to fish!" Charle interjected. Her comment had the desired affect and all the young mages laughed together.

"A nice walk in the park sounds relaxing," said Lucy.

"Ooh, not just a walk, we're going to rent a paddle boat!"

Chelia nodded at Wendy's words and added, "Don't forget the picnic after!"

"Yup, I already ordered food from Wendy's favourite restaurant." Romeo pushed away his empty dish. "It's a lot of fun hanging out together."

Charle drained her cup of tea and patted Kai's hand. She whispered to him, "It'll be fine."

The crowd of youngsters waved good-bye and left, smiling and chattering amongst themselves.

"Such youth and enthusiasm!" Levy elbowed Lucy. "Makes me feel ancient." She gestured to Kai. "A romantic walk in the park is a great idea to deliver a love letter."

"Yes," Lucy grinned, "Might be best to go to a different park than where they went."

"Do you want us to read what you've got so far?" Levy gave a kind smile to Kai. "Don't be embarrassed, you're with friends."

"Oookay." Kai took a calming breath and turned his paper over, beginning to read. "Dear Millianna," Kai paused to look around the store. Seeing no one worth worrying about, he continued. "If I could only have one wish, it would be for your happiness. My hope is one day, you'll return my affection. I would be happy to wait forever for that moment. Yours truly, Kai."

"That was good." Lucy gave Kai a thumbs-up. "Milli is sure to accept your confession!"

"You really think so?" Kai smiled bright at both girls. "What about you, Levy?"

Levy gave a slow nod. "I wouldn't change a thing. Let's go find Millianna and get you going on that walk!"

Kai was pretty darn happy considering his circumstances. Inside of his breast pocket he had his love confession penned to Millianna. Levy and Lucy were enthusiastic about his chances. Charle, the magical seer, had seen fit to give him assurance. If only he wasn't hiding in a garbage dumpster.

Gajeel's rumbling voice made Kai shrink back into a corner and attempt to merge with a smelly old pizza box. Trying to breathe only from his mouth, and not taste the foul air, Kai struggled to keep silent.

"I've been tracking you all over Magnolia, Shrimp." Gajeel pouted at his diminutive girlfriend. "You promised to spend time with me an' Lily this afternoon." The iron slayer turned to glare at Natsu who was pulling faces at him. "I'll punch you into next week if you don't stop being an idiot."

"Lucy won't let you." Natsu crossed his arms and looked pointedly away from Gajeel. "You wouldn't be able to anyway."

"If I didn't have better things to do, I'd wallop ya into next month."

Gajeel's frown promised havoc, but backed off once Levy cleared her throat. "I didn't forget, I was just helping someone." She pointed a stern finger at Gajeel. "Go get Lily and pick me up at the bookstore." He grumbled his assent and stomped away.

Natsu slung an arm around Lucy and leaned into her, smiling. "Let's go fishing!"

The blonde patted Natsu's arm. "I'm in the middle of helping someone too."

"But I've been waiting all day to spend time with you!" Natsu let his head hang down as he used puppy-eyes on Lucy. "I miiiissss you!"

"You win, like always." Lucy pushed Natsu away. "But give me half an hour. I'll meet you at the fishing hole, okay?"

"Great!" Natsu was all sunshine and smiles. "Me 'n Happy will be waiting!" He sprinted off, the ends of his scarf flapping in the wind.

"You can come out now!" Lucy rapped on the side of the dumpster and Levy forced open the lid.

Kai scrambled out of the garbage and stood defeated in front of the two girls. "I'm a mess. I reek, my clothes are torn and I'm filthy."

"You're right," Lucy held her nose and took a step back. She exchanged a look with Levy who was considering options. "Stay right there." Lucy dragged Levy back and had a frenzied whispered conversation with her best friend.

"In the interests of brevity, both me and Lucy have dates - we'll need you to stand still and let the magic happen!" Levy whipped out her light pen and conjured in fast succession: a screen, shower, soap and towel.

Kai's face lit up. Without urging, he closed the screen around himself and the tub. He shed his clothes and began bathing.

"Good work Levy!" Lucy pulled out Virgo's key.

"Punishment time?" The blank faced maid inquired.

"No one is getting punished!" Lucy face-palmed. "My friend Kai had a mishap with his clothes. I'd like an outfit for him, suitable for a date."

"Yes princess." Virgo nodded and vanished. She reappeared in a heartbeat to hand Lucy an armful of spirit garments. "Anything else?"

Lucy shook her head, thanked her and allowed her to leave.

"Looks like she got clothes for Millianna too!" Levy tugged the top item off the pile and held it up. "Unless Kai likes to wear dresses too?"

Lucy took the rest of the outfit and hung it over the screen, watching as Kai pulled them over the side. "We need to find Millianna, or figure out where she is so Kai can deliver his confession."

Levy conjured up a box and folded the spirit dress inside, creating a handle and then setting it down. "She likes Erza, cats and fish - not necessarily in that order." She ticked off the items on the fingers of one hand. "Where do all those things intersect?"

Now dressed and feeling much better, Kai ran his hands down the soft material of his celestial realm shirt. He stepped out from behind the screen. "Millianna likes more than just those things."

"True," Lucy smiled. "You're the closest to her, you would know more of what she likes."

"You're not far off though," Kai grinned. "Millianna did tell me she wanted to go with Erza to the aquarium before the exchange was over."

"If memory serves, there's a cheesecake factory next door to it!" Levy snapped her fingers. "Erza wouldn't turn down a chance at that."

"There you go," said Lucy. "Good luck!"

"Take this, it's for Milli." Levy handed the bag to Kai. "I'm sure she'll love it."

"Oh, okay." Kai looked at his friends and then the makeshift shower in the alley.

"We'll take care of this," Lucy gestured at the screen. "Go find Milli and confess!"

"Good luck!" Levy waved at the retreating gun mage, turned to face Lucy and sighed. "He's going to need it with Erza there with Milli."

"Poor guy!"

"Walk me to the bookstore?"

"Sure, Natsu can wait a few more minutes for me."

Kai jogged down several streets before his nerves calmed enough to let him walk. He wanted to rush to find Millianna, but he'd only just gotten clean. Running would make him sweat, then he'd stink. Lips pursed in thought, Kai started to whistle and it roused his spirits.

The aquarium was on the next block. This was it, his last big chance to tell Millianna his feelings. Sudden nerves made Kai search his pockets for his wallet. He opened and checked his stash of jewels. Plenty. Sighing in relief, another thought unsettled his calm. Where was his love letter!? Shit. His jaunty tune died.

Anxious pangs assaulted Kai's stomach. His letter, saturated with stink, was folded away with his old filthy clothes. Fuck. He could always re-write it, but where to get paper and pen? Did he even remember what he'd written? Levy had said she wouldn't change a single word - it had been perfect. Kai pulled on his hair. There was no way he wanted to confess with a second-rate badly remembered love letter. Arrrgggh!

Fuck, from the looks of people staring at him, that last thought hadn't been silent. Kai grinned sheepishly and thrust his hands deep into his trouser pockets. Maybe if he calmed down, he'd remember what he'd written.

He paid his entrance fee and accepted a map of the aquarium. Kai made a bee-line to the biggest tank. Vibrant coloured fish swarmed among long fronds of seaweed. Resting his back on a pillar built into the tank, Kai opened the map. He read off the different areas the aquarium was split into.

There were way more kinds of fish and types of habitats than Kai expected. Overwhelmed by choice, he decided to begin his hunt at the ground floor and search each level. He grinned. Millianna being Millianna, he figured he'd hear her before laying eyes on her anyhow.

Nervous anticipation made Kai speed walk twice around the ground level before finding the stairs that he raced up two steps at a time. The second floor had fewer fish, but larger specimens. The crowd held a predominance of families; parents with toddlers to pre-teens. The path of habitats was a simple circle. Kai was able to determine Milli wasn't there without much effort.

Onwards to the next floor. Kai rubbed the clammy sweat off his hands. Here he was in the middle of the building. No Milli, no sight nor sound. He sucked in a deep breath over clenched teeth. His hand sought comfort, rubbing his guild mark. He wasn't out of hope. Yet.

Fourth floor. Jellyfish and octopi. Larger enclosures were interspersed with special small tanks. Giant plaques stationed near each held a school lesson on the contents. Kai glanced at one of the information dumps and read it; thinking how Millianna could have read it just minutes ago. She'd have jumped up and down in excitement - or squealed and clapped her hands.

He tilted his head, he could almost hear her chanting the praises of fish. No, he could hear her. Kai broke into a run, taking the steps three at a time. He burst out onto the rooftop, skidding to a stop behind Millianna and Erza who was brandishing one of her many sharp swords.

Milli turned and graced Kai with one of her sweet welcoming smiles. She ran towards him and swung him around before hugging the stuffing out of him. "Kai!"

"Milli!" Kai couldn't resist letting his joy out. Today was his last chance to tell the cute cat girl how much he liked her, without the rest of the Mermaid Heel Guild getting in the way. He only winced a little bit as she put her full strength into her embrace. "L-let go…" Kai coughed and wheezed.

Erza stalked over, sliding her sword into it's scabbard with a resounding clang of steel. "Greetings Kai." Her eyes coolly flicked up and down his person. "What brings you here?"

"The need to broaden my cultural experience?" He gave a half-hearted laugh.

"Too bad." Erza crossed her arms and tilted her head as she considered things only understandable to the great Titania. "I'm here to sample the cheesecake from next door."

"Oh." Kai found himself nodding. "Cheesecake can be culturally broadening."

"I knew you were a good man." Erza removed her hand from the hilt of her sword and Kai let go of the breath he hadn't realized he was holding. "It would please both of us if you accompanied us next door." She smiled in a manner meant to be friendly. Kai gave a shaky smile in response, meant to be confident and failing.

Millianna grabbed his hand and pulled Kai behind her as she followed Erza down the stairs. Her hand felt comforting to the gun mage. Her grip was strong and yet not over-powering. Kai whistled some of the song he'd lightened his mood with earlier. Millianna joined in and Kai felt his heart swell to overflowing.

"Shall we do the tour or just feast?" Erza demanded of her companions. "What say you, Kai?" She fixed her steely stare upon the poor man, not appearing to breathe until he nodded and gulped.

"Uh, are there samples on the tour?"

"Yes." Erza answered fast as a whip.

"Then we need to do the tour." Kai found himself rubbing his guild tattoo harder than ever. "Let me get the tickets." He trotted around the corner and purchased three tickets, returning as fast as he could.

Kai and Millianna followed behind the loudly exclaiming Erza for the whole tour. The red head was long familiar with each stop and dialogue. She had elbowed to the front early and maintained her spot. Milli and Kai traded looks and silently agreed to hang behind, not willing to fight for the samples.

At long last the tour was over and the trio were led to a quiet table inside the restaurant proper. Kai plopped down into his seat as did Milli. Erza slung her bag of samples over her shoulder and gave the both of them a fierce grin. "I'm sure you'll excuse me. I have an appointment with Jellal." She gave them a two-finger salute, turned around and exited.

"That was weird." Kai let loose with a hearty chuckle. "I thought I was going to be super devious to figure out a way to be alone with you Milli."

Millianna sat at attention. "You want to be alone with me?"

"Uh…" Kai bit the side of his lip. "Yeah?"

"Erza warned me against being alone with a man." Milli pouted. "But you're not a stranger, so it's prolly okay." She stared at Kai, her gorgeous eyes unblinking. "Maybe Erza was wrong."

"Huh?" Kai was thoroughly confused. "What's Erza got to do with us?" Kai propped his elbows on the table and looked at Millianna. Weird, but figuring out Erza was letting him remember what he'd written in his love letter.

"Well, nothing." Milli shrugged. "But she did give me some advice on how to disembowel strange perverts."

"Thank the spirits I'm not a stranger." Kai shuddered, "To be honest, I'm kinda losing my appetite. Did you want to stay here or find somewhere to walk and talk?" He shot his guild mate a questioning look. "Maybe we should ditch this place."

"Fine by me," Millianna said, "eating here wasn't my first choice."

"Huh." Kai stood up so fast his chair scraped the floor, making a horrible noise. "All right." He offered his arm to Millianna and she took it, they walked out into the now dark evening air.

"Know where we should go?" Millianna grinned at her friend.

"Yup." Kai nodded at Milli. "There's a park nearby I think we'll both enjoy."

The destination wasn't so far away. Within fifteen minutes they were striding under the green crowns of the trees. Kai was a little perturbed. Millianna was usually a sweet and carefree person. Right now, her actions and reactions were … off. What had Erza filled the cat-girl's head with?

"Ooh! Can we find a bench to sit on and look at the sky?" Millianna let go of Kai's and skipped down the path leading to the water feature of the park. "Today I got to pet a dozen kitties, saw all my favourite fish and Erza taught me six new finishing moves. I wanna look at the kitty constellation."

"Sure." Kai rubbed his guild mark again and sighed. Things were getting easier and weird. "My leg has been aching for hours it seems."

"Sorry!"

"Ah, it's not your fault." Kai's stomach flipped. "I wasn't trying to get you to apologize."

"But I know you're not fully recuperated even with Wendy's healing." Millianna sank down onto a bench overlooking the water and patted the spot beside her. "Rest, you'll feel better."

"Okay." Kai gingerly sat down and looked at Milli. She was craning her head back, looking at the sky. "Thanks for thinking of my injury."

Millianna turned to give Kai a bright smile and then resumed star-gazing. "I miss our guild. It's been fun visiting, but Mermaid Heel is where I feel happiest."

Kai's breathing came faster and faster. This was it. The perfect lead-in. Now or never, he had to take charge of his confession. "Heh, ever thought about your happiness in a more abstract way?" Fuck. What a time to get a case of the stupids.

"Huh?" The cat-girl elbowed Kai with casual strength and disregard. "My happiness is a constant parade of kitties, fish and my guild mates." She giggled, the sound bright and innocent. "My life is purrfect."

"Millianna, we've been friends for a long time." Kai laced his fingers together and hunched forward. "If I could have one wish, I'd use it to ensure your happiness."

"That's really nice, Kai."

"Uh, wait. There's more. I'd wait forever for you to return my affection."

"You don't have to!" Millianna grabbed Kai's hands. "I like you right now!"

"You do?" Kai wasn't sure if his heart was going to thump right out of his chest, but he wasn't willing to lay bets against it. "You like me the way I like you? I'm so happy!"

"Best friends forever!" Milli leapt out of her seat and ran to the water's edge. "You're the nicest guy in the guild."

"I'm the only guy in the guild." Kai suddenly felt all his previous energy leave him. "Is that all you see in me?"

"I see you lots, best-friend-o-mine!" Millianna sang as she dipped her feet in the water. "Erza did try to tell me stuff earlier, but she didn't make sense at all. Jellal must have issues. I like my life the way it is."

Kai slumped where he sat. He'd delivered his confession, and the object of his affection wasn't affected in the slightest. She took it as friendship. Five solid days of trying to tell Milli he loved her had resulted in zero results. Fuck.

Kai heaved a sigh and watched Milli as she waded up and down the pond, kicking at the water. Should he try again? Right now he had her friendship. It wasn't everything he wanted, but it covered the basics of what he needed. He let his head hang down as he massaged his forehead.

A splash and Milli shrieking had Kai racing off the bench to the water. Kai felt his stomach drop. His guild mate was partially submerged in the shallow water, not moving. He forced down his panic. He pulled her onto shore and with shaking hands checked for breathing and pulse. Her mouth was free of obstruction, she was not breathing, but was that a weak pulse? What should he do next?

"Can you hear me? I'm going to give you mouth-to-mouth." Kai steeled his nerves and rested one hand near Milli's sternum and moved it a few finger widths down. He added his other hand and applied moderate strength, compressing her chest. Three repetitions, then he gave air. He repeated his actions, twice and then gave her a third set of breaths. Millianna's body spasmed. Kai helped turn her head as she spewed water. She was coughing, but breathing on her own.

The immediate rush of adrenaline gone, Kai was glad he was sitting down. His legs, arms and even his gut felt like jelly. Life was precarious, easily snuffed out by a random accident. If he hadn't been here to save Millianna … it just didn't bear thinking about.

"Ugh! That water tastes awful!" Milli spat and wiped her mouth. With slow movements she sat upright and gingerly touched the back of her skull, hissing in pain.

Kai shifted to hold onto Milli's shoulders better. "Oh thank the spirits you're all right! I don't know what I'd do without you!"

Milli stared into Kai's concerned eyes. Her elegant browns knitted in consternation. "I'm your guild mate. I'll always be there for you and everyone."

Was it the anxiety of the past few moments? Was it the sudden knowledge anyone could die before their time? The incipient departure to Mermaid Heel made the gun mage bold. Kai swooped in closer and kissed Millianna. He sank fingers into her bedraggled hair and poured all his pure love and adoration into his kiss.

Lungs heaving, Kai pulled back. His hands jerked back from Milli's face. Kai let out a loud exhale. "My hope is one day, you'll return my affection. I would be happy to wait forever for that moment."

Milli blinked. Silent. Her fingers traced over her lips as she opened and closed them. Unable or unwilling to speak?

Kai sat frozen as the girl of his dreams scrambled to her feet and backed away, he saw the glitter of tears welling. He forced himself to his feet, hands held out in supplication. "Don't go, I'm s-sorry …"

Millianna whirled and sprinted away, her boots squelching with each step. She followed the edge of the pond and then broke for the cover afforded by the vegetation directly opposite where Kai stood.

Shadows moved in the stand of trees the girl passed. Friend or foe? Kai's gut churned. Millianna was a tough mage. Under normal circumstances he didn't doubt her ability to defend herself. After almost drowning, she couldn't be at full strength. Cursing his weak knee, Kai began to jog to where he'd last seen Millianna; rushing as he witnessed more figures flitting about, following the girl.

Doing his best to remain silent, Kai lagged behind the half dozen people now following Millianna. The sheer volume of people was intimidating; but if he kept the element of surprise, he'd have a better chance. Maybe they were just concerned. Perhaps they were not a gang of late-night criminals. The sudden rattle of chains derailed that hope. Fuck.

Kai stopped and strained his ears. The crowd he was behind were collecting into a knot, ten meters dead ahead.

Cold fingers capped his mouth as Milli whispered into his ear, "Shh!"

Kai slumped in relief. Cat sharp sight and hearing; Millianna didn't need his help. He grabbed her wrist, squeezing lightly then letting go. He nodded, trying to get across his understanding of the need for silence. He met her eyes, flinching as she stepped backwards; her own eyes darting from side to side.

Milli let out the smallest shuddering breath. Laying a finger up against her lips she inclined her head and gave the ghost of a grin. Kai nodded. Whoever these people were, it didn't matter. If they could leave without them noticing, all to the better.

Following the girl as close as he could, Kai picked up his feet carefully and set them down exactly where Milli stepped. One meter of progress, two meters, then three. She paused behind a bigger tree trunk and motioned for Kai to stop. Moonlight cast her face with silver light. Kai opened his mouth to question Millianna, closing it as she clapped her hand back over his mouth.

"They noticed I'm not where they thought I was. Call up a gun you can blast tranquilizers from." Milli hissed into Kai's ear.

"Yeah." Kai whispered back, content to see Milli focused on being her usual confident self.

The cat girl settled her hands on her hips, listening and watching intently all around them. Twigs snapped. Nudging Kai, Milli pointed, speaking softly, "Over there, get ready." Knowing how his magic worked, she covered her eyes.

Out of his requip space, Kai pulled a sophisticated multi-shot gun. He whispered an incantation, a magic circle flared. Kai had already squinted, preserving his night vision.

He squeezed the trigger and four of the people dropped, instantly snoring.

"Too bad you missed the biggest threat!" The smallest of the gang shouted, her hands glowed, matching her eyes. "Sonic blast!"

A loud and piercing wind whistled from her, guided by her waving hands. "Dumb tourists, don't ya know not to wander into gang territory late at night?"

"Dumb gangs, don't you know powerful mages when you see them?" Millianna stuck out her tongue. "We've already knocked out most of your friends." She stumbled back a pace as the wind increased in strength, needing to clap her hands over her sensitive cat ears.

"Oh, but we're not all unconscious." Her smile was cruel. "Just toss us your valuables and we'll call it even."

"As if!" Kai exchanged his dart gun for one that could emit flares. "If you don't go peaceably, we'll be forced to bring you to justice." He scanned the perimeter of the clearing. Milli was behind him, huddled against his back. The shrieking volume of the wind was terrible for him, she must be in absolute agony. A hint of motion from next to a bush - Kai pointed the muzzle of his gun at it. "Don't move, or you'll regret it."

"You're not the only gun mage in town, that's nothing lethal." The man who tossed defiant words wasn't any bigger than Kai himself. Matter of fact, under the moon light he looked much younger. "I don't have control over my own requip space, but I do have the talent to control yours."

Kai tried to switch out guns and failed. There was interference that wouldn't allow him to reach for anything else. "Maybe it's not lethal, but it can call for help." He angled his gun to the sky. "Surrender to me, or to the guards. I don't care."

"Forgetting me?" The diminutive girl let the wind and sound attack die. "Bad idea." She crossed her arms, the glow in her eyes had receded during the output of her spell, but was growing again. "Last chance, you and your dumb broad toss your wallets and get the fuck out of here."

Thoughts of all the times strangers had dismissed Millianna as stupid boiled up inside Kai. Memories. People judging her on how she dressed. All the comments he'd overheard, all condemning the sweet cat girl who just loved life too much to worry about appearances. His body tensed. No way was he going to let Milli have to listen to this further.

Kai stepped backwards, forcing Milli to back up with him. Strange, the odd sensation of being closed off from his requip space had fluttered. Was the bandit losing strength? Again he coaxed Milli back a step, only for the opposing bandit to sneak forward.

Ah. Limited range. Kai knew what he had to do. The tiny ringleader was almost recharged. His other opponent was committed to keeping him close to suppress his access to the rest of his guns. Well, he already had hold of his flare gun - and that was going to be enough.

Kai charged forward, and swung his gun against the temple of the young man. A solid 'crack' and the petty thief crumpled. The block against his requip space disappeared.

The girl screamed, "Marshall!" Another powerful sonic wave of intense discordant notes and wind rushed Kai and Milli.

Millianna clutched her ears and let go with her own high pitched shriek.

A dark pulse of anger washed over Kai, threatening to submerge him. He vanished his flare gun, he wanted to hurt her, but his better nature won out. She needed to live to learn the error of her ways. Kai selected his most treasured weapon, the one with 'Ifrit' carved on it in long-dead script. He loaded one of his special magic potential bullets.

The bandit girl was screaming in earnest, her eyes scrunched shut - yet still the glow of power flooded past her eyelids. The wind tore at the trees, threatening to pull them from the earth, ripping leaves and sending them away in a vortex.

Something wet dripped down the side of his neck. The rising sound was becoming too much to bear. His vision began to blur, Kai focussed on drawing a bead on the wailing woman. He squeezed the trigger, his intent and will shaped the charge of the magic bullet. It sped out of the barrel and hit his target with a solid thunk he felt more than heard.

Staggering, Kai reeled in the sudden blessed silence. He shook his groggy head to clear it and turned to attend to the collapsed Milli. Tenderly he swept her hair away from her brow. "Milli, Milli … can you hear me?" He fumbled in his pockets for a handkerchief to wipe the blood leaking from her ears. Nothing. He shucked his jacket off and tore a sleeve free from his shirt. He used that to pat at her wounds. "Oh Gods, she's gotta make it, I need her to be okay."

The cat girl moaned piteously.

Kai collapsed over her, touching her brow with his. "Please be okay." Tears, whether of relief or joy, slid down his cheeks to wet Millianna's face. His racing heart calmed. Milli was safe. Kai forced himself to pull back, rubbing at his eyes with his soiled sleeve.

"Is it raining?" One bright eye opened and then the other, "My ears hurt." She reached to feel them.

Kai restrained her, "Leave them be, we've both suffered from a sonic spell - you more than me. Please, stay still."

Milli tried to nod, the barest movement of her head made her vision spin. Gasping she slumped back into unconsciousness.

In the middle of the romantic park, surrounded by a half dozen criminals and one sleeping beauty, Kai laughed. The cosmic joke was on him. His need to confess his love had almost cost Millianna her life. Not just once, but twice.

Millianna roused as the guards arrived with a medic. Kai remembered the gift bag containing the matching dress to his now ruined spirit realm clothing. He jogged away to fetch it as the medic tended to Milli's injuries. Despite Kai's protests, both mages were escorted to their lodging. One last round of profuse thanks and the guards left Kai and Milli standing at the door of the boarding house.

Kai felt the last bit of his energy fizzle. Legs wobbling, he lurched against Milli. She led him to the small garden the house boasted. She pointed to the bench, insisted he sit, then she sat beside him. Afraid he was dreaming, Kai pinched his arm.

She gave his hand a light tap, and cocked her head to look him in the eyes. "Don't go hurting yourself more Kai."

"I'm gonna take that advice Milli." Kai looked up at the sky and let out a soft exhale of breath. He leaned back, let his hands relax on his lap and kicked off his shoes. "Time to stop knocking my head against my own stupidity." He toed off his socks and laughed. "It's not like I gotta impress anyone, right?" Kai let the blades of grass tickle his feet.

He felt the press of Millianna's stare. Kai glanced at her sweet brown eyes and steeled his nerves. "Let me say one more time I'm sorry. I mean it, I never meant to make my feelings for you something you'd run into danger from." He reached for and rubbed his guild mark. "Let's forget tonight and in the morning we'll be the best of friends again."

Millianna let her head rest on his shoulder. She sighed and grasped Kai's left arm in both of hers.

Stomach tensing, Kai ripped his gaze away from the stars. Instead of the awkward avoidance he expected, Milli was … snuggling into his side. Purring, she rubbed the side of her face against his arm … his naked arm, his left sleeve being the one he'd used to wipe her blood. Heat flooded his face.

"W-what are you doing?"

"Erza told me actions speak louder than words. I wasn't sure what she meant until now." Millianna held his arm tighter.

"You can let go, I'm not gonna fall over." Kai let out a nervous chuckle. "I might've a few minutes ago, but I'm fine now."

The cat girl mashed her face over his arm as she shook it 'no'.

As much as Kai enjoyed the feel of Milli rubbed up on him, he knew all his hopes were kaput. "Really, I'm fine." His voice grew sharper. "Let go."

Millianna released his arm, scooted back from him and looked at him silently. Tears welled up in her gorgeous brown eyes.

Kai firmed his lips and resolved to keep from talking. It was hard. He didn't know what Milli was thinking in the slightest, but in order for him to let go of his obsession, he needed firm boundaries. Unable to keep her gaze, he looked down and to the right. His head felt as heavy as his heart.

The bench creaked as the girl stood up. Milli held out her hand to Kai. "Take it." Kai didn't move, making her sigh. "Fine." She took a giant shuddery breath. "You were still trying to find a way not to fight until that girl called me dumb."

"Yeah, well, you're not dumb and that just pissed me off."

"Thank you."

This time when Milli extended her hands, Kai reached out his. "You're welcome." He fought against the urge to pull her into his arms. "We should call it a night, huh?"

Millianna shifted her grip to intertwine their fingers.

"It's been a weird night …" Kai let his words trail away.

Moving slow, she bent down and kissed Kai on the cheek. She pulled back slightly with an impish smile. Now forward, this time landing her kiss on Kai's lips.

Dumbfounded, he allowed Milli to kiss him, not quite sure about what was happening.

"Actions speak louder than words," Milli murmured. Her lips were only a hair's breadth from Kai's. Kai leaned forward, kissing Millianna back with all his love and devotion. Her smile grew wider and happier, proving her point.