'There you are,' a familiar voice called out to Gray. He turned his head to look behind him from where he sat on a staircase in an empty part of the guild. He had been deep in thought a moment ago. The ice mage wasn't completely surprised to see Lucy.

'I've been looking all over for you,' she told him through heavy breaths. That didn't surprise Gray either.

'Juvia is awake,' Lucy informed the black-haired mage, expecting some kind of reaction from him.

'I know,' he muttered in response as he looked away from her. That's it! That's all he had to say. Lucy pressed her lips together, displeased.

'You can't seriously still be denying that you're in love with her…' the celestial mage started to moan at him. A shake of Gray's head silenced her and he narrowed his eyes. He wasn't trying to deny it anymore. It had shocked him at first. He never had expected to say those words. But at the same time, it wasn't a shock. Those feelings had probably been there for quite some time, suppressed by his stubborn ways. The sky always seemed more blue than usual to him. He didn't even realize he would smile at hat shops. And he would randomly just stop and stare at water. It should have been obvious to him then. He should have known what that feeling in his chest was. But Gray was too proud, too stubborn to acknowledge it. He gripped his fists tightly and Lucy noticed. She frowned at the despondent look on her teammate's face. She quietly sat down next to him and gently touched his arm. He looked at her with his troubled dark eyes and the feeling inside ached at what he was about to say.

'I know I love her, but I don't deserve to,' he painfully admitted to a shocked Lucy.

'Why? Because of what you said to her? That was over six months ago!' Lucy quickly reminded him. She was tired of that moment getting in the way. Gray shook his head again.

'It's not just that, it's everything. All the pushing away and scowls. I've never done anything to deserve her love,' Gray responded, his voice getting softer with each word he spoke. He looked away from Lucy's determined expression and lowered his eyes to the floor. He wasn't just giving up, he was doing what was best for Juvia. She deserved to be in love with someone who loved her better than him. Lucy didn't agree.

'What about all those times you've been there for her and all those things you did for her?' she demanded. Gray let out a fake laugh.

'Like any of those things really matter. Do you really believe Juvia is going to believe I suddenly love her?' he demanded back. The blonde-haired mage opened her mouth. She wasn't giving up. Another voice beat her to it.

'Then you prove your love to her. You prove that you deserve her,' the unexpected voice surrounded them.

'Gajeel,' Lucy muttered, both her and Gray surprised to see the iron dragon-slayer step out from the shadows.

'I've been watching over Juvia since this whole Blake thing started,' he revealed, stunning Lucy. She thought she was the only one. Gajeel guessed her thoughts.

'No, it's not just you Lucy. We've all been keeping a close eye on Juvia, waiting for the moment when she finally realized it's time to put her first,' he told the celestial mage. Lucy frowned again.

'Why didn't you say anything to her?' she asked. It sounded more like a demand to Gajeel.

'Do you think it would have made a difference? She was convinced she loved Blake. She had to realize the truth on her own,' Gajeel answered with folded arms. He had watched over Juvia long enough to know what would work best for her. She had to come to this conclusion herself. But Gajeel was always there, in the shadows, ready to step in at any time. Gray pressed his lips together. Gajeel noticed that too. The ice mage wasn't convinced.

'Do you think I believed I deserved to love Levy?' Gajeel surprised him. Gray looked up at him with big eyes.

'It still disgusts me just thinking about what I did to her,' the iron mage muttered.

'I struggled with my feelings for Levy for a long time because I didn't believe I deserved to love her. But I never sat around, feeling sorry for myself,' Gajeel continued. That struck a nerve with the ice mage. He jumped up and took a defensive step forward, startling Lucy.

'I'm not feeling sorry for myself,' Gray retaliated. Gajeel let out a snort.

'You could have fooled me,' he said sarcastically as Gray's face went red. Lucy glanced between the two nervously. Gajeel was pushing all the wrong buttons.

'So, you'd rather I go after Juvia like this!' Gray shouted at him. He thought Gajeel would want what was best for her. Gray was not that.

'No. I want you to be better!' Gajeel shouted back, catching the black-haired mage off guard. Better? The tension in the air subsided. Gray was no longer on the defensive.

'I worked hard every day to prove to Levy how much I love her, and to prove to myself. Do the same. Stop being so stubborn and show her that you love her,' Gajeel said to the silent ice mage.

'Because if you're not willing to do that, then you're right, you really don't deserve her. It all comes down to how much you actually love her,' the dragon-slayer concluded as Gray's eyes widened. How much he actually loved her? He stepped back and dropped down onto the step with Gajeel's words racing through his mind. Gajeel stared at him with a firm expression. A surprised Lucy glanced from Gray to him and smiled tenderly. She never really understood it when Levy would say her boyfriend had a sweet and caring side. She got it now.

'I never knew you were so sentimental Gajeel,' she said to him with a sweet giggle. It immediately stopped when he turned his dark glare on her.

'Don't you dare tell anyone,' he scowled at her as she recoiled back. There was the Gajeel she knew. She quickly nodded as he continued to scowl at her. Gray ignored both of them. Silly! He was so silly! Why did it take Gajeel to make him realize what he should be doing? Sitting on a step, hiding away, wasn't it. Gajeel was right. Even if Gray didn't want to admit that to his face. But he was.

It was time for Gray to stop being so selfish. It was time for him to start putting Juvia first. That was long overdue. It was possible that Juvia would choose not to accept his feelings and he would respect that. But he was determined to never have her doubt them again. He was no longer going to be the reason for her tears. He had been so resistant up to this point. It was time to change that. Gray stood up with a firm nod, catching Lucy and Gajeel's attention. He knew where he would go from here.