Summary: Happy can't help but feel Lucy always ends up losing. Lucy disagrees. Warnings: first sad chapter and spoilers for the manga.

Pairings: Happy/Lucy friendship and some implied Natsu/Lucy.

YouTube Prompt: A tribute to Lucy, or Erza, or Cana, or Mirajane, or Juvia, or all of them to Natalie Merchant's My Skin.

"Lucy….why do you stay at Fairy Tail?"

It was the celebration party after they had recently defeated those horrible demons and FACE, and that nasty block thing that had eaten them all at one point, and Happy had been keeping an eye on Lucy (Natsu's orders) when he blurted out the question.

He couldn't help it! He looked at Lucy and all he could see was her pale, tearstained, face, all of the bandages wrapped round various parts of her body, and the really, really, really sad look on her face as she gently played with the bits of broken key, and he just had to ask.

"Hmm?" Lucy looked at him confused. "Why wouldn't I?"

"It's just that…." Happy tried to look for a nice way to say it but couldn't. So he just said it anyway as nicely as possible. "Lucy, you're always losing."

"I am not!" Lucy shrieked indignantly. "And what do you mean I'm always losing?!" she demanded to know. Happy could sense a Lucy Kick a mile way, and decided it was best to fly a little bit away from her. Just in case.

"Nothing mean!" He protested quickly. "Please don't hurt me!" he begged really not wanting to add to his own injuries. "It's just….Lucy, since you've joined Fairy Tail everyone's life has gotten better but yours."

Lucy frowned at him, she still looked rather confused. Man, Lucy was being dumb today.

"What on earth do you mean?"

"Think about it Lucy!" Happy snapped losing some patience with the blonde. Because he couldn't understand how she could be so blind to this. "Gray has finally made peace about his teacher's death, and has gained good relationships with his adoptive siblings. Erza has finally got Jellal free from his possession, he's even redeeming himself as we speak to be with her, and all of her friends from the Tower are free and happy now. Even that creepy cat lady. Natsu isn't as restless as he used to be. He doesn't chase after every dragon rumour like he used to and he now knows he isn't alone, Gajeel and Wendy are just like him."

"Right," Lucy frowned, "but I don't see what this has to do with-"

"Then Mirajane and Elfman have gotten Lisanna back," Happy interrupted loudly, "and got over their mental blocks on their magic. Juvia has friends and people are no longer mean about the rain to her anymore. Gajeel has Lily and now Levy, Levy has gotten braver since you joined, Cana and Gildarts now have that father/daughter relationship they always wanted, and Laxus no longer has a chip on his shoulder and actually smiles now. The Thunder God tribe have more friends than each other and Laxus. The Master's relationship with Laxus has improved. Loke's very life has been saved and he has returned home with his family. Wendy and Charle now have a family. Al and Bisca finally have each other and Asuka. Can you see where I'm going with this?"

"Yeah, everyone is happier," Lucy said, "but how does this mean I'm losing?"

"Lucy…" Happy sighed, wondering how she still didn't get it. Here he thought only Natsu was this stupid. "Lucy ever since you have joined, you have been kidnapped by Phantom Lord, beaten up by Gajeel, estranged with your father, attacked over and over again, you have lost your father before you were ever able to make amends with him, you were betrayed by Michelle, kidnapped, almost lost your soul to an evil clock, before you almost fell out of the sky and died. You were then brutally attacked by Flare, almost murdered by Minerva, then you were captured by the minister of defence who had plans to execute you. Lucy…whatever happened in that future…you lost your arm, the one with your guild mark on it. That you was murdered. You almost died in the battle with the dragons. Jackal tried to force you into making a choice you shouldn't ever have to make. Then you were left alone in Hades to save all of us and….and…"

He glanced down at the broken key pieces on the bar. Lucy followed his eyes and winced, he watched her as she clutched one of the smaller pieces tightly. So it'll make an imprint onto her hand. Aquarius, Happy thought sadly. She was the first of Lucy's spirits that he had met. He had wanted to eat her because she was half fish but now…Lucy's lost someone while they were all saved, and that's what he had been trying to tell her.

"Can you see what I've been trying to ask you?" He asked. "Why do you stay, Lucy, when all we do is make you suffer?"

Lucy's eyes closed at that and she took a deep breath. He could see her fighting back the urge to cry and swore silently. Crap! Natsu would burn off his fur if he made Lucy cry.

"Lucy, please don't-"

"You're wrong," she interrupted quietly, "I don't keep losing."

"But-"

"Happy," Lucy's eyes flickered open and they bore into his very soul. He couldn't help gasp a little. There was an intensity to her that he rarely sees and it's a tiny bit terrifying. "I have gained so much since I have joined Fairy Tail. No, listen to me. I have made friends, friends, for the first time in my life. Did you know that before Natsu told that Vulcan I was his friend no one had ever called me that? Then there's Virgo, do you think I would have gotten Virgo if I wasn't a Fairy Tail member?"

Actually Happy did. Because he can remember Virgo making her request to Natsu and Happy to take her to Lucy. She said something about how warm Lucy was, and Happy knew Lucy was very warm when she isn't being mean, and how it had called to her, therefore Lucy would have found Virgo and the others sooner or later. They would have found her.

"And then Sagittarius," Lucy continued oblivious to Happy's thoughts. "I would have never met him if it wasn't for you and Natsu persuading me to take that suicidal S-Class mission-"

"Lucy!" Happy shrieked, horrified at what Lucy called suicidal. "That was the tamest thing we've ever done!"

"I know and that scares me a little," Lucy admitted with a small smile. It faded away though as she carried on with her list. "I confronted my father, Happy. I was never able to do that before. I managed to tell him how I felt for the first time in years and that was all because of Fairy Tail. You give me strength and courage. Loke saved me just as much as I saved him, more so, he has always had my back. How many times has he come out on his own power to give me back my keys? I have grown in magical power, I had made new friends in other guilds, and I found Scorpio, Aries, and Gemini. Yes I went through a lot since Tenrou Island, but I reconnected with a good part of my childhood, I can look back and smile now because I remember the good times rather than the bad. I know my father loved me. I made friends with Flare, I found a fellow Celestial Mage in Yukino, and I have finally proven my worth as a Fairy Tail mage."

"But what about…" Happy's eyes went back to the broken pieces of the key. Lucy might not have counted everything beforehand as a loss but she had to count this one.

"This isn't a loss, Happy," Lucy said firmly. Her intense look had returned and Happy felt chill runs down his spine. "Because I won't let it be one. I'm going to fight to bring her back. Just wait and see."

Happy grinned at that. Right there and then, Lucy was the embodiment of Fairy Tail and its philosophy. Be stubborn, fight back, and make them pay a hundred times over. Lucy was strong. And inspiring. And a lot like Natsu.

"I'll help!" He exclaimed.

"Of course you will," Lucy smiled warmly at him, "and that's another win for me. I got you and Natsu."

"And we got you," Happy replied.

Lucy wrapped an arm round him, so she could reach under his chin, and give it a scratch. He purred contently as he nuzzled his nose against her cheek in reply. "So no more silly talk about me losing, ne?"