Lucy and Erza have been good friends for a while but with haunting pasts, each are reluctant to fully open up to anyone in the guild no matter how close of friends they are. Lucy Heartfilia had grown up without her mother, causing her to lack fundamental skills most gain from female role models, and was often lead to deal with her feelings and thoughts by taking everything out on herself. While she valued herself, she had never encountered anyone who would value Lucy as much as they valued them self. Erza Scarlet had grown up as a slave in the Tower Of Heaven, and despite the odds, she acquired a few friends and took down armies with her newly found magic, but was forced to go through a lot at a very young age, such as the guilt of leaving behind her closest friends, being responsible for so many deaths. Love was the one thing both girls were smart enough to avoid for the most part, but when they find someone with similar struggles in their histories, will the two come together?