Fair warning of adult content. Pretty much the whole chapter. Read at your own risk ...or enjoyment!

o.o.o.o.o

"Damn it, Lily!" Gajeel reached out blindly as he entered their hotel room. His hand fell on bowl of waxed fruit. He picked up a rather oddly shaped pear and he pitched it over the room where it thudded against the far wall and fell onto the bed without fanfare.

The Exceed cat apologized, again. "There were local guardsmen all over the lobby and I distinctly heard them say there was a couple gone missing!"

"Don't blame Pantherlily! A couple did go missing, but it was different. This time they were trying to skip out on their bill." Levy defended Gajeel's feline companion. "But we did manage to learn some very interesting things about our job."

The Dragonslayer sent her an angry look that at one time would have worried her. Now she sent him one right back and in equal measure.

"There were a LOT of guardsmen downstairs." Levy pointed out. "A whole lot more than …."

"We've established that already!" Gajeel roared.

Lily though, paused and turned toward Levy with a thoughtful expression. He ignored Gajeel and his temper, focusing on the blue-haired mage. "Too many for such an event do you think?"

Levy nodded with a crooked line between her eyes as she recalled what had happened downstairs. "This is an expensive resort. Sometimes people find they have overstayed their budget. Maybe it's not common, but I'm sure it happens. This particular couple left without checking out and without paying. The guardsmen caught them and brought them back. Guardsmen who were wearing the resort's symbol, not that of the town. And I do think there are more guards than a place like this could ever use. So why all the muscle?"

Settling down a little, though his temper was still set on simmer, Gajeel ran an agitated hand through his hair. When his fingers encountered a tangle he yanked it loose, causing Levy to wince for him.

Lily though was onto Levy's train of thought. "I didn't consider, but there were a lot of guardsmen for such a docile couple who looked ready to keel over in a strong wind."

"Thieves." Gajeel tugged his fingers through his hair again. Another knot, and some sand. He growled and yanked on his hair without regard.

Levy shook her head at him, trying to get him to stop.

"What I mean is, you're right. There is too much security here." Lily nodded as if coming to a conclusion. "They wouldn't need to hire wizards when they can afford that many guards."

Gajeel stopped finally, his mind shifting things around as he worked it out in his head. "Why call us in? If they have all that hired help?"

Levy watched as Gajeel grabbed some more of his hair, scowling as he tried to work out some more sand. "Stop, you'll be bald by morning." When he shot her an irate look, she gestured for him to sit down. He shook his head. She pointed to the footstool with a stern scowl. He growled. She looked utterly unimpressed. Gajeel, with extremely ill grace, sat.

Lily finally grunted and waved his paws, still thinking furiously. "Alright. They don't need us, but hired us anyway. To what purpose though? I think we need to speak more with Ms. Milestone."

"Who?" Levy asked as she started drawing a brush through Gajeel's hair in short strokes, working out some of the worst tangles with far more care than he'd shown.

The Dragonslayer's red eyes closed and some of the awful tension making his neck feel tight started to fade. Her touch was sure and steady, and yet gentle at the same time. He couldn't remember the last time anyone had brushed his hair. Certainly it had been before Metalicana, for the Dragon wouldn't have cared much less been capable. He leaned into her touch.

Levy noticed the change in him. The closed eyes, the relaxation of his shoulders, and the pleasure he seemed to derive from her ministrations. She smiled, slowing her movements almost to a caress.

"The resort owner." Lily said, then looked over at the two of them. He stared at their expressions and body language. Abruptly the cat blew out a frustrated, yet amused, breath. "Perhaps we should take this up in the morning."

"Now's fine." Levy said at the same time Gajeel said, "later's good."

Pantherlily sighed, walking toward the door. "I'm going to check out the area, I'll be back later." He glanced back at the two of them. "Maybe I need my own room." He then chuckled at the thought of what the redoubtable Ms. Milestone would think of issuing a room to a cat. He left with little fanfare and hoping the night went well for his two human companions.

Levy continued her ministrations, brushing out Gajeel's hair until there wasn't a speck of sand nor a hint of a tangle. Though there was nothing she could do to tame the wild waves in the dark tresses. Which was good, because she secretly liked them. It suited the Dragonslayer's personality somehow.

Silent through the whole thing, Gajeel just sat there and relished the attention from her. Her touch wended through his dark hair, teasing his scalp and rising gooseflesh along his arms. An ache arose all over him, along his skin, craving her attention there. He'd never even known skin could ache like this. His hand rose suddenly and, without looking at her, captured her wrist. She stilled. He drew her around just in front of him, looking up at her face, for with him seated so low she was at last slightly above him.

He tugged. She didn't resist, but slid onto his lap with a small gasp and a lot of color in her cheeks. But her gaze wasn't shy. Her eyes looked like molten bronze as the two refused to look away from each other. Their eyes remained locked even as Gajeel took the brush from her fingers and brought her palm to his mouth, pressing his lips there. Levy's breath hitched for a moment.

"I've tried to be good all day, keep my hands off you." He said, his voice gone raspy and deeper than normal. "You need to run now."

Levy didn't move, she let the silence build between them before finally speaking. "Why?"

Gajeel tightened his grasp on her wrist. "You're afraid. Your pulse is racing now." He swallowed hard as he gave her a smirk. "You're right to be frightened."

"I'm not afraid." She told him bluntly, and still not running away from him. "Unsure, but not afraid."

Gajeel watched her eyes and knew she was telling him the truth. He shook his head at her. "You should be afraid."

"Why?"

"Because the big bad wolf might eat you up, little girl." He said, forcing himself to sound menacing.

"Okay."

Gajeel stared, feeling her pulse, seeing her eyes, and watching as she raised her free hand and reached for him. His head flinched back from her touch for a moment, then he stilled for her. Levy pushed back his hair from the side of his face, trailing her thumb along his sharp cheek bone down to the corner of his mouth.

Levy was finding it difficult to breathe, but it was the heat in Gajeel's eyes when he looked at her that gave her bravery a boost. She was no coward, never had been. But this feeling he elicited from her was new. Not to her mind, but her body. She'd read about heightened passion, in fact she loved to read such stories. Yet she had thought perhaps it was wholly fictional, or at least not for her as she'd never felt this way before.

His lips parted and she traced the line of his bottom lip, dangerously near his teeth that she knew well could chew and devour iron. Was the danger Gajeel represented part of the appeal? She doubted it. Levy had been around highly skilled and dangerous mages for most of her life. None drew her like this man.

Gajeel's red eyes watched her with a wariness that astounded her. HE was afraid, of HER. As if he expected her to cut him up and reject him. Levy didn't like that look in his eyes. She leaned in and his breath stopped, she saw as his throat moved with a swallow reflex. Smiling, Levy pressed her lips to his right eye as it fluttered closed, then his left. Her lips travelled down his cheek past his nose with the metal studs on prominent display. Gajeel tilted his head and their lips met in a slow kiss, moving and gliding over each other while their breaths mingled heatedly between them.

Hesitant hot kisses passed back and forth between them. Small bites and nibbles, exploring, reveling.

He let go of her wrist as his large hands settled along her back. Hers cupped his face. The kiss deepened as he opened his mouth for her. Levy hesitated then sent her tongue forward to meet his. Gajeel marveled as she kissed him, tasting and playing and making his blood heat up from the inside. He moaned, making her smile against his mouth.

His lips moved as if to take control and she pulled back slightly. Gajeel settled back and was rewarded as she leaned against him, her chest brushing lightly against his as she deepened the kiss further. His hands ran heatedly up and down her back, teasing her sides but not encroaching, not yet. He just knew that if he pushed too hard he'd lose everything.

Minutes lengthened as both grew hotter, fidgeting as their breathing became ragged. Finally Gajeel ached far too much to stay silent. "Sweetcake? Shrimp? Please …."

"Those aren't my name." She said with a hint of a bite, her teeth snapping suddenly over his. "I want to make sure you know who it is that you're holding."

Gajeel stared at her, his mind too overwrought to really make sense of her words. "Levy?"

"Better." She caressed his cheeks and nibbled around the studs in his chin before moving back up to his lips. "You'd better remember that and don't mix me up with someone else with all your pet names."

Gajeel nodded, frowning lightly as his brows furrowed. He pulled back from her and growled. "Mix you up with who?"

"Your other girls." Levy glared down at him, her lips puffy and swollen and looking delectable.

"Shrimp. You're the only girl."

Levy's smile grew and grew as she leaned in, tracing his lips with her tongue. "Right answer."

Gajeel shook his head. "I mean ever."

She sat back, staring at him a bit stunned. He suddenly flushed a bit under her shocked expression. "But you're so …and you're ….and how …why not?"

He suddenly chuckled. "Gihee. Your face."

She slapped a hand down on his chest in retaliation. "That wasn't funny!" The blue-haired mage tried to move off of his lap, but his hands tightened and refused to let go.

"Levy. Shrimp. I grew up mean and fast, scrambling to stay alive and make a living. I joined Phantom Lord and trust me, it didn't lend itself to friendships or relationships. Frankly, I had no interest in anything but fighting and training. There wasn't time nor place for a girl like you." Which was probably why his sudden interest in her had struck him so hard, though he didn't share that with her.

"So. I'm the first girl to be sitting here on your lap?" Levy asked him, sounding unsure.

"Shorty, you're the first girl ever to be this close. First anyone."

Bronze eyes widened adorably as she nibbled on her bottom lip, then she gave him a half-smile. It broke her heart to think of him so lonely, and it thrilled her that he was letting her this close. "So. I'm the first one to do this?" She ran the palm of her hand over his chest from one side to the other.

He nodded at her without a change in expression. "It would feel better without the shirt."

Levy tilted her head at him. "For me, or for you?" She teased in a breathy voice.

Gajeel had been teasing, but he wasn't one to let an opportunity slide. He reached for the hem of his shirt, drawing the soft fabric up about half-way. He paused there, gauging her reaction.

Levy caught his look and judged it right. To reassure him, she placed both of her hands flat against his abdomen, making the skin draw back slightly. She pressed and ran her palms up his bare skin to under the shirt and helped him pull it off entirely. The shirt fell onto the floor behind them, and neither cared.

Gajeel cocked an eyebrow at her, as if daring her to go further.

Levy chuckled lithely, knowing he was hoping her forward behavior hadn't run its course. "This is all new to me, too." She reminded him.

"I know." He said with a smug look that had her eyes narrowing on him. "I mean, it is kind of obvious from …oh hell! Fuck!" Gajeel threw his head back as his body bucked beneath her as Levy suddenly leaned in and bit his chest.

"First one here." She murmured as she licked the small wound that hadn't drawn blood. He was panting hard and his hands went to her hips, holding her in place. Or holding on for dear life. "First one here too." She licked one of his flat male nipples and Gajeel shouted out hoarsely. "All mine."

"Oh yeah?" Gajeel straightened up and yanked the hem of her short night dress up and over her head in one smooth move, ignoring any ripping sounds as the two stared at each other in shock.

Levy's arms went across her chest defensively. Her face ignited in a furious red blush, and Gajeel watched the color go down and down until the top of her breasts matched her face.

"Sweetheart …I …." He hesitated, then his brain stalled out as she slowly lowered her arms.

Levy wasn't breathing. She'd been teasing him, and it shouldn't have shocked her so much when he'd reacted. This was Gajeel after all. Strong and rough around the edges. She watched his face for any hint of disappointment about her lack of curves. Not that she had none, but they were rather normal compared to the other ladies in the guild. One comment about her breast size and she was out of there.

What she saw in his eyes though was nothing near disdain. Wonder. Amazement. Need. Desire and heat. Red eyes flicked up to meet her gaze as he leaned forward. Their eyes held in ultimate intimacy as his lips parted, his heated breath covering her nipple and making it stand out as if begging for attention. She wasn't left wanting, or waiting.

Gajeel's lips pursed and slid over her nipple alone, sucking slightly. Inside his mouth his tongue slid like a moist rasp across the tip, making her shiver and pant suddenly, her eyes finally closing.

As if released from captivity, Gajeel's eyes closed too and he moaned against her sensitive flesh. His mouth opened wider, sucking in more of her breast as he tasted her more fully. White teeth capable of crunching metal with ease settled lightly against the fragility of her skin, scraping just enough to elicit small moans of pleasure from her as he drew his mouth down the slope of her breast until just the tip remained. They both groaned loudly. Levy's back arched sharply as Gajeel's hands rose to support her weight and keep her within reach.

As if one, they drew back from each other, staring. With great deliberate movements that left her room to say no, Gajeel ran his hands up under her thighs and rose. Levy's legs moved around him and she wrapped her arms around his shoulders, bringing their bare chests together.

He shuddered and she clung. Gajeel was surprised he could still walk as he carried this precious weight over to the bed. Instead of dropping her there, he knelt, settling her on the edge. His eyes asked a very important question that he couldn't bring himself to ask, in case she said no. His hands moved to the edges of her panties and waited.

Levy gave him a fatuous smile full of promise and even some gratitude for giving her space. She stood, letting him slowly draw her undergarment down her firm thighs to pool at her ankles. Gajeel growled with approval and leaned in, nuzzling her belly and drawing in the richness of her scent.

Levy's hands went to his thick hair, holding his face against her body as he bit her belly button before licking her there. "My turn." She whispered.

Gajeel drew back, and looked up between her breasts to her face. He trailed kisses up her body, stopping to lay homage to both breasts and then up to nuzzle her neck. He stopped only when he felt her hands on his hips.

The boxers he was wearing did nothing to hide his rather impressive erection. It was symbolic only at this point. The last vestige of armor between the two, a simple layer of thin cloth. She hesitated. He touched her chin, drawing her gaze up to meet his.

Levy tugged on the fabric, though it took very little to push the boxers down over his slim hips. They stood there, naked together, breathing in each other as they marveled at the moment.

He leaned in and she slipped back onto the bed, moving backwards as he approached on all fours until he was doing a push-up over her prone form. With devastating slowness he lowered his weight upon her, waiting and watching for any hint of distress or rejection. None came.

Levy sucked in a harsh gasp as she felt the line of bare skin pressing down on her. Her legs parted without thought as her legs wrapped around his hips on instinct alone, making room for him against her heated core.

"Fuck." Gajeel groaned, his head arching back at the feeling of acceptance.

She giggled and he gave her a glare. She crossed her eyes at him and stuck out her tongue. He nipped at that tongue making her squeal. He captured her wrists in his hands and drew her arms up over her head, raising a pierced brow at her dilemma as if asking her what next.

Levy undulated her hips and belly and Gajeel nearly lost it then and there, his own eyes almost crossing in reaction as he panted and shuddered against her. "Don't." He warned. "Are you ready?"

"I don't know." She said truthfully.

Gajeel reached down, shifting to one side and placing his hand on her belly. His fingers spread as he ran his hand downward. Levy closed her eyes, shaking her head side to side as she bit her lip. He hesitated, was she telling him to stop?

"Gajeel!"

He chuckled and his hand resumed, her voice had been needy, not rejecting. His fingers encountered soft curls, heat, and a fragrant moisture that tickled all of his senses. Her leg came up at the knee, planting itself on the mattress and pushing herself up toward his touch, seeking more.

Gajeel's fingers moved down lower and he was gratified to feel how slick and ready she was. For him. Only him. First? No. Possession reared up within him and he caught his breath at a memory of Metalicana lecturing him. Dragons mated for life. No one was sure about Dragonslayers, for they were a rare group and very young. His foster father had warned him though that once given his heart and body might not be for another. Maybe. Maybe not.

Levy groaned, her face and body flushed and needy, writhing under his touch. Gajeel grinned suddenly and moved atop of her, making her buck beneath him in demand. "Please …" She begged prettily, making him grin in anticipation.

Gajeel used one hand to position himself and then pushed hard, sliding in completely only to freeze as Levy's body spasmed around his and she screamed.

He was a fighter, a warrior. He knew pain when he heard it. Gajeel drew up, staring down in horror as Levy bit her lip and tried to catch her breath. "S….shrimp?"

"A minute. Give me a minute." She panted.

He didn't know if he had a minute. Her body was tight and hot and wet and squeezing him deliciously. His balls felt tight and his whole body ached. "Sweetheart? Babe? Are you alright?" He didn't ask if he should stop and wondered if that made him a jerk. Probably. He ground his teeth together and started to pull out.

She wrapped her legs around his hips, locking him in. Her hands moved to his back, rubbing up and down in a soothing manner.

"Levy?"

"Shhh. My first time." She said, wincing a bit as she adjusted the angle of her hips to better accommodate his rather large appendage.

"Mine too." He reminded her.

Levy cracked open one bronze eye as if to ask 'are you kidding me?' She saw his concern, and yes, fear. "You do know it hurts the first time, for women, right?"

Gajeel blinked slowly. He'd had no clue.

Levy chuckled, darkly amused despite her discomfort. "Try it now."

Gajeel pulled back slowly, making her back arch as she called out again, though this time with something far more sensual. Relieved he hesitated and instead of plunging back down like his body demanded, he forged ahead more slowly.

Levy moaned, flinching slightly but also with a purr in her voice. Relieved, Gajeel repeated the motion, feeling her body clench tightly around his and making him ache in the most delicious way possible. He meant to keep that pace, but in reality he couldn't manage. The pleasure grew and grew between them and his hips sped up despite his resolve to go slowly.

Levy arched beneath him, calling out his name over and over again as they moved together awkwardly at first and then building into a synchronicity that rapidly approached a crescendo. Suddenly she screamed again, though not in pain. It startled him as Levy's body convulsed around his erection, squeezing and milking him in a manner that had him losing control.

Gajeel buried his face in the crook of her neck, nearly bending in half to reach as his hips buried himself into her body one last time before the world exploded around him.

Levy held her lover, her fingers digging into the taut skin of his back as he pulsated within her. Sweat cooled between them as they held each other quietly, intimately. She petted him as they came back to themselves, running her hands up and down his back with her fingertips only.

Reluctantly, Gajeel stirred. "Can you breathe?" He worried about his weight on her slight form.

"Shut up. I'm still basking." She ordered, tugging on his hair to make her point.

He chuckled, making his body tingle some more, which turned his laughter into a moan of pleasure. "I'm too heavy for you."

"Not." She protested, but he was already moving to one side.

Her elbow dug into him. His knee banged her hip rather hard. She twisted and complained when something hard rolled beneath her. Gajeel reached around and pulled out a waxed pear and wondered how the hell it had gotten onto the bed. She reminded him he'd thrown it earlier. He denied it. She called him an idiot. He threw it back across the room. Awkwardly the new lovers moaned and moved until finally settling down, tugging the covers out from under them until they were finally wrapped up together. Gajeel held her back to his front, molding his body around the curve of her smaller one. Levy's feet slipped backwards, between his legs as she wiggled her bottom into the curve of his hips.

He growled and nipped at her ear as she laughed. Gajeel wrapped his large arm around her waist and cuddled his hand between her bare breasts, toying with the nipples.

Levy reached up and tried to move his hand away. "You're embarrassing me."

Gajeel shifted up and looked down at her face. "After everything we just did, THIS embarrasses you?"

Levy flushed and slapped his hand, which didn't budge. "Let me go." She groused.

"Never." He growled and settled back down behind her. "Get used to me holding you."

Levy heard the possessive tone in his voice and her nerves started to settle. He wasn't looking at this as a one-time deal and that suited her perfectly. One of her biggest fears was that once they'd slept together he'd lose interest. "So. I'm your first spoon." She laid claim.

"Spoon?" He yawned in her ear.

"The way we're laying, back to front. Spoon. What would you call it?"

Gajeel didn't think about it as he drifted off to sleep, completely and utterly relaxed and happy for the first time in …well, since his foster father had disappeared. "I call it perfect." He mumbled absently.

Levy blushed even as she listened to his breathing even out into sleep.