Author's Notes: Hey everyone! I'm so sorry for not updating sooner, I had finals this week and absolutely no time at all to write.

But I finally finished!

Remember I own nothing except for the plot.

Please review! :)


Chapter 2 - Awkward

"You two were cheating!" Gajeel complained as they made their way onto the train.

The three mages received glares from those who were boarding the train, some in fear of the pouting dragon slayer and others in anger of the large man's loud outburst. Levy and Lily looked at each other and rolled their eyes. Gajeel had been complaining about his "manipulating cat" and "sorcery using shrimp" all the way to the train station. They had played multiple card games at Levy's the night before and Gajeel had won absolutely none while the others traded off some wins.

"We didn't cheat, you're just bad at cards." Lily retorted, resting himself in Levy's arms. Gajeel glared at his cat for a moment but looked away in defeat when Lily proceeded to ignore him.

"Tsk, whatever."

Levy couldn't help but giggle at Gajeel's childishness. Who knew the big bad dragon slayer actually pouted over card games? Gajeel grunted in irritation as they entered their room, taking their luggage and tossing them briskly on the compartment above. Levy took a seat next to the window as her giggling ceased, although a bright smile still painted her face. Lily followed in next, placing himself on Levy's lap. She smiled and began to pet Lily and he let out a soft noise of content. Although Lily was an Exceed he was still a cat, he loved being petted (especially by Levy since he received scowls from his partner which he used to tease the man later). Gajeel, much to Lily's amusement, tossed him a small scowl before he reached up to the compartment above and pulled out several iron nails from his backpack to munch on. This caused his torso to stretch and his shirt to rise up, giving Levy a great view of Gajeel's abs. Levy had to restrain from drooling and tore her eyes away from the dragon slayer's torso just in time as he plopped down next to Levy. Her face was slightly pink which caused Gajeel to raise an eyebrow.

She kicked herself mentally and gave a weak smile to Gajeel. She really needed to get a hold of herself. Lily softly chuckled beneath her; he had seen everything.

Gajeel looked between her and his cat but just shrugged and tossed several of the iron nails into his mouth, savoring the flavor as tried to ignore the churning in his stomach. God, he hated trains.

The mission required them to go to a distant town about three hours away from Magnolia. Much to Gajeel's protests, Levy had managed to convince the irate dragon slayer to ride the train. It was the fastest way and she definitely did not want to walk all the way there. Levy had offered to ask Wendy to cast Troia on him but Gajeel had rejected it immediately grumbling something about Elfman calling him "unmanly".

Levy could see discomfort written all over Gajeel's face as the train began to move. She couldn't help but pity the man; he was strong enough to take on Natsu and even Laxus but he couldn't handle a little transportation. Well, it was a dragon slayer thing after all. A thought of researching cures for motion sickness crossed her mind.

But as an uncomfortable groan arose from the man beside her, she kept her thoughts to herself and tentatively reached her hand out and placed it on Gajeel's shoulder. He looked over at her concerned face and tried, but failed, to look like he felt normal. But his stomach churned and protested at the movements of the train and it was taking all of his energy to keep from retching. Levy bit her lip in worry when he began to clench his stomach in pain. He let out another noise of discomfort and Lily, not wanting to get thrown up on (which had happened one too many times on several other missions), made his way to the seat across from Levy. He made himself comfortable on the velvet seat and closed his eyes for a nap so he could drown away the pitiful noises coming from his partner.

Levy squeezed Gajeel's shoulder lightly trying to comfort him as she watched the sick man in worry. How could she help him? Then a light bulb came on in her head. She remembered what Lucy had said since she the same problem with Natsu and she flushed a light red.

A massage. The blonde celestial mage had told her that when Natsu began to complain about his stomach she would just run her fingers through his hair. Levy recalled the conversation and remembered that Lucy said the fire dragon slayer immediately stopped his moping and always felt better. At that time, Levy had teased the celestial mage but watching Gajeel in pain made her understand her best friend's intentions. She felt embarrassed to even try to do that for Gajeel but she swallowed the feeling of inadequacy and decided that she should at least try it.

She slowly moved her hand from Gajeel's shoulder to his hair (which suspiciously looked like it had been brushed again). Gajeel didn't seem to notice until it began to softly massage his scalp. He tensed up in shock at the sudden feeling, but movements of her fingertips on his scalp caused a small moan to slip from his lips. He closed his eyes and leaned into her hand, his sick stomach immediately settling as her hands softly caressed his scalp.

Levy's face flared red as Gajeel pushed onto her hand but she didn't stop her ministrations.

"Shrimp, where'd you learn this?" Levy jolted slightly at his deep voice but was relieved to see that Gajeel hadn't pushed her away. Plus, his skin had returned to its usual olive tone instead of a sickly pale.

She cleared her throat and used her other hand to run it through his hair too.

"Well, Lucy told me that Natsu would always feel better when she did this so I thought maybe it could help you too..." Her voice trailed off as Gajeel's head suddenly fell onto her lap. She let out a small squeal as her face turned deeper than Ezra's hair.

Gajeel was on her lap.

Gajeel was on her lap.

Gajeel was on her lap.

Her brain was buzzing with alarms as she watched the sleeping mage on her lap. Not really knowing what to do she continued her soft caresses on his head. Her heart was thumping insanely but she couldn't help but crack a small smile. Gajeel looked peaceful in his sleep; his usual scowl gone and replaced with a look of content. His lips were slightly parted and his piercings rose and fell with every breath he took. She calmed herself and grinned softly at the man beneath her. She hummed in happiness as she wove her hands in his dark silky hair. Her eyes began to feel heavy and she let out a small yawn.

She began to feel sleep consume her, the soft breathing of the man beneath her and the distant hum of the train lulling her to sleep.

"Goodnight." She softly whispered.


Mmm. So warm. And squishy. This is so nice. It smells good too. Like ink...and lavender. Is that a bit of iron too? Mmm, ink and iron. Smells delicious. Wait is that Shrimp? Oi, Shrimp! Shrimp! Shrimp…? Wait, why do you have black ears? Is that a tail? Huh? When did you get so small? I mean you were always small gihihihi. No wait is that a scar on your eye? You kind of smell too. Like...Lily. Wait Shorty why do you smell like Lily? Eh? Lily?

Gajeel's eyes opened in a flash as a mental picture of an unusual morphing between his cat and the shrimp was engraved in his mind. A chill ran up his spine as he recalled the picture. Freaky as hell.

Gajeel suddenly felt someone shake him and his eyes adjusted to the face of his cat. Lily had placed a finger on his lips, signaling to Gajeel to be quiet but he could still see the sly grin.

"We're here." Lily whispered, but an evil glint reflected off his Exceed's eyes. Gajeel frowned as he took in his surroundings. Wait, when did the world turn sideways? Then he felt something warm and soft on his cheek and it hit him. He abruptly jumped from his position on Levy's lap and flushed into a deep red.

He had slept on Levy's lap.

Slept on Levy's lap.

Lily, who was thoroughly enjoying Gajeel's look of disbelief, was rolling on the ground silently laughing his ass off. Gajeel furiously whispered for his cat to shut up, not wanting to wake the sleeping solid script mage. Although, it was a bit too late. Levy had already awoken from the sudden loss of heat on her lap. She flushed a deep red as her sleep hazy mind processed what had happened before she fell asleep. Lily laughed even harder, causing the embarrassed dragon slayer to lunge at him.

"Sh-shut it damn cat!"

Lily just sidestepped the attack and opened his wings to get away from his flustered partner. He continued to laugh at the two mages and quickly escaped out of the small room, chanting something about fresh gossip for Mira. Gajeel growled at the fleeing cat but reverted his attention back to the bluenette. He rubbed his neck with a hand awkwardly.

"Thanks for ya know, the massage thingy Shrimp." Gajeel confessed, still refusing to make eye contact with her.

"Ah, it was no problem." Levy responded quietly, swallowing a small lump growing in her throat. She stood up from her seat and played absentmindedly with her bandanna, biting the inside of her lip. Gajeel immediately resented the awkward atmosphere he had created between them and sighed.

"Look Shorty, I don't want to make things awkward during the mission so let's just forget about it."

As Levy finally looked up, she couldn't help but feel a sharp pain in her chest. She swallowed her feeling of disappointment and hid it with a small grin.

"Yeah, it's not that big of a deal anyways, right? I mean, I heard Natsu does it all the time with Lucy and they're friends." She forced herself to smile, praying that Gajeel wouldn't see her real feelings. To her relief, Gajeel nodded in agreement.

"Yup, heard that flame brain actually burned her skirt to crisp once, gihihi. Now let's go Shrimp. I'm hungry." Gajeel began to reach for his backpack in the compartment above them while Levy puffed out her cheeks.

"How are you hungry again!"

"I'm a man! Men need food."

"No, you're an animal. Pretty sure there's a hobo living in your stomach," Levy retorted back and eyed his stomach. "Actually, maybe three hobos."

Levy broke into giggles at the thought and a scowl began to form on Gajeel's face.

"You callin' me fat, Shrimp?"

Levy didn't even hear him because she began to laugh hysterically.

"Shut it, Shrimp! Don't make me shut you up." Gajeel's threat fell on deaf ears as Levy began to tear up from laughing so hard.

"That's it!" Gajeel growled and jumped on the laughing mage, beginning to tickle her.

"No! Stop it! Gajeel, no!" Levy gasped in between giggles, tears threatening to pour as he continued to tickle her.

"Take it back then Shorty!" Gajeel continued to tickle her, showing absolutely no mercy.

"I'm -laugh- sorry!" Levy squirmed beneath Gajeel's fingers. He finally stopped and watched as she wiped away her tears from her beaming face.

"Damn straight you're sorry!" Gajeel laughed his signature laugh as Levy stuck her tongue out.

"Tickling me isn't fair!"

"All's fair in protecting your pride, Shorty. I ain't fat." He responded, his lip curving as Levy scrunched her nose in distaste.

"Well, you're heavy though." Levy whispered, a small blush forming on her face. During his little attack he had ended up on top of Levy, her legs between his. Before he could answer, Lily flew in.

"If you two lovebirds are done we really need to get going." Lily teased, not even attempting to hide his grin. Both Levy and Gajeel flushed to a deep scarlet as they scrambled to stand back up.

"We aren't lovebirds!" They yelled in unison. Lily smirked as he flew out of the room again.

It was going to be a long mission.


Ta-dah! Fluff, fluff and more fluff in this chapter!

Still no entrance of Rogue yet but he will be making his way in this story in the next chapter :)

Please don't forget to review! xx