Lunch ended and the trio began exploring the town to walk off their meal.

Eventually they made their way back to the park and sat underneath the tree to relax. Levy had Lily in her lap as they sat against the tree and Gajeel laid down a few feet away with his eyes closed at the very edge of sleep.

"So Miss Levy-"

"Please Lily, just Levy is fine."

Lily smiled and nodded as he continued.

"- If you don't mind me asking, you mentioned that you're a translator but I couldn't help noticing that you have legs and arms that suggest that you are trained in some manner."

Levy looked away as she blushed and fussed with her headband and hair nervously.

"Mmmm, I wouldn't call me a master or anything but I do practice hand to hand combat. I learned basic self-defense in case I ever needed it. Y-you know, from being an Omega and all…"

"Hmph, no wonder she was able to take care of that knot head all by herself."

Gajeel cracked an eye open to observe Levy and internally smirked as he got a new idea of entertainment.

"Oi!"

Gajeel caught their attention as he sat up and looked at Levy with a mischievous smirk that caused her to squeeze Lily just a bit tighter.

"How about we spar, no magic, anything goes."

"Whaa?! You can't be serious?" Levy said in disbelief.

"Gihi~ Come on Short-stuff it'll be fun." Gajeel said as he stood up.

"…" Levy sat there nervous at the proposition.

"Is that a no Smallfry?" Gajeel taunted.

"Grr! I thought I told you to stop calling me by those ridiculous names!" Levy said as she angrily got up and marched up to Gajeel.

"Hmph. Why don't you MAKE ME… Shrimp. How about a wager? If you can pin me for 5 seconds I'll call you by your real name. But if I pin YOU, then I can call you whatever I want~"

Levy glared at him for a moment before sticking her hand to shake on it.

"Deal!"

Gajeel grabbed her hand to shake and was surprised by how much smaller her hand was in comparison to his and felt a little regret in challenging her to spar.

All thoughts went out the window as he heard Levy let out a self-satisfied breath of air and felt himself being pulled unexpectedly. Next thing he knew he felt himself being tossed over Levy's shoulder.

Before he hit the ground he righted himself and landed a few feet away.

"Not bad! But that won't be enough to beat me." Gajeel said excitedly as he leapt towards Levy.

Levy was ready as she lowered herself and dodged while getting in a swift kick to Gajeel's back that made him land face first in the dirt.

"Heh. I'm just getting started. How's that dirt taste?" Levy said teasingly as she stood at the ready for her next attack.

"Oh you'll regret that Shorty~" Gajeel said playfully.

After sparring for a while, Levy felt herself getting winded and Gajeel saw his chance.

Levy went to grab him from behind when he suddenly pivoted and quickly got behind her. He swept her legs from under her and as soon as she hit the ground he had her pinned by holding her hands behind her back.

Neither said anything as they caught their breaths. Gajeel's face was unnecessarily close to Levy's neck where he was drawn by her scent. Levy shivered slightly as she felt his hot breath against her skin and she was starting to lose control over her Omega instincts that were going haywire as it felt this Alpha just won the right to mate with her. Gajeel was eerily calm and he moved even closer to Levy, ready to scent her as his Alpha was raging inside for him to pounce on the submissive Omega.

"Gajeel! Levy!" Lily yelled as he rushed over to them.

Gajeel's brain was jumpstarted at hearing Lily's voice and realized what he was doing. He quickly jumped off of Levy and put some distance between them as he breathed a few more heavy breaths as he got his instincts under control.

"Hey, are you two alright?" Lily asked as he landed in front of Levy who still had a far away look in her eyes.

Blinking a few times and shaking her head slightly, her focus slowly came back.

"I, I think so. What just happened?... I don't know what exactly happened after losing to Gajeel."

"I think your instincts got a little too overwhelmed and you both lost a little control."

Levy groaned as she held her hand to her face.

"How embarrassing…"

Levy looked at Gajeel apologetically.

"Heh, looks like we went overboard huh?" Levy said with a small laugh.

Gajeel jolted slightly, yet again surprised at her for giving him kind words rather than judgment. He could only clench his fists as he answered back a simple, "Yeah."

Gajeel said nothing as he stood there guiltily, inspecting Levy as she got up to make sure he hadn't hurt her.

He's eyes focused on her slightest movements as she dusted herself off and was entranced as he watched her remove her headband so she can sweep her blue locks back into place.

He gulped and he hoped it wasn't audible to the others.

"Are you sure you're alright? I think I'd better walk you back to your room so you can rest." Lily said as he looked towards Gajeel who only gave him a nod in agreement.

"Yeah, I guess that's for the best. We should both head back so we rest up for tonight's event. I-I'll see you later Gajeel." Levy said as she gave him a quick smile and wave before heading back with Lily.

Gajeel watched as they left and punched the tree as soon as they were out of sight.

That's when his heightened senses caught the lingering scent between the two of them from their interaction and it left him in a panic. He caught a hint of arousal from not only himself… but from Levy.

"Fuck. I'm in deep shit…"

Gajeel took off, leaving the mingled scents from the two of them behind as he went to take a LONG cold shower.

Levy and Lily walked in silence and as they neared the inn.

"… Hey Lily?" Levy said as she stopped, eyes downcast as she spoke softly.

"Do you think Gajeel will be alright? He seemed agitated."

"… Gajeel… is… well he's complicated. He has been on his own a long time since he was a kid and doesn't know how to trust others, much less himself. To be candid I think he lost control over his Alpha side and probably feels guilty for letting that happen."

"… Does that mean that he sees me as a potential mate?" Levy said with a hint of excitement in her voice.

"I can't speak for how Gajeel feels but I will say this, you two have bonded very quickly and that is something that he is not accustomed to. He's usually met with prejudice by strangers due to his appearance and crude manners, but by some miracle he met someone as wonderful as you who immediately accepted him." Lily said while patting Levy's shoulder.

Levy blushed and shook her head.

"I should be thanking you two. I was so nervous attending this hunt and I was afraid of what type of people I'd meet here. You two have given me a lot of knowledge as well as a friendship that I will cherish forever." Levy said as she reached up to hug Lily.

"Can I confide in you Lily?"

He hummed softly in the affirmative.

"I-I've felt drawn to Gajeel since I first met him… but I have no experience with love and relationships so I can't tell if what I feel is friendship… or something else…"

"Heh. Oh Levy, I think you and that metal head are in the same boat. Just remember the Mate hunt is designed to get your instincts working at its peak to help guide you into finding a mate. In that sense it makes for a sense to have a speedy courtship. Just promise me that you will follow what you feel is right. Even if that means your relationship is platonic."

"I promise."

With one last squeeze Levy let go and walked inside.

Lily entered Gajeel's room and found it dark and gloomy.

Gajeel was lying face down on the bed in only a towel and didn't say a word.

Lily turned on one of the lights and then went over to the edge of the bed to where Gajeel's face was buried in a pillow.

"Gajeel?"

He only held the pillow tighter at hearing his name.

"Gajeel."

"Let's talk about what happened today."

"Smh fmmkmng hrrmmts mm mnnw." Gajeel mumbled.

"I can't understand you with your face covered like that."

"…"

"Gajeel?"

"I said SHE FUCKING HATES ME NOW Lily!" Gajeel growled as he flipped himself over to lay on his back, hands buried in his face in frustration.

"Pull yourself together Gajeel."

"That's easy for you to say Lil' but she's different from other people. She didn't flinch when she looked at me, she went out of her way to get to know a worthless bastard like me… and then I ruined it all with my stupid Alpha instincts!"

"…"

"You know something? Levy was very concerned about you and was very distraught of the possibility that you wouldn't want to be around her anymore."

Gajeel lifted his head to glare half-heartedly at Lily.

"You better not have been putting ideas in her head." Growled Gajeel.

"All I did was console her and offered her advice that she asked for. Now what happens next is up to the two of you."

"Hmph. Shorty is too good to be seen with the likes of me."

"How about you let her decide that? Now I suggest you take this time to rest and get your thoughts in order so you can be in the right mindset to see her later tonight."

Gajeel groaned and rolled over on his side hugging his pillow.

"And if I don't wanna go?" Gajeel said defiantly.

"That's up to you Gajeel. But I'd feel bad for poor Levy who is so looking forward to seeing."

Lily smirked as Gajeel twitched.

"But a charming beauty like her will easily find another Alpha to keep her company. Maybe she'll even find a Mate tonight."

Gajeel burned territorially at the thought and bolted up from the bed.

"Fine! I'll go! Just to keep the Shrimp safe from the knot heads sniffing after her."

Gajeel flopped back down and laid there silently staring at the ceiling in thought.

"Hmph. Too easy." Lily said internally with a self-satisfied smile.