Levy sat miserably against the gigantic Oak tree with her knees to her chest, watching the sun rise over the lake that morning. She had done her best to avoid Gajeel and Juvia the night previous and Death seemed to have gotten the hint and left Spring to her own devices.

Levy had cried until there was no more tears left to cry, she felt like a hollow husk, filled with betrayal, bitterness and chagrin. She felt like a fool for letting herself fall in love with the grizzled man of Death. She was a weakling, a Warlord who couldn't even overcome her fear of another.

This weighed heavily at her mind and heart, Gajeel would never appreciate a person unless they were tough, fearless. Something she had never been, even though he never admitted it, Levy knew Gajeel respected Natsu.

Summer…

Levy groaned as her thoughts drifted back over Natsu and how he had been captured. She let her forehead thump against her kneecaps in defeat. "What am I going to do?" she asked herself helplessly, "No wonder the other Warlords hate me so much. Gray is probably sitting in his throne laughing at how pitiful I am."

She let her head wander back up as the sun's rays peeked over the horizon, setting a scatter of light across the lake. The sun was a rare sight nowadays, forever hidden behind a dreary veil of frost and clouds.

The sun's rays elongated across the lake and towards the tree, the prickling warmth kissing Levy's bare feet. She giggled, wiggling her toes in delight before feeling a small pit in her chest began to expand and bloom.

Much like a blooming flower, Levy felt an unknown power course through her. She lowered her legs and outstretched her arms and saw a green energy pulsing through them. The vines entwining her limbs began to burst in colour, large flowers of every type growing rapidly and dropping all around her in a colourful display.

She scrambled to her feet, just as the earth rumbled beneath her. Large fissures began to appear in the earth and Levy took to the sky in alarm as her enormous tree began to move.

The branches seemed to groan and with wide eyes Levy watched as several large, ghostly tendrils appeared from the tree and extend towards her. Levy looked around the Spring Valley getting ready to screech out for help, she visibly cringed when she felt a tendril brush her hand.

Instead of pain, Levy felt a rush of warmth and the intense feeling that this tree was begging her for help. The magic emanating off the tree tendrils was a foreign magic, but it was most definitely Spring magic. She was sure of it.

Flickering her wings and flying down closer to the twisting trunk of the tree, Levy gathered her courage and called out to it. "What do you want me to do? How can I help you? The tendrils curled back around her, latching onto her arms and legs and Levy felt a warm presence fill her body.

"Pull."

Gritting her teeth, Levy grabbed the tendrils with her own magic and then flew up in the sky. She felt an immense weight below her which almost threw her off balance in surprise, but with determination, Levy hauled the tree with all her might.

Then, there was movement.

Levy continued to pull, beads of sweat forming on her brows and trailing down her face as she exerted her powers through these mysterious tendrils. With one last gasp, the Tree seemed to pull out of its frozen state and began to heave out of the very earth itself.

Levy watched in amazement as streams dirt fell away, the tree twisting and turning until it took a humanoid shape and stood straight. The sun gleamed off the tree, showing just how old and withered the bark was. The leaves fluttered around it, sprouting at the top of its head and falling down in graceful willow-like leaves from its ancient jaw.

The bark creaked ominously and Levy let go of the tendrils as the trees large eyes connected with hers. When they made eye contact, Levy felt secure and at peace. This tree was not going to hurt her.

"Levy, my child" a husky, masculine voice sounded throughout the valley. "The last time I saw you, you were not but a mere baby. You have grown up so beautifully."

Levy gaped like a fish, just staring at the tree in absolute shock. She had absolutely no idea what had just happened, where this tree came from and what he even represented. A tree was talking to her as if it knew her.

"Err hi?" came her eventual, hesitant response.

"Levy!"

From high up in the air, Levy looked down to see Gajeel running over the hill behind the tree, his face mixed with horror and concern. He stopped by the trees large foot and looked up at the spectacle in front of him.

"What the hell?" he exclaimed, "How are you still alive?"

"Nice to see you again Gajeel" the tree chuckled, a deep throaty rasp rumbling through his trunk. "Nice to see you haven't changed, I sincerely hope you kept your promise and took care of Levy these past years."

Gajeel growled, folding his arms across his chest and sticking out his jaw, "Of course I did" he grouched, his cheeks going a shade of pink. "I all but raised her."

"You know each other?" Levy bounced the incredulous question to both the tree and Gajeel, "What is going on here? Someone please explain before I have an aneurysm over here!" she began to descend, landing delicately beside Gajeel and looking up at the tree expectantly.

The tree loomed over the pair, the simple movement seemed to put him in pain. Gajeel shot a look over his shoulder at Levy. "That" he emphasized, "Is the Guardian of Spring. These are your most powerful weapons in your arsenal Shrimpy. The thing is…" his crimson eyes went back up to the tree. "Each Guardian starts anew when a new Warlord is put in power. You were supposed to die."

There was another teetering groan from the tree and Levy realized that is was the trees legs. They were dangerously decayed and each tiny movement, more wood groaned and snapped under the tremendous weight. But as she looked closer, she realized that he was held together by hundreds of tiny, ghostly tendrils much like the ones she had grabbed to pull him out.

"A Guardian of Spring" she whispered incredulously, she looked back up at the towering tree. His large willow-like beard blooming with numerous flowers and swaying with the slight wind.

"Dear Levy" the tree acknowledged her, bending his arm and seemingly to bow his head in respect. "My name is Alon and I am the Guardian of the previous Warlord. Your Father Mistress."

"M-My Dad?" Levy felt a pang of sadness, "You knew my Father?"

Alon nodded sagely, "He was a great man, a Warlord who led with respect. It was such a shame when he grew sick."

"Hang on" Gajeel interrupted, unfurling his arms and pointing a scathing finger to Alon, "Before you go prattling off about her Dad you overgrown weed, please explain how you survived for over fifty years? You were supposed to die with the last Warlord! This isn't supposed to happen."

"I see your attitude hasn't improved Death" Alon rumbled down at him, "Still as abrupt as ever. Let me explain, I'm getting a little slow in my age and decay." A large sigh escaped him as Gajeel simply scoffed at him, "Do you remember the power of the last Warlord Gajeel? You should, since you inherited it."

Death nodded, his studded brow furrowing unimpressed with Alon.

"Exactly" Alon rumbled, "The last Spring had the power of regeneration. A power I was sprouted with. When he died, I managed to keep myself alive with my own magic. Fighting back the decay with the regeneration powers. But…as you can see, my magic is failing me. Which is why I needed your help to help me out of the earth Mistress."

"Why would you keep yourself alive for so long?" Gajeel growled up at him, "Bit pointless isn't it? You're pretty much falling apart standing here."

"Can you stop?" Levy scolded, "Alon is probably the last being that can tell me what I am. No one else wants to help me and there isn't much you can do to help me with my powers." Gajeel sent her a fierce gaze and Levy met him back evenly, she wasn't going to let him intimidate her.

"I fear you're right Gajeel" Alon agreed, "But I pushed myself to stay alive all these years because it was unfair on Mistress Levy. To grow up not knowing what she is capable of. I think I might have made the right choice regarding this. It has been Winter for a great amount of time now."

Levy's cheeks reddened in humiliation but instead of chastising her, Alon reassured her. "Do not worry Mistress, the Fullbuster boy was a stubborn one. There was a darkness in his heart and it is a shame that he has taken it out on the land."

Alon lowered his arm and outstretched his large wooden hand, encouraging Levy to jump on. Spring obliged, despite Gajeel's protests. The large Guardian turned on his heels and with large rumbling steps, began to walk with Levy across the Valley, leaving a rather irate Gajeel behind.

"Sorry about Gajeel" Levy said apathetically as Alon strode over the sweeping hills, "We've had a rough couple of days. He's a bit on edge." She sat down on Alon's hand as the Guardian rumbled beneath her, "Actually, it's been a rough fifty years."

"Care to tell me Mistress?" the Guardian asked, "I sense a deep shadow on your heart. It is bothering you greatly."

Levy sighed, "Daddy died so suddenly and then Gray decided he wasn't going to stop Winter. He gave me the most awful smile, called me a little girl that didn't deserve the Mantle. And…" Levy let her hands cover her face, "I wasn't brave enough to stand up to him, I didn't know what to do and…Gray got stronger by the day. Now everyone hates me because I am weak."

"Well he's wrong" Alon told her firmly, his ancient, wooden brows turning down in a heavy frown. "You are strong in your own way Mistress, all you have to do is believe in yourself and the people you ally yourself with."

"That's the thing" Levy grumbled, "There's no one here to help me. Gray has blackmailed Erza, captured both Jellal and Natsu and Lucy has taken off to save Natsu and has no intention of coming back to help me."

"Aether and Summer…" Alon seemed to let his thoughts wander, "An interesting pair those two. A fascinating story of polar opposites coming together and falling in love."

"Oh yeah?" Levy quirked an eyebrow in curiosity, "Are you telling me that you know the story behind those two? It had gotten me quite curious when I did find out that Lucy and Natsu were in love."

Alon chuckled but he easily evaded her question, turning it around with his own question. "Never mind Aether and Summer" he rumbled, "I'm more interested in what is between my young Mistress and Death?"

As the words sunk in, Levy found her cheeks warming at an alarming rate. She slapped her hands over he cheeks with a small gasp and tried to hide her face, but it was in vain. "There is nothing" she stammered.

"Your reaction tells me otherwise" Alon told her gently, "I'm an old soul Mistress and I know love when I see it. I can clearly see that Gajeel cares for you deeply, over my years I have never met such a somber man. One who liked his privacy and one who prided himself on being able to disconnect himself from the living."

Levy lowered her hands and gazed back up to Alon, tears burning the back of her eyes. She dared not to cry, but she wanted the Guardian of Spring to continue and tell her more about Gajeel.

"Put it simple, Gajeel wouldn't have stayed if he didn't care for you Levy. The concern he displayed earlier is proof of that. The old Gajeel wouldn't have cared what would have happened to you."

Levy dared not renew her hopes, but the Guardian's words gave her heart comfort. But before she could even ask any more questions regarding Death or even the other Warlords, Alon suddenly stopped in place and began to lower her down to the grass.

Levy hopped off his gigantic hands and looked around the vast valley beyond them and gave the tree a questioning glace. As he pulled his hand away, Alon gestured to a tiny sprout sticking from the mass of emerald grass.

"Your own Guardian Sprout" he explained, "He is frozen in time because of me. But he is a representation of your power Mistress. This is your Court, now tell me. Can you see your Fey?"

Levy looked at the empty clearing in front of her and began to feel her cheeks burn in humiliation. Was she really that pathetic as a Warlord that she couldn't even see her own Seasonal Court?

Sensing her distress. Alon assured her once again. "Do not worry yourself Mistress" he soothed her. "It simply means that you have not fully connected with your powers with Spring. I will help you. Now" he held out his hand, "sit down and focus."

"How dare you put me down to sleep. There is a War out there Loke! How long was I out for?"

Leo pinched the bridge of his nose in exasperation as Aether stomped into the vast, golden hall of the Zodiac Court. Her eyes were bright with annoyance, her hair in disarray across her face as she made her way towards him.

"You barely been asleep for half an hour Lucy. You need your rest. You can't keep running off trying to save the world." He told her, lowering his hand and glaring at her from behind his glasses.

Lucy blew away a wisp of golden hair, "That's too long" she huffed, "And I am not trying to save the World, I want to save Natsu…and kick Gray's ass for what he has done to us" she tacked onto the end of her sentence.

"I'm begging you" Loke sighed at her, "Go back to bed and sleep. Just give it a day and you'll have regenerated most of your power back. I want you here with me, to be safe away from that mess of a world."

Lucy eyes narrowed at the Zodiac Leader, "You know I can't give it a day" she told him sharply, "That is three months Loke, we do not have that kind of time. That is just inviting Gray to waltz in and kill Natsu, Happy, Wendy and countless others!"

She sighed, her face truly showing how exhausted she was. "We have spoken about this Loke" she rubbed her eyes wearily, "There will be no us. There never will be. You have to stop this whole rivalry, I love Natsu and that's how it will stay."

Loke's green eyes narrowed behind his shades, "I still believe he doesn't deserve you Lucy. But please, as your friend. I'm concerned about your health, if you go out there and get yourself killed, I will never forgive myself."

"Well" Lucy smiled at him, "It's lucky that I have friends that I can rely on to help me in my time of need." She took several steps forwards and rested her hand on Loke's shoulder.
"Now, I need to go back to the Valley of Spring. Levy needs our help, let's get this Winter over and done with."