Disclaimer: I do not own Fairy Tail. Any and all OCs and original concepts belong to me.

Trigger warning for lots of violence.

Levy grunted, her back hitting the brick wall and her head snapping back painfully. She had no time to recover as she dropped into a crouch, a metal fist slamming into the brick where her head had been just a moment ago, and she swung her legs out at the large man in front of her. He laughed at her attempts to knock him off balance as he flipped out of the way, and Levy snarled.

She wasn't used to solo fighting, but Jet was at home with his newborn son, and Droy was still recovering from their last job, so Levy was left on her own to face off against Kurogane. He wasn't exactly her nemesis, per say (and Levy was still trying to wrap her head around the fact that nemesises were a thing that she could have now), but it tended to be her team that was called whenever the armored man caused trouble.

It just happened that her trio today was down to a solo, and Kurogane looked a little too pleased by that fact.

"Where's yer teammates, short-stack?" he called tauntingly, his smirk a vicious thing, and she wanted to kick his teeth in.

Levy pushed herself off the ground with a yell, trying not to wobble too much as she lifted herself into the air and aimed her foot at Kurogane's grin. Flying was a new trick she had been learning, but she prayed it looked more frightening than humorous. "I told them to take the night off," she responded with a snarl as her heel met his raised forearm, flipping herself through the air and over his head. "Didn't think you were that big of a threat!"

"Yer a lot quippy-er without yer lapdogs," he crowed, and if she didn't know better, Levy would think he was enjoying this. But the scales on his forearm raised and sharpened like the world's most deadly pinecone, and Levy was yanking herself up into the air to avoid his sharpened grasp.

She wavered uncertainly in the air, waving her arms as she tried to maintain her mental grip on herself. Her training was paying off, but she was still having trouble lifting heavier items, and at a healthy 125, she was still the heaviest thing she'd ever tried to carry with her telekinesis. Below her, Kurogane laughed.

"Still getting used to your wings, Bluebird?"

Levy narrowed her eyes, and let go. She let gravity pull her down towards the supervillain, her heel leading the way; but he grinned, and rolled out of the way just as her foot was an inch from making contact with his jaw. She barely managed to snap herself back into the air before she crashed back into the roof and probably broke her leg.

Kurogane cackled. "Ya know, this is a lot more fun when yer actually fighting instead of cowering behind Speedy and the Weed!"

"Their names are Jetstream and Thorn!" Levy yelled, feeling the air start to quiver around her as her frustration grew. Reaching out with her mind, Levy imagined invisible ropes reaching around her, searching for a weapon. She spotted a pile of broken bricks towards the corner, and she threw them all at Kurogane, watching as he yelped and brought his arms up to block his face. Nothing could get through his metal scales, but Levy had figured out pretty quickly that if you hit him hard enough, it would hurt the (assumed) soft flesh underneath.

"And I do not cower," she bit out in satisfaction when he turned and glared at her, his mocking smile nowhere to be found.

He pulled his arm back, nails elongating to claws and blades rising along his forearms, but he froze before he could make good on the threat in his eyes. His head cocked to the side, and Levy nearly had to do a double take when Kurogane seemed to pout.

"Well, that's the end of our fun," he said, claws and blades retreating back into his armored arm. "Let's do this again sometime, just the two of us. It's more fun that way, bluebird."

"I'm not called Bluebird!" Levy yelled. He simply saluted mockingly at her, and before she could land and chase after him, he went over the edge of the building with a single, graceful, backwards step and was gone.

Landing heavily and stumbling to the edge, Levy looked down into the empty alley way that lined the building they had been on, only now hearing the police sirens that must have been what sent Kurogane running. She remembered the way his sharpened canines glinted in the city lights as he taunted her, and slammed her fist into the nearby air duct with a growl.

She really hated that bastard.

"Next time, I call dibs on babysitter duty."

Levy didn't bother turning to look at Droy, instead focusing on cooing at her adorable godson as she changed his diaper and he tried to grab some of her blue curls in his chubby hands. "Yeah right, you hate babies," she reminded him.

"I hate babies that aren't my nephew," he clarified. "Besides, I've babysat Jamie before!"

"You had to call the fire department and Sela had an anxiety attack."

"Okay, I've babysat Jamie with Natsu before. I can do it! Besides, I've taken the last two calls!"

"You were also out of commission for the two weeks before that," Levy said as she finished cleaning up the changing table, scooping Jamie into her arms and blowing a raspberry against his cheek, sending the three-month-old into peals of laughter. Both superheros fell silent to stare in wonder at their teammate and best friend's son, and that's how Sela and Jet found them.

"Aw, did miho do something adorable again?" Sela cooed, taking her grinning son from Levy's arms and giving the shorter woman a grateful kiss on the cheek. "Hope he didn't give you too much trouble, Levy."

"Not at all," she responded with a grin. "He was an angel, as always. You guys have fun running your errands?" Jet groaned for the kitchen, and Droy laughed at his best friend's misery.

"We got what we needed," Sela said in that satisfied tone that typically meant that she had showed Jet his ass after he had been difficult, and Levy silently applauded the woman. Sela and Jet had been married for nearly five years now, and Levy was still amazed by how effortlessly they loved each other.

"Yo, Jet," Droy called, leaning forward from where he had been reclining against the couch, "Levy and I were just talking about who got to babysit Jamie next time we got a call-"

"You're not allowed to watch my son alone ever again!" Jet called back, giving Sela a quick kiss as she headed into the bedroom to feed Jamie and he passed in the opposite direction to join his teammates in the living room. "I still remember what happened last time."

"That was all Natsu, I swear!"

Levy laughed, covering her grin with her mouth, and Droy pouted at them both. "Come on guys, I've had to go head on head with Kurogane!"

"So have I," Levy said with a shrug.

"Yeah, but you can fly," Droy stressed, ignoring Jet's snicker of "Barely" and a oven mitt throwing itself at his head with a satisfying 'bomph'. "He always gets more aggressive when we go at him one-on-one."

Levy's eyebrows furrowed together. "Really?"

"Yeah," he grumbled, "he does that annoying pinecone thing and none of my vines can get a good grip on him without getting shredded."

Jet and Droy got into an in depth discussion if Kurogane would react better to "Pinecone" or "Porcupine" as a taunt, leaving Levy to her own thoughts. Whenever she took on Kurogane alone, he treated it like a game; bantering and dodging her attacks with ease. Her cheeks burned at the thought of him not taking her seriously, and she decided that the next time they fought, she wouldn't hold back.

One of the worst parts of being part of an official superhero guild, hands down, was the patrol. Back when it was just her and her two boys, patrol was sitting in their apartment, dicking around and playing some board game they had pulled out of her closet (Monopoly had been banned after the Hydrant Fight Incident) until their police scanner picked up something that they decided required a little more supernatural help than the normal hold-up.

But now that they were a part of Fairy Tail, Levy would simply get a text from her "local bookstore", telling her which section of the city to patrol in and for how long, and she would be expected to be out and jumping from roof to roof. It was an efficient network, and necessary for a city as big and riddled with crime as Magnolia, but Levy despised the unpredictability of it all. She could never make plans to go out past 8 since she never knew if she'd be able to make it or not. Not that she really had a lot of friends who weren't in Fairy Tail with her, but the point stood.

At least having to fly all over town gave her a chance to practice her control.

Levy had been flying past the seedier part of downtown when she heard the muttering. There were two voices, close enough that she could hear them but far enough away that she couldn't make out the words. She did, however, recognize the low rumble of Kurogane's voice, and that was enough incentive for her to drop to the roof and sneak silently towards the edge.

Pulling her hair away from her face, she leaned over the edge. Kurogane was standing there, looking frustrated with something, and for a moment she couldn't find who he was talking to. But then something in the shadows shimmered, and Levy was quickly able to make out the form of Tempest, another of Magnolia's supervillains and the only one Kurogane had ever worked with. She was a fearsome fighter, a literal force of nature with her body that was completely made of water. She, like Kurogane, was practically impossible to land a hit on, and it amused Levy that they seemed to stick together like opposite ends of two magnets. She was amazed that Tempest hadn't accidentally rusted Kurogane yet.

"Are you sure you can go through with it?" Tempest asked in her voice that normally sounded like roaring waves, but now sounded like the receding tide, and it took Levy a few moments to realize that they were speaking in French.

"Me? I should be asking you." The words flowed easily in Kurogane's low baritone, and something at the base of Levy's spine clenched and heated. "You've never been good with this kind of stuff-"

"Keep your promise to get everyone out and I'll be just fine," she responded, and Kurogane laughed. It wasn't his normal, somewhat-manic laugh that always put Levy's nerves on edge. It was a nice laugh, full and throaty and surprisingly kind. It was confusing.

"Come on Tempy, when have I ever dropped the ball on you?"

"Well, there was the firehouse, the North Magnolia Bank, that one party with the emerald-"

"When it mattered," Kurogane grumbled, and it was Tempest's turn to laugh.

"Don't get huffy with me because I don't let you get away with flirting," she teased him - and again, it was so familiar and kind, like it was a conversation they'd had a hundred times but would never get tired of - and Levy's eyebrows furrowed together. Flirting? Who was Kurogane flirting with?

"I don't flirt!"

Apparently no one.

"Oh, you most certainly do."

Apparently someone important?

Levy was starting to get a headache trying to riddle it out while straining her hearing and making sure she was translating everything right in her head.

"Well, there won't be any flirting this time," he said with a huff, hands resting on his hips. "The boss is depending on this to go without a hitch." Tempest didn't seem to have a response to that, and they stood in an awkward silence while the sounds of the city at night pulsed around them.

"I don't like it."

"We don't have to like it, we just have to do it."

It wasn't long after that that Tempest sunk into the sewers and Kurogane started leaping across rooftops, piercings and armor reflecting the light from the full moon, leaving Levy to lay out on the roof and try to process everything she had just heard. Despite all the new information she had just gathered - apparently Tempest and Kurogane's relationship was closer than they realized, Max would want to know that for his records -, Levy's thoughts seemed to only be able to circle around the way the ease had left both of their voices by the end of the conversation, and how Kurogane's face had twisted into an expression that looked so frustrated and helpless that it left her reeling.

Left hook, right block, jump, roundhouse. Flip back, get back into fighting stance, chest block.

Levy went through the motions mechanically as the world dissolved into chaos around her, keeping up with Kurogane easily as she tried to keep tabs on everything around her. "We've moved all of the civilians out of the building!" Droy yelled to the team of firefighters that had been deployed when the Phantom Lord had hijacked the news broadcast and made his very flashy bomb threat. It was vague enough that it had taken Max, Warren, and Mirajane a good three minutes to figure out which building he was even talking about, and once they had, Shadowgear had descended in full force.

"Ya seem a little distracted, bluebird!" Kurogane taunted, and she grit her teeth at him. Every time she made to land an impactful hit, his helpless expression would flash behind her eyelids, and her moment of hesitation would give him the time to throw her away from him. It was getting increasingly aggravating, and Kurogane seemed to be pulling energy from her anger like she was a compact, telekinetic battery charger.

Levy was about to tell the grinning supervillain about her plans for her boot and his tonsils when a loud beep echoed through the crowded street. Droy's vines pushed the civilians further back, away from the apartment building that had been rigged to blow, and Kurogane's grin got wider.

"One minute left, shorty. Where's yer other teammate?" he asked, and Levy leapt at him with a yell, nails bared as she aimed for his eyeballs. He cackled and grabbed one of her wrists once she was close enough, jerking her down and yanking her into his chest, his arm a heavy brace around her chest and arm. She could feel his chest pressing against her shoulders with each heavy breath, and felt a little satisfied that she had managed to wind him. "Here, we can watch it go up together," he said as she struggled against his hold. "I'll even forgive you for forgetting the popcorn."

"You're a pig!" Levy yelled as she struggled against his hold. She knew better than to try and headbutt her way out of it; that would only end in Kurogane laughing at her as she reeled from having her brain rattled around after slamming her head full force into his metal plating. His arm dropped to her waist, his other hand still holding tight to her wrist, and Levy wondered if it looked to the civilians like some warped dance.

"Shadow!" Droy called out to her, barely managing to dodge an attack from Tempest's water whip before trying to get a good hold on her with his vines.

"Focus on your fight, I'm fine!" Levy ordered, and Kurogane laughed against the shell of her ear. It was that rumbley laugh that he had used with Tempest, and this time she could feel it rolling in his chest and in her own.

"Big talk from such a little thing-"

He grunted as Jet's foot slammed full force into his jaw, his hold on Levy tightening as he stumbled back. She cried out in pain, the bones of her wrist grinding together, and as quickly as his grip had tightened on her, it loosened again. Jet landed on his feet, glaring at Kurogane with such malice and hatred that she felt a shiver go down her back. She sometimes forgot how scary her friends could be.

"Did you find the bomb?" one of the firemen called out, and Levy saw Jet grimace behind his mask.

"Negative!" he responded, obviously annoyed that he hadn't been able to find it, and Kurogane chuckled behind her.

"Twenty seconds," he sang in her ear, and damn his armor, she was going to break his nose or die trying.

"Please, I can't find my daughter!"

Levy jerked her head around to stare at horror at the man who had thrown himself against the vines holding the people away from the literal time bomb that their homes had become, his expression frantic and tears running down his cheeks. "My little girl's still in there!" he cried, and the grip on her was suddenly gone. She turned just in time to see Kurogane race into the building, Tempest calling out his name in a tone not far off from the father's.

"Jetstream!" Levy yelled, still staring at the building, eyes wide. "Can you-?"

"What floor!?" Jet screamed at the man, but the father had already dissolved into loud sobbing, and they all looked at the building helplessly.

"There's only five seconds left!" Tempest yelled at them, and Levy felt her heart drop to her feet. Even Jet couldn't run that fast.

"Can you stop it?" she begged, and the answer was clear in the agony in Tempest's watery eyes.

A single beep was all the warning they had, and Levy quickly threw up a shield as the building exploded, shrapnel and fire and brick pressing at her wall of compressed air that separated everyone on the street from the explosion. Through the ringing in her ears and the spots in her vision, Levy could make out a large form running out of the building, wrapped completely around a girl no older than four, the flames reflecting off his armor.

"And then he just ran off?"

"Mhmm," Levy responded, focusing on the weight on the floor in front of her. It was two hundred pounds today, the heaviest she had ever tried to lift, and Simon had forbade her from moving her body while trying to lift it with her powers. "He set the girl down out of way of the damage, and then he and Tempest were gone."

"That is rather unusual," Simon said, rubbing his jaw as he thought it over. "Then again, there are several villains with a policy against killing children. Levy, your fingers."

She cursed as he noticed how she had curled her finger to make it easier to lift the weight. Her powers were mainly mental, but it was easier for her to imagine the invisible reach of her telekinesis when she had the physical path for it to follow. She was just grateful he hadn't blindfolded her and made her try and grab it with her vision gone. Those exercises were the worst.

"Sorry," she grumbled. "And I asked Mirajane about it, and according to our records, Kurogane's never killed anyone before. Not even indirectly!"

"Where are you trying to go with this?" her coach asked. Levy's concentration faltered, and the weight dropped a foot before she got a hold on it again.

"I'm not going anywhere with it," she defended, "I just found it odd. Who normally dealt with him before the three of us came along?"

Simon grimaced. "Natsu was typically the one to deal with Kurogane before, but that resulted in too much property damage and so they stopped sending him." Levy snorted, thinking of the overenthusiastic pyrokinetic. "I think Lucy's team had a fight or two with him before as well. Fingers."

Levy cussed, clenching her hands into fists and glaring at the weight. "... I can't help but feel like there's more to Kurogane," Levy muttered. "Some missing piece that we aren't seeing."

"Levy," Simon sighed. "Sometimes good people do bad things, and other times bad people do good. It's not as black and white as I know Master Makarov likes to think it is." His eyes had that far-off look to them that they always had whenever he was thinking of the time before Erza brought him to Fairy Tail. She wished she had the courage to ask what had happened. "But you can't just assume the best, especially with someone like Kurogane. He's dangerous, Levy, and tragic backstory or not, you have to remember that when you're fighting him."

Levy didn't respond, the corners of her mouth tightening. She had watched as Kurogane had set the girl down after they had escaped the burning building, and there was nothing but raw fear and concern etched on his metal features. He'd calmed her down before leaving, and for a moment, Levy could have sworn she had seen into the heart of him, the softness under his armor.

That, and the conversation she had overheard, had convinced her that there was more to Kurogane, and she wanted to find out what it was.

"Fingers, Levy."

"GAAH!"

Kurogane was a very difficult man to pin down, Levy had decided. She'd watched him carry a little girl with all the care and gentleness as if she were his own, but she'd also watched as he'd thrown full-grown men into brick walls with no mercy. She had felt how he had immediately loosened his grip on her arm when he'd held her too tight, but she was also covered in bruises most nights from her fights with him.

Yes, Kurogane was certainly an enigma.

He was also a huge pain in her ass and potential softness be damned, she wanted to break his face.

"Just ya tonight, bluebird?" he asked with a wide smirk as she alighted on the rooftop where he stood, moneybags gripped tightly in hands she had seen wipe soot and tears from a child's face. "And here I'd thought ya'd forgotten my request. What'a doll."

"My name isn't Bluebird, and it isn't doll either," Levy responded, but there was none of the normal sarcasm or bite in her voice. She watched him carefully, trying to match up the two sides of him without getting whiplash.

"Well until ya got a name, you're just gonna have to deal," he said with a shrug, dropping the bags to the ground and bringing his fists up.

"My name's Shadow."

"Naw, that's yer team's name." Levy's cheeks puffed up, and he grinned. "Tell me yers."

"We gonna fight or not?"

"Always playing so hard to get! How about this?" Kurogane held his arms out. "I'll give ya the first shot free."

Levy shrugged. "Very well."

She flung her arms out, imagining invisible ropes leaping from her hands and coiling tightly around Kurogane's wrists. He grunted in surprise as she yanked her hands back towards her hips, and he stumbled forwards. "The hell!?" he yelled, and Levy grinned at him with gritted teeth.

"I've got some questions for you," she said in a strained voice, focusing intensely as he started to fight her hold. It was much harder for Levy to get a hold of things that could move on their own, and seeing as Kurogane not only moved, but was well over 200 pounds, to say she was having a difficult time holding him would be an understatement. But she was determined, and Jet and Droy had always told her that her stubbornness was her strongest trait.

"Let me go!" he growled, red eyes flashing. Levy simply shook her head.

"Why'd you do it?" she asked, breathing heavily. Her grip was already starting to slip.

"Because I could!" Kurogane said with a roll of his eyes. "Because I needed the money. Because I'm an insufferable bastard-"

"No!" Levy bit out. "Why did you save that girl from the bomb!"

Kurogane's eyes widened, and Levy cried out when he yanked back and she lost her hold on him. She fell to her knees, gasping for breath and gritting her teeth against the headache beating an angry rhythm against her temple. When she looked up at him, he was frozen, staring at her with a blank expression that would make any poker player jealous.

"What do ya mean?" he asked, and this time his voice was quiet. Nervous.

"You risked your own life to save her," Levy said between panting breaths. "I saw you, Kurogane. You calmed her down and wiped off her face before you disappeared. You didn't have to. So why?"

Something flickered in his expression, just behind the steel armor and the piercings. She watched him carefully as his mouth pressed into a thin line.

"... I ain't in the business of killin' kids," he responded finally, his voice low and deep.

"You haven't killed anyone," Levy said just as softly.

"Why do you care?" he asked, regarding her warily. "Tryin' to get the dirt on me?"

She laughed, and when she smiled at him she swore his jaw dropped just a bit. "I don't think any guy who would treat a kid like that could be totally bad," she said with a shrug, and he gaped at her.

They were frozen like that, Levy on her knees and Kurogane watching her, the forgotten money bags slumped over behind him, until they both heard the police sirens approaching. Kurogane cursed, gritting his teeth together.

"We'll finish this later," he promised her with a growl, heading towards the ledge just behind her.

Levy nodded. "I look forward to it."

As he passed her, he ducked down to whisper an "Until next time" in her ear, and she swore she felt the brush of cold lips against her cheekbone.

Part one of the Rooftops prequel! I couldn't stop thinking about that fic, and after the great response to the first one, I ended up with this mess. Gonna be a few differences between what's been established in Rooftops and what's canon in this fic, but that tends to happen with such a large gap between writing and having more time to delve deeper into this world.

Sela is Lionus and I's OC, we share custody lol. She was originally perceived when we were wondering about Jet's girlfriend during the seven year timeskip, and then I gave Lionus the challenge to come up with a backstory for said girlfriend, and we both just ran with it. A million thanks to Lionus for letting me use her (and for helping me come up with a name for her and Jet's son), and I hope you guys like her!

The next part should be up sometime soonish, and not gonna lie, thiiiiiis is where this whole fic dissolves into a vehicle for smut. I don't know when the next part with be up, what with my desire to update nest fic and vows fic and such, but it will be up at some point. This fic is going to be three parts in total, and I'm really excited to share all of them with you.

Thanks for reading (and reviewing *winkwink*)!

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