"Italicized words" = character thoughts

(=3=) I hope you enjoy

Erza had just returned from a week long mission. She sat at the bar, counting a large bag of Jewels, given to her as a reward for completing her mission. Within three hours nearly half of the fairy Tail wizards had left on missions hoping to escape her wrath.

"Well at least I keep everyone productive"

She looked over at Gray and the slightest color of pink over came her cheeks. She quickly turned away.

"Uhh mmm it must be the heat. Yes the heat. It is a nice day."

She glanced back over at Gray again.

"I shall go shopping, It is a pleasure I rarely give to myself"

Erza stood up and flung her bag of Jewels over her shoulder. Facing Gray she loudly declared "I tire of re-equipping armor. You shall accompany me to the market to go clothes shopping." Gray opened his mouth to refuse, when Erza grabbed him by the hair and dragged him out of the Guild head quarters; giving a military like wave as she existed the door.

Ounce they were quite a distance away from the Guild she let go of his hair, turning around to give him a ounce over, making sure she didn't scratch him up. With out making a face, "Gray where are your clothes?" Gray got up off the ground and looked down at his body, "Ahh! I, I, I."

Within two seconds he was miraculously dressed again and was back to complaining, "why didn't you take Lucy?" "Because I asked you Gray, if I wanted Lucy to come I would have asked her." They kept walking down the lane, full of small boutiques on each side. After 15 minutes of silence Gray finally said something, "You want an ice cream? Its kind of hot out today" Erza turned around to look at Gray, "Oh that's right, you do prefer the cold don't you? Sure I would like an ice cream" Gray pointed at a near by shop that sold ice creams and other treats, he ran in, giving her a wait right there signal. Erza began to walk back and forth.

"This feels so weird, I'm not used to regular days, am I trying to be happy? Or am I happy?"

She stopped in front of a store window and forced her stern face into a smile. She was staring at herself intensely when she noticed a little girl in the store waiving at her. She gave the girl a warm smile and wave.

"These years are precious, don't go forgetting these moments little one."

Erza was staring into the boutique at the little girl shopping with her mother when she noticed the reflection in the window. She turned around to face a lingerie shop. Curiously she made her way over to the store window. On display was a mannequin wearing a lacy black, nearly see through nighty.

"I bet that's what Lucy wears to bed. I mean look at those undies she keeps in the drawer. I can't pull that off…. It would make me feel too vulnerable"

She stood there silent, deep in her own thoughts when something tapped her armor. She jumped a little and turned around in one motion, "Aye, Gray its you." He was holding an ice-cream in each hand and was staring blankly. "What's wrong Gray, are you okay?"

She looked over her shoulder to see what Gray was staring at, and began to blush immediately. "Uh" Gray said dumbfounded, "Are you buying that for Lucy." He pointed up at the black nighty, "I think she would like it. She likes that kind of stuff." Erza's face quickly firmed as she conked Gray right on the head. "Hey" Gray yelled, "You made me drop the ice cream."

Erza began to stomp away when Gray caught her arm, "Hey, I didn't have to come. I mean your scary, but you don't scare me like that Erza. I came because I wanted to." She looked at him for two seconds.

"He's just playing games"

She tried to snatch her arm back, but his grip only tightened as he grabbed her other arm. "You think you know every thing and can read people like books but you know what?, sometimes your blind to the words written in front of your very face." Erza tried to negate her focus from his eyes, but his gaze was too alluring. Gray started to pull her body towards his, slowly wrapping his arms around her, taking his sweet time to make sure she was okay with his actions. When she didn't push away, he rested her head on his shoulder.

"She's a "S" class wizard, and top woman in Fairy Tail, but in my arms she feels so fragile"

"HUH?" Grays thoughts where interrupted as he opened his eyes. He pushed Erza aside. As she slid across the ground and up against a boutique window she didn't make a sound. Gray positioned himself quickly "ICE-A MAKU SHEILD!" A mighty wall of ice was created, gleaming right in front of Gray. Hundreds of pin like needles hit the ice falling to floor just seconds after it was made. Gray looked ready for a fight, when suddenly his wall of ice exploded into a puddle on the floor. "Ah, HUH!" Out of no where he looked up to see Juvia standing in front of him. "Ah, do not worry Gray, Juvia will protect you." She said with a big smile. Gray looked confused, he raised one brow, "Protect me from what?" "HA! There," Juvia said raising her arms to create a water locked sphere around an ominous man crouching on a building. "You think you can escape Juvia? Juvia sees all." She proceeded to float the sphere down to the ground and restrain him fully. "You thought Juvia would be affected by your needles, Juvia's body is made of water, nothing can hurt Juvia" She turned to Gray, "Juvia is sorry for your involvement," She began to blush "Juvia hopes that you are unharmed" Gray made a shooing motion with his hands, "No, I'm fine, but I can take care of myse…" Gray felt a horrible surge of furry coming from the right of him. He almost dared not to look, but as he turned his head he saw Erza. "AHH!" Erza I'm sorry. I didn't mean to, I was just trying to, I mean are you okay?" Erza didn't look at him but turned away and started to walk back to the guild, "This evening is over, have a good night." As she walked Gray didn't try to follow, he let her walk off.

"For ounce why wouldn't you come after me. The moment ruined. But I shouldn't have let my guard down. I don't think I can take rejection."

Erza, walked out of sight. Juvia tilted her head to the side "What was that? Did Juvia interrupt something?" Grays eyes were almost misty "No, it's fine." Juvia gazed at Grays face as he watched the horizon that Erza walked into.

"Juvia refuses to have yet another love rival, Juvia will win Grays heart"

Gray glanced over at the soaked man in restraints. "What are you going to do with him" "Juvia took a job catching a man who was terrorizing a town. So Juvia must take that man back to that town." Gray looked at Juvia, closer that usual this time.

"She's such a nice girl, weird but sweet, and always blushing"

"Would you like company on your trip back?" Gray smiled. "Ah!" Juvia burst into Joy, "Juvia would love for you to come with her" Her face flushed red as Gray started to walk with her toward the train station.

"Juvia's heart has never beat so fast in her life. Could Gray finally be realizing Juvia's Love for him?"

The walk wasn't to long, they had already been about a block or so away from the station, but they spent their time quietly thinking to themselves. When they boarded the train they found it completely void of any passenger. Juvia threw her prisoner in the first boxcar and then headed to the back of the train with Gray. "Hmm," Gray thought questioningly "I guess more people are buying magic transportation devices, they are quicker, but very expensive" Juvia sat down in a booth that was tucked away from the others. "Juvia enjoys travel, It's nice to sight see." Gray smiled and sat across from her. "Well that's good because this is going to be a very long ride." Gray sighed as he stared out the window, his mind filled with thoughts of the moment he had just shared with Erza. Juvia looked perplexed, "Mmm Gray, Do you think Juvia is noticeable." Gray glanced over at Juvia, "Of course your skills as a wizard are incredible, I'm sure you get noticed." Juvia mouth gapped open.

"Juvia was talking about her looks"

An hour almost went by without a word, until Gray glanced out at the scenery, "Sunsets are beautiful. Not a cloud, just clear skies and shades of colors that are indescribable." Juvia put her head down, looking into her lap, she gloomily played with her fingers. "Juvia only clouds up the sky, Juvia takes beauty away." Gray slowly slid his hand under hers. He had felt this sadness before, it was like Erza's. Erza, that little girl who came to Fairy Tail injured, the girl who he picked fights with, and later became close friends with. The memories of Erza warmed Gray's heart. His eyes softened as he put his hand on Juvia's chin and lifted her head up so they were seeing eye to eye. "Listen to me. When it rains, a rainbow is made. You leave a trail of magnificence where ever you go. A rainbow is even more incredible than a sunset, because a sunset comes at the end of everyday but rainbows are what people get excited to see. A rainbows exquisiteness is rare to witness. Your beautiful." Juvia's eyes began to fill with tears. Grays eyes glazed over in unexpected desire.

"Why can't I tell Erza these things, Why can't I do this with her. I feel Confused, and weak"

Gray had Erza on his mind but he couldn't help looking at Juvia. The sobs from Juvia made Gray think of the young Erza. He couldn't stand to see a girl cry. He licked his lips, closed his eyes and leaned in close. When their lips touched, Juvia stopped crying, her eyes widened in surprise. Gray's kiss started to escalade as Juvia kissed him back. His body's neglected yearn for pleasure started to take over him as Erza became a distant thought.

"Why am I doing this? I can't stop myself, who was I just thinking about? I… I… I"

Juvia gently pushed Gray back into his seat. She sat on one of his knees, propped up like a china doll, she kissed his lips, savoring the taste, soaking in every moment of it. She ran her fingers threw his hair and basked in the soft touch of his skin.

"He is so cold, but the cold feels good to Juvia's skin like the touch of rain."

Gray put his arm around her waist, using his hand to slowly trace from the arch in her back to the crest of her ass. Juvia was in Heaven, she started to deepen the kiss, letting her tongue move over every portion of his. Gray joined in, their tongues moving in sync and causing pleasure to shoot down their nerves. Gray slid the hand that wasn't exploring Juvia's ass, up her body, stopping right before her breast to unlace the bustier type garment that wrapped around her torso. Underneath was a thin white frilly blouse that was nearly see through. The kissing ceased when his hands cupped around her breast. The fabric of her blouse was so thin, that she might as well have been wearing nothing at all. Juvia's face flushed red at the feeling as she watched the motion of his hand. Gray stared at Juvia's face, his eyes fully glazed over and his mind focused on her body. Juvia glanced down at Grays lap to see a large rod like object slowly creeping down his thigh. Mesmerized by the motion of his hand on her breast she couldn't look away from his lap. She suddenly gasped when Gray gabbed her hand and put it on his package. She looked up to peer into his eyes, but his gaze still hadn't left her face. He stared deeply into her eyes, never hesitating, he began to move her hand up and down the rod like length that stretched his pants. Grays half eyed gaze made Juvia's body tingle as he licked his lips and leaned in for another kiss. Juvia gladly excepted his lips to her own, sensing with her hand that the more they kissed, the harder his package became. Juvia was normally shy, but the desire Gray was showing for her filled her head with confidence. She willed Gray to stop kissing her by sliding her body between his legs so that she was on her knees. Gray tilted his head slightly to the side and gave a questioning look in her direction. She unbuttoned his jeans to reveal his man hood, which she quickly took to exploring with her hands. She found the smell of him amazing, a cross between fresh powdered snow and testosterone. Grays half eyed gaze was stuck on watching Juvia examine his member. As she stuck her tongue out and gave a long lick from the base of his penis to the tip of its head, he shuddered in surprise. Juvia gave him a quick glance before she enveloped her lips around his cock. The feeling he felt was that of a Dam breaking. His sexual frustrations were finally being taken care of. As Juvia sucked, her technique was incredible.

"Her mouth feels unbelievable, its so warm. It feels like her tongue is doing circles around my dick"

Gray tilted his head back in pleasure, giving a small sigh of contentment. Juvia quickly caught this and placed her hand very snuggly around his shaft. She used her control over water to make the saliva, she so generously left behind, do circles around his shaft in a vortex like manner, as she licked the head. Gray's breathing became more erratic as he watched her work her magic. He struggle to withhold himself from placing his hands on her head, because he thought it might be demeaning to her.

"Oh, shit this feels so fucking good. Now I see why Loki had all those women around him before he went back to the spirit world."

Gray grabbed the edge of the booth styled bench he was sitting on and squeezed it hard, flexing his muscle which only turned Juvia on more. With each exhale he gave, came a soft moan that progressively became louder. Juvia soaked in the feeling on pleasing the one she so desperately loves. Gray felt like he was going to explode.

"I can't take it anymore… I… I need… I… I…"

He quickly sat up, shocking Juvia who immediately stopped delivering her amazing cock pleasing technique. She looked up sorrowfully "Did Juvia hurt Gray-Sama?" Gray smirked and put his forefinger to his thumb, giving the okay sign. He looked at Juvia through his Okay sign like a telescope. Then he put it up to Juvia's head, flicking off her exquisite hat, "You tease me with this blow job Juvia, now I want the real thing." He leaned in close to her ear so that she could feel his warm breath hit her shoulder. "Will you let me have you." Juvia tried to speak but it was hard to do anything with her heart beating so fast. Gray leaned down and put his hands on her waist. He lifted her up into his lap, surprising her with his strength. She shyly covered her face with her hands, not sure what else to do. "Why are you covering up that beautiful face of yours?" He slowly pushed her hands aside only to see that she was crying. Gray's face became worried "Ah, Oy, did I do something wrong?" Juvia smiled and gave a little laugh, "No Juvia is just really happy." As Gray watched the tears roll down her cheeks he became filled with memories of Erza. He was quickly snapped back to reality, franticly trying to gather his thoughts. Juvia stopped sobbing "Uh, Gray?" He looked up to notice that she was staring into his lap. When he looked down he realized that he had just came. The white fluid was warm in his lap and had gotten all over Juvia's skirt. "I'm sorry, I didn't mean to … well … your skirt" Juvia smiled, "It's okay Gray-sama, Juvia is fine."

Gray continued to try and fully come back to reality as Juvia position herself off his lap. She started to walk away from the booth, "Juvia will go and clean herself up." Gray grabbed her wrist before she walked off. "Wait …" he said softly, "What about you, I mean… you did that to me… and I was about to… you know… ummm… have sex with you. I… I… I don't want to be selfish." Juvia moved toward him and gave him a soft kiss on his lips. "Gray does not need to please Juvia. Juvia is happy just to please him. But if it comes to that, you can show Juvia your sexual techniques later." She gave a wink and sashayed away to the bathroom. Gray covered his face with his hands.

"What did I do? How could I forget about Erza. What am I supposed to tell Juvia? This isn't going to help my situation with Erza at all."

Suddenly Gray heard a rather large explosion. The train rocked from side to side a little as the ground shook. Gray hopped up and pressed his face up to the window of the train and squinted at the night sky, only to see what looked like a large clouded of smoke going up over the town of Magnolia. Gray's temper began to rise,

"No… It couldn't be"

He gave an exasperated sigh, "Who am I kidding…. NATSUUUUU!"

End of Chapter 2

Review, Review, Review. Send them in, I want to hear what you have to say =)

PS. Yes I put the accent on how Gray says "Ice-a maku sheild" I love when he says that in the anime. It's sooo cute (^.^)