Hello and welcome back for chapter 3 of The Life of Atlas Storm.

Sorry for the long wait. I was having difficulties with this chapter. This chapter is a little rough so stick with me. This and the next chapter will be setting up a certain event so again, please stick with me.

After loads of thinking, writing and rewriting, I decided to keep Atlas OP. I really didn't like changing how I portrayed him when he got nerfed. So, I decided to keep him strong. Hope you don't mind.

As always, feel free to leave a review or PM me. I'm always available for a friendly chat via PM.

Chapter 3: Memories of the Darker Days

Disclaimer: I do not own Fairy Tail or High school DxD. The former is owned by Hiro Mashima and the latter is owned by Ichiei Ishibumi.

"ATTACKS"

"Thoughts"

~Previously on TLOAS~

"That seal took a lot out of me, but more importantly where is Wendy." As he finished there was a streak of blue hair and he was hug/tackled by the little sky maiden.

He hugged her back as he fell backwards onto the bed with a laugh. The rest of the group was amazed. They had never seen Wendy act that way around anyone before. She was always shy around others, even Erza and Gray. She still had his jacket on and the scarf was wrapped around her neck. He picked her up in his arms and sat back up against headboard of the bed. He began stroking her hair as she clung to him. She slowly dozed off due to the fact she had to heal 2 people without any breaks in between. Needless to say she was exhausted. He then focused on Makarov.

~Chapter 3~

Atlas turned to Makarov and said "I have a few things to discuss with you in private later. They aren't pressing but they are important."

"As do I, young one." Makarov replied.

Atlas repositioned Wendy in his arms so she and he were more comfortable.

"Now does any of you have any questions that haven't already been brought up? I still have enough energy to talk some. I have enough for one question each." Atlas said.

Erza said "Why weren't you injured by Natsu's flames when you saved Wendy. Why does she act so differently around you? She has been shy around everyone except Gray, Master, and I."

"I'm immune to fire, I don't know why but it is sure nice when blacksmithing. That's because I have met her before. She was around a year and a half old. Her mother saved my life. Her foster mother, the sky dragon Grandeeney. I was there for her very first steps. She probable doesn't remember me, but she remembers my smell but has associated it with her mother." Atlas said while reminiscing. "Alright who is next? I bet your wondering why/what event led to Grandeeney needing to save my life."

Gray nodded.

"Well, it all started back in a peaceful village called Arcada. They were sheltering me for the night. I was passing through heading towards the Era to see if I could find a place to work. Unfortunately, I was being hunted by several dark guild because of my massive amount of magic energy that my body contains. They were hoping to take me and use me to destroy and cause chaos everywhere. You know, typical dark guild ambitions. They didn't know that I couldn't and still can't use offensive magic. Grandeeney didn't know either, she said if she had to guess that is was the magic seals that were placed on me when I was 6 years old. I have no recollection of a time before Ur took me in at age 6. If I could use offensive magic, I would easily be S class with raw power alone. Anyway back to my story, once the town found out, they immediately abandoned me and gave me to the dark guild. They then had some mage run some test on me and discovered that I was pretty much useless in the offensive field of magic. The leader was so angry that he dragged me back to the village and slaughtered everyone. He then took a sword to my back and cut just deep enough to miss my spine but ensure that I would bleed out. A dragon showed up as they set the town ablaze. She killed almost all of them, the last thing I remember before I passed out from blood loss and pain was that the bastard ran away while she was distracted by saving me. She took me back to her cave and healed me up. But the scars still remain." Atlas said.

He stood up carefully with Wendy in his arms and turned around. Erza gasped and her hands flew to her mouth. Gray's eyes narrowed, jaw clenched, and his hands were formed into fists. Makarov was just sitting there with a slight scowl on his face. On his back, there was an X shaped scar running diagonally from both shoulders to the opposite hips.

Atlas chuckled dryly "I see you already know what happened to their guild leader, eh Makarov."

"So you were the one that did it. I know what happened to the dark wizard, but I never knew the crimes he had committed. I don't blame you for what you did, but I wouldn't have done it." Makarov stated as Atlas returned to his previous position on the infirmary bed.

"Well, returning to my story. I stayed with Grandeeney long enough to regain my full strength and to watch this little one take her first steps." Atlas said while smiling down at the peacefully sleeping Wendy. "I then decided to take up the sword and the hammer. I left her and her mother and began on journey. I passed though towns and trained everyday with the sword and trained under every blacksmith that could teach me anything new. I soon became a master smith and began to pioneer new ways to develop enchanted armors. In fact some of the armors that I destroyed in the fight today were ones I designed, custom enchanted and made for Erza. I had also became a very skilled hand to hand combat specialist and swordsman. I has started to make a name for myself. On one fateful day, I was traveling in a road and a group of bandits that carried similar markings to the bastards that destroyed the town I was staying in, tried to rob me. I easily defeated them and forced them to tell me where their hideout was. I arrived and promptly defeated all of the underlings. Then the same man who decided to make a treasure marker on my back stepped out of his guild. We began to fight and after a good hour the fight came to a conclusion." Atlas said with his eyes hardening.

~Flashback to fight with unnamed dark guild master~

A younger Atlas had just disarmed the dark wizard and had Requiem at his throat.

"Please don't kill me!" The dark wizard pleaded.

"Why should I let after what you did to Arcada and me? You deserve to die for what you have done. You are a spineless coward that abandoned your "comrades"." Atlas spat in a towering rage.

The dark wizard's eyes widened in recognition "You survived!"

"Yes, you bastard. Now die for all the pain and suffering you caused."

Atlas swung his sword back and swiftly beheaded the dark wizard. He turned around and walked out with his sword dripping with blood.

~End flashback~

"I killed him, I cut his head off." Atlas said with his eyes shadowed. "I can still see the look on his face as he died. It will haunt me for the rest of my life. I am a murderer, I am no better than him or his kind."

"NO! YOU'RE WRONG!" Erza and Gray shouted.

"You protected Wendy earlier today, if you even start to think that you are I will beat you in to the ground so hard that you will be stuck in here for a year." Erza adamantly stated.

"I knew you as a child who never wanted to hurt anyone. You even refused to tell Ur about Lyon abusing you. You just said that he was helping you "train". I don't believe that you have changed at all looking at how kind you are to Wendy." Gray stated.

"Thanks you guys." Atlas said sheepishly.

He looked towards Makarov and asked "Do you have a question for me tonight?"

"No, you need your rest. You're going to have quite the day tomorrow." Makarov chuckled "Looks like Wendy wants to stay here tonight, do you mind?"

"Not at all. I'll see you all in the morning." Atlas said with a yawn.

He laid Wendy on one side of the bed, removed his scarf and jacket from her, and tucked her in. He then got on the other side of the bed. He folded his jacket and scarf and put it on the near by night stand and laid down. In her sleep, Wendy snuggled up to him.

~Time skip to dawn~

Atlas awoke at dawn. He was feeling refreshed and almost completely better due to the little sky maiden's healing magic, who was currently using him as a bed heater. He looked around the room and saw his bag and sword against one wall. He carefully got out of the bed to not disturb the little dragon slayer and walked over to his bag. He reached inside and pulled out a green shirt. He pulled it over his head, as he did he saw Erza blushing and staring at his chest. From all the years of him training and blacksmithing, Atlas had a very well defined chest and abs.

"Did you like what you saw?" Atlas asked while chuckling.

"He looks like a god chiseled his abs out of granite." Erza muttered, the her eyes shot wide and she turned an even brighter red than before as she realized that she had been talking out loud.

"I'll take that as a yes." Atlas said with a laugh. "Is there anywhere I could get some food, I am quite hungry."

Erza cleared her throat to ease her embarrassment "Mira usually cooks breakfast, and it's free" she said as Atlas pulled some money out of his bag.

"Lead the way, Erza goddess of war, wisdom, and beauty."

Atlas suddenly stumbled and had to grab the door frame to prevent himself from falling on his face. He grabbed his head with his left hand as a huge pain spiked through it. Erza was immediately at his side.

"What's wrong?" Erza worriedly asked.

"I am ... remembering ... things." Atlas said with a struggle. All of his senses were being overwhelmed by the sheer number of things that were being projected through in his mind. He was remembering his childhood from when he was 3 to when he was 6. He was using magic and he was being train by his father!

Erza frantically shook him "ATLAS! Hey, are you alright?"

"Just ... give me a ... second." Atlas again struggled to articulate what he wanted to say, but he seemed to be slowly coming back to his senses.

Erza helped Atlas to the bed where Wendy has somehow remained asleep throughout the commotion.

"Are you ok?" Erza asked once again her worry level dropping from frantic to concerned mother.

"I am now. I'm still sort of overloaded but I remember everything." Atlas sighed. "I wonder what Ur has been doing lately, I'll have to ask Gray later. That reminds me, does Magnolia have a blacksmith?"

"No, he retired about a year ago and moved closer to his children and family." Erza said after a moment of thought.

"I will be needing to find a place to stay and blacksmith for a while."

"For a while, aren't you going to be joining the guild?"

"I never had the intent of joining... No... Let me rephrase that, I can't join. I can't use magic effectively enough to warrant a guild membership. I will be leaving as soon as my goals here are achieved. But for now let's enjoy this time we have together."

"Well, let us hope that the good-byes don't happen soon."

"I don't mean to ruin the mood, but I am really hungry." Atlas said sheepishly.

Erza chuckled and motioned him to follow her. He got up and followed her out to the main hall.

"Good morning!" Greeted at cheery Mirajane. "How are we feeling after the battle yesterday?"

"Good, Atlas is fully recovered." Erza stated.

Atlas went over and sat near where Mira stood behind the bar.

"I take it your Mira. Do you have anything for a poor, starving blacksmith to eat?" Atlas asked.

"We have scrambled eggs with red and green peppers, buttered toast, and whatever you want to drink." Mira responded.

"Sounds delicious! I'll have that with a large glass of water please, Mira" Atlas said with a hungry look on his face.

Mira giggled and said "Coming right up."

The barmaid left to fulfill the swordsman's request. Erza sat down next to him. A short while later Mira came out with a plate piled high with the heavenly smelling breakfast.

"I took the liberty of giving you a bit extra, you look like you have a large apatite." Mira said with a smile. She set the food, along with the glass of water, in front of Atlas.

"Thank you Mira." Atlas said

As he ate, the three made small talk. After Atlas had finished his food, he sat back with a contented sigh.

"That was some of the best food I have had in a long time. Thanks again Mira."

"No problem, I'm just glad you enjoyed it."

Mira cleared away the dishes and Wendy came out of the infirmary with a yawn.

"Good morning little one, How did you sleep?" Atlas asked.

"Good" Wendy said while waking up to Atlas and standing in front of him. She looked at him shyly with a slight blush tinting her cheeks.

"Could I... s-sit in your lap? You remind me of my mom." the little sky maiden said shyly.

"Any time you want, little one." Atlas replied with a warm smile on his face.

~Review Responses~

To: BANKAIZEN

-I hope you enjoy the rest of the story. :D

To: Doom Marine 54

-I appreciate you taking the time to share your opinion. But once is enough mate. There is no need to waste your and my time. If you don't like it, then don't read it.

~End of chapter 3~

I hope you enjoyed this chapter.

What did you think? Please leave a review if you feel like it.

See you in the next chapter,

Atlas Storm