Hey guys! I'm sorry for the late update, but this chapter was stumping me. I was trying to figure out how powerful Guildless was in comparison to Zero, how to not make this super boring, more snarky Guildless, but it's not my favorite product. Next chapter should be better, so don't worry, I'll update on time. Thanks for reading/following/favoriting, and please review!

"So if there isn't a pilot seat or control panel where we can stop this thing, what are we going to do?"

Happy looked like he would cry with worry, his Dragonslayer replying simply, "Destroy it, of course."

Lucy deadpanned. "Leave it to us to demolish a city, right?"

Guildless cut in, "Even for you fools, that's more than you can destroy in a few minutes. We don't have the time to waste on trying to break this entire thing. We need a single way to destroy it that we can assure."

Jura agreed, "Perhaps Brain knows a way to stop Nirvana."

Carla huffed. "I doubt that brute would share such information with us."

Wendy whispered to herself, "If he won't tell us, maybe Jellal will know." Her eyes widened

Her eyes widened at her last memory of him, Lucy asked, "Everything okay?"

Gray asked, "Think of something that'll help?"

Wendy excused, "Well, I'm not quite sure, but it may be the best option we have so I'll try to find it."

Guildless tilted her head slightly, eyes following the girl behind her mask. Careful, kid. The world doesn't take it easy on little ones like you.

Carla flew after Wendy, Gray protesting, "Hey!"

Guildless muttered, "Let her go. She's a Dragonslayer, she'll be fine." Gale was a prodigy, a league above all others our age, but I lost her- no. Gale's not important right now. Got to stay focused-

"My friends."

Guildless had her knives out in an instant, on high alert.

"Can you hear me? It is I, the wizard known as Hoteye."

Lucy asked, "Do you guys hear that too, or am I going crazy?"

Natsu agreed, "No, I heard it too."

Guildless let her knives fade, still obviously annoyed. "Great, I absolutely love it when people get in my head."

Jura called, "Did you defeat Midnight, Richard?"

"I tried my best, but it seems in the end, my magic wasn't strong enough to trump his. Do not concern yourselves with my rescue. You must work together to bring Midnight down for good. If you succeed in defeating him, Nirvana's source of magic power will be rendered dry and the city will cease its destructive path."

Natsu looked confused. "Am I supposed to know this guy?"

Guildless slapped him on the back of the head. "Dumbass. It's Richard, the one with red hair who says 'oh yeah,' keep up."

Natsu rubbed the back of his head. "Didn't have to be a jerk about it."

Gray asked, "So we can stop Nirvana without destroying the whole thing?"

"He's directly below you, just below the royal throne. His power is not one to be underestimated. Please, be cautious, my friends!"

Jura smiled. "The same to you, Richard."

Lucy urged, "What are we waiting for?"

Guildless' voice was less peeved now. "For the news to penetrate a few thick skulls."

Gray grinned. "This mess just got a whole lot easier."

"I'm all fired up now!"

Guildless chuckled. "And there it is."

Natsu invented new insults for Midnight as Richard continued, "Only one of the six prayers still remains on the battlefield. Every ounce of my trust and confidence is with you, my friends. Defeat Midnight, and stop Nirvana once and for all- oh yeah! I wish you luck, my faithful comrades."

The wizards could hear a groan and their connection was gone.

"Sir Richard!"


"He should be through there!"

It wasn't seconds later they'd raced down the staircase to the double doors at the bottom of the tower. Natsu immediately started attempting to kick them down, yelling, "Let's do this thing!" He tore open the doors, a white light coming from them.

As Natsu kept yelling, Guildless lunged forward. "Stop!"

She grabbed Natsu and yanked him back, toppling him and his momentum taking her to the ground with him as Jura yelled, "Everyone get down!"

Guildless scrunched her eyes closed. So much energy... This could be the end. But at least I'll die human.

Then, the world was gone in a flash of light that she still could see through her eyelids.


"Hey, you guys! Everyone okay?"

Guildless' eyes shot open, her body stiff and ears ringing from how close Natsu's ever loud voice was. She groaned, muttering, "Can't you shut up for five minutes..."

Gray agreed in a slurred voice, "Keep your voice down, will ya? I'm trying to sleep here."

"Aye..."

Lucy wondered, "Are we really this stupid? We're in Fairy Tail, I can't believe we fell for that trap so easily- ah!" Lucy recoiled from hitting the stone ceiling.

Gray observed, "Well, we're also dumb enough to be buried alive."

Guildless sat up carefully, not wanting to knock her mask off. "Not all of us are Fairies, and I was the one who tried to warn you."

Gray cast her an annoyed glare. "Didn't give us much warning."

Guildless' voice was pure aggravation. "And you didn't give me much time to act. Now, let's get out of here." She quickly pounded her fists together. "Shadow Form." Her large wings formed, pushing the ground upward and breaking the dome over them. As she she stood, she went stock still, seeing the sight before her and being obviously shocked.

Jura stood in front of them in a defensive position, breathing hard. Several pillars of stone had come to block the blast, but he obviously had still been hit.

Guildless was moving forward as the others emerged, Gray yelling, "No!"

Lucy put her hands to her mouth, whispering, "He risked his life to protect us."

Natsu encouraged, "Paps, hang in there!"

As Jura's rock dissolved, he turned slightly, his voice strained. "The strength and courage you possess... your guild is a lucky one." He began falling, finishing, "It brings me great relief to know you're still alive."

Yet before he could hit the ground, a black wing slid under his back, slowly lowering him to the ground. Guildless' wings faded as she kneeled over Jura, hand on his chest. She whispered too quietly for the Fairies to hear, "Thank you."

A smile appeared on Jura's face as he slipped out of consciousness.

"Paps, no!"

"Please don't go out like this!"

"Don't die!"

"Jura!"

The Fairy Tail wizards were next to Guildless in an instant, the lone mage standing. Her expression was hidden behind the mask, but her voice betrayed her worry and gratitude. "Don't worry, I think he'll make it. He's a Wizard Saint, after all. But until Wendy gets back, we can't do much for him."

Lucy kneeled next to him, worrying, "He looks pretty bad."

Gray assured, "Don't worry, Paps. We'll get help for you."

Happy nervously asked, "What are we going to do?"

Natsu raised a clenched fist, shaking with rage. Guildless rested a hand on his fist, the soulless eyes of her mask looking at him with something in them for once. Maybe it was the way the light hit her mask, but he could swear he saw actual eyes with worry in them, trying to extend comfort. Something about seeing her eyes made Guildless so much more human, less impenetrable. It disarmed him, making his anger fade for the moment. He understood her look: save your rage for when there's something to fight.

He wouldn't have to wait long.

"Ridiculous."

Guildless had turned around, knives in hand as quickly as Natsu's rage refueled.

"Brain is such a fool. He used the last of his power to lay his trap, yet only one fell in its snare."

Gray demanded, "Who are you?!"

Happy exclaimed, "Over there!"

The wizards turned to face- a staff. A talking staff with a skull on top. "He was a pitiful leader. A disgrace to the Six Demons. But our goal has not fallen out of reach. As long as Midnight stands, we shall be victorious." The staff floated closer, the others staring at it. "Since he's busy at the moment, there's nothing keeping me from disposing of you myself."

Happy screamed, "The cane's talking to me!"

Lucy pointed out, "As a talking cat, I wouldn't think you'd find it all that surprising."

"I guess."

As Klodoa laughed, Guildless cut in, "Okay, we are not wasting time on a freaking staff." She slashed her hand through the air in front of her, a ripple of shadows hitting Klodoa and slicing the staff section in half.

The Fairy Tail wizards stared as Guildless walked over to the skull and half of staff that remained, putting a foot down on the staff. "So, now that you're done with your customary 'why we should fear you' speech, here's the part where you tell us what we want to know."

Klodoa snapped, "You evil little brat! How dare you chop me in half! I'm the venerated seventh member of the Oracion Seis! I will not stand this treatment."

Guildless' voice was growing annoyed again. "Yeah, so revered, I've never even heard it. Now tell us, why are you targeting Cait Shelter?"

Klodoa stubbornly insisted, "I wouldn't tell a ruffian from Demon's Shadow anything!"

Guildless went ridgid, fists turning pure white. "Wrong answer." She pressed down her foot, splintering his staff further.

Klodoa instantly was explaining their reasoning in seconds, and though the Fairy Tail wizards were listening, they were nervous. Demon's Shadow seemed to be a recurring theme around Guildless, and a very dangerous one. Lucy whispered, "Can we really trust her?"

Gray murmured back, "We keep our eyes open, but so far, she's only helped us."

Guildless heard them easily, but she didn't acknowledge them. She wouldn't give them reason to distrust her. Not unless it could be avoided. She demanded of the staff as it finished, "How do we stop Nirvana?"

Klodoa insisted, "Not going to happen! Not while..." He trailed off, sockets growing wide. "No... The Six Demons have been defeated!"

Guildless hesitated, releasing pressure by mistake, Klodoa wriggling free to float in front of them in worry.

The crystal in his mouth fell out, his jaw opened so wide. "The horror, it's imminent! The great one is coming!"

Guildless growled, "Who's this 'great one?' Speak up or I'll slice you in half the other way."

Klodoa balked for a moment, then confessed how their master had another side, a darker side that only craved destruction. Guildless almost burst out laughing. Now everyone's just copying my life story.

Natsu grinned. "That sounds like a challenge to me."

Guildless growled, "Not everything's just a challenge, flame-brain. Sometimes, it's a threat."

The wall next to them was suddenly blasted open, Klodoa cowering. Guildless immediately stood in front of the guild wizards protectively, arms raised with black light glinting between her fingers.

As Brain walked through the hole, the change was obvious. His expression was harder, his tattoos gone from his face. The biggest change was his blood-red eyes that Guildless seemed to glare back into.

Klodoa smacked his head on the ground several times. "Oh, Master Zero! I humbly welcome your return!"

Lucy asked, "Master Zero?"

Zero asked, "Things have taken quite an interesting turn, haven't they, Klodoa? Even Midnight fell in battle."

Klodoa bowed a few more times. "Please, sir! I beg you to grant me forgiveness!"

Zero said, "You misunderstand me. I'm not displeased. On the contrary, it's been far too long. This feeling I have..." He raised an arm, looking at it. "This flesh, this power, I've longed for it!" He clenched his hand into a fist, summoning his power. "It's time for me to begin the task for which I was summoned!"

Klodoa whimpered, "Yes, sir!"

Brain shed his cape, requipping another on. "You scum. You've done an admirable job of destroying my guild. But as it's master, I am bound by my obligation to take my revenge."

Lucy whispered, "No way. He's the true leader of the Oracion Seis?"

Happy answered, "'Fraid so."

Guildless growled, "Not a damn bit of your vengeance is getting through me, Zero!"

Gray inserted, "Hey, we're fighting too!"

Natsu agreed, "I'm all fired up."

Zero honed in on Guildless, ignoring the others. "That's it. I'll start with the Demon's Shadow one who hurt this body while Brain was in charge of it."

Guildless growled, "I beat you once, I'll beat you again, new attitude or not." She gathered an attack. "And for the last freaking time, I'M NOT FROM SHADOW!"

Zero attacked before she could launch her own. Guildless quickly shifted to defensive. She couldn't go to shadow- the attack would only hit Fairy Tail. She hit her fists together for her next option, then putting them forward and parallel in front of her. "Shadow Guard!" A medieval-style shield of black appeared in front of them, the attack pounding against it.

Yet her shadows began to crack, Guildless panicking slightly. Plan C.

She whipped around, still giving energy to support her crumbling shield. In rapid succession, her fists hit, slid forward with palms together as if praying, then swept to either side. A wall of shadow appeared with each arm, sweeping the guild wizards out of the range of the blast as it destroyed the last of her shield. The attack hit her squarely in the back, sending her flying.

Lucy cried, "Guildless!"

The lone mage was sprawled on her chest, mask cracked again, this time having a chunk come off. Her mouth was visible, a line of red visible from her mouth. The back of her shirt was completely blasted away, leaving a massive hole. But she still was conscious. Her arms shook as she tried to push herself up, muttering, "Darkness... Is my element... Not as effective..."

She got to her knees before another blast of green sent her through the next wall, tumbling into the street.

Gray stared after her for a moment, then glared at Zero. "You're going to pay for that!"

Zero answered, "The only payment I owe is blood, boy."

It wasn't a minute later that all the wizards lay unconscious on the ground, damaged and defeated. But before Guildless' world fell black, she whispered, "I'm sorry, Gramps. I failed again..."