So, this was meant to be a one shot... but I got so into it and so carried away that it's now become a full on story!

It is also not finished yet. I he several chapters waiting to be posted but I have absolutely no idea how I'm going to wrap this one up or anything at the moment

Ok so WARNINGS!

This fanfic will contain explicit sexual scenes for Mature Audiences. This fanfic is also based more around a BDSM scene including (but NOT limited to) spanking, humiliation, name calling, pleasure/pain bondage and more.

So if that doesn't float your boat I suggest you not read on.

I will post warnings at the start of each chapter just to be sure.

This is a Levi X OC story.

I do not own.

Illyria blocked another punch that was aiming straight for her face with ease. And another. And another. Gently cupping the small fist and pushing it away, boredom etched onto her features. She pulled a small face and looked around the courtyard absentmindedly, noticing how mostly everyone else was getting a proper workout. Hand to hand combat was one of her favourite training sessions. Unfortunately, her training partner today, was Historia. And while Illyria loved her, combat was not her strong suit. It just wasn't in her nature. She was physically weak and far too predictable. She was slow and unsure, and always worried that if she actually hit someone, she would hurt them. Not that Illyria had ever seen her land a hit, especially one that could do some damage anyway.

She puffed out her cheeks in a loud sigh, continuing to block Historia's badly thrown punches. Mikasa was currently teaming up with Annie, Connie and Armin were engaged in a small tussle. Sasha and Amir, Bertoldt and Reiner, Sean and Eren. She must have just drawn the short straw this time. Historia mustered up her best glare as she threw her hand forward again, letting out a small 'ha!' as she swung for the taller woman in front of her. Illyria blocked again and Historia pouted, placing her hands firmly on her hips in obvious annoyance.

"Fight me, damn it!" She shouted and Illyria looked back at the blonde, chuckling gently.

"Sorry Historia, I got a bit distracted there." She ruffled her blonde locks and her annoyance slipped, but only slightly.

"You shouldn't have time to get distracted. You should be busy fighting me!" Illyria smiled gently. Historia was just too sweet. She really thought she was giving her best, and though she was, it was still child's play for Illyria.

"Oi, what's the problem? I don't remember calling break time." Both women turned their head to the source of the voice. Captain Levi Ackerman stood next to them, arms folded and looking quite unimpressed. Historia immediately saluted, fear obvious in her eyes.

"Sorry Sir! It won't happen again, sir!" Illyria gave a very slight roll of her eyes and saluted the captain, though nowhere near as vehemently as Historia had. Levi's eyes flickered between the two cadets.

"That's not what I asked Reiss. I asked, what is the problem here?" Historia stiffened and Illyria decided to step in before she damn well pissed herself.

"Sir, apologies, it was my fault. I wasn't concentrating. Historia pulled me up about it." Levi turned his attention to the auburn haired woman to his left, looking her up and down once before his gaze fell on her eyes. She had an air of defiance about her as she held her weak salute.

"Wasn't concentrating? Bored are you Light? Or do you have somewhere better to be?" Illyria swallowed. She wasn't one to be easily intimidated, but she was no fool either. Everyone knew just what the captain was capable of, and she was no exception. However... she was also not one to lie, or shy away from confrontation either. She swallowed.

"I have nowhere better to be, sir. But I'd be lying if I said I wasn't bored." Levi's eyes narrowed almost dangerously and Historia bristled at her comrades honesty, her big blue eyes widening in shock at what had just spilled from her friends mouth. Several other cadets who were listening from the distance gave shocked glances to their opponents, not stopping their moves for fear of being pulled up next by the captain.

"Is that so?" Levi's voice was even, though it had become slightly deeper in annoyance.

"Yes Sir. Historia has many talents... but I feel hand to hand combat is not one of them." Levi cocked an eyebrow and Historia swallowed thickly, pressing her lips together to avoid speaking out of turn. She was not upset with Illyria, but just what on earth was she thinking?

"And because she is apparently not as skilled as you, you think you can half ass your training?" Illyria met Levi's intense eyes.

"Sir, with all due respect, it is difficult for me to give my all in a fight when I am very much aware of how unskilled my opponent is. It hardly seems fair..."

"Fair?" Levi cut her off, his gaze fixed firmly on the cadet. He seemed to be thinking about something for a moment, mulling something over in his mind. Then he moved, shrugging off his jacket, outstretching his arm as he handed it to Historia. The blonde blinked, confused but took the jacket as his hand reached up to tug off his cravat.

"Well I am terribly sorry you feel you are not being challenged Illyria. Why don't we see if we can make things more exciting for you?" he placed the white fabric on top of his jacket and reached for the buttons on the cuff of his shirt, swiftly popping them open and rolling it up to his elbow.

Illyria was confused.

"Sir?" She questioned, looking back at the captain in sheer bewilderment. The corners of his lips softening into an almost smirk, yet his eyes remained hard.

"If you want a challenge, I'll give you one. You'll spar with me now." Illyria's eyes widened slightly and her blood ran cold. Yet there was a spark of excitement sparking in the pit of her stomach. Fight with the captain? She would stand no chance! The idea of fighting with humanities strongest was both exhilarating and terrifying at the same time.

"What? No I..."

"No?" Levi arched an eyebrow at the now extremely nervous cadet, challenging her. Illyria swallowed thickly, realising her mistake. This was not an option. She sighed and pressed her lips together, glancing at Historia who gave her a sympathetic look. She looked back at the raven haired man who was just finishing rolling up his sleeves. She couldn't figure out the purpose of this. He was the best, there was no way she would beat him. So why even bother?

Heaving a sigh of resignation Illyria took a few steps forward, taking her fighting stance against the captain. The sparring session had officially stopped. Nobody was moving. Everyone observing the scene before them at a distance, watching in suspense. Levi shifted his feet, raising his fists. His form was perfect.

Illyria took a deep breath, hundreds of attacks running through her mind, trying to decide if any of them would even faze Levi. But he struck first. Quick as a flash he closed the distance between them and shot his left arm out towards Illyria's face. She dodged efficiently, taken a back by his speed and took a step back, her right arm coming up to protect her face. But Levi advanced, striking forward with his right arm that connected to Illyria's now unprotected stomach. He swung his body around hers, quickly moving behind her while she recovered from the blow to her gut and kicked her hard in the back, sending her tumbling forward.

Illyria steadied herself quickly, refusing to give in so quickly, though it was already obvious she stood no chance. She spun around to face him, her face showing her annoyance. He didn't move, just watched her for a moment, the ghost of a smirk on his face as she readied herself again.

The fight continued, Illyria constantly trying to defend herself against the formidable fighter. It was all she could do against him. He landed several blows to her, but she dodged many too. She aimed a punch at his face, her anger getting the better of her and he quickly smacked her hand away dismissively, which in turn made her even angrier. He landed a solid kick to her stomach and she fell to the floor. Levi, however, did not advance to claim victory. He waited. Illyria jumped back up to her feet and swiftly moved towards him.

She tried again to hit him but failed, her eyes shone with malicious intent as she grabbed his shirt roughly with her other hand, pressing her body flush against his as she wrapped her leg around his, giving a powerful shove. Levi stumbled but quickly grabbed her arms and practically spun her, throwing her roughly to the ground again. Illyria was livid. She swung her leg out, attempting to kick his legs out from under him but he took a casual step back. Gritting her teeth, Illyria's palm closed around a decent sized rock that was on the ground next to her. Jumping to her feet she charged at the captain, about to literally try and smash his head in.

As she brought her arm down, the captain grabbed her wrist with one hand, stopping the impact that was aimed at his head. Swiftly he brought his knee up to her ribs and then again to her stomach, winding her and making her drop the rock. Without missing a beat, he locked his other hand around her throat. Illyria's eyes widened and she grabbed onto his arm, trying desperately to smack his arm away so he would release her. But no matter how hard she hit him, he didn't relent.

"Resorting to underhand tactics Light? I must say, desperation doesn't look good on you." Illyria was seething. She hadn't felt rage like this in so long. Suddenly, Levi put his leg behind hers, making her stumble backwards. With his hand still around her throat he forced her backwards, pinning her to the ground again and immobilized her with his own body, straddling her with a leg either side of her hip.

The force of her back smacking against the ground made the breath leave her lungs and she swallowed thickly, panting. She locked eyes with the man above her, gripping onto his wrist tightly.

"You lose, Light." His voice cut through the air and she softly banged her head against the floor in frustration, closing her eyes, unable to hold his stare any longer. Levi stood and took a step back, brushing off the sand and dust from his legs casually.

Illyria pulled herself into a sitting position, still trying to catch her breath. Levi looked at her.

"Do you know why you lost?" Illyria's eyes lifted to meet her captains as she struggled to her feet.

"Because my opponent is stronger." She spat out, still filled with rage and totally forgetting the formalities in her anger. The captain fixed his sleeves and reached for his recently discarded clothes.

"No." She looked at him, confused and he fixed his cravat back around his neck.

"You lost, because you lack confidence in your abilities. You gave up before the fight even started. You knew your opponent was stronger, so didn't see the point in trying. Historia, is slow and weak... but that doesn't stop her from giving her all in every fight. Even if her all isn't much." He slung his jacket on, smoothing it out and adjusting the collar accordingly.

"It's not about what's 'fair', the world isn't 'fair', but just because someone is weaker than you doesn't mean you can't learn something from them. It also doesn't mean that they will always be weaker, that by taking a beating they will not learn anything. As long as you learn something from every lost battle, it isn't a total waste of time." Illyria listened attentively, as did everyone else on the courtyard. Levi had everyone's undivided attention. He turned to face Illyria head on and took a step forward.

"I've seen you fight before. You didn't give me your all today. It's disappointing really." She grit her teeth, anger quickly returning as he mocked her.

"Trainings over. Dismissed." Everyone threw him a salute as they headed back inside the castle. Illyria, however, just turned and started walking away.

"Light." She stopped and sighed, not wanting to endure any further humiliation. She turned towards him.

"My office after dinner. To discuss your punishment for your lack lustre performance today." Illyria scoffed and rolled her eyes before continuing on her way into the castle.

Today was shit.

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