Yo! Minna-sama! :D Since ive watched episode 45 of fairytail about 2000000000000 times, (favorite episode, duh.) I started to wonder what Mirajane meant by saying "When people realize how lonely it is being alone, they will become kind. And, you've realized it..."

So, I came up with this theory that since Freed was always so sucked into Laxus he never had any time to get to know the other guild members, and after finding out Laxus didnt consider them much more than bodyguards, he realized he didnt have any real friends in the guild and got lonely because of it. Mirajane was the only one who noticed, but just never got a chance to confront him about it until their fight in episode 45.

whatever. READ DA STORY :D (This chappy is from Freeds point of view on the fight.)

I didnt really have a choice. They were Laxus`s orders.

I found myself attacking Mirajanes younger brother, Elfman, trying to block out Mirajanes cries, begging me to stop. "Im sorry."I thought as I began to cast: "Yami no Ecriture: SHIMETSU."

It was almost imediatly after, Mirajanes cries stopped. A powerful magic erupted form behind me, and I stopped my attacks as I turned around. I was shocked at the sight.

Mirajane was screaming as the ground beneath her began to crumble apart. Rocks began to rise from the ground as she continued to scream, an enourmous purple magic circle forming above her. My eyes grew wide as I watched the return of what they used to call, "The Demon Mirajane."

I knew I had to think quick. Mirajane charged towards me, so I jumped up, casting "Yami no Ecriture: TSUBASA", giving mself wings to evade her claws. She quickly pulled out her own set of wings, and flew up after me.

"Darkness Stream!" Multiple tendrils of darkness magic shot form her hand towards me. I managed to dodge most of them, but Mirajane still managed to kick me in the stomach and claw me relentlessly.

I flew quickly in the other direction in an attempt to buy myself some time to think of a plan. I lifted one hand to the side of my face. It stung, so I pulled my hand back to see blood on my fingers.

Obviously, I had more than underestimated her ability.

Knowing that I was running out of time and she was catching up to me quickly, I decided to use the forbidden spell, knowing that only a demon could master a demon. "Yami no Ecriture: DARKNESS." I felt myself shift from my original body, and into my demon form.

Almost instantly, the fight continued on. Our fists met, destroying the ground around us with the magic energy released. We proceeded in hand-to-hand combat until I was hit in the jaw, and we crashed into a cave. "Evil Spark!" Mirajane used another spell on me, this time electrocuting me with some kind of energy.

I fell to the ground inside the cave, hoisting myself up with whatever strength I had. I could feel my magic power was running out, so I had to make whatever I had left count.

"I cant lose this, for Laxus's sake!" I told myself, preparing my next spell as "Mirajane" hovered in front of me.

"Darkness breath!"I used, sending a tornado of dark energy against Mirajane, quickly following it up with "Darkness Flare Bomb!" Which sent Mirajane flying into a river.

Without giving myself any time to catch my breath, I flew over to the river hoping that I had hit her. I was shocked beyond belief as Mirajane began enveloping her self in the river water. I stared in awe, wondering just how much magic power she had.

I snapped out of my trance like state as Mirajane threw the river water at me using "Evil Explosion!", blinding my vision for a few seconds before using "Soul Extinction!" I screamed as I was thrown harshly onto the dirt below. I was just barely able to lift myself off the ground and look up, before I threw myself back in fear at seeing the demon standing in front of me.

It was that moment, when Mirajane had me pinned to the ground. The she-devil was going to kill me, and I was terrified. But at this point, I knew I deserved it. I had hurt everyone in the guild. Everyone. I had hurt and betrayed all my nakama, I didnt have a right to live anymore.

Thats what I thought, anyway.

Mirajane raised her fist to deliver the final blow, and I closed my eyes, bracing myself for the hit. But it never came. Cautiously, I opened my eyes to see her fist centimeters away from my face. She was breathing heavily, and I assumed she was having second thoughts, contemplating whether or not she should kill me. Either way, I was completely petrified.

I was rather shocked when she sat back onto my stomach, and let her Satan Soul magic fade away into a cloud of violet mist, until she was back in her usual attire. Still frightened, I forced myself to muster the courage to speak, and asked her, "W-What are you going to do?"

She simply smiled, and spoke softly to me, saying this battle was meaningless. Almost imediatly, I denied it. "What do you mean? Are you pitying the defeated? Just finish me off..." I told her, in hope she would do as I asked. I didnt want to live after what I had done. It was unforgivable.

Mirajane shook her head, smiling at me. "But I can't. We're both allies, members of the same guild. We all smile together, laugh together...we move on together."She told me.

Again, I tried to deny it. "My only ally is Laxus!" I insisted.

I watched as Mirajane shook her head once more. As she began to speak to me I felt my fear of her attacking me again begin to fade.

"That isnt true, Freed...surely you must've realized by now. Listen, Its more than okay to have one person that you trust the most of all...but there are lots of people all around you who are all connected to eachother..."

My eyes slowley grew wider as I began to remember moments in the past when the other mages had been so kind to me. I began to feel even worse for hurting them.

Tears slowley filled my eyes as Mirajane gentley took my hand, and told me, "See? If you just reach out your hand, someone will always be right there for you..."

It was as if she was trying to make me cry. More tears filled my eyes as I tried desperately to hold back.

Mirajane smiled, and her grip on my hand tightened just a bit."Its when people realize how lonely it is, they become kind. And, you've realized it..."

That did it. Tears ran down my face. The feelings of guilt I had for attacking my own comrades clawed at my chest, as well as the feelings of loneliness I had been trying to surpress for such a long time.

"I-I never wanted to hurt anyone...M-Mira..."I confessed, still sobbing. Mirajane nodded, ad told me that she knew. She gentley helped me sit upright while trying to avoid touching any scratches or bruises, before she hugged me tight.

It hurt, alot, but I really couldnt care less. Because, it was at that moment, for the first time in years...That I felt warmth.

Comfort.

Happiness.

It all seemed so foreign, so vivid. My tears if sadness and guilt were replaced by tears of joy, and I think Mirajane was able to tell. She pulled away, and smiled at me.

And for the first time in as long as I could remember, I was able to smile back.