"Natsu!" - Person Talking

"Natsu!" - Person Thinking

"Natsu!" - Large Being Talking

"Natsu!" - Large Being Thinking

"Fire Dragon's Iron Fist!" - Magic

Hey guys, Dom here bringing you a story I've been thinking up for a little bit now. Like my Persona and Naruto fic, it was just a spur of the moment so the first chapter isn't really good at all. More then three quarters of the chapter are paraphrased retellings of the battles during the S-Class Trail arc. For the most part, nothing really changed, the only thing that is missing is Natsu of course. So yeah, not the best chapter in the world but I didn't want to half-ass the scenes because there are some people who like having that back story and I don't want to leave them without knowledge. So yeah, first chapter as always is bad and stuff. But I hope you'll enjoy this because I had a pretty cool time writin it. Well, let's a go.

Smoldering Ember - Chapter 1

Sitting on the rickety bed in his cell, Natsu thought back to the events that led up to his imprisonment. Never would he have thought that trying to save his friends would cause him to end up in prison, but what made it sting the most was the fact that they all agreed that it was for the best if he was the one who was the scapegoat for the council. He knew that he caused a bit of destruction but really, everyone who was a part of Fairy Tail had a bit of a destructive streak.

"Especially Gray, that stripper causes just as much damage as I do, even more probably." Natsu muttered under his breath, leaning his head back onto the pillow as he stared at the ceiling of his cell.

The reason for his imprisonment was mostly due to the newly established magical Council seemed to have grown more and more intolerant of Fairy Tail, despite the fact that the Oración Seis, a member of the Balam Alliance, was destroyed by it assisted by the Legion Corps. The new Chairman, Gran Doma, heavily resented his guild, going as far as to threaten to disband them should another chaotic incident occur with Fairy Tail involved. The pressure of possible disbandment and of the upcoming S-Class Mage Promotion Trial eventually forced Fairy Tail's hand, the guild calling together a meeting to discuss the situation.

(Flashback - A Few Days Ago)

(Scene Change - Magnolia Town: Fairy Tail Guildhall)

"Quiet you brats! This is a very serious matter, we need to be serious this time around!" Makarov shouted as the rowdy guildhall quickly quieted when he exerted a bit of his magical pressure.

"Good. Now listen up, the new council has been cracking down on us much more harshly then before. They've threatened us with disbandment and this time I don't think that they are merely bluffing this time around. I want you all to try and limit your destructive tendencies from now until the trials." Makarov said as a murmur went through the guild, mostly directed towards a pink headed dragonslayer.

"Come'on Gramps! Has the council actually followed through with the other threats to disband our guild? I mean I know that we break a few things from time to time but do you really think that they'll actually do it this time?" Natsu as he flashed his trademark grin, the others giving him dry looks at his statement regarding breaking a few things.

"I'm afraid that this time they really do mean it, especially with Gran Doma as the new chairman. He's a stubborn one and he holds no love for our guild." Makarov said in a serious tone as Natsu's grin faltered.

"So what are we going to do Master?" Erza asked in a concerned tone, Makarov closing his eyes for a few seconds in thought before opening them once again.

"They said in the letter that they would disband Fairy Tail in the event that something destructive involving our guild happens. I hate to ask this of you all and I hate it even more that I'm forcing you to turn on each other but I would like to ask all of you who you believe is the most destructive person here." Makarov asked, though he knew the answer already as everyone turned to face Natsu as he scratched the back of his head in embarrassment.

"C-Come'on! I'm not that bad am I!" He shouted in indignation, the stares only growing as he got a light dusting of pink on his cheeks.

"Natsu. You destroyed nearly all of Hargeon after we met." Lucy said as she winced slightly, remembering the amount of damage that he caused.

"Hey, Bora destroyed a lot more of it then I did!" He countered as the others laughed wryly at his rebuttal.

"What about destroying the Master's meeting place during the battle with Lullaby huh Flame Brain?" Gray asked, Natsu turning to his with an irritated expression as they glared at each other.

"That wasn't just my fault! You and Erza were there and you helped sent Lullaby crashing into it!" Natsu shouted as they butted heads, sparks arcing between their gazes as the others sighed at their petty argument.

"Enough you two!" Erza shouted in an angry tone, her eyes promising pain as the two instantly latched onto the other's shoulder in a buddy-buddy manner.

"Aye!" They shouted as she gave them a smile in return, sweat running down the sides of their heads.

"Master, we all know that the most destructive individual here is Natsu, what's the reason for asking?" Mirajane asked as everyone turned their attention to, a little curious as he took a deep breath.

"The council asked to have our most destructive person sent over to the Rune Knight's for a week of rehabilitation, though imprisonment would be the more appropriate term." Makarov said as the eyes of everyone widened upon hearing his statement.

"W-What! That's completely idiotic!" Erza shouted as she tried to discern if Makarov was lying, gritting her teeth when she saw how serious his face was.

"We can't just give up a member of our guild! It's just not manly!" Elfman shouted, many choosing to ignore the last part of his statement.

"Elf-niichan is right, how could we just give up Natsu to the council!" Lisanna shouted as she stared tearfully at Makarov, an uproar beginning to take over the guild as Makarov's eye twitched.

"Quiet!" He shouted, the sources of the uproar dying as soon as they heard his voice, unusually angry and serious.

"Do you think I like it any more then you all do? I've been told, been forced to hand over a person I see as my own child! The only alternative is disbandment, do any of you want that!" Makarov shouted as the rest of the guild lowered their heads, ashamed of accusing him of agreeing willingly.

"...I'll do it." Natsu suddenly said in a low tone, the heads of everyone snapping to him with wide eyes.

"W-What...?" Makarov asked, a little taken back by the calm statement of his most rambunctious child.

"I'll head to the Rune Knights for whatever they want. It's just a week right?" Natsu said with an easy going smile, everyone a little taken back by how calm he was.

"Natsu what are you saying! They'll just keep you in a cell for a week!" Lucy shouted as she stared at him, a little stunned by how serious he looked.

"It's just for a week, I would rather do that then have our guild disbanded." He said in a serious tone, making everyone nearly drop their jaws when they heard it.

"Natsu's broken!" Happy shouted as he flew around in a panic, only stopping when Carla and Pantherlily managed to calm him down.

"Natsu... We didn't mean for you to sacrifice yourself like this." Erza said in a guilty tone, looking down at her feet.

"Come'on Erza! It won't be that bad, it's only a week!" Natsu said in an attempt to reassure and cheer up the redhead, succeeding slightly when she raised her head and gave him a pained smile.

"Gramps, I don't mind heading there for a week. After that, we can start the S-Class Trials!" Natsu said in a cheery tone, managing to lift the spirits of the guild a bit as they hesitantly agreed with his offer.

"I'll ask you once more Natsu, are you sure you want to do this. There's no guarantee that you'll be treated kindly there." Makarov said in a serious tone, the guild flinching as they got the underlying message.

"You might be injured if you agree to go."

"Yeah, I'm not scared." He replied in a confident tone, Makarov nodding his head as he went to his office for the communication lacrima.

As he left and the sound of the door to his office closing echoed in the guild everyone turned and gave Natsu a myriad of expressive looks. Then, they all charged at him with questions and shouts of disapproval for his choice to go, his eyes spinning when Erza starting shaking him aggressively while demanding he rethink his decision. After a couple of seconds she finally let him go only for Wendy and Lisanna to tackle him and hold him tightly, refusing to let go of him as they pleaded for him to stay.

"Natsu-san, you can't go! What if something horrible happens to you!" Wendy sobbed slightly, burying her face into Natsu's side.

"Wendy's right! What if something goes wrong and this is just a trap Natsu! Think about it!" Lisanna pleaded at him as she tightened her grip on him.

"Everyone! I'll only be gone a week, it's not the end of the world! It's not like a horrible monster is going to show up or anything right!" He shouted at them, trying to get them to understand that it wasn't like the world was going to stop revolving for the week he was with the Knights.

The sound of Makarov's office door opening catching the attention of everyone present, they turned with teary eyes at Makarov and only grew sadder when they saw him nod his head. Turning to Natsu, he nodded at the pink haired youth before jumping down and gesturing for him to follow. As he did, Wendy and Lisanna reluctantly letting go of his form, he gave them all a toothy grin as he waved goodbye.

"I'll be back before you know it! Just wait for me until then ok!" He shouted as his guildmates gave him a tearful reply.

(Flashback - End)

(Scene Change - Magnolia Town: Rune Knight Branch Building - Natsu's Cell)

"Of course that was about a week ago... I should have been out of here by now." Natsu sighed, turning over on his side as a guard walked past, Natsu standing and calling out to him.

"Yo, do you know when I'm getting out of here?" Natsu asked, the guard jumping slightly at his sudden voice.

"H-Huh? Oh, Natsu-san. I'm not sure, there was nothing on the list of prisoner releases." The guard reported, Natsu's eyes widening as he quickly hopped off his bed and moved towards the guard.

"What do you mean?! I was only supposed to be in here for a week, maybe a day more tops!" He shouted as the guard flinched at his tone, obviously not knowing what the pink haired young man was talking about.

"I-I can check again for you Natsu-san, I'll be right back!" He squeaked before running off towards the main hall.

After a few minutes, Natsu turned and flinched when he saw not the guard but an unknown cloaked individual. Stopping before Natsu's cell, the figure scanned Natsu from head to toe before facing Natsu's confused gaze. As they brought their hand up, revealing a feminine arm before a small glowing red sphere appeared in their hand. Then, with a quick movement of their hands the sphere multiplied in number as they hung ominously in the air.

"W-What's going on? Who the hell are you!" Natsu shouted in anger, his anger bubbling though the magic sealing stone that made up his cell denied him any use of his magic.

Wordlessly, the cloaked figure threw Natsu a key which he caught in confusion before the cell to his door opened, the figure scattering the spheres levitating around her into his cell as a violent explosion of fire consumed the wing of the prison he resided in, the shockwave from the release of the flames blowing him against the back of his cell as a myriad of shouts and noises made it to his ears. Wincing as he held his head, he quickly froze when he saw the angered and shocked faces of a few members of the council along with the stunned face of the guard from before.

"N-Natsu-san... H-Huh? How did you get a hold of my key?" He asked in a shocked tone as he checked himself for his key, Natsu's eyes widening as he quickly looked at the key in his hand.

"W-Wait! This isn't my fault! There was some hooded person here who did this!" He shouted as Gran Doma simply glared down at the pink haired youth.

"That's impossible Natsu Dragneel. Neither of the two guards stationed at each wing of the hall reported any sign of the individual that you speak of. How you obtained the key to your cell is negligible as I believe we have more then enough circumstantial evidence to find you guilty of an attempted escape not to mention theft, arson and destruction of property." Gran said in a cold tone, Natsu's shocked expression quickly becoming angered as he glared back.

"That's bullshit! I was supposed to be out of here by now anyway!" Natsu shouted as Gran narrowed his eyes, slowly exerting his magical pressure as anger and irritation began to build inside of him.

"Silence! Did you honestly believe we would release such a volatile person without properly educating you? That message said a week of rehabilitation, and do tell me, have you been rehabilitated yet Natsu Dragneel?" Gran said with a frigid tone, Natsu gritting his teeth as they had played him.

Stepping forward, Gran stood face to face with Natsu, the younger man sweating slightly from the pressure of the older man's magic. But refusing to back down, Natsu simply glared at Gran before lashing out and grabbing the wrist of his hand as it reached towards him. Gran's eyes dancing with dark mirth, he simply scoffed before ripping his hand free from Natsu's grip.

"Of course you will not be here for long. You would have begun your week of rehabilitation tomorrow but after your actions today, I believe that a proper punishment is in order. And do not worry, we will inform your guild of your actions." Gran said as he shoved Natsu back into his cell after taking back his cell key, locking the cell behind him as Natsu latched onto the bars and snarled at him.

"You bastard! I didn't do anything! I'm innocent!" Natsu shouted as the rest of the guards and council members simply ignored him, returning to the hall.

(Time Skip - 1 Day Later)

Sitting on his bed with his knuckles bleeding after pounding the walls of his cell in an attempt to relieve himself of the anger that still burned through his veins. Hearing a group of footsteps, he moved towards the door to give the guards another earful only to brighten up considerably when he saw the form of Makarov and Erza. About to call out cheerfully to them, he paused as he saw the dark looks on their faces, confusion swimming through his head as they arrived in front of his cell.

"Gramps, Erza, what's wrong?" He asked in a worried tone, taking note that they flinched when they heard the question.

"What's wrong? What's wrong is what you did Natsu!" Erza shouted as her eyes burned with anger and shame.

"W-What? What did I do! I didn't do anything, I swear! It was that hooded person!" Natsu shouted, having an idea about what this was about.

"You tried to escape Natsu. That alone is a heavy crime but not only that you nearly destroyed the prison wing! But above all else, you injured Gran, the chairman of the council!" Makarov said in an angry and disappointed tone, Natsu's eyes widening when he heard the accusations pitted against him.

"Hurt him? I didn't hurt him, I just grabbed his wrist!" Natsu shouted as he tried to plead his innocence, his heart breaking when he saw the people he cherished simply dismiss his pleas.

"They showed us evidence Natsu... They showed us a video lacrima with a recording of what happened, the explosion, the fire, everything only points to you. No one else in Magnolia or in this prison has fire magic that powerful or as recognizable as you." Makarov stated as Natsu just stared at him in disbelief.

"G-Gramps... You... You don't really believe I did that do you?" Natsu asked in a quiet and pleading tone, his eyes wide and beginning to brim with tears.

"...It's not just us Natsu, everyone in the guild agreed that those were your flames, not a single person disagreed with the assessment." Erza said in a disappointed tone, her eyes shining with unshed tears as Natsu's head dropped against the bars of his cell.

"So that's it...? They show you a made up and fixed recording and you all believe them? After all we've been though? All the years that we trained, laughed, cried and spent together, you're believing them instead of me?" He asked in a hushed tone, Makarov and Erza flinching upon hearing how soft he sounded.

"Natsu... Tell me, who would you believe in this situation? They showed us conclusive evidence. We saw the fire, the explosion, the burn marks on Gran's wrist. How can you ask us to believe you after all the evidence that they showed us? We wanted to believe in you, that you wouldn't lose your temper but you did, you've always lost your temper in the most crucial of times." Makarov said in an equally soft tone, Natsu simply shaking his head as he went back to his bed, ignoring the looks on their faces.

"Just... Just leave me alone... If that's what you wanted to tell me, I don't want to hear any more." He said as he sat on his bed, his bangs overshadowing his eyes.

An uncomfortable silence taking over the wing, Erza was about to speak once more but Makarov stopped her. Turning to face him, he shook his head and gestured for her to leave with him. Biting her bottom lip slightly, Erza reluctantly left but not before giving Natsu one more disappointed look. As they turned to leave, they never saw the tears silently falling from Natsu as he continued to stare at the ground.

A guard passing by Erza and Makarov flinched slightly when he saw the expressions on their faces, Erza looking like she was about to cry at any moment while Makarov seemed to have aged by several years. Returning his focus forward to avoid upsetting the two powerful mages any more then they already were, he passed Natsu's cell and saw that even the powerful Salamander was shedding tears. Adverting his gaze he continued and finished his rounds, nodding and offering a smile to the guard who had his shift next, he took a break in the corner of the lobby room with a drink in his hand.

"The mission was a success Master Hades. We won't have to worry about Salamander." He whispered into a communication lacrima hidden in the collar of his uniform.

(Scene Change - Magnolia Town: Fairy Tail Guildhall)

Arriving back in the guildhall, Erza and Makarov were met with a multitude of pained and saddened looks, their own eyes reflecting the same expressions their guildmates had. Wordlessly, they moved to their own respective destinations, Makarov heading to his office while Erza headed to the bar. Hearing the sound of his office door closing, the silence that enveloped the guild shattered for a brief moment before it returned once more.

"...Was it true Erza?" Mirajane asked after a few moments of tense and uncomfortable silence, Erza wincing as her head dropped slightly.

"There was no mistaking it. The area in front of his cell was scorched, showing that the source of the flames originated from the cell door or inside. Then there was the burn mark on Gran's wrist, and the only mage who had fire magic in the prison was Natsu. I hate to say it but Natsu really did lose control." Erza reported as a series of gasps popped up around the guild, many unable to believe what they had heard.

"That can't be right Erza-san, Natsu-san wouldn't hurt someone for a reason like that would he?" Wendy asked in a shaky tone, many frowning at the her attempt to remain strong.

"I hate to say it but you know he has an extremely short fuse. After spending a week and a half locked up no doubt he was pissed." Gray said with a small frown on his face.

"Yeah, Salamander's temper is probably even shorter then mine. If he was pissed and that Gran guy pushed him, I'm sure he would've done something." Gajeel said as the others chose not to comment on his statement.

"Natsu is alright right?" Lucy asked Erza, getting the attention of everyone in the guild.

"I... I don't know... He... He was really quiet..." She answered, everyone giving her a puzzled look before they heard Lisanna gasp, her eyes widening at Erza's statement.

"If Natsu was quiet, then he really was upset. He's only ever been like that a few times when we were kids." Lisanna said in a worried tone, her worries soon spreading to the other members of the guild.

But before any of them could speak Makarov entered the guildhall once more, his face serious and free of the sadness that it carried before. Seeing him in such a manner immediately caused the members of the guild to tense, knowing that his expression could only mean something was wrong. Their fears were confirmed when he held up a security lacrima and channeled his magic into it, projecting the recorded image of a ruined and smoldering hallway before the scenes shifted to show Natsu holding a trembling guard by the face.

"Everyone put of those fires! Make sure they don't spread any further then they already have! Knights, move Natsu Dragneel to another cellblock! We'll be transporting him to the maximum security prison near Alisma, just try and get him under control for now!" A panicked guard shouted as they saw Natsu throw the one he was holding down the hallway.

"Damn it! Fall back! Leave this to the anti-magic unit! All of you who can use magic, try and hold him long enough for them to arrive!" Another shouted before firing a bolt of lightning from his hand in an attempt to paralyze Natsu.

As the bolt sped towards him, Natsu side stepped and avoided the crippling discharge of electricity and moved to engage the guard who tried to incapacitate him only to be sent to the floor when a sudden spike in magical pressure forced him to his knees. Raising his head, he glared at the imposing form of Gran before the security lacrima recording cut out. As soon as it did an uncomfortable and tense silence overtook the guildhall as everyone digested the chaotic scene displayed in front of them.

"...Natsu's gone too far..." Makarov said in a tired tone, his eyes closing as he released an exhausted sigh.

"Master... Natsu was probably just..." Lucy said, biting her bottom lip as she tried to find a reason for Natsu's behavior though nothing managed to come to her mind.

"Lucy don't... We've seen enough..." Erza whispered with her head hanging low, hands balled up into fists.

"He's out of our reach now Lucy..." Makarov said in a solemn tone, shaking his head as he knew what he had to do.

"Oi Master, you're not doing what I think you're doing?" Gray asked in a tone of disbelief, the others looking on in confusion before the realization of what was going on hit them.

"M-Master, you can't! He's our Natsu! He's Fairy Tail's Natsu! You can't do this!" Lisanna shouted in a desperate attempt to stop him from doing what he was doing.

"I'm sorry everyone. I love Natsu and the energy that he brings to Fairy Tail but... We can't continue to support him after seeing that. You have to see where I'm coming from." Makarov said as the rest of the guild lowered their heads, a few shedding tears as they knew that he was right.

"As of today, Natsu Dragneel is exiled." Makarov said in a saddened tone, nearly choking on his own words as he announced what everyone feared.

As he did, he headed towards the data storage room. Entering it, he reached the farthest wall of the room, a large and intricate diagram of a tree depicting every single member of Fairy Tail from the past and present. Holding his hand out to it, he released a pulse of magic as the image of Natsu slowly dimmed before fading away completely. Lowering his hand and his head, he let a few tears escape as he mourned the loss of one of his favorite children.

"Now... Let us discuss the S-Class Exams." Makarov said in a quiet tone as he moved out of the room, doing his best to appear strong in front of his children.

(Scene Change - Magnolia Town: Rune Knight Branch Building - Natsu's Cell)

Inside of Natsu's cell, he was in the same position as he was when Erza and Makarov left, sitting on his bed with his head hanging down as his hair overshadowed his eyes. But a tingle on his shoulder gained his attention as he promptly widened his eyes, gritting his teeth in an attempt to fight back the tears that desperately wanted to run down his face. Right before his eyes, his guild mark, the symbol linking him to the ones he thought were his friends and family, slowly vanished before him.

"Damn it..." He muttered under his breath as he let his head lean back against the wall of his cell, his eyes overshadowed by his bangs.

The guard from earlier passing by stopped for a few seconds to examine his unmarked shoulder before returning to his route, hiding a smirk under a mask of focus as he rounded the corner and swapped places with another guard. Stepping into an empty corridor, he touched the communications lacrima as he glanced before speaking into it.

"Natsu Dragneel is no longer a mage of Fairy Tail." He whispered before returning to his route, the lacrima pulsing an eerie purple before fading once again.

(Time Skip - A Few Days Later)

(Scene Change - Tenroujima)

Gathered on the ship heading towards the holy ground of Fairy Tail, Tenroujima, Makarov, Erza and Mirajane along with the partnered pairs of Gray and Loke, Juvia and Lisanna, Elfman and Evergreen, Cana and Lucy, Freed and Bickslow, Levy and Gajeel, and Mest and Wendy. Standing above them on the ship, he looked down at them before nodding his head and started to address them.

"Alright you all, listen up! I'll be announcing the details of the first exam." Makarov announced, getting the attention of everyone as they turned to face him.

"The first exam with be a test of both power and luck, power in that you will have the chance to battle and luck in that you may be the ones to get onto the quiet path. There are seven of you and eight paths, three of which will lead to Erza, Mirajane or Gildarts, four that will lead to a battle between the two pairs who end up together there and a final path that is a straight path to the end. You will all be able to choose your own path and walk it, but be sure to have the resolve to face it all the way through." He explained as they all nodded in understanding, tension building in their bodies as they approached the island.

"I wonder how you would have done Natsu..." Makarov said in a whisper as he glanced at the sky, a sense of foreboding taking a firm place in his stomach.

(Scene Change - On route to Tenroujima)

"Are you sure this is a good idea Carla?" Happy asked in a worried tone, the white haired cat simply nodding with a serious face.

"Don't worry Happy, she's just worried about Wendy." Pantherlily said in an amused tone, Carla growing a bit red at his accusation.

"It's because of Mest. In the end Wendy decided to go with him in place of Mystogan. After that she stopped talking to me." Carla said in a slightly hurt tone, Pantherlily and Happy nodding at her words.

"To think she gave even you the silent treatment." Pantherlily said in a slightly stunned tone, Happy nodding in agreement.

"So even Wendy gets upset at Carla." Happy said as Carla simply turned her head away.

"...I just have a really bad feeling about the exams..." Carla said in a worried tone, Pantherlily and Happy tensing a bit at her tone.

(Time Skip - A Few Hours Later)

After a grueling few hours of fighting and walking the first exam came to an end. Lucy and Cana were the last to arrive on the island and headed through Path C, encountering Freed and Bickslow. Meanwhile, Juvia and Lisanna encounter Erza, Elfman and Evergreen meet Mirajane, Gray and Loke squared off against Wendy and Mest, and Levy and Gajeel traveled through the safe route.

During those matches Freed and Bickslow lost on purpose since they owed Lucy and Cana, throwing the fight in favor of the two of them though Bickslow was a bit disappointed about the decision. Erza easily defeated Juvia and Lisanna, having not held back though she said she was. Elfman and Evergreen manage to defeat Mirajane by catching her off-guard, . Gray and Loke easily defeated Mest and Wendy, though afterwards they began to have trouble when they tried remembering Mest's background.

Once they were finished with the exams the next part began, the pairs who succeeded proceeding to the next part being the hunt for Mavis Vermillion's grave, the time limit being six hours. During the exam, Erza began to worry about the whereabouts of their youngest guildmate and friend, heading out with Juvia to find her. But unbeknownst to them, there was a dark shadow lurking over the island as an airship slowly made its way towards Tenroujima.

"Kyaaa!" Lucy screamed as they avoided being eaten by a large reptilian beast, sprinting for their lives as it crushed everything in its path.

"Lucy hurry! This way!" Cana shouted as they tried to lose the beast by running through the forest.

With Gajeel and Levy, they were hiding behind a rock avoiding an equally large beast, sweating slightly as it sniffed around for them.

"I-I might die..." Levy muttered as she wrapped her arms around her knees.

"Damn, what an island!" Gajeel admitted in a slightly nervous tone, peeking over the rock only to quickly advert his gaze when the beast glanced in their direction.

"This is nothing, if it means becoming an S-Class mage!" Gray shouted as he sprinted for his life, Loke in toll as they tried to outrun a flock of giant birds.

"You're sure acting tough." Loke quipped as he followed up behind Gray.

"THIS WAY EVER!" Elfman shouted as Evergreen and himself tried to shake off a giant boar-like beast.

"Shut up! Don't order me around!" She shouted back as they entered the woods.

After a few minutes of outrunning and finally losing the beast chasing them, they stopped to catch their breaths as they scanned the area for any other signs of danger. But soon, a sense of dread entered their beings when the sound of footsteps made it to their ears.

"There's... Someone on this island? I thought there would be no one here..." A black haired youth asked, Elfman and Evergreen tensing as they failed to recognize him.

"Who are you?" Elfman asked, turning to face him as he glanced between the two.

"Only people from our guild can enter here." Evergreen added as he tilted his head in confusion.

"Guild? Oh... So this island is administrated by the guild." He said in realization, Evergreen and Elfman looking at him in confusion.

"Hey!" Elfman shouted, taking a step towards him only for him to shrink back as Elfman flinched, the young man holding his hand out in a sigh for him to not approach.

"Fine, I'll leave. Just please, don't come near me." He asked in a polite tone, Evergreen growing nervous as she grabbed Elfman's arm.

"Elfman, something's wrong. We should go." She said in a nervous tone, glancing at the youth as Elfman tilted his head curiously.

"Ever, is it really ok to let him go off like that?" He asked, Evergreen's response being to pull on his arm.

As they were making their move to leave their eyes widened and their instincts screamed at them to take cover as they saw him grip his head. Seeing him wince as sweat began to run down the side of his face, their eyes widened as they moved to run, just barely hearing the words that left his mouth.

"N-No... It's coming... The Death Preying is coming..." He muttered as they sprinted, feeling a sudden surge of magic coming from the young man.

His eyes snapping open, a wave of death magic swept out in an arc around him, ending all life that it touched. Whether by sheer luck or instinct, the two dropped to the ground and avoided the deadly wave of magic as they saw the trees before them wither and die. Their eyes widening, they turned and saw that he had vanished, a cold sweat running down their faces as the knowledge of someone with such terrifying magic was on the holy ground of their guild.

Meanwhile with Mest and Wendy, the two were on a cliff face overlooking the ocean. Wendy smiling as she took in the beautiful sights and clean air around her, Mest suddenly tensed before a smile of disbelief made it to his face.

"H-He's here. On this island?" Mest thought with a mixed look of disbelief and excitement on his face, turning to face the forests behind him

(Scene Change - Grimoire Heart Airship)

"Master Hades, we've found him. To think he was sleeping here the entire time." Ultear reported as Hades nodded his head, his hands folded before him.

"Finally we met... The Black Mage Zeref." Hades said as a small smirk appeared on his face.

"Let us begin the search." Hades said as the forms of the others in the room revealed themselves.

(Scene Change - Gajeel and Levy's Location)

While en route, Levy began to get annoyed at Gajeel's loud, continuous rants regarding his dead wish, which was to defeat Natsu before he was exiled from the guild. After more then a few minutes of hearing him complain and rant, Levy stated that he never seemed to care about her since all he talks about is fighting someone else. Patting her on the head, Gajeel told her that if she wants him to mingle more with her then she should become strong enough to fight him.

"You want some attention, Shrimp? Then fight seriously with me! Get stronger!" He said as he patted her head, Levy glowering as a small pout made its way to her face.

Hearing him actually say that made Levy upset as she muttered that she's small and weak and before running off alone while calling him an idiot. As she was running, she whispers that Gajeel is a jerk and that she hates him. Suddenly, she hears rustling coming from within the shrubs; two strange-looking mages pop out and attack her without so much as a warning.

"W-What! W-Who are you!" Levy shouted as she backpedaled from the samurai looking mage, only to notice the other mage behind her.

"You first." He said as he drew his katana, rushing towards her.

The samurai-like mage swung his katana towards Levy, cutting off her headband, which makes her fall butt-first on the ground in surprise. As she hit the ground the other Mage quickly moved to secure both her hands and pins her down on the ground. The one with the katana moving to slash her when Gajeel suddenly arrived, blocking the blade with his forearm.

"Tch. It's hard looking for someone so small. So don't leave my side." Gajeel muttered as he glared at the mage before him, Levy's eyes widening before closing slightly with a small blush adorning her face.

"Who are you guys?" Levy asked as she moved to stand up, the two mages backing off as they circled the pair.

"Grimoire Heart." Gajeel said as he saw the insignia of their guild etched into the armor of the samurai-like mage in front of him.

"A dark guild. What're they doing on Tenroujima?" Levy asked as she tensed, clenching her fists as the two dark mages exchanged looks.

"Did Master set up a dark guild for the exam?" Gajeel asked, trying to lighten up the mood knowing the answer.

"Of course not. These guys... They must have snuck in somehow." Levy replied as Gajeel smirked.

"Well, accidents always accompany work. and if it concerns an S-Class mage it's all the more true." Gajeel said as he leveled a stare at the mage in front of him.

When Levy demands to know what their intention is, Yomazu uses his katana to write a kanji in the air as he declares that they came to hunt for Fairies, as Yomazu uses his spell, Orient Solid Script: Gō, to generate a deafening sound. Kawazu then charges at the two and Levy tries to warn Gajeel, who isn't able to hear her because of the noise, so Levy grabs Gajeel's shirt to save him from Kawazu.

Turning, Kawazu then shoots eggs from his mouth towards Levy and Gajeel, a spell called Egg Buster. Yomazu then appears behind Gajeel and attempts to slash him, but the other man dodges. Levy casts Solid Script: Silent to negate Yomazu's spell and, free from the deafening noise, Gajeel hears everything once more and punches Yomazu in the gut, sending him back. Meanwhile, Kawazu attacks Levy with his egg bombs but Levy neutralizes them with Solid Script: Fire.

Casting Orient Solid Script: Zan, Yomazu attempts to strike Gajeel down with his katana, but Gajeel dodges the attack, which hits the and levels the trees behind them. Gajeel tries to block the next fury of strikes, but they inevitably slash through his armor, at the same time, Kawazu's attacks on Levy become too many for her magic to handle and she becomes rained down on by the eggs. Yomazu casts Orient Solid Script: Kan and a beam of light pierces through Gajeel, following up with his Dark Sword: Narukami spell.

"If this is the level they're at, we can probably take care of them all before the main squad arrives." Yomazu said as Kawazu nodded in agreement, though they were clearly disappointed in he ability of the Fairy Tail mages.

"W-What... D-Did you say main squad?" Gajeel said as he laid facedown bleeding heavily.

"Looks like he's still breathing-pero." Kawazu said in slight acknowledgement as Yomazu simply stared down at him.

"Yes main squad. The entire Grimoire Heart guild." He said as Gajeel and Levy's eyes widened upon hearing the startling piece of information.

"Levy... Run!" Gajeel shouted as he struggled to stand, Levy staring at him in shock as the two dark mages raised an eyebrow.

"This isn't some mundane war, it's going to escalate to something beyond your wildest imaginations." He said as managed to raise himself to a kneeling position.

"E-Eh, b-but... I..." She stammered as tears began to fall from her eyes.

"You need to let everyone know about this as soon as possible! These guys, I can take care of them myself easily!" He shouted at her, turning to face her slightly as she bit back her cried of protest.

"Don't let her escape!" Yomazu shouted, only for Gajeel to intercept him with an Iron Dragon's Club.

"Gajeel! Please don't die!" She shouted, pleading for him to not die as she casted Solid Script: Iron as a huge chunk of iron appeared in front of Gajeel, before running away herself.

Gajeel eats the piece of iron, restoring his energy and as he stood up once more. Inhaling, he casted an Iron Dragon's Roar, but Yomazu defended with Orient Solid Script: Bō, and at the same time Kawazu backing him up with Heavy Egg Rain. Yomazu repeatedly slashes towards Gajeel with his katana, but Gajeel retaliates with Iron Dragon's Sword that reaches Kawazu, explaining that he won't lose to weaklings of their level. However, Yomazu sees an opening, makes his katana longer with Tsuranuki and pierces through Gajeel's arm.

"I..." Gajeel began though he was in pain, Gajeel grabs Yomazu's blade and recalls the moment Makarov had invited him to join Fairy Tail after informing him that Juvia already did.

"W-What power!" Yomazu shouted as Gajeel shattered his katana with his hand, glaring at the man before a sudden spike in magic could be felt in the area.

"I am a Fairy Tail mage!" Gajeel shouted as he destroyed Yomazu's katana, before clasping his hands and swiping down a gigantic sword, Karma Demon: Iron God Sword, defeating Yomazu with it.

Just as Gajeel defeats Kawazu and Yomazu, Levy brings back reinforcements; Juvia and Erza. Comprehending the severity of the battle, Erza declares that the exam is now on hold, and launches a signal flare to let everyone know about the enemy attack.

The red flare is seen by the contestants around the island. Cana attempts to ignore it, but Gray and Loke interrupt, as they were secretly following the two, saying that they need to focus on the enemy attack instead of the exams.

(Scene Change - Mest and Wendy's Location)

As she explores the island with Mest, Wendy notices a signal flare in the air but fails to understand what it means. Suddenly, Happy, Pantherlily and Carla arrive, telling Wendy to get away from Mest. The three Exceeds confront Mest, asking him who he really is. When Mest replies that he is Mystogan's apprentice, Pantherlily changes to his Battle Mode and pins him to a boulder, telling him that Mystogan would never accept an apprentice from Earth Land. Wendy expresses her confusion but Carla tells her to be quiet as Pantherlily, thinking that Mest is using a kind of magic that affects people's memories, continues to interrogate Mest. Suddenly, Mest disappears from Pantherlily's grip and appears in front of Wendy. Mest grabs Wendy and jumps to the side just as someone attacks the group.

Mest ordering the attacker to reveal himself, the group sees someone emerging from a tree. The attacker reveals himself to be Azuma, a member of the Seven Kin Of Purgatory of Grimoire Heart. Mest is surprised to see the member of Grimoire Heart appearing but thinks himself as lucky to have the Dark Guild at the island together with Zeref. Mest then reveals himself to be a member of the magic Council who came to the island to disband Fairy Tail. Mest then reveals that a battleship is located near the island. However, Azuma points at the battleship that explodes, much to everyone's surprise. Azuma then approaches the group while Pantherlily tells the others to stand back.

Pantherlily charges at Azuma who uses his Bleve, engulfing Pantherlily in flames. However, the attack is ineffective and Pantherlily punches Azuma in the face. As Azuma flies through the air, small sparks around Pantherlily causes a huge explosion that blows Wendy, Happy, Carla and Mest away. Pantherlily realizes the difficulty of the situation and wishes to have his sword. Suddenly, Wendy uses her Arms X Vernier spell on Pantherlily, enhancing his speed and offensive power. Azuma tries to attack Pantherlily but Pantherlily uses his Aera to dodge the attacks. As Pantherlily and Azuma battle, Wendy asks Mest to lend her his strength, wanting to protect her guild.

Mest reminds her that he came there to destroy her guild but Wendy ignores this fact, saying that they will never be destroyed. As Pantherlily dodges another one of Azuma's attacks, Carla tells him to fly to the sky which he did. Azuma tells him that wherever he may go his explosions will reach him. Mest then uses his magic to teleport himself and Wendy behind Azuma. As Wendy prepares to attack with a point-blank Sky Dragon's Roar, Azuma comments that they're pathetic and uses his Tower Burst attack, causing an enormous explosion and defeating the group.

After Azuma leaves, the group sees a humanoid goat wearing a jet pack releasing bubbles all over the island. These bubbles contain members of Grimoire Heart who surround the group.

(Scene Change - Makarov's Location)

After finding Gajeel Redfox after his narrow triumph over Kawazu and Yomazu, Erza Scarlet sends the signal flare and yells for everyone to move into battle formation. Makarov, sitting by Mavis Vermilion's grave, sees this and gets shocked.

Makarov tells Mavis that he takes full responsibility for allowing enemies to trample on to their holy land and asks for her blessings to keep the young ones safe. Later, he stands in the way of Grimoire Heart's airship in an enormous version of himself through his Titan magic. Six of the Seven Kin of Purgatory are aboard the airship and all of them are taken aback by Makarov's power. Hades acknowledges Makarov as Makarov tells them to disappear.

Makarov hits the right side of their airship, but when he attempts to throw another blow, the ship increases its speed to dodge. They fire the magical Convergent Cannon - Jupiter at Makarov and he blocks it using his arms. Ultear Milkovich restores the airship's form using Arc of Time, as Caprico takes the rest of the Seven Kin with him and flies out using his jet pack, by the order of Hades. Makarov prepares to cast Fairy Law and gives the Dark Guild until the count of three.

As Makarov is about to activate Fairy Law, Hades appears on top of the airship and tells him to not try it as he prepares to cast his own spell, Grimoire Law. Hades informs him that that skill is a counter-spell and that it shouldn't be released so easily. Makarov looks at him in utter shock as he realizes that Hades is, in fact, Purehito, the second Master of Fairy Tail who passed on the title of Master to him.

Hades uses his magic to create chains that are powerful enough to toss Makarov down into the ground. Makarov reverts to his original form as he falls. He regains his balance as Hades appears in front of him. Makarov asks why he's in a Dark Guild, to which Hades replies that there are things in the world that cannot be directly expressed as good or evil. When Makarov admits that he doesn't want to fight with him and that he should just leave, Hades tells him that it slightly pains his heart to have to crush Fairy Tail with his own hands.

Makarov yells that he won't let him touch the guild. He then sends beams of light towards Hades, but Hades' dark shield absorbs it and sends it back at Makarov. In an instant, Hades is able to cast Amaterasu: Formula 28 that surrounds Makarov in a spherical shockwave. Makarov negates this with a defensive seal of his own, however, Hades captures him with his chains and tosses him around the landscape, and later smashing him against the ground. Makarov is soon surrounded by Amaterasu seals once more, and so he casts Three Pillar Gods.

Unfortunately for Makarov, Hades' Amaterasu: Formula 100 renders the seal ineffective and its magic energy is felt throughout the island. Despite the explosion caused by this, Makarov stays alive. Hades looks impressed and states that that's what's to be expected of Makarov, the man whom he entrusted the guild to for forty-eight years. Makarov approaches him, telling him that he had been an amazing Master who taught them peace and led them to the proper paths and further asks him what happened to him.

Hades only looks at him and then hits him down with his fist. He explains to Makarov about going back to the roots of magic and seeing the "Quintessence of magic". As he walks away, he tells Makarov to sleep as Fairy Tail's history will come to an end. However, Makarov opens his eyes and attempts to go after Hades, but Hades senses his approach and shoots him with his Piercing Bullet, though Makarov narrowly avoids a crippling wound, the bullet piercing his shoulder as Hades left.

"It... Isn't over... Please... Reach... The one who will inherit my will..." Makarov said as he shakily raised his hand out before it dropped, along with himself as he lost consciousness.

(Scene Change - Unknown Location)

"Hmm? What is... This feeling?" A hooded figure asked himself, turning slightly to reveal a scar in the shape of a lightning bolt and a head of blonde hair.

(Scene Change - Erza and Juvia's Location)

Erza requips into her Heart Kreuz Armor and decides to look for Wendy and Mest because they might not know where their camp is while Levy takes the injured Gajeel back to camp. Before setting out, she pries Grimoire Heart's motives out of Yomazu whom she beat up. After receiving the information about Zeref, Erza asks if they're really going to cause chaos on the island that has the blessings of the Fairies. Yomazu only replies that they shouldn't underestimate the Seven Kin of Purgatory. He enumerates all the members to them and they become surprised when they discover that one of the Seven Kin is already on the island.

They are later confronted by Dark mages from Grimoire Heart that fell out of the sky due to Caprico's magic. After defeating them, they run into Meredy, who states that elimination is her first directive when encountering an enemy. Juvia is surprised at her childlike appearance and Erza warns her to not underestimate Meredy because her magic gives her a strange feeling.

Meredy explains Grimoire Heart's plan to Juvia and Erza at the same time as Rustyrose explains it to Elfman and Evergreen in their battle as well as Caprico in his battle against Gray, Loke, Lucy and Cana.

Meredy casts Maguilty Sodom and various swords appear all around her. She sends them toward the two. Erza dodges it but Juvia becomes shocked as the blades damage her Water Body. Erza asks what kind of magic Meredy is using and Meredy simply replies that her mission is to eliminate the enemy.

Juvia is shot down by Meredy and Meredy tells her that she's the "13th". Erza requips into her Heaven's Wheel Armor, tells Juvia to step down and charges towards Meredy. As she does, Meredy tells her that she's the "4th". Erza asks what she's ranking and Meredy replies that it's the order she has decided to kill them in. Meredy sends her blades towards Erza and she blocks them as she calls Meredy's ranking ridiculous. However, Meredy's special blades suddenly head towards Juvia and make a direct hit. When asked by Erza why she's targeting Juvia, Meredy explains that the 13th is just trash and should be taken care of quickly.

As she moves on to an exchange of blades with Erza, she states that Gildarts Clive is third, Makarov is second and the first is Gray, who Meredy claims to be the one who killed Ultear's mother, Ur, and subsequently hurt Ultear. Meredy, in her anger, surrounds Erza with her blades. However, as the blades prepare to assault Erza, they are knocked away by a large wave of water. Juvia stands up with a dark look on her face with her head slightly tilted, asking Meredy whose life she said she was going to take. Juvia's appearance makes Erza stammer for her to calm down.

Juvia asks how could she calm down when Meredy is after Gray's life for her irrational needs. She exclaims that she will never forgive Meredy and attacks her by sending a large amount of water, knocking her away. She quickly follows up with Water Nebula. Erza watches in shock and realizes that she's a completely different person from the one she battled earlier. She gets her strength from her strong feelings towards the ones she loves. That is Juvia's true power. After knocking down Meredy with a water punch, Juvia asks Erza to leave Meredy to her and that she has to go find Wendy and Gray. Erza requips into her previous bikini and prepares to leave. Meredy attempts to chase after her but Juvia smashes Meredy between two waves, stating that this was now a battle between the two of them.

(Scene Change - Lisanna and Mirajane's Location)

After Grimoire Heart lands on Tenroujima, Mirajane and Lisanna are confronted by some lower members of the Dark Guild, Grimoire Heart. The two sisters fight them off without much effort. After they defeated the lower members, Azuma then confronts the pair, and Mirajane tells Lisanna to get back, Lisanna however, states that she will fight as well.

Azuma begins using his Great Tree Arc magic to attack Mirajane and Lisanna. Lisanna is amazed at Azuma's incredible magic power, but says that she isn't going to hold back and uses Animal Soul: Harpy and tries to attack Azuma with the claws. Azuma grabs it effortlessly and Lisanna transforms into a giant penguin to try to smash Azuma, but he evades it. Mirajane is surprised that her sister can chain Take Over's instantly and asks herself since when has she been able to do such a high level technique. Lisanna transforms by using Animal Soul: Rabbit and Azuma uses Bleve. From the smoke, Lisanna as a giant bird takes flight, and in the sky, she transforms into a feline. She falls to the ground and tries attacking Azuma with continuous scratches, which he evades and then attacks her with an explosion.

Azuma says tells Lisanna that she can fight better he thought she would, so he was going to show them how far apart his level of magic power is from theirs. Azuma creates some explosions which blow Mirajane and Lisanna away. Azuma then starts talking about how spirit and faith don't make a worthy opponent, but he is cut off by Mirajane who attacks him swiftly and quietly from behind. Mirajane tells Lisanna to go search for everyone else and that she would keep him busy. Azuma wonders how the woman who he barely felt any magic power from, suddenly released an incredible amount of power. Lisanna tells her sister that they would fight together and Mirajane tells Azuma that he will pay for underestimating the power of Fairy Tail, their family.

Azuma blasts the ground under them and Lisanna recommends that Mirajane use Satan Soul to defeat Azuma, but Mirajane doesn't respond to her and thinks to herself that Satan Soul isn't a spell she can use in consecutive enterprises. Azuma then realizes he is fighting the Demon Mirajane, and requests a serious match against her in her Demon form.

Mirajane ignores Azuma's request and tells Lisanna to run away, because she can tell Azuma is very strong. Since Mirajane doesn't respond, he traps Lisanna in a ticking time bomb. As Mirajane rushes over to Lisanna and attempts to free her from the bomb, Azuma tells her that the bomb will not go off unless she defeats him in three minutes. She calls him a coward, but he says he will do anything to face the demon. Without a choice, she uses Satan's Soul, even though she knows she won't be able to retain it for long.

Mirajane then charges at Azuma and kicks him in the stomach. Azuma says that the feeling of being in battle is the best, and he blasts Mirajane with his Explosive magic. Mirajane then glances over at the time bomb when Lisanna urges her to keep fighting and not pay attention to the time. Azuma then uses his spell, Chain Burst on Mirajane, and it binds her legs and arms. Mirajane struggles to escape the chains, and Azuma activates it which causes multiple explosions to run up the length of the chain towards her.

Mirajane then grows wings and escapes the attack before it makes it to her. Mirajane then flies towards Azuma and the two start fighting using Hand-to-Hand combat. Mirajane yells at Azuma to release Lisanna, but Azuma just comments on how he loves the thrill of fighting someone as strong as her. Mirajane then glances back over at the clock, which is now at 62 seconds.

Azuma, angered at her lack of attention, flings her up in the air and uses Burst Claw. Lisanna screams Mirajane's name out of worry for her, and Mirajane shoots a powerful blast at Azuma. Azuma defends himself and tells Mirajane that they should enjoy the fight some more. Mirajane then glances over at a worried Lisanna and notices the clock is down to 24 seconds. She realizes she doesn't have enough time to defeat him, and she flies over to Lisanna and deactivates Satan Soul.

Mirajane then apologizes to Lisanna, telling her she is unable to defeat Azuma due to the lack of time left, but she believes there is someone in the guild who can. She then tells her she's going to forfeit, but not to worry, because Lisanna was the one person she would not let die. The bomb goes off with her hugging Lisanna. After the explosion, Mirajane's heavily damaged body covers Lisanna, saving her from the blast. Her sister calls her name, but she gives no response. Azuma, disappointed, walks away.

(Scene Change - Elfman and Evergreen's Location)

While heading back to the campsite to check on the emergency, Elfman and Evergreen meet with a member of the Seven Kin Of Purgatory, Rustyrose.

Rustyrose summons his Guardian Saint Beast: Belcusas the Thunderclap to battle the Fairy Tail mages. Evergreen attacks it with her Fairy Machine Gun: Leprechaun but the attack is ineffective and Belcusas tries to attack Evergreen. Elfman is able to stop the attack with his Beast Soul. He then orders Evergreen to petrify their opponents but Evergreen tells him that it is not possible since Rustyrose is wearing sunglasses. Evergreen tells Elfman to stop Belcusas and heads to attack Rustyrose, thinking that he is physically weak due to the summoning nature of his magic. However, Rustyrose is able to defend himself and attacks Evergreen with his Jet Black Sword. Elfman turns to save his partner but ends up being attacked by Belcusas.

Elfman and Evergreen, both lying on the ground, begin to wonder what kind of magic Rustyrose is using. Rustyrose tells the two that it is pointless to explain himself to trash but tells them that his magic has powerful side effects. He then reveals that when they acquire Zeref, the side effects will disappear and a new age of magic will begin. Elfman and Evergreen recognize Zeref from the image that Rustyrose is displaying with his magic. Rustyrose then reveals that with Zeref, Grimoire Heart will create the Great World of magic, where all those who do not use magic will die.

After hearing the Dark Guild's plan, Elfman and Evergreen begin to argue with Rustyrose, both sides explaining their beliefs. Rustyrose tells the two that they will cower in fear when they see Zeref's true power but Elfman disagrees and charges at Rustyrose, saying that Fairy Tail will never yield and that they are a giant candle that will shine through any kind of darkness. Rustyrose ignores his statement and attacks him with his Jet Black Sword, saying that trash like Fairy Tail are not necessary for the Great World of magic. Rustyrose tries to attack again but Elfman grabs his arm and uses his magic to take over it. With Rustyrose's own attack, Elfman goes to attack but Rustyrose defends himself with his Golden Shield.

However, Elfman reveals this to be a diversion and removes and destroys Rustyrose's sunglasses. Elfman then orders Evergreen to turn Rustyrose into stone and Evergreen immediately follows and uses her Stone Eyes. However, Rustyrose seems to be unaffected and he immediately sends his opponents sending several feet away. While Evergreen and Elfman express their surprise to the turn of events, Rustyrose reveals that his magic, the Arc of Embodiment, enables him to materialize anything from his imaginations. With his magic revealed, Rustyrose attacks and defeats the two Fairy Tail mages with his Tower of Dingir. As she falls to the ground, Evergreen apologizes to Elfman, saying that he could have become an S-Class Mage and defeated Rustyrose if she was not his partner. Elfman disagrees, saying that with he was able to make it far since she is his partner. The two then thank each other for being there.

Once Rustyrose left, Elfman manages to walk, despite his serious injuries, and carries Evergreen back to the guild's campsite. Elfman tells the group that their opponents are too strong and that he is pathetic for not being able to protect his sisters and his partner. Hearing Elfman's words, Levy stands up and announces that Fairy Tail, who has been divided by the trial, should unite, fight and win.

(Scene Change - Mest's Location)

At the destroyed battleship of the magic Council, Mest arrives before Lahar and reveals everything that had happened on the island. Lahar can't believe it, and fears that the Chairman, Gran Doma, may fire Etherion to rid the world of Fairy Tail, Grimoire Heart, and Zeref. Mest is ordered to contact HQ, but has second thoughts about it.

(Scene Change - Gray, Loke, Cana and Lucy's Location)

As they make their way to the campsite, they suddenly notice multiple bubbles falling towards them. The bubbles contain Grimoire Heart Guild members who immediately attack the group with their weapons but most are easily defeated. As the group continues to battle the remaining members, the enemies suddenly disappear and Caprico arrives, telling the group that he will be their opponent.

Gray, Loke, Lucy and Cana are unable to use their magic due to Caprico's fast and powerful physical attacks. Caprico later reveals that they will create the Great World of magic where all those who does not use magic will die. After hearing the Dark Guild's plan, the group begins to criticize them. Caprico sympathizes for a moment but decides to continue with the plan. Gray prepares himself to use his magic and Caprico readies himself to attack as well. However, Loke stops Gray and tells him to go look for the other members of the Seven Kin of Purgatory and leave him to fight Caprico alone.

Gray reminds him that they cannot even defeat him when four of them are battling at the same time but Loke reveals that Caprico is using a lost magic called Human Subordination that temporarily weakens the physical and magic powers of humans, not Celestial Spirits. Loke then reveals that Caprico himself is a Celestial Spirit, Capricorn the Goat. Lucy tries to tell Loke that she will help him but Loke quiets her and challenges Caprico to a one-on-one Spirit battle. Gray and Cana decide to follow Loke's request and pull Lucy with them. Lucy tries to resist but Loke shouts at her to go and Lucy follows. Before leaving, Lucy faces Loke and tells him that he'd better come back to her no matter what.

(Scene Change - Makarov's Location)

Managing to sit upright, Makarov winced as he felt his wound act up, placing his hand over and drawing it back, relieved to see no blood. As he tried to recover a bit of strength, he tensed as a myriad of footsteps made it to his ears. Turning, he sighed in relief as he saw the forms of Wendy and the three Exceed behind her. When they saw him they all released a gasp at his wounded form as they moved to help him, Wendy getting her magic ready.

"Master! Are you ok?" She asked as tears laced her eyes, Makarov nodding slightly as he turned to face the direction Hades left.

"I'm fine. I can only hope that the others are as fine as you four are." He said as Wendy finished mending the damaged tissue of his shoulder.

But hearing cackling, they snapped their heads to see a golden haired young man as he walked out of the brush. Seeing the group of Fairies, Zancrow gained a twisted smile as he launched a large wave of black flames at them, the group's eyes widening as they scattered. His eyes dropping, Makarov could only remember Natsu as he moved to engage Zancrow, the younger man simply smiling in a twisted sense at Makarov.

Dodging the rain of beams of light sent his way, Zancrow cursed him his breath as managed to get his shoulder hit by the potent magic as he landed near Wendy, the young mage's eyes widening as he turned to her with a predatory smirk on his face. Taking a deep breath as the eyes of everyone in the area widened, Zancrow took a step forward and released his Flame God's Bellow as it incinerated everything in its path as he cackled madly. But his laughter was cut short when Pantherlily appeared in front of him and sent him flying backwards with a brutal blow to the face.

Zancrow wincing, his eyes widened when he saw Wendy flying above him with Carla using her Aera to keep her afloat. Taking a deep breath, she sent a Sky Dragon's Roar surging towards him as he brought his arms up to brace himself from the impact as an explosion rang out. As the dust began to settle it was blown away when Zancrow had his arms cloaked in his black flames. Pulling his arms back, he was about to catch Wendy and Carla in his Flame God's Supper but was knocked off course when Happy hit him dead center with his Max Speed Attack, the flames missing the two airborne mages by a hairs breadth as Makarov moved to finish the battle.

Feeling a sudden and large surge of magical energy, Zancrow panicked and turned to face its source and paled when he saw the small form of Makarov glowing and shaking the very space around him as he took a shaky step back. Makarov holding his hands together, he quickly gathered a large amount of magic before firing a beam of light magic at Zancrow, the younger mage's eyes widening as he was blown away by the attack, unable to even let out a laugh of defeat as pain ripped through his entire being. As the beam ripped through the trees as easily as paper, Zancrow's form disappeared as a brilliant flash of white enveloped the area.

Releasing a sigh as he dropped back to the ground, Makarov checked over the four with, hearing no reports of pain as Wendy quickly took care of the injuries they obtained. After they were finished, Makarov ordered the four to spread out and support those who needed it, stating that he himself would be engaging Hades.

(Scene Change - Ultear's Location)

Ultear was walking in the forest of Tenroujima, saying that the path of Zeref was too much for her, but today her dream will finally come true and once she has Zeref on her hands, she will be saved. As she was talking, someone comes out of the bushes and asks her if she was looking for him. Ultear is surprised to see him and he tells Ultear that they are the "apple of discord", and that it's sad how they've managed to anger him, Zeref.

When Ultear sees who it is, tears come out of her eyes and thinks to herself that after searching for him for so long, Zeref is finally right before her eyes. Zeref asks her if what she wants is his power, Ultear kneels before him and responds that what she wants is his entire existence and calls him Lord. Zeref says that he has no intention of doing anything in this period, he doesn't want to see wars or people dying and tells Ultear to stop attacking the island and leave at once. He repeats that he is angry, emitting a dark aura and causing Ultear to start shaking in fear.

Zeref creates a black orb in his hand and throws it at Ultear, who barely dodges it. However, the orb touches a tree and destroys it as it goes through. Zeref throws another black orb, but Ultear uses Arc of Time to break a rock behind her and use the fragments as a shield. However, the impact of the dark orb is so great that it makes Ultear fall to the ground in pain. Zeref creates another black orb in his hand and Ultear says that she'll manipulate the time of the objects around Zeref. She changes the time of some seeds in the ground around Zeref and turns them into trees covering him. However, Zeref loses control and creates a black wave that kills everything.

As the death wave is about to reach Ultear, she puts her orb in front of her and it starts absorbing the magical Spell. After absorbing everything, the orb turns black and it breaks, but Ultear changes it's time and returns it to the way it was. Zeref is surprised and asks her what she is, but Ultear ignores the question and throws her orb into the air and attacks with Luminous Minutes. Zeref is hit and falls to the ground.

Ultear is standing over Zeref, who is on the ground, gasping for air. She tells him that he may be a legendary Mage, but in his sleeping state he is nothing. She screams to him not to underestimate the eldest of the Seven Kin of Purgatory. Zeref tries to move, but fails and Ultear says that it is since they have the key that will wake him up. Zeref tells her to stop, she ignores him and screams to the whole island that she finally has Zeref.

(Scene Change - Loke's Location)

Loke calls on Regulus to give him power, rushes at Caprico and attacks him with Regulus Punch. Caprico is send flying through a wall, but lands on his feet, uninjured. He attacks Loke's stomach with his knee and Loke asks him how it has been since he had left the Celestial Spirit World and Caprico responds that it has been 17 years. Loke says that it is surprising for him to be in the human world for so long, and asks him who is his master. Loke tries to kick Caprico but he dodges it with his acrobatic skills and then says that he has no master and that he himself is a master who uses humans.

Caprico makes a magic Seal with two of his fingers and summons the Hero of Rubengard: San Jiao Shin, who attacks Loke in the chest with his spear. Loke asks what was that and Caprico explains who San Jiao Shin is and how he made him his subordinate. Loke is surprised that Caprico can kidnap and then summon the humans he kidnaps and Caprico says that it is time for him to asks about Loke's master. Loke asks why and Caprico responds that it is so he can make her his subordinate. He also says that he already has a hunch but there is something about the girl that he let get away.

Caprico rethinks and says that what Loke said about wanting to have a spirit battle was just an excuse to let his master get away and then says that being a spirit is an unpleasant duty. He remembers what Lucy said to Loke about having him comeback to her no matter what, and starts getting anxious. He starts remembering his past about someone else also telling him the same thing she told Loke. Caprico notices that Loke's master is Layla Heartfilia's daughter and with an enraged face says that he cannot let that woman live.

Caprico summons Hunter of Belperaso: Samagui and orders him to go and kill Layla's daughter. Loke stops him by punching him in the back of the head, making him fall to the ground. Caprico summons his Knights to attack Loke, but they are wiped out with Lion Brilliance. Loke says that according to Crux, Layla made a pact with Caprico 20 years ago and he doesn't know what kind of pact they made, but that means that his current master should be Lucy, even though she doesn't know that herself.

Loke asks Caprico what happened and he responds "Taboo". Loke is confused and Caprico explains that every magic has its own set of rules that should never be broken. Caprico says that he broke one of those taboos and because of that he is now stuck in a goat's body. Loke asks him what is he talking about, but Caprico just responds that he has started to miss his human form lately.

Caprico uses Human Raise and Loke reminds him that he is a spirit and that magic won't work on him. Caprico continues and explains that that is taboo, he can't use that magic on any other than humans, and whoever does do that will fuse with their target. A dark spirit comes out of Caprico's body and Loke asks if he is actually a human fused with Capricorn's body, the dark spirit responds yes and that now he is going to take his body. Loke punches Capricorn with Regulus, but the shadow says that he is too late and gets into Loke's body.

With the dark spirit inside Loke, he says that now he finally has a human body and says that he doubts Capricorn will be getting up. He says that he is now Leo, his master is Lucy, and by killing her, he will become a complete human. Loke starts talking about how he is going to kill her, when a Regulus beam goes through his chest. Capricorn appears behind him and says that Regulus is fully charged and calls him Zoldeo-sama.

Zoldeo comes out of Loke's body, flying into the air, screaming in pain. Capricorn apologizes to Loke for using such a vulgar method, but Loke says that it is fine since it was the only way to separate the two of them. Zoldeo falls to the ground and asks Capricorn how can he move. Capricorn explains that just before he fused with Loke, Loke transferred his magic to him with a punch. Zoldeo calls the two of them bastards, but it doesn't matter since he still has his original form. However, Zoldeo starts vanishing until he completely disappears.

Capricorn explains what happened 20 years ago, how he and Zoldeo made a pact with Layla. Loke asks Capricorn how did Lucy look to him and he responds that he can tell that she loves and is loved by her spirits. Loke asks him if he would lend his power to Lucy, but he responds no, he cannot give her his power, since his power already belongs to her. Caprico adds that now, he can finally return to his original master. Loke comes back to Lucy, who gives the news to Gray and Cana. Lucy says that Capricorn will join them too and that they will tell her the details later.

(Scene Change - Lucy and Cana's Location)

Cana starts to inquire about the grave of Mavis Vermilion, and Lucy reveals where the grave is most likely to be. But just as she was about to finish, Cana puts Lucy to sleep, apologizes and leaves. Suddenly, Kain Hikaru shows up in front of Lucy and attempts to stomp her. Lucy, however, wakes up in the nick of time to dodge the attack. The two begin to battle, though its beginning is comical due to Kain's foolish action of letting Lucy hold Mr. Cursey, the source of his Ushi no Koku Mairi magic.

As soon as he finds her, Kain raises his leg and is about to stomp on Lucy, but she wakes up and dodges it at the last second. Lucy asks him who he is and asks him where is Cana. He responds that he doesn't know but it doesn't matter since she is going to die anyway. Lucy asks herself why was she sleeping and what happened to Cana. She looks at Kain and says to herself that it doesn't matter and that she has to do something about this guy. Kain hides behind a tree and tells Lucy that glaring at him won't get her anywhere since he is one of the Seven Kin of Purgatory and he is really strong. Lucy says that the strength of her opponent doesn't matter, if anyone dares to oppose her guild, she will take them on as her opponent and tells him to bring it on.

Kain says he accepts and says that he will show her the powers of his Ushi no Koku Mairi and takes out a voodoo doll. He tells Lucy to give him some of her hair since he needs it for him magic to work. Kain explains that if he puts some of her hair inside Mr. Cursey, then he will be able to control her movements.

Lucy tells him that hearing that doesn't make her want to give him her hair and she tells him that she thinks that he is just bluffing. Kain tells her that he will give her a demonstration, puts his hair into the doll and gives the doll to Lucy. Lucy hits the doll's head into the ground, which makes Kain's head to hit the ground too. Lucy laughs and starts playing around with the doll. Kain takes it from her and says that now he is angry and she is about to find out how cruel and merciless he can be.

Kain sprints at Lucy with a headbutt, Lucy runs away but the trees that Kain hit were destroyed. Lucy says that it isn't time for her to be playing around either and summons Taurus. Kain attacks Taurus with Dodoskoi and defeats him. Lucy is surprised and runs away while saying that Kain is stronger when he is not using his magic and summons Sagittarius.

She tells Sagittarius to aim for the legs, he shoots his arrows towards there, but Kain uses Dadasu Turn to send them all back at him. Sagittarius disappears, Lucy is falling, and Kain prepares to use Dodoskoi. In the air, Lucy summons Scorpio, who uses Sand Buster to attack Kain. Kain is uninjured and uses Dodoskoi to send Lucy and Scorpio flying. While falling, Lucy notices that the material the doll is made out of changes from iron to light, and Kain uses Shining Dodoskoi to attack her.

Lucy falls to the ground, her clothes tattered. Kain tells her that despite his appearance, he is powerful, being a member of Grimoire Heart's Seven Kin of Purgatory. He then demands Lucy to bring out a tasty looking Celestial Spirit. Lucy then summons Plue who immediately begins to dance. Kain is temporarily entranced with Plue's cuteness but recovers and tries to eat him, causing Lucy to grab him and run.

Lucy then summons Cancer and orders him to give Kain an embarrassing haircut. Cancer follows Lucy's order but fails when Kain's hard hair breaks his scissors. Kain then attacks him with Dodoskoi, sending him back to the Celestial Spirit World. With Cancer defeated, Lucy summons Aries. Kain approaches Aries and prepares to attack. Aries uses her charms to entrance Kain and attack him with a Wool Bomb. Kain, however, is uninjured and sends Aries and Lucy flying with Dodoskoi. Mr. Cursey then changes into cotton and Kain jumps into the air and says that this will be the finisher. In the air, the doll's material changes to iron, and Kain too, turns into iron and tries to fall on top of Lucy, finishing her.

But before he could crush her, she was swept off her feet and into the air when Pantherlily and Happy arrived. Stunned by their sudden intrusion and entrance, Lucy quickly divulged all she knew about Kain's magic as the two nodded, digesting the information presented to them as they moved to engage him. Pantherlily, a little perplexed by Kain eccentric behavior, was quickly put on the defensive as Kain delivered a volley of heavy blows against him. As things began to look dire, Happy suddenly swooped down and managed to secure Mr. Cursey as Kain panicked.

Quickly tossing it to Lucy, she turned the doll upside and drove it downwards as Kain hit the earth in a jarring impact. Then, pulling a hair off of Pantherlily, she attached it to Mr. Cursey and commanded his body as he unleashed a brutal series of blows against Kain before finishing off the assault with a devastating headbutt as Lucy changed the doll to iron, Pantherlily changing as well as the sound of something breaking and cracking echoed through the area as Kain crumpled into a heap.

The battle finished, Lucy handed the doll to Pantherlily who removed his hair and threw it off the cliff face and into the ocean below. Afterwards, Lucy states that she has to look for Cana Alberona too. As they discuss Grimoire Heart, Lucy suggests that they might have a ship somewhere and that Zeref might be there. She requests the two Exceeds to look, but reply that they are out of magic, so they decide to go look for Wendy and Carla.

Cana, meanwhile, is in Route E from the first testing grounds and is on the way to the grave of Mavis Vermilion.

The group of Lucy, Happy and Pantherlily decides to travel back to Wendy's location and regroup with the other mages before looking for Grimoire Heart's base. Meanwhile, Cana reaches the grave and notices it shining.

Elsewhere, Gray hears the rustle of leaves and finds a woman resembling Ur carrying Zeref, leading him to silently pursue her. At the Grimoire Heart Airship, Hades is eating, while an unknown figure known as Bluenote was asking when he could join the battle. Hades orders him to stay, but Bluenote says that if one more of the Seven Kin of Purgatory falls, he would join the battle.

At the remains of the magic Council battleship, Lahar and Doranbolt were discussing Bluenote. Just as Lahar is about to contact the Headquarters, Doranbolt takes the Communication Lacrima and teleports to Wendy's location. He offers to evacuate all the Fairy Tail mages. Everyone present, however, refuses.

(Scene Change - Juvia's Location)

Meredy takes out her swords and says that she won't let "#4" leave, but she is stopped by Juvia smashing her between two waves. Meredy uses Maguilty=Rays to free herself and attack Juvia, but Juvia uses Water Slicer to protect herself. Meredy tells Juvia that it's mysterious how over one person, Gray, one can love him and the other one can hate him, that over the same individual there can be different ways to see them and feel about them.

Juvia responds that that is what it means to be human. Meredy says that she was lucky to have killing Gray as her objective and meeting someone who loves him so much. Meredy raises her hand and tells Juvia that her feelings about Gray will be "I will kill Gray". Meredy extends her hand towards Juvia and tells her she will show her the touch of heaven and boundless despair.

Meredy uses Sensory Link on Juvia, a ray appears from Juvia's wrist and goes into the forest until it reaches Gray's wrist and a tattooed bracelet appears in her and Gray's wrist. Juvia asks Meredy what she did, and she responds that she linked Juvia and Gray's senses as one. Juvia gets excited and says that it's like heaven and now she could die happily. Meredy says that this magic will also share the pain and attacks Juvia in her arm with Maguilty Sodom, making Gray also get hurt.

Meredy tells Juvia that all the damage she takes will be felt by Gray, Juvia asks her how dare she try to hurt "Gray-sama", and attacks Meredy by rushing at her cloaked in water. Meredy is blown away, but uses her Three Spread Sensory Link and Juvia uses a whirlpool to attack Meredy once more. However, Juvia and Gray also get hurt, and Meredy explains that she has attached herself to the connection and as of now the three of them are connected, so it doesn't matter which one of them dies, because Gray will die too. This the dead end of despair and end to Gray's life.

Juvia is devastated and tells Meredy that this way, she will die too. Meredy responds that that is correct, for the three of them there is only death. Meredy states that now that she and Gray are connected, there is no need to fight anymore, she puts two swords at her neck, and says that she can just kill herself. Juvia tells her to stop it, Meredy ignores her and says that she does not fear death.

Juvia attacks her own leg making Meredy fall to the ground, stopping her execution. Meredy explains that even though Maguilty Sense shares the feeling of pain, it doesn't share the physical wound, so if Juvia wants to stop her, she is going to have to kill her, but if she dies, the three of them will die together. Meredy repeats that that the only thing left for the three of them is to die, but Juvia says that there is another option, the three of them can live, even though they may defeat their enemies, Fairy Tail mages would never take their lives.

Meredy says how incredibly childish that is, creates a sword on top of her, and says that she is going to kill Gray for the sake of Ultear. Juvia runs towards Meredy and says that she won't let her, before that happens she will render her incapable of fighting. The sword starts coming down on Meredy, and she has a flashback of when she was found by Ultear and how much she loves her, but when she comes back to, she finds a crying Juvia hugging her. Juvia tells Meredy that even she smiles, even she has someone important to her.

Meredy wonders in it overpasses sense and it is also sharing emotion. Juvia tells Meredy to live, she lives for the ones she loves and she has to too. If she has love in her life she must keep on living. The words love and live resound through Meredy's head until tears start rolling down her cheeks. Juvia and Meredy fall to their knees and the three of them get freed from the Three Spread Sensory Link. Meredy falls to the water while saying that she can't fight with her, and Juvia falls while saying that she won't try to run away or hide.

In Gray's area, he notices that the mark and the pain from the link have disappeared. However, Ultear sneaks up behind him, introduces herself as Ur's daughter, and tells him that she is an ally

(Scene Change - Fairy Tail Mage's Location)

Carla returns to report to the group of Lucy, Happy, Wendy and Pantherlily about the status of the Fairy Tail members at the camp and the location of the enemy's boat. They decide to head out and regroup in order to take down Grimoire Heart while they ask Doranbolt to stall the council for time, despite his protests. Meanwhile, Ultear continues to comfort and convince Gray, but he refuses to buy any of it, and remains furious that Ultear is planning to use Zeref. However, Ultear reveals that it was all the will of Ur.

Meanwhile, Erza encounters Azuma as she looks for Wendy while Levy, Lisanna and Pantherlily are faced with the threat of Rustyrose at the main camp. On the Grimoire Heart ship, Hades realizes that Bluenote has already left for battle after Meredy's defeat, causing him to apologize to Makarov, stating that he had never intended to use him again

As the group travels to the main camp, they feel an ominous magic power and meet the Grimoire Heart deputy himself, Bluenote Stinger. His magic is felt by all throughout the island as he makes the ground between the group's feet sink. He declares that he doesn't care about Fairy Tail or Zeref and all he wants is the location of the First Master's grave in order to obtain the magic sealed within it. At the same time, Cana arrives at Mavis' grave and finds that it is shining brightly.

Cana tries to touch the glowing grave, but it hurts her upon contact. This instigates Runes to materialize, stating that one of the three great magics rest within the grave, Fairy Glitter. Cana desperately asks whether she won the S-Class Mage Promotion Trial Test, commenting that the last 12 years were for this moment. She reveals the history of how she met her father, Gildarts, who didn't know her. After realizing how strong he was, she resolved to take the S-Class Trial, citing that if she passed, she would feel worthy enough to tell him. Her first attempts were failures and if she failed once more, she would quit.

However, she remembers Lucy's declaration to help her pass the test. Her Help Lucy Card glows. Realizing she had been a fool, Cana cries out that she never meant to betray her friends and begs for Mavis to lend her power. It's then that she is allowed to touch the grave, and a voice, Mavis Vermilion's, tells her that mistakes are something that better the heart, and bestows Fairy Glitter upon her. With this new power, Cana rushes off to save her friends.

(Scene Change - Erza's Location)

Erza runs in the rain, looking for Wendy. Suddenly, a voice from a tree calls out her name, glad that he could meet the great warrior, Titania. Azuma shows himself and claims that he had taken care of the little girl. Both of them suddenly sense an incredible amount of magic, Bluenote Stinger's, and Azuma states that the war is over and no one will be left on the island.

Erza first battles in close combat with Azuma in her Flame Empress Armor as the battles on Tenrou Island start to heat up. Erza then wields two axes in her Black Wing Armor and charges towards Azuma. However, Azuma dodges this, catches one of Erza's feet in his branches and follows up with Bleve. Erza recovers from the explosion, requips into her Morning Star Armor and using her two sabers, fires Photon Slicer. Azuma gets hit. When the explosion clears, a smile can be seen on his face.

Erza asks him what's funny and he replies that he's been waiting for someone strong like her and that he'll have fun. He adds that he fights in pursuit of those that are strong. As she requips into her Heart Kreuz Armor, Erza replies that she doesn't care much about strong people, all she needs is the power to protect her comrades, and as long as she has that strength, she doesn't care if she's weaker than everyone else.

The branches of the trees move about and Azuma declares that they're out of time. He reveals the nature of his brand of Lost Magic, Great Tree Arc, to Erza, and how the true power of that magic is rooted in the Earth. Azuma informs her that the reason he came to the island first is to control the island's magic power by Hade's orders. Much to Erza's shock, the Tenrou Tree at center of the island collapses. The mages of Fairy Tail all over the island start dropping to the ground from magic loss, except Erza. Tenrou Tree's power gives protection to everyone bearing the crest of Fairy Tail on the island. With the great tree down, the life protection it afforded Fairy Tail has been lost and will continue draining energy from Fairy Tail. Azuma tells her that her comrades' lives are on the line and asks her if she has the necessary power to save them. Erza looks at him with a fierce face.

Azuma reveals that Erza's magic remained so that he may be able to fight her and promises that he'll return the magic of the others if she defeats him. Confidently, Erza requips into her Heaven's Wheel Armor, declares that with her comrades' lines on the line, she'll win and then attacks Azuma with Blumenblatt. Azuma's branches block Erza's blades and he retaliates with Folium Sica. Erza attempts to block these as Azuma follows up with Ramus Sica and Tree Fist. Erza reverts into her Heart Kreuz Armor and dodges the thick branches of trees that attempt to damage her. She then uses one of the branches to spring back as she requips into her Flight Armor and manages to slash Azuma multiple times with her enhanced speed.

When Erza heads back to him for another hit, he strikes her down with branches and attempts to stomp on her with a foot-shaped root which she blocks with her Adamantine Armor. She also consequently blocks multiple leaf blades with the same armor. Afterwards, she requips into the Lightning Empress Armor and her staff misses Azuma. While she chases him around, he is able to sneak a punch, sending her flying through multiple roots. The two mages acknowledge each other's skills. Erza, in her Heart Kreuz Armor once more, starts a hand-to-hand battle with Azuma, with both being able to land a number of punches and kicks. Azuma captures her with a branch and then it explodes. Erza recovers and throws a spear at Azuma, landing a hit, and then, while wearing her Giant's Armor, manages to grab his ankle and throw him down. He strikes back with a large root, smashing her on another. She requips into her Purgatory Armor and chases after him, but he is able to defend himself with a hard root, catching her off-guard. Azuma grabs Erza's foot from underneath and then she gets hit by Tower Burst.

She reverts once more into her Heart Kreuz Armor and wonders what she should do. For a moment, she thinks of her newly-bought Seduction Armor but immediately waves off the thought of using it. Erza decides that in order to defeat him, she has to collect all of her magic into a single offensive attack without wasting any on defensive power. She requips into her clothes previously used in her battle against Ikaruga in, stating that she has no need for armor and only her sword. Erza charges forward, collecting all her strength into Demon Blade Crimson Sakura and swearing that she cannot lose for her guild's sake. Azuma urges her forward. As her attack is about to hit, she suddenly gets wrapped up in branches. Azuma releases the magic of Tenrou upon her with the spell Terra Clamare. Erza collapses on the ground from the blow.

Almost-unconscious, Erza hears the distant voice of Jellal, telling her not to lose. Her eyes open, she coughs and then gets up with the help of her sword. Azuma is shocked by the sight. In order to protect her comrades, Erza rises with unbending determination. She chases after Azuma and is able to slice up all the branches he uses for defense, dodges the ones for attack and almost lands a hit on his neck. Erza charges forward then Azuma dodges and kicks her away. She springs back, slices the branch he stood on and uses that same branch to defend from his leaf blades.

As Azuma brings forward multiple branches, she speedily slashes them away, but then he is able to bind her once more with roots. Soon, the voices of both Jellal and Natsu came to her mind, speaking words of encouragement, giving her the strength to move her body though she is still unable to break free. Azuma casts Terra Clamare once more.

As she starts to think that it's the end, she sees Natsu face, asking her if she's giving up. She also sees the faces of her other friends in Fairy Tail following Natsu's. Erza apologizes and tells herself that she has forgotten that it's not that she's been protecting everyone, but that she had always been the one being protected. The images of her comrades surround her and push her onward to Azuma. Azuma is overcome with shock as he realizes that the magic of Tenrou Island that he must be controlling is protecting Erza. As Erza comes toward him, he comments that the strength of their guild is not in the "individual", but in the "sum". Before Erza delivers her final attack, he notes that their guild is one incredible guild. Her blade hits and slices across Azuma's body, defeating him.

(Scene Change - Lucy, Happy, Wendy, Carla and Pantherlily's Location)

Cana attacks Bluenote with her cards and tries to follow with Fairy Glitter. Bluenote is able to stop her attack and is surprised that she possesses the Magic that he covets. Cana turns her attention to Lucy and apologizes to her and reassures her that she will defeat Bluenote. Lucy smiles and realizes that Cana got the Magic from the grave. Turning her attention back to Bluenote, Cana asked if Pantherlily and Wendy could hold Bluenote off long enough for her to charge up her magic, the two hesitating for a few seconds before steeling themselves. Suddenly, Bluenote releases his Gravity Magic, throwing the Fairy Tail mages several feet away.

Bluenote then approaches Cana, saying that he will extract the Magic from her. Seeing Cana in trouble, Wendy uses her Sky Dragon's Roar on the ground which travels underground and hits Bluenote. Bluenote returns his attention to Wendy and sends her flying away. Cana sees this as an opening and uses Fairy Glitter on Bluenote. However, Bluenote is able to stop the attack by directing it to the ground, surprising the Fairy Tail mages. Bluenote begins to belittle Cana and she realizes that she doesn't have enough magic mower and prepares herself to die. Just as Bluenote is about to kill Cana, Gildarts arrives and pushes him away. Seeing her father's face, Cana begins to cry.

(Scene Change - Fairy Tail Main Camp)

At the Guild's campsite, Levy and Lisanna are happy to hear Carla's news about the rest of the group coming there since there are a lot of wounded people and if an enemy were to attack, they'd be defenseless. Levy is disappointed that even the master was beaten, but she says that she can't give up no matter what. As she says this, Rustyrose appears telling them that it's important to know when to give up and that now he will eat every single one of them and not leave one fairy left.

After attacking with his Jet Black Sword, Rustyrose is sent flying and Lisanna and Levy stared on in shock. Rustyrose falls and asks who they are. As Freed and Bickslow appear, Lisanna expresses her joy at their return and asks them why they're here. They say that they saw the signal flare and came back with Gildarts. Rustyrose says that a couple more people added to the mix is no problem and summons his Jet Black Sword. Bickslow says that, from the beginning, they never intended fighting fair, and now they are going to take him down, to which Freed adds on that because he has committed the crime of hurting his friends, the rules don't apply to him.

Bickslow attacks with Baryon Formation, but Rustyrose uses his Golden Shield after reciting it's incantation and uses it to defend himself against Bickslow's attack. Freed uses Dark Écriture: Pain, but Rusty dodges it using his Pegasus Wings. In the air, Rustyrose asks if they think they can defeat his infinite power of creativity, and summons The Sacred Guardian Beast: Belfast the Hurricane and commands it to tear them to pieces. The two girls were shocked, but Bickslow uses Crush and destroys it.

Rustyrose is awestruck and says that it's impossible. Freed uses Dark Écriture: Absolute Shadow and attacks Rustyrose. Levy and Lisanna are amazed at the power of the Thunder God Tribe. Evergreen watches from the side with a smile and Levy says that this is how they're like when they get serious. As Bickslow and Freed stand above Rustyrose, with Bickslow telling him to get up and Freed saying that there is no path to redemption for him, Rustyrose wonders to himself if the feeling in his heart is "fear".

Rustyrose gets up and thinks that this fear he's feeling isn't bad, adjusts his glasses, and says that fear just gives more inspiration for his imagination. He uses Ghosts of Brittia which wrap around Bickslow and Freed's bodies. Rustyrose attacks with Jet Black Sword and Freed and Bickslow suddenly collapse, as if by exhaustion, along with the Fairy Tail Mages all over the island when the Tenrou Tree is felled Azuma's hand.

(Scene Change - Gildarts and Fairy Tail Group)

Gildarts charges forward as he yells for the others to go. Bluenote flips the part of the ground Gildarts stood on upside-down. The Magic of Gildarts destroys this upside-down ground and their fists meet as Bluenote jumps up to Gildarts. A tremendous amount of Magic is released, destroying most of the ground nearby. It is Gildarts who overpowers Bluenote in that exchange, surprising Bluenote. Wendy Marvell tells them that it's best to follow Gildarts' orders and Cana agrees, saying that they will only be in the way.

The two powerful Mages clash as they are evenly matched in power. Their battle destroys the terrain, flipping pieces of land upside down and sending them flying everywhere. Even the punches they exchange send waves of Magic throughout the atmosphere. Before long, both of them start sweating from the heat of the battle. Although later, Gildarts suddenly collapses as if by exhaustion along with the Fairy Tail Mages all over the island when the Tenrou Tree at the center of the island falls by Azuma's hand, resulting to him being easily beaten up by Bluenote.

(Scene Change - Erza's Location)

Both Azuma and Erza fall to the ground. She notices how little sprouts seem to appear on Azuma's body. He tells her that it's the side-effect of overusing his magic and that he has returned everyone's powers to them just as he promised.

(Scene Change - Fairy Tail Main Camp)

As Erza defeated Azuma in their battle, they and the other Fairy Tail members recovered their magic power and energy. Bickslow attacks Rustyrose with his dolls and Freed slashes him with his sword.

Rustyrose calls on his Tower of Dingir, which takes a hold of them, Lisanna, Levy and Evergreen. Everyone panics, and Bickslow takes off his mask, but Rustyrose reminds him that his Figure Eyes won't work on someone wearing glasses, to which Bickslow replies that he wasn't targeting him, and that their only hope had one eye open. Elfman gets up, and Bickslow tells him that he will be taking control of him to which Elfman agrees. Bickslow commands him to go and Elfman heads towards Rustyrose and kicks him in the back of the neck, dispelling the Tower of Dingir. Lisanna uses Animal Soul: Wings to launch Freed towards Rustyrose. Freed ultimately finishes him with Dark Écriture: Destruction.

As the battle ended they all regrouped and tended to Elfman's newly opened wounds. As they did, they felt a large surge of magic and shivered as it could only mean one thing. That Gildarts had arrived and he wasn't happy.

(Scene Change - Gildarts' Location)

As he felt himself recover his magic and energy once more. He captures Bluenote's foot as it is about to stomp on him and fiercely asks how he's supposed to keep up his pristine image as an examiner when he got all rustled up. Bluenote starts to grow thrilled at the thought that they could finally start getting serious. He casts Black Hole, an infinite point of gravity that will swallow up everything. As the spell is about to make contact with Gildarts, it starts cracking, much to Bluenote's disbelief. It is Gildarts who's shattering and nullifying his super-powerful spell. With incredible power, Gildarts sends Bluenote flying with Crushing Evil, Spreading the Truth: Empyrean, defeating him.

Meanwhile, the group arrives in camp to see the critically injured Gajeel, Mirajane, Elfman, Evergreen and the just-defeated Rustyrose. The gathered mages that can still move listen as Carla relays to them the location of Grimoire Heart's ship and they decide to split into two groups, an attack group and a defense group.

(Scene Change - Gray's Location)

Ultear tells Gray that she would take Zeref from the island and makes a request of him to defeat Hades with Iced Shell. Later, Ultear meets Meredy with Zeref in tow and reveals how she was able to fool Gray into going after Hades with a made-up story about her mother. As she prepares to leave the island with a reluctant Meredy, Ultear notices and prepares to kill a passed-out Juvia. However, Gray springs out and saves Juvia from Ultear. It turns out he had not believed a word that she said. The two begin their battle, with Gray delivering the first blow.

Ultear gets up after being hit by Gray and orders Meredy to take Zeref and leave. Gray wakes Juvia and asks her to chase after Meredy. Although in pain, she quickly complies because it's "Gray's orders". While distracted by Juvia, Ultear kicks Gray in the face. She sends her orb coming his way and he retaliates with Ice-Make: Lance. However, Gray's attack evaporates because of Ultear's magic. He gets over the shock of this and attacks with Ice-Make: Hammer but the same thing happens. Ultear reveals that her Magic, Arc of Time, has the ability to control the time of objects. It is a magic that she learned in order to kill Creation Mages like her mother. Gray momentarily remembers a memory of Ur, crying over the dress of a little girl. He defends from Ultear's Flash Forward with Ice-Make: Cocoon but the ice evaporates which results to him getting pummeled by the projectiles as Ultear casts Flash Forward. Disgusted by Ultear's words of hate, Gray freezes the ground towards Ultear and tells her that Ur always thought about her.

She ignores this statement and she easily overpowers him in an exchange of fists and sends him flying to a stone wall. He gets up, despite the injuries, and vows that he'll strike her down with the Creation Magic Ur taught him. Gray slices the side of his torso with sharp ice, causing him to bleed. He freezes the blood that spurts out and charges towards Ultear. She attempts to make the ice evaporate but is shocked when she couldn't, and then she realizes that it is Gray's blood and she cannot manipulate something that came from a living being. He hits her with his bloody version of Ice Blade: Seven Slice Dance. She is momentarily impressed by his tenacity, but she regains her balance and swears that she cannot lose. Ultear assumes the position for Creation Magic and casts Ice-Make: Rosen Krone, directly hitting Gray.

Ultear pants as Gray falls to the ground. When Gray comments about the similarity of Ultear's and Ur's Creation Magic and how they have the same blood, Ultear is angered and attacks him with Ice-Make: Bloom. Gray retaliates by tackling her, barely missing her Magic Sword and they start rolling on the ground while they argue, Gray asking her what made her like that and Ultear yelling for him to shut up because he won't understand. Their rolling takes them down a cliff and they crash into the water below.

As they fall, Ultear recalls her past. She had been a test subject in the Bureau of Magic Development as a child. Once, she managed to escape the facility and returned home to her mother. However, she had seen her mother with two other kids, Gray and Lyon Vastia, where she had been happy, causing Ultear to think Ur got rid of her and replaced her with those two kids. She returned to the facility in order to acquire the power she needed to take revenge on her mother. That was when she met Hades, learned of Zeref and joined Grimoire Heart to train under Hades to learn of a type of Lost Magic, Arc of Time. While submerged in the water, she tells herself that everything she did was to turn her cursed existence into a life of happiness. She attacks Gray with large ice pieces of flowers, but gets distracted by a voice calling out for help.

She sees a flashback of her mother carrying little Ultear in her arms, asking for someone to help her child who's running a high fever because she had been born with too much Magic Power. Ultear realizes that she is in the ocean, recalls that Ultear's ice melted at Galuna Island and combined with the ocean and thinks with disbelief that she is inside her mother. She sees her mother crying in front of the people she entrusted with Ultear and demands that they give back her Ultear, who they had told her had died. Ultear comments that that's not how she remembered it at all. She suddenly snaps back to reality and sees Gray assuming the position for Ice-Make. He attacks with Ice-Make: Gungnir, finally defeating her.

Gray floats to the surface of the water and tells Ultear a story that Ur once told him and Lyon: when Ultear had been born, Ur felt a light shining into her heart and she dreamed of a bright future for that little girl. Ur had been so happy then by the power of life and she couldn't stop her tears from overflowing. Ultear had been the proof that she lived, "her tear". As Ultear falls down after the ice holding her shatters, she thinks to herself that she wants to go back to the time before she hated her mother. With tears in her eyes, she admits that she just wanted to be with her mother one last time. Later, Gray brings Ultear ashore and lets her rest against a rock as he heads out to look for his comrades for the final battle against Hades.

Later, while walking, Gray is about to collapse out of exhaustion, but is then caught by Erza, who asks him if he's okay. Gray states that it seems that he always needs to be saved by somebody. Erza replies that she's the same, too. The attack group arrives, overhears the words said, and with a big grin, they tell them that they are the same too. The reunited team, along with Wendy, Carla and Pantherlily, prepares for the final battle against Hades.

The group arrives at their destination and sees Hades waiting for them. Hades tells the group to fight him when they are ready and returns to his ship. Despite knowing that their master was defeated by Hades, the group decides to fight in order to stop the war. Erza tells the Exceeds to search for the ship's power source and destroy it in order to prevent it from taking off. Gray uses his Ice Make: Stairs to climb the ship while the Exceeds flies off to find the power source. As the group climbs the stairs, Erza reminds the group that Hades is a powerful Mage and tells them to use their full power from the start.

(Scene Change - Fairy Tail Main Camp)

In their guild's camp, Freed and Levy are setting up their defensive runes while Lisanna is treating Elfman's wounds. Bickslow then arrives and tells the group that he sent Rustyrose floating down the river, thinking that he may have an Organic Link Magic that may lead the enemy towards their location. Suddenly, Bickslow is attacked from behind by Kan.

The attacker reveals himself to be Yomazu, accompanied by Kawazu who then attacks the group with Heavy Egg Rain. Levy manages to block the attack with Solid Script: Guard. Yomazu then uses his Orient Solid Script Magic to dispel the runes surrounding the camp just as Kain arrives and attacks Elfman with Shining Dodoskoi. Yomazu and Kowazu then charge at the camp, wanting to defeat the Fairy Tail Mages in order to be promoted as Seven Kin of Purgatory members. Bickslow uses his dolls to attack Kawazu while Freed and Levy start to rewrite the runes around the camp. Seeing Bickslow's doll, Yomazu uses Bō to defend himself. Yomazu and Kawazu then prepare to charge at Bickslow but are interrupted by cards from Cana. However, Freed, having finished drawing the runes, tells her to help Lisanna as he and Bickslow begin to fight the two Dark Mages.

With the girls and Kain, Lisanna uses Animal Soul: Cat and begins to scratch Kain. However, Kain is able to push her away and reveals that he has a reserve Mr. Cursey, which he dubs "Mr. Cursey #2". Kain then pulls out a strand of white hair and puts it on Mr. Cursey #2. He then turns its properties into that of iron and reveals that the strand of hair belongs to Elfman as he uses him to attack with Metallic Rocket Mr. #2. Lisanna tries to dodge her brother but is hit and falls to the ground.

As Kain grabs a weakened Lisanna, he is suddenly attacked by fire from behind. Lisanna discovers Cana to be the attacker who begins to insult Kain. Kain charges at her and Cana uses Summoned Lightning to stop him in his tracks. However, Kain managed to make himself lightning resistant, nullifying the attack. Cana then attacks with flaming cards but Kain jumps out of the line of fire by changing his properties into cotton. However, Cana is able to hit him with The Prayer's Fountain. Kain's cotton body begins to soak the water, causing him to fall to the ground. Cana then follows the attack with Icicle but Kain blocks her attack by changing his properties again. Watching the fight, Lisanna is at awe with Cana, realizing her power as one of the guild's S-Class candidates.

Kain is then attacked by Solid Script: Iron from Levy who believes that she, Lisanna and Cana will be able to defeat the Dark Mage if they combine forces. Kain then begins to charge at them but Levy causes him to fall into a pitfall by using Solid Script: Hole. Cana then attacks him with her cards and Lisanna sits on top of him while using Animal Soul: Penguin. However, the Fairy Tail Mages discover that Elfman was the one Lisanna attacked. The group then sees Kain charging towards them, his properties turned into mist, as he explains that he can change positions with Elfman whose hair is still on Mr. Cursey.

However, as Kain approaches the group, he triggers a rune and is trapped. Levy explains that she and Freed anticipated that this would happen and had set up traps that will make the victim unable to use Magic. She then uses Solid Script: Storm as Cana throws the Death and Fire cards. Lisanna, having gained wings with Animal Soul: Wings, catches the two spells and combines them together, attacking Kain with Triple Unison Explosion. The attacks explodes upon impact and Kain is sent flying.

Freed quickly engages with Yomazu, who attacks him with Zan, but he manages to dispel his attack with his runes. However, Yomazu uses a variation of Gō that manages to destroy Freed's runes by expanding them, making him open to Zan. The two then begin to argue on whose Magic is stronger. Meanwhile, Bickslow attacks Kawazu with Baryon Formation. However, Kawazu is able to block his attack with Egg Wall which begins to cook under the heat of Bickslow's attack.

While Freed and Bickslow are battling Yomazu and Kawazu, Levy, Lisanna and Cana try to free Elfman who was half-buried in the ground. Once Elfman is freed, the three girls debate on whether to join in the fight, noting that they're out of Magic. Elfman then wakes and seeing the cooked egg wall, Elfman charges and eats it, surprising Kawazu. Once finished, he stands up and prepares to attack as well.

Kawazu then attacks Bickslow with Egg Buster just as Elfman charges at him with Beast Arm: Iron Bull. However, before he can connect, Yomazu intervenes and shields Kawazu with Bō and attacks him with Zan. Elfman falls behind Freed and Bickslow who tell him to take it easy. However, Elfman refuses, wanting to make up for his inability to protect his sisters and Evergreen. Kawazu and Yomazu then charge at the three but Kawazu is pushed back by a combination of Freed's Dark Écriture: Pain and Bickslow's dolls. Elfman then charges at him with his Iron Arm. Yomazu tries to help his guildmate but is intercepted by Freed in Dark Écriture: Absolute Shadow. Elfman and Freed then attack Kawazu and Yomazu. Kawazu falls defeated, but Yomazu blocks with Bō. Yomazu then proceeds to defeat Freed with Zan, but as Freed falls, Elfman comes from behind and defeats Kawazu.

(Scene Change - Meredy's Location)

Zancrow appears before Meredy, while she runs from Juvia, revealing how it was Ultear that destroyed her hometown and declares that she's no longer a part of Grimoire Heart. Suddenly, Zeref awakens and utters the word "Acnologia". He unleashes a dark wave that kills Zancrow and leaves Meredy and Juvia in an unconscious state. He feels remorse for what he has done once again while Doranbolt, standing nearby, looks on in shock at what he heard Zeref say. He later reports back to Lahar and they evacuate.

(Scene Change - Grimoire Heart Airship)

As they arrived at the airship, the group were quickly awed and stunned silent when they saw the chaotic battle between Makarov and Hades. Unleashing a hellish torrent of spells at one another, they disregarded the lives of the mages around them as Makarov increased the size of his arm before swatting away a large group of Grimoire Heart mages, sending them careening outside of the ship. Seeing that even their master was battling lit a fire inside of the hearts of the Fairy Tail mages as they moved to help him.

Back with the Fairy Tail members battling against Hades, Erza, in her Black Wing Armor, attacks with her Moon Glimpse while Gray attacks with his Ice-Make: Cold Excalibur. Lucy then summons Taurus who attacks Hades while Wendy casts Arms X Armor X Vernier on her friends, enhancing their attack power, defensive power and speed. With the sudden entrance of his children, Makarov was about to shout at them but was cut short when they moved past them and attacked Hades head on.

"Interesting." Hades said as he moved to intercept the Fairies.

With Wendy's support, Erza and Gray continue to attack Hades, but miss. With a summoned chain, Hades snags Erza and slams her into Gray. Seeing an opening, Makarov quickly fired off a rain of light beams as Hades dodged, rolling to the side and kicking away Taurus as he stood back up, firing another set of chains at Makarov. However, a newly-requiped Erza cuts the chain, freeing him.

"Be careful Master!" Gray shouted as he moved to take on Hades, the older man narrowing his eye at him.

Cursing slightly, Hades avoided Gray as he crushed the area he stood a few seconds ago with his Ice Make: Hammer, Hades landing a few feet away as he was rushed down by Erza, requipping her pure offensive clothing. Wendy attacks with her Sky Dragon's Roar and Lucy opens summons Scorpio who attacks Hades with his Sand Buster. The two attacks combine into a Unison Raid and surrounded Erza, boosting her speed and subsequently her power as she delivered an enhanced Demon Blade Crimson Sakura slash, sending Hades crashing into the wall.

The Fairy Tail Mages stand up and are surprised to hear Hades' voice. The smoke then clears and the group sees Hades, standing and uninjured, simply staring at them as Makarov moved in front of his children protectively as Hades stared at him.

"The mistakes people make are eventually labeled as experience. But with a true mistake, there will be no experience to be gained. Because the mistake you made taking me as your opponent will leave you with no future." He said as they all tensed, Makarov looking on in mild shock at the lack of visible damage.

"N-No way... There's not even a scratch on him!" Gray shouted as he stared with wide eyes at the undamaged for of Hades.

"I-It had no affect on him at all."Lucy muttered as she tensed, moving her hand to her keys.

"No... Way..." Wendy whimpered as she moved to cover her mouth with her hand, unable to believe what had actually happened.

"Not only that... His magic power has changed as well." Makarov said as he tensed, narrowing his eyes at Hades.

"Well, then... Are you just about finished with your warm-ups?" He asked, the Fairy Tail mages tensing at his casual dismissal of their attacks.

"Katsu!" Hades shouted as Wendy's eyes went wide, a glow enveloping her body before she vanished, her clothes fluttering to the ground.

"Wendy!" Lucy screamed as everyone looked on with wide eyes, scanning everywhere for any sign of the bluenette.

As Makarov shouts his disbelief, the group hears a voice coming from the ceiling. Looking up and seeing Horologium, the group breathes a sigh of relief. Horologium tells that group that he is in Automatic Danger Response Mode causing Lucy to remark furiously that Horologium did not save her when she has been in plenty of dangerous situations from the island's creatures and the members of the Seven Kin Of Purgatory. Horologium apologizes to her, saying that the level of threat is much higher than the previous ones. Horologium then informs the group that he would not be able to protect them again since he is at his limit of his power. After providing Wendy with some new clothes, he releases her and advises the group to be careful. He then returns to the Spirit World as the group readies itself to fight Hades once more.

"Your kids are interesting Makarov, but that's to be expected." Hades said as the group shifted their bodies to a more favorable stance.

"Master, just who is he?" Erza asked as Makarov grimaced, Hades smirking as he saw his reaction.

Did you not investigate me? There should be an abundance of information about me in your guild files. I am Fairy Tail's second master. I went by the name of Purehito back then." Hades said as everyone's eyes widened in disbelief at what they heard.

"Cut the crap! There's no way you would have been the master of our guild!" Gray shouted as he took a step forward, Hades swiping his hands.

As Gray was prepared to charge Hades, he was caught in an explosion by Hades' Amaterasu. After attacking both Gray and Wendy with Amaterasu, Hades uses his Chain Magic to bind Lucy and Erza together and attack them with the same attack. Makarov tries to attack once more but Hades with his Bullet Magic attacks him, causing him to fall as he clutched his freshly wounded shoulder. Hades then proceeds to attack Wendy and Gray with the same attack. Hades then laughs as he watches the Fairies fall.

"Do fairies really have tails? Do they even exist? Like them, this place as an eternal mystery. A never ending adventure." Hades said, reciting the origin of the name of the guild as Makarov rose to glare at him.

"Oh? Still standing boy? Don't you know when it's time to give up?" He said as he walked over to the downed man, before kicking him down and placing his foot on his head the others shouted at him to stop.

"You journey is about to end. Mavis entrusted her will to me and I entrusted it to you, but I'm afraid that was a mistake. You changed the guild, changed what it was to something it wasn't." Hades said as Makarov defiantly rose his head to glare once more at Hades.

"T-There is nothing wrong about change." Makarov said in a tone of confidence as Hades scoffed at him.

"You shone too much sunlight onto magic boy." Hades said as the younger mages gave him a confused look.

"Y-You're wrong... Those without the courage to change will forever remain stagnant and stale, unable to take a step towards the light that is the future." Makarov said in a sure tone as Hades raised his hand at him.

"You've never changed Makarov." Hades said in a somber tone as he built up a large amount of magic into his fingertips, the eyes of the downed mages widening as they tried to stand.

"Stop!" Gray shouted as he tired to force his body up, doing everything in his power to rise.

"Master!" Erza screamed as she gritted her teeth, snapping her eyes closed as she tried to find the strength to stand.

"Stop it!"Lucy screamed as an unnaturally loud bolt of lightning snapped, crashing into the airship as a bright light momentarily blinded the mages.

"So... He's the one who hurt the old man huh." The figure inside the cloud of dust asked, before the eyes of everyone widened when they saw who it was.

"L-Laxus!" They shouted as they stared at his back, Laxus turning slightly to see the downed and injured form of his grandfather.

"W-What, the brat?" Hades said in confusion, only for Laxus to deliver a brutal headbutt.

Laxus reveals that he visited the island in order to visit the graves of his ancestors. With that, he begins the battle by kicking Hades, followed by a lightning charged punch that sends Hades flying. Laxus then charges at Hades and attacks him with a punch and a Lightning Dragon's Roar that misses. Hades counters with his Chain Magic which misses and hits the giant globe. Hades tries to flatten Laxus with it but misses. Throwing away the globe, Hades attacks Laxus with an invisible, long range attack followed by a bomb formula that causes a huge explosion. Laxus retaliates by using his Lightning Magic to propel his next attack. The Fairy Tail Mages watch Laxus in awe, surprised to see his strength. Suddenly, Laxus' body weakens due to the spell that hit him previously.

Realizing Hades' strength, Laxus smirks, saying that he still has a long way to go. The Fairy Tail Mages begin to panic after hearing Laxus and watch as Hades uses his Explosion Bullet. Just as the attack is about to collide, Laxus, realizing that he can still get angry if something happens to Makarov even though he is no longer part of the guild, take the explosion, much to everyone's surprise. Makarov's eyes widening as he saw the downed form of his grandson quickly felt a flood of anger and rage flow through his body as he stood.

"Oh? Getting serious now boy. Then, allow me to get serious as well." Hades said as the eyes of the Fairy Tail mages widened, hearing that he wasn't serious throughout the exchange.

As he straightens up, Hades says that it would be more simple to finish them now and thanks the group for entertaining them, much to the group's surprise. Hades, saying that he will show the group something remarkable, removes his eye patch and calls forth the Demon's eye to awaken. An immense amount of Magic Power escapes Hades, much to the group's surprise. With both eyes open, Hades faces the group and tells them that it's the end for them. The pressure from before increasing by an abnormal amount, even Makarov fell back to his knees at the pressure.

As Hades releases his Magic Power, the Fairies watch in awe Makarov rose once more. Hades states that the world will change when Zeref awakens tonight, and that he will obtain the "Magic of One". Lucy recalls having heard of such Magic before from her mother, Hades declares that they cannot step into the abyssal deep because they lack the resolve. He the activates a spell based on hidden Magic which summons Demons from the rubble. The team begins to shake in fear at this power until Makarov stands once more.

(Scene Change - Grimoire Heart Airship: Exceeds Location)

With the Exceeds, Happy, Carla and Pantherlily discover something and Happy theorizes that they have found the power source. However, Carla disagrees and Pantherlily relates the discovery to the name of the Dark Guild, "Grimoire Heart". Just then, Mages from Grimoire Heart discover the three Exceeds, prompting Pantherlily to hold them off while Happy and Carla find a way to stop the airship.

The Grimoire Heart Mages underestimate Pantherlily as they charge recklessly towards him. However, with a door handle that he obtained while searching the ship, he defends himself against the crowd of Dark Mages. The Mages acknowledge Pantherlily's strength, but are soon utterly flabbergasted as he shifts into his Battle Form. Pantherlily gains the upper hand as he takes out some of the Mages with simple hand-to-hand combat. One of the Dark Mages charges towards Pantherlily with his sword but Lily stops him and takes the Mage's sword and slashes the group of Mages. Pantherlily stares at the sword he snatched as green smoke begins to surround it.

(Scene Change - Grimoire Heart Airship: Main Battle Location)

"Do not allow yourself to be consumed with fear." Makarov started, the younger mages turning to look up at him as he continued on undeterred.

"Fear is not evil. It is not something that you should try to avoid. It allows you to learn what your weakness is. When we learn our weaknesses, it only allows you to grow stronger and kinder. At this moment, we learned our weakness. When we are alone, it might be too frightening, too heavy to bear. But you aren't alone right now are you? You have all of us standing beside you, supporting you right now. You have the support of Fairy Tail with you! So stand! Erase the fear that dwells in your heart! For you are not alone! We are not alone!" Makarov shouted as he rose to a standing position, his magical power skyrocketing as Hades raised an eyebrow in interest at the scene.

"Hmph. It's far too late boy." Hades said as he raised his hand towards them the demons he summoned charging straight towards them.

"It's not too late!" Makarov shouted, his magical power peaking as he held his hands out in front of him and fired a large concentrated beam of magic at Hades as his children rose to their feet.

As the dust cleared, the demons were reduced to ashes while Hades stood tall and unharmed. Seeing him stand after such a powerful attack immediately quelled the spirits of the mages but suddenly Hades hunched forward and gripped his eye, writhing in pain as his magical pressure nearly vanished.

(Scene Change - Ultear's location)

As Fairy Tail is attacking Hades, Ultear uses her Arc of Time to return Tenrou Island and the Great Tree back to their original state, thus restoring all of Fairy Tail's Magic. She feels reborn anew as she does this.

(Scene Change - Grimoire Heart Airship: Exceeds Location)

Pantherlily claims the sword his as it has the ability to change its size like the weapon he used in Edolas. The Mage Lily took the sword from, complains that his expensive "Musica Sword" had been taken from him. With this new gained power, Pantherlily overpowers the Grimoire Heart Mages, blowing them away with powerful swings of it, that can even knockdown the iron wall behind him and easily push Happy and Carla back. Pantherlily then proceeds to make quick work of the remaining Grimoire Heart Mages.

(Scene Change - Grimoire Heart Airship: Main Battle Location)

"I-Impossible! M-My heart!" He muttered, dropping to his knees as the Fairies quickly moved to finish him off.

Their energy returning tenfold, they all charged in as Hades panicked and tried to invoke Grimoire Law only to be sent flying back from a blast of light magic from Makarov. Moving in close, Lucy summoned Caprico as Hades looked on in mild shock, seeing his subordinate summoned by her. Lashing out with a flurry of blows, Caprico sent him flying towards Wendy who sent him crashing into the ground with a Sky Dragon's Roar as Gray and Erza moved to finish him off. Requiping a katana, Erza unleashed a powerful Demon Blade Crimson Sakura slash as Gray followed up with his Ice Blade: Seven Slice Dance. As Hades fell to the ground, Makarov stood in front of him with his hands held together as Hades simply stared at him in shock and disbelief.

"I-Impossible..." Hades whispered as a bright ball of light formed in Makarov's hands.

"This... Is the power of my Fairy Tail." Makarov said before unleashing an even larger beam of light as Hades cried out in pain, the beam destroying a large portion of the ship as Hades laid defeated.

The lesser Mages of Grimoire Heart come storming in while chasing Happy, Pantherlily and Carla, though they run away at the sight of the other Fairy Tail Mages, including Makarov, who have just arrived. They celebrate their victory as well as Laxus' return. Afterwards, they head back to camp except Makarov who approaches Hades. When Hades reasons that it was all to create the Ultimate World of Magic and to acquire the "The One Magic", Makarov leaves Hades, reminding his former master of all of the things he learned about Magic being alive from Hades himself. The Fairy Tail Mages start relaxing at camp as Juvia returns from failing to chase Zeref.

(Scene Change - Grimoire Heart Airship)

Meanwhile, the Grimoire Heart ship takes off with only Rustyrose, Kain, and Hades. Zeref suddenly enters the ship, blaming Grimoire Heart for the use of Acnologia. He then predicts the end of the current era.

Hades quickly orders the two to bring him the keys for Zeref's awakening. However, Zeref states that there is no need since he is already awakened and was never asleep. He then continues his explanation, saying that he had seen countless people die in war 400 years ago, and realized how valuable lives really are. That also started his curse of his body, taking lives against his will. In order to stop such effects, he has to forget the importance of lives. Zeref continues by stating that they are the ones who caused him to summon Acnologia, and he will punish them. Before Hades can ask him anything else, Zeref announces the two crimes they committed, and then prepares a spell that causes Hades' demise.

(Scene Change - Ultear and Meredy's Location)

Ultear leaves the island together with Meredy on a rowboat, leaving Grimoire Heart to deal with Zeref. After being silent for some time, Meredy asks Ultear if she was the one who attacked her hometown, having heard the truth from Zancrow. Ultear confirms Zancrow's claims, knowing that she would have had to reveal it sooner or later, and admits that destroying Meredy's town was one of the things she once thought wouldn't have mattered after Zeref's revival.

Seeing Meredy's angered reaction and realizing she has no right to be forgiven, Ultear decides to prevent Meredy from staining her hands with her own blood by stabbing herself in the stomach and throwing herself out of the boat, telling Meredy to find happiness. As her body sinks into the ocean, she prepares to enter her mother's embrace in death when Meredy dives in after her and rescues her. Meredy declares that she knows about Ultear's sadness and regrets, using her Sensory Link to combine the two girls emotions. Meredy forgives Ultear, begging her to stay alive so that they may live together. Ultear is brought to tears and hugs Meredy as they float together in the ocean.

(Scene Change - Fairy Tail Main Camp)

Due to the recent events, Makarov announces that he is going to suspend the S-Class trial, much to most of the candidates' dismay. Elsewhere, Cana is finally able to talk to Gildarts in private. With the others gone, Gildarts asks Cana what is wrong, having seen her sad face. She explains that she came to Fairy Tail to find her father, who she confesses to be Gildarts himself, surprising him as he instantly asks whose child she is, listing out all the women he has been with. Having said what she wanted to say, Cana turns to leave, saying that she is not expecting Gildarts to be part of her family and that they can return to the way they were.

However, Gildarts approaches her and hugs her, realizing that her mother is Cornelia, the only woman that he really loved and the only one he married. He explains that he left eighteen years ago but never knew that he had a kid. Gildarts continues to hug her, asking for the right to love her. While the two stand in each other's arms, Lucy, watching from afar, begins thinking about her own father. Elsewhere, Zeref watches as a large black Dragon approaches the Fairy's island.

The members of the guild start feeling an ominous presence around them. Soon after, a loud cry of a Dragon reaches their ears, the cry of the Black Dragon of the Apocalypse, Acnologia. As Acnologia approaches, Makarov orders everyone to stand back and uses his Titan Magic to expand himself to be able to hold back Acnologia. Everyone runs away in tears, as Makarov continues to battle the beast.

The Dragon knocks him down, injuring him. He had believed it would be his end. Suddenly, the Fairy Tail Mages, led by Erza, arrive and begin fighting Acnologia while Laxus helps his grandfather, reasoning that there was no way they could've left him behind.

Makarov contemplates his kid's return as they fight the Black Dragon. Lisanna attacks while using Animal Soul: Wings, Levy casts Solid Script: Fire, Gajeel slashes him with his Iron Dragon's Sword, Gray shoots a volley of Ice-Make: Arrows, Mirajane uses Satan Soul, Elfman and Bickslow attack physically while the rest stand ready. Laxus lets Makarov know that he was against this, but he shouldn't be surprised of how it turned out, as, after all, they are his guild. As they continue to fight, a mysterious girl watches them; she closes her eyes and holds her hands together.

Acnologia blows everyone away and they realize that none of their attacks are working at all, while Gildarts thinks about the strength it's currently using and the strength it used against him, realizing that he's just playing with them.

Acnologia then ascends into the skies and prepares his Roar. Everyone realizes the Dragon intends to destroy the entire island with his next attack and Erza tells them to use defensive Magic, but Freed argues that he doesn't have enough time to use his runes, Levy, however, says that not all defensive Magic requires seals or runes.

Lisanna tells everyone to focus their Magic Power on Freed and Mirajane tells everyone to join hands. They grab each other's hands and promise to return home to Fairy Tail together. Acnologia then releases his Roar, a massive beam that makes the bodies of the Team Tenrou tremble, and creates an immense explosion that eradicates Tenrou Island, leaving nothing but a crater in its place.

Zeref realizes that it is all over as the island is no more. Ultear and Meredy witnessing the destruction of Tenroujima by Acnologia. After destroying Tenrou Island on December 16th of the year X784, Acnologia was never seen again. The Magic Council searched the waters surrounding where Tenrou Island once stood for over half a year, but to no avail.

(Time Skip - Half a Year Later)

(Scene Change - Rune Knight Branch Building - Natsu's Cell)

Sitting alone in his cell, Natsu idly carried out his workout, ignoring the gossiping guards outside of his cell. Upon realizing that they were in front of his cell, freezing as he turned his head slightly to face them, they immediately clammed up and quickly left the area as he continued staring at the space they stood at before returning to his exercise. He didn't care about the destruction of Tenroujima, the missing Fairy Tail mages or the fact the Council had called off the search for them, at least, he stopped caring.

No one from Fairy Tail visited him during the six months he was in prison. No one had come to relay the news about his old or rather ex-friends disappearing. No one cared or at least no one seemed to care. The first month he had been furious, raging about in his cell in anger, rage and hatred about the events that occurred before he finally broke down and shed tears for his ex-friends. But after that, he started to calm down, his hot bloodedness cooling significantly during his imprisonment. The hate, anger and betrayal he felt soon started to fade as well, vanishing by the fourth month as he placed the blame on the hooded figure who framed him.

But by the sixth month, he stopped blaming anyone and simply choose to live out the rest of his time in prison seeing as it was pointless to blame someone who you knew was long gone. There was nothing to worry about, nothing to do, nothing to see, nothing but himself and his thoughts and the books a few of the kinder guards offered to him. Natsu Dragneel wasn't a hot blooded young man anymore, his old personality destroyed and replaced with a calmer more levelheaded one who only truly valued his own self though he did concern himself with a few other. Jellal was one of those people, seeing him on occasion when they were given their mandatory physical examinations.

Though it was a strange turn of events, a friendship sprouted between them. At first it was a little awkward, the two barely speaking to one another during the five to ten minutes they were together. But soon, they started talking more and more before they were eventually even comfortable to joke around one another. Over the course of their incarceration Jellal managed to regain his memories apologized many times over, and every time Natsu would brush them off. While he didn't have as many as he used to, his number of friends vanishing, Natsu had found a trustworthy and loyal friend in Jellal. Though, they paths diverged when they were sent to two different prison facilities in Fiore.

"This is goodbye huh." Natsu said in a slightly mirthful tone, Jellal offering him a small but sad smile.

"I assume so. It was fun getting to know you Natsu. Take care." Jellal said as he offered his hand to the pink haired young man, Natsu taking it and giving him a firm shake.

"You too. No matter where we are, we'll always be friends." Natsu said as a small smile graced his features, a sight that had become an extremely rare sight.

"The best of friends." Jellal replied as his smile changed from a sad one to a happy one.

Finished with their farewells, granted to them by the generosity of the council, they were then loaded onto their respective prison carts and shuffled off to opposite sides of Fiore. Sitting in his cell, Natsu winced as an intense wave of nausea hit him. Taking a deep breath, he managed to ease it enough to a point that it wasn't debilitating. Leaning his head back against his portable cell, he could only hope that his friend would be fine. But, only time would tell.

(Time Skip - Six Months Later)

(Scene Change - Dionaea Town: Rune Knight Branch - Natsu's Cell)

Finishing with his exercise, Natsu dropped to his feet from the upside down position he was in, grabbing a bottle of water he was mandated by the warden. Taking a gulp, he let his slightly blank black eyes drift upwards as he moved to sit on his bed. It had been a year since his imprisonment and to be frank, he had gotten used to it. Over the course of the year, he had severed all ties and bonds he had to Fairy Tail, Blue Pegasus and the other guilds who he worked with in the past. None of them visited him, talked to him, offered to hear his side of the story, no one bothered.

"Wonder how Jellal is doin'. Hope he's alright." Natsu whispered as he left himself completely fall onto his bed, his eyes beginning to drift shut.

But soon, a light tremor shook the building as Natsu lazily cracked an eye open and watched a frantic storm of guards scurry down the hallway. Shaking his head he closed his eye again when the tremor grew before the wall to his cell crumbled to dust. Tensing, he prepared himself to fight whoever came into his cell but frozen when a familiar shade of blue hair caught his eye. Then a smile broke out on his face when he saw the smirking face of Jellal standing before him.

"It's been a while Natsu." He said as he took a step into Natsu's cell, the pinkette simply shaking his head.

"Half a year. I don't see you for half a year and you do this?" He asked as Jellal laughed slightly, before turning serious as Natsu raised an eyebrow.

"Natsu... Will you join me? Will you join Crime Sorcière?" He asked as Natsu looked at him in a mix of confusion and shock.

"Crime Sorcière? A guild?" He asked as Jellal nodded, shooting glances at the hallway.

"I'll explain everything later, but please. I, we, need your strength." He said in a slightly pleading tone as Natsu sighed, Jellal's heart dropping slightly.

"I thought you knew me better. I'll back you up as best as I can." He said as he reached over and firmly grasped Jellal's hand, the bluenette's eyes widening before a smile broke out on his face.

"Come'on then, we need to get out of here." Jellal said as Natsu nodded, the two hopping out of the cell as the wall reformed to Natsu's amazement and confusion.

"Huh?" He asked as Jellal smirked, gesturing to the two who were hiding in the shadows to reveal themselves.

"Natsu. I'd like you to meet your new guildmates and hopefully friends." Jellal said as two beautiful young women stepped forward.

"Hi Natsu-san, I'm Meredy!" Meredy said in a happy tone and matching smile, blushing a bit when she saw his handsome features up close.

"And I'm Ultear Natsu. A pleasure to meet you." Ultear said with a smile, Natsu smiling slightly back at the two.

"It's nice to meet you two, too." He said before they threw him a cloak, the pinkette quickly putting it on as they all smiled at their newest member and friend.

"Then, as Crime Sorcière, we welcome you Natsu Dragneel." Jellal said as he gestured for them to start moving, Natsu taking a deep breath of fresh air as he felt his magic surge through his body.

"Thanks you three, I'm all fired up." Natsu said in fond tone as he followed behind the three mages before him, the place he called home for the past half a year shrinking behind him as the sunlight lit road before him shone a path towards a brighter future.

And that's a wrap. A lot different from my usual writing style but I had to cut down on a lot of the scenes to prevent this from hitting 30K on the first chapter with nothing but a recap of pretty canon events. Trust me that the future chapters won't be like this, I just wanted to give you guys a little substance before they start to dip off in length. So yeah, tell me what you guys think? Till next time, stay awesome alright?