Hello reader one and all! We got the typical treatment here before we get started!

Burning Moonlight: Quiet you! Clearly, I, the perfect author make no such mistakes! It's obviously you who is wrong with your properly capitalized and spaced name compared to my own!

Arclight001: Yeah it's definitely fun being able to basically write my own lore as we move along in these kinds of places. We will have more stuff out of Fiore rest assured.

Nemesis: Y'know I could sit here and shit talk you for being kinda rude, but instead I'll be the mature one and offer a possible explanation as to why people like these kinds of things.

The simplest explanation is that it allows the reader to identify with the charachter in question. By having them use a tool for magic instead of breathing fire or turning giant, we can identify with the far more normal person in the exceptional world. So we cling to them as an anchor to the crazy world of magic.

It also shows that this character has a glaring weakness. This adds some subtle tension in each fight as they can be easily crippled if their tool is taken away. Weakness and frailty while having good reasoning for said flaws is the backbone for humanizing them. They can't fling swords from thin air, so they aren't that spectacular. They can very likely get hit and not get back up. But that's why we want to root for them, because we know what that's like as humans.

We want them to succeed because we understand that struggle, that hardship of feeling worthless in the presence of far more spectacular things.

But that's just and abridged version, I could go full video essay on shit like this, but I got a fuckin story to tell so.

With that done, let's mozey on down!

Jura and Yoru snuck in via a moving rock dome on the ocean floor. They both breathed as little as possible to conserve air for the multi-mile trip. Though the ocean floor only being around 50 feet deep definitely helped with that process. When they hit a massive wall, they knew they'd arrived. Yoru pointed up and Jura nodded before activating his magic. The floor beneath them was lifted up as they rose to the surface.

After a quick trip up, Jura poked his head out from the dome which was slightly above the water now. He gazed around to make sure the coast was clear and nodded to Yoru once he was sure of it.

They quickly made their way to the grassy plain outside the wall. Jura touched the ground and felt for the oddity of the hidden entrance. Once he had found it, they quickly approached it.

Jura slowly pushed open the door that was hidden and they both made their way in, silently closing it behind them.

Still unaware if anyone was in the tunnel, Jura felt for any vibrations in front of them. Once he was certain they were alone, he spoke.

"The path forward is clear."

"Good." Yoru nodded and the pair made their way down the dark tunnel. "The armory should be right in front of the exit to this tunnel since it's in an alley. We don't know how crowded things are outside, so we may have to wait for it to clear up."

"Indeed, we should also try to eliminate people as quietly as possible to avoid groups D and E having to come too early."

"Don't worry about that bit, I'll handle the stealth. You handle anything that ain't gonna go down quietly." She smirked at the man as they approached their exit.

Once again, Jura felt for anyone nearby and gave the O.K. once he was sure they were clear. Yoru opened the door and quickly stepped out with Jura in tow. Jura took cover behind a crate as she closed the door and followed in his suit.

The building in front of them was quite sizable at two stories and made of brick with slanted, tiled roofs. No one seemed to be outside the building in the streets.

"Um. Testing, testing, one two three." A timid voice sounded in their ears.

"Getting you loud and clear Hina." Yoru spoke to no one seemingly.

"Oh good, I can hear the both of you too." Ken sighed in relief.

"Status report?" Yoru asked the other teams.

"Ultear and I got past the front doors pretty easily." Ken sounded unnerved.

"Cosmo and myself are currently hiding beneath the dock, but we don't see anyone here. Smells awful though." Hina pinched her nose, her heightened sense of smell making it far worse.

"You guys too? We're at the Armory but it doesn't seem like anyone is home." The purple haired woman squinted in confusion.

"I don't like this. Do you think they know we were coming?" Ken's tone turned serious.

"It's possible. Just stick to the plan for now. Shoot out a flare if you're in too much of a pinch." Yoru reassured the pair.

"Alright, keep safe everyone." Hina spoke before going silent.

"Likewise." Ken followed suit.

"I don't like this." Yoru scowled as she tried to find any sign of life.

"It is quite odd. Sure this city is massive for just two thousand people, but this is the main armory. The only explanation for it being empty is…" Jura didn't like where that thought led.

"It means they moved all the weapons. We can't be a hundred percent sure though." She bit her finger in thought.

"How shall we proceed?"

"I'll enter from the roof, you stand on guard here. If you hear fighting, come and help. Keep on guard though, for all we know this is a trap." Yoru didn't want to admit it, but this didn't look good. She somewhat wished these communication devices allowed her to reach the people who could make sense of this, but begrudgingly pressed ahead.

Jura nodded as the girl, with surprising speed, ran up the wall of the building and landed on the roof. She opened the door to the roof and slowly entered the building, making sure nothing passed the volume of a whisper in her wake.

Even with her trained hearing, she got absolutely nothing from the building with claustrophobic halls. Not a single voice, footstep or echo came from the structures innards.

"How's it looking out there Jura?" She slowly crept to a corner and looked around it, peering into another hall.

"Nothing so far. I don't even feel any vibrations in the immediate surface, so no one is approaching or even nearby."

It was like this section was a ghost town. The woman soon entered a room she could only assume to be the bosses office. She started looking for something, anything that could tell them what was going on. Her frustration and concern grew larger as she found absolutely nothing to tell them what had happened.

"Hello intruders! And welcome to the beginning of a new era!" A voice echoed throughout the entire city.

"Yoru-dono, is this perhaps Lucius?" Jura asked, keeping an eye out for anyone nearby.

"I bet you're all probably wondering where my rascally brothers and sisters are? Well that's my little secret for now!"

"Guys... we found… I don't even know what to say." Cosmo spoke grimly.

"What's the matter?" Ultear spoke with clear worry.


Cosmo and Hina swan through the ocean quite easily thanks to his Beast Transformation Magic. Hina held her breath as Cosmo raced through the clear waters as fast as he could.

Cosmo spotted the entrance as a hole beneath the large gates the ships left though. He and Hina swam though it and towards the surface beneath the docks.

"Infiltration successful." Cosmo smirked as he returned to normal.

"Good job Cosmo." Hina smiled before she sniffed the air and plugged her nose.

"What's wrong?" He raised a brow to the blind girl.

"It smells awful here." She complained, her voice strained as she tried not to gag.

"I don't smell anything." Cosmo shrugged after sniffing the air, only getting ocean. Hina then spoke to the others over the Lacrima in their ears.

"Alright, let's move out. Be careful though, the enemy could be hiding." Cosmo nodded at her words as they climbed onto the docks and hid.

"Okay, yeah, now I smell it too." Cosmo plugged his nose in revulsion. The seawater clearly overpowered the smell for him.

"Let's move." Hina and Cosmo quickly made their way from crate to crate, making sure to remain out of immediate sight on all sides.

"This is weird. I don't see anyone on all those ships." Cosmo scowled as the fleet of battleships all looked unmanned.

Soon the leader of the Dark Guild had spoken while the two advanced, listening closely as the smell got worse and worse. A blend of aromas that were almost impossible to individually identify.

The pair then stuck to the wall by the stairs and slowly moved up. At the top should be a massive plaza where the Soliders moved goods they received from the mainland. However at the top was an imagine Cosmo wished he too was blind to see.

"Holt shit." His eyes went wide as saucers.

"My god." Hina covered her mouth with her hands, her sixth sense telling her the whole story.

"Guys... we found… I don't even know what to say. " He spoke with the earpiece.

"What's the matter?"

"They're all dead." He spoke as he soon ran over to vomit.

"They're what?!" Yoru shouted over the line.

In front of the duo was what could be best described as a mass grave. Piles of corpses that had been practically reduced to cinders stuck together as sick sculptures. Rigor mortis-stuck limbs and vague vestiges of what one could make out to be wounds were the only helpful factor in determining that these, were in fact, at one point human beings.

"The brave soliders of this island fought with all their might. And despite being only human, they truly earned my respect. Unfortunately the less said about the fates of the civilians and families of these men and women, the better." The greenette sighed over the loudspeaker.

"That bastard!" Ken growled in frustration.

"I'm sending out a flare, this entire thing has gone FUBAR. Better to call in Etherion now." Yoru quickly spoke as she raced to the roof.

"Alright, make sure you-" Ken was cut off as the Communication Lacrima were all suddenly disabled.

"Ah ah ah. Now that you all know there's no civilian risk, I can't have you go and get Etherion fired on us can I?" He chided the group.

"Damn! He did know we were coming!" Cosmo swore as he finally got over his vomiting.

"Well, now that you're all up-to-date with current information. How about we play a game in honor of the King being present? It's called Last Survivor. The goal is simple, you try to stop and/or kill all of us and we do the same to you. Last side standing wins. Simple right?" His smirk was practically audible, but one couldn't tell if it was a malicious one, or a playful one.

"Now then, let the games begin!"

As he finished speaking, tunnels around the city opened up, causing all hell to break loose.


Ultear had been in some nasty fights with lots of people before. Par for the course when looking for the keys that awakened Zeref. However, this was completely ridiculous compared to any of those encounters.

Another head was smashed by her orb as his body fell limp to the ground, blood and gore quickly staining the streets in the wake of her attacks.

"Insect Soul: Scorpion Tail!" Ken shouted as the familiar tail spouted from his back and lashed out at a group of approaching Dark Mages.

His insect Soul proved useful when he camouflaged the pair with moth wings that blended in flawlessly with the wall. The type of Take Over, while rather obscure and underused due to its… peculair needs, offered powerful variety.

"There's no end to them!" Ultear shouted in annoyance as the mob seemed endless, but not quite as endless as she'd had expected.

"Close those holes!" Ken ran over and turned his arm into a Scorpion Claw and smashed it into the ground. Casing the passage the Dark Mages passed through to collapse.

Ultear easily caused them to collapse with her Arc of Time. So with nearby reinforcements down, they just had to work their way through what felt like hundreds of enemies.

The girl was at least happy she could kill without discretion, made the job a hell of a lot easier when you don't have to justify making a man's skull into paste.

When one mage broke the ball with a punch, he smirked wildly. Unfortunately for him, Ultear simply moved the shards to impale his neck. They passed right through and rejoined as the sphere.

"Insect Soul: Spider Silk!" Ken shot out a white fluid from his mouth that ensnared a small group of them tightly together. Then using the strength of a spider, they become a improvised morning star for the man.

Ultear ducked as the human wrecking ball flew over her head, smashing into the surrounding men.

'This is too easy. These guys are likely the D and C-Class fodder.' Ultear clicked her tongue as she sent her orb crashing into one man's spine, instantly paralyzing him. 'They're probably sending these guys out to weaken us for the big hitters.'

If that was true, then they had to deal with over 1500 Mages before the actual challenge began. Even someone at her level shuddered a bit at the thought.

When one of the Mages actually survived getting hit and managed to block her orb, she knew the higher tiers had started to drip feed in with the others.

"Ultear, we need to fall back and regroup with the others!" Ken went back-to-back with the girl.

"How do you reccomend we do that?" She continued to send her orb around, now aiming for other areas like knees and hips.

"Like this, cover your ears!" She did as told. "Insect Soul: Cicada Cry!" A sound that would put nails on a chalkboard to shame came from the man's mouth.

Blood violently shot out from all the ears of the nearby Mages, permanently removing them from the equation without a healer, which among Dark Mages, was slim to none.

The pair immediately headed towards the docks to meet up with Hina and Cosmo, their closest allies. While running, Ken shot a flare up into the sky.

"What are you doing?!" Ultear cried out as he was very blatantly giving away their location.

"I'm warning those back on the ship and letting the others know at least one other group is around. Hopefully they'll head our way." Ken scowled as the two continued to run towards the docks.

That all changed when a massive Shark came crashing through the southern wall and rolled to a stop right by the duo. It was soaked in blood and obviously dead, soon enough this shark transformed into the corpse of a large man. A massive hole was through his skull from his mouth.

"Smaehada?!" Ken cried out in shock.

"Ah christ, I'm gonna need new clothes after this." A voice called out by them.

The pair turned to see a blood-soaked Matt approaching them.

"Don't worry it ain't mine, head wounds bleed like crazy y'know?" He nodded in greeting at the pair.


Matt stood at the bow of the ship, glaring at the island.

"Something wrong?" Siegrain walked next to him.

"I don't like this. It feels like something is wrong." He put a hand to his chin in thought.

"Yeah, I kinda get that too." The bluenette scratched the back of his head when he noticed something. "Is that a shark?"

"Impossible, the water down here is way too cold for them." Matt wrote it off.

"Then how the hell is there a shark fin sticking out if the water?"

Matt followed his gaze to also see the telltale sign of the animal, the body camouflaged by the light reflecting off the water.

"Huh? That's not right…" Matt stared at the animal coming right towards their boat.

As it drew closer, the fin sticking out if it's back got bigger and bigger. Until it's top would've reached the deck of the ship.

"OH SHIT!" Matt yelled as he and Siegrain ran to the back of the boat.

Just as they did, the shark showed itself and bit deeply into the front of the boat, biting deep into the wood without issue.

"Is that a goddamn Megalodon?!" Siegrain was in disbelief.

However when Matt looked closer, he saw the truth.

"No! It's a mage! They're using either Take Over or Beast Transformation!" He summoned his bow as he spoke.

Sarutobi and Yato ran to the deck and looked in shock.

"Immediately we have a troublesome one." The older man clicked his tongue. "Samehada. S-Class criminal. He uses Take Over Sea Soul. Imprisoned for killing and cannibalizing over 100 people."

"Then all we have to do is kick his ass!" Yato smirked as she got in a battle stance.

"Hoh? You think he came alone?" A playful voice rang from above the quartet.

The four turned to see a man in Jester Outfit and mask atop the railing, shuffling a deck of cards.

"Joker. S-Class criminal. He uses explosive magic. Imprisoned for bombing over 40 villages." Sarutobi glared at the man.

"My, you've certainly done your homework." His expression was hidden behind the mask, but he was clearly faking his amazement.

"Matthew, Siegrain, you two handle Samehada. We'll deal with this bomber." Sarutobi ordered as the three others nodded.

"Way ahead of you!" Matt fired off Caladbolg II at the shark, hitting it right in the nose and causing it to dive back down with a roar of pain. Numerous teeth were still impaled into the timber, refusing to let go of the easily replaceable weapons.

Matt immediately headed to a lifeboat and kicked it into the water before he dropped down into it. Siegrain closely followed him.

"If this bastard plays underwater, then we simply lure him out." Matt raised his spare hand and summoned a blade, lightning cracked off the surface of it as he plunged it into the water. The entire area lit up as the voltage killed anything in an immediate area.

When no body came up, Matt stopped channeling lightning into the weapon.

"Hey Siegrain."

"Yes?"

"Were there any fish that could resist electric shock? I'm a bit rusty on my marine biology."

"If I remember correctly, there was a species of jellyfish that recently went extinct who were immune." The bluenette vaguely recalled.

"… Oh."

After he finished, a large tendril wrapped itself around the boat. Matt immediately stabbed the limb, a shriek of pain following its dive back into the ocean.

"Alright, if we can't shock the fish…" Matt turned to the teen, "Can you use ice magic?"

"No, but I can use fire magic." He made a flame appear in his hand.

"Got it, then I'll lure it over and freeze it to the surface while you start boiling this water, ain't no fish that can survive that." Matt then created a broadsword with an ice-like blade. Drawing it back into a created bow, the weapon elongated into a suitable arrow.

When the large fin emerged from the sea, he fired Ice Brand at it, freezing it with ice as high as the boat's deck. Unfortunately, Matt had underestimated how much muscular strength a giant shark would have, the cracking ice giving him a cruel answer.

"Tch. Figures. Get to cookin' then." He looked around, trying to find the shark. Suddenly a massive horn impaled itself into the life boat and lifted it into the air. "Shit! Narwhal!" Siegrain gripped the boat tightly, while Matt slipped and fell into the water, voiding the plan of boiling.

He looked up as the Narwhal had descended back into the water and sped off. Matt discard his bow as now it was melee only for the remainder of this. He had debated bringing out one of his few sea monsters, however if even he was having a rough time, their lower levels would make it too risky.

The ocean was brighter than he would've liked, but he could still see about fifty feet in front of himself once he got past the light from the overhead sun. Matt's instincts screamed at him to move left, upon doing so he narrowly avoided implement from a massive fish that shot past him.

'Marlin too eh? This guy has got dangerous variety.' Matt scowled as an idea came to mind. 'Need to kill him in one hit, but he needs to be bigger if I wanna do that.' He quickly surfaced. "Siegrain! Tell me you got something that hits very hard and very fast!"

The bluenette looked shocked for a moment before nodding with a smirk.

"When I give the signal, hit this bastard as hard as you can!" After that, he dived back into the water.

Summoning a knife, Matt cut his palm. The sting of the saltwater on his wound making him wince.

'C'mon you bastard, give me the form I want.' The teen looked around, trying to find the Mage. Matt was gambling on the animal instincts overpowering the mage, a legitamite concern with take over. When he saw a colossal mass approaching him, he smirked and summoned a trio of truly massive blades.

When the Megalodon went for a bite, the beast only got his mouth jammed open by three Buster Swords. Copious gallons of blood rushed out of the mouth wounds as the beast thrashed around in agony. Matt then stood on the belly of the monster and brought out his bow, sticking to the surface easily through another rune on the sole of his shoe, this one being the symbol of bonding.

'Smile you son of a bitch!' He mentally shouted as he pulled back an arrow and fired it directly through the jaw and to the brain. The shark, through the immense force of Matt's unstable magic power hitting it point blank, flew up into the air from the ocean with Matt still attached.

Soon after, an incredibly fast Yellow Blur struck the beast. Sending it flying straight into the Fortress. It broke through the wall with shocking ease and launched Matt into the city as well. He was soaked in blood from Siegrain smashing it, and being by the gaping head wound he made.

He stood after a moment and eyed the familiar duo of Ultear and Ken.


Jellal had to admit, that guy was absolutely nuts, but damn good at what he did. He had used Meteor at full power to smash the shark as instructed, but he didn't think Matt intended to use it as a way to get to the city and assist their comrades.

He gazed above as their ship was now ablaze with the fight between the Bomber and two Captains. The Bluenette debated helping them, but the matters in the city took priority. Plus they were Captains, he doubted they'd die so easily.

Using Meteor he rushed through the hole and into the city to see just what had happened. The path made by the shark was evidently clear, Jellal assumed Matt was in that direction. However the closer sounds of combat caught his ear as he spotted Jura and Yoru fending off archers with explosive arrows.

He acted quickly and struck them all down with his True Heavenly Body Magic. They hit the ground harshly and were dealt with by Yoru. "Siegrain" landed next to the pair.

"Thanks for coming when you did, things were getting ugly." Yoru caught her breath.

"Just what happened?"

"The bastard knew we were coming. So he either had a mole in the Council, or was expecting this kind of assault." The girl spat out in frustration.

"Yes, the situation is rather dire. Though that shark was certainly a surprise." Jura looked at the sizable hole in the wall.

"You can blame Matt for that, though I suppose taking out an S-Class this early is a good thing." The tern shrugged with a grin.

"So that was Samehada. How about the Captain and Yato?" Yoru inquired.

"They were fighting some guy called Joker back on the boat."

"Joker huh? Then they'll be fine." Yoru smirked. "Yato alone could handle him."

"Good to know. So what now?" Jellal looked around.

"Now we rendezvous with the others and make a new plan." The two men nodded at her words. They then followed the mayhem caused by the Shark to at least meet up with Matt, and hopefully the others followed suit with that idea.


"Hang back Captain," the blonde smashed her fists together, "I got this one."

"… Very well." Sarutobi nodded and hanged back, allowing the blonde to fight alone.

"Ho? The little girl is that anxious to die eh?" The fake jester landed on the wooden floor.

"Die? Hell no, I just haven't had a piece of action yet this whole trip." She smirked widely as a boxer stance was taken.

"My my, the council making such a blood seeker a captain doesn't bode well." The bomber mocked her before quickly snapping his fingers, causing the spot she stood on to immediately explode. "But my fireworks shall destroy such ugliness." His posture went lax as he assumed the girl dead, though a fist being driven into his temple had other plans.

The S-Class criminal was sent through the stairs as Yato approached, completely unharmed.

"How in the?!" He cried out, his mask cracked with blood seeping through the damages.

"How indeed I wonder?" She kept her magic hidden as the woman messed with the murderer.

"Just die!" A large explosion englufled the northern deck, causing the sails to catch ablaze.

The mage had no time to think as Yato simply ran through it and continued her viscous assault of punches and kicks, beating the mage senseless before a retaliation was even possible.

'He stood no chance. Yato's magic allows her to shield her body by channeling magic power into it. And if he even broke it through some miracle of god, the absorbed damaged is funnelled into her as raw power for a temporary boost.' Sarutobi lazily analyzed the situation as he saw Matt and Seigrain enter the city.

"Ha!" Yato delivered a viscous uppercut to the Dark Mage, knocking him out and sending him into the ocean.

"Nice job." Sarutobi spoke as he approached. "Now we need to meet up with the others."

"And how do you reccomend we do that? The only lifeboat just sunk and the ship is about to join it." She looked around the burning vessel.

Sarutobi smirked, causing her to feel genuinely unnerved.

The older man raised his hand as yellow energy funneled out of him and into a shape next to him.

"Come forth Monkey King!"

The shined as the void of magic power was filled up quickly. Once it cleared up, a familiar humanoid Monkey in armor stood before them, lazily picking its nose.

"What's up Sarutobi?"

"Fling us over that wall." He pointed to the island five miles away.

The Monkey shrugged and extended his staff. Sarutobi grabbed Yato in one arm and the top of the staff with his other.

"And here. We. GO!" He swung them in the air and flung them as hard as he could, his inhuman strength far surpassing any sense.

"AHHHHHH!!!" Yato screamed in terror as she clutched Sarutobi.

"Hmph. Amateurs." He grinned as they went over the wall easily.

From the sky, he spotted the group of six of his comrades and directed their landing towards him. The massive property damage trail from Matt's entrance was a convenient trail to follow after all.

Their descent slowed as Seigrain used Air Magic to slow their fall gradually.

"Well if it ain't our fearless leader." Matt smirked as he wrung his now soaked clothes. He'd asked Siegrain to wash him off so the blood didn't stink him up, lord only knows the amount of sewing he'll have to do already, stink was something he'd rather avoid.

"Where are Cosmo and Hina?" Sarutobi looked around.

"Over here!" They heard the man in question call out as he and Hina approached.

"Good. Everyone is gathered now." Sarutobi nodded in satisfaction. "So can anyone fill me in on what happened?"

Yoru, Hina and Ken explained the situation to everyone.

"So everyone that lived here is dead." Matt scowled in disgust.

"It seems our enemy is more competent than we had anticipated. However it seems a good chunk of the weaker Mages have been dealt with." Sarutobi placed a hand to his chin.

"Yeah. Plus Joker and Samehada are down for the count too. So that leaves 18 S-Class' left." Ken seemed somewhat relived that while rough, everything was still on track.

"So what now?" Yoru asked their leader.

"The objective to eliminate the threat remains the same. However I'm now allowing you to use whatever means neccessary to succeed. Cause as much mayhem as you want now that civilians can't be harmed."

"That's precisely why I had the military taken out of the equation. Though the civilians were an unfortunate loss, there's nothing that can be done now."

The group turned to see Lucius smirking at them confidently as he stood.

"It wouldn't be any good if my fellow brothers and sisters couldn't express their magic to its fullest degree. Though unfortunately most of them perished in the mere act of taking the island."

'So that's why it didn't seem as bad as it should've been.' Ultear scowled as the corpses that the others found might've even had some of their own in there.

"Sorry buddy, but I am not your brother." Matt bluntly spoke to the man.

Lucius shrugged at the teen. "Deny it all you want, but us Mages are all family. And I truly do love my family." He grinned wickedly. "So much so in fact, that I'd love to reunite everyone."

With a snap of his fingers the plaza was flooded with the remaining Dark Mages. A sea of people covered the area. The group formed a circle as they all covered each others backs.

"Now then, how about we get the reunion star-"

A massive black and red blast of magic struck the man and sent the Mages around him flying. "Sorry, but I'm not the patient type with you extravagant adults. I prefer to cut to the chase if y'know what I mean?" Matt smirked as he held a black katana.

"Oh I do understand. My apologies for delaying the show, King." The dust settled to reveal Lucius was perfectly fine. "I'd love to be your entertainment for this lovely evening. Its truly been some time since I've tested myself." Lucius smiled as he approached the teen.

"Hoh? You're approaching me?" Matt raised a brow.

"Why of course, the festivities can't begin until we come to blows after all." His casual attitude in the face of someone that took down God Serena somewhat unnerved even Sarutobi.

Matt began to walk towards him too. "Then come as close as you want."

As soon as he finished speaking, he was almost instantly in front of the man, his fist reeled back for a devastating punch. However to his shock, he was suddenly pushed towards the sky.

That's when the fighting started for everyone else.

Matt, using a blade as a platform, kicked off it and back towards the man. As his blade was about to hit, once again he was flung back. Quickly swapping out to his bow, Matt fired a scattershot of Magic Power arrows at the man who dodged.

'He didn't dodge before, but he avoided those? Is there a window of vulnerability?' Using the face of a Dark Mage, Matt leapt back into combat.

He summoned multiple copies of Kanshou and Bakuya, firing them at the man who repelled them. However as soon as they were repelled, Matt fired a sword-arrow at the man who jumped over it.

'I see, the window is slim but it's still there.' Matt's expression hardened as a strategy formed.

He landed with his back to a group of dark mages, they immediately tried to attack him, but Matt's shadow came to life and repelled them. A black mass arose from it before taking the shape of a large cat with a cape.

"Thanks for watching my back." Matt kept his focus on Lucius, who seemed perfectly content in allowing the conversation before him to occur.

"No problem boss." Dark Panther nodded and sunk back into the void.

"You're awfully courteous for someone trying to kill me." The teen scowled at the greenette.

"Kill you? Perish the thought." Lucius seemed genuinely taken aback, "I'd sooner break every stained glass window in Pergrande that kill a true artist of his craft such as yourself."

Matt raised a brow at that, but lowered it when he got the signal for his plan from a certain flying friend.

"Well then, I guess I'll just have to test that dedication." He charged in with a barrage of blades, Lucius deflecting or dodging them as Matt pressed ahead.

The greenette opted to leap back into the air, this is exactly where Matt wanted him as hidden in the current barrage of weapons, was a wire he managed to wrap around the unsuspecting ankle of Lucius.

Lucius' eyes widened as he was swung around in the air, his body slowly getting furthur and furthur from Matt.

"There!" Matt snapped the wire down and chucked Lucius into a bakery. Naturally the man took no damage from the fall, but the dust did agitate his sinuses.

"My, for such a fancy trick, I expected a bit more." He absentmindedly spoke before duck under a blade fired right at him, causing the ground to give slightly. Lucius looked through the hole to the basement, his eyes turning into saucers as he realized, this was where the army hid their Lacrima.

BOOOOOOOOM

With blades as his support, Matt stood against the colossal explosion that had occured across town. With the obvious hindsight that a good army would hide their explosives in the case of an invasion, it was just down to where the least obvious place would be for Matt to pin down the location. Though he didn't expect this much of a result from blowing it all up.

Houses flipped off their foundation entirely as what the teen estimated to be a quarter of the island was reduced to rubble. His teammates barely having time to stabilize themselves in the wake of the earth-splitting eruption.

And yet.

"Marvelous! Simply marvelous." The familiar shape of the greenette walked through the hellfire and brimstone like it was a casual stroll through a park.

"Please dear King, show me what other tricks you have in store!" He genuinely smiled with excitement.


"Insect Soul: Hornet Stingers!" Ken fired sharp stingers from his finger tips, piercing what he assumed were a wave of C-Class Mages that had regrouped after that explosion.

"Why hello there puppy!" Ken dodged as the ground around him erupted and tried to eat him.

In the crater was a man of tan skin and bald head. He only wore tattered pants as the rest of his body were covered in tally marks, many of them quite fresh.

"Hannibal." Ken spat out in disgust.

"Oh I'm so glad you remembered!" He licked his lips. "I still always wondered what Man-Bug tasted like!" The cannibal smiled in glee and charged the Rune Knight, intent on finishing their fight.


Jellal plowed through another group of Dark Mages with ease. To him it seemed the only challenges were S-Class, and even then he'd killed five of them already. It was pretty easy when they underestimate you based on your age. Also fortunate they leave their necks so open to unfortunate trauma.

Suddenly he dodged a strike the engulfed the area by him in light purple flames. He skidded on the ground and came to a stop.

"Hark young heretic!" A bald man in priest vestments and covered in black markings approached the teen. "Cleanse thyself of sin willingly, or face my cleansing fury!" The small pupils of his eyes made his gaze seem predatory to the boy.

Something about him gave the teen bad vibes. Was it that odd magic or those eyes? Probably both if he was being honest.

"Flame Devil's Rage!" An intensely hot beam of light purple fire shot out from his mouth. Jellal quickly dodged as the attack carved through his own comrades, scorching their flesh and causing it to boil.

'So much for "Family" eh?' The bluenette smirked as he flew around the man and used a Hit and Run tactic on him.

"Flame Devil's Epicenter!" A wave of that fire erupted all around him, smacking Jellal and having him collide into a building with his speed of Meteor.

Various Dark Mages screamed in agony as they were burnt alive by their comrades attack. Jellal slowly stood back up, his head leaking blood.

'Kaiser Naklava. An S-Class.' Jellal clicked his tongue. 'This guy hunted demons for the church and eventually snapped, killing anyone he thought of as evil and racking up a ridiculous body count.'

"Come now devil child." He gestured widely. "SHOW ME A GOOD TIME!"


The ground around Jura shot up as the iron-hard stone clobbered into the Dark Mages around him. Jura didn't honestly expect to be fighting a mob like this twice in a day. So his reserves were getting a bit too low for his comfort.

"Acid Rain!" Jura immediately covered his head with rocks as a sickly green liquid poured down atop of here he was.

The fluid stunk quite profusely. However the even worse part was what it did to people.

"AHHHHHH! OH GOD HELP ME!" One Dark Mage screamed at the top of his lungs in agony as a single drop of the liquid got onto his arm. What it did though nearly caused Jura to vomit. The skin turned bright red and then black before falling off in rotted clumps that made vile squishing sounds as it hit the cobblestone street. What was left of the arm were exposed tendons, ligaments, blood vessels and just a bit of muscle.

The man died from shock immediately after seeing the state of his arm. As did anyone else after they were hit by the effects of the acid.

"You would do this to your own comrades?!" Jura roared at the man.

"Comrades?" The lanky man wore a purple suit and sported neatly done blonde hair, fair skin and blue eyes. "Parasites like these are not comrades. Especially if they get in my way."

This man was Pietor Strudum, an S-Class wanted for over 200 murders and an even longer list of Human Rights Violations.


"Rragh!" Cosmo roared as he smashed a carriage into a group of his foes. He was in his other Beast Transformation at long last. His body was massive at around 15 feet with thick blue scales, sharp claws and sharper rows of teeth, translucent hair that was reminiscent of tendrils, long white spikes from his elbows and knees, and small purple spikes all over his back, forearms, shins, feet and fists that acted like body hair.

Cosmo leapt up as he narrowly dodged a sword slash that took out the ground he was formerly on. He smashed into the ground and faced his opponent.

A man in oriental clothing and with long black hair silently faced him.

"Manslayer Batou." The beast muttered. "Wanted for killing over 3000 men in cold blood."

The Swordsman remained silent as he took a stance and leapt at the giant.


Ultear clicked her tongue as she dodged another swipe from this bastards tail. She caused the ground beneath him to collapse and smashed his head with her orb.

'This is ridiculous.' She took out another five Mages. "Master Hades said Naraka was filled with uncivilized brutes, but this is insane!' Her foes held no regard for their own safety. At this point they were doing more damage to themselves than they were to her group!

In her exhaustion, she failed to notice an oncoming attack behind her which was fortunately blocked.

"That's a dirty trick." Yoru spat out as she stood. "Though I'd expect no less from the Butcher of Bosco. Ain't that right Rasputin?"

A man dressed in oriental vestments approached the pair with a cold smile. His pale skin and short brown hair didn't seem all that threatening, however…

'This guy... he gives the same vibes as Master Hades when he's upset!' Ultear nervously shook.

"Rejoice young girls, for I shall send you both to the promised land." His calm smile spoke only of death.


"HA!" Matt shot another arrow at Lucius to dodged it with a smile.

He flung himself at the man and just when his sword was about to hit, it was stopped midair.

"Honestly aren't you gonna try anything new?" He sighed out, but was quickly put on guard by Matt's smirk.

Two blades shout out from behind Matt, aimed right the green haired man's head. He narrowly dodged the two and went to speak to Matt, but found himself unable to breath.

Matt dropped to his feet and smirked. He'd had a wire attached to the pommels of those swords.

"This is the end!" He swung a blade up to deceptate the man, however…

Flashes of torment surged through the greenette's mind as his magic went haywire and repelled everything in the area.

The warm, iron tasting fluid of blood shot from Matt's mouth as the wire was repelled off Lucius and directly into his open body. A cold, unforgiving piece of string nearly bisected the careless teen, the blades smashing together at the end making sure that wasn't his untimely end as only his spine kept him in once piece.

His body was flung out and through a shop window. The teen dry heaved as a sense of unimaginable pain surged through his being. Blood pooled to the floor as his arm clutched the gaping wound, the warm and slimy entrails being solely held in by the trembling limb.

Fighting through the agony, Matt managed the pull out Kuriboh just as his vision began to be overrun by black spots.

"Huuuuhhhh." He breathed in deep as the wound healed. Matt breathed hard as his life nearly flashed before his eyes. It was the third time he'd knocked on death's door so brazenly.

The teen grit his teeth and stood shakily, he glared daggers at the man across from him who seemed relieved his foe was still standing.

"You are as resourceful as they say!" Lucius laughed as he faced the teen. "I'm very impressed King, you've bar none come to closest to actually hitting me." The man wiped his mouth with a grin. "Unfortunately your plan of exploiting a window between my ability, while extremely well done, was ultimately a worthless endeavor."

Matt wiped the blood off from around his mouth and spat out the lingering fluid.

"Allow me to let you in on a secret of mine." Lucius smirked widely. "That window you believed you could exploit?" He chuckled, "It doesn't exist at all."

"What?!" Matt's expression turned to one of shock.

"You. Can't. Hit me. It's impossible. No one has ever succeeded in doing so with this Magic. And no one ever will." He openly gloated to the teen.

'Goddamnit! So how does it work then?!' Matt's mind raced a hundred miles a second as he tried to formulate a new plan. 'Testing the water again is pointless, I've already seen what his abilities do. It's the how that I can't grasp.'

"Oh my. It seems as though most of my remaining forces have been eliminated. I certainly didn't expect it to happen that fast." He shrugged. "Then again I suppose some of them did it to each other."

'I need to figure out how he repels things! But how?!' Matt's mind had been under heavy pressure before, but he wasn't used to this much. He also wasn't used to a magic this ridiculously tricky to figure out. On top of the large blood loss from earlier, nothing coherent was landing in his brian.

Lucius dodged an incoming explosion from the side.

"Matthew, I'm ordering a retreat. Fall back with the others now!" Sarutobi stood in front of him with a grim expression.

"Sarutobi?" Matt looked at his expression with concern. Why the hell was he so-

"KEN!!!" Matt turned his gaze to the cry and the weight of this entire job set in to him.


"HAHAHA!!!" Hannibal cackled as he dodged another of Ken's attacks. The Dark Mage then activated his Magic, Devour Point.

The Rune Knight jumped up as the ground beneath him turned into a mouth and tried to eat him. In retaliation he shot out numerous stingers at the man who guarded and took the pain. Blood oozed from the numerous stab wounds on his arms.

"Ken!" He turned his gaze to see Hina approach. It seems like she'd handled the threat around her.

"Hina, go provide backup to Matt. He'll need it if he's facing Lucius." He told her without averting his gaze from the man in front of him.

"HAHAHAHAHAHAHA!!!!" He suddenly started laughing the hardest Ken had ever heard him. "Defeat Lucius?! That's impossible! Tell me Council Dogs, why do you think all 2000 of us didn't just turn on the bastard from the get go?" His smile went beyond what a human face should be capable of. "It's because he could kill us all in the blink of an eye without a scratch."

That certainly got the two to be legitimately shocked. One mage taking on 2000 incredibly dangerous Mages without so much as a scratch?

"Go Hina! If what he says is true then Matt will need your support!" The microsecond he cast his gaze from Hannibal would prove to be a major mistake.

The ground in front of the pair shot out at them, a large mouth opened wide, intent to devour both of them.

Ken pushed the girl away.

"Insect Soul: Bl-" Was all he got out as everything above his knees was devoured by the mouth. Two bloody stumps attached to feet with shoes and cloth were all that remained of the man now.

"KEN!!!" She cried out.

"Ah!" He rubbed his belly. "Delicious!" The man licked his lips. "Now for seconds!" He dashed right at the stunned woman.

This advance was soon stopped as a large Monkey kicked the man in the head and sent him through a building.

Hina looked at the remains of her comrade, frozen in shock as her gaze was locked onto the remains of the man she lov- loved.

"Everyone retreat!" Yoru shouted out. She ran over and grabbed Hina, knowing damn well the girl wouldn't be doing anything herself.

Matt gazed over as Sarutobi began fighting everyone else. Using weapons in tandem with various creatures. A massive bird shot fire out, a snake coiled around others and used its potent venom, a large mix of various earth animals plowed through a group.

Matt's fast clenched so hard it drew blood as he gazed at the sight.

'Am I really gonna run?! After all these God forsaken years I've spent getting stronger, I have to run at the first sign of a true pinch?!' His teeth clenched so hard they felt like they'd break. 'And to abandon a comrade in top of that?! Don't fuck with me damnit!'

As Matt prepared to head back into the fray, a firm hand grasped his shoulder.

"I understand your pain Matt-dono, truly I do. However there is a time when you fight to protect and a time when you fight to live. And you can not protect if you don't live." Jura's hardened expression locked eyes with Matt.

Somehow his body clenched in fury even furthur as those words took root.

"GOD DAMNIT!!!" The teen roared as he and Jura ran from the ongoing battle.

"Iron-Rock Wall!" Jura raised a massive wall to block their escape as they headed deeper into the ruined city.

"My my, so I trade in the King for one of the council's top three dogs?" Lucius' playful smile turned into a conflicted one. "On one hand, your abilities as a mage are extraordinary. Though on the other, you carry out their orders in the name of justice and ignore the true injustices of this world."

Lucius' smile disappeared entirely as he glared at the man, his decision made.

"Blind to injustices or not, it's still my duty to protect this world from those who would so brazenly hurt others!" Sarutobi took a stance with his spear as he too glared at the man before him.

As everyone else was preoccupied with his summons, the pair stared each other down.

Until.

.

.

.

"What should we do?" Rasputin asked as he gazed at the large wall made by Jura. He could easily morph its shape to allow passage.

"Let them go for now. Allow them to lick their wounds for the time being. They'll come to us after all." Lucius smiled as he tossed an object in his hand.

The remaining group of S-Class mages and the lucky fodder stood in the ruins of the last fight. Not even 100 of them remained now after that scuffle. Though Lucius could care less, his plan still going perfectly. A smile graced his face as he played with the toy in his hand casually.

What none of them noticed was a three-legged crow watching from a distance before quickly flying off. Lucius scratched some irritated skin on his cheek, what he hadn't realized, was that this was a wound. A small, insignificant flesh wound that practically no one would feel, but it was still a wound. Damage had been done to the seemingly invincible man. The cost of this invaluable information however, was a high one.

"By the way Lucius, is that really necessary?" Batou raised a brow at their leaders current "toy".

"But of course! After all…" Lucius grabbed a broken pole on the ground and stabbed the object he'd been messing with. "Revolution can not begin without a message."A true symbol of war was now in his hand.

At the end of this pole, rested the severed head of one Captain Sarutobi.

Well... this bodes well.

Welcome back everyone! This chapter was uh... something. I'm ridiculously nervous and anxious while writing this since this is a hell of a way to kickstart the back half of this arc. Killing characters has always been a nervous prospect to me as an author. Especially killing somewhat newer characters people haven't had a lot of time to really bond with.

Also Matt almost died... on accident. That alone should give you an idea of how much of a fucking monster Lucius is, but him killing Sarutobi was the punctuation mark I needed to set the stage and the odds for the rest of the arc.

Next chapter will deal with the fallout as our beaten and battered group tries to rally back together for the final battle.

Now if you'll excuse me, I'm gonna go hide from the deserved heavy criticism I am fully aware of before its even typed while I sleep.

I bid you all adieu.