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Disclaimer I do not own Fairy Tail. Why would I be writing fanfiction if I owned something like that?

Beta Reader: volfwildman

(Elfman's POV)

How could this have happened!?

That was the thought going through my mind as I ran through the hallways and corridors of the Phantom Lord building. Desperate to find Lady Lucy and keep my promise to protect her. What kind of gentlemen would I be if I didn't keep my promises!

Everything had been fine at first, once I and the others arrived Erza instantly went off to find any of the Element Four or Gajeel leaving me with Lady Lucy and Sir Bishop, the latter instantly using his illusions to disappear but was still with us. Afterward, all three of us made our way through the building defeating any Phantom we came across until an unexpected development occurred.

Said unexpected development was the entire building moving and shifting about. In the chaos, I was separated from both of my companions and had since then been hastily trying to find them. Unfortunately, I have had no luck with that task and only found more devilish Phantoms that I made sure to put down.

Eventually, I stopped running to take a little break and catch my breath. I of course also take out a mirror and examine myself to make sure everything is in order with my appearance. A gentleman can't appear disheveled! I must make sure my hair is still finally combed and orderly and that my elegant tux stays elegant.

Once that was done I peer out from the windows that were along the hallway I was running. I had noticed before that after the building had shifted into what I believe was a giant robot and was drawing a rather large magical circle. I was unsure of what the circle did but It did not take much reasoning to figure out it wouldn't be anything good for my fellow Fairies. I also needed to figure out how to stop that horrid spell from going off.

As I peer out the window I pause. Rain, it was raining. Where had that come from? I make sure to check the weather lacrima every morning and it had said that it would be a clear day all day. Yet for some reason it mother nature had decided to change its mind, how perplexing.

"Drip, drip, drop." Said a near-emotionless female voice from behind me.

I jump from the surprising voice and swiftly turned around at the noise and found myself facing a rather lovely lady with blue hair and a dress. Despite knowing that this was likely an enemy I could not help the bow I gave her.

"I am sorry Miss, you startled me. May I know your name?" At my words, the lady seemed to pause some red appears on her face. Probably just started by my adherence to the code of the gentlemen.

She seems to catch herself as she lightly narrows her eyes at me. "I am Juvia of the Deep. Member of the Elemental Four." She seems to be trying to keep her emotionless tone but I note that there's a bit of a struggle to do so.

Neither the less I let out a sigh as she confirms that she is in fact, my enemy. "I see. Well, I am Elfman Strauss, The Gentlemen Beast. I am afraid that we are enemies then Lady Juvia."

Juvia's face once more turns a bit red at my words. It was slightly concerned that she might be sick. She might be my guild's enemy but a gentleman always tries and makes sure that a lady is ok. "Are you ok Lady Juvia? Your face seems rather red. Are you perhaps sick? If you are then I am willing to not fight you. While I am willing to fight a lady for the sake of my guild, fighting a sick one is simply too much. I could never forgive myself if I did such a thing."

Lady Juvia eyes widened a bit before she shakes her head slightly and looks upon me with a determined gaze before speaking. "No, Juvia is fine. Juvia is… thanks for your concern but I am afraid that we must fight."

I once more let out a sigh at her words before steeling my resolve and lightly shifting into a fighting pose. She is unfortunately right, were enemies no matter who we were as people. "I see, well then let us fight then. I am not an S-class like yourself but I am still a confident mage of Fairy Tail. Come now Lady Juvia and let's fight."

Once more Lady Juvia's face turns red but like before she slightly shakes her head and also gets into a stance of her own. She looked ready to fight and so was I. I might be a gentleman but I am a member of Fairy Tail first and foremost, if that meant fighting a lady then I would regretfully do so.

(3rd Person Battle POV)

The first move Elfman made was simply talking, "Ladies first."

Juvia eyes widened in surprise before narrowing in determination. She needs to end this battle as soon and painlessly as possible. She would rather not hurt this dashing man more than need be and she had the perfect spell for that.

"Water Lock"

Before Elfman could act water rapidly appeared on all sides of him before taking shape around him and trapping him in a sphere of water. The Gentlemen moved his arms and legs about trying to swim out of the watery prison he found himself in. But the water currents within the sphere forced him to stay in the center, too strong for even his well-muscled arms and legs to free himself.

Just as it seemed like he would pass out from lack of oxygen Elfman channeled his magic and called upon a part of one of the beasts he had captured with his power.

"Beast Part: Mereshark Gills" In a flash of magic Elfman now sported a pair of gills on either side of his throat, allowing him to take in a deep breath of oxygen despite his surroundings. Juvia took a step back in surprise at the gills. She had never fought a Take Over mage before and as a result, had never found someone that could just take a part of a beast and use it to overcome her Water Lock.

Elfman let out a little grin at his opponent's surprise, happy to have surprised an S-class mage. But he still needed to get out, luckily for him, he could call upon more than just the Mereshark's gills. With a quick surge of magic, he cast his next spell.

"Beast Arm: Mereshark Claws" With another flash, both of Elfman's arms were replaced with long blue and scaley Mereshark arms. Said arms ended with hands that hard long teeth like claws at the end of each of his fingers but most importantly in this situation the webbing between the fingers. Perfect for maneuvering in the water.

The Fairy swiftly brings his two new arms forward before using all of his strength to pull them back. With the new webbing and a Mereshark's natural speed in water Elfman finds himself shooting forward and out of the water prison toward his opponent.

Juvia's eyes widened in surprise as the man shoots towards her with his hand carefully curled into a fist as to not cut her. But just as the fist made contact with the Rain Lady's flesh it feels no resistance as her body turns into water itself, causing the attack to pass harmlessly through her.

Elfman is able to come to a stop with his feet hitting the ground as he turns around to face Juvia once more. The Water Mage turns to face him as well but pauses as she gazes upon him. The Take Over mage's dashing tux was now soaking wet and as a result, clung onto his flesh and showed off his rather impressive muscle. She couldn't help but deeply blush at her opponent's well-maintained body.

Elfman took not of her rather red face and with a look of concern spoke, "Lady Juvia are you sure you're not sick? Your face is rather red and I could never forgive myself for fighting a sick beautiful woman."

His comment caused Juvia's blush to deepen even more, both from the concern he showed her and that fact that she had just been called beautiful. But she soon steeled herself, she couldn't let herself be so smitten by her opponent. She had to remember Master Jose's words, she had to do what needed to be done. With that new resolve, she prepared to cast her next spell.

"Water Slicer" With a wave of her arm several slashes of water erupted from her and was sent flying towards their target. Elfman's eyes widened at the abrupt attack but ultimately he brought up his right arm, still in the Mereshark form, and prepared to change it once more in preparation for the attack.

"Beast Arm: Iron Bull" A flash of magic overtakes Elfman's right arm and soon a rather bulky arm of pure iron was in its place. Said iron arm was swiftly used to defend against the slashes of water as they hit the iron. But even with the metal arm the Take Over mage grunted from the cutting pain he felt from the sharp water with little cuts being made on his arm.

When the barrage of water slashes was over Elfman took the opportunity to charge forward with the intent on once more trying to strike his opponent. Juvia was slightly surprised and impressed that her opponent had withstood her attack but was more than prepared for his attack.

Just like last time Elfman's attack, this time with the iron bull arm, just passed through Juvia's water body. Elfman let out an annoyed grunt at his lack of damage even if he was kinda happy he isn't harming his opponent. One of the first things he learned when he became gentlemen was to be kind and nice to women. Lady Vern had stressed that part very much. It didn't prevent him from fighting if his opponent was female but he still didn't like it.

Juvia let out a sigh as she turned towards her opponent who had run past her with his failed attack. She still couldn't help but admire his looks for a second before once more steeling her will and preparing her next spell.

"Water Cane" Juvia's hand turned into the water as she swept it forward and a whip of water came forward and stuck Elfman before he could defend himself. Even with the pain from the whip of water, Elfman forced himself to bring his iron arm forward to back the next hit from the Water mage.

For the next minute, Juvia whipped and whipped at Elfman who kept his metal arm to defend himself but with each strike, his arm grew more and more sore from the watery whip. Soon a plan formed in the Fairy's head and he for the third time now went forward with the intent to punch the Phantom. Juvia whips him a two more times before pausing and once more preparing to turn her body into the water and negate any damage she would take.

Unfortunately for her, it wouldn't go that way.

"Beast Arm: Wendigo" Just before Elfman's Mereshark arm would have hit the Water mage in a flash of light in turned into something else. Now, it had grey fur all over it and some very elongated fingers with sharp claws, it also looked slightly rotten and had a cold aura surrounding it. Juvia noticed the change a second before the new arm hit her and she found herself regretting not dodging.

The second the arm made contact with her watery body the area froze over and she found herself solid as the arm smashed into her and sent her a good distance away before she planted her feet on the ground and stopped her movement.

She lightly grunts in pain from both the hit and the ice covering part of her left side. The latter problem is solved by having pulsing her magic through said ice and swiftly converting it back into water then into her body. She looks up to see Elfman once more preparing to charge her but now with his new arm, she knew she needed to do something. It was probably time to end this.

Before Elfman could shoot forward a wave of magic overcame Juvia and gave him pause. It became apparent that she was going to unleash a very powerful attack and so he brought both his arms up in defense. Soon after the S-class mage unleashed her attack.

"Water Nebula" Two twin pillars of water shoot from Juvia's side as they made their way over to their target, all the while rapidly twisting to form a helix. Soon the attack hit Elfman and he found himself very much regretting the decision to tank the hit rather than dodge. Even with one arm of iron valiantly defending him and the other rotting arm turning a good portion of the assaulting water to ice the power behind the attack was simply too much for him.

The spell pushed him against the wall and the second he made contact with said wall Juvia sent pulsed another wave of magic through her channels and sent a swelled portion of water along the pillars and impacted Elfman at the very end of the attack. The result of which ended with an explosion of water, ice, and dust as the wall was destroyed and the corridor found itself with a large hole leading to the outside.

Juvia let out a little sigh as she looked over the area she had the attack had hit. It was clear to her that her opponent would have been sent out to the ocean where hopefully he would make for land and in the process be spared for when Abyss Break was cast. She hoped to meet him once again, she truly thought he could be the one for her. It was the reason why she couldn't bring her self to fully attack.

Just as she started walking away from the area she paused as she heard some grunts come from the direction of the hole. As her eyes widened in surprise she turned around to see a decently damaged Elfman pull himself up from the ledge of the hole and stand up on the edge.

The Take Over mage let out a sigh as he looked out of the hole and towards the guild and beyond the decently heavy rain, he saw his fellow fairies fighting. "That was close. The rain almost made me slip and fall into the sea. That would have been very disgraceful for a gentleman like me."

Juvia stopped looking upon the man in awe at his comment on the rain and a slightly dark aura overcame here as she narrowed her eyes at him. With a rather neutral tone, she asked Elfman a question, "Tell me. What do you think of the rain?"

Elfman looked back slightly surprised at the question, not quite noticing the dark aura that Juvia had around her. After a moment of thought, he looked back at the rain and spoke. "I can't help but find it a sad sight."

At his words, Juvia's dark aura deepened as she prepared to attack the man that had betrayed her feelings. But before she could Elfman spoke once more. "Which I find unfortunate since I once loved it."

Juvia paused as she heard his words and a light blush overcame her face. Once more Elfman continues, "I found it to be nice to listen to the rain and to look out at it while I lay on my bed in my room. Not to mention how it helps nature stay healthy. But after my sister died, I found it to be a sad sight...Oh sorry for bringing such a personal subject up."

Juvia didn't pay too much attention to the last part as she thought about what he said. She had never seen the rain that way. It made her feel so...nice to know she brought some good with her rain. Before she could speak, The Fairy Tail mage said one more thing. "But while I can't bring myself to enjoy the rain like I did before I still like seeing it. Because after it's gone you get to see an utterly beautiful sight. The world is freshly watered and a rainbow in the sky. It truly is a beauty unlike any other."

Juvia found her heart beating faster and faster as her face turned deep red at the words she was hearing. But even more upon hearing that she for the first time in such a long time subconsciously stopped the rain that followed her.

Soon the rain got lighter and lighter until it was completely gone and as a result of Juvia for the first time in her entire life saw a rainbow. The curve of colors arced through the sky as it shined brightly upon the world around it. The Water mage couldn't help but agree with Elfman's words. It truly was beautiful.

The two of just stared at the amazing sight for the next couple of minutes before Elfman eventually broke his gaze and shifted it towards Juvia and noticed that her face was incredibly red, has it had not faded one bit since he had said his words. Concern once more overcame him as he dismissed his Take Over parts and made his way over to her.

"Lady Juvia are you truly fine? You're so red and you look faint. Please allow me to help you." Once Juvia started hearing Elfman's words she snapped out of her gazing trance and showed the man come closer to her with concern upon his face.

Once more her heart starts to rapidly beat as she glances at his still-wet clothes that clung to and showed off his amazing body, as she heard his words of concern for her and just the overall thought of someone like him wanting to help her.

Upon seeing Juvia's face somehow go even more red Elfman got right next to her and placed a hand on her shoulder, hoping to come off as supportive for the poor women who and clearly pushed past whatever sickness that she had to fight him.

The second he put his hand on her shoulder Juvia's world started to swirl. It was so overwhelming for her as she looked into his beautiful dark eyes. Her heart threatened to jump out of her chest as she gazed at the man she knew for certain she was destined to be with.

But right now it was all too much for her. She took a deep breath as her eyes slowly trailed upwards and she slowly fell, only to be caught by Elfman. That last action was the straw that broke the camel's back as her eyes flickered before closing.

In the end, she ended up fainting in Elfman's arms.

(Elfman's POV)

I was panicking as I held Lady Juvia in my arms. I had wanted to win against the S-class mage but, not like this. I truly was feeling sorry for the fair lady to have fought past such a horrid sickness to the point that she faints. After a few seconds of thought, I pull her up into a bridal style carry.

I need to get her to a bed of some kind before I continue on to find Lucy. I couldn't just let a lady lay on the ground, no! I needed to find a nice place for her to rest and I would do so on my honor as a gentleman. With that in mind, I start walking forward and plan to head back to a garrison area I had seen on my way over here.

I don't make it far though when a shiver went down my spine. I pause as I look around me and try to figure out what exactly just set off my danger sense. After a few seconds, I found nothing and was about to continue until a voice calls out from all around me.

"Now tell me Monsieur," Said the voice with a rather calm but angry tone, "Where do you intend on doing with my amie?"

Soon the ground in front of me softens as a man in a rather well kept red tux emerges from it. He had a smile on his face but it was one that promises pain as she looked at Lady Juvia who was still lying in my arms. It suddenly occurred to me that this would look slightly sinister, a man carrying around a woman who was his enemy. But before I could speak the man in front of me spoke once more.

"Oh terribly sorry where are my manners, I am Sol of the Earth member of the Elemental Four just like my amie that is laying rather dangereusement in your arms." He pauses had his smile hardens and gains sharpness to it, said sharpness also very much was heard in his tone as he spoke once more.

"Now why don't you put the Mademoiselle down before you force me to do something you're going to very much regret, d'accord?"

NOTICE: So I have some unfortunate news. After a lot of thought, I've decided to change this story from weekly uploads to every other week. When I started this story I was the beginning of summer for me and I only had one job, now I have college classes, three jobs and regular life stuff that has been making it hard for me to upload lately. Volfwildman suggested changing to an every two-week upload but I was hesitant. The truth of the matter is I didn't want to disappoint any of you guys that have grown so used to reading this every Saturday. But after that tornado gave me an extra week to work on a chapter I felt so much more relaxed writing with that extra week. So, as a result, I decided to change the upload schedule.

I am truly sorry for those who love reading this story every Saturday but with my current circumstance, I just can't keep doing this without staying up late to get my writing done on top om my school work and regular work. Hell Chapter 34 was written in one whole night because I just was so busy that week and as a result, I only got two hours of sleep that night before I had to go to my college. Again I am sorry but for now, I'm going to be changing the upload schedule. If my P a treon does well enough or life finally calms down a bit then hopefully I can resume weekly.

Thank you all for reading my story, I really can't thank you enough for how much it's grown.

AN: For the record in a true fight Juvia would decently easily defeat Elfman, even with a full-body take over he would still not win. But he won in this chapter purely because of Juvia's romantic nature. As for why the pairing? Well, the answer is a simple two words 'Why Not'. Romance isn't going to be a big part of this story but I still want it to have a small part and I figure I might as well have fun with it.

Again Volfwildman couldn't Beta this chapter due to recovering from his surgery, he's doing well just needs some time to heal. This week's shout out is going to Nobleshrio, yes I know about the 'Ya' problem. It's a very common where from where I live that everybody uses and I didn't even realize I was using it until people started pointing it out, For the most part, I've tried to avoid using it useless I feel like it fits the character.

(Insert Summary About The Fanficatics 4: We Want More Money, and a joke about reviewing)

Have a great day.

P a treon . com (slash) BETAsatchel