Author's Note: This came out longer than I was expecting it to, and I don't even know what happened at the end; my mind kinda went off in LaLa-let's-ship-the-hell-outa-GaLe-Land. I should stop writing at three in the morning. (By the way, this is the At the Stroke of Midnight rewrite)


Part I

Levy McGarden bounded through the streets of MagnoliaTown, hair pulled back in a high pony tail and her usual bandana in place. The afternoon sun shone brightly overhead, but the evidence of a dreary morning had not faded; the cobbled streets were lined with dirty puddles – the remnants of the violent storm that had blown through a few hours earlier.

The bluenette couldn't help but crack a smile.

Things in Magnolia hadn't changed, but life in the guild had. They had just finished the reconstruction of their new building, one that was more grand than the one they'd built seven years ago, and it was definitely better than the dingy shack they used before.

She'd even found a reasonably priced apartment that was closer to the guild than Fairy Hills was. To make a bit of money for new furniture and books as she had a lot more room than in the female dorms, the Solid Script mage had sold a lot of trivial things. In the end she had ended up with a little extra money.

The ecstatic woman was on her way home with four new novels to add to her collection.

If that hadn't been enough to brighten her mood, the Fairy Ball was later that night - and it would be the first time in seven long years that the guild would hold the event.

Fairy Ball was a magnificent event that had originally marked the first Master, Mavis Vermillion's birthday. But as time drug on, the event was eventually held on the day the guild was created, the first day in May.

A contented sigh escaped her lips as she made her way up the steps to her apartment. Several potted plants sat on the balcony before her door, given to her by Droy to decorate after she moved. There were eight of them in all, three lilacs, four yellow roses and one cream colored orchid. In a hanging planter by the door was a small morning glory that had begun climbing up the chain that held the ceramic pot. When she had first put it there, Droy had protested, but she refused to listen.

It seemed to be doing fine where it was.

She opened the door and stepped inside her apartment. It was about as big as Lucy's with a small kitchen, a living room, one spare room, and her bedroom complete with a master bath.

The floor in the main room was polished wood. In the middle of it was a large woven rug she had been given by Mira when she first bought the apartment. On top of it sat a glass coffee table with a smaller wooden space below that held several kinds of sea shells. On top of it sat a couple books and a small stack of magazines. There was a white leather sofa against the back wall, facing the kitchen, and a small plush chair just beside the door leading to the spare room.

That room, naturally, held a large bookcase on each wall, all of which were stuffed full. There was another table in the center, piled high with tomes and several larger stacks on the floor surrounding it. The carpet was white, not that much of it was visible.

She flipped on the lights and dropped her newest additions on the couch before making her way into the kitchen for a drink. It was small with a stove, a fridge, and a large wooden counter with several cabinets. Above her stove was a large analog. Glancing at it, she mentally calculated how much time she had before the start of the ball.

Three hours. Lucy's probably started getting ready by now.

Levy wasn't big on doing her make up or her hair, mostly because her hair was the biggest pain in the butt she could imagine. No amount of hairspray or gel could keep her errant locks in place. It'd take more bobby pins and clips than she owned for such a feat.

If she wanted to do something with her hair, she should have started two hours ago.

With a sigh, she set her glass on the counter and made her way to her room. It was small, with light green walls and soft white carpeting. Her bed was neatly made, surprisingly, and save the few books scattered here and there, her room was spotless.

She stopped in front of her closet and examined its contents. The hangers were packed full of shirts, dresses, and skirts of all sorts. At the very end was the dress she planned on wearing to the Ball.

She pulled it off the rack and laid it out on her bed.

It was an ocean blue color with a strapless top adorn with a ruffled fabric that would encase the entity of her chest, sewn into the rest of the top. The skirt bunched together at a point where her hip would be, held in place by three white roses. The skirt was split on the same side as the roses, enough to be elegant and maybe a bit provocative, but not inappropriately so.

The dress would look beautiful, but she suddenly wanted to make her hair look just as so. And the thought of doing her make up presented itself as well. It was too late to ask the other girls for help though; they were probably busy with their own appearances.

No. If she wanted her hair and make up done, she'd have to do it herself.

And the thought scared her.

With a defeated sigh, she moved to the window.

Naturally, those who attended the ball had a date, but she would be going alone, as she always did. Jet and Droy asked her every year, but she always had to refuse; to accept one would only hurt the other. There was nothing wrong with just going with her friends, but she wanted to go with someone who meant more than that for once.

Which brought the question to her mind, Why am I worrying about this?

Looking down into the street, she caught sight of a familiar figure. Gajeel Redfox.

He was making his way towards the guild; his shoulder's hunched as he kicked at the ground. It was obvious just by the way he moved he was annoyed. Lily probably tried to talk him into going tonight.

A blob of black at her left startled her. Lily had landed on the sill, nodding in greeting. Recovering from her shock, the bluenette smiled at him, "Hello, Lily! Are you going to the ball tonight?"

"I am," the Exceed replied. "I haven't been to a ball since leaving Edolas. I assume it will turn into the normal commotion?"

Levy giggled and shook her head, "Not tonight. It's a special night and because of that the guild is required to conduct itself in a civilized manner. Master will personally throw you out if you don't."

Lily nodded understandingly, "from what I've heard form Mira it's an important day in the Guild's history. Are you going with anyone?"

She smiled sadly and shook her head, "no, unfortunately."

Her gaze fell on the street once more. Gajeel was leaning against the wall of a store, his gaze on them as a nasty scowl twisted his face. "He doesn't seem happy," she commented.

The Exceed glanced over his back and shrugged. "He's still irked about the fact I managed to talk him into going tonight. I just hope he doesn't decide to mope in the corner the whole time. I'd like to enjoy this."

"He's not going with anyone?"

When the question was in the air, she felt like slamming her head into the wall. Of course he wasn't going with someone; he didn't want to go in the first place. Lily cast a smirk that had her face lighting up. "N-Not that I care or anything! I was just curious!"

"No," the Exceed replied. "Though Juvia did offer to go as friends since she couldn't bring herself to ask Gray."

The bluenette laughed at this. "I see. I suppose he rejected that as well?"

Lily nodded. "Well, if I stay here any longer, Gajeel will probably storm down your door and drag me off."

He waved a paw and hopped off the sill, letting his wings out. "See you tonight, Levy!"

"I don't care if she's goin' with someone or not!" Gajeel exclaimed for the umpteenth time as they made their way to the cathedral. "If it weren't for you I wouldn't be goin' to begin with!"

"Just dance with her tonight, at least once." The Exceed sighed. "She seemed pretty bummed about going alone."

"I don't dance. 'Sides she could have gone with her fanboys."

"You know that would cause a problem," Lily said with a sigh. "Stop making a big deal out of this, and just dance with her."

He sputtered, "D-damn it Lil, stop buggin' me. I ain't kissin' her and I ain't dancin' with her!"

Lily raised a brow, "No one said anything about kissing her, Gajeel."

The Dragonslayer glared at him before turning away, crossing his arms over his chest. "You were thinkin' it. Damn cat."

He heaved a sigh as the two of them entered the building. There wasn't much decoration, but it wasn't really needed. The cathedral was a grand thing of its own. The back of the main room was lined with tables piled high with foods of all sorts and drinks. Though the ball had started not even fifteen minutes ago, it was packed with Fairy Tail mages and their partners dancing about, laughing, and just having a wonderful time.

But it felt like something was missing.

And if Lily hadn't mentioned it, Gajeel was certain he never would have figured it out.

"I don't see Levy anywhere, she said she was coming." He stated in bewilderment.

"Probably got caught up in one of her books," he stated bitterly, fighting the feeling of disappointment welling within him.

Lately there had been a lot of moments where he'd feel strange whenever someone mentioned her name. He'd asked Lily about it once, but the answer he'd gotten rendered him into a fit of laughter. There was no way, not in hell or on earth, that he, Gajeel Redfox, could fall for Levy McGarden.


At least that was what he forced himself to believe. Deep, deeeeeeep, deeeeeeeeeeep down, Gajeel knew his partner was right, but his pride refused to let him show it.

"She is known to do that," Lily said thoughtfully. "Maybe you should go get her?"

Gajeel snorted, "Shrimp will get here when she gets here."

He's stubborn. The Exceed though with a roll of his eyes.

Levy yawned and stretched as the book slid off her face.

She was lying sideways on the sofa, her new book now on the ground and her place lost. She sat up with a dazed expression and wiped a thin trail of saliva from her mouth. Cracking her neck a couple times, she glanced at the clock.

An uncharacteristic curse escaped her lips as she bolted off the couch and into her room. Her concern for her make up was no longer that; she simply threw on a bit of eyeliner and mascara. Her hair, on the other hand, was a completely different story. It was a mess.

With another curse and an incoherent mumble she quickly set to straightening it with the Lacrima powered straightener Lucy had given her. Surprisingly, it worked.

Making sure the object was off; she rushed into her dress and slipped on a pair of silver heels.

Checking her reflection, she found that she was actually satisfied with her appearance, and rushed out the door. The cold air seemed to cling to her, and her breath escaped her lips in white puffs. It was so like her to be caught up in a book – if the others knew they'd just laugh.

She finally slowed to a walk as the cathedral came into view.

Several of her friends were hanging around outside, so engrossed in conversation that they didn't even notice her approach, almost all of them.

"Levy!" Lucy exclaimed, rushing towards her. She was wearing a strapless, hot pink dress. Her hair had been put up in an elegant bun, held in place with what looked like a beaded tiara. "Where have you been!"

"I…uh…" she sighed. Lucy would understand – they both shared an interest in literature after all, "I got lost in a book."

The blonde could only smile, "that is so like you. Come on, Jet and Droy were worried."

Of course they were. She told them she was coming and she hadn't shown up. She would have been worried if they had done the same thing and she hated worrying people; it only reminded her of how weak she was.

Those inferior feelings vanished, however, as she stepped inside the church. The sight of her friends carrying on, laughing, and just being themselves as if seven years hadn't passed seemed to wash the cares from her mind. A smile soon found its place on her lips as she was lead into a dance by the blonde.

"Say Lucy, have you danced with any of the guys yet?" Levy asked curiously.

"I tried dancing with Natsu," she muttered as she twirled the petite woman, "but he kept stepping on my toe so I let Lisanna have him."

"And Gray?"

Lucy's eye twitched, "He ended up stripping before we even started."

Levy giggled. "No one else?"

"Well, Warren asked me, but Max managed to steal me before he could." She rolled her eyes. "You should dance with a guy too night. Maybe Gajeel?"

Levy felt her face flush. "Lu-chan!"

"I'm only teasing," she said, "but he looks so grumpy."

The bluenette let her eyes scan the throng of people for the familiar figure of the Dragonslayer. She found him standing in the back, arms crossed over his chest and a displeased look on his face. At least it isn't the white one, she thought, eyeing his black suit.

"Looks like she showed up after all." Lilly observed as he watched the two girls. "Funny, I thought they were supposed to be dancing with men."

Gajeel grunted in reply.

A warm feeling had erupted in the pit of his stomach and try as he might, he couldn't push it away. The longer he watched the bluenette, it seemed to grow in intensity, until another thought filled his mind.

She never smiled like that around him. She smiled, sure, but never so brightly, not like everything in her world was right. Maybe she still wasn't over what he had done to her? Maybe she was still scared of him, despite acting otherwise – or maybe he was just over thinking things.

Lily cast a glance at his partner. He no longer looked irritated, but crestfallen as he watched the young woman laugh and twirl about. He had a vague idea of what was going on inside his partner's head; he knew about the incident during his time in Phantom.

And he knew Gajeel regretted it. Even if he never voiced that thought, it was visible in his eyes whenever he looked at her.

Even with Jet and Droy, no matter how irritated he got over them, he still regretted it - and he knew he was never going to be truly forgiven for it.

They still didn't like him, but Levy…she'd been giving an effort to forgive him; the S-Class exams showed that much.

He defiantly wasn't going to give up his plans for that night.

Maybe I should limit my communications with Mira; I think she's starting to rub off on me.

"I ain't askin' her so don't even try." Gajeel said suddenly, catching the look on his partner's face.

"I wasn-"

"Like hell you weren't. I know that look." The man replied, crossing his arms over his chest. "I ain't dancin' and that's it."



There was no other choice.

Lily hopped from his seat and flew to where the bluenette was dancing with Droy. Looking around, he took in the sight. Gray attempted to take Lucy again, and this time she allowed it; the two were slowly making their way towards the back where Natsu and Lisanna were dancing. Laxus had taken Mira before any of the other men could and Elfman and Evergreen were accompanying them.

Lily wasn't all that interested at the moment, however. There was one couple he planned on making and it involved the sky headed fairy in front of him.

"I see you made it."

She flashed a nervous smile at him. "I kind of got caught up in something. Are you having fun?"

"Not really," he replied honestly.

Levy frowned at his. She pulled away from Droy, leaving him open for Erza. As funny of a sight as it was, she couldn't help but feel sorry for him.

She turned back to Lily, hands on her hips. "Why not?"

"Let's just say someone's being an exceptional pain in the ass." The Exceed motioned towards Gajeel.

The bluenette glanced past the winged cat and sighed. He was sitting alone, arms crossed over his chest, muttering something. "He doesn't look too happy," she commented.

"He's just being difficult." Lily replied.

She was about to question him further when Jet grabbed her hand, obviously happy that Droy was occupied by someone else. She cast an apologetic smile to the Exceed who smiled in return before making his way back to Gajeel's side.

"See," he said as he plopped into the seat beside the Dragonsalyer, "You don't even have to ask her. Just grab her hand and start dancing."

He simply grunted in reply, munching on a piece of tableware. He knew he was being a thorn in Lily's side at the moment and as long as the Exceed kept up his shenanigans, he would continue to be difficult.