This fic was inspired by A Night To Remember by WishMaker7. Pretty much I just love the idea of Shulk as a faced mechon so I had to write a fic for it :D

Also this is an AU where there is no Monado and Shulk is killed by Metal Face instead of Fiora.

Shulk died on the day Reyn was going to confess.

It was true that old Square-tache had sent him as punishment to collect the ether cylinders, but Reyn didn't really need Shulk's help. It was Fiora's idea for the two boys to go together. She'd been bugging Reyn for weeks to stop being lazy and tell Shulk that Reyn fancied him.

Reyn had been much too nervous before that point. Sure, they had obviously become closer. Reyn sat too snugly next to Shulk at the dinner table and stared at him too longingly for the other not to notice.

But even while Shulk returned his looks with a meaningful smile and leaned his head on Reyn's shoulder on the bench at Outlook Park, there was still a turning point that made confessing very difficult. Even if Shulk did return his feelings, actually voicing it made everything permanent. They could never just be friends.

"But isn't that what you want?" Fiora asked when Reyn went to seek her advice.

Of course it's what he wanted. He wanted more than anything to pull Shulk's body close and kiss those lips while running his hands though those blonde locks of hair. He wanted to stare into Shulk's sky-blue eyes without having to look away before things got awkward. He wanted to pull Shulk into his lap and squeeze and cuddle him until Shulk laughed.

But it was still scary.

In spite of his fear, however, he decided that day would be the day he confessed and made things permanent between him and Shulk.

He remembered how giddy he felt when Shulk hastily agreed to go with him to Tephra Cave and how close they walked together, often stealing glances at each other against the setting sun. The orange light of the sky glowed like a halo around Shulk's hair and his blue eyes were shining like water crystals.

Reyn had been irritated to see Fiora at the entrance of the cave after she was the one who instigated the private meet up between her two friends.

"I'm going along as well." She had chimed merrily. "Just to make sure Reyn doesn't mess things up."

She winked and Reyn grumbled as the three of them traversed the depths of the caves and the ancient ship, killing monsters along the way.

When they finally reached the cylinder hanger, Reyn remembered removing the cylinders as slowly as possible just so he could get his wits about him.

Eventually Fiora, growing impatient, took over cylinder duty and eagerly pushed Reyn towards the cliff where Shulk was inspecting the view.

Reyn remembered walking towards Shulk slowly and admiring the way he had his chin locked between his thumb and forefinger as he gazed down at Colony 9. It was a pose he always adopted when he was thinking and sometimes his foot would start tapping away at restless ideas.

Shulk turned and beamed up at Reyn as the latter shoved his hands in his pockets and teetered over to his friend's side. Something about the look in Shulk's eyes told Reyn that the blonde already knew why he was acting so nervous.

"Reyn." Shulk chuckled as he moved closer.

"Uh…hey." Reyn scratched the back of his head and avoided eye contact. He wondered how silly he looked and just how red his cheeks were.

"I haven't seen you this flustered since you broke Dunban's table and he chased you through the Commercial District."

"Oi! That wasn't my fault. I was trying to fix the light!"

Shulk laughed into the sleeve of his sweater and Reyn huffed but couldn't keep a smile from forming. If Shulk was trying to calm him down, then it was working.

"Anyway, I should just leave all the fixing to you."

"And I'll leave all the quarreling to you." Shulk replied as he flexed one of his arms.

Reyn grinned, finally meeting Shulk's eyes. "We make quite the team then."

Shulk's gaze softened and his expression changed, something between sympathy and affection.

"Reyn…is there something you want to talk to me about?"

The question was spoken quietly but it left a heavy atmosphere and Reyn went stiff.

"Ah…y-you've probably figured it out already…w-with how clever you are n' all…" Reyn stuttered.

Shulk turned and faced him fully, moving in a way that was gentle. He focused all his attention on Reyn and the redhead felt his heart beating frantically.

"I'd rather hear you say it…just to be sure."

Reyn remembered how beautiful Shulk looked in the faint light of the moon and with a face that was filled with emotion. He remembered how the boy brought his arms together and bowed his head slightly in shyness, but the blue eyes continued staring up into his own.

Then the siren went off.

Reyn remembered how the moment shattered as they looking up in surprise to see an army of mechon swarming the sky.

Then his memories mashed together in a blur. They leaped into the lake, high-tailed it back to Colony 9 and looked for Dunban. Mechon filled the colony and began eating their friends and fellow Homs. He remembered being separated from Fiora at some point but then they found Dunban and began mashing mechon to pieces.

Dunban was a veteran who fought at the battle of Sword Valley and his experience against fighting machines was amazing, not to mention he was unstoppable with a katana, or any sword for that matter. The war had destroyed his right arm, but it was hardly a hindrance to his fighting skills.

He remembered staying close to Shulk as the machines lunged at the boy, seeing him as an easier target. Shulk spent more time in the lab then he did fighting but he was surprisingly effective with his scrap sword. His will made him a valiant opponent and he would never give up as long as his friends were fighting alongside him.

Reyn was supposed to protect Shulk that day, just like he did every other day.

He was Shulk's shield.

But he remembered the fear he felt when that massive mechon descended in front of them. It had a design they had never seen before, not even Dunban. It wasn't like the other mechon.

That mechon had a face.

It had piercing red eyes and a head full of spikes.

Reyn remembered feeling helpless as their weapons bounced off the machine's metal body, not even leaving a dent no matter how hard he bashed at it. He remembered Shulk looking at him with fearful eyes, growing more and more desperate. He remembered Dunban telling them both to run while their elder acted as a distraction, but the two boys disobeyed and continued fighting by his side.

He remembered hearing a shout as Fiora appeared in the Mobile Artillery and yelled at them to get back.

He remembered the sound of metal clashing against metal and the bright red spark of missiles shooting against the faced mechon's armor. The ground then shook from the force of the Mobile Artillery being slammed against the ground.

He remembered throwing his driver as the machine's face to get its attention away from Fiora. He yelled nasty things at it until the mechon was hovering over him and reeling its arm back, ready to strike.

Then he remembered Shulk pushing him out of the way.

Blood…he remembered seeing blood as Shulk dropped his sword and went limp against the giant claws piercing his body.

Reyn remembered screaming Shulk's name…reaching for him…but it made no difference.

The army of machines began retreating and the faced mechon took to the sky with Shulk's body still mounted on its claws like a trophy.

He remembered the day that Shulk was the one to act as a shield.

And that was the day Shulk died.

Reyn took a deep breath as a gentle breeze blew through Outlook Park. He sat in Shulk's favorite spot on the bench and tried to relax as the terrible memories flooded his mind.

A year had passed and Reyn still though about Shulk every day.

To his credit, he was doing a lot better than before. After Shulk's death Reyn was a wreck. He refused to leave the weapons development lab because it was still full of remnants of Shulk. Papers scattered across the desk with the blonde's handwriting…trinkets and pieces of scrap that the boy had been working on…Reyn cherished all of these objects, as he was unable to do anything else. The thought of living without Shulk had left him heartbroken and devastated and he spent each day curled up by Shulk's old desk, teary-eyed and shaking.

Fiora and Dunban both handled the loss with more dignity, even though they still needed time to grieve. Fiora brought Reyn food and fresh clothing during the weeks he spent isolated in the lab. She failed to convince him to leave, but she did provide some comfort when she sat down beside him and rested a slender arm across his shoulders. She would say nothing and allow Reyn to grieve in silence.

It was especially hard since they were left without a body to return to the Bionis. It was like Shulk had just been plucked out of their world and Reyn often woke up in the middle of the night in a state of limbo, wondering if it was all a dream. But Shulk never returned to him and Reyn was left without closure…without relief.

It was Sharla who finally convinced Reyn to move on.

Colony 6 had been attacked the same day as Colony 9 and Sharla had also suffered the loss of a loved one. Gadolt, her fiancé, had been killed while fighting, just like Shulk.

When she came to visit the colony and walked into the lab a month after the attack, Reyn marveled as how composed she was. Sharla was truly much stronger than he could ever be.

"How do you do it?" Reyn had asked her in a hoarse voice when the woman took a seat next to him on the floor.

"Well…it never gets any easier." She replied while looking distantly into the far wall.

"But I have to protect Juju and the mechon could attack again any day now. I won't lose anyone else to those machines! I have to be ready to fight…we have to be ready, Reyn."

Sharla looked into his eyes and he could see the fire blazing within them.

"Take all the pain you feel and turn it into rage. Use your spirit to fight back and defend our home. It's what Shulk and Gadolt would have wanted."

Reyn swallowed and grit his teeth. His hands balled into fist as he felt the anger rise within him.

"They're gonna pay for what they did…I won't stop until I've smashed every one of those damn mechon!"

He slammed his fist into the wall behind him and was hit with a sudden rush of satisfaction. It was the first time he'd felt anything other than grief and misery since Shulk was taken from him.

Sharla smiled. "We're counting on you…but you won't get very far in here." She gestured to the messy lab and Reyn sighed.

It was time for him to move on. For Shulk he would move on. He would stand and fight.

Reyn stood in front of Shulk's desk and gazed down at the circular-patterned necklace the boy had forgotten to wear on the day he was killed. Now, it was the only thing Reyn had to remember his lost love.

Reyn shoved the necklace in his pocket and walked out of the lab for good.

Moving on was no easy task. Reyn spend the next few months training. He put all of his time and energy into becoming stronger. He wasn't himself for the first half of the year. He rarely talked to anyone and he even closed himself off to Dunban and Fiora.

However, eventually he started to make jokes. He started to laze about in his favorite spots like he used to and roughhouse with the other trainees. He started to play with Paola and the other children and help colony members with heavy lifting and random chores.

He ate dinner with Dunban and Fiora and the three of them reminisced about times when Shulk was still alive.

Anyone would say that Reyn was back to his old self but there were still days when he missed Shulk desperately and needed to step away and be alone.

A day like today where Reyn sat on the bench at Outlook Park and his heart ached with longing. He couldn't believe they've spent a whole year without Shulk in the colony. People no longer walked to the Weapons Lab with a broken object before remembering that Shulk wouldn't be there to fix it. Narine no longer cried whenever Shulk was mentioned in public and Fiora remembered to make three sets of plates instead of four.

Colony 9 has moved on and Reyn would have to do the same.

"For Shulk." Reyn whispered as he fiddled with the necklace in his pocket.

"It's one of those days, huh?"

Reyn jumped as Fiora walked up the stone steps, spinning her knives between her fingers. He grinned at her when she took a seat next to him on the bench. "I don't know what you mean." He replied cheekily.

Fiora made a snarky expression and stretched. "Yeah, right. I know what you're thinking when you've got that look on your face."

"You mean this one?" Reyn crossed his eyes and stuck out his tongue.

Fiora giggled and smacked him in the arm. "Oh you're hopeless! I was trying to be considerate, ugh." She crossed her arms and relaxed in her seat.

"The breeze feels so good." She said softly.

"…huh?" Reyn stared stupidly at her and she laughed and shook her head.

"I keep forgetting you're not Shulk." She replied and Reyn chuckled.

It took a while but now Reyn could actually keep a smile on his face when he heard Shulk's name.

"Sometimes…I still can't believe he's gone." Reyn whispered as he scratched at the back of his head, trying to hide his tenderness.

Emotional conversations were not something he was good at.

"That's because you loved him." Fiora replied. Her voice was filled with sympathy.

Reyn looked away, unable to meet her eyes. "Yeah…I-I still do." He sighed and ran a hand down his face.

"But I-" Reyn began speaking but the words died on his lips as something in the sky caught his attention.

He leaned forward and squinted his eyes. There was a shape…something was moving quickly against the clouds above the colony.

"What is it?" Fiora asked as she followed his gaze.

The shape halted in the air and slowly began descending towards their home. Realization washed over Reyn like cold water and he was suddenly on his feet.

"That's a mechon!" Fiora yelled and Reyn's hands were balled into fists. His shoulder began shaking as rage washed over him. Pure hatred is what drove him as he snatched up the guarder resting against the bench and bolted down the stone stairs.

He heard the sound of Fiora's footsteps behind him just as a siren filled the air, slightly belated, as the mechon was now low enough to where the anti-air batteries would not be able to shoot it.

Reyn ran as fast as his legs could take him. He gritted his teeth, practically growling at the lone intruder. He'd been preparing for this day. He'd been training hard so he could destroy every single mechon and avenge Shulk.

These stinkin' machines are gonna regret ever steeping foot into our colony!

Fiora caught up to him and stayed by his side. He spared her a glance and saw that she was also glaring at the mechon and had her knives raised, ready for battle.

"I'll slice that thing in two!" She yelled angrily.

Reyn was glad they shared the same fighting spirit and they bolted into Residential District. People were just now noticing the threat and screams and scampering could be heard all around.

Reyn didn't stop to think about how strange it was that there was only one mechon instead of a whole fleet, all he could think about was destroying it and satisfying his burning rage.

He spotted the mechon again just as it was landing on the bridge between the Central Plaza and the Residential District. It looked different than the others. Instead of dark metal this one was silver and light blue. Unlike the bulkier designs of most mechon, this one was more slender, and Homs-like with long legs and arms. It's right arm appeared to be some kind of weapon and it's left had a metal hand with fingers.

However, the main thing that caught Reyn's attention was that it had a face. Just like the one that killed Shulk.

Reyn let out a rage-filled battle cry as he and Fiora ran onto the bridge and barreled towards their target.

The mechon stayed still and seemed to look down at them. It's silver face and round blue eyes watched the two Homs in silence.

"Sword Drive!" Reyn opened with his strongest art. He drove his weapon into the machine's left leg, hoping to knock it over so they could start bashing at it. However, his guarder flew backwards on impact and didn't even dent it.

Fiora leapt over him and struck the mechon's middle with Butterfly Step, slicing at it four times, but much like Reyn's attack, Fiora's bounced off the target without leaving a scratch.

"I'll kill you!" Reyn growled as he dashed at the enemy using Hammer Beat, but this time the mechon moved it's slender legs backwards with shocking speed and Reyn's weapon smashed into the concrete instead.

Still, the faced mechon didn't attack. It simply stared at the two Homs as they charged at it again, undeterred by their ineffective arts.

Suddenly Reyn's guarder met steel and he looked down in surprise to see Dunban blocking his attack with a katana.

Fiora paused in confusion and Reyn yelled at his elder. "Dunban, out of my way!"

"Stop this, you two! Save your strength for when it's actually fighting us!" Dunban ordered.

"We'll kill it now before it get's the chance!" Fiora argued as she raised her knives in defiance.

"No, something isn't right." Dunban looked and started at the motionless machine towering over them. "Why did this mechon come alone? Why isn't it attacking?"

Reyn angrily Shoved Dunban back and pointed his guarder at the mechon's head.

"Who cares? Last time we fought one with a face, it killed Shulk! You want something like that to happen again?" Reyn glared at Dunban but the older was still staring suspiciously up at the mechon, relaxed and resting his sword on his good shoulder.

"They would never send a mechon this big to spy on us. And if they were planning an attack why would they send this one to give us warning? It doesn't make any sense…not to mention this one looks different than the others."

Reyn and Fiora settled down a bit as Dunban spoke, becoming equally confused.

"Is…is this one broken?" Fiora asked as she watched the faced mechon slowly look around the colony.

"It's just as strong ain't it? Our arts won't even make a dent." Reyn said. His rage was slowly simmering.

"I don't know…but maybe we should-" Dunban was interrupted as Vangarre's yell broke through the air.

The three of them and the mechon turned to see the colonel leading a large group of soldiers wielding ether rifles.

"Alright! Shoot that thing to the ground!" Vangarre ordered and the soldiers raised their weapons, aiming at the blue mechon.

Reyn and Fiora immediately dove out of the way but Dunban ran in front of the mechon and held his sword in the air. "Wait!"

However, the rifles were already shooting and the sound of gunfire echoed through the colony. Dunban instinctively lowered his sword to block the bullets but before the ammo could even reach him, the mechon's thicker weapon-clad arm moved down and shielded Dunban's body from the onslaught.

"What?" Dunban looked up at the mechon in surprise. The bullets were bouncing off its silver frame but the machine didn't move until the firing ceased.

"You idiots! Focus your fire! Aim at its head!" Vangarre yelled angrily.

While the soldiers paused to adjust their aim the faced mechon stepped away from Dunban and leaped into the air in one graceful movement. Then, it flew to the top of the Central Plaza's tower.

Vangarre pulled out a communicator and began screaming at the soldiers in control of the anti-air batteries. "Fire! Shoot it down before it gets away!"

The giant cannons came to life and lowered, lining up with the tip of the tower where the blue mechon was perched. All three of the batteries fired at the same time but the mechon leapt upwards just before the blasts hit, causing each one to fire off into the walls of the canyon instead.

Reyn and Fiora ran over to Dunban as they looked up, watching the display.

"Did that thing…did that thing mean to protect me?" Dunban questioned softly and the others watched it in confusion.

"But it's a mechon." Reyn and Fiora both said at the same time.

It didn't make any sense.

The anti-air batteries continued firing at the mechon but like before, it dodged all the attacks with ease, moving out of the way before the cannons fired. It's like the machine knew where they were going to shoot before they could even aim.

"You worthless maggots! You call yourself soldiers when you can't even hit one target?" Vangarre yelled into the communicator and Reyn winced, all too familiar with the colonel's harsh tone. "Hold your fire before you blow up the whole colony!"

Then Vangarre was barking out orders to the other soldiers. "Evacuate all the women and children to the shelters! Gather every man who can fight before we have a whole fleet on top of us!"

Reyn and Fiora stayed with Dunban as they helped with the evacuation. They ran through the districts making sure each home was empty all while keeping a watchful eye on the blue mechon still perched on top of the tower.

"That thing…is it really a machine?" Reyn stared at how the mechon was sitting. It was posed in a way that looked very much like a Homs, with it's mechanic elbows resting on it's knees as it's glowing blue eyes stared into the sky. It had a different air about it than the metal face that killed Shulk. This one had round features and slim limbs in contrast to metal face's spiked armor and bulky shape. It just seemed…so calm and less menacing than any mechon Reyn had ever seen before.

"Fiora, you should go with them." Dunban said as they guided a mother and her children into the shelter.

Fiora glared at her brother. "Not a chance! I'm not leaving you and Reyn to fight the mechon alone!"

Reyn chuckled and patted his elder on the back. "Good luck convincin' her. She's more headstrong than you are."

Dunban sighed but it was joined with a prideful smile. "Alright, we'll fight together then. Stay close and we'll taken them on as a team."

"Yes sir! Let's smash some metal!" Reyn drove a fist into his palm.

The three of them joined the soldiers in the military district as the colonel began organizing a defense strategy. He set up three groups in each district and lines of men to guard each entrance with several Mobile Artillery Vehicles in the front.

Fiora, Reyn and Dunban placed themselves in the Central Plaza since that's where the blue-faced mechon was waiting for backup.

They were fully prepared, almost over-prepared as an hour passed without any action. Many of the soldiers were starting to grow bored but each time someone began lazing about, Vangarre would storm over and beat them on the head.

Reyn watched the blue mechon the entire time, still confused by the machine's behavior. It remained motionless on its perch in a casual manner.

At one point the mechon brought its hand up towards its face in a thoughtful gesture, a pose that was very familiar. Reyn's brow furrowed and he felt an ache in his chest.

What is this?

Finally, the siren went off again and everyone looked up to see two huge ships carrying hundreds of mechon.

"It's just like a year ago." Dunban stated as he slowly got into a fighting stance.

The mechon units began dropping at random. Most of them were falling towards the center of Colony 9 in the same spot as the blue face.

The faced mechon stood up straight and leaped off the tower, quickly landing on the bridge before the other mechon could reach it.

It's weapon arm split into two pieces and a glowing blue light shot out of it like a sword made of ether. The mechon's legs bent in a fighting stance similar to Dunban's and Reyn braced himself.

"Get ready." He stated as he positioned himself between Dunban and Fiora.

Three smaller mechon fell onto the bridge, shaking the concrete from the impact. The blue face drew close to them, however, instead of turning and fighting alongside it's own kind, the faced mechon reared back its sword and sliced all three machines in half with a spark of light.

"W-what?" Reyn went stiff with shock.

More mechon were still falling and the blue face flew upwards and began slicing through them before they could reach the ground. Explosions filled the sky and pieces of broken machine fell onto the bridge like rain.

"Is that thing on our side?" Fiora asked in surprise.

"Don't think about it now. Let's move, you two!" Dunban stated as he charged across the bridge.

Reyn and Fiora were hot on his heels. They charged towards the residential entrance where large groups of mechon were attempting to break through the defensive line.

Vangarre was front and center, using one hand to fire his ether rifle while the other one shoved his men into action.

"Don't you dare let these metal heads in, you hear me? If anyone stops fighting for one second I'll throw you off the Bionis!"

The soldiers struggle to hold back the swarm of mechon all while more mechon fell from on top of them.

Reyn focused his energy on the ones already in the district and began smashing them out of the way with his guarder. Dunban was watching his back, slicing at the larger ones and constantly talking to Reyn and Fiora. "Watch your back! That's it! Go for the big ones first!"

Fiora was dodging attacks and blowing back enemies with Butterfly Step while Reyn used War Swing over and over.

But just as Reyn was starting get cocky he felt something grab his guarder and lift him off his feet.

"Reyn!" Dunban yelled his name and he and Fiora struggled to reach their comrade.

Reyn looked up to see a tall, dark mechon holding him in the air.

"Let go of me, ya big tin can!" Reyn growled and kicked his legs wildly, trying to free himself.

Before the mechon could even think about hurting the Homs boy, a blue blade sliced its arm off and Reyn began falling.

The blue-faced mechon grabbed Reyn by the waist before he hit the ground and gently set him next to Dunban and Fiora. Then, it turned back towards the enemy, twirled in place and swung its sword downwards, finishing the mechon off and blowing back several others.

Reyn was speechless and couldn't reply when Fiora asked if he was okay.

Did that thing just use…Shaker Edge?

The blue faced mechon approached the mob of machines and Vangarre was shoving his soldiers out of the way.

"Stop firing at the blue one! I repeat, stop firing at the blue one!" The colonel screeched at his men frantically.

The blue face stepped over the Homs men, careful not the crush anybody, then it stuck its sword arm out and the blue blade grew even longer.

"Get back!" The colonel yelled just as the faced mechon charged and swung its blade in a sweeping motion. The swarm exploded as the blade destroyed every machine within, creating a huge smoke cloud that washed over the district.

When the smoke cleared, the blue face could be seen stabbing at the remaining enemies and scanning the area for any it missed.

As Reyn looked around he could see that Colony 9 was littered with broken mechon parts. The air went still and the soldiers slowly picked themselves up.

"That mechon just won the battle for us." Dunban said, incredulous as he sheathed his katana.

Reyn stared at Blue Face. His heart was still beating frantically even since it used an art the belonged to his dead friend.

"What are you?"

Thanks for reading! If anyone wants to take this idea further or write a similar fic, feel free!