Chapter 11

Mind of Fire, Soul of Earth

"Speech"

'Thoughts'

"Magic"

Flashback

Location / Date / Time Change

East Forest

Porlyusica, an old woman who hates mankind, looked over the bed where Makarov was resting. Beside it, Alzack and Bisca watched. The elderly woman stared for a few more seconds before slapping Makarov.

"What did you do that for!?" Alzack asked.

"We wanted you to cure our master, not make it worse!" Bisca added.

"It's what he gets for being such a fool." Porlyusica said bluntly. "He pushed himself too far without considering his age, and now look at him." She turned to the two gunners with hate in her eyes, scaring them. "How long are you gonna stay here!? Go home already!"

"Well then at least tell us how he's doing." Alzack begged.

"Please, let us help you." Bisca said.

"Go home." The healer said plainly. "Those worried faces are like rubbing salt in a patient's wounds." The two looked at each other confused before Porlyusica continued. "These symptoms suggest a powerful wind spell was used. My guess, it was Drain. It's a dreadful spell that depletes the targets magic power. Their powers than drift along the winds until they have dissipated completely."

She stared at Makarov as he struggled to breathe. "If you had gathered his power when he was first drained, he could have recovered much quicker, but for now we just have to wait."

"How long, do you think?" Alzack asked.

"I'm sure the others will want to know." Bisca mumbled.

"What are you two still doing here!?" Porlyusica shouted, scaring the two.

"W-we thought you wanted us to hear you out!" Alzack shouted back, terrified.

"Of course not!" The older woman shouted as she waved around a broom. "I can't stand the stink of you! Get outa here! Go on, get!"

The gunmen turned around and ran back to the guild hall. Porlyusica put her weapon down and walked back over to Makarov. "You've caused so much trouble, ever since the old days..." She mumbled.

'A wizards magic is their lifeblood.' She thought to herself. 'The greater the magic power you power you possess, the more Drain hurts. If you don't try your best, you could die here today...'

Fairy Tail Guildhall

Fairy Tail members sat around, some getting their wounds treated, others complaining about Erza's decision to retreat. Off to the side, Lucy was sitting on a barrel with Natsu standing beside her.

"Okay, their headquarters is here." Macao said as he pointed on the map. "I say we try to hit them with some long range spells from this south east hill."

"I'm bringing all my explosive lacrima this time!" Wakaba said as he filled a bag.

"Bring up some powerful magic sheets from the archives!" Macao shouted. "We'll need them for the holder types!"

Gray looked over to Lucy, who had shame in her eyes. "Don't worry." He told her. "We'll get them back for this."

"I know..." Lucy said as Natsu looked at her. "I'm not worried about that." Tears almost fell from her eyes as she spoke. "It's just... All my fault..."

"Well, daughters from rich families are bound to be targets." Elfman spoke up. "At least you're protected by a real man, like me."

"Don't say things like that." Gray told the larger man.

"I was shocked when I heard the news." Happy spoke from the floor. "Why'd you hide the truth from us, Lucy?"

"I wasn't trying to hide anything." Lucy said. "But there's no way to bring up the fact that I'm a runaway in casual conversation. He didn't care that I ran away for a year, and now he suddenly wants me back... He's done horrible things just to get me back... I hate his guts!"

The group looked at her as she continued. "Still, none of this would have happened if I hadn't run a way in the first place..."

"Don't be ridiculous." Elfman spoke up. "You dad's the one to blame."

"Idiot." Gray said to the larger man.

"I'm sorry but it's the truth!" Elfman shouted back.

"Elfman's wrong." Lucy spoke up. "It's all because of me and my selfish desires that everyone here is hurt... It might be better if I just left... Right?"

"I don't know about that." Natsu said, catching everyone off guard. "I can't see you playing the part of the pretty princess sitting around in your mansion. You fit in better in this dirty bar, laughing with us and going on adventures. You said you wanted to stay here, right?"

Lucy nodded before Natsu continued. "Why would you ever go back to a place you ran away from? You aren't fooling anyone. You're Lucy of Fairy Tail and this is your home."

Lucy looked at him as tears rolled down her face. "Don't cry. It doesn't suit you." Gray added.

"He's right." Elfman added. "Men are weak to tears."

'I really need to thank Ultear for those acting lessons.' Natsu thought to himself.

At the bar, Cana studied the cards she had set up. She flipped one over before throwing them all into the air in frustration. "Come on! I can't any read on where Mystogan is!"

"I see..." Mira said from behind her. "That's too bad."

"If Lucy is their target, then they'll come to attack us again." Cana said before taking a sip of her drink.

"Master is seriously injured, we can't find Mystogan." Mira said as she looked to the communication lacrima. "You're our only hope, Laxus." Laxus sneered into the orb before Mirajane continued. "Please come back, it's an emergency."

"Man, Makarov is freaking pathetic!" Laxus chuckled. "It doesn't really concern me, so why don't you take care of this yourselves?"

"You're not gonna help us?" Cana asked.

"Why should I?" He asked. "The old man started this fight so he should finish it, not me."

"Please, Laxus." Mira begged. "Phantom is trying to kidnap Lucy."

"Do I even know her?" Laxus asked before her face went through his head. "Wait, is that the new girl? Tell you what. If she agrees to be my woman, I'll come help you guys."

"You are such a pig!" Cana shouted.

"Hey, is that the way you wanna talk to the guy you're begging to come help you?" Laxus asked. "Do me a favor. If that old geezer pulls through this, tell him he should just retire and give the guild over to me!" He laughed as Mirajane raised her fist and destroyed the orb.

"I can't believe such a cruel person... Is a member of Fairy Tail..." Mira cried out as shards of the crystal fell to the ground. "I can't just sit here and watch! I have to help you guys next the next time you fight."

"Don't be ridiculous." Cana told her.

"I feel so useless staying at the guild hall." Mira said back. "I wanna help you."

"I know you do, but you'll only get in the way, weak as you are now." Cana said as she put her hand on the other girls shoulder. "Even if you were once an S-class wizard."

Beneath them in the spare bathhouse, Erza let the water roll off her body. 'The master's not here with us, and neither are Laxus or Mystogan.' She thought to herself as the she went over the battle in her head. 'A lot of people sustained injuries. It's impossible to continue this fight.'

Makarov's words went through her head as she pounded the wall. 'I should have gone with him!' She told herself. 'Why didn't I go with him!?'

She was taken out of her thoughts when the entire building shook.

"What the heck is going on?" Gray asked from his floor.

"Everyone! Outside, now!" Alzack shouted from the stairs. The others followed him and were stunned by what they saw. The Phantom Lord guildhall was walking towards them.

"The guildhall is walking!?" Happy asked in shock.

"Is it Phantom?" Loke asked as the guildhall took another step.

"I never anticipated this." Erza said shaking. "I can't believe they'd go to such extremes to attack us."

The Phantom guild hall stopped walking and sat on the lake bed. "The magic focusing cannon, Jupiter. Engage." Jose ordered from his throne. A part of the building slid down, letting everyone outside see a giant cannon barrel stick out before it began to charge.

'A Jupiter cannon!?' Natsu thought to himself. 'I thought Master Hades had the only one!'

"Fire!" Jose ordered. Erza was about to charge forward when Natsu beat her.

"Everyone, get back!" Natsu shouted as he sprinted forward to the ledge. The Jupiter cannon fired as he reached the ledge. "Fire Dragon Roar!" He unleashed a roar, bigger than any ever before, that met the blast head on and held it back.

"He's actually holding it back!?" Gray asked shocked. "How!?"

"Master always said his power comes from his emotions." Erza speculated. "I can only imagine what he's feeling right now. Rage, sorrow, a need for vengeance. All of that is fueling his attack."

"Natsu, please stop!" Lucy cried out.

"He can't stop now." Erza told the blonde as she Requipped into her basic armor. "If he does, we're all dead."

Natsu stood fast as the blast continued. His feet began to push back before the blast gave its final push, sending him flying into the guild hall. He fell off the wall onto the ground, unconscious and bruised.

"I don't believe it..." Loke stared in disbelief. "He actually held it off."

"That was incredible." Elfman said. "And super manly."

"He saved us..." Lucy stared at the Dragon Slayers body as Erza rushed over.

"Natsu, stay with us!" The red head shouted.

"First Makarov, and now your beloved Salamander can no longer stand, let alone fight." Jose spoke from his castle as Fairy Tail looked in anger. "Any chance of victory has slipped through your fingers. Hand over Lucy Heartphilia, or none of you will see past this day."

"You're out of your mind!" Alzack shouted.

"Like any guild would just hand over one of their own to a monster like you!" Bisca said.

"Lucy's a member of our guild!" Macao shouted. "She's not going anywhere she doesn't want to!" Other members joined in, stating that they were willing to defend Lucy.

"This is your last warning!" Jose shouted. "Hand her over!"

'I should just give myself up.' Lucy thought to herself. 'Everyone here is suffering because of me.'

"If you want her, then you're gonna have to kill us all first!" Natsu shouted from Erza's arms.

Lucy stared in shock as other cheered in agreement of Natsu's statement. "There's your answer, Phantom Lord!" Erza shouted. "You won't change our minds! On this day, Fairy Tail will defeat Phantom Lord!"

Lucy began to cry tears of joy as the cheers grew louder and louder.

"So be it." Jose said. "We'll fire an even stronger blast from Jupiter! You have fifteen minutes left of your pathetic lives, so I suggest you enjoy them!"

"He's gonna fire it again!?" Loke asked scared.

"What do we do?" Cana asked.

Natsu struggled to stand, only to fall back into Mirajane's arms. "Will he be okay?" Erza asked.

"I think so." Mira said. "He just needs to rest a bit."

'This is bad.' Erza thought to herself. 'Natsu's the only reason we're still standing. What do we do?'

Thousands of ghost like creatures with the Phantom emblem on their cloaks flew out of the castle towards the Fairy Tail wizards. "You're in quite a quandary, aren't you Fairy Tail?" Jose asked from his throne room. "There are only two ways this situation can play out. Either my troops will tear you apart, or you'll be blown away by Jupiter."

"He's gonna kill his own men with Jupiter!?" Macao asked.

"He has to be bluffing." Wakaba said. "Who would do something like that?"

"He's not bluffing." Erza said. "Those creatures were created from Jose's Shade Magic. They aren't real, so he has no problem destroying them."

"What the heck are you talking about, Erza?" Bisca asked scared. "Are you saying they're ghosts?"

"We have to do something about that Jupiter cannon." Cana said.

"I'll handle it." Erza declared as she Requipped a sword. "He said fifteen minutes to fire again, right?" Cana nodded. "Happy, I require your wings!" She shouted as she ran to the ledge.

"Yes, ma'am!" The cat shouted as he carried her over the lake.

"Elfman! We're going too!" Gray shouted as the two ran after the flying duo.

"Sounds good to me!" Elfman shouted back.

"And we're gonna stay her to protect the guild hall!" Cana declared. "You guys with me?" Everyone around her cheered as Loke noticed Mira pulling Lucy away.

"We have a hideout." Mira explained as the two approached Reedus. "I want you to stay there until this is all over."

"No. I wanna help." Lucy said as she broke free of Mira's grip. "It's all my fault this happens anyway."

"No one thinks it is." Mira told her. "We're not just fighting for you, but for all of us. It's for the honor of our guild. Everyone here is proud to fight this battle. Please, just do as I say." She raised her hand and cast a sleeping spell on Lucy, who collapsed into Mira's arms. "Reedus, take her to the hideout."

"Oui." Reedus painted a carriage and put Lucy in the back before climbing into the front.

"I'm counting on you to take care of her." Mira said before Reedus drove into the city. 'I may not be strong enough to fight, but I can still help.' She transformed into Lucy and walked into the guild hall as Natsu laid on a table behind her. 'Hurry, Erza. There's only fourteen minutes left.'

"Bring it on!" Wakaba taunted before a spirit phased through him. "Wh-what's going on? I feel weak."

"Whatever you do, don't let them touch you!" Loke shouted as he punched them with his Ring Magic

"That's right." Jose said from his throne room. "One touch, and my soldiers will drain your life force."

"So, we just don't touch them, is that all?" Alzack summarized.

"Let's show them our stuff." Bisca smirked.

"Loading Guns Magic!" Alzack shouted before pulling the trigger. "Sunlight Shot!" A burst of sunlight blasted the spirits into nothingness.

"Requip!" Bisca shouted as she replaced her shotgun with twin tommy guns and unleashed a hail of magic bullets, blasting the ghosts into dust.

"Nice shooting, lady." Cana said before the shades reformed themselves.

"They can reform themselves?" Wakaba asked from Macao's shoulder. "That's not fair."

"We can't seem to get a break today, can we?" Macao asked.

Phantom Lord Guildhall

Jupiter Cannon Barrel

"Hya!" Erza cried as she swung her swords at the barrel. "No good. At best, I'm just chipping away the paint."

"Maybe we have to break it from the inside." Happy suggested.

"That's not a bad idea." Erza said as she hopped into the barrel and ran down it. Soon, the two entered a room with five large lacrima orbs. "I thought that Jupiter firing pure magic was just a rumor, but it seems I was mistaken."

"Look at that, Erza!" Happy pointed to the middle of the room. "I bet if we break that one, they can't fire any it anymore."

"Then that's what we will do." Erza Requipped into her Black Wing Armor and flew towards the orb. She was about to strike it when a wall of flames blocked her path.

"I'm afraid I can't let you do that..." A voice declared. Erza backed away as the flames died, revealing a man with black and white hair and a katana strapped to his side.

"You're one of the Element Four, are you not?" Erza asked as Requipped to her basic armor.

"Indeed I am." The man said. "I am Totomaru of the Great Flame. All fire bends to my will, and you will not get past me."

"We'll see about that." Erza charged forward and swung her sword. Totomaru unsheathed his and blocked before Erza swung horizontal and he ducked. He swung his sword at her legs, only to hear the clank of steel hitting each other. Erza flicked her wrist, bringing the blade upwards against her guard and the two sword wielders locked eyes.

"Ten minutes until firing!" A voice on the intercom said.

"I see your reputation as a swords woman is well deserved." Totomaru said as he jumped back. "But let's see how you handle this! Blue Fire!" A magic seal appeared before him and blue flames shot out headed towards Erza.

"Requip!" Erza shouted as her body glowed and she was donned in her Flame Empress Armor. She raised her sword and sliced the flames in half, with a few hitting her. "Those flames, they're different from Natsu's. They felt cold."

"That is my Rainbow Fire." Totomaru said. "I have to be honest. I was hoping to face your Dragon Slayer, but after what he did, I'm not surprised the weakling couldn't face me."

"Take that back!" Erza charged at the lacrima, only to have Totomaru kick her in the gut.

"Orange Fire!" Totomaru created a new seal that shot orange flames at Erza.

"That won't work!" Erza slashed the flames and a few embers went up her nose. "Gahh! That is revolting!" She dropped to her knees and covered her nose.

"That's the stench of an old mop soaked in rotten milk." Totomaru laughed. "How the mighty Titania has fallen!"

"Two minutes until the Jupiter fires." The voice said as the lacrima lit up.

Outside Fairy Tail

"How come she hasn't destroyed it yet!?" Wakaba asked as the energy began to charge at the barrels end.

"This isn't looking good." Loke added.

'Hurry, Erza.' Mira thought from inside the hall. 'You don't have that much time left.'

Jupiter Firing Room

"Erza, hurry!" Happy shouted. "It's getting ready to fire!"

"I know that." Erza said as she stood up. "Time to end this!" She charged forward as her body glowed, dressing her in her Giants Armor. She stopped and aimed her spear at the Phantom wizard before throwing.

Totomaru jumped out of the way as the spear passed him. "Ha! You missed your target!" He looked over and stared in horror as the spear pierced the orb. "Oh crap!"

"Who said you were my target?" Erza asked as the orb shattered. This set of a chain reaction as the gathered magic exploded, destroying the cannon and a good chunk of the castle. "Never underestimate the power of Fairy Tail."

'I get it.' Happy thought. 'She had to understand Totomaru's fighting style, or else she couldn't have found a way to outsmart him. I should really apologize for rushing her like I did. I don't even want to think about what she might do to me if I don't.'

'Master never told me how strong she was...' Totomaru thought in fear. 'If this is Titania's strength, how strong is the dragon slayer?'

Outside Fairy Tail

"Don't ever underestimate Erza!" Laki shouted. "Watch out now, Phantom."

"We have nothing left to fear!" Cana shouted brandishing cards between her fingers. "Take out the enemy!"

"Don't get too excited." Jose said from his throne room. "You haven't beaten me yet. Awaken the giant."

Jupiter Cannon Remains

"Now that the cannon is destroyed, I can focus on you!" Erza declared as she Requiped into her Black Wing Armor. "Prepare yourself!" Totomaru glared at her before the whole room started shaking. "What's happening?"

"He can't awake it right now." The Phantom wizard said. "This room has no means of staying horizontal!"

"What are you talking about?" Erza asked before the room shock again, sending a large chunk of lacrima onto her leg.

"It's finished." Totomaru smiled as the building stopped moving. "This is the most powerful weapon in our guilds arsenal. The Super Mage Phantom Giant MK 2!"

Outside Fairy Tail

"You have got to be kidding me..." Cana stared in disbelief.

"The Giant..." Loke added. "Phantoms most powerful weapon."

"Bow before me, you insufferable brats." Jose said from his throne. "Or you will fall victim to my wrath."

The shade soldiers flew around the mech before coming back towards the guild hall. "They're coming to attack again." Alzack said as he reloaded his pistols.

"Giants and ghosts?" Bisca asked. "I feel like we're trapped in a really bad board game."

"Let's focus on these things for now!" Cana ordered. "Remember, Erza's inside the giant. She can take care of it for us."

"Cana's right." Macao added. "Erza's the strongest wizard we got. She can take care of this thing in no time."

Jupiter Cannon Remains

"Damn it!" Erza said she tried to pull herself out from the crystal.

"What's wrong? Can't move?" Totomaru asked mockingly. "That makes my job so much easier! You can't change your armor like that, so I'll just kill you now!" Flames of all different colors appeared around him before they merged into one giant ball. "This is my ultimate magic, The Rainbow Fire! Today, Titania dies!"

The flames suddenly died as his arms were in cased in ice, followed by his body. "What's happening to me?"

"You're not a man!" Elfman shouted as he picked up the chunk of ice with a lizard arm. "You're a backwards falling snowflake!" He threw Totomaru out of a hole in the roof.

"That doesn't make any sense!" The Phantom wizard shouted.

"Here, Erza." Gray lifted chunk of crystal off the leg and helped her stand. "Well, I'm guessing this is all that's left of the Jupiter Cannon."

"Indeed." Erza nodded as she Requiped into her regular armor. "Happy, go outside and see what's happening."

"Aye!" Happy obeyed and flew outside.

Outside Fairy Tail

"Hey, look." Alzack told Bisca as the Giants hand moved.

"That thing is drawing something." Bisca noticed.

"It's a magic circle!" Laki shouted.

"That's the magic circle for an Abyss Break spell." Mira said in a panic. "One of the forbidden spells."

"This can't be good." Happy mumbled.

"Are they insane?" Loke asked. "A dark blast that size will kill thousands of innocent people and wipe out the entire city!"

"We're dead." Happy said as he flew back to Erza and the group. "It's terrible! The guild hall turned into a giant robot and now it's casting a spell! I heard Mira say it's something called Abyss Break!"

"Are they insane!?" Gray asked. "Erza, what do we do?" He asked the redhead who was deep in thought.

"Abyss Break... Of course." Erza realized.

"You figure something out?" Gray asked.

"The Element Four. We have to defeat them." Erza explained. "The Abyss Break spell requires mastery in the four element magics. Earth, Fire, Wind, and Water. They aren't just Phantoms elite, they're this monsters power source."

"So basically, we gotta beat their best to stop them." Elfman summed it up. "Sounds manly to me. We already got fire taken care of. I'll handle the Earth."

"Ice vs Water sounds fine with me." Gray added.

"And I will deal with the Air mage." Erza said as the three split up with Happy going with her.

Fairy Tail Guildhall

"Mira, how long will it take for the spell to activate?" Cana asked from the outside.

"I'd say about ten minutes." Mira answered. "Though by now, I'm sure Erza has figured out its power source, so it might take longer."

"Yeah." Cana nodded. "And with the help she has in there, I'm sure it'll be destroyed in no time."

"Someone went in with her?" Mira asked.

"Yeah, Gray and Elfman." Cana answered.

"Elfman!?" Mira asked. "Why!?"

"What's the big deal?" Cana asked. "He can take care of himself."

"You and I both know that he can't fight." The barmaid said. "It's just too risky."

"That's not true." Cana said. "He was one of our best fighters in the raid earlier."

"Fighting against grunts is one thing, but if he went up against one of Phantom's best as he is now... I don't know if he can handle it." Mira said.

"Listen, I know you and Elfman were both hurt by what happened..." Cana said. "We all suffered with you, but I think this is his way to leave the past behind and move forward. Let him do it."

'Elfman...' Mira thought. 'Trying to leave the past behind.' A girl who looked like her flashed through her head. 'Lisanna... Elfman's trying to leave the past behind, and I need to do the same.' She walked out onto the battlefield and stared up at the giant.

"Leave them alone! I'm the one you're after! I'll surrender if you stop attacking our guild!" She shouted in Lucy's voice. 'That should by them some time.'

"Begone, imposter." Jose ordered from his throne. "I knew from the start that Lucy wasn't here. No one would send the person being targeted to the front lines."

'I'm completely useless...' Mira told herself as her transformation faded. Her eyes were filled with tears as Cana walked over to her.

"Elfman will be fine." Cana said, making the bar maid wiped away her tears. "Fairy Tail wizards never give up without a fight."

A green circle appeared beneath the barmaid, forcing her to be teleported into the Giants hand. "Did you really think parlor trick could device me?" Jose asked as the Giants fingers pressed against Mira's body. "As punishment, I'll crush you to death while you watch your friends perish."

"Mira!" Cana shouted. 'Hurry up, you three. Don't let us down.'

Giant Hallway

"Where are you hiding, you Earthly coward?!" Elfman shouted as he ran down the hallway. "Come out and face me like a man!" He turned around as Sol popped out of the ground.

"Salut." The monocle wearing wizard said with a smile.

"Just who I was looking for." Elfman said as he took off his jacket.

My name is Sol. Monsieur Sol." The Phantom wizard said as he swayed side to side.

"Perfect." Elfman smiled. "When I beat you, the Abyss Break will slow down." He raised his arm to the sky as a magic seal covered it. "Beast Arm: Black Bull!" He pulled his arm out of the seal, revealing black fur covering it.

"Oh? Will you be fine with only one arm?" Sol asked. "It seems the rumors about you are true."

"Do you ever stop talking!?" Elfman charged forward and tried to punch Sol, only to have him jump out of the way.

"I believe you had a younger sister, yes?" Sol asked, making Elfman flinch. "Sable Dance!" A magic seal unleashed a whirlwind of sand, scratching Elfman and blocking his view.

'Where'd he go?' He asked himself, unaware that Sol moved behind him.

"Roche Concerto!" He turned around as Sol cast his spell, sending rocks flying towards Elfman, bruising him with each hit. "A few years ago, you underwent a Full Body Take Over, but it went wrong. You ran wild and your precious little sister gave her life to stop your rampage, no?" Elfman looked down at his hands in shame as blood trickled from his lips. "The resulting trauma has prevented you from performing a Full Body Take Over ever since."

"Shut up!" Elfman charged forward as his arm glowed. "Beast Arm: Iron Bull!" He punched the ground with his new iron arm, only to have Sol wrap around his arm. "Man, you are creepy."

"Non, non, non." Sol said as Elfman tried to pull him off. "With three 'non's, you lose."

"Get off me, moncher Sol!" Elfman demanded.

"It's 'Monsieur' Sol, idiot!" Sol corrected before kicking the man in the face, sending him flying back. "Have we reached the finale already?"

'This guy is stronger than he looks.' Elfman thought before he stood up. 'I have to use it, I have no choice!' A large purple magic seal appeared before him and his body glowed before the image of a white haired girl flashed in his head. 'Lisanna...' The spell faded as Elfman dropped to his knees.

"You should know better than to attempt that which you cannot achieve!" Sol mocked. "All you have done is waste your magic power." He charged forward and drop kicked Elfman in the gut. "As a gentleman, it is only right that I end this with my most powerful spell."

He waved his hands and a magic seal appeared before him. "Plâtre Sonata!" A giant rock fist shot out of the seal and slammed into Elfman, breaking the wall behind him. "This is the power of the Element Four."

"Elfman!" Mira shouted, making Elfman open his eyes in horror.

"Big sis!?" He shouted. "What's going on? How'd they get you?"

"Oh, your older sister..." Sol said from behind. "The famous Mirajane Strauss. Once known as the 'She-Devil', but know only has a fraction of her power. She is being punished for trying to deceive us. She should be smashed apart any moment now."

"Run!" Mira shouted.

"Let her go!" Elfman demanded before Sol slammed his boot into the back of his head.

"Stop it!" Mira shouted. "I don't care what happens to me! Just leave Elfman alone!"

"Will you have to go through it all again?" Sol mocked as he pounded his boot into Elfman's head. "C'est la vie. First you killed your baby sister, and now you will watch older one die. You were never a real man, just a scared little boy who hid behind a facade." He stopped when Elfman pushed himself up.

"You think you're the first to use that against me?" He asked making Sol and Mira look at him in confusion. "Well, you're dead wrong."

Galuna Island

Zalty looked at Elfman from his rock as the large man was pelted again and again by the spheres. The orb flew back to Zalty amd Elfman dropped to his knees.

"I suppose I should end this quickly, like you did to your sister." Zalty mocked.

"What?" Elfman asked glaring. "How do you know that?"

"I have my sources." The masked man answered. "Besides, it's not like no one covered it. The little sister of one of the most powerful woman in Fairy Tail dies fighting a monster. That's pretty big news." He looked up at the demon in ice. "Kind of ironic, isn't it? You killed your sister as a monster, and now you will die in front one."

"Shut up." Elfman growled out. "Shut up!"

"I heard no one was more upset than your guilds Dragon Slayer." Zalty continued. "I'm surprised you can face him after what you've done. Or your sister. How long did you grieve for, a minute?"

"Shut up!" A magic seal appeared beneath Elfman and his body glowed. The seal burst into light, making Zalty cover his eyes. The light died and Zalty looked in horror. Elfman was gone, replaced by a massive horned monster with maroon colored fur. A scar that matched Elfman's was on its face.

"No way..." The masked man mumbled. The creature raised its fists and slammed it into Zalty, sending the foe flying into the rock wall.

The beast roared in triumph as its body glowed and shrunk down, revealing Elfman panting.

"Elfman..." Mira stared at her brother as he stood up.

"Lisanna died because I was too weak..." Elfman said as a magic seal appeared behind him. "I don't ever want to feel that way again! Let Mira go!"

Sol and Mira stared in fear as the seal glowed before dying down, revealing Elfman had performed a Full Body Take Over again. "N-no, he did it..." Sol mumbled in fear.

"The Full Body Take Over..." Mira stared in fear. "Beast Soul!"

"So what do you think now, mansewer Sol?" Elfman's voice boomed out of the Beast's mouth, shocking Mirajane. "Am I still just a little boy?" Sol turned around and tried to run, but Elfman grabbed him by the hair. "You aren't going anywhere!" Elfman squeezed his fist before slamming Sol into the ground. He raised his fists and punched Sol repeatedly, making a crater inside the castle.

He stopped punching and pulled his fist back, revealing Sol covered in bruises. He looked over and jumped out the hole in the wall and ran along the metal arm until he reached Mirajane. "You've learned to control it..." She said hopeful. With massive strength, he pried the fingers apart and pulled her to safety.

"I'm sorry." Elfman told his sister. "You probably never wanted to see this face again... It's because of me Lisanna died. But I had to do something to protect you and Fairy Tail."

"It was never your fault that Lisanna died." She told him as he returns to his normal form. "You were just trying to protect us."

"And I failed miserably." He said. "I killed my own sister."

"But I'm still alive." Mira told him. "We made a choice remember? To live a full life for her sake..."

"Mira!" Elfman cried as tears fell down his face. "I'm so happy you're okay!"

"Come on, what's with all the tears?" Mira joked. "Thanks for saving me, Elfman.

A lot of people were telling me how similar this story was to the canon, so I changed it up a bit. It might not seem like much, but I'm a sucker for sword fights and have always wanted to see those two fight. I choose not to have her just go Heaven's Wheel and just destroy the orb because you guys deserve better than that.

I know 'Zalty's' taunting might not seem like much, but it was the best I could come up with.

One last thing, I've got a job now so updates might take longer. Just a heads up.

Beta read by digemsmack.