Slight spoiler to Levis' side story ahead...

"Don't. Don't start regretting. The second you start it will swallow you up and eventually it will cloud your judgement."

Erwins' words replayed over and over again in Levis' head as the rain pounded against his back, the mission, same as before yet with Levi on their side they made a bit more progress and the remaining Scouts began to return to the saftey of the walls. Levi shook, he wanted to trick his mind into thinking that his shivering was brought on from the cold but he knew the truth. His gray eyes locked on the path ahead, "Just one last look...just one...so you don't forget what they looked like. So you can remember their voices. Their personalities." he started to look over his shoulder...

"LEVI! Don't even think about. Looking back will do no good for you, always look to the future. Keep moving forward, you must leave the dead behind. Looking back has the same equivalence of regretting. No regrets!" the gruff demand came from Erwin who was leading the group back toward the Walls.

Levi glared at the blonde man, swallowing down the grief that was slowly building up in the back of his throat along with stinging sensation of tears Levi forced himself to keep looking forward. He kicked the sides of his horse, picking up speed as the horse whinnies bolting forward and rushing ahead breaking the formation. Erwin shouts out to Levi, when he receives no response he cursed under his breath. Erwin glances at the rest of the squad shouting for the others to pick up the speed.

The bells toll as shouts alerts everyone within the Walls of the arrival of the Scouting Legion. The entrance rumbles opens sounding like drums being beaten rhythmically, when it was high enough off the ground a blur of brown and green rushed pass the bystanders nearly running down whomever stood in their path. Leaving bystanders to shout profanities at the reckless rider. When Erwin and the others arrive within the walls they were flooded with questions.

"Is Scout with you? I don't see him. Is my boy alive?"

"What happen? Did we make any progress today?"

"Who was that that came rushing pass?"

"How many of you died this time?"

"Tell me, are we still wasting money on you good for nothing Scouts?"

Erwin pulled on the reins tugging the horse to a sudden halt. His ice blue eyes looking around the crowd, ghosting over the many faces trying to find the newest recruit.

"Look I know many of you have many questions but answer me this, has a young man come through here, he has dark hair styled in an undercut with gray eyes...he'll be wearing the Wings of Freedom..." Erwin called out to the crowd "Yeah I don't know about that but, not to long ago some jerk came barreling through here...nearly ran us down!" growled an elderly man.

Erwin nods thrashing the reins causing the horse to raise its front legs with a cry before racing down the same path. He knew that it was Levi who had nearly run down the townsfolk. He knew the younger male was upset over what had went down in the Titans territory, he knew Levi needed to calm down but he couldn't shake the feeling that the short male was also up to something.

Levi tore off his 3DMG dropping it carelessly to the floor with a thud, however when he removed the cloak he balled it up angrily throwing it to the floor as if it was going to explode in his face. Grief and rage filled his belly as he stared at the blue and white wings over the gray shield "Get the documents, and kill Erwin Smith." the phase buzzed around in Levis' mind making him dizzy.

The more he thought about it the more nauseous he felt but his anger was stronger, his pain and hate stronger too. He gritted his teeth as a low growl escaped him. He lifted his booted foot and stomped on the cloak! Stomping again and again as if it was a bug he was trying to kill and not a cloak, he grinded his foot into the cloth cussing at it as he desperately tried to destroy the very symbol he will eventually come represent. He continued to stomp on it until the wings were muddied and appeared crumpled, broken, the very wings humanity looked up to were now clipped.

Levi was shaking violently, he walked toward his bed and collapsed into. Breathing heavily with his forearm dropped over his head he looked out the window longingly, wishing that they never left the Underground nor taken up the offer. True Isabel, Farlan, and himself wished to be above ground to no longer live in filth like rats. But this wasn't the way he wanted to do it, he hadn't told them but he was working on a way for them to live up on the upper level, illegally of course, but at least they wouldn't be down there any more. But no...nothing ever went as planned for him.

Sitting up he glared at the broken wings on the ground and then at the blades in the 3DMG which sat slightly out of their holsters. Levi walked over to the 3DMG and knelt down picking up the weapons "Farlan...Isabel...I won't let your deaths be in vain..." Levi could hear his voice trembling as he spoke around the knot in his throat, he stood up straight his eyes narrowing "I will kill Erwin Smith...for you two." He spun around with tremendous speed slicing the cloak in two as if it was made of butter "We're not dogs of the Scouting Legion...nor are guard dogs for the King."

Outside Levis' bedroom Erwin stepped back from the closed door his hand ghosting over the wood as he smirked walking to his own chamber. The moon was high in the sky, a few Scouting Legion and Stationary Troops stood high up on the walls of Maria and on top of the roof of the barracks. Those in command finishing paperwork or working on assignments while the rest slept.

Levi on the other hand, lurked the halls his swords gripped tightly in his hands as his booted feet hardly made a sound on the long red and gold trimmed carpet that decorated the plank floors. His eyes were used to the dim darkness he could easily avoid potted plants that seemingly appeared randomly in his path. One of the good things that came out of living in the dark world of the Underground District. Levi stopped at the door that was Erwins', having recalled which room was his by looking at the windows from the yard.

Levi could feel his anxiety rising with the thoughts of slaying Erwin in his room. Levi wouldn't be caught he knew all to well the best ways to thoroughly clean his blades and make it appear like he was as innocent as the rest. Yet if he was caught he wouldn't care, it would be worth it. He would at least feel somewhat better knowing that Farlan and Isabel will be able to rest peacefully with Erwin dead.

Levi took a step back before running toward the door forcing it open with his weight, he walked into the room with his blades out in a ready-to-strike pose. Yet, Erwin didn't react he sat at his desk scribbling down information about how that mornings mission went.

"So...you're still trying to kill me, eh? You're stealthy I know that much about you Levi." Levi didn't say anything his grip tightens on the blade and his eyes narrow.

"Is this over the documents? I told you about them already didn't I?"

"And that's why I must kill you!"

Erwin raised an eyebrow a slight smirk forming on his lips "Oh I see now...so this is what this is about."

Without warning Levi was behind Erwin, he leaps into the air and spins swinging his swords as if he was killing a Titan! Erwin ducked just in the nick of time as a few strands of hair is whacked off, had he been a second slower and he would've lost his head.

"You're fast...and that's why..." He paused as he twisted behind Levi grabbing both his wrists and yanked them behind his back roughly as he squeezed them "Drop them!" the pain pulsing through the area that Erwin held caused Levi to drop his swords "Good boy...you're very obedient for a dog that's not following under anyone." Levi grunted as Erwin shoved him, not giving up Levi quickly turned around aiming a kick at Erwins' head who had grabbed Levis' leg and flipped him upside down holding him by his leg and left arm.

Levi dangled awkwardly in the hold. Levi kicked his free leg and swiped at Erwin with his free arm. He thrusts his body trying to get free "LET ME GO" he wiggled some more growing frustrated and slightly embarrassed "PUT ME DOWN!" Levi howled as once again he tried to attack.

"If I drop you will you attack me?"

"I'm not promising anything to you Caterpillar-Brows!"

Erwin shrugged and tightened his grip on Levi, Levi gritted his teeth it felt like his limbs were going to break. Without warning Erwin threw Levi up into the air, tossing him as if Levi weigh no more than a loaf of bread. Levi hadn't time to recover from being thrown before Erwin slammed a fist into Levis' stomach causing him to gasp, Erwin grabbed the back of Levis' shirt and hurled him to the ground! Pain shot up Levis' back "You and your friends wanted to kill me...how did you think you could have pulled it off?" Erwin said kneeling down next to Levi as he placed a knee on the shorter mans' chest "Did you think I was just going to roll over and show my belly?"

Levi shoved Erwin off only for the bigger man to punch the smaller male in the face. "I'm not ranked as a Commander just because of my looks. I am bigger..." He picked up Levi and held him by the collar "And I'm stronger!" He once again threw Levi to the floor. He kicked him with great force that it sent Levi rolling across the room. Levi, not being one to take a beating laying down scrambled to his feet and charged at Erwin as he pulled out his dagger from his boot and aimed at Erwins' heart. Erwin dodged the attack shoving Levi to the ground, who dropped and kicked Erwins' legs out from under him.

The bigger male hit his back on the wood flooring he gasped rolling away quickly when Levi came crashing down on top of him trying to cut him down with the swords. Erwin watched as Levi stood up and slowly turned to him. His eyes scared the Commander, they weren't his own. They seemed to glow as if something unearthly awakened with in the shorter male.

Letting out a cry Levi ran at Erwin with terrifying speed! Erwin didn't know where to strike, where to grab, where to go from here as Levi appeared to have vanished before his eyes. Erwin flinched suddenly feeling a hot pain shoot up his arm, he had been cut. Erwin was dealt several more deep cuts when suddenly Levi stopped, his eyes wide as he began to tremble the sudden traumatic memory flashed in front of Levis' eyes and leaving him open. Erwin took this opportunity to kick Levi in the head! He grabbed him and slammed his face against the floor, he then picked him up and dropped Levi to the floor.

Wanting to him down and out he sent several kicks and fierce punches to his stomach, causing Levi to gasp and cough. When Erwin was finished he watch as Levi laid crumpled on the floor.

Levi slowly lifted his head cussing as he got to his hands and knees. He cussed again as he leans his forehead against the floorboards his eyes closed tightly as he shook. Cussing again he found it harder to breathe as he slammed his fist on the floor. He cussed once more sadly realising that he failed his friends for he wasn't able to kill Erwin, he felt that he let his friends down and that they died in vain.

Erwin circles around Levi watching him closely "What happen? You had so much spark, is it because you're regretting?" He taunts, he was going to have Levi on his side he needed to break him, he knew now that telling him that the Titans were the real enemies weren't enough. He needed to go deeper...

"Shut up..."

"You're regretting that you let your friends die because of your own selfishness?"

"I said shut up!"

"Because you had to go and be a lone wolf and try and kill me...I wonder what their last thoughts were...I wonder what they thought of you..."

'Got him!'

"SHUT UP!" Levi screamed his voice quaking as he leaps up and aims to throw several punches at Erwin striking his chest viciously, however with each punch Levi felt weaker and weaker. Each punch made his throat feel tighter and it became harder for him breathe as tears filled his eyes.

"Why!? Cause you don't think we could do it?"

"Exactly..."

"What!? That's a low blow big brother! We are in this together!"

"No."

"I'm s-sorry..." Levi thought as he let out a choked sob, he stops hitting Erwin and is now clinging to his jacket as he leans his forehead against Erwins' chest. He squeezes his eyes shut as tears stream down his face as a soft sob escapes Levi.

"I'm sorry...Isabel...F-Farlan I failed...I...sorry...I can't...failed." Erwin watched as Levis' shoulders shook with inaudible sobs. Levi shook his head as he looked up at Erwin "Go ahead and call me weak...that I'm nothing as you expected. But I can't help but mourn for my friends. W-We lived together...we fought together...we" Levis' voice broke making it go a pitch higher with trembles "we struggled together...we're basically family. The lot of you may be heartless but I'm not...I may come across that way but you don't know me like they did."

Erwin shook his head laughing as he raised his hands making Levi track them for he didn't feel like taking another beating but Erwin rested them on the shorter mans' shoulders "Levi, not regretting doesn't mean you're not allowed to mourn. I never told you not to mourn over your friends."

Levi looked away his breathing quickening as tears filled his eyes "What I meant was don't regret the decisions that have been made. You can't go back and correct the mistakes you made you just have to-"

"Live with them."

"No Levi. You just learn from them. Like how you learned to use the 3DMG...your first few tries I know you fell over, flipped over, or maybe you didn't even get off the ground. But you learned what you were doing wrong. That's all I'm saying. This taught you not to leave those you love behind. Because beyond those walls, there's pain and it's a living nightmare. No one knows who's going to be next. Live in the now, don't predict what will happen. Because it can all change in a second."

Levi wasn't sure what it was that made him breakdown and openly sob in front of Erwin. Maybe it was the mans' tone, the passion he spoke with, or the words he had said. Whatever it was it had Levi bawling as if he was small child. He raised his arm to his face and buried it into the fold of his arm. Levi let out hiccuping gasps and sobs, he hated his self more than ever right now. He felt weak and small for crying in front of his Commander.

Images of the three of them, Isabel, Farlan, and himself sitting together, talking, joking, training, and everything else they had done together flashed across his mind. Memories, were now the only thing he had left of them. He was now alone and hadn't anyone he could trust, no one he could talk to, to spend time with, to lean on. Levi felt arms embrace him the short male didn't have to look up to know who it was. "It takes a strong man to weep for his fallen comrades. I honestly can't recall if I had ever done that."

Erwin holds Levi close rubbing his back gently trying to comfort him "You're not what I expected...you're more. You're faster, stronger, smarter than I can ever be Levi. And thats why I want you to stay in the Scouts...may be even become the symbol of the Scouting Legion." Levi sniffed, was staying with the scouts a good move? Or no...he had to live in the now, debating will only hinder his decision.

Wiping his eyes Levi stepped back from Erwin and stood tall as he saluted "I'm staying with the Scouts...Erwin Smith...consider me to be a Squad Leader soon." Levi said in a tone that wavered in between determination and rebellion.

Erwin could see, despite the tears in his eyes that Levi was dead serious. He could also see that despite their differences and how they started off that the two of them will be close. Levi stood their saluting on either side of him he could he could feel the presence of Farlan and Isabel.

"You're making the right choice shorty..."

"Big brother you look so cool!"

Upon returning to his room he could see two cloaks on his bed. Levi knew who they belonged to and with a deep breath he steadied his nerves. His room was a slight mess with the ruined cloak littering the floor. He walked over to the destroyed cloak on the ground and tossed it into the trash. He walked over to his bed picking up the cloaks on his bed and hung them up, he planned on wearing Isabels' cloak the next day and then Farlans' after that.

Yeah...the ending is not so great...wasn't sure how to end it.

(Updated it, so any grammatical errors should be fixed now)