Gajeel's lunge was not a moment too late. A tidal wave of icy water that had pinpointed the prone form on the ground was prevented from sweeping away the diminutive figure only because the metal dragon formed a shield of protection against the attack at the last instant. The mermaid's previously annoyed glare turned murderous as she took in the new combatant.

"How dare you steal Juvia's prey! Begone, useless dragon!"

Gajeel lowered his shield, his eyes warily darting to her raised hands before darting back to her face. He raised his own hands in a motion of surrender and spoke to the imposing being in front of him in as placating a tone as he could muster.

"I apologize for interrupting your hunt. I am not here to steal your prey - however, I cannot stand by while you hunt this innocent… exceed."

The mermaid raised an eyebrow. "What makes you think he is innocent?"

"He could not have harmed one as powerful as you, oh mighty mermaid."

The mermaid's stance did not relax at his praise, but her murderous glare softened into a look of grim unhappiness.

"You are partly right. He did not harm Juvia. But that does not make him innocent. And you are incorrect when you call this a hunt - Juvia did not seek him out. He was looking for me."

Gajeel's brow furrowed, a frown appearing on his face. "But why would he seek you out?! Don't mermaids normally absorb an exceed's magic and life force? He would die at your hands…"

"Perhaps that is what I wanted. Perhaps… that is what I deserve." A low rumbling voice spoke behind Gajeel. He whirled around to take a closer look at the little figure on the ground. A pitch black exceed lay on the icy floor, his eyes wide open and gazing back into Gajeel's with a familiar look that Gajeel couldn't place…

Turning back to the mermaid, Gajeel took a fighting stance.

"I don't believe it. Whatever he may have done, everyone deserves a chance to redeem themselves. A second chance. And if I must take his place in this fight to give it to him, then so be it."

The mermaid cocked her head, regarding the dragon with open curiosity. It was obvious he had not met the exceed before, and most certainly did not know what had transpired between her and the exceed, and yet here he was - ready to fight for what he believed in. This dragon was intriguing. Maybe she should give him the fight he seemed to crave. Her gaze flickered to the exceed, who had passed out again in exhaustion. Her prey needed his rest as well, the process of life-absorption was painful enough without the added element of fatigue, and she was always loath to make her quarry suffer more than they had to.

"Very well then, Dragon. But don't say that Juvia didn't warn you."

In the next split second a torrent of icy water hit Gajeel square in the chest, hurling him backwards ten feet into a huge snowdrift. Before he could recover from the attack, the very snow around him melted and molded itself into a water spout, surrounding him and cutting off his air supply. Gajeel summoned his full metal wings, molding the edges into razor sharp blades, and used the momentum of the surrounding spout to shoot through the top, cutting the swirling water around him down with his lethally sharp wings. As he shot out of his prison, he created a crossbow arm and another with a sword, sending a series of arrows straight at the mermaid.

As she focussed on blocking the torrent of arrows, Gajeel lunged forward, taking a swipe at her side with his sword. To his horror, the sword passed through her entire torso harmlessly, the upper part of her body having turned to liquid. Gajeel fell back in surprise, just barely blocking the gush of icy water she attacked him with.

"You… Are you made of water?"

The mermaid raised an eyebrow. "Nay, not more than any other being at any rate."

Gajeel drew back further, realizing his current attacks would have very little effect. His only hope now was in trusting his stamina. His form wavered, and Juvia paused in her attack to curiously regard the dragon. In a matter of seconds, Gajeel's figure morphed into a huge and impressive metal dragon, his beady crimson eyes staring down the mermaid boldly.

Juvia could not help her slack-jawed expression. She had heard stories of a dragon's transformation abilities, but to see up-front how well they shifted between their various forms, was indeed an impressive sight to behold. Shaking her head to focus on the fight once more, Juvia called upon her own ancient magic to counter him.

Gajeel watched in awe as the mermaid's entire body transformed into a watery figure.

"There! That there… If that is not water, then what is it?" Gajeel rumbled the question in his bigger and more imposing form.

Juvia glanced down at her own body, looking back up at the dragon with confusion swimming in her now translucent eyes.

"This is Juvia's blood. All mermaids have blood this color and consistency. Juvia supposes that it does look similar to water..."

"You're using transformation to make your entire body consist of only your own blood?"

Juvia's eyes suddenly looked a little sad. "Nay… Juvia wished that was the case. But it is not a type of transformation magic. It is a simple blood manipulation technique."

"AMAZING!" Gajeel roared in delight.

Juvia's brow furrowed. "Enough stalling dragon! Let us continue!"

As the fight continued late into the night, both sides quickly realized the impasse they were at. Juvia's icy attacks bit into Gajeel's armor, but still could not take the dragon down for more than a few seconds. Gajeel's fearsome strikes and blows had little lasting effect on the mermaid who could change herself into living liquid to soften and absorb his blows. The two showed their equal stubborn streaks, however, by refusing to give in first, both fighting with more intensity as the battle progressed, and with rising respect for their opponent.

Finally it was the third occupant of the battleground who halted their fight. The pitch black exceed slowly came too, regarding the battle raging in front of him in speechless horror for a few seconds before springing into action.

"Noble dragon, and fair mermaid. Please stay your battle, and hear me out!"

The pair turned to the black-furred exceed. Gajeel noticed with alarm that the exceed looked pale, probably from being exposed to the cold for so long. Despite his obvious ill-health, the exceed stood tall and strong, his expression grim and demanding respect that both Gajeel and Juvia felt compelled to give him.

"Speak little one, Juvia is listening."

"Aye. What do you want?"

Satisfied that the combatants had truly paused, the exceed let out a small puff of breath, collecting his thoughts for an instant before first addressing Gajeel.

"I truly appreciate your help noble dragon, but the majestic mermaid was right - I did approach her, and it was with the full knowledge that she would end my life."

Gajeel just frowned, waiting for the exceed to proceed.

"The truth of the matter is I am a convict from my land - nay, worse than a convict. I have been sentenced to death. And this was the way I chose to die." The exceed bowed his head, his voice lowering slightly. "I know it will seem ungrateful, but I kindly request you to stand aside… And let what happens here happen."

"No."

"But this is truly not any of your business…"

"I SAID NO!"

"Seriously?! You stumble upon a hunting scene, and you choose to side with the prey?! Even when I, as that prey, beg you to stay out of it?!"

"Say what you will, I just have a gut instinct that I can't let you go through with… whatever this is!"

ahem

The two males paused to turn back to the mermaid. She had returned her form to a more solid state, her now aqua blue eyes darting between the exceed and dragon with mirth and curiosity.

"Juvia wishes to know your full reasons, little cat-creature. Juvia feels now she was too hasty in agreeing to eat you. Juvia will no longer do so unless you can prove you truly deserve death."

The exceed looked between the smiling mermaid and the glaring dragon. With a defeated sigh he sat down on the ground, his back straight and his legs neatly folded, as he once again gathered his thoughts.

"I will start at the beginning then. The reason this all started is because… I saved a human child."

"And that is a crime amongst your kind?" Gajeel grit his teeth.

"Not… always. This particular one was… cursed. It is written in our law that we are never to interfere in the lives of the cursed, the only possible penalty of breaking this law being death. However, I could not stand by and watch him die just for the sake of that stupid old law! I took matters into my own hands… and…"

"And?"

"The consequences were what I expected. The exceed council gave me a death sentence, but Queen Shagott pleaded with them to reduce it to a banishment. After much debate, they reached a compromise of sorts - I would be banished and allowed to choose the manner of my own death. A task force of exceeds will search for me a day after the next full moon, and if I have not encountered a deathly experience by that time, they will execute me on the spot. As an honorable exceed… I cannot shame my Queen that way. I chose to approach a mermaid for I knew that they value an exceed's magic and energy… At least my death would serve some purpose."

Gajeel roared. "NO! I WON'T ALLOW IT! Death is never the answer! NEVER! If there is a way for you to live, then you. Must. live!" He gnashed his teeth, his hands curling into fists. "I'm going to find a loophole that will let you live, I swear…"

Lily gave the young dragon a wane smile. "Those are proud words little one. But I don't think even a dragon's stubbornness can save me…"

"Do you have the edict with you? The one passing your sentence?"

Lily frowned. With a sigh, he pulled out a piece of parchment from his knapsack and handed it to the ore dragon.

"This is it, but it is written in exceedese. I can translate it for you if you would like."

"Nay, my friend will know exceedese, we needn't waste time." Gajeel hesitated a moment before adding, "However, we may need to make a copy of this as I will need to send this to her and she is rather far away…"

Lily raised an eyebrow. "You may send the original, I know it by heart already." His morose expression returned slightly. "I do not know what you hope to accomplish with your friend, young dragon, for I have read that edict time and time again and I see no loopholes. Nor would it really be honorable of me to use one…"

Gajeel clapped a hand on Lily's small shoulder. "Nay, believe me when I say that she will find a way to help you. She is the smartest creature on this earth! If there is a chance to save you, hidden within this piece of parchment somewhere, only she can find it!"

Lily's look of surprise slowly morphed into a smirk. "You speak very highly of this girl, I suppose she is your bonded?"

Gajeel gagged, whirling around to face the smug looking exceed. "Wha… What? No! I am not yet mature, I can't be bonded… And even then why would she?... Nay, impossible… Levy? Nay, she would never… with me…" He trailed off into increasingly garbled words, his face becoming redder by the second.

Juvia, who had been watching the whole exchange with fascination, giggled. Gajeel shot her a glare to which she simply rolled her eyes.

"Juvia thinks you are in love. Juvia is happy for you, noble dragon."

Gajeel just scoffed and crossed his arms, fighting the raging blush that threatened to rise on his cheeks as he muttered expletives under his breath. Juvia cleared her throat, a shy expression overtaking her features.

"I have a favor to ask - if you would be kind enough to humor me."

Gajeel paused in his mumbling to throw a curious glance at her. Taking this as encouragement, Juvia proceeded.

"I would like to learn the art of transformation. It was once possible for mermaids to transform their bodies into a basic form with legs - very much like a human - but that ability has long been lost to us. I know you have the capacity to transform as you did it quite often in our battle - would you impart that knowledge to me?"

Gajeel dropped his arms to his sides, turning fully to face the mermaid. Her expression was humble and earnest, and her voice had been sincere when she had phrased her request. Slowly Gajeel nodded.

"I will. On one condition."

Juvia hesitated. She could not afford to promise the dragon too much, she was taking enough risk as it was just asking for his help. And yet… She longed to be free. And transforming into a human form was the first step in gaining that independence…

"Very well, dragon. What is your condition?"

It was Gajeel's turn to hesitate. "Would you teach me something in return? Perhaps… The art of blood wielding?"

Juvia's eyebrows shot up. "Blood wielding? But it is an entirely defensive technique, and would probably not be of much value to you in battle since you have your armor. Why do you wish to learn it?"

"Please. I have my reasons, and I will explain them in due course."

"Hmmm… Very well, dragon. You will teach Juvia transformation, and in return, Juvia will teach you blood manipulation. Let us shake on it."

The pair formally shook hands, grinning at each other with a sense of camaraderie.

"We will begin our exchange of lessons tomorrow morn, dragon."

"Aye. You've got a deal."

"So, let me get this straight. We are sneaking out of your palace, into the infamous and dangerous enchanted woods, to meet a few of your 'friends' from whom you feel compelled to keep your true identity as a princess a secret?"

Lucy cringed. When stated in such plain terms, it certainly put her visits to the clearing in a very different light.

She yanked her foot out of a particularly stubborn clump of bushes and turned to face her scarlet haired friend - and almost immediately quailed under the stern glare she received. Rallying herself instantly, she drew upon her years of 'haughty princess training' and addressed her friend. "I know it may not seem… wise, from your perspective, but I have full faith in those whom I am about to introduce you too. I have been traversing these woods for more than a year now, and I can confidently say that the rumors of this forest are only rumors. Nothing truly malicious haunts these woods. I cannot well announce I am leaving the palace thanks to my father's unreasonable edicts, and the friends whom you will meet have not heard of my heritage because I do not wish to be judged by who my father is. Whether that judgment be for better or worse." Lucy drew herself up to her full height, a fiery look in her eye, and a confident smile upon her face. "All of that aside, I am sure you will find that the beings you are about to meet are truly desirable friends. They are kind, courageous, loyal, trustworthy… and most of all FUN. Honestly, Erza, look at us! I am but eleven and you are three and ten, yet we are constantly forced to think, talk and act like full-fledged adults in that dreadful castle amongst those horrid courtiers. Life in the palace has aged us beyond what is fair. Haven't you ever felt a yearning to just be… a child?"

Erza smiled fondly at the little girl whom she was growing to love as her own sister. She understood her yearning, and yet it was hard to reconcile that feeling with the responsibility she felt to protect her liege lord from what could be a threat. Despite seeing proof of Lucy's cleverness and shrewdness as she navigated the politics of her court, there was still a natural naivete about Lucy that made Erza constantly concerned for her safety. Her often reckless approach did not help endear her schemes to Erza either. But, how much ever her actions frustrated Erza, she was undeniably charmed by Lucy's guileless, kind and caring nature. And from Lucy's behavior to herself, she knew she was appreciated and loved in return.

However, over the past two months, she could sense that Lucy was experiencing a growing frustration with their friendship. A part of it could have been the absolutely necessary discipline she felt imperative to impart to the young princess… But a far more compelling reason probably was that Lucy sensed her inability to be completely forthright about herself. Which was fair. But she could not talk about her past. And it was not out of distrust of her new friend that she held herself back - it was sheer fear that prevented her from discussing her personal demons. But above all else, she did not wish to burden the exuberant, spirited and kind princess, probably her only friend in the world, with the dark truth of her past.

This trip to the forest was a compromise of sorts - she would yield to one of Lucy's reckless schemes (which would hopefully turn out to be harmless) if Lucy would accept that there were certain confidences Erza was not ready to give - and perhaps would never be.

"Wait. So far you've never alluded to your friends as 'people' - only 'beings' or 'them'. Why is that?"

Lucy gawked, turning abruptly on her heel and racing forward. Curse Erza and her shrewd skills of observation!

"W-we're here!"

Lucy took a deep breath, willing this to go well, and brushed aside a few broken branches to reveal the peaceful, beautiful glade in all its sunlit glory.

And promptly wished she had never thought of this ridiculous plan, and cursed her own horrid luck and the wonderful 'friends' she had been so undeservedly praising just seconds before.

For in the center of the clearing were the two buffons whom she had hoped would charm Erza, engaged in the most intense, foul-mouthed, iron-fisted, rageful, and grungy fist-fight the poor valley had probably ever seen.

"Behind me Lucy!"

Erza had drawn her sword, sweeping the little girl behind her in one smooth motion, as she pointed her weapon at the combatants in the middle of the glade.

"HALT!"

The duo in the center paused their battle to glance at the new visitors. Similar expressions of delight crossed their faces when they recognized Lucy, which immediately turned to grim frowns as they took in Erza's armor-clad figure and the weapon she aimed threateningly at them.

"Who are you? Let Lucy go!" Natsu glowered at Erza.

Gray pursed his lips. He was sure he had never met this new girl before, yet there was something very familiar about her…

Lucy pushed her way (with difficulty - curse Erza and her ridiculous strength!) out from under Erza's protective arm, and stood facing her, bodily blocking her from the two morons at the center of the field.

"STOP! Erza, please put your weapon away! Natsu, Gray, kindly halt fighting like hyperactive toddlers and please come forth to meet my new friend." She laid emphasis on the last three words, throwing a glare over her shoulder for their benefit.

The pair reluctantly obeyed her, inching forward to stand beside her, never dropping their identical glares at Erza. Erza did not sheath her weapon, but let it fall to her side in a deceivingly loose grip, still eyeing the pair with a grim expression upon her face.

"Err… That's… better... I suppose. Now Erza, I would like you to meet Natsu and... Where's Happy?"

"He's in Alagesia. Had something he wanted to do with Carla and Wendy."

Erza's brow furrowed and her grip on her sword unconsciously tightened. "Your hi… Err… Lucy…" she hissed under her breath. "Alagesia? Is he truly a dragon then?"

Lucy held her friend's gaze, nodding slowly. When she made no further comment Lucy turned to the figure on her left.

"And this is Gray, an ice mage."

Gray's look of hostility was not as severe as Natsu's, but there was an even deeper layer of distrust writ on his face as he nodded slowly at Erza.

Erza's expression, however, changed from one of aggression to one of horror.

"Ice…? Are you from Icegard then?"

Gray stiffened. "Yes. What of it?"

"Is that not the country made of mages? The rebel country considered traitors to the throne of Pergrande?"

"Yes…"

"Bordering Alvarez?"

"These are facts that all in Pergrande must have some knowledge of. Your point?"

Erza released a strangled hiss, a flash of fright in her eyes startling Lucy.

"Erza?..."

"Lucy, we're leaving. This instant."

"Wha… What?! Why?"

Erza did not respond, she reached forward to grab Lucy's hand, only to be blocked by a livid Natsu and a cooly contemptuous Gray. Baring her teeth, she raised her sword once more only to be halted abruptly by the sight of tears in Lucy's eyes. She sighed, her tone softening as she addressed Lucy as kindly as she could.

"Did you know that Icegard was Gray's homeland, Lucy?"

"We… we did not discuss it, but I had my suspicions. The only two countries where mages are allowed to walk free are Mercurius and Icegard, and given that he is an ice mage I deduced that his home was probably the colder nation."

"Then why?..."

"Because it doesn't matter to me, Erza! I honestly don't care where he's from or what he's done! In the little time that I've known him, and this goes for Natsu too, these beings have proven to be the nicest, most wonderful friends I've ever had! In fact, they have been my only friends so far…" Lucy's tears threatened to escape again. Natsu threw an arm around her shoulders, an unhappy whine arising in the back of his throat at the sight of her obvious distress. Gray rounded on Erza, a cold glint in his eyes.

"As you can see, Lucy doesn't judge us based on what we are or where we're from. And it's a little hypocritical of you to do so too. Considering who you really are."

Erza looked back at him, an exhausted and beleaguered expression overtaking her features.

"You have figured it out then, I suppose."

"That you are a mage as well? Or that you are from Alvarez? Take your pick."

Lucy and Natsu gasped. Lucy turned to Erza, the shock evident in her eyes.

"Is what he says true?"

Erza did not respond. Instead, she finally sheathed her sword and took a small step back.

"It is easier to show you…"

She closed her eyes as a golden light enveloped her in its gentle radiance. The outline of her garments shifted, and as the light smoothly dissipated her figure came back into their line of sight, now adorned in an exotic, foreign set of armor.

"He is right. I am a requip mage. And I am a refugee from Alvarez."