A/N: Hey guys! Yes, yes, I know I should keep starting new stories all the time, but I couldn't help myself with this, being a giant GaLe fan. :) Anyway, this is probably going to be a three-shot, and if you are not fond of sex and such, then you probably shouldn't read this, since there will be some in the upcoming chapters. If you have no problem with it, then I hope you enjoy :) Please R&R!

-kaloobia

Unexpected Sleepover

"Aw, c'mon, Levy-chan! Come over tonight! Pleeeeaaaase?" Lucy whined as her best friend gathered her stuff (books and such).

"I'm sorry Lu-chan, I'd really love to, but I have a lot of work," Levy replied apoligetically. And it was true. For the past week or so, Lucy had been trying to convince her to stay at her house for a sleepover. However, since Levy had signed up for a mission that required a lot of studying, she had been forced to decline every time. "I have a lot to do, and it wouldn't be fun for you if all I did was study while you just sat there, waiting for me to finish," was her excuse every time. She really didn't want to bore her friend when she went to the trouble of inviting her over, so she had promised that , as soon as she finished with her mission, she would come over to her place for a few nights.

But that didn't stop the Celestial Spirit mage from trying to convince her to come every time she saw her. It was Friday, the perfect 'girls night in' night, and Lucy was determined to get Levy to come over.

"Come on! There'll be cake and soda and pictures of Gajeel!" Levy snapped her head as she heard this, her face as red as Erza's hair.

"Don't just make things up! Why would you, of all people, have pictures of Gajeel?! And why would I care?!" she exclaimed, trying to cover up for her embarrassement. In reality, she really wanted to see pictures of Gajeel, as he had been gone for a whole week on a mission with Panther Lily. She missed his pierced face (as odd as that might sound), his muscular build, his awkward laugh, even the way he would call her 'Shrimp'. So a photo really wouldn't be that bad, especially if it was one of him shirtless- No! Don't go there! You can think about that when you get home! Levy shook her head trying to get rid of the growing blush on her cheeks: thankfully, Lucy failed to notice this. The blond mage tried again:

"Can't you just finish your work after we have the sleepover? You're a really quick worker, I'm sure you could manage it!"

"Sorry, Lu-chan, but the rent for Fairy Hills is my first priority," Levy apologized as she gathered the last of her books. Lucy pouted, but gave up.

"Fine. But please call me as soon as you're done!" she ordered pleadingly. Levy nodded and smiled as her best friend skipped off. But her mood went back to being upset as she gazed over the three large bags of books on the floor that she had just gathered. Jet and Droy had already left the guild two hours ago, so she couldn't ask them for help. She sighed heavily, grabbing all three of the bags. I can do this! Just a few miles 'till Fairy Hills! was her motivation as she started to drag the books out of the guild and toward her dorm, in the building that was far, far away from her current location.

. . . . . . . . . .

Levy heaved and panted as she dropped her small body onto a nearby bench. It had been an hour since she left the guild, and she wasn't even sure that she'd traveled a quarter of the way. It would take her all night to get to Fairy Hills! How did she usually get to her dorm so fast again?

...Right, Jet usually carried her there... She sighed deeply as she tried to catch her breath. She was exhausted! It sucked that she had such a small body: she could barely do anything herself, always having to rely on someone else. If she could at least be cute or pretty like Lucy, then she wouldn't care as much. But nooooo! God just had to give her a weak, miniscule body like the one she had. She would never get Gajeel's attention this way!

Her thoughts traveled back to the dragon slayer: he was the complete opposite of her, tall, strong, confident... She had admited to herself long ago that she had feelings for the man, and had even tried dropping hints around him. But the jerk was absurdly dense, just making it clear that he thought she was weird and weak. Why she fell for him, Levy had no idea. But she couldn't help it: she loved the way he smelled, acted, how he would risk his life for his comerades, how he acted all tsundere but just had trouble showing the way he really felt, everything. Others would think that she would still have trouble trusting him, especially after what he did to Team Shadow Gear when he was still in Phantom Lord. But she had long since forgiven him, for he had saved her life plenty of times as repayment. Even though it was obvious to her that he barely even thought of her as a friend, she still chased after him, even though it was around a figure 8. But she didn't care: as long as hadn't rejected her, there was always that slight, tiny chance, right?

Levy sighed once again: who was she kidding? There was no way he liked her back; she was pretty much just like Juvia in this situation.

She suddenly heard a low growling sound, sending a shiver down her spine. She quickly stood up, ready to sprint away, bu then remembered the three bags she had with her. Maybe she should just leave them there? But it was crucial research material, she couldn't just abandon it after all the trouble she had gone through! She heard the sound again, but this time louder, closer. Levy was extremely frightened now, not knowing who or what the sound was coming from or how she was going to defend both herself and the books. Oh God, I'm screwed, Levy thought as she heard the creature step up behind her, not daring to turn her head in fear of what she might see.

Boy, wasn't she surprised to when she heard a familiar voice comment:

"What the hell, Shrimp, are you gonna face me or not?"

"Idiot, be a bit nicer," another voice piped up. A wave of relief washed over the small solid script mage as she realized who these voices belonged to. She turned to face both Gajeel and Panther Lily with a grin on her face, as well as a small blush of embarassement for thinking that they were monsters.

"Hey, you two! Finally got back from your mission?" she asked in attempt to start a conversation.

"Gihi, that's right, Bookworm," Gajeel answered gleefully, "Got rid of a dark guild all by ourselves! But those guys were wimps, so it wasn't really that difficult." His exceed rolled his eyes.

"Gee, why don't you be even more modest, Gajeel?"

"Shut up, cat." Levy giggled, enjoying the familiar company. That's when the difficult question came out of Gajeel's mouth:

"So, Shrimp, what are you doing out so late? Shouldn't you be at home already?"

"Huh? Oh, uh, y-yeah, just, um, taking a little walk, to, uh, freshen up... " Levy laughed nervously as she tried to cover up the three bags with her small body.

Like that was going to work. Gajeel immediately spotted the books, and didn't even bother asking if they were heavy: he knew that they were the cause of her problem. Turning to Panther Lily, he asked:

"Oi, Lily, we have a large couch at our place, right?" Lily, catching on, grinned as he answered:

"That's right, it's large enough for someone to sleep in, isn't it?" Gajeel nodded as his smirk turned into an evil grin as well. Levy, starting to realize where this was going, started to panic.

"Hey, h-hold on! Y-You aren't going to-?" Without warning, Gajeel swung all three bags over his shoulder (with surprising ease, Levy noticed) and started to walk without any particular hurry, Panther Lily trailing close behind.

"You're staying over at our place tonight, Bookworm," Gajeel replied without turning around, answering her unspoken question. Levy was able to catch up to them, though just barely, and waving her arms around frantically, exclaimed:

"H-Hold on! You can't just decide something like that on your own! Besides, I have lots of studying to do, and-!"

"You can study at our place: we'll be quiet, so don't fucking worry about it, got that, Shrimp?" Gajeel responded indifferently. Levy finally gave up after getting a reassuring glance from the exceed, and huffed as she followed them with no more complaining.

But after a while, she didn't mind it so much. She had a very nice view: Gajeel's muscular back. He wasn't wearing his cape (probably lost it during his mission), and everyone had to use at least a little bit of energy to lift three whole bags full of books: the way the muscles in his back and arms were flexing made Levy's heart flutter. Panther Lily smirked as he caught that dreamy look in her eyes and, sprouting wings and flying over, he got close to her ear and whispered:

"Like what you see?" Levy's face flushed deep red as she reaslised what Lily was talking about, and she frantically shook her head 'no', though she knew that it was no use. Damn, that cat knows everything!

"Hey, you two, are ya comin' or not?" Gajeel, his face scrunched up in confusion, called out a bit further ahead, realising that they had both slowed bown quite a bit.

"Coming, you big oaf!" Lily called back, flying back over and receiving a menacing glare from his partner. Ignoring the look (much to Gajeel's annoyance), he glanced at Levy and exclaimed:

"You too, Levy, hurry up! It's not that much further!" Levy, having recovered from the embarassment, nodded, and ran to catch up. This was going to be a long night.

And probably lustful, too.