Gray's POV

Almost a week had gone by since I had told Phaedra about my feelings and I hated to admit how anxious I was getting. After Phaedra had shown up, I had decided that she deserved some time to get adjusted to being a member of Fairy Tail and that I would hold back from telling her my feelings until we had gone on another job together so she could see how well we worked together... That plan had gone out the window though when Laxus had suddenly come back.

As soon as I had seen that not only was Laxus back but that he had brought along a baby exceed that Phaedra had fallen in love with, I had felt like my heart had dropped into my stomach. I had tried to banish the feelings of inadequacy, but I had found myself glaring at Laxus constantly as Phaedra listened to all of us talk about how our job had gone.

The worst part of it though was that because I was watching Laxus I couldn't help but notice how many times he looked over towards our group. I had noticed Laxus leave long before Happy said anything, and when Phaedra ran above us as she chased after Snooze, I guess I had panicked. Confessing to Phaedra knowing that Laxus was close by had seemed almost petty, but all I could think was how much more confident Laxus was than me and I was sure that he wouldn't wait long to tell Phaedra how he felt. It was dumb, but I hoped that if he heard me confess, then maybe he would at least wait until Phaedra responded to me to tell her his own feelings.

The day after I had told Phaedra how I felt, she had come into the guild hall a little bit past noon and I felt her eyes lock onto mine. My heart had felt like it was going to beat itself right out of my chest as she walked purposefully towards me. I hadn't been able to read her expression since she looked as calm as ever... but just before she had made it to me, Juvia popped out of nowhere and latched onto her arm.

I recalled how my mouth had fallen open in shock as Juvia waved a job poster in Phaedra's face, saying something about being models. Then she began running full tilt out of the hall while dragging Phaedra behind her. Dodging through the crowded tavern portion of the guild to follow them, I had seen Phaedra's face go completely white as she turned away from me and tried to argue with Juvia as they ran. But as they were leaving the door they ran past Lucy and Wendy and Juvia had herded them to come along as well.

The three women had all surrounded Phaedra, pulling her along as they cheered for a girl's job. I had watched helplessly as they dragged her away, but she had thrown a few apologetic looks over her shoulder as they hurried away. Now, a week later and without any word from the group of girls, my anxiety was making it so that I couldn't even sleep. I kept going over every minute detail of how Phaedra had appeared and what her apologetic looks might have meant. Was my one-sided love doomed to remain unanswered? Or had she decided to give me a chance?

The fact that Juvia had intervened led me to believe that she was about to turn me down though. Over the last year without Phaedra nearby, I had been stunned at the changes that Juvia had seemed to go through. She still gave me presents every once in a while, but they were usually some kind of souvenir from her jobs that she went on instead of a body pillow with her picture on it or something cringe-worthy like that. I also didn't ever feel like she was staring daggers into me when I spent time with Lucy.

One of the best things about her change though, was that I had found that she had become one of my best friends. If I was ever stressed out I would regularly find myself seeking out Juvia's company, and she was always happy to hear me out. She still refused to go on that date with Lyon that I had suggested, but she seemed happy so I decided that I wouldn't push the issue.

As my thoughts moved between Juvia and Phaedra, something suddenly slammed into my side, knocking me off the bench and to the ground. Growling angrily my temper flared, banishing all thoughts of girls and I shoved Natsu off of me.

"Watch where you're going, Firebrain!" I snarled and found Natsu's forehead pressed up against mine as his eyes flashed menacingly.

"Why don't you get out of my way then, ice princess! I'm in the middle of a fight here!" Natsu said, trying to push against me to get me to take a step back. I clenched my muscles and pushed against him though, not willing to give an inch.

"Why should I move, flame eater? You too dumb to go back to your fight by yourself?" I growled.

"What'chu say?!" Natsu growled, flames beginning to shoot out from his fists. Suddenly I felt a massive hand grab the back of my neck and I was wrenched apart from Natsu, echoing Natsu's surprised growl as he was wrenched away from me as well. Swinging around in the strong grip, Natsu and I found ourselves escorted out of the guild hall and were both unceremoniously tossed out. Turning around to yell at whoever it was, my voice caught when I saw Laxus's green/blue eyes flashing dangerously in our direction.

"Snooze is taking a nap. If you're going to fight then do it in the back," he said firmly, turning and walking away before either Natsu or I could respond.

"Gah! Laxus is just too strong," Natsu breathed out, stretching his arms above him as he looked up at the sky.

"Aye, sir," Happy said, gliding out after us. Having Laxus step in like that had killed the icy rage that always seemed to freeze my insides whenever Natsu was around and I shrugged moodily.

Would Phaedra like me if I was stronger like Laxus? I wondered but then shook my head angrily. I don't even know if she likes Laxus, so there's no point in comparing myself to him.

"It's so boring with Lucy and Erza gone," Natsu sighed loudly and Happy landed next to him with a nod.

"I miss Shararu," he said with a frown, and I couldn't help but smirk at that. I wasn't quite sure what he saw in that grumpy-puss, but Happy had had it bad for her ever since he first saw her. Gosh, I hope that's not what I am like around Phaedra, I thought with a shudder.

"Wanna fight out back then?" Natsu asked. His eyes no longer had flames dancing in them, and I wondered if he had ever asked me for a practice match without already being fired up before. I shrugged, not having anything better to do with my time, and we walked to the back of the guild.

As we started our practice match, neither of us seemed super invested in it. As we traded blows and avoided each other's attacks, I wondered if we had actually managed to mature a little after everything we had been through. Just when I thought that though, Natsu suddenly sent a flaming ball of fire that exploded only a foot from my face, throwing me off balance as he came in for a cheap punch directly to my abs. My teeth clenched at the dirty trick and suddenly our fight became much more competitive.

With a quick thrust of my left hand down at the ground, the entire practice field became an ice rink, and I grinned triumphantly when Natsu let out a whoop of surprise as he fell spectacularly onto his back. Skating forward comfortably, I slammed my fist into my palm and created a long scythe-looking weapon that I gripped in both hands. Natsu launched himself up off the icy ground, shooting a Fire Dragon Roar towards me. I slid to the side, managing to avoid the majority of the funnel of fire, then swung my scythe upwards. Natsu caught the weapon between his hands and I smirked, yanking the scythe's ice handle quickly and slamming both it and Natsu to the ground.

Natsu popped back up after the initial shock of his unplanned faceplant and came running towards me with a gleeful smile on his face. Realizing that I was grinning too, I stood my ground, creating an ice bow and arrow in my hands as Natsu continued advancing. Just before I was going to let loose my ice arrow though, Natsu was suddenly surrounded in a sphere of light. I blinked in shock and Natsu's face looked completely confused, but suddenly the ball containing Natsu shot up into the air and began spinning. A sympathetic wince stretched my mouth down as I heard Natsu's shouts of alarm turning quickly to pleading to make it stop.

After a few seconds, the ball of light lowered to the ground and disappeared, depositing an incredibly motion sick Natsu onto the ground where he shuddered violently. Glancing over my shoulder, I saw Lucy rushing past me towards Natsu with a worried expression, but my eyes remained firmly on Phaedra.

She looked different than normal. Her hair was pulled back in her usual braided bun, but she was wearing a length of orange cloth around her head with the tails trailing past her neck. Instead of her normal long-sleeved shirt and pants combo, she was wearing a sleeveless black shirt underneath white short coveralls. Her legs were covered by night black tights that disappeared into thigh-high purple and white lace-up boots. Her shoulders were left bare, and I could only barely see some of the scars that still hadn't faded away, but she was wearing long, fingerless black gloves with black laces crisscrossing up to her upper arms, The outfit was both fierce and insanely cute and I felt briefly happy to know that she was becoming more comfortable in her own skin now that her scars were fading.

Phaedra suddenly raised her eyes up to meet mine and I felt my spine straighten in an immediate reaction to her intense gaze. She began walking towards me and I quickly dissolved the bow made of ice that I was still holding in my hands as she advanced towards me.

"Come with me, please," she said in her quiet alto voice. Feeling a shiver of nervousness go through my entire body, I turned to follow her obediently. Leaving the motion sick Natsu and our unfinished battle behind, Phaedra led me into a small copse of trees where we had at least a semblance of privacy before she turned and looked at me, folding her arms casually in front of her stomach.

Neither of us spoke for a minute and Phaedra slowly took a deep breath, obviously preparing herself for whatever she had to say. A sudden desire to avoid this situation flared up inside me and I found my mouth flapping before I had even realized I was talking.

"How did the job go?" Phaedra blinked up at me in surprise, obviously not expecting me to start the conversation. She swallowed quickly, but then her lips quirked up into the soft smile that made my chest ache slightly and she shook her head in what seemed to be exasperation.

"It was an experience," Phaedra said with a quiet chuckle. "Juvia is very energetic. It was a little embarrassing to be used as a model, but all the girls enjoyed themselves so I tried to do the same. They even let me keep these clothes after the show."

She stretched out her arms and turned around slowly to show off her new outfit, and then ducked her head in embarrassment. I couldn't keep the grin off my face at how cute she seemed, but even though I liked talking to her like this, I knew that I couldn't stall forever. Phaedra also seemed to have come to that conclusion as well because when she raised her head to look at me her face looked completely serious.

"About what you told me a while ago..." Phaedra began. She paused hesitantly, looking up at me with trepidation as if she was afraid I wouldn't know what she was referring to. I nodded slowly, showing that I knew we were talking about my confession, and she blinked once before swallowing quickly. My throat clenched when Phaedra slowly bent at the waist, bowing respectfully towards me and I knew what was coming.

"What you said shocked me more than I can explain. I am sorry for reacting so angry and scared even though you tried your best to express your feelings to me." I blinked in surprise, not having expected an apology like that.

"Oh, uh... don't worry about that. I know I kind of sprung it on you out of the blue," I said, remembering back to how terrified Phaedra had seemed when I finally got her to understand what I was saying. Phaedra slowly straightened back up, meeting my deep blue, nearly black eyes with her own pale, icy blue eyes and I could see her answer even before she opened her mouth.

"I am also sorry that I cannot return your feelings, Gray." Her blunt but horribly sad voice ripped through my heart and it took a lot of self-control not to stumble back a step as she looked directly at me with a sad determination in her expression. "When I think of you, Gray, I think of someone that I am incredibly proud to call my friend. You truly are a talented and powerful mage, and I have no doubt that you will do amazing things in the future which I want to witness... but I can't be the one to stand by your side."

My shoulders slumped and I let out a sigh, rubbing the back of my head harshly as I tried to get myself together. I had been preparing myself for this, but it was difficult to understand how to react when she was complimenting me at the same time that she was rejecting me.

"May I ask you a question?" Phaedra asked after a moment of silence had gone by. I looked up at her, still unsure of what I was supposed to be feeling at this moment, and also a little surprised that my heart didn't feel like it was shattering. Nodding my permission, Phaedra tilted her head gently, causing her bangs to shift on her forehead.

"Did you see me as a replacement for Ur?" My entire body froze at this unexpected question as anger, confusion, and disbelief rushed through you.

"How... do you know about Ur?" I eventually forced out of my tight throat. Phaedra's expression fell into a look of apologetic sympathy and I was surprised when she reached out and took my hand in one of hers. The smooth leather of her gloves felt strange against my skin, but as her bare thumb gently brushed against the back of my palm I felt myself unexpectedly relax.

"I heard about her and Ultear from your friends. I'm sure it is difficult for you to think about the women who sacrificed so much to help you... but... when you realized that I was in trouble, were you wanting to become the person to protect me because I reminded you of those women that you lost?"

Phaedra's words struck like an arrow deep into my heart and I gripped her hand fiercely as I lowered my head. It was true that I had often compared Phaedra to Ur in the privacy of my own thoughts. I also had noticed that I felt insanely protective and almost desperate to make sure that Phaedra remained safe. But... isn't that how you were supposed to feel about the woman you loved?

"I do feel like I failed Ur and Ultear," I said as my throat constricted painfully from the emotions of that admission. "And I admit that I wanted to protect you... but that doesn't mean my feelings for you weren't real." As I said this I raised my eyes to meet hers and I was shocked to see a gentle kindness radiating from her usually icy eyes. I blinked mutely as Phaedra smiled quietly up at me and squeezed my hand one more time.

"Thank you, Gray," she whispered before stepping closer and wrapping me in a loose hug. She had stepped away before I could even react, though. For the first time as Phaedra smiled up at me with an expression of tender affection, I didn't feel my heart skipping. Instead, I felt amazingly comfortable, and for a second I actually thought I was looking at Ur smiling at me with pride evident in her expression.

"I will always cherish you as a friend. But I truly want you to be happy. And instead of trying to spend your energy protecting someone who doesn't want to be protected..." Phaedra's lips quirked up in a chagrined smile and I was amazed when I felt an echoing grin on my own face. "I think it would be better for you to fall in love with someone who puts your happiness first. Because you deserve someone who loves you."

My mind was pretty blank at this point, but I found myself nodding along with her, as I tried to sort out my jumbled feelings. Phaedra smiled at me quietly before taking a step back and then turning to walk around me. Just as she was about to pass by me though, one of her partially gloved hands rested on my shoulder and I looked over to see her smiling at me with an unusual mischievous expression dancing in her eyes.

"You never know... That person might be closer than you realize." I cocked my head to the side in confusion, but she just smiled up at me quietly before squeezing my shoulder and walking away, leaving me in our small copse of trees.

Once her presence had vanished, all of the energy in my body seemed to drain out of me and I slowly squatted down, bringing my hands up and clasping them behind my neck. I replayed my conversation with Phaedra over and over as I tried to figure out why I had barely said two words. Somehow, it was like Phaedra had reached into my soul and plucked out a sliver that I had never noticed that explained perfectly why I had felt the way that I did. But instead of making me feel like an idiot, she had praised me like... like an older sister, or a mom would have. It had been humiliating but comforting at the same time and I found myself wondering if I knew what love felt like at all anymore.

A rustling sound pulled me from my thoughts and I glanced over my shoulder, not having the energy to move any more than that. A familiar blue dress was peeking out from behind a trunk and surprisingly a tired chuckle escaped my lips as I turned away to look forward once again.

"What is with everyone and eavesdropping?" I asked out loud, thinking back to how Laxus had eavesdropped on my first attempt at a confession to Phaedra. Juvia let out a small whimper from behind the tree trunk but as I continued to remain motionless. After a moment, I heard her slowly begin to move towards me.

"Gray-sama... are you alright?" Her voice was hesitant and held more sadness than even I felt at this moment. Another unexpected chuckle escaped me and I bowed my head, looking down at the ground.

"My head is reeling," I muttered, listening carefully to the crunching sound of Juvia's feet against the ground as she walked over to stand in front of my hunched form. After a second, her knees came into my field of vision as she kneeled down in front of me. Looking up, I saw that her head was bowed and her hands clenched in her lap were trembling.

"Juvia is so sorry," she whispered, her voice sounding like she was trying to hold back her tears. "Juvia tried very hard to convince her rival to choose Gray-sama. Juvia... doesn't want Gray-sama to be sad."

I didn't say anything as I watched Juvia doing her best to not cry. It was strange, but seeing Juvia cry the tears that were just not coming to my own eyes gave me a sense of relief that I couldn't even begin to describe. Without understanding exactly what I was doing, I shifted my weight from the balls of my feet to my knees and reached out, wrapping my arms around Juvia's slender shoulders and leaning my chin on her right shoulder. Juvia's body immediately stopped trembling and I was a little worried that she had stopped breathing until I felt a hesitant hand rest on my shoulder blade.

"Gray-sama?" she whispered in obvious shock.

"It's not your fault, Juvia," I said quietly, feeling all of my tension and anxiety of the past week floating away as I relaxed against Juvia's shoulder. "Phaedra doesn't want a bodyguard, and honestly my feelings were kind of turning me into that without me realizing it."

My mind traveled back to all the experiences I had had with Phaedra and how my heart had always seemed to swell with the desire to protect her when I was near her. Honestly, that feeling of protectiveness hadn't gone away even now. But as I thought of Ur, Ultear, and then Phaedra, I realized that my feelings for all three of these amazing women were almost identical.

"I guess it wasn't the kind of love I thought it was," I sighed, feeling like an idiot for making Phaedra have to go through such an awkward situation before she herself helped me understand my feelings. "I feel pretty stupid right now," I said with a forced chuckle, wondering why I couldn't have figured this out on my own before I bothered Phaedra with it.

A gentle hand began to stroke my head and I blinked, surprised to realize that my eyes were beginning to fill with moisture. Juvia said nothing as she gently stroked my hair and my tears of frustration dripped from my cheeks down onto her dress. Even though I felt sad and completely idiotic, I also was amazed at how good it felt to have Juvia comfort me like this.

"Gray-sama is not stupid," Juvia finally said after my tears had stopped. "Juvia knows that Gray-sama is the most wonderful, smart, and kind man in the whole entire world."

I felt my cheeks begin to heat up as Juvia said that compliment as if it were a globally known fact. Feeling a little strange, I awkwardly let go of Juvia's shoulders, moving back and turning to the side to try and cover my annoying blush.

"That's a little much," I argued awkwardly, clearing my throat to try and stabilize my emotion. Glancing up, I saw that Juvia was giving me the most beautiful and open smile I had ever seen from her and for a second I forgot how to breathe.

"You never know... That person might be closer than you realize." Phaedra's parting words floated once again through my mind and I quickly shook my head, standing up and brushing away the loose blades of grass and dirt from kneeling on the ground so long. I saw Juvia beginning to move as if to follow after me, and cautiously I held out one of my hands. Juvia stared at my hand like it was a treasured lost item she thought she'd never see again before looking up at me with wide eyes. I glanced away, feeling a strange tingling at her obvious excitement but pushed my hand closer to her awkwardly.

"Hurry up or I'll leave you behind," I muttered as I looked around at the trees. Less than a second later Juvia's smooth hands clasped my own and I pulled her up easily. To my surprise, instead of clinging to me, Juvia let go of my hand as soon as she was back on her feet and she smiled up at me shyly.

"Gray-sama will definitely find a woman that will love you back next time!" she said with a happy smile. My stomach flipped at her supportive comment and I turned around, leading us back towards the guild. Glancing surreptitiously over my shoulder, I saw that Juvia had a bounce in her step as she followed after me, and when I turned to look at the path ahead of me I felt a small smile play along my lips.

"Yah... I think I will."