A/N: I caught a mistake from the last chapter while editing this and the next. In the previous chapter, Igneel mentions Onibus. The town that we are actually going to is Hargeon. I can't believe I never caught it! Anyway, it has been edited in the previous chapter. Now, Enjoy!


Waves of nausea rocked her as light started to seep into her vision. It took a few minutes for the headache to manifest, swirling with her dizziness. A pained groan escaped past her lips as she lifted her head, and blinked to clear her vision. What she saw was surprisingly familiar. Debris, ruin, and the strong musty smell…

The adrenaline hit next, slamming into her nausea and making it far worse in an instant. She knew these floors; those destroyed desks.

She was back at the lab.

Why am I here…? How? Levy tried to move her hand to clear the hair from her face, but met resistance. In her fog, she tried again, taking several seconds to realize that her arms were bound behind her back. It took a moment longer for the panic to set in, and she yanked at the mystery bonds like an animal caught in a trap.

"Careful dear, you'll hurt yourself." The sudden voice made her jump and swing her gaze to none other than Jose, seated casually near her with a man she didn't fully recognize standing beside him. But when she saw the short, jet black locks, she realized he must have been the one that knocked her out. A blank, distant stare was directed at the floor, his hands clasped in front of him.

"Why did you bring me here." Levy posed it, her tone low, as more of a demand than a question. She knew, quite surely, why she was here. There was only one reason that she would have been dragged into this. But she wanted so badly to be wrong.

"Oh, Miss McGarden, I know you're smart enough to figure that one out," he cooed, tilting his head a little with a smile. "But since you asked so very nicely, I suppose I can humor you with an answer while we wait." Jose waved a hand flippantly, "You're going to help me get back my final asset. The only piece that has eluded me."

Dread turned her stomach when he fears were confirmed. While we wait... But still, she needed to ask, "Why?"

Jose looked at her with light confusion, tilting his head. After a moment, he seemed willing to deign her with an answer, "Despite all I was able to take with me, I had to leave many important things behind when all of this was destroyed," he gestured at the room around them, "And you see, these things are all very valuable. I have put a lot of time and money into my studies. It is very much against my best interests, and the interests of my clients, to let these things get away from me." His gaze turned back to the young man standing behind him for a few pointed moments before returning to Levy. "So you can imagine my… disappointment when my star participant was the first to abandon ship." Levy's eyes widened slightly, taking a moment to process that information in particular. "I'd thought he'd perished. He was a captive animal released into an unforgiving wild, but something in me said, 'no, he's out there. You've made him strong enough.'" As Jose spoke, Levy felt the disgust creep into every part of her. He was so entitled, and felt such ownership over other people's lives. And such pride for having done it all.

"But then, then I heard the rumors. Such silly little town-folk, you can't explain something and you turn it into 'urban legends' and 'ghost stories.' Even printed it in a book," he smirked, giving Levy a very pointed glance, "And then I found you, clutching one of my notebooks. I have to admit, I was certainly surprised to find that one of my wildest beasts had taken to someone. A tiny girl, no less," he placed a fist under his chin. "But, then it became apparent how much easier it would make retrieving him." Jose shook with an amused laugh, leaning back in his seat a little. "It's a development I can work with."

Levy's breaths came out uneven, her throat dry and sore. Everything he had told her had muddled together as her emotions raged. Finally, she found that one bit of information that had been contrary to what she thought she knew, and latched onto it. "He, ran the day this was shut down?" she finally asked, slowly.

He lifted a brow. "You didn't know?" Jose responded quickly, laughing again. "He turned tail and flew out of here like a bat out of hell. I will say it intrigues me that he even came back here. Pitiful beast likely came to think of this as his only home," he paused, thinking, "Right to the end, X777 was a massive pain in my neck. He went haywire, wielding a power I had never seen before, and we were caught off guard; I still don't know how he did it. He was chaos incarnate, but he freed several of our subjects on his way out… poor things." Jose leaned back, taking a very loaded pause in what Levy could now see was a very self indulgent monologue. "He released them right to slaughter."

Levy went cold. "What did you do to them…?"

Jose merely waved a hand, "We had no means of containing them at that time, and many of them had not completed the conditioning process," he paused, tilting his head and pointing to her, "You know about that, yes? What am I saying, of course you do. You've been doing quite a lot of reading." It was then that he shot her a quick glare, "It's rude to read from someone's diary, you know." There was an ominous, sharp tone hiding under the playful scolding. "But what's done is done… as I was saying. With freedom on their tongues, they turned on us. X777 tried to stop them; fascinating, that was. Something about just getting out, not wasting time. But it's hard to control chaos. I suppose his cowardice won out and he fled soon after. Tragedy, having to euthanize so many. But we do what we must in science, and the lacrima implants were retrieved successfully," he smirked, "the bodies were still of use at a later date. So truly, our losses were minimal." Jose looked up again to the man standing behind him. "How fortunate that there were those who remained loyal… With special encouragement that is. Isn't that right, X772?" After a quiet second, Jose clapped his hands in front of him as though remembering something important. "Oh, yes, sorry. Rogue. He responds better when we use his name."

Levy's stomach sank, realizing now that the man behind him was one of the subjects. And more than that, she had read about him. He was the one they had written about pitting against Gajeel. He was another human that had his life stolen from him, but compared to Gajeel, he looked so empty. That's what they wanted Gajeel to be. She thought of them robbing her iron dragon of that spark in his eyes, and that toothy grin she had been lucky enough to receive more than once. It was unthinkable. "Why are you telling me any of this?" Levy finally asked.

Jose chuckled immediately, a grating sound that sent chills through her. "Oh my dear," he feigned pity, "Because you need to be aware of your place in this puzzle. To know, fully, that fighting me now is useless." That sickening smile spread on his face again, "And why pass up the chance to tell of my accomplishments and everything that has led to this final moment? Despite minor losses and setbacks on the way to get me here."

She was stunned; utterly stunned. "Minor loss?" Levy spat back at him, "You lost seven of your staff that day. On top of all the people whose lives stole before you had even killed them!"

Jose jerked his head back a little and lifted his brows, as though taken aback by her outrage. "Yes? And?" Levy felt like the air had been knocked out of her. He was so casual, so confused why she would find that to be a point of contention. "They were perfectly replaceable, what's the problem?"

Slack-jawed and in shock, Levy felt sick. Utterly, and completely sick. Not only had the falsehood of her prior accusation against Gajeel been made clear and then some, but being in the presence of someone so devoid of any humanity was more frightening than anything she had experienced in her life to date. That thin smile, constantly playing across those angular features made her stomach roil as a result. "You're unforgivable," she growled at him, only bringing a hearty laugh bouncing from his chest.

"Oh my dear, there is no place for forgiveness in science." He rose from his seat now, strolling over to her, "Waste of time. There is only time for progress." Levy instinctively tried to scoot away from him, but his long legs closed the distance faster than she could do a thing about it. He squatted in front of her and with one hand gripped her face by the cheeks. "Now, I've indulged you enough. You should be grateful that I chose to occupy our time this way. I could have let us sit here in silence while I wait for our scents to travel, but regaling you with my work seemed so much more enjoyable. They say dogs can smell fear, and you look perfectly terrified, girl."

Her honey eyes went wide with the realization. He hadn't just been boasting; he was biding their time. He knew of Gajeel's abilities better than she did, he knew that the dragon would scent them here. And Jose's scent, mingled so strongly with hers and a stink of fear, was the most convincing bait he could have come up with. He was counting on her luring him right back into his clutches, and Rogue was his insurance that he could pull it off.

"It's time to get back to why we are here in the first place. I have places to be, Miss McGarden, so I'm afraid we will have to speed this up a little," he pulled her forward a little, lips curling into another sickening smile. "I'm sure he has caught our scents already. It would seem that isn't enough." He tilted his head, a predator sizing her up, "Be a good girl and call him for me, will you? I know he can hear you. And if I have studied your relationship with him well enough, he should be here in a jiffy for his damsel in distress."

Levy glared, stiffening herself to the consequences of what she was about to say, something that felt so foreign on her tongue, but her anger was more powerful. She shook her face violently out of his grip, scraping his fingernails along her cheeks in the process.

"Go to hell."

A loud cackle echoed within the walls and Jose nearly fell backwards in his glee. "I was so hoping you would say that!" he hollered, tapping his palm against her cheek quickly before rising back up to his feet. "Welcome to the revised conditioning protocol!" Jose took several long steps back away from her, and with a flourish lifted one hand above him. With a quick, huffed laugh, he snapped his fingers.

The blunette could have sworn she heard a muttered apology immediately after, but it was overshadowed, literally, by the black wisps that had started to swirl around the young man who had, until this point, been still and silent as death. The tendrils, as though living, snaked around his form, before diving to the floor and shooting straight for her.

Levy barely even had time to open her mouth when they raised back from the ground around her and wound around her body. She was stunned to feel the pressure of tangible binds, and realized this must have been what held her hands behind her back. Shadows?! They're solid! she thought in a panic, but that was nothing compared to the fact that she was suddenly being lifted off the floor. A firm pressure tightened around her and the next thing she knew she was flying for the vaulted ceiling, and her stomach was in her throat. Her back impacted, hard, and she couldn't stifle the cry that escaped her as pain sung through her. The darkness held her there for a painful moment, before she was lowered just enough to shift her and hang her upside down by her ankles. Levy coughed, trying to regain the breath that was knocked from her, or regain any semblance of breathing with what she was now faced with.

"Go on, Rogue. Like I told you. Make it convincing," Jose encouraged, clasping his hands once more behind his back as he regarded the suspended girl with cold amusement. There was a moment of hesitation from the man, and a flash of reluctance on his empty face, before his shoulders slumped with a released breath. Rogue lifted his hand and swiped it in front of him.

The pressure around her ankle suddenly disappeared, and the next thing she knew she was plummeting to the floor. As she dropped from a height that could very easily break bones or snap her neck, a scream of terror inevitably ripped from her. She would break, she knew she would, and she prepared for the agony of the impact, or the darkness that would take her over after.

But moments before impact, the pressure had manifested again, lightning fast, around her ankles and stopped her so quickly she let out an uncontrolled yelp. She looked to see she was mere inches from the floor, and then up to see the tendrils had resumed their place around her legs.

Staring at the shadows that had stopped her so suddenly from injury, a chill shot through her. She realized what they were doing. They had already intended for her to be bait, but her scent alone wasn't going to be enough to lure Gajeel. That night, what felt like forever ago, her screams were enough to send him raging into the forest to reach her. And that was exactly what they were trying to do now. They wouldn't hurt her yet, not when they still needed to get him here.

Her thoughts begged for him to not hear her, for her to keep quiet, so he wouldn't come and fall right back into their trap. She wanted to shout the words, but who knew if that would only make it worse. But at the same time, her thoughts screamed for him to help her. For anyone to help her. Because, oh god, she was so afraid.

Tears burned in her eyes as she started to rise again, and she shook her head violently in a silent plea for them to stop. She wanted to beg them, but what if that only signalled to Gajeel? She couldn't. She had to stay as quiet as possible and resist them. Which meant not being able to stop them.

Thus, the entire process, sans hitting the ceiling, repeated. Each time, try as she might, she couldn't stop the strangled cries that came from her, nor the gut-wrenching grief with each repeated cycle. Sickness wracked her form and she shut her eyes tight to try and stop the dizziness that swirled in her head. She knew that he either wouldn't come and she would be a toy at their mercy… or that he would. And then he would be theirs. It was clear that Jose had been preparing for this, and he fully intended to take Gajeel back.

Don't come. Please don't let them take you!

Her honey-colored eyes snapped open at the sound of a sudden crash, just as she was being lifted back up. What had been a slow ascent sharply changed gears, yanking upwards much faster, like she was being snatched away from something. In that instant, a dark blur flew under her and she felt a cold brush on her dangling fingertips, followed by another loud crash. The grip on her form tightened around her waist, and she found herself being pulled back over to Jose and Rogue.

Gajeel pulled himself to his feet from the desk he had demolished on his way in. His entire form was covered in the iron scales, but still it heaved with uneven breaths. He turned, slowly, to regard them through the shadows cast across his face. There, behind his glowing scarlet eyes, was a rage unlike anything she had seen before.

"Goodness. That took so much longer than I expected, I had begun to think I overestimated your fascination in the girl," Jose cooed, an excited smile spreading on his face. He was positively giddy. "You look well, Gajeel."

The dragon hunched forward, flexing his hands and baring his claws as a booming growl echoed in the room around them, firing off of him like an explosive. "Jose…" he snarled, threatening, his eyes moving from the two men, before settling on the trembling, crying girl with them. They're going to regret it. I'll make sure they regret ever fucking touching her. "Let her go." He took one heavy step forward, the threat evident in every part of his body language and tone. He didn't need to say what he would do; he knew Jose was already intimately aware of his capabilities. And Jose had stoked every one of those capabilities by threatening Levy.

The fire burning in his chest, his blood drumming in his ears… these were all feelings he had never felt before. He remembered getting the tiniest taste of it the night he heard her screaming in the woods at the stupid coyote… but this, this was different. Levy had tears running down her face, stinking of fear and salt that turned his stomach. He couldn't see any injury on her or smell blood, but the shake of her little body told her they had to have done something. Levy was in their clutches, dangled in front of him like bait, reduced to a tool and a plaything.

Gajeel wasn't stupid, he knew why she was here with them. He had smelled all three some time ago, and it had almost drawn him. The thought that Jose might find her had crossed his mind, but the fear, the hurt of their final interaction kept him away still. She was a trap. And Jose wouldn't dare be so bold to do anything else other than dangle her like a lure. It wasn't worth him risking his life; he couldn't go back. Not for some girl.

But then that shrill, terrible sound struck him straight through the heart. It was distant, something a normal man would never have been able to hear. But he could, and he cursed that he was able. The first sound was painful, but they just kept coming, one after the other: she was screaming. The thought of her in trouble, being hurt, having god knows what done to her by the most monstrous man in his world, was unbearable. Her screams broke him to his core. It wasn't even a question at that point, because all he could see in his thoughts was that blue-haired angel with her hand in his and trust in her eyes. The girl he had sworn, before he was even fully aware, to protect. The words she had spoken to him that night disappeared entirely from his memory, because it didn't matter at all anymore. No matter what she had said, he was going to find her, get her back into his arms, and never let her go again. For once he was going to do something right.

He was an unstoppable force on his way back to his personal hell. He was going to plunge into the flames of his purgatory for her, and the second he saw her slipping just out of his reach, her tears falling onto his face, he realized it didn't matter if he got back out. As long as she did.

"Now, Gajeel, I've waited a very long time for this, I want to savor this for a moment," Jose chuckled, shifting to stand closer to Rogue. He may have had the upper hand, but he had angered a very large, very strong beast. And he wasn't stupid.

"I ain't gonna repeat myself," Gajeel rumbled, "You give her back to me."

The black wisps surrounding Levy pulled her back behind the men and set her onto the floor. Though they released her, they continued to linger behind her, as a reminder that she was not freed in any sense. Levy swayed on her feet, but her attempt to remain upright failed as her disorientation forced her to her knees with a whimper. Her downturned gaze didn't catch the hitch in Gajeel's posture, wanting so badly to just rush to her.

She lifted her eyes slowly, her sides heaving with the breaths she hoped would settle her stomach, and poised her gaze onto Gajeel. Her heart broke when they made eye contact, knowing that he had come. Knowing that he was here and in so much danger. She had played a part in his downfall and worst of all, he looked so ready to fight for her with no guarantee for his own safety, let alone hers.

"Are ya fuckin deaf?" Gajeel growled, turning his attention slowly to Jose. The scientist didn't waver, and merely chuckled at the iron dragon. Gajeel knew Jose had no intention of listening to him; why would he? That shit-eating grin was standard for him and meant that he fully intended to get his way. Ultimately, Gajeel turned his attention to Rogue. Maybe he could play a different angle. "Why are you doing this?"

The other onyx-haired man furrowed his brow, like it had been a completely preposterous thing to ask. "It's what we are made to do," he responded flatly. "Obey."

Gajeel shifted his weight suddenly, a disgusted grimace falling onto his face. The word had poisoned enough years of his life. "Ya don't gotta do a damn thing he says. Ya could kill him just as easily as I can right now." The latter part of the sentence dropped a few tones, and like an animal ready to strike, he rolled his shoulders and looked hungrily to Jose. His neck bare. His skull fragile. His chest crushable. The bloodlust roiled within him, his anger slowly slipping from his grasp.

"That is not our directive. When we don't obey, we die. You saw this yourself, and caused it yourself. They died because of your insubordination."

Gajeel was taken aback, gritting his teeth. "You don't believe that," he muttered. "You know exactly what happened that day. Ya know I tried to stop them. To help all of them, including you."

"And where are they now? Where have you been for three years?" The flatness in his tone had given away, just slightly, to a more human emotion. An emotion that left unspoken, but very apparent words after he stopped speaking. 'Where have I been for three years?' "You helped no one but yourself." Just like that, the cold emotionless tone returned.

"Now, boys!" Jose stepped in, moving just in front of Rogue to draw the attention back to himself. "You can run in these circles as much as you like. But I can assure you that the conditioned responses within Rogue, as well as all the surviving subjects just waiting for your return, are flawless," he laughed to himself, gloating. "I have had a lot of time to sit on my mistakes and fix them, Gajeel. To see the holes, the weaknesses, and patch them. You will see just how much we have changed soon enough, and we will snuff out that infuriating fire of yours one last time."

"Never again," Gajeel hissed sharply, viscerally recoiling from the man's words. He looked one more time to Levy, who caught his gaze and held it. The fire that was exchanged between them snapped Levy out of the paralyzed fear she had felt. There was a look in her eye, a sudden determined furrowing of her brow that held his sight, before watching her look slowly to the chair behind Jose… and within her reach. Following her silent train of thought, he immediately resumed speaking. "I am done with that nightmare. You don't own me anymore. And I'm going to make you pay for all of it."

As Gajeel talked, slowly and deliberately, keeping the attention of the two men. Levy steadied her breath, calculating just how far the chair was from her, and just what she needed to do. But she needed to wait for him to resume speaking. And knowing now what a blowhard he was, she didn't need to wait long.

"That's an admirable idea, however–"

Levy lurched to her feet, grabbing the chair with the firmest grip she could manage and immediately yanked it back. The piercing screech of the rusted metal surprised both Jose and Rogue, but not as much as the surprise of the chair smacking Jose square in the back that sent him falling forward. Levy had tried to lift it higher, wanting to aim for his upper half, but the weight and rushed urgency of the last ditch effort didn't allow her much precision. However, it was enough to break the concentration of both men, which resulted in the sudden dissipation of the dark binds around her. The blunette bolted, nearly tripping over her own feet, for Gajeel. Everything in her screamed for him, and this was her only chance.

The second she moved, Gajeel finally broke from his position. Immediately his attention went to Jose. His focus was broken, and so was Rogue's, and that left them wide open. Gajeel could be upon Jose in seconds and end this all once and for all. He just needed to get there before Rogue could react, before he turned his sites onto-

Levy.

Blue and yellow intercepted his line of sight, and he remembered her scent: the fear, the tears. Beyond her, he heard Jose shout something to Rogue, and the focus fell fully onto Levy. Everything shifted in that second and all at once she became the only thing that mattered. In that second she overrode revenge.

He staggered his steps to break his speed and slow himself down enough to not hurt her, but also not lose time. Gajeel threw his arms out for her, digging in his heels, and grabbed her to the side. He threw himself into her momentum and spun on his feet to lessen the impact as he took her up into his arms, lifting her off the ground and locking her into him.

He struggled for clarity as her scent, mixed with fear and salt, assaulted his senses. It muddled his thoughts as it had done so many times before, but this time he used it to fuel his fire. This was what he had to lose, and he would fight like hell to protect it.

Gajeel wanted to savor the moment, to savor having her in his arms. But movement in the corner of his eye told him there was no time to waste. He shot a protective glare towards the offenders, but was immediately pushed to action. The man rose onto the balls of his feet and leaped backwards, just as Rogue's shadows crashed down where he had just been standing. They impacted hard enough to crack the floor, and he realized now that the games and taunting were over.

Rogue was winding up for another attack, and a sense of urgency was manifesting in Jose's face that set a deep-rooted fear alive in him. "Trust me?" Gajeel muttered into her hair, and was answered by immediate and frantic nodding into his shoulder. "Hold on to me," he rumbled, and Levy immediately wrapped her arms around his neck. She did not need to think or hesitate. At this point, she trusted him with her life. He shifted her in his grip to carry her bridal style, hunching himself over her, ready to move.

"I want them both back!" Jose roared at Rogue, the order robbing all expression from his face as though it triggered something, like the conditioning slammed full force into him. With a roll in his shoulders, black markings started to appear on his face and what looked like black smoke started to fall in trickles from his fingertips like oil. He cracked his knuckles and started to sway, his legs looking like they were losing their tangibility and melting into his own shadow.

Shit! Gajeel thought, tightening his grip on the small girl as he turned and ran. He freed the arm that would have supported her back, as she held onto his neck, and used it as a battering ram to clear his way and shield his precious cargo. From the corner of his eye he could see the shadows in the room shift, and slammed down a heavy step to dodge sideways mid-run as another shot of black pierced the ground next to him. It was too cramped here, too dark. He needed to get outside.

Both arms went back around her as he angled a shoulder out and ducked his head over her. "Hold on!" he shouted, vaulting himself straight through one of the large windows and into the snow outside. A surprised cry flew from Levy that wrenched his gut as they impacted the snow and rolled, but he didn't have the time to check on her. Only the fact he couldn't smell any blood. Gajeel rolled back up to his feet and bounded across the facility yard, his eyes catching sight of something on the far end of the grounds: a vehicle at the back gate. SHIT. Jose came fully prepared, and fully ready to take him. Bringing his most loyal pet had already been a bad sign, but the car made it worse.

Gajeel had barely a second beyond that realization, before catching a silhouette pursuing him on his left. He hissed through his teeth.

It veered sharply, and with a curse under his breath, Gajeel jumped, feeling a dangerous brush against his side midair. As he landed and slid to a stop, he turned to see Rogue standing there, several feet away from him with his shadows swirling. "Why are you doing this?" Gajeel shouted to him, "You have to want him dead as much as I do, Rogue! You know what he did to us!" He was answered first with a cold stare, a steady flexing and unflexing of both of his shadowed hands.

"You are coming back," Rogue replied flatly. "Those are the orders." He flourished a hand upwards, whipping up his shadows threateningly. "To disobey is to suffer," he muttered then, swaying a little on his feet. "To fail is to suffer."

Gajeel clenched his teeth, struggling between feeling sorry for the man or being infuriated by his pathetic, brainwashed state. This was not what the others had been like the day he broke them out. They were wild then, more like Gajeel was now. There was still a spark in them that only needed to be lit by the promise of freedom. But that spark quickly turned into lust for revenge as they turned their sights on everyone else. Their conditioning to obey was easily overpowered by the chaos, but it was also what lead to their deaths. They had been turned into animals, unchained, and when released found themselves with no other option than bloodshed.

That wasn't not how Rogue was, here in front of him. He had such a clear chance to end everything, to end Jose. A flick of his wrist and the scientist could find himself with a snapped neck. But he was so far gone, and so broken, that he had no more autonomy. That was exactly what they wanted. Rogue was the pinnacle and perfect example of what they wanted, and it was like looking into a terrifying mirror… because that is exactly what Gajeel would become. Had almost become.

"You aren't gonna to get out of my way, are ya?" Gajeel finally asked, feeling Levy shift in his grip to look over her shoulder at the other male.

"I have my orders. We will be punished if I fail," Rogue replied, something unidentifiable flickering over his features.

We? Gajeel thought, tilting his head slightly. But there was no time to pick apart his word choice, because he knew now how this was going to go.

Slowly, Gajeel set Levy down, and gently pushed her behind him as a wordless 'get back.' "Fine then," he replied, stretching his arms. With Levy out of the way, and his opponent in front of him, he let something he had put away for three years wake back up. A toothy grin spread on the iron dragon's face and he tilted his head, feeling that unbridled excitement and thirst for violence rise in him, bringing a dark laughter with it. He wouldn't hold it back anymore, not now. He could open those doors and let it rush forth, because it was the only way they were going to come out of this.

Levy backed away from her protector, just as he flew forward towards the shadow-wielder in a puff of ice. Rogue rushed to meet him, and they became a blur of flying fists. Snow flew around them, and Gajeel was the first to stagger back from a connected hit. Relentless, Rogue took his opening to land a darkened fist under Gajeel's chin that sent him flying back into the snow with a grunt. He slid several feet on his back, and lifted his gaze just in time to see Rogue swipe his hand, bringing what looked like spears flying down upon him, threatening to run him straight through. With a growl, Gajeel rolled to the side to see them embed into the earth, then dissolve into thin wisps. "Tch!" he huffed.

There wasn't a moment to rest as Rogue descended upon him, a fist pulled back. Gajeel crossed his arms up in front of him to block the blow with iron. It hit with enough force to kick up the snow around where he lay. Gajeel snarled like an animal up at his opponent, baring his teeth before he thrust both of his arms outwards in a scissor motion. The slight stagger back gave Gajeel the space and opening to slam a kick upwards into Rogue's chest and get more distance between them.

He rolled onto his shoulders, then snapped up to his feet and launched forward and catch Rogue before he could recover. Swinging wide, Gajeel landed a sideswipe on Rogue's face that catapulted him with enough force to send him halfway across the yard. Or would have, but the shadow user extended his shadows from his hands to shoot into the earth and slow him. Rogue's back hit the snow, and he coughed out the blood that had pooled in his mouth.

Gajeel was upon him in an instant, and Rogue's eyes went wide at the sight of the iron fist coming at his face. Hastily, he whipped up one of his shadows to meet the attack, altering the path just enough that the Gajeel impacted the ground mere inches to the right of his head with a deafening boom, followed by a shaky release of breath from Rogue. The iron dragon snarled his disapproval, but the shadow-user was already on the defensive, with shadows swirling above him that quickly formed spines to arm against his attacker.

With a huff, Gajeel shoved himself away from Rogue, but not quite fast enough. Even with his iron hide, the the darkness cut a thin slice through his bicep. He may have been resistant to most of the world's threats like this, but against another subject… he was still vulnerable. It was a fact he didn't forget as he leapt backwards to put distance back between them.

The shadow-wielder rose back up to his feet, chest already heaving. With the back of his hand, he wiped the blood trickling from the corner of his mouth. A dark, spiteful gaze fell on his opponent, before he swept his arm in front of him. What looked like a blackened whip struck out, not towards Gajeel, but to the snow just in front of him. It sent up a wave of ice and dirt directly into the iron dragon's face.

Gajeel held up his arms to shield his eyes, just as Rogue appeared in the air front of him twisted back to wind up a punch. He braced, but the image of the shadow user flickered as his eyes widened. A fake?! Immediately after, he saw stars, then felt the explosion of pain in the back of his head that lurched him forward. The after image in front of him flickered again, and a knee connected with his face and launched him backwards. He's faster! He'd squared off with the shadow-wielder many times in the past, but he had never been this good. Gajeel, if he wasn't winning, was always evenly matched with him.

As soon as he hit the ground again, he slammed iron claws down to his side hard enough to reach the earth below and stop his slide. He coughed heavily and rolled himself onto all fours, reaching up to snap his jaw back into place with a grunt. He lifted his gaze, waiting for Rogue to be upon him again, but saw something else entirely. To his horror, he saw Rogue had turned his attention to the terrified Levy, and was already extending his shadows towards her. "Don't you dare!" he bellowed, digging his feet in and rocketing as a blur towards Rogue.

The shadow-wielder had just barely started to turn when Gajeel slammed a foot down several feet away from him, skidding towards Rogue with a fist pulled to his side. A loud crack pierced the air as Gajeel swung his fist up into his chest, sending him skyward. Immediately after, Gajeel shot himself into the air after Rogue, who regarded him with shocked, wide eyes when he found the iron dragon airborne next to him. "Don't, you," Gajeel clasped both fists together and hoisted them upwards over his head, "TOUCH HER!" With that roar, he slammed his fists down into Rogue's back to send him like a comet back down to the earth below.

But Rogue was already working his counter, feeble as it may have been compared to the onslaught. Black tendrils snaked around Gajeel's ankles and yanked him down with Rogue, but they dissolved the second their user crashed into the ground. Several feet away, Gajeel followed with less force. But enough to have stopped the pace of the battle.

With a groan, Gajeel hauled himself out of his crater and quickly sought the girl. Sides heaving, he rose to his feet and staggered towards her, his eyes wildly sweeping over her to be sure that she was okay. "Le-vy…" he gasped, trying to close the distance between them. He had a chance, now that Rogue was down, to flee. This could be their moment. As though sensing this, she started to walk towards him, hands clasped in front of her mouth.

Gajeel reached for her as soon as he was close enough, and exhaled his relief as he brushed his fingers down the side of her face, where the tears had fallen. Levy shakily reached for his wrist, shedding even more tears, but of budding relief. "Gajeel, I-"

She stopped cold, eyes wide, and the shout had only started to rise in her, but she wasn't fast enough.

Black whips rose up from Gajeel's shadow, wrapping lightning-fast around his neck and ripping him away from her. "Agh!" Gajeel coughed out his surprise while clawing at his throat as he was hoisted upwards, before the shadows slammed him back down into the snow with such immense force that it created a small crater.

"Gajeel!" Levy screamed, scrambling backwards to avoid being caught in the crossfire.

"You cannot fight me while protecting her." Rogue emerged again from shadow, a hand grasping his side. His breaths were shallow, eye twitching with a pain he was battling against. Still, his voice was deadly calm. "You cannot win. I'm better now, better than I was." The shadows around Gajeel's neck did not waver, anchoring the struggling dragon to the ground.

Then Rogue was upon him, face cast almost completely in darkness, and landed blow after blow against Gajeel, knocking him further and further into the dirt. The unrelenting onslaught twisted Levy's stomach as she brought her hands to her mouth to try and stifle a cry. Still, the tears started to fall. He's going to kill him! she thought, watching as iron slowly gave way to bruised, bloody flesh. He had the up on Gajeel, and wasn't giving him a chance to even block. And worse, she could see the wildness blossoming on Rogue's features in a way that was almost feral.

"Stop!" Levy cried, but the man didn't falter, didn't even seem to hear her.

She was going to lose him. After all of this, all that she had done, she was going to lose Gajeel.

I can't. I've tried too hard, I can't! she thought desperately, feeling her chest tighten as her tears fell freely.

I won't lose you!

"STOP!" With everything she had, the tiny woman threw her weight shoulder first into the side of his attacker. It was only by the grace of surprise that she was able to knock him off of Gajeel, snapping him briefly from the frenzy. Levy tumbled into the snow herself, and as quickly as she could jumped back to her feet and spread her arms defensively, standing between Rogue and Gajeel. "You have to stop!"

Gajeel felt the blows cease, wheezing for air as he turned his head to spit the rust from his mouth. He forced his eyes open, to see blue through the blurred vision. What… Levy?! With a pained groan, he rolled over and spit out more of his blood while trying to get up on all fours.

Rogue spun, snapping his dark gaze to whomever had interfered with him. Rage swept through him, knowing that he had been moments from victory and had it snapped away from him. Just like it had been done in the past. All those times, facing off with Gajeel in those arenas, so close to finishing his opponent, before they were forced apart and made to stop. He had hated it. Every time they told him to do better, fight better. Win, or he pays for the losses. Win, or don't see him that week. And here it was, happening again. I can't lose, he thought resolutely, looking to the only thing that stood between him and victory. Between him and his brother's wellbeing. I can't lose!

"You don't have to do thi-!" Levy's voice was cut, abruptly, by a small guttural noise, and something warm hit Gajeel's face. In slow motion, he watched her jerk backwards, stiffen, and stagger on her feet.

Red.

He saw red. Red rivers running down her side, splashes of it in the snow. Then came the smell.

The girl looked down at her shoulder, seeing a blackened spear that had run her straight through, originating from Rogue. She lifted a trembling hand reached up to touch fingertips to the edge of the wound and then hold it in front of her face. Her mouth opened uselessly, looking up to Rogue with wide eyes. I'm bleeding, I... In her shock, with adrenaline already coursing through her, it took a moment for the pain to register. But when it did, it shot outwards from the site and overwhelmed every nerve. It was sharp, it burned, and then everything contracted. She wanted to double over but the pike in her shoulder kept her upright, so all she could do was writhe against it as a scream ripped violently from her in a mixture of agony and panic.

Everything in Gajeel went cold at the sound, and his own pain became secondary as he pulled himself to his feet and rushed erratically for her. The thin black spear dissolved from her left shoulder, and without the support she started to fall. "LEVY!" the dragon roared, cutting through the winter air and silencing everything around them. Clumps of snow fell from the trees.

In a half dive, half trip, Gajeel dropped to his knees and slid just in time to catch her before she hit the ground. Pain surged through him as well, but his own injuries no longer mattered. They would heal. But hers...

He felt the terrible warmth pool and trickle down his own arms. He looked frantically to Rogue, his expression begging him for an answer. Begging to know why he would rope her into this. "This was between us!" Gajeel screamed, his voice cracking in his desperation. The short-haired male only looked like he had just been smacked back to reality, looking from Gajeel to the girl, watching a stain of red spread in the snow around them. All of the wildness had left him entirely.

Then Gajeel heard her whimper his name, and he felt bile rise in the back of his throat. Gajeel's gaze flew back down to the shaking girl, eyes frantic. Immediately he reached a hand to grip her shoulder, trying to stem the bloodflow, and only brought out a sharp cry of pain that killed him. She grasped desperately at his bloody hand, trying to free herself of the agony. "Shrimp!" he cried, desperate for any sort of reaction the name usually elicited. Trying to get her to stop fighting him and bring her back. Nothing but ragged cries. "Levy, look at me will ya?" Gajeel urged, but pain forced her eyes shut. "Levy, please… Stay with me!" he begged. God damnit, you can't leave me now! Don't you leave me!

"Now you've gone and done it." Another voice brought a protective growl tearing from Gajeel, who hunched over the whimpering girl. "I told you I wanted them both alive Rogue. They're worth little to me dead." There was a muttered apology from Rogue, but Jose continued, "No matter, at least he is how I requested."

Footsteps advanced from his side as he flinched, giving more growled warnings to stay back. Despite his threats, there was a sudden sharp pain in Gajeel's shoulder, and he drooped forward, gripping her to him like a lifeline as his vision started to blur. He shielded his body over her the best he could, putting one arm out to steady himself. It was of little help as his limbs started to go numb, his gaze wavered back and forth, and the darkness advanced quickly. I won't let you…I won't… The last thing he heard, torturously, was Jose's voice.

"Load them up. I want her alive. Her sway on him is far too great an asset."