-Rio POV-

The others dragged me outside like it was no big deal, like they did it all the time. I couldn't help but pause, if only for a second. I could feel the sun on my skin and the wind pulled at my hair. I could smell the sea* and people and freshly baked bread and flowers and dogs and cats and fish and the summer wind. I was probably smiling like an idiot, standing in the middle of everything and facing the sun, but I didn't care. For this one second I was desperately happy.

"Hey Rio, come on, you're falling behind," Lucy said. "We're on a mission!" she reminded me.

"Right, sorry," I said snapping back into myself, "It's just been a long time since I've actually seen the sun," I admitted sheepishly.

Levy frowned. "How long?" she asked.

I shrugged. "Not sure. About the same time my dragon Mosoroth up and disappeared on me. Years."

"The dragons disappeared in X777," Levy murmured. She looked up at me. "You've been imprisoned since then?" I nodded. She blanched slightly. "That's a long time," she said simply. I nodded again.

"Hey cheer up, you're making my booze taste bad," Cana said. "We're here to shop not mope!"

"Canna's right," Lucy said. "Let's go and have fun!"

-Lucy POV-

"Oh this is cute!" I said, holding up a top. "Do you want to try it on?" I asked.

Rio nodded. "I've got a whole pile of things to try on. You want to come with me?" she asked. I nodded and we squeezed into the changing room, dumping our stuff on the bench.

I pulled off my shirt but saw Rio hesitate, fingering the rim of her tank top. "It's fine we're both girls," I said.

"That's not it," she mumbled. I looked at her. "Promise not to freak out?" she asked me.

"I promise," I said. "What are you so worried about? You can trust me." That seemed to reassure her and Rio pulled off her shirt. I immediately saw the burn on her stomach. "How did you get this?" I asked concerned as I knelt down to look at it properly. "I don't recognize the mark."

"It's the mark of my mother's guild, Valkyrie," Rio replied, voice even. "It was branded into my skin," she added. "It's healed now though so it doesn't hurt."

"Who did this to you?" I asked.

"A scary ass bitch called Iuliae," Rio said. "She's a bit of a psycho." Rio hesitated, "Don't tell Laxus or the Raijinshuu who did it okay? I think they might just charge out and try to rip her limb from limb. You should have seen how pisssed they were…" Her voice trailed off hopefully. She was obviously trying to lighten the mood and I accepted that.

"So that's what they were so angry about," I said. "Levy and I were wondering but we couldn't figure it out."

"Well now you know," Rio smiled weakly. I could tell she was faking it but trying anyway and I accepted that. "Which one do you want to try on first?" she asked. I handed one to her. As she turned to put it on I saw cigaret burns on her shoulders but I didn't say anything. I knew she didn't want to make a big deal out of it. I started to remove all the sleeveless shirts from her pile. "It's fine," she interrupted. "I don't mind. I can just wear a jacket if I want to cover them up. And I don't want to hid it."

I nodded. "I guess that makes sense," I said. "Let's talk about something else. This is getting depressing."

Rio smiled slightly. "So how come Natsu's smell had rubbed off on you so much?" She teased. "Him and someone else… winter and cold. Haven't met him yet."

"Y-you mean Grey?" It was my turn to stutter, not out of fear but embarrassment. "What about it?"

"Your face is turning red," Rio observed.

"No it's not!" I protested.

"You're turning redder." Rio remarked. "You're not a good liar are you?"

"Just shut up," I said. "It's nothing. He obviously doesn't feel the same way."

"So you do like him," Rio accused.

I rolled my eyes. She just wasn't letting it drop. "Okay, well, maybe a little," I admitted, trying to downplay it. Rio just smiled. I was glad. She had a nice smile.

-Evergreen POV-

"Okay so which one do you think she would like?" I asked Cana.

"Wasn't this the whole point of bringing her along? So she could choose for herself?" Cana asked and took a swig from her bottle. She realized it was empty and picked a new one from her bag.

"But then it's not a surprise!" I protested. "I want to surprise her!"

"Choose the blue one," Levy ordered, seeing my dilemma.

"But it's so big!" I said, already paying for it.

"She'll love it," Levy said confidently. "Hid it quick! She and Lucy are coming back! We'll show her later!" I stuffed the creature into a bag before it could be seen. I turned around just in time. Thankfully Rio didn't notice.

-Rio POV-

Why was Ever acting so weird all of a sudden? I shrugged it off. She'd probably tell me later anyway.

-Levy POV- -Much Shopping Later-

"So, hypothetically speaking, how would one go about eating this?" Rio asked, giving her ice cream a dubious stare.

I laughed. "You just lick it," I told her. "It's ice cream. You'll like it."

Rio still looked doubtful but she took my advice. "It's good!" she sounded surprised. "I should have known it would be cold because it had the word 'ice' in it," she added frowning.

"It's dripping," I said.

"It's what? Where? What do I do?"

"Just keep eating it," Lucy said, licking her own ice cream, "If you don't hurry it'll melt in this heat."

Rio bit into it and effectively chowed her ice cream in the net few seconds. She clutched her head. "Aghhh… what the hell?"

Everyone laughed. "It's just a brain freeze," I laughed. "That's what happens if you eat something cold too fast."

"Why would you do this to me?" Rio teased Lucy, obviously still in pain but laughing anyway.

"I'm sorry!" Lucy exclaimed. "I didn't know you'd eat the whole thing!"

We were all laughing and eating ice cream, having a wonderful time just sitting on a bench overlooking the canal which led past Lucy's apartment. I smiled. It was nice to see Rio laughing with everyone. Cana had managed to discover alcohol flavored ice cream and was enjoying it quite thoroughly. Ever was offering to buy Rio a second ice cream since she'd eaten hers so quickly but Rio waved her off, protesting that she didn't want another one if it would just give her another headache.

"Finally, there you are you little bitch," a voice said behind us. I quickly characterized it: adult, female, agitated, kind of nasally, I didn't recognize it. "I have been searching this entire town in heels. It's paved in cobblestone, you know that?"

My attention returned to Rio sitting next to me. She'd gone pale and stopped smiling. I noticed her hands were shaking as she clutched the sleeves of her new sweatshirt. Slowly Rio turned around in her seat, like she was afraid to see who she already suspected was there. I turned with her.

The woman was tall, with dirty green hair that covered one eye, cut short at the chin. The one eye I could see was cold, black, and cruel. Her mouth formed a sharp line across her face and was covered with creepy dark green lipstick. Her dress draped down past her hands but had a slit so her fingers could peek out, pale against the dark green velvet-like material which dragged out behind her in a train. She adjusted her hair with one long finger, pushing her bangs behind her ear. I could see a mark on her cheek. She belonged to a guild. Then I recognized the mark and realized she was part of Valkyrie.

"L-lad-dy A-archan-na," Rio squeaked, "w-w-what-t a-are y-you d-doing h-here?"

Archana let out a shrill laugh, making Rio wince. "Lady Magda wants her toy back," she said. "She never said you had to be unharmed."

"Fairy Machine Gun: Leprechaun!" Ever shouted. Beams of light shot past me at Archana. She just stood there. There was a series of small explosions, but when the dust cleared Archana was standing there completely unharmed. There were dead spiders at her feet.

"How dare you hurt my children?" she asked, pouting. She looked up, "Now I'll just have to kill you all," she said, relishing the words.

"You can try!" Cana shouted. "Explosion Cards!" A rush of fire shot towards the older woman.

"Open: Gate of the Golden Bull! Taurus!" Lucy shouted. The giant cow emerged from the ground, mooing something perverted and drawing his axe. "Help me protect Rio!" Lucy begged him.

"Solid Script: Fire!" I shouted.

"N-no," Rio whimpered, covering her head and half-hiding behind the bench we'd been sitting on. "D-don't."

"It's okay, Rio," I said turning my back on what was no doubt a very burnt and very crushed creepy lady by now. "We've got her. You're safe." Rio just looked at me, big blue eyes full of fear. She shook her head slightly. Something bit my ankle and I smacked it. A dead spider fell to the ground, twitching. Another spider crawled over it's body. There were more. I realized that the other girls were shrieking and yelling, trying to swat spiders off their ankles. More spiders crawled up my legs, biting. I cried out and tried to brush them away but they kept coming. Some of them stung like hell, others burnt. I realized there were many kinds of spiders of varying sizes but was more concerned with how many there were, hundreds- no, thousands of them. They had started crawling over each other in their haste to get to me and the others.

Archana was standing unhurt as spiders crawled out from under her dress out out her sleeves. They tangled in her hair and crawled across her chest. She was laughing. "Go my children!" She called, celebrating, "Let's see how long they last until one of my more poisonous ones get them! Won't be long now until one of them collapses!"

My head suddenly felt woozy. "That's not good," I mumbled incoherently before I pitched backwards against the bench. Thankfully I didn't fall on the ground, where I would have been covered with a sea of spiders. I think I blacked out after that.

-Archana POV-

When the little blue haired girl blacked out right in front of her, I saw something snap inside of Rio. It was like something had been pushed off the shelf inside her and shattered, leaving nothing but empty space and jagged edges.

"Archana, stop hurting them," she ordered calmly "You weren't sent here to harm females, you are disobeying Lady Magda's orders." Her blue eyes had gone dark and she was staring directly at me, unwavering.

I suppressed the need to shiver. "And why should I?" I asked. "I'll just tell your mother that they resisted or that there was a male present. She won't mind."

"Archana," Rio said, "you should not have hurt my friends." Water from the canal roared up behind her in a reverse waterfall, towering over her, sparkling in the sunlight.

"Now you just wait a second," I protested weakly, "You wouldn't dare-"

"Dragon Slayer's Secret Art: Water Dragon's Dancing Typhoon!" she shouted and spun. As she did, the water followed her, flowing across her hands and her arms, over her hair in a beautiful arc. Completing the spin, she pointed at me and half the river leapt from her fingertips in a torrent like a firehose and crashed into me. I flew backwards. I don't remember what happened after that.

-Lucy POV- -Half Conscious-

I was covered in spiders, bites and pain. For once I wished I chose clothes that covered more of my body and offered me more protection against something like this, not that I ever could have seen this coming.

"You should not have hurt my friends," I heard faintly. It took me a surprisingly long time to recognize Rio's voice. I'd collapsed onto my stomach somewhere in there but I didn't remember falling.

The sound went first as I fought against unconsciousness. I saw Archana blanch and take a half step back. I saw Rio's feet moving incomprehensibly and I saw Archana blasted off her feet by a jet of water. My vision blurred and I gave up trying to keep my eyes open. I felt something wash over me, it was cool against my skin and felt good on all the bites. I realized the spiders had stopped biting me as I fell asleep. I could practically feel the poison pumping through my system from a hundred different places. It was a relief to lose consciousness.

*Okay, according to the map, Magnolia is nowhere near the sea because Hargeon, which is acknowledged as a port town, is in the way. But, if you watch the Phantom Lord arc, there is very obviously a large body of water for the giant robot to stand in. Also, when we get an overview of the guild, we see that it's on the edge of the town against what most certainly appears to be the ocean. So, basically, I've decided that Magnolia is on the ocean. The truth of this fact is debatable but what the hell. It's FanFiction anyway...