So, Fairy Tail's officially ended…huh. I knew this coming, but still, woah…

Anyhow, welcome back to the Null Fairy, another part for everyone!

About Ben's effect on the world, I'm planning on making a part on that in the later chapters, so stay tune for that alright?

Ultimatrix bearer: I forget how some of some of Ben's forms have a stupid incompatibility with electricity. Not to worry though, we're not going to be using a huge dinosaur alien to battle a certain blonde mage.

Mega float guest: I always liked the Evolutionary Functions, and I guess for the reason, Ben would want to have something to combat foes that would be more threatening than most enemies, kind of like a last resort sort of thing? And the omake path might sound like a good thing. I'm going to make an actual winner, but I might make separate parts for the other potential winners.

Anyhow, that's all I wanted to respond to. Now, let's get to this part of the Null Fairy!

And of course, I own nothing related to the subject of Ben 10 nor Fairy Tail. Please support their official releases, and happy reading to you all!


Chapter 26: Thunderous Riot (Battle of Fairy Tail Part 3)

"…This isn't good… I really do say that a lot don't I?" Ben stated, covering his mouth.

Still behind the boulder, the demon figure peeked his head over. Mira was finishing her Take-Over to Satan Soul, with Ben and Freed learning why she used to be called 'The Demon'. As the dark light vanished, Mira let out a hellish scream that made Freed back up a few steps.

"Aw crapbaskets…" He muttered. He flinched as Mira leaped up and attempted to swipe at him, destroying the bridge part he was standing on.

"And here goes another battle. Hmm, perhaps I'll watch this one." Ben decided. Freed drew an enchantment in a hurry, leaping into the air.

"Dark Écriture: Wings!" He yelled. A pair of dark wings then phased onto his back, carrying him into the air.

Flying away, Mira growls while sprouting a pair of wings from her back. They resembled large bat wings with a horn on the edge. They flapped loudly as she started to chase him. Ben began to fly as well, pursing the two but maintaining a safe distance. He didn't want to get caught up in Mira's sudden frenzy.

Mira attempted a few more punches, with Freed barely dodging them by the hair line. After she finished her second attack, she quickly sped up behind him, making him gasp as he turned around. Punching him down to the bridge, a loud sound of impact was heard as masses of smoke rose from the collision. Freed quickly recovered and began to fly off once more over the river, prompting Mira to following him again with zig-zag-ish like movements.

He then went wide eyed as he felt darkness magic conjure up behind him. He turned around, only to see Mira hold out a palm, in which a black circle flickered.

"DARKNESS STREAM!" She yelled, unleashing a flurry of shadow hands. They flew towards Freed in an attempt to constrict him, but he once again managed to avoid getting hit by using his rapier to deflect the hands.

A bundle of hands them gathered, making him take a defensive position. Mira took advantage of this, kicking his sword from his hands after he blocked the initial blow. He floats down, and quickly turns and tries to dash away towards a mountainous area. Mira continued to give him the cold glare as she followed him.

"Please don't kill him Mira…I know you're absolutely livid at this point, but still…" Ben rubbed his head as he continued to follow them.

Freed was starting to panic a little, but he took a moment to catch his breathe. Glancing back at her, he kissed his teeth as he swipes his fingers across his chest, writing another glyph.

"This is a forbidden spell, but I must do it… A demon for a demon!" He yelled, finishing his writing. He then soared up a few dozen meters.

"Dark Écriture: Darkness!" He casted, shadowing himself in an aura of black energy.

"Oh, this is getting good!" Ben grinned as he sat midair, watching the entertaining lightshow as Freed's body started to change into a more demonic appearance.

His body grew a bit larger with his skin turning dark, and out of his head grew horns. His right side of his face around his eye was covered in scales. Freed's hair was slicked back, and he wore a red and white waist cover which was held by a brown belt.

As Mira came rushing in, Freed let out his own growl as he intercepted her fist with his own, creating a shockwave that broke the ground around them. Ben whistled as he sat on top of a nearby pillar, watching the two continue to exchange blows of darkness for a while longer. Mira then executed a high kick, dealing a blow under Freed's chin. Shaking his head, Freed retreats further back, but Mira unleashes another blast of dark magic, blasting a hole into a cave.

She then placed her palms against his chest, chanting another spell and activating a bright blue circle.

"EVIL SPARK!" She yelled, channeling electricity into Freed. The transformed mage groaned in pain as Mira dragged him across the vicinity of the cave, only letting him go as she kicked him down to the cave floor.

He trembles for a bit, but then looks back at the Take-Over mage, who gave him a smug but cold glare.

"I had heard of her power and how uncanny it was, but I never expected something like this…" Freed admitted. Mira responded with a huff. "But even so, I can't afford to lose! Not here!"

"Whelp, here comes a big one. Excuse me…just getting out of the way." Ben then flew out of the cave as Freed charged a spell.

"Darkness Breath!" He roared, blasting a tornado like projectile that busted out from the cave. Mira grunted in annoyance as she covered herself, leaving her guard down long enough for Freed to use another attack.

"Darkness Flare Bomb!"

An orb of dark energy gathered in his hands. He then slammed it down on Mira, blasting her away into the river with a massive tidal wave in its place. Freed looked down, wondering if it did her in.

"Is she finished…?" He wondered. Ben floated next to him.

"I think you just made her angrier Freed." He then said, making him flinch, but not before turning his attention back to the river. A whirlpool suddenly came by, surprising him.

"What?!"

Using her magic as a medium, Mira spins around down in the river, swirling a mass of water around with her arms. Freed couldn't believe her level of strength.

"What, she's controlling the water… What the heck is she?!" He said with a dumbfounded expression. Mira then answered him with a spell.

"Evil Explosion!" She yelled, not sounding as loud as before. The attack slammed into Freed, pushing him up a little with a loud thud. Mira then flew up and slammed her forehead into his, pushing him back again.

Mira focuses her magical power into the space between her hands, the energy taking the form of a spherical vortex. A large black circle flickers with dark electricity sparking as she unleashes a beam.

"Soul Extinctor!"

Ben and Freed quickly panic. Freed could only put his arms up in a measly attempt to guard, but Ben quickly tapped the dial, replacing him with Jetray. The Aerophibian quickly dropped down to avoid the massive beam, which easily swallowed up Freed and created a massive light effect over the entire town. The mages of Fairy Tail recognized that attack, reminding themselves of the Mira from the past. Elfman especially couldn't believe his eyes as the attack ended, leaving an injured Freed on his knees and on the ground.

Jetray gasped as Mira dropped to the ground with a murderous look on her eyes. She was dead set on killing Freed, making him flinch. Freed looked at her with an expression of fear as she pushed him down. Jetray quickly pressed the dial, flashing into XLR8.

"MIRA STOP!" He yelled, reaching her and holding onto her arm, which was now mere millimeters away from Freed's face. Mira growled as he held her arm, but then turned her face to him.

"Mira…killing is not the answer. You know how painful it is to lose someone close to you, so please, don't make others feel that same pain. Alright? You still have family and friends waiting for you." He said with a gentle tone.

Mira stared at him for a while, before lowering her fist and panting heavily. She then leaned back and sat down on Freed's legs. XLR8 smiled as Mira stared up into the sky, releasing her Take-Over. Her body glowed yellow orange for a bit, before reverting back to her normal attire.

Freed stared at the two with contracted eyes, before heaving a heavy sigh.

"Why…? Why didn't you let her finish me off?" He asked XLR8. The Kineceleran then turned to him.

"Because, you know as much as I do that this battle is anything but meaningful." He answered. He tapped the dial and reverted back to Ben. Elfman carried Juvia as he and Cana walk towards them.

"Spare me your look of pity boy. Just finish me off and get it over with…" Freed closed his eyes.

Mira got off him, sitting next to him. "No, I won't. We're allies Freed, members of the same guild. We're friends that work together, smile together, and most of all, grow together."

"No! Only Laxus is my true ally!" Freed shouted with a confused tone.

"Then it just means that he's like a best friend to you. You may have those types of friends that you share the deepest of secrets with, but that doesn't mean you can't have other friends as well. Everyone has a person like that." Ben cited into the chat.

"Yes, and like Ben said, you don't have to close your heart to the rest of us. Everyone in the guild, you and me, Cana and Elfman. We're all a part of something bigger, a family." She then said, making Freed's eyes widen as she grasped his hand in her palms.

"There's always someone who will care for you, you just need to reach out and forge those connections. Once you do, you'll never forget them…" The two then started to form tears in their eyes. Freed gritted his teeth as he used his free hand to cover his face.

"…I never…wanted it…to come to this…" He said with a muffled and sniffling voice.

"I know…so how about next year, we'll celebrate the Harvest Festival together?" She then smiled at him. Cana and Elfman also smiled at the sight. Ben smirked, but then glanced back towards Magnolia.

Some glyphs then appeared next to them. Cana reads them out.

"Freed versus Mirajane. Result: Tie, both wizards forfeit."

"Umu. I think it's time I've moved." The boy said to the group.

"Going to look for Laxus?" She asked. He nodded in response. "Hurry, there isn't much time until the Thunder Palace activates."

"Got it." He replied, readying the Omnitrix. "I'll see you guys later then." Pressing the core down, his body flashed, making everyone shield their eyes for a moment. After everyone opened their eyes again, Cannonbolt replaced Ben. He then quickly rolled up to his spherical form and began his travel back to town.

Freed looked at him, and then back at Mira.

"Who is that child?" He asked. Mira glanced over to Cannonbolt, smiling.

"That is Ben Tennyson Freed, our newest member." She answered…


Levy sat with a worried expression on her face. Looking outside the entrance way, she could still she some of the lightning lacrima from the Thunder Palace.

"That spell…its powerful enough to annihilate the entire town right, and Laxus…the guy's gonna activate it soon. Can we stop him…no, of course we can! We got Natsu and Erza chasing around the place, and we also got Ben and Gajeel too!" Her mood improved as soon as she thought of those 4.

"Oh, can't forget about Mystogan as well… Even though I haven't seen the guy myself to be honest." She then chuckled weakly. Her eyes then darted over as the sounds of footsteps came closer and closer to the doorway.

"Hmm, who could that be at a time like this?" She wondered, looking over now. The figure's shadow approached, and then the person. It was a familiar pink head with a red cloak.

"Porlyusica-san?" She blinked. The red eyed individual glanced over to her.

"Where can I find the old fool?" She asked bluntly.

"Um…why are you—"

"I asked you where he is." She cut off. Levy gulped, but then quickly pointed her finger in another direction. "In the infirmary ma'am!"

Following Porlyusica to Makarov, the elderly woman narrows her eyes as she looks down at the resting man. She stays silent for a bit, but then calls out to Levy without looking at her.

"…I want you to contact Laxus for me. Bring him here." She ordered.

"Why, what's wrong?" Levy asked, becoming a bit worried again.

"It's because what that brat is doing is unforgivable, especially with this old fool on his deathbed." She bluntly replied again, making Levy's eyes dilate with shock.

"Whaat?! Is he really in that bad of a condition?" She stepped back. Porlyusica then turned to her.

"…Please, just do as I say…he doesn't have much time left…" She asked, with bits of tears in her eyes, which really made Levy shaken with shock. She then ran outside, following her command…


Laxus sat on the stairs in the cathedral, going through some pleasant and unpleasant memories. He grits teeth as he shakes his head, trying to wipe the memories away. Standing up, he walks forward.

"…I told you this day would come old man, don't say I didn't warn you." He quirked, looking at some glyphs for the Thunder Palace.

"Only six minutes until it activates…" He glanced at the display. "Guess he's not going to do stud until the last second."

As he says that, a wave of ominous feel crawls in through the door as a figure approaches. Carrying five rods, and having their face and body practically covered up, it was none other than…

"Mystogan? Huh, didn't think you'd show up." Laxus grinned, glancing over at the individual who just walked in. Turning around, he continues to grin.

"I didn't think something like this would be in your interest." He admitted.

"...If you cancel the Thunder Palace lacrimas now, you still might be able to convince the townsfolk that it was a part of the festival." Mystogan stated, ignoring Laxus' taunt.

"Heh, is that all you're here for? You didn't come back just for this, gimme a break." Laxus shook an arm with slight disappointment in his voice. "I know you, you're just like me, and you want to see who's the strongest in Fairy Tail! It's either you or me you know."

"Don't be so certain of that. You cannot count out Erza, or that recently recruited member." Mystogan shot back.

"Please, sure the girl's got spark, and that brat's got some tricks up his sleeve, but they're still one thing only; weak." Laxus countered him.

"Hmph, you really think those two are weak? You really are blinder than you seem. That, or you're just ignorant, and more than I thought." He continued.

"Nothing against Erza, but the brat's annoying. Still, I think we can both agree that out of us four, we're still the stronger ones. The question is, who."

"Simple terms like that truly deem you as a blind individual Laxus."

"Bah, enough talk, let's end this discussion once and for all! Now come on 'Mystogan'…or shall I say, another—" Laxus tried to say, but then…

Mystogan swings the rod in his hand, arcing with a stance that shoots out a beam from the tip. Laxus grins again as he sends out a thunderbolt to meet with the attack, causing a large explosion that shattered all the glass in the cathedral, reaching even outside it.

As the smoke clears up, Laxus cocks an eyebrow in amusement. Mystogan stays in his stance as he looks at him.

"…Tell me Laxus, where did you learn that?" He demanded. The thunder mage snickers at the question.

"Oh, did I touch a sensitive spot? I never would've guess that you would react like that. Hm, alright, how about a little deal? If you can beat me, I promise to tell you everything I know?" He then proposed. Mystogan narrows his eyes at the challenge.

Standing straight, he looks at him dead in the eye. "Laxus, you're going to regret those words. I'll show you magic that will make you tremble!" He then said, stabbing his cane into the ground.

"Oh, I'm so scared! Show me what ya got then freak?!" Laxus growled in response.

Placing the rest of his staffs in the same line pattern in quick succession, the masked mage utters a verse.

"Skyscraper." He muttered as a purple circle flashed.

Several beams of purple light shot out as Laxus looked down. The ground then started to shake and move around with organic like movements. It then blew up, sending him hundreds of meters into the air above Magnolia while consuming the church.

"What?! The entire damn church?!" Laxus cursed as a large pillar of light shot up, swallowing him.

Inside the confinement of the light, the area turns into a space like environment as claws rip a hole in reality. Gleaming eyes burrow their gaze into Laxus as belts constrict him. A humongous monster enters the area, making him scream.

"What kind of magic is this?!" He screamed, using electricity on himself. He was seemingly devastated by the spell, but moments later, he simply chuckles as the space cracks away, shattering it back to reality. Laxus lands on his feet as he glared at Mystogan.

"Hahahaha! Well isn't that funny?! Using some lame illusion magic, did you SERIOUSLY think that would do crap to me?!" He cackled. Mystogan narrowed his eyes.

"Impressive, but you seem to be a bit slow on the uptake regardless." He complimented, but then scolded as a pillar of purple light surrounds Laxus.

"What?!" He gazed around him. Five magic circles colored yellow, blue, red, black, and purple in that order then appeared on top of Laxus.

"Five Layered Magic Circle: Sacred Song!" Mystogan casted as he swung a rod forward. Laxus then grins at him.

"You think I'm the slow one huh? Take a look at the ground!" He then retorted as a giant yellow circle appeared under said opponent's feet, making Mystogan gasp.

Both spells activate, with Laxus being blasted with a beam of concentrated magic energy, and Mystogan with a roaring thunderbolt. He grunts in pain as Laxus takes delight in this situation. After they end, Mystogan jumps into the air. Laxus waited with an anticipating grin as he performed some hand signs.

"Ground Shattering Wave…" He muttered as a small circle flickered. Multiple purple waves of energy appeared from the ground and moved to try and envelop the target, in which case was Laxus. The blonde grinned as he turned into lightning and zoomed out from its grasp.

"He escaped." He remarked. Unable to react to Laxus' high speed, he was hit with another thunder blast, making him grunt as he teleports to the ground. Laxus lands with a thud as he grins again.

"Hah, this is it, this is more like it!" Laxus howled. Then, appearing from behind a pillar, a salamander like creature appeared from seemingly nowhere.

"About time you two ended that flashy stunt." ChamAlien retorted. Laxus and Mystogan turn their heads in surprise.

"Tennyson!" Laxus yelled, recognizing the Omnitrix dial on his chest.

"Now what kind of form is that…" Mystogan muttered, but then his eyes glazed over to…

"There you are!" Natsu and Erza both say, surprising each other as they stood at the entrance.

"Erza?" Natsu glanced to her.

"Hey. Guess you made it out of there huh?" She glanced at him, but then towards ChamAlien. "And Ben, when did you get here?"

"Meh, when they started their little flash show that shattered all the glass. Got here right when they launched their spells, sheesh." He shrugged.

"Wait, who's that guy?" Natsu pointed at the masked man. "That's Mystogan..." Erza answered.

Said mage stared at Erza. Lowering his guard for a moment by trying to cover his face, Laxus grins at the opportunity.

"Wide open you numbskull!" He growled, shooting a thunder blast at his face. Exploding, the blast decimated his mask and bandana, making everyone gasp.

After the smoke cleared up, ChamAlien went wide eyed, but then narrowed them, recognizing the face and hair. Natsu and Erza both gasp with shock as they stare at the newly discovered head.

Turning around, Mystogan reveals his face, only for it to be…

"…Jellal?" Erza muttered with contracted eyes.

"What the…?" Natsu wheezed as Mystogan turned his face again, showing signs of discomfort as ChamAlien stares at him.

"How…? How did you survive the Tower of Heaven's collapse?" Erza uttered with tears starting to form in her eyes.

"Oh, so you recognize this chump huh?" Laxus remarked with an amused expression.

Natsu stares at him, blinking a few times. "Wait…so Mystogan is actually Jellal?" He said with disbelief.

'It's Jellal's face alright, but it doesn't 'feel' like him. …Wait a minute, don't tell me it's…' ChamAlien started to speculate.

"Jellal, you—"

"Erza, I'm sorry you had to see this." Mystogan interrupted. "I'm not your friend Jellal. I know of him, but I am not him." He confessed with sad eyes, meeting her shacked expression. ChamAlien taps the dial, reverting back to Ben. Reaching into his pocket, he brings out a small device.

As Mystogan glances at Natsu, he turns back, closing his eyes.

"I'm sorry, but I must be going." He grunted, starting to vanish. Ben aims his device at him and shoots out a small disk. Latching itself onto Mystogan, the mage didn't feel it as he vanished away, making Natsu rage comically.

"Hey, what the hell wait up!" He reached out with a disheartened look. Staring at the space in front of him in confusion, he bonks his head. "Oh forget, I need to focus!"

"Come on Laxus, fight me! Erza, Ben, you cool with this?" He yelled at the two. Ben stares at Erza, who was still shaking from the encounter.

"Erza…" Ben muttered. Natsu glares at her, gritting his teeth.

"Come on, wake u—"

Right as he says that, Laxus shoots out a thunder blast, shocking Erza and making her scream in pain. Launching her away, Ben gasps, forgetting that Laxus was there for a moment as he focuses his attention on him.

Natsu growls, and then points a finger at Laxus.

"The hell are ya doing Laxus! Your fight's with me!" He shouted. Laxus then blinks, glancing over at him with a smug face.

"Oh, didn't even notice you there." He said with a troll face, making Natsu react with a comically shocked face. Ben sighed, face palming himself.

"Natsu don't—" Ben tried to call him out, but of course Natsu fell for the taunt, leaping towards Laxus with a fire fist.

Taking off his coat and headphones, Laxus grins at him.

"I'll burn your ass to a crisp!" Natsu shouted. Using minimal effort, Laxus dodges the punch, leaping a few meters back. Ben quickly steps back.

"Didn't anyone tell ya to think before you act your moron? Step aside!" Laxus spat out as he shot a blast of electricity. Natsu quickly leaps up and charges at him, spinning around.

"Fire Dragon's Talon!" He yelled, slamming his foot against Laxus' forearm. With a shout, Laxus swings him off, making Natsu land a few meters back, skidding another few more. Erza grunts in pain as she looks over.

"C-careful…!" She grunted. Natsu grins at her. "No problem, I'm alright!"

"Stop jinxing yourself!" Ben retorted as Laxus dashes forward and kicks his chin up. "Oh for the love of Celestialsapiens…"

Grasping Natsu's arm, Laxus' fist sparks. "And where do you think you're going huh?" He yelled, slugging his face a couple of times, but the fire mage then grabs his arm in retaliation.

"Here!" He grinned as he attempted to punch Laxus' face with another fire fist. Swing his head, he dodges the punch, growling.

"Why you little…" He growled, clenching his hand. Surging electricity into it, he stuns Natsu and slugs him a bunch of more times. Natsu grunts in annoyance as he tries to punch him yet again. Dodging a few more of his blows, Laxus pulls his arm, dragging Natsu to the ground with a sparked fist.

"How about this?!" He grinned. Natsu attempts to knock his feet by performing a leg sweep from a flare. Jumping up and transferring the energy to his foot, Laxus stomps on Natsu's face with a thunder hammer, breaking the ground.

"Ouch, right in the kisser, literally." Ben winced a little.

Lifting him up, Laxus punches him away, making Natsu skid away towards one of the pillars. Attempting to charge again, Erza suddenly leaps and holds him down, surprising Ben and Laxus.

"Geh! Hey, what the hell Erza?" Natsu croaked. Laxus chuckled. "Heh. Not nice man."

Standing up, Erza takes a deep breathe while attempting to clear her thoughts. She then blinks, glaring at Laxus.

"Re-quip!" She yelled. Her body flashed, replacing her armor with the Black Wing set.

"Oh, Erza's turn now?" Ben folded his arms.

Erza launched forward, shouting as she swiped her blade at Laxus' side. Using electricity as a barrier, he takes the blow head on.

"Laxus, shut down the Thunder Palace!" She demanded as she tried to roundhouse kick him.

Catching her foot with his palm, Laxus laughs at her. "What if I say no? And what if I say that it's going to activate in only two minutes?!" He then grinned.

"Why you!" Erza yelled as Laxus shocked her again.

"Huh, two minutes." Ben remarked from the sidelines. "Wonder if I could…"

"Be a shame if you died here. You wouldn't be able to see it!" He then growled as Erza leaped off him.

"Re-quip!" She called out again.

Glowing a sky blue color, Erza backflips and leaps back, revealing a new armor. A breastplate was decorated by golden trimmings, and had thin plates going up to surround Erza's neck; the similarly adorned pauldrons were composed of two plates one over the other, with the top ones each sporting a prominent protrusion. Similar designs were present on her gauntlets which covered her entire forearms.

The greaves, on the other hand, possessed matching protrusions on them, with a particularly large pair adorning the knee guards. The armor had no waist guard, with only a cloth hanging from the breastplate, one on the front, three on the back. Erza's hair was made into a long braid, with her head having a band with two ribbons. She swung a long spear as she stood up.

"Ha, Lightning Empress Armor huh? Too bad it won't protect you from my ATTACK!" Laxus shouted as he shot out a large thunderbolt. Jumping up to avoid the blast, Erza aims her spear at him, generating her own lightning magic.

"But since we ARE using the same magic, it's a fair FIGHT!" She retorted. Laxus blocked the attack and zoomed into the air as a bolt. Landing on the ground, she stabs her spear into the ground, activating a red circle on its tip.

As Laxus grew closer, a circle of energy emitted from the tip, with the center creating blue lightning bolts. Laxus lands on the ground and shoots another devastating blast, but the barrier blocked the attack, canceling it out.

"Oh, so the armor can block even that huh?" He said with interest in his voice.

"When two mages using the same magic collide with one another, there are factors that determine the victor between the two." Erza shot back.

"The level of magic, technique, and experience am I right?" The blonde mage shrugged.

"Yes, but also one more. Heart." She then narrowed her eyes. "I'm sure Master Makarov taught you that."

"Sure, but he showed me that strength prevails over everything else!"

Natsu groans as he stands up, getting more annoyed by the second. Ben thought he was going to charge at the two, but he was surprised by his self-control.

"Come on Erza! Stop it already, didn't I already say that I would defeat Laxus?!" Natsu shouted, making her turn around.

'Hmm, what're going to do now Erza?' Ben mused. Smirking at him, Erza nods her head.

"Then I'll leave it to you then." She decided, running out of the entrance.

"Hey, where ya going?" The pink head then asked. "Wait, you're not going to try smashing all those lacrimas are ya?"

"Ha! I'd like to see you try. Even one of those lacrimas will give you a death like zap! And who knows how many are in the sky right now, no even before that, you don't even have the time to do so!"

"Then I'll do so by taking them all out simultaneously." She bluntly retorted.

"Oh, then you have a death wish then?" Laxus responded with a smug face. Erza turned around, only to glare at him.

"I'd rather not, but if I have no choice, then so it may be." She shot back, running off again. Ben stepped forward, readying the Omnitrix.

"Well, this is my queue. Time to make sure she doesn't try killing herself again." Ben responded as he slammed the core down. Laxus and Natsu cover their eyes for a moment as Ben was replaced with Echo Echo.

"Echo Echo!" The sound alien yelled.

"Tennyson! What're you trying to do…!" Laxus growled.

"Oh nothing. Just think of myself as a backup." The white alien replied, creating a copy of himself.

"Natsu, my copy will catch up with Erza. I'm going to stay here with you." Echo 1 called out to the pink head.

"Right on! I gotcha back." Natsu responded with a thumbs up as Echo 1 tapped the Omnitrix dial. A moment later, Jetray took the place of the Sonorosian as he quickly flew off after the redhead.

"Hey, come back you two! You guys are breaking the rules!" Laxus yelled with anger in his voice. "No, I won't let you!"

Beginning to run after them, Natsu quickly turns towards him, blasting him with a Roar. Laxus skids back a few feet as he blocks it, growling at Natsu in annoyance.

"Come on Laxus, just you and me!" Natsu challenged him with a taunting gesture. Echo 1 walks up beside him, tugging at his pants.

"Mind if I joined now? I was literally just standing here and watching for this entire time. Even I want some action too ya know?" Echo 1 stated. Natsu looked down at the Sonorosian for a bit, but then grinned.

"Heh, alright, that's fine by me then!" He gave the small alien a thumbs up. Echo 1 smiled, and then turned to Laxus.

"What say we continue on from our little match from before huh?" The sound alien snickered, making Laxus growl with a surge of electricity going around him.

"You really want that death wish don't you?" He barked. Echo Echo tapped the Omnitrix dial, making the room flash for a moment as Natsu and Laxus cover their eyes.

A moment later, Echo Echo was replaced with Four Arms. The Tetramand looked at him with a taunting gesture.

"Fine, I'll roast you two first, and then I'll go after Erza!" He growled, leaping forward. "Besides, there's not even that much time, so what can she do?"

"She'll stop it!" Natsu barked back, attempted to swipe him. Laxus blocked the attack, retaliating with a hard punch to Natsu's face, sending him back a couple of meters.

"Ok Natsu, my turn." Four Arms pumped his arms.

"Urgh, fine."

Smiling, Four Arms began running up towards Laxus. The blonde mage sucked air through his teeth, before dashing forward. Turning into a bolt of lightning once more, he charged through like a spear. Four Arms stopped, and then grabbed the ground, ripping a huge chunk of stone out. He then spun around a few times, using the momentum to assist in his throwing of the heap of material at Laxus.

"Wha—" He gasped, before getting slammed in the face. Stopping his charge, he took a moment to stumble and rub his face. He growled, spitting a little.

"Damn you Tennyson!" He shouted. "That's it, you're all dead meat!"

"Yeah, then come on!" Four Arms responded with a gesture…


"Erza!" Jetray yelled out to the redhead. She turned, slightly surprised by the sight of the Aerophibian.

"Ben? I thought you were with Natsu?"

He shook his head as he landed next to her. "I changed into Echo Echo and made a copy of myself, which is me." He gestured to himself. "So, what're we going to do about these lacrimas?"

"Like I said at first, take them all out at once." She looked up to the sky.

"You realize you'll die this time for sure if you do that right?" Jetray retorted. Erza smiled back at him, making him sigh. "Whatever it takes?"

"Whatever it takes." Erza confirmed. Jetray looked up, wondering about the lacrimas.

"Say, that's lightning magic in those things right?" He then asked. Erza blinked, before nodding in confirmation.

"Hmm, I wonder if…is there anyone who has telepathy in the guild?" He suddenly asked.

"Yes. His name is Warren. Why so?" She questioned him.

"I have a plan, but I need everyone to hear it. Do you know where he might be?"

"No, but I might be able to send a signal out." She then spawned a sword. Launching it into the air, it flashed with a brilliant white light…


"Urgh…hey, that light, isn't that…?" Macao grunted.

"It's one of Erza's swords! She must've been freed from Evergreen's magic! Does that mean everyone else is too?" Wakaba added.

"Must be, what's going on now though?"

Other members of Fairy Tail started to recognize the signal of light in the air. Gray came out from an alley, grunting while holding his hip.

"Geh…have to find Warren, gotta update everyone on the situation." He grunted again as he started to run. After looking around for a while, he spotted said person lying on the ground.

"Warren!" He yelled, shaking his body. He groaned for a bit, before sitting up.

"Uh…Gray? What's going on?" He muttered.

"Erza and the others are free! But look, up in the sky!" He pointed up.

Warren blinked. "What're those?"

"No clue. But we need to get into contact with everyone, and quick. Since those are probably Laxus' lacrimas, who knows what they'll do." Gray then said with a worried tone.

After helping Warren up, Gray looks at him while he places two fingers on his head. Closing his eyes, Warren started to breathe.

"…Alright. EVERYONE, IT'S WARREN!" He yelled.

"Wah? Warren, what the hell's going on now?!" Jet yelled.

"Up in the sky everyone!" Erza responded. "Those lacrimas are going to be used to destroy the city. They're Laxus'!"

"Erza's freed? Then that means—"

"Yes, the rest of the girls are." Mira intervened. "So is Bisca too, Alzack."

"I'm so glad…b-but what about those lacrimas?"

Jetray coughed, garnering the attention of everyone else.

"Guys, I have a plan! In a moment, I'll be in the middle of town. Once I get there, launch every bit of magic at me!"

"What? What're you, crazy or something?" Wakaba yelled.

"Just trust me, I have everything planned out!"

Everyone muttered some grumbles and mumbles, but then agreed to Jetray's plan. Warren then ended the telepathic communication, panting a bit.

"What's he gonna do?" He huffed.

"Whatever it is, it's probably going to be something big. Come on, let's get to the roof top and get a better aim." Gray responded as began to walk. Warren followed shortly as he looked back…


"There." Jetray exhaled as he landed in the middle of town with Erza in tow.

"What're going to do with all that energy?" She asked.

"You'll see. Get to the rooftop of a building, I'm going to initiate the next phase of the plan." Jetray snickered, tapping the dial and morphing into Diamondhead.

Erza cocked an eyebrow, before acknowledging his command. Diamondhead slammed his palms into the ground, conjuring a massive platform of crystal underneath his feet. It rose to an absurd height, just as tall as the guild building. As he did so, everyone took notice of the construct, and began to conjure up spells.

"There, and now…" Diamondhead mumbled, pressing the dial. Flashing into Feedback, the Conductoid breathed in, before stretching his body parts out.

"Here comes the payload!" He yelled as everyone launched their spells. Erza did so as well after flashing back to her Heart Kreuz Armor. Launching a red beam, she, along with everyone else, aimed their magic at Feedback.

It took a bit for all the waves of magic to connect, but Feedback grinned as he started to absorb the massive amount of energy. After doing so for a bit longer, he chuckled as energy sparked from his body.

"Great, let's do this!" He grinned as he tapped the Omnitrix dial once more.

This time, Ben was replaced with a new alien. Resembling a small anthropomorphic earth dry cell, he was primarily black in color with green almond like eyes. He had a large white and gray lightning like line from where his neck starts, to where his legs start on his front and back. On the top of his head was a hole, in which a mass of electricity surged off from. On his back were a plus and minus symbol. The Omnitrix dial was displayed on his chest, with the Fairy Tail emblem on his left shoulder.

"Buzzshock!" He yelled with an extremely high-pitched voice. His body then started to spark with green electricity. The energy that was absorbed from Feedback was now in his body, making him very hyper as he zipped around, laughing.

"Ben? What in the name is that form?" Erza rose an eyebrow, unable to see Buzzshock's full shape since he was engulfed in electricity as he flew around in the sky.

A moment later, Buzzshock floated in the air. Raising his arms up, he gathered the energy, releasing it in a flurry of bolts that were launched everywhere, and when I mean that, I mean everywhere. Erza squealed once she saw his small form, but quickly did a 180 as she dropped to the ground, barely managing to avoid getting zapped by a large thunderbolt.

The bolts scattered through the sky, with a majority of them colliding with the lacrimas and shattering them. The guild members watched with curious looks as they broke into sparkles of light. They were cheering for a moment, but then looked at Buzzshock.

"What's going to happ—" Mira tried to say, but then…

"OoooooooOOoooooohhh!" Buzzshock screamed with humor in his voice, making everyone flinch once a massive spark of yellow engulfed him.

"Ben!" Erza yelled, her eyes contracting at the mass of yellow in front of her. She was worried despite him saying that everything was everything was under control, but still. She then noticed that Buzzshock was in no pain whatsoever, but rather it was like he was on a sugar rush.

"Gahahahahhahahahhahahh!" He cackled. The members of Fairy Tail then deadpanned as Buzzshock absorbed all the energy. He flickered around for a bit, before doing something so bizarre…

With a laugh, he was split into two. The two then continued laughing as they split into four, then into eight, sixteen, thirty two, sixty four, one-hundred twenty eight, until…

"What the hell…" Wakaba dropped his cigar in disbelief. Everyone's jaw dropped as well once the phenomenon presented itself to them.

"IS THAT?!"

Up in the sky, there was literally a storm of Buzzshocks, who were all flying around, making unintelligible noises and laughs as they floated in the air.

"That was not something I expected." Erza simply said with a blank expression.

The Buzzshocks then looked up, gathering all of their energy, and shot it up into the sky. The bolts of green electricity collided into each other, creating a huge flash that blinded everyone for a moment. After they shielded their eyes, they opened them up, only to see a large display of electricity saying:

"TAAAAAAAA-DAAAAAAAAA!"

The Buzzshocks bowed until the display dissipated, vanishing away with green zips of light. After a little bit, only the main one remained. He flew down to Erza, giving her a thumbs up.

"And that wraps things up!" He laughed. Erza smiled at him.

"Well, be seeing you in a bit Erza!" He then waved at him, before dissipating away. Erza waved him off, before looking away towards Kardia Cathedral.

"…Good luck Ben, Natsu." She muttered.

An orange wearing, blue haired mage ran through the town, panting as she ran towards said cathedral. She had a terrified look on her face as she went on.

"*Huff* *Huff* Please, let me make it in time…!" Levy mumbled…


So, another chapter is done, yay!

I had a lot of fun making that particular part with Buzzshock. He was always one of the more mischievous aliens, which made him all the more enjoyable to watch. Too bad he didn't get that much screen time.

What do you think I should name Ben's demon form? I'm also still tallying up for the Miss Fairy Tail Contest winner. Keep those suggestions coming!

Oh, forgot to mention this earlier. Thanks for over 275 reviews! And we're almost at 200 followers and favorites as well! The first chapter has nearly 13,000 views by itself!

So, with all that said and done, please look forward to the next part of the Battle of Fairy Tail Arc. Peace out everyone, toodles! Congrats for Fairy Tail's ending!