Levy took a moment to go over the series of missteps that had led to this moment.

Her first mistake, she realized now, was agreeing to go on another job with Gajeel. She always thought it would go better than it did.

But every time something went sideways and no matter how Lily tried to keep the peace Gajeel and Levy ended up striking sparks off each other. By the time the job was done the two humans were sulking and the poor Exceed's fur was standing on end from the crackling atmosphere. And yet a week or two later everything was back to normal, and Gajeel would suggest a job again, and Levy would say yes.

Why do I keep saying yes? she asked herself. But she knew the answer, even if she was too embarrassed to say it even to herself.

This time the biggest problem by far had been their pace on the road, and Levy couldn't blame anybody but herself for that. Unlike Gajeel, who eschewed all transportation aside from his own two feet, Levy wasn't used to covering twenty miles or more in a single day. Despite her lighter pack, Levy had lagged all day. Gajeel had refused to stop at any of the waypoints or towns along the way, insistent that they make it to Warne before stopping for the night.

They had finally arrived in Warne well after midnight. Levy had been sagging with exhaustion and had paid no attention to whatever negotiations Gajeel was performing with the innkeeper. However when the innkeeper led the small party to a single room Levy found herself suddenly, alarmingly, wide awake.

It was a small room with a single tiny window, two narrow beds, and a listing three legged stool. And that was it.

Well, that plus one large dragon slayer, one small mage, and one smaller cat.

Levy stood at the foot of the bed furthest from the door, clutching her bag against her stomach. Gajeel and Lily had their heads together over the map which was spread out on the bed. Levy couldn't make out the words but their deep voices seemed to rattle the room.

This was going to be disastrous.

Levy could feel Gajeel's voice shoot straight down her spine. The dim light lacrima on the ceiling made his olive skin look warm and gold. He folded his arms and turned his head to address Lily and the muscles in his arms and neck rippled. Levy swallowed hard.

How was she supposed to remain calm and rational when he was sleeping three feet away from her?

As though her heated thoughts had been overheard Gajeel turned to look at her.

"You should get to bed. We're gonna start early tomorrow," he said.

Levy looked at her bed then back at Gajeel. Lily tipped his head, his expression perplexed.

"Er," Levy said.

"What, you want me to tuck you in?" Gajeel laughed.

"No!" Levy snapped, flushing. "But could you at least turn around?"

"Oh, right." Levy thought she saw his cheeks darken as he turned around.

"Sorry," Lily said, hopping off the bed. He was so small he completely disappeared from view.

Levy sighed and turned her back on the two of them. She pulled her pajamas out of her bag and laid them out as she kicked her shoes off. She had just started to roll her high socks down when Gajeel spoke again.

"Levy, gimme some rope."

She whirled around in alarm. Gajeel was holding up a patchwork blanket over one arm with an arrested look on his face. His eyes were glued to the strip of Levy's thigh that had been exposed by the sock. Levy recoiled and snatched up her pajamas instinctively, despite the fact that she was still completely clothed.

"What are you doing?! I told you to turn around!" Levy shouted. She saw Lily's ears pop over the edge of the bed. His eyes were wide with surprise. "You too, Lily-san!" The round black ears disappeared again.

"No, I already told the innkeeper…" Gajeel began, holding up the blanket again. He recoiled when he saw Levy's sticken expression.

"Told him what…?" she whispered in incipient horror.

"What sort of weird ideas are you getting?!" Gajeel snapped. "I said there's no way a girl would be okay with… with… Anyway he gave me an extra blanket!"

Levy realized that Gajeel was embarrassed. Not only that, he was blushing, too. She hadn't thought that there was anything that could make somebody like Gajeel blush.

"What's the blanket for, then?" Levy asked warily. Gajeel ground his teeth.

"That's why I need rope."

"How much do you need?" Levy asked, caution still thick in her voice.

"Twenty feet should do it," Gajeel said.

Levy used her Solid Script to produce the rope, and the word appeared in the air, written in cursive.

In two long strides Gajeel closed the distance between them and caught the rope as the magic that had produced it faded. Levy found him looming over her very suddenly. Her heart jumped. For somebody that big, he was surprisingly light on his feet.

"Thanks, Shorty," Gajeel said. He pushed the blanket at Levy. "Here, hold this for a sec."

"What are you doing?" Levy asked.

"Hang on." Gajeel didn't explain, but then he didn't really need to. Levy could figure it out. Using his Iron Dragon Slayer magic, Gajeel sunk two hooks into the wall, one in each of the walls at the foot and head of the bed. He quickly tied the rope Levy had provided to each end. That completed, he turned back to Levy and gestured for the blanket. After she handed it to him he tossed one end over the rope and arranged it along the rope.

Levy had to admit that between the size of the room and the size of the blanket, it provided a pretty effective barrier between the two halves of the room - at least visually.

"There," Gajeel said. He turned to Levy and shot her a disgustingly pleased look.

"I guess that'll work," Levy muttered.

"Just treat this like a wall," he said. "You stay on your side, I'll stay on mine. It'll be a like a private room."

Levy eyed him dubiously, then transferred her attention to the blanket. She gave it a poke and the whole thing shivered like a pond disturbed by a fish.

"Hmmm," was all she said.

"Anyway, time for bed," Gajeel ordered as he disappeared onto his side of the wall.

Levy waited a moment, not entirely convinced this wasn't some elaborate prank. But from the boys' side she heard their low conversation start up again and the sounds of somebody moving around the room. She quickly shed her clothes and changed into her pajamas before crawling into bed.

The sheets were cold and smelled like they hadn't been aired in a long time, but they seemed clean and the pillow was soft. Levy pulled the quilt up to her chin and snuggled into the bed with a sigh. She let her eyes drift closed, but opened them again a moment later.

"Gajeel?"

"Huh?"

"Can you turn out the light?"

"Yeah." The light lacrima above her head went out a moment later.

"Good night," Levy called to the other side of the room.

"Uh-huh," Gajeel replied. There was no other sound from the far side of the blanket.

"Lily-san?"

"He's not here," came the answer in Gajeel's deep voice. Levy sat up in her bed.

"Where did he go? Is something wrong?"

"Nothing's wrong. He always does this. Sleeps outside."

"Outside?" Levy repeated, alarmed.

"In the hall. It's like standing guard or something." Levy could faintly hear the sounds of Gajeel shifting his weight on the bed.

The noise of the bed accepting Gajeel's weight was a sudden reminder to Levy that she and Gajeel were alone in this room. Blanket wall or no blanket wall, it was just the two of them. Lily standing guard was exactly what she wanted, but he needed to be standing guard in here where the real danger was.

"Just leave him be," Gajeel said.

Levy threw the sheets back and leapt out of bed. She poked her head around the edge of the blanket.

A narrow line of light seeped under the door from the hall. In the dimness Levy could make out the contours of Gajeel's muscled shoulder with his dark guild mark and the planes of his bare chest. He was lying on his back with his arms tucked behind his head, the blankets only covering him to the waist.

In the illumination from the hall he looked like a dark prince of hell. His wild hair spilled across the pillow, the curl of a single lock highlighting the proud line of his jaw. He released a slow breath and Levy felt her pulse race faster the longer it went on.

She must have made some movement because Gajeel turned toward her suddenly.

"Levy! What the hell!" He pushed himself up on his elbows.

"I just want to check on Lily-san!" Levy said. She clutched at the blanket, pulling it across herself so only her face was visible.

"I said leave him-"

"Just close your eyes, okay!" Levy demanded. Gajeel swore under his breath, but flopped down on his side, facing the door. Levy dropped the blanket and took a cautious step into Gajeel's side of the room.

"Hurry up, shorty!" Gajeel snapped.

"Keep your eyes closed!"

"They're closed!"

Levy hurried across the room to the door. She paused before she opened it to glance over her shoulder. Gajeel's expression was twisted with irritation, but at least his eyes were closed. Levy opened the door and popped her head out.

Gajeel knew he shouldn't do it.

Sharing a room was bad enough. In such a small space it only took a minute for Levy's scent to fill the room. In such close proximity he could differentiate the smell of her hair from the smell of her skin, one floral and the other sweet. He would have slept in the hall himself he had known it was going to be this bad.

After Lily had taken the stool out to the hall to assume his self-appointed guard duty, Gajeel had stripped down to his pants and thrown himself into bed. He would be fine. He wasn't the impulsive idiot he used to be. He had self-control now. Well, more self-control at least.

When he had spotted Levy's silhouette edging around the blanket he realized he had considerably less self-control than he had previously assumed. Before she had ducked behind it he had spotted a pale bare arm, decorated at the crest of her shoulder by a strip of something lacey, and a generously curved pale leg, also crowned by frills.

It was the tiniest glimpse of lace that was causing his current moral dilemma. What sort of ridiculous garment was she wearing? How could she sleep with all that lace on? Gajeel hated to wear even a single extra stitch of fabric to bed. Wearing something with decoration? He'd rip it off. His mind immediately provided a scenario in which Gajeel was ripping lace off. He gritted his teeth.

"How long is this gonna take?" he demanded. Because I don't know how much longer I can handle this.

"One second!" Levy snapped back. Gajeel could hear their conversation, though it was muffled by the door. Levy was in the middle of one last round of "are you sure?"s. As Lily bid Levy good night, without conscious thought of any kind, Gajeel opened one eye just a slit.

He shouldn't have done it, because now the image was seared on his eyeballs.

He snapped his eye shut as Levy closed the door. He heard the pitter patter of her bare feet as she hurried back to her side of the blanket.

"You can open them now," Levy said. "Good night."

Gajeel didn't trust himself to speak.

"Gajeel?"

"'Night," he finally muttered.

He rolled back onto his back and stared blankly at the ceiling. He wasn't seeing the wood beams, though.

He saw the cascade of Levy's hair, transformed to silver by the dim light, unbound and tumbling around her shoulders. He saw the lacy strap of her tank top slide down her shoulder. He saw the lower curve of her spine before it disappeared into the waistband of her shorts. They were very short shorts, only barely covering her sweetly rounded bottom. He saw the graceful sweep of her legs and the way everything moved when she leaned down to speak to Lily outside the door.

He shouldn't have looked, but now that he had he was going to be appropriately punished for it. He was going to lie here, sleepless, every fiber of his being focused on the small woman on the other side of the blanket, until dawn came.

Time passed at a crawl. He could hear every movement that Levy made as she tossed and turned sleeplessly. Every time he thought he might be able to drop off to sleep she would move again and his imagination would supply the image of Levy in those clothes rolling on a bed, and he was back where he started. After the umpteenth time it had happened he couldn't keep himself from sighing.

The movement on the other side of the blanket stopped abruptly.

"Gajeel? Gajeel, are you still awake?" He grunted in reply. "Me, too," Levy whispered. "I can't sleep."

There was a pause and then he heard the soft sound of her bare feet on the floor. He rolled onto his side and could see her toes peeping out from under the blanket. The fabric shivered and bowed as she placed her hand against the fabric.

"I'm worried," she said softly. There was a long pause and for a moment Gajeel thought that she would stop there. He saw the fabric of the blanket bunch as Levy gripped it.

"I don't understand why you brought me, why you keep bringing me on jobs with you. I'm not strong enough to keep up with you. Look what happened today. I'm only going to slow you down."

She trailed off and Gajeel sat up, swinging his legs over the side of the bed. The room was so narrow that his knees brushed the blanket that was hung between him and Levy.

"Don't pull on that, you'll bring it down," Gajeel said.

"Gajeel, what if I get in your way? What if some- something happens? Because I can't fight. Because I'm not strong like you."

Gajeel rose suddenly and grabbed the blanket, pushing it to one side. Levy's startled face looked up at him. He could see her eyes shining with emotion and it made him angry. She always did this to herself. She was surrounded by people like Natsu and Erza and himself, and instead of seeing herself as somebody who was strong enough and important enough for them to keep around she always saw herself as their hanger-on. She had all those fancy magical glasses, and Gajeel couldn't help but wonder if there was a pair that would let her see herself the way he saw her.

But he was angry that somebody somewhere along the line before he met her had taught this incredible woman that she was worthless, and so when he spoke he sounded angry.

"I said don't pull on it," he snapped, tugging at the blanket.

"No, don't!" Levy said, snatching part of it back to hold modestly in front of her.

"Levy…" Gajeel growled.

"I think you should finish this job on your own," Levy said in a rush. "I'll just wait here for you, and that way I won't get in your way, and you won't have to protect me because I'm not strong enough, and I won't keep slowing you down, and then-"

Gajeel had heard enough.

Without thinking he reached up and pressed his hand against Levy's mouth to silence her. Her voice broke off with a gasp. He could feel her lips against his palm. She was so much smaller than him. His hand practically engulfed her head. His thumb brushed across the crest of her cheek; her skin was so soft. Even though she had stopped talking Gajeel wasn't sure he could stop touching her.

He lifted his hand but only long enough cup her cheek. He ran his thumb over her lips, fascinated by their pliancy. His thumb reached the corner of her mouth rested there. Her lips parted and she gasped a breath.

"Ga-"

"Shut up," Gajeel growled over her. He pressed his thumb against her parted lips. His heart squeezed when he felt the damp heat of her breath spill over his hand.

"Shut up," he said again. "If anybody else said that crap about you I'd kick their ass. Nobody's allowed to say that about you. Not even you."

The thought of anybody else making such disparaging remarks about Levy sent a fresh wave of anger through Gajeel. He clenched his left fist in the fabric of the blanket, but his right hand was gentle on Levy's face.

The tortured expression was gone from her eyes, but it had been replaced with a new tension. Gajeel had a feeling he wore a similar expression. He couldn't let this continue. If looking at Levy was enough to keep him awake all night, he wouldn't be able to to sleep for a week after this.

He started to withdraw his hand but Levy's own hand moved with surprising swiftness. Before he had even broken the contact between them she had grabbed his hand and pressed her cheek into his palm. Gajeel felt his heart stop, but it restarted at double the pace when she looked up at him through her lashes.

"I just wanted to be a good partner to you," Levy whispered. She held his eyes for a moment before turning away.

Gajeel's hand on her cheek wouldn't let her. He gently lifted her chin.

"Shut up," he repeated. "You got it wrong. I'm your partner."

Her hand tightened around his. Gajeel realized with a small start that their lips were only inches apart. Had he pulled her to him, or had she pulled him to her?

Ever so softly, as natural as falling rain, their lips touched. It was such a delicate brush of lips Gajeel would have doubted that it had happened if he hadn't felt the shock of that contact all the way to his toes. He thought he could hear Levy whisper something in the faintest of voices, but it was too late for him. He doubted he would be able to hear cannon fire through the sound of his heart pounding in his ears.

He kissed her softly again, savoring the feel of her lips against his. He kissed her again, just to make sure it was real. Again, because it was real. Again, because it was even better than he had imagined it would be. And again, and again, and again. The only point of contact was their joined hands, pressed against Levy's hot cheek, and their lips.

Apparently Gajeel had more self-control than he had given himself credit for. He wanted to deepen their kiss, sweep her into his arms, and crush her body against his. Limiting himself to this chain of delicate, delicious, kisses was harder than any fight he'd ever been in. While his hand on Levy's face and his lips on hers were gentle, all the tension he felt in the rest of his body was concentrated in his shaking left fist, still gripping the blanket between them like a lifeline.

Suddenly that lifeline snapped. More accurately, it tore.

With a sharp noise, the worn patchwork fabric of the blanket ripped under his hand. Gajeel broke the kiss, startled, and looked down. His fierce grip had torn a strip off the edge of the blanket. He hadn't realized he'd been pulling so hard. He was more surprised that the rope the blanket hung from had been sturdy enough to withstand all that pulling.

He saw something fall from Levy's right hand and realized that he hadn't been the only one pulling.

Gajeel refocused on Levy's face. She was flushed and her breaths weren't quite steady. Her brown eyes had a dazed look in them.

"Levy…" Gajeel began. Levy stopped his words by grabbing his face in both hands, tangling her fingers in his hair. He felt the tug on his scalp and it sent a shiver down his spine.

"Don't tell me to shut up," Levy said breathlessly. She dragged his face down and kissed him fiercely. Gajeel felt her teeth nip at his lip and her tongue probe the seam of his lips until he opened for her. His head swam with lust and he wrapped one arm around her, pulling her body against his.

She staggered under his weight and he grabbed for the first thing that came to hand - the blanket he had strung across the room. For a moment they were balanced like that, Levy bent back over Gajeel's arm while he held them up with the blanket. It only lasted a moment, though, before the poor blanket couldn't take any more. It ripped and fell in unheeded tatters around them as they toppled onto Levy's bed.

Out in the hall Lily's ears twitched as he caught a sound from within the room behind him. He listened for a moment, one eye open cautiously.

After a moment, he laughed quietly to himself.

Author Notes: Holy crow, seriously, HOW DID THIS GET SO LONG. If you made it all the way to the end, thank you so much for reading!

I'm actually working on a longer version of this with a slower burn. Please look forward to suffering through that with me.

No, it's not THE blanket, but when you say "blanket" this is the first thing that comes to my mind. It's shamelessly ripped from one of my favorite movies, "It Happened One Night." If you haven't seen it, please do. Those of you who have already seen it may recognize the name of the town. ;)