Ultimate Fairy: Volume II

by pyrohelixdrago

Ben Tennyson has found himself in another universe, one filled with magic he never imagined. He comes across a few wizards who invite him to their guild, Fairy Tail. With no immediate ways to return home Ben must adapt to this new world, form new bonds, and grow stronger with his teammates to overcome many obstacles. Adopted from Ultimate10

40. Chapter 40

A/N: Before I continue, I want to point out that I recently went back to the Phantom Lord arc chapters and did quite a bit of editing that involved a lot of editing, tweaking character dialogue, and modifying a few scenes. I noticed a lot of cringe-worthy stuff in that arc and wanted to clean it up.

I removed Echo-Echo and Ultimate Echo-Echo from the fighting sequence with Jose. Back in the day, I was unaware of how truly powerful Ultimate Echo-Echo was and looking back it didn't sit well with me how Jose could withstand all those powerful soundwaves. You know, soundwaves powerful enough to crush a tank into tiny pieces and defeat Ultimate Kevin?

The Phantom arc plays out mostly the same, so it's not necessary to go back and re-read it if you don't want to. I decided I'd inform you fine readers in case you wanted to see the several changes for yourselves.

In chapter 14, I made some tweaks to Beelzebash's design. I now have an official art piece of him on the UltimateFairyArt page on DeviantArt. There's also a link in my profile. Check it out if ya want. It honestly looks like it's straight from the anime.

Huge credit to Vanessa Masters and Star Saber21 for their contributions to this chapter.

Anyways, hope you guys enjoy this chapter!

...

Ultimate Fairy

Chapter 40: A Very Worm Welcome

Part I

...

It was a typical afternoon at the Fairy Tail guild hall. Various wizards were scattered across the building as they ate, drank, and socializedeating, drinking, and socializing with one another. Others stood in front of the Request Board in search for a job request, with the exception of Nab who seemingly stared at the board indecisively all the time.

Ben Tennyson hummed in contemplation as he and the rest of his teammates examined the various job postings on the Request Board. After Lucy lost the Miss Fairy Tail Contest and failed to land a modeling gig with Sorcerer Weekly, the Ultimate Team was keeping their promise to her by taking a job together to cover her monthly rent.

Despite her failed efforts, Lucy was grateful to her teammates for helping her; especially when her rent was due very soon. They had planned to find a job yesterday, but after everything that happened with the reporter and Ben sharing his past with the others, the team decided to hold off on finding a job till the next day – which was now today.

The team was having a difficult time deciding on which request to take though. Lucy's monthly rent was seventy-thousand Jewels, so the job had to pay at least that. However, there weren't very many jobs that paid that much at the current time. The few that did were less than ideal, to say the least.

"Aw man..." Lucy whined, "I don't see a single job on here I like."

"Well, we can't afford to be picky, Lucy." Gray chided her.

"Especially when your rent is due soon," Ben added.

"Oh! Let's pick this one!" Natsu pointed to one request excitedly.

"I noticed that one earlier," Ben acknowledged, "Killing a horde of rat-monsters living in a town's sewer system."

"Are you crazy!?" Lucy shouted indignantly.

"C'mon! There's plenty of reward money to pay your rent." Natsu argued.

"Aye," Happy backed his partner up.

"If we actually live through it!" The blonde retorted. "Plus, that job sounds nasty!"

"Wouldn't be my first time going through the sewers. I'll admit it's not pleasant, but I'm sure we could manage," Ben said before turning to Natsu. "Although, I wouldn't ignite any flames while we're down there, Natsu."

"How come?" Natsu asked dumbly.

"Personal experience...and I'll leave it at that."

"Excuse me, Ben," Mirajane stepped up behind the group with a concerned look, "do you have a moment?"

"Sure." He turned back to his team. "You guys make a decision. I'll be right back."

He stepped away from the board and followed Mira to the bar area for a little more privacy.

"We have a little bit of a situation. A member of the guild has just recently been kicked out of their apartment."

"Kicked out? Why?" he asked.

Mirajane sighed in exasperation. "Apparently his landlord didn't appreciate his bad behavior."

'So, it's one of the guys. I wonder who. Though, the possibilities aren't exactly thin...' Ben thought dryly.

"Considering everyone in this guild, that's not surprising," he remarked.

"He doesn't have anywhere else to stay. So, I was hoping you wouldn't mind letting him stay with you." Mira requested. "Just until he can find a new apartment, that is!"

"Hmm..." Ben thought it over for a moment. He did have a spare room at his place. Although Erza and the gang visited frequently, it wouldn't hurt to have extra company. Besides, he couldn't turn his back on a comrade in need.

"Sure. Why not?"

Mirajane smiled brightly. "That's very kind of you, Ben. I'll let him know right away."

"Wait! So, who's –" Ben was cut off by a crash behind him. He turned to see that Natsu and Gray were fighting each other, a dust cloud surrounding them. "Never mind. I'll talk to ya later, Mira."

Ben walked back to the team just as Erza grabbed Natsu and Gray by their heads and knocked them together. Swirls instantly appeared in their eyes as they fell to the floor in a daze.

The teen hero ignored the , and asked, "You guys picked a job yet?"

Erza nodded and smiled. "Yes. We've decided to take the rat-monster job."

"You mean you decided..." Happy dryly responded.

"At the moment, it's the only one worth taking," Erza stated, ignoring Happy's comment.

"Unfortunately," Lucy groaned.

Needless to say, the Celestial wizard was not looking forward to having to crawl through the sewers again. She had already been forced to do it twice; once during the Everlue job (her first mission with Fairy Tail, in fact), and in Ben's mind when they were trying to escape the Vilgax avatar. That's two times too many!

"Never easy making rent money, huh?" Ben joked, trying to lighten Lucy's mood.

Before the blonde could respond, the main doors burst wide-open.

Everyone turned to see standing at the main entrance was a woman of striking beauty. She had long, wavy dark hair that flowed down to her mid-back. Her face was pretty with flawless white skin, purple lips, and violet-colored eyes accentuated byand purple mascara.

She wore a white dress that glittered with silver on her chest and torso as itand streamed down to her knees. Around her neck was a thick, white-furred collar. A V-shaped cut was placed on each side of her dress, showing off her creamy skin. On her hands were white and silver-glittered gloves that connected to a white, wing-like cape on the back. She wore white and silver-glittered, knee-length high boots – sharing the same design as her dress. Hanging from her left shoulder was an expensive purse that matched her outfit.

Simply put, she was quite beautiful and her aura seemingly bubbled with glee.

"Hello, kiddies! Aunt V is back in town! Ha-ha-ha!" The woman let out a crazy laugh as she sauntered into the guild hall.

Immediately, nearly everyone smiled and waved their arms in greeting to the dark-haired woman. Meanwhile, the newer members of the guild, including Ben, looked on in confusion. Who was this woman, and why was everyone greeting her like they were already familiar with her?

Vanessa smiled and dramatically waved back. "I tell you... I never get tired of coming here. The laughter, the smiles, and all the various personalities. Nothing has changed..." She turned and spotted Gajeel off to the side, nonchalantly eating from a bowl full of lug-nuts.

She sweat-dropped at the scene and shrugged. "Well... some things have..."

"Um... who is she?" Ben asked curiously.

"Her? That's Vanessa Masters," Erza answered with a smile. "Here at the guild, she's referred to as Vanessa. To the public though, she's known as Lady Masters."

"Wait... I think I've heard that name before." Lucy noted thoughtfully.

"I'd be surprised if you haven't." Gray joined in, crossing his arms over his bare chest. "She's the founder and owner of Crystal Philter."

"No way!" Lucy's eyes widened in recognition. "She's that Lady Masters?!"

"Yes. Please try and follow along, Lucy..." Happy said.

"I'm still confused..." Ben admitted cluelessly. "What exactly is Crystal Philter?"

"Yes, I suppose you wouldn't know. Well," Erza explained, "in short, Crystal Philter is the biggest producer and distributor of lacrima and potions in the continent. Lady MastersMaster's is a master potion-maker, lacrima-carver, and magical weapons' forger. Nearly every kingdom across the continent uses her products."

"Huh. So... she's pretty loaded then," Ben stated offhandedly.

"Hmph," Gray smirked, "I don't think the term 'loaded' really does her justice."

"No kidding. My family was rich and all, but even we couldn't compare to her fortune. She's like the richest person in IshgarIsghar!" Lucy confessed. "But... what's someone like her doing in Fairy Tail? And why is everyone acting so informal around her?"

'Would you really expect them to act any other way...?' Ben inwardly deadpanned.

"Why would we? It's just Vanessa..." Natsu said plainly.

"Hey Vanessa," Vijeeter greeted, "good to see you again!"

Vanessa watched as Vijeeter danceddance up to her. "Oh, I'm charmed, Vijeeter."

She took a ballerina pose, standing on her tiptoes asand Vijeeter glided towards her and danced alongside her. "Seems like yesterday when you were giving me dancing lessons." He said offhandedly.

"Hey V," Macao called out, sitting a table nearby. "Where ya been lately? This place isn't quite the same without you."

Vanessa let Vijeeter go, sending him tumbling to the floor unceremoniously before sheand smirked. "Someone has to make the money to pay the bills and cover the damages that you kids cause."

"You should come by more often," Wakaba spoke up. "I can treat ya to a free dinner if ya want?"

"Ha! Let me guess, you'd make me the dessert? Sorry, I'm trying to cut back, darling. Besides, I'm sure your wife wouldn't appreciate you having dinner with other women behind her back." Vanessa retorted before walking away.

"It's Vanessa!" Levy cheered.

"Hey Aunt V!" Jet called out.

"Howdy, V!" Droy waved.

Vanessa turned to the bench that Team Shadow Gear was sitting at. "Well, if it isn't the Madame and her boys." She teased. "What taut, sexy thriller are you planning on writing next, my dear?"

"I-I don't write that kinda stuff!" Levy sputtered, her face flaring up.

"None that you would publish anyways," Vanessa winked. She walked over and gave the trio a hug. "Regardless, it's good to see you three again. Thanks again for weeding out those pesky rosebush-monsters on my aunt's plantation a few months back. I really appreciate that."

"It was no biggie." Levy waved off.

"Don't mention it." Jet smirked.

"All in a day's work, Aunt V," Droy added.

"I hope she compensated you accordingly," Vanessa said. "She can be a bit stingy when it comes to money."

"Oh, it's all good." Levy waved off. "She gave us a rare magical artifact, which was pretty nice."

"Too bad we couldn't cash it in..." Jet murmured quietly, recalling how the Empowerment Charm was destroyed by Erza.

Ben looked on as the apparent businesswoman greeted various members of the guild in a friendly manner. "She seems very familiar with everyone," he pointed out.

"Naturally," Mirajane walked up to the Ultimate Team. "To answer your question, Lucy, Lady Masters is a big sponsor of the guild, and a dear close friend to the Master... as well as the rest of us."

'She sponsors the guild? I didn't know people could help fund guilds.' Ben thought. 'Still, there is one thing I'm confused about.'

"How come I haven't seen her around before now?" the teen hero wondered.

"Yeah, I was about to ask that too," Lucy added, equally curious.

"She's been quite busy as of late with the Dark Guilds'Guilds activity rising, and just recently with the Magic Council's fall. The Kingdom of Fiore has significantly increased its demand for lacrima, potions, and magical weapons from her to compensate for these rising threats." Erza answered. "I'm surprised that she's actually here with everything she has on her plate."

"Elfman! I'm shocked. I haven't been here in months and I don't even get a hug?" Vanessa pouted.

The spiky white-haired man grinned and stood up from his stool at the bar. "Oh? You want a REAL man to hug yah, huh?" He laughed as he playfully lifted the woman up and twirled her around.

Vanessa laughed gleefully as they spun around.

"Is she going to be okay?" Ben said, concerned. "I mean... Elfman does sometimes forget to hold back when he's hugging people."

"She'll be fine," Natsu said nonchalantly. "V gets hugged by Elfman all the time when she comes."

"She was there for Elfman and me in particular while we grew up and always helped us when she could; especially after Lisanna passed..." Mira inputted sadly.

Ben frowned and nodded in understanding.

As Elfman placed Vanessa back on her feet, the ebony-haired woman looked up to him with a warm smile. "I hope you've been well, Elfman. I can tell you've certainly gotten stronger since I last saw you."

Elfman nodded. "Well, I don't mean to brag... but I'm finally able to use my Full-Body Take-Over without losing control now."

"That's wonderful news!" Vanessa beamed. "I'm so proud of you, Elfman! I knew you'd pull it off sooner or later."

"Thanks, V," Elfman said sincerely. He then smirked confidently. "But if you think my current level is manly... then you just wait. I'll be a REAL man before ya know it!"

"Oh? Do you have a special training regimen planned out?" Vanessa inquired.

Elfman glanced over to Ben for a second with a smirk. "Something like that..."

"Well, you've got some nerve showing up here..." From across the bar counter, Master Makarov sat cross-legged on the edge and glowered at the aristocrat.

Ben blinked, confused. 'Wait... I thought those two were friends?'

A moment of silence passed before Makarov's glower instantly vanished and was replaced with a perverted grin. "...when you know very well that I can't stay mad at you in that sexy outfit!"

Aside from Ben, nearly everyone stumbled or face-faultedfell dumbfounded by the master's response.

'Why am I not surprised...' Ben sweat-dropped.

Vanessa smirked slyly. "I figured. That's why I put it on, Maki. Plus, it also helps to increase my magical abilities. It was the only way my bodyguards would let me come here alone."

The raven-haired beauty turned and leaned back against the counter, glancing around the building. "I must say that the new guild hall certainly looks splendid! Glad to see how the check for the repairs I provided wasn't wasted. Still... part of me though will always miss the original building..."

"I know how you feel," Makarov replied. "Thank you for all your help as of late in that particular department, Vanessa. These kids have been driving me crazy with their destructive antics!"

"Ha-ha-ha!" Vanessa laughed loudly, covering her mouth with the back of her hand. "Oh, you know I don't mind, Maki! This guild wouldn't be what it is if everyone worried too much about holding back, after all. Helping to pay for reparations is no big loss as long as they become stronger, more capable wizards."

Makarov nodded in agreement. "Well said."

The old guild master then looked at the businesswoman with a serious countenance. "Don't take this the wrong way. I am happy to see you, Vanessa... but is there a reason for your unannounced visit? After all, aren't youyou're quite the busy woman these days? With the kingdom demanding more supplies from you and whatnot."

Vanessa closed her eyes and sighed in exasperation. "Ugh! Don't remind me about that. But yes, I do have a good reason for coming out here, aside from catching up with all of you."

Meanwhile, back near the Request Board, Erza looked at Ben and the others with a smile. "Come on. Let's go say 'hello' before we head off. We also need to introduce Ben and Lucy to Vanessa as well."

"Really?! I... I actually to get to met THEthe Lady Masters?" Lucy stammered.

"No need to be all formal, Luce," Natsu said, placing his hands behind his head uncaringly.

"Aye. She prefers to be called Vanessa or V by members of the guild." Happy pointed out.

"I... I dunno if I can be so casual with someone like her," Lucy said, unsure.

"Sure. I'll meet her." Ben said casually.

"WHY ARE YOUYOU'RE SO CASUAL ABOUT IT?!" Lucy exclaimed, surprised.

Ben shruggedshrugged and replied, "I've met my fair share of important and wealthy individuals throughout my life. After a while, you just don't get nervous about it anymore."

With that, the Ultimate Team and Mira walked over to bar. As soon as Vanessa spotted the group, the stress of her recent work vanished from her disposition and was replaced with a brilliant smile.

"Erza! Mirajane!" She ran to the two girls and embraced them in a tight hug. "Oh! It's so good to see you fine ladies again!"

"The feeling's mutual, Vanessa," Erza replied sincerely.

"I hope you've been doing well, V." Mirajane smiled.

Vanessa released them from her embrace and grinned. "Oh, the kingdom's giant workload aside, I've been doing pretty well. Just been missing you all, of course." She glanced back at Natsu and Gray, and coquettishly smirked, "I see you both have filled out more since I last saw you."

"We've been puttin' the smackdown on a bunch of baddies in the last few months, so I've gotten a lotlot of stronger." Natsu grinned roguishly.

"Flame-Brain ain't the only one," Gray added.

"I can certainly tell. By the way, Gray, darling, your clothes..." Vanessa chortled as the Ice-Make wizard was wearing nothing but his boxers. Nothing out of the ordinary.

"DAMMIT!" Gray cursed, frustrated.

"Poor Gray." Happy teased. "He just can't control himself..."

Meanwhile, from across the guild hall, a certain rain woman was keeping her full attention on the group; the new aristocrat specifically. 'Rich or not, that woman better keep her hands away from my darling, Gray!'

"Ha! Loser!" Natsu remarked.

"Who ya calling a 'loser', ya scaly mouth breather?!" Gray exclaimed angrily.

With that, the fire and ice duo startedstartled fighting each other, a dust cloud forming around them.

Vanessa sighed happily. "You both are as hot-tempered as ever. Some things Something's never change, do they?"

The violet-eyed woman turned her gaze to Ben and Lucy,Lucy, noting, "I see we have new faces in the guild."

"Lady Masters,Masters it's such an honor to meet you." Lucy bowed formally, awed by the fact that she was meeting the wealthiest woman in the known world.

"Oooh! Aren't you so adorable!" Vanessa gushed.

She then paused and studied Lucy for a moment. "Wait... I believe I recognize you. You by chance wouldn't happen to be Judne Heartfilia's daughter, would you?"

"Y-Yeah. My name's Lucy Heartfilia. I'm a new member of Fairy Tail." Lucy replied, startled that such a famous figureshe would recognize her.

"Oh, I remember now. Your father hired Phantom Lord to attack the guild a while back to bring you back and force you into an arranged marriage. Yes?"

"You know about that?!" Lucy gaped, surprised.

"Those typestype of things don't stay secret for long in our level of society, my dear." Vanessa then looked at the blonde sympathetically. She pulled Lucy into a tight hughut, smothering her in her cleavage.

"You poor darling. I've never supported arranged marriages. But you certainly don't have to worry anymore." She reassured the unfortunate girl. "Fairy Tail will always be there to protect you. Though I'm sure you already know that by now."

'I wonder if she's kept tabstags on her father as of late though.' Vanessa thought pensively. 'Well, I'm sure she'll find out for herself sooner or later.'

Lucy pulled away and inhaled deeplygasped for air, her face red from lack of air and embarrassment. "Y-Yeah... I do."

'I still can't believe that such a high member of society is so informal... and a big supporter of Fairy Tail, no less!' Lucy inwardly marveled.

VanessaShe turned her beaming expression to Ben. "And you must be the hotshot new Take-Over wizard everyone is talking about. The Titan and Volcano-Crusher, eh?"

"Yeah, that would be me," Ben stretched out his right hand, "My name's Ben. Ben Tennyson."

Unexpectedly, Vanessa grabbed Ben's wrist and pulled him into a tight embrace, burying his face into her bountiful cleavage. He felt his face blushblushed madly from the contact. Meanwhile, Erza felt her fists clenchtightened and she growled in jealousy.

"Oh, no need to be so formal, Benji. This guild is practically a family to me, after all." Vanessa said. "I've been supporting it and forming new bonds here for as long as I can remember."

"Do you really need to hug him like that?!" Erza gripedgripped, annoyed.

"Now, now, Erza, don't be so jealous." Vanessa laughed, giving her a coy look. "If you take off your armor, you can push his face into your bouncers too."

Erza 'eeped' and blushed madly from Vanessa's suggestion, causing the aristocrat to laugh crazily.

After a short moment, Vanessa let Ben go and he started breathing deeply to refillrefilled his deprived lungs with oxygen.

"I must say that I'm grateful to you for helping out everyone," the dark-haired woman gestured to the guild, "and for repairing the guild hall with your magic... well... at least the first time before it was destroyed again."

"It's... no biggie." Ben waved off, regaining his breath. "I'm a hero. It's what I do."

"A hero, eh? Ya know, I could use a young strapping hero right now... or two I should say." Vanessa grinned, holding up two fingers.

"Is that related to your reason for coming, Vanessa?" inquired Makarov.

"Why, yes." Vanessa cleared her throat before continuing, "Recently, I had a client request a very rare and super effective healing potion from me. However, the plantplant I need to create the potion isare... how should I say... dangerously messy to acquire. So, I'm here to select two wizards for this mission and, after careful consideration, I know just the duo!"

"Ah, so you're here to put in an exclusive request. Who may these two wizards be?" Makarov asked.

Vanessa turned back to the group, smirking, "Why Fairy Tail's own Salamander and new hotshot Take-Over wizard, Ben Tennyson, of course."

"Wait, me and Natsu?" Ben asked, surprised.

"Ben and Natsu, eh? Interesting..." Makarov rubbed his chin thoughtfully. "Any reason for those two specifically?"

"Well, when 'dangerously messy' came to mind, Natsu was the first one I thought of. And considering the location of this plantthese plants, he'd be perfect for the job. However, I need someone else with finesse."

Vanessa pulled Ben towards her again and ruffled his hair, making a tick mark appear on Erza's forehead.

"Someone with the power of a supernova but subtler than a flying hammer. When I found out through the grapevine that Ben here was dating Erza, I knew he'd be perfect for the job!"

'That's an odd way to describe me,' Ben noted, pulling himself from Vanessa's grasp again; his face red from embarrassment.

"Sorry, Miss V," Natsu said bluntly. "But we've already agreed to take a job to help pay for Lucy's rent. Maybe some other time - OW!"

All of a sudden, a giant fist courtesy of Makarov slammed on top of Natsu's skull, driving him into the floor headfirst like a hammer hitting a nail. "You should know better than that, boy!" Makarov scolded, tick marks throbbing on his forehead. "When the Lady Masters requests you for a mission, you accept it WITHOUT QUESTION!"

"Ugh...aye sir..." Natsu groaned on the floor with swirls in his eyes.

"Maki!" Vanessa extended her own hand and slapped the man upside his head. "Don't bludgeon poor, poor Natsu!"

"Yes, ma'am..." He apologized, rubbing the back of his head.

Vanessa sighed and turned back to the group. "I can appreciate that all of you are so willing to help a fellow guildmate in their time of need," Vanessa admitted, and then turned to Natsu. "I'll tell you what, if the girl is in need of desperate cash, I know of some clubs that would be willing to pay big Jewels to see her in a two-piece."

"Say WHAT?!" Lucy shrieked.

"Ha-ha-ha! I'm joking, darling!" Vanessa laughed.

"That's NOT funny!" the blonde whined, covering herself self-consciously.

"In all seriousness, Lucy does need to make rent soon," Ben stated, "and we promised that we'd take a job together to help cover her if she didn't win the Miss Fairy Tail Contest."

"I understand. But you see this mission of mine requires both you and Natsu exclusively. I am willing to make it worth your while. In fact, there will be plenty of reward money left over if you wishwished to help Lulu here with her rent situation."

"Lulu...?" Lucy repeated, raising a brow.

Ben cocked a brow in curiosity. "Okay... you said you needed us to collect plants for a potion? There's more to this mission than that if you need Natsu and me exclusively for it, right?"

Vanessa smiled and winked. "Right, you are. As a matter of fact, the only place in Earthland the plant can be found... is in the Devils Frontier."

With the exception of Ben and Natsu, surprised gasps emanated from the group and those listening in on the conversation.

"Seriously?" Gray said, sounding mildly surprised.

"Devils Frontier?" Macao muttered, shocked.

"How the heck can anything grow out there?" Wakaba said incredulously.

"That place is nothing but a giant, burning sand-trap of death." Max proclaimed.

"Vanessa," Makarov spoke gravely, "the Devils Frontier isn't exactly a stroll-in-the-park. Those who have ever dared to trek towards it have rarelyhardly ever returned."

The raven-haired aristocrat turned her attention to the old master, giving him a serious expression of her own. "I'm fully aware, Maki. This is a perilous mission indeed – which is why I've come to the number one guild in Fiore to have it fulfilled."

"I'm sorry, but... what's the Devils Frontier?" Ben asked, clueless.

"Oh? You haven't heard of it?" Vanessa sounded surprised.

"No. Judging by the name though, it doesn't sound very hospitable." Ben remarked.

"Ben's not from around here, Vanessa." Makarov chimed in. "In fact, he's from a faraway village that didn't possess much knowledge on the rest of the world."

'I know it's not right to keep the truth of Ben's origins from her of all people... but the fewer people that know, the better.' Makarov convinced himself.

"Hmm...really?" Vanessa hummed.

"Yeah. I... was pretty ignorant about this world growing up." Ben replied, rubbing the back of his head sheepishly. "I'm still learning as I go."

"Hmm..." Vanessa eyed the brunet skeptically before shrugging and accepting the answer.

"Well then, I'll keep it short for time's saketime sakes. The Devils Frontier is the largest and hottest desert in the world, my dear Benji. It's a sandy, scorching wasteland full of sand dunes, sandstorms, and dusty old bones." Vanessa explained. "It's located far east in the western regions just beyond the Pergrande Kingdom in case you were curious."

"Sounds like paradise," Ben said sardonically.

"It's very far away and not easy to get to," Erza added. "Not that anyone hardly goes there in the first place."

"I'll say! It'll take days for us to get there by train and boat!" Happy cried.

"Ugh... the thought of all that transportation makes me nauseous," Natsu held a hand over his mouth.

"I'm sure I could fly us there." Ben offered.

"There's no need to worry about getting there. If you both agree to take this mission, I will cast a teleportation spell that'll send you right toin the heart of the Devils Frontier." Vanessa reassured.

"You can do that?" Ben said, sounding slightly surprised.

Natsu sighed in relief. "No vehicles? Sounds good to me!"

"I'm fully aware of your motion sickness, Natsu, and I would never send you off on such a long trip involving vehicles," Vanessa smirked.

"Yet you'll send him to the most inhospitable place in the world?" Happy deadpanned.

"How exactly can a plant grow out there?" Gray asked skeptically, "And why do you need Ben and Flame-Brain specifically for this mission?"

"The Olga Leaf, the name of the herb I'm referring to, doesn't grow in the desert itself, my dear," Vanessa said.

'What did she call my darling, 'dear'!?' Juvia fumed, glaring daggers at the black-haired woman from across the room. 'She will pay! She will pay!'

"Rather," the aristocrat continued, "it grows inside the esophagus of one of the desert's inhabitants, the Olga Worm."

"Inside its throat?" Ben said, dumbfounded.

"What's an Olga Worm?" Happy asked. "I've never heard of anything like that before."

"That's not surprising, Happy. Not very many folks know about them since the Devils Frontier is rarely traveled." Vanessa answered. "Basically, an Olga Worm is a giant worm-monster that lives exclusively in the Devils Frontier."

'A giant, desert worm-monster? Why does that sound familiar...?' Ben mused.

"The herb's chemical composition is rather unique and, coincidently, has the perfect makeup to create a powerful and one-of-a-kind healing potion dubbed the Olga Elixir. There's nothing else like it in the world."

"Olga Worm, Olga Leaf, and Olga Elixir? I'm sensing a pattern here."Ben commented, grinning.

"Interesting," Erza sounded intrigued, "I've never heard of any potion by that name."

"Well, it is quite rare, my dear ErzaErza, my dear. Even those who are as wealthy as I have a difficult time acquiring it." Vanessa responded. "I know how to make the elixir, sure... but if I don't have the main ingredient then... well, it's like trying to bake a cake without flour."

"Okay...so you need the plant. I get that." Gray spoke up. "But why send just Ben and Natsu then? Wouldn't it be better to send more backup?"

"Well, the desert heat won't have any effect on Natsu here, of course." Vanessa then turned to the otherworldly shape-shifter. "As for you, Ben, I'm sure you have forms that are resistant to heat, correct?"

"Um, yeah, I do." The teen hero nodded.

"But I'm an ice wizard. The heat wouldn't affect me either." Gray pointed out.

"True, however, I'm obviously aware that you and Natsu don't always get along." Vanessa countered. "Therefore, I can't run the risk of you two butting-heads and possibly ruining the mission."

"Good call," Ben smirked.

"Tsk... whatever," Gray looked away, annoyed.

"That icy stripper would just slow me down anyways," Natsu remarked.

"Why don't ya say that to my face, dragon-breath!"

The fire and ice duo slammed their foreheads against each other's, leering at one another with veins throbbing angrily on their foreheads.

"They fight constantly, but despite appearances they do appreciate one another," Ben commented.

"What!? I don't appreciate this ice-prick! He's a cold pain in the butt!" Natsu retorted, glancing over to Ben.

"Uh-huhSure, ya don't," the teen hero knowingly smirked.

"I'm assuming that this worm is quite dangerous then?" Erza presumed.

"Naturally," the wealthy woman nodded. "There's not a lot of food in the Devils Frontier, so it'll eat anything that it can find."

"Sounds scary," Lucy shivered.

"Sounds awesome!" Natsu exclaimed excitedly. "When can we go?! Man... I can't wait! I'm gonna burn that worm thing to a crisp and show it who's boss!"

"Negative, Natsu," Vanessa responded flatly, narrowing her violet eyes at the pyromaniac.

"Huh...?" Natsu blinked, dumbfounded. "What do ya mean?"

"I mean, you are both forbidden from killing the Olga Worm, if possible," Vanessa stated seriously. "Due to years of overhunting, the creature is on the brink of extinction. In fact, there may very well only be a handful of them left."

"And if the worm dies, that means no more Olga Leaves, and no more Olga Leaves means no more elixir," Ben realized.

Vanessa nodded. "Correct. This healing potion is practically impossible to produce due to the extremely limited supply of Olga Leaves. Once the worms die off, it'll be impossible to recreate the potion." She closed her eyes, sighing in disappointment. "Which is quite a shame really..."

'This potion must be super-effective if people are willing to risk their lives against a giant killer worm to get the herbs for it, especially if they can't kill it.' Ben inwardly noted.

"Hmm..." From his position on the bar counter, Makarov hummed as he processed everything he had heard, "...going to the Devils Frontier is dangerous enough, but gathering an herb from a giant worm without killing it makes this mission very challenging. This sounds very much like an S-Class quest, Vanessa... and Ben and Natsu are not S-Class wizards."

"This is a perilous task, yes," Vanessa agreed. "However, I'm fully confident in these two. Given their reputations, I know they're both more than capable." She slyly smirked and placed her left hand on her hip. "Besides, with Ben's powerful magic, he should already count as an S-Class wizard."

"Hmm... I can't argue with that." Makarov admitted, sighing in defeat. "Very well. I'll allow this mission, Vanessa."

"Thank you, Maki." Vanessa beamed.

The old man's heart skipped a few beats and hearts appeared in his eyes. "Anything for you, gorgeous!"

Ben glanced over to his pink-haired teammate,teammate, and asked, "What do ya say, Natsu? Wanna accept the job?"

"Hmm... I got one question, V." Natsu said seriously.

"Sure. Ask away, Natsu." Vanessa replied.

"How much ya gonna be paying us?" He bluntly asked.

"That's seriously your only question?!" Ben said incredulously.

"Considering the difficulty of this mission, I'm prepared to pay you both handsomely. How does twenty-million Jewels apiecea piece sound?"

Nearly everyone nearby gasped at the amount of money.

"No way!" Lucy gapped.

"You can't be serious!?" Gray shouted in shock.

Across the guild hall, Gajeel coughed into his drink from disbelief. He had been listening in on the conversation ever since Vanessa approached Salamander and Tennyson. "Seriously? Twenty million for some dumb worm-plantplants?!" he muttered to himself.

"That's a lot of dough for one mission," Macao noted.

"Ain't that the truth," Wakaba added.

"I do wonder sometimes if Vanessa really knows how wealthy she is..." Laki said offhandedly.

"I've never been on a mission that paid such anthat amount before," Erza claimed, stunned by the job's reward.

'20 million Jewels definitely sounds like a lot. Wish I knew the exchange rate between Jewels andhow much Jewels were compared to Dollars...' Ben inwardly pondered.

"Alright! Ya hear that, buddy?" Natsu grinned up at Happy. "We pull this mission off and we won't have to worry about food for a while!"

"Aye, sir!" Happy said excitedly.

"And you can pay off your long overdue food bill," Mira mentioned, smiling sweetly. "Just for the record..."

"Yeah, yeah..." Natsu waved Mira off uncaringly. "Oh! Happy can come too, right?"

"Of course," Vanessa smiled. "He is your partner, after all. Although, I won't be able to pay him twenty-million too."

"No biggie." Natsu shrugged off. "Still leaves ten-million for you and me, buddy."

"Aye! I can't wait to eat all the exotic, scrumptious fish I'm gonna buy." Happy said excitedly.

"You can't seriously be planning to spend all that money on fish..." Lucy muttered, a sweat-drop rolling down her face.

The pyromaniac looked back to Lucy with his signature grin, giving her a thumbs-up. "No worries, Luce. We got your rent covered. After this, you won't need to freak about it for a while."

"I... I appreciate it, Natsu. But I can't accept—"

"Sure, ya can!" Natsu interrupted. "Don't worry about paying me back or anythin' like that. We're friends! Besides, your place is practically mine and Happy's second home. We can't afford to lose it."

"Aye!" Happy agreed.

"No, it isn't!" Lucy exclaimed angrily. "You better stop breaking into my apartment!"

"Well, regardless of that, we'llwe'd have plenty of money left over. Giving you enough for your rent isn't a big deal." Ben proclaimed.

"Really? Are... are you sure...?" Lucy shyly asked.

"Of course," Ben smiled.

"That's really sweet of you guys," Mira commented.

Vanessa sighed in contentmentcontent. "Yes. I love seeing friends helping friends. It truly warms my heart." The wealthy woman looked back up to the Fire Dragon Slayer and Omnitrix bearer. "So, I take it you two will accept my request then?"

"Sure thing, Miss V!" Natsu stated happily.

"Aye, sir!" Happy added.

"You can count on us, Lady Masters," Ben said confidently.

"Thank you very much, boys," Vanessa said in gratitude. "Well, let's not just dilly-dally dally! Let's get you three ready for your trip!"

...

Sand, sand, and more sand.

That was the pretty much the only way to describe the Devils Frontier. A barren wasteland of sand dunes that stretched out as far as the eye could see. The sun was high in the sky, and the desert sand was practically baking under its rays.

All of a sudden, the emptiness of the wasteland disappeared as a brilliant purple light appeared on top of a sand dune. After the flash died away, standing there was Ben and Natsu with Happy floating above them.

Ben lifted his arm up to block his eyes from the desert sun's glare. "Geez... it's hot out here...feels like it'sit way over a hundred degrees."

"Well, it is a desert." Happy replied dryly.

"What're ya talking about? It feels great out here, guys." Natsu grinned.

Ben glared at him. "Says the guy who literally has fire in his belly..."

Natsu shrugged. "Ain't my fault if you guys can't take the heat."

Ben shook his head and pulled out two crystal orbs from his jacket pocket. One was a clear turquoise while the other shone a deep purple. He recalled the moment before Vanessa cast her teleportation spell.

"I almost forgot! You'll need these." She handed a couple of lacrimas over to Ben, who looked at them curiously. Before he could inquire what they were for, she explained, "The turquoise ball is a container for the Olga Leaves. Once you secure them, you'll need to place them in this ball immediately. They'll wilt up instantly if exposed to the desert heat – making them worthless. The purple ball is a homing beaconbeckon, if you will. Whenever you three are ready to leave, call me from the lacrima and I'll use my magic to teleport you back. Do you understand?"

Ben nodded, placing the orbs in his jacket pocket. "Seems simple enough."

"Good. Best of luck to you three. And thank you again for taking this request. You have my deepest appreciation." Vanessa bowed in gratitude.

"Just try and come back alive, you three. Wouldn't be the same around here without ya." Gray smirked, his arms folded over his arms.

Erza nodded. "Stay vigilant at all times... and be safe."

"If you're real men, you'll come back alive and successful." Elfman declared, raising his right fist to show his point.

Ben smiled and nodded. "Sure thing. We'll be back as soon as we can."

"Just make sure you have the reward ready, Miss V," Natsu smirked.

"Aye, sir!"

Vanessa smiled and nodded. "Remember what I said and don't kill the worm... or else."

Returning to the present time, Ben handed the turquoise lacrima over to Happy. "Here, Happy. Hold onto this, will ya?"

"Aye, aye," Happy smiled, placing the ball in his knapsack.

"So... where do ya think we should start?" Natsu asked curiously.

Ben hummed and scanned the area, seeing nothing but sand in every direction. There were no rocks, mountains, or even cacti. No visible landmarks. A gust of wind blew by, forcing the brunet to shield his eyes from the sand particles.

"Hard to say. This place is a wasteland. There's nothing out here."

'Why does this whole situation feel familiar...' Ben pondered.

"Well, we better think of something soon... or we're all gonna die of thirst..." Happy groaned, slumping his shoulders.

"Yeah..." Ben wiped away the sweat forming on his brow.

He was starting to get hot too, and wearing a jacket wasn't making things any better.

"Welp... let's head this way!" Natsu said enthusiastically, starting to walk forward.

"Actually, I think we need to stay put, Natsu." Ben inputted.

"Huh?" He looked back, befuddled. "What do'd ya mean? We need to find the worm pronto! Vanessa's counting on us."

"I know, but walking in some random direction and hoping to come across it isn't a good strategy." Ben reasoned. "Besides, don't you remember Vanessa saying that the worm is endangered? Chances of us stumbling on one aren't very high."

"Ben's got a point, Natsu." Happy agreed groggily. "Besides... I don't think I can handle too much of this heat..."

"Okay, okay." Natsu relented. "But what else are we supposed to do? We're not gonna find anything by just standing around."

Ben smirked. "Or are we..."

"Huh...?" Bemused looks crossed Natsu and Happy's faces.

...

Meanwhile, back at the Fairy Tail guild hall, Vanessa and several wizards were gathered around the bar area. The present members of the Ultimate Team, Elfman, Cana, and Juvia were included. Mirajane was busy preparing and pouring drinks for them.

Vanessa was sitting on a barstool and had changed her attire using Re-Quip magic. Her outfit now consisted of a blue silk blouse, a white skirt, and ruby red high-heels. Around her ankle was an anklet that chimed every time she swung her foot in the air.

Cana was seated on her right while Lucy and Juvia were on her left, the former sittingseat on the stool with the latter standing beside them. Gajeel was sitting on the other side of the bar with a drink in hand.

Currently, the aristocrat was taking a sip of a beverage that Mira called smoothies; specifically, a banana-mango flavor.

"This drink is truly stupendous, Mirajane!" Vanessa praised. "You really outdid yourself with it! I've never had anything like this before, and I've tasted many fine beverages."

"Thank you, but I can't take the credit. Ben's the one who invented the Magic Smoothie-Maker." Mira replied.

"I see. That young man is full of surprises, isn't he...?"

Mira smiled. "More than you know."

"So, Lady Masters, what are those?" Lucy asked, referring to the marble-sized red crystals lying on the counter in front of Vanessa.

"Oh, these? My own special lacrima invention." Vanessa declared, smiling. "I call it the Detection Scrying Lacrima, or DSL, for short. It utilizes a magic called Search, allowing one to view almost anything happening in the world," she winked, "or anyone for that matter. And since Ben, Natsu, and Happy took up my request, we can peep on them and see everything they're up to."

"Really?" Lucy asked.

Vanessa planted a kiss on the crystals and threw them up in the air. They glowed brilliantly and froze in midair for a moment. Suddenly, the crystals discharged red beams and created multiple lacrima-television screens across the guild hall.

After a second of static, the screen refocused to show Ben, Natsu, and Happy standing in a vast desert.

"Whoa!" Max exclaimed.

"Cool! Everyone grab a chair and sit down. This promises to be quiteoughta get interesting."

Most of the assembled Fairy Tail wizards started to do so. Mira hurried to prepare more drink and snack orders for everyone gathering around the screens.

"Impressive as always, Vanessa," Erza complimented, walking up behind her.

"How are you able to do that?" Lucy asked curiously. "Is that your magic?"

Vanessa pursed her lips in a thoughtful manner. "Yes... and no. As long as I know the individual or group, the DSL can find them and show them to me on the lacrima-screen. That's how Search magic works. Although, we can't exactly listen in. I haven't found a method to overcome that hurdle yet."

"Huh? I don't get it." Gajeel spoke up, popping a lug-nut in his mouth to munch on it. "How can it be your magic yet it's not?"

"Yes, I suppose I should explain. Would you allow me to demonstrate...uh...what was your name again?"

"Gajeel. And what exactly do you want me to do?" the iron mage asked skeptically.

"Either cast a spell with your magic or allow me to touch your bare skin," Vanessa then chuckled. "Oh, don't get the wrong idea. I'm not flirting with you or anything like that."

"I dunno..." He was naturally suspicious over the odd request.

Suddenly, Vanessa appeared on the counter next to Gajeel; much to his surprise. She placed her hand on his left arm, smiling in an amused manner. "Sorry, dear... but I was getting impatient. Couldn't wait for an answer."

Gajeel grinned, showing off his sharp teeth. "You don't wanna put your hands on me, lady."

Vanessa threw her head back and boisterously laughed. "Iron Dragon Club!"

As she stretched out her leg, a massive iron-club extended out and struck Gajeel, sending him hurtling back into a nearby wall!

"Vanessa, please don't wreck the place!" Makarov shouted across the bar. "We only recently got it repaired!"

"S-she... used Gajeel's magic..." Juvia stuttered incredulously.

"How did you do that?" Lucy asked in amazement.

Vanessa reverted her leg back to normal. "THAT is the power of my magic. Mimic."

"Mimic?" Juvia said, bewildered. "I've never heard of that magic before."

"I'm not surprised. It's very rare and incredibly powerful too," Vanessa stated. "Basically, it allows me to copy another wizard's magic and use it as my own."

"Seriously!?" Lucy yelled. "ANY magic!?"

"Well, Holder-type magic would cause a hiccup as it requires an item in order to use it," Vanessa explained.

"So, now...you can use Gajeel's magic?" Juvia asked.

"Yes," Vanessa grinned. "All that is required is for me to touch a wizard or witness them performing their magic." She suddenly posed on the bar in a sexual manner, causing hearts to appear in most of the male wizards' eyes. Her entire body was then covered in iron scales! "I can mimic it and use it at whatever time I wish... assumingbaring I haven't reached my limit, of course."

"Your limit?" Juvia said, tilting her head confusedly.

"I can only use eight magic powers a month – which could be a strength or weakness depending on which magical powers I've copied. After the month is over, the magic I copied expires. I've already used my Teleportation, Re-Quip, and now that I have Gajeel's..."

"That means you can copy five more different magics before the month is over," Lucy concluded.

"Still, that's rather impressive," Juvia commented.

Vanessa nodded in confirmation. "Yes, but I never mimic a power unless I'm certain it will prove beneficial. I don't want to be stuck with a useless magic in case I'm in a bind."

"The HELL!?" Gajeel stumbled back to his feet. "That's impossible! The only way someone can use Dragon Slayer magic is if—"

"They are taught by a Dragon...or have a Dragon Slayer lacrima inserted into their body. Or if you're a Mimic wizard like me. Tee-Hee," She finished with a wink.

"So, you know about Dragon Slayer lacrima?" Lucy asked, mildly surprised.

Vanessa slid off the bar counter, shedding her iron scales. "Yes..." she sighed, "you could say that."

Erza looked away from the DSL screens, picking up on the depressionglumness in Vanessa's voice. "Vanessa... is something wrong?"

"Hmm? Oh no, it's nothing, my dear." Vanessa waved off.

"Are you sure?" Erza pressed on. "You seemed rather glum when Lucy mentioned the Dragon Slayer lacrimas..."

"You don't need to be concerned about it. I'm fine, dear." Vanessa assured, albeit unconvincingly.

"Vanessa," Makarov spoke up. He took a big swig from his mug before letting out a deep exhale. "Why don't you go ahead and tell them."

"Are you sure, Maki?" Vanessa questioned hesitantly. "You were pretty adamant back then that we should keep it a secret."

"I know. But things have changed lately, and I believe it's time they hear the other side of the story on how Laxus acquired his magic."

"Other side?" Mira quirked a brow.

Everyone paused and looked back to Vanessa. Their interest was certainly piqued at this point. What did the master mean by the 'other side' of the story when referring to Laxus's magic?

"If you insist," Vanessa coughed to clear her throat. "Makarov told you all of you about the Lightning Dragon Slayer lacrima that Ivan implanted inside Laxus when he was younger, yes?

The gathered wizards nodded in confirmation.

"Well, did any of you ever stop and wonder where Ivan could've possibly acquired such a lacrima in the first place?"

The group of wizards looked at Vanessa attentively; especially Gajeel. After hearing Makarov's explanation for Laxus being a Dragon Slayer, he couldn't help but be curious.

"If you were, you don't need to wonder anymore. I was the one who created and sold the lacrima to Ivan."

With that, nearly everyone gathered gasped in shock from this revelation. Some even coughed up the drinks and snacks they had in their mouths.

"Wait! You're the one that gave Laxus his Lightning Dragon Slayer magic?!" Erza exclaimed.

"You can't be serious..." Gajeel muttered, dumbfounded. This eccentric woman was the one responsible for giving Laxus his power?!

Vanessa nodded somberly. "Yes."

"But... why?" Levy inquired.

Vanessa turned to the blue-haired girl. "I was merely wishing to give Laxus a chance to have a healthy life... as well as grant him the ability to become a wizard. He so badly wanted to be a part of Fairy Tail... although I'm sure his father had other motivationspurposes." She lowered her head. "Regardless, for Laxus's sake, I accepted Ivan's request and created the lacrima."

"Vanessa and I had a bit of a falling out after that incident..." Makarov then looked up and gave her a small smile. "But, in time, we made up. It took me a while to realize that you were just doing what you thought was best for Laxus."

Vanessa smiled and blew the old man a sweet kiss. Makarov gushed as a result of the gesture.

"How long exactly have you and Vanessa known each other, Master?" Levy asked.

"Oh, we go back many years. Too many to count..." Makarov answered. "Long before Laxus was born."

"Since we're on the subject of Laxus, where is that electric-charged brute?" Vanessa looked around from her seat. "Or his fan club, for that matter..."

"I guess you didn't hear the news." Makarov sighed heavily. "I expelled him last week."

"Expelled?" Vanessa gasped in shock. "Why, Maki?! I mean, I know Laxus has been less than desirable these last few years, but still..."

"I had no choice. The boy did something that couldn't be forgiven so easily..." Makarov said.

Makarov spent the next few minutes explaining to Vanessa the events of the Battle of Fairy Tail. As Vanessa listened, she was visibly stunned atof the lengths Laxus went to all just so he could become the next guild master. After the master concluded his explanation with Laxus's expulsion, Vanessa lowered her head and frowned sadly.

"I see..." Vanessa sighed sadly. "Laxus's attitude has been rotten for years, but I never thought he'd stoop to that level."

Makarov nodded, humming in agreement.

"What about the Thunder Legion?"

"They're still here," Mira answered. "Master didn't see the need to expel them. Those three are just on a mission right now."

"So, you made the Dragon Slayer lacrima for Laxus," Levy spoke up. "Does that mean you can make one for anyone?"

The aristocrat shook her head. "Not exactly, my dear. Dragon Slayer lacrima are complex. You need to have the right materials available, which are quite rare, I must say. In addition, it's a delicate process to manufacture one correctly. One wrong move and you can permanently damage or even kill whoever you're trying to transplant the lacrima into.

"It took me months of research alone to uncover the correct technique to successfully forgeto forge my first one. But even if I could efficiently manufacture more, I wouldn't be veryso inclined to do so. I wouldn't want any more wizards going around abusing that kind of power."

"Yeah, that's a good point." The bookworm girl agreed.

"Gajeel and Fire-Brain are a handful enough as it is," Gray added.

"Even though Laxus may have abused his power for his own selfish reasons, I don't regret giving him the chance to be a wizard." Vanessa stated strongly. "I'm confident that this time away from the guild will do that boy some good."

"I surely hope so..." Makarov sighed.

As the conversation regardingof Laxus carried on, Gajeel munched on a handful of lug-nuts before glancing up to the DSL screen. He furrowed a brow from the picture.

"What the hell are Tennyson and Salamander doing?" he said.

Everyone turned their attention to the screensscreen. Ben, who had transformed into Armodrillo, had both arms in the sand and appeared to be creating tremors – which could be seen vibrating through the landscape. A fair distance away, Natsu was jumping up with his arms covered in flames and slamming them into the ground, making his own shockwaves.

"What am I looking at?" Gray furrowed his brow, befuddled.

"Don't tell me the heat already fried their brains," Wakaba commented.

"I'm confused," Lucy admitted. "What exactly are they doing?"

Makarov and Erza, meanwhile, examined the scene keenly. The latter crossed her arms over her breastplate and smirked. "Very clever," she stated.

"Huh... what do you mean, Erza?" Gray asked.

"Can you kiddies seriously not tell what they're doing?" Vanessa said in mild disbelief. "Isn't it clear?"

"No. Why would it be? They're just hitting the ground." The ice-wizard remarked.

"They're intentionally making vibrations to attract the worm," Erza answered. "As Vanessa previously stated, the Olga Worm is rare. The chances of them venturing out and finding one are slim. Instead, they've opted to try and lure the worm to them."

"So, it's like fishing... and they're using themselves as bait." Levy realized.

"Can't say if that's smart or just dumb," Droy commented.

"In this particular situation, it's the best course of action to take." Vanessa announced. "I must say, those two have already impressed me with their sound decision-making making."

"Yeah... I'm pretty sure this is all Ben's idea." Gray proclaimed, smirking. "Knowing Natsu, he'd just go in some random direction without any kind of plan whatsoever."

Everyone nodded in agreement with Gray's assessment.

"You may be right," Vanessa admitted with a smirk, "which is just another good reason for sending Benji along."

The Iron Dragon Slayer examined the DSL screen closely and noticed something odd. "Looks like the sun's gettin' low."

"It is...?" Macao said.

Everyone looked back to the screen, and it was true. It was clear that the sun was getting close to the horizon and the daylight was steadily decreasing.

"How is that possible?" Elfman asked, confused. "It's the middle of the afternoon right now."

"The Devils Frontier is far to the east; therefore, Ben, Natsu, and Happy are a few hours ahead of us," Vanessa answered.

"So, they're gonna have to spend the night in the desert?" Gray questioned.

Vanessa nodded. "Looks that way. But no worries. I'm sure those three will be just fine. In the meantime," she turned to Mira holding up her empty glass, "another smoothie, Mira! And mix in a little bit of my favorite whiskey while you're at it, my dear!"

"Coming right up, Vanessa," Mira replied cheerfully.

"I have to confess, Lady Masters, you're not exactly what I envisioned you'd be." Lucy commented.

"Oh?" Vanessa turned to Lucy with a sly grin. "Let me guess, you thought I'd be the typical selfish and arrogant wealthy type who turns their nose down at anyone who isn't in their class?"

"W-well, yeah, b-but-" Lucy sputtered.

"Relax, darling. I know what you mean, and I don't take offense." Vanessa reassured.

"Still, I shouldn't have made assumptions." Lucy chastised herself.

"It's okay, dear. With how your father has treated you most of your life it's completely understandable." Vanessa averted her gaze to the counter and deeply sighed, her smile becoming less cheerful. "However, I can't say I've always been like this. When I first gained my fortune, that description would've certainly applied to me."

"Seriously?" Gray asked, slightly stunned. "You're saying you were once like Lucy's dad? That's pretty hard to imagine."

"Well, perhaps not exactly like him but not far off either. My view on the world was very small long ago." Vanessa admitted sincerely. "I thought that to be happy in life all one needed was money, but…" she trailed off.

"But what?" Lucy urged her to continue.

"I had to learn the hard way how money couldn't buy everything," Vanessa frowned, "especially the things that matter most."

Vanessa lowered her head as a moment of silence followed, her aura becoming noticeably gloomier.

"Are you okay, Vanessa?" Mirajane walked back with a genuine expression of concern; the drink the aristocrat had requested earlier was in her hand.

With that, the bleakness immediately disappeared as Vanessa regained her bubbly demeanor.

"Oh, I'm fine, dear." She accepted the mug from the barmaid. She then turned her attention back to the Celestial Spirit mage. "Anyways, Lulu, the reason I'm so open with everyone is that it's just who I am. I'm not going to act any differently just because society thinks I should based on my financial status. Life is too short to worry about such things."

Lucy smiled and nodded in understanding; her eyes sparkling with admiration. 'Wow! She's so cool. If only…' she frowned sadly, '…if only dad could take a few pages out of her book…'

Vanessa chugged down the entire whiskey-smoothie beverage and slammed down the mug, letting out a satisfied sigh. "Yeah! Now THAT hit the spot! Another round, Mira!"

"Yes, ma'am." She replied cheerfully.

From her place across the bar, Cana grinned in excitement. "Whiskey and smoothies together, eh? I'll get in on that. I'll take one too, Mira!"

"Coming up!"

"What do ya say, V? Wanna see who can chug the most hard-smoothies without passing out...or freezing their brains off?" Cana challenged.

"I don't know what you mean about the 'freezing brains off' part, but I accept your challenge!" Vanessa responded eagerly.

"Alright! It's on!" the alcoholic brunette cried, standing up from her barstool.

"Drinking contest between Vanessa and Cana, everyone!" Max announced loudly. "Start placing your bets on who ya got right now! Fairy Tail's own Champion Drinker? Or the Lovely Lady Masters herself?"

From there, the majority of the present members scrambled and started to place their bets while Cana and Vanessa walked over to a small table nearby. A crowd gathered around the Card and Mimic wizards until they were blocked fromout of sight.

Lucy, meanwhile, watched as the scene played out in exasperation, dryly commenting, "Okay... maybe not even a few pages..."

...

In the heart of the Devils Frontier, Armodrillo and Natsu continued with their own methods of causing vibrations. The former using his jackhammer-like arms and the latter by punching the ground, creating a crater in the process.

Ben had earlier suggested the best way to draw out the Olga was intentionally causing a ruckus; ringing the dinner bell, of sorts. Natsu shrugged and decided to trust Ben's judgment. At first, he enjoyed getting to use his magic to quell his boredom and let out the fire inside him. However, after several hours of repeatedly casting his spells, he was getting tired and just plain bored.

"Fire Dragon'sDragon Wing Attack!" Natsu roared.

The flaming dragon-like wings hit the ground and threw up another plume of sand high into the air. Natsu expelled flames from his heels to thrust himself backward out of the crater, and away from the dust cloud.

Natsu exhaled and placed his hands behind his head, and commented, "Man... this is gettin' boring."

"Natsu!" the pink-haired wizard turned around to see Happy flying towardto him. "Dinner's almost ready. Wanna call it quits for now? You must be tired..."

"Sure. Not like there's any action going on. Besides, I'm starving!" He grinned eagerly.

The pyromaniac glanced over to Armodrillo – who was at least ten meters away. Both of his forearms were inserted into the ground, sending powerful vibrations deep into the desert sands. Natsu could clearly feel the shockwaves through his feet.

"Yo, Ben!" Natsu called out.

Armodrillo managed to hear Natsu and ceased his shaking, turning his head in the Dragon Slayer's direction. "Yeah?"

"Happy's almost got the grub ready. How bout we call it day, man?"

"Aye! It'll be delicious, trust me!"

Armodrillo looked back to the vast, empty desert. He had been ready to keep vibrating the ground all night if had to. He'd been transforming transform back to human form in order to and allow the Omnitrix to recharge in intervals. However, he started to realize that wasn't the smart thing to do. He had no idea what an Olga Worm looked like or how strong it even was. He and Natsu would both need to be on top of their game for when it eventually showed up... or if it would.

With his answer made clear, Armodrillo turned back to his teammates. "Fine. Might as well."

He tapped the Omnitrix dial and, in a flash of green, transformed back to human.

Ben walked back over to Natsu and Happy and then headed towards their makeshift shelter. It was a dome-shaped structure constructed of interwoven, dried vines – courtesy of Swampfire. Seeing how Happy was burning up, he had made the shelter to provide themselves with relief from the harsh desert sun.

The inside of the shelter was nothing fancy. Hanging from the ceiling a couple of feet off the ground were two vine-woven hammocks. In the center of the room was a pit for a fire, with a hole in the roof above it to allow the smoke to escape. The wood for the fire was provided by dried-up vines that Swampfire had grown earlier.

Ben and Natsu sat on a couple of flat stones around the campfire. Hanging above the flames were three fish on a stick, which had beenwas brought along by Happy. The aroma of roasting fish filled the shelter, making the trio's stomachs growl.

"Man... I'm starving!" Natsu exclaimed eagerly. "C'mon, Happy! They gotta be ready by now..."

"Just ten more minutes, Natsu. Trust me, it'll be worth it." Happy urged, rotating the fish on the stick.

Ben cocked a brow, noticing something peculiar about one of the fishes. "Does that fish seriously have wings?"

Happy giggled. "Yup! It's a rare delicacy. I saved it just for you, Ben."

"Oh. Thanks. You didn't have to do that."

"Aye! No problem," Happy replied.

"Wait... aren't those things supposed to be-"

"Natsu! SSSH! Don't ruin it!" Happy reprimanded.

"Oh..." Natsu's eyed widened in realization. He then grinned mischievously, making Ben pause.

"What...?" Ben eyed the duo suspiciously. "Something you're not telling me?"

"Ah, it's nothing, man." Natsu waved off.

Ben made a mental note to watch out for any stunt the Dragon Slayer and the flying cat may pull.

Natsu then changed the subject. "So... any clue what we're gonna do tomorrow?"

Ben took a drink of water from his container, and replied, "I was positive that causing vibrations in the ground would attract the worm. So, I'm not really sure at the moment."

"The desert's really big. Who knows? Maybe there wasn't anything around to feel the shaking..." Happy suggested.

"Maybe..."

"Well...no need to worry about it." Natsu nonchalantly leaned back with his fingers locked behind his head. "We'll figure something out tomorrow."

"Like the carefree laidback attitude," Ben commented sardonically.

"So, I was wondering about something, Ben," Happy spoke up.

"Yeah, what's that?"

"Where'd you come up with the idea to use vibrations to attract the Olga?"

"Oh...well, I was in a situation similar to this a while back," Ben said.

"How so?" Happy asked.

"Well, you guys remember when I told ya about the Highbreed Invasion, right?"

"How could we forget?" Natsu remarked. "We fought those dudes in your head, remember?"

"Right. Well, around three years ago," Ben explained, "my team and I were tracking down a Highbreed commander who was undercover in our hometownhome town. We cornered him in a warehouse where he had a teleporter pod set up. He was going to use it to escape, but Kevin threw a rock at the teleporter and, unfortunately, it malfunctioned and sent me and the Highbreed to a barren desert planet."

Ben paused and looked outside the open doorway into the desert. The sun was setting below the horizon, casting a yellowish-orange glow across the sand dunes as darkness settled across the rest of the scene. Thankfully, the temperature was cooler and would only continue to drop throughout the night until morning.

"Actually, it looked a lot like this place."

"You were stranded on a desert world with a Highbreed? How'd you both not wind up killing each other?" Happy said, surprised.

"At first, he was trying to kill me, but then we were attacked by a worm-monster called a Dravek... or I think that's what it was called," Ben responded. "It seemed like it was attracted by our footsteps and whatnot. That's why I thought the Olga Worm might be attracted to any vibrations we made."

"Okay, I get it now." Happy understood.

"So, what happened next?" Natsu leaned forward, intrigued with the story.

Ben continued retelling his story with the Highbreed, Reinrassig III, or Reiny, as Ben had called him. Because the Dravek couldn't be defeated by either alone, Ben had suggested they travel together until they reached the world's teleporter station. Reiny was against traveling with a "lesser creature", but relented for his own survival – on the condition that Ben kept ten paces behind him.

From there, Ben reiterated the challenges he and Reiny faced along the journey that involvedfrom dehydration, attacks from Draveks, and fleeing from swarms of desert-beetles called Dasypodidae. He then reached the part when he and Reiny made camp, and Ben trying to find common ground with him. However, Reiny was not interested in forming any friendship with Ben and reaffirmed his beliefs of how Highbreed were superior and everything else was inferior – stating once Ben had outlived his usefulness, he would disposedispatch of him.

"Man... that guy sounds like a real jerk." Natsu frowned. "I woulda decked him for saying all that crap!"

"Believe me, I was tempted to," Ben admitted, "but I held myself backrefrained. Course, after hearing all that, I wasn't too keen on letting him take the first watch for the night... or at any time really."

"Makes sense." Happy said. "He said he'd kill you once he thought he didn't need you anymore."

"Heh," Ben chuckled sheepishly, "yeah, but I was really exhausted after walking all day, so I fell asleep anyway."

"And he didn't try anything?" Happy asked, sounding surprised.

"Well..." From there, Ben explained when he woke up, he saw Reiny standing over him with his arm reared back. He had assumed that Reiny was going to kill him, but it was the opposite. In fact, he stopped a bug-creature from attacking Ben while he was sleeping. In the process, however, the creature had bitten Reiny's right hand off!

"No way..." Natsu uttered, "that creep actually protected you?"

"And he lost his hand doing it. Wow... that really is surprising." Happy commented.

Ben nodded. "Thankfully, I was able to use Swampfire's regeneration to reattach his hand, but as a side-effect, Swampfire's DNA merged with his arm."

"Wait..." Natsu's eyes widened in recognition, "his arm didn't turn green, did it?"

"Yeah, it did. How'd you know?" He asked, taken aback.

"I remember!" Happy exclaimed. "The Highbreed you're talking about... it's the one from that memory where you stopped the Highbreed by saving them. Reiny convinced the other Highbreed not to kill themselves afterwards."

"Yeah, that's it!" Natsu recalled.

"Oh yeah... I forgot that you guys saw that memory."

"So, what happened after you reattached Reiny's hand?" Happy wondered.

"Well, when we finally arrived at the teleporter station, Reiny was pretty adamant about staying. He thought since I had convinced him that other races weren't inferior, he was contaminated. So, he decided it was the honorable decision to stay behind." Ben lowered his head, smiling. "I'm thankful he eventually reconsidered."

"Yeah! If you think about it," Happy said, "by helping Reiny you also saved the universe too."

"Huh... ya know, I never thought of it like that," Ben commented wistfully.

"Ooh! Looks like the fish are ready!" Happy motioned to the now fully-cooked fish hanging over the fire.

"Bout time!" Natsu grabbed hold of one of the fish-on-a-sticks and greedily chomped down on it. "Nice job, Happy..." He said in-between bites.

"Aye, sir!" Happy replied, taking a fish for himself.

"You shouldn't talk with your mouth full," Ben lightly chided.

He took his fish-on-a-stick, examining it closer. Aside from the wings, it looked like a normal fish. He shrugged and proceeded to take a bite, taking no notice of Happy and Natsu who was watching the scene in anticipation.

Ben bit into the fish and, as soon as the meat touched his tongue, his face turned a comical green.

"BLUGH! GROSS!" The teen hero immediately spat the foul-tasting meat away.

"HA-HA-HA!" Natsu and Happy both broke out into a fit of laughter from the scene.

"Nice one, buddy!" Natsu cackled, giving the cat a high-five.

"HA! Aye, sir!" Happy replied as he held his sides from laughter. "I got him good, huh!?"

Ben took a swig of water and spat it out, washing out any last bit of fish from his mouth. 'Man... I don't even think Upchuck could stomach that thing!'

He then turned to the Dragon Slayer and flying cat duo with an unamused glower. "I had a feeling you two were up to something." He growled.

"Sorry, Ben." Happy chuckled. "I just couldn't help it."

"What the heck was that anyway!?" Ben asked indignantly.

"It's a Winged-Fish. It's supposed to be a delicacy." Happy wiped the tears out of his eyes.

"Delicacy!? In what universe!?" Ben shouted incredulously. "My Grandpa Max's cooking is five stars compared to this!"

"Heh-heh!" Happy leered. "I never said it was a good delicacy."

Ben narrowed his eyes as a scary smirk took shape on his face, making the blue cat pause. "Ya know, Happy, I think Wildmutt would like to have a word with you... or better yet, Blitzwolfer..." He commented, bringing up his arm to activate the Omnitrix.

"NO! Please!" Happy cried out, panicked. "Don't! I'm sorry! It was just a joke." He then offered the brunet his own fish. "Here, this is the one I really made for you."

"What are you gonna eat?"

"Don't worry." Happy pulled out an uncooked fish from his knapsack. How many fish could he fit in there? "I like mine better raw anyways."

Ben shrugged and handed the Winged-Fish back to Happy in exchange for the regular fish. He hesitantly took a bite and was relieved to find it had a regular fish taste.

"Now, that's more like it."

"What were you doing with that Winged-Fish anyways, Happy?" Natsu asked curiously. "You said it was gross the last time you ate one."

"Yeah, but I heard there was a special way you can cook it in order to bring out the good taste." Happy answered. "Guess it was wrong though..."

"Clearly," Ben dryly remarked.

Later, the darkness of night fell on the Devils Frontier, and the temperature had dropped drasticallydrastically, as a result. Not that Ben minded much given he had his jacket and a fire in front of him. He'd take the cold over the scorching heat any day.

He grabbed a couple of pieces of dried up vines and tossed themit into the firepit, stoking the flames with a stick while he was it. The Omnitrix bearer glanced over to see Happy snoozing away on one of the hammocks, a carefree smile plastered on his face.

Ben turned to look out the entrance to the wide-open sandy landscape with a thoughtful visage.

'I was sure that our vibrations would attract the worm. Did we just scare it off? Or were there just not any around to detect us?' Ben contemplated. 'Either way, we're gonna need a new game plan tomorrow.'

"Yo, Ben..." Natsu said quietly.

The teen hero glanced over to Natsu, who was leaning up against the shelter wall with his hands behind his head.

"What's up?"

Natsu looked at Ben attentively. "There's something I need to know. How come you're starting to train Elfman all of a sudden?"

"Huh?" Ben sat up straight with a mildly surprised look. "How'd you find out about that?"

He grinned and pointed at his ears. "Wasn't meaning to eavesdrop or anything like that. I just overheard yah talking to him this morning. Something about deciding on training times?"

"Right. Guess I forgot about your sensitive hearing." Ben said, feeling silly for forgetting about that.

"So... why'd you decide to start training him?" Natsu repeated.

"Well..." Ben was a bit hesitant to tell someone else about his and Elfman's conversation yesterday. However, since Natsu was a guild member and a good friend to Elfman, he figured it wouldn't be an issue. "This is gotta stay between us, alright? I'm sure Elfman will tell everyone else when he's ready."

Natsu nodded. "That's fair. Now tell me!"

"Yesterday, Elfman approached me and opened up about wanting to get stronger. He had been feeling pretty bad since he couldn't beat Evergreen and was helpless against Freed. So, he asked me to train him. He wants to learn more about my transformations, and eventually use his Take-Over magic on some of them."

"For real?!" Natsu shouted in shock.

"SSSH!" Ben shushed, pointing to Happy – who was thankfully still asleep.

"Sorry..." he whispered.

"Anyways," Ben continued quietly, "He wants to protect Mira and the others. I could hardly say no to him after hearing all that."

"I get it." Natsu leaned forward and clenched his fists, grinning eagerly. "Well, if that's the case, why don't ya train with me too?"

"Are you sure you wanna train or do you wanna just fight me again?" Ben cocked a brow.

"Same difference," Natsu shrugged. "So, what do ya say? I'm dying for another rematch!"

'Guess the last couple rounds weren't enough for him...' Ben inwardly chuckled.

A suddensudden then thought entered Ben's mind. It had occurred to the teen hero that he had known his pyromaniac comrade for several months now, yet he still didn't know a whole lot about him. Of course, he already knew the main points of Natsu's past with him being raised by a Fire Dragon named Igneel, Igneel disappearing and leaving Natsu on his own unexpectedly, and Natsu eventually joining Fairy Tail.

Character-wise, Natsu was stubborn, roguish, and carefree in nature; eagerly itching for a brawl with whoever, even if he was outclassed by his opponent. The question coursing through Ben's head was why did Natsu want to fight and get stronger?

Ben looked at the pink-haired wizard closely. "Lemme ask you something, Natsu..."

"Sure...what's up?"

"I can understand you like fighting for fun and all that, but... is there any other reason why you want to fight?" the brunet wondered.

"Well, duh! I wanna get stronger." Natsu stated as if it were obvious.

"Yeah, but... why?"

"Huh... what do you mean why?" Natsu asked, genuinely confounded.

"I mean, why do you want to get stronger?" Ben clarified. "Elfman wants to protect his only remaining sister and his other guildmates. He's like a lot of members in the guild... he wants to protect what he has."

"Yeah, I wanna protect them too!" Natsu asserted strongly. "I don't ever want any harm to come to my guild!"

Natsu recalled the moment during his battle with Gajeel when Jose's ShadeShades creatures had destroyed the guild hall. All the emotions he had felt upon witnessing the building of so many memories and experiences being reduced to rubble started to resurface. He didn't want to ever experience pain like that again!

"There's nothing I wouldn't do for them. After everything they did for me..." Natsu trailed off.

"Yeah, I know whatcha mean." Ben smiled in understanding. "You want to protect the people who gave you a home. Sorry if I offended you. I was just curious if you had any other reason is all."

"Nah, it's nothing, man. But now that you mention it..." Natsu looked away with a serious face as a moment of silence passed between the Omnitrix bearer and the Fire Dragon Slayer; the former looking at the latter expectedly. "...it's no secret that I wanna find Igneel. Every time I hear any rumor of a Dragon sighting, I always go to check it out... even though it never leads anywhere."

"Well, you did meet Lucy in Hargeon, so you can't say it never led to anywhere." Ben pointed out.

"True... ya got me there." Natsu smiled momentarily before a frown crossed his expression. "Still... I searched everywhere when I was young, and... I never found him. I don't understand why Igneel left without saying anything. But maybe... just maybe... if I can get stronger, he'll come back someday."

"I don't mean to sound rude or anything, but what makes you think that?" Ben questioned.

"I d-dunno! But he's gotta come back." Natsu declared, albeit shakily. "Maybe... maybe he left because he thought I was weak or something?!"

"No offense, but I seriously don't think that's the reason Igneel left." The otherworldly teen disagreed. "I know you've probably heard this already but I'm sure Igneel had a good reason for leaving the way he did."

"Yeah? Well, I just don't see it!" Natsu huffed angrily, crossing his arms over his chest. "If I ever see that big jerk again, I'm gonna punch him in the snout so hard..." He trailed off as he lowered his head, gazing down at the sand in a daze.

Ben looked at the pink-haired mage empathetically. He knew it couldn't be easy for Natsu losing the person...or Dragon... that was practically a father to him. To a degree, Ben could sympathize with Natsu since his own grandfather had gone missing during the early days of the Highbreed Invasion. He wanted to find Grandpa Max badly during that time, so he couldn't necessarily blame Natsu for chasing rumors of Dragon sightings.

"I understand. Honestly, if I were in your shoes, I'd be chasing down every Dragon rumor too. But... three years ago, something bad happened and... I thought I had lost my Grandpa Max forever. Just when I thought I had moved on, I found him in the last place I expected. Ironically, I was reunited with him when I wasn't looking for him."

"Huh?" Natsu blinked in bewilderment. "You found him when you weren't looking for him?"

"Crazy how that works, right?" Ben chuckled lightly. "The universe always has a way of throwing ya a curveball. Guess what I'm trying to say is... don't let your search for Igneel control you. I doubt he'd want you spending all your time looking for him and not with your friends," he sagely advised, "and who knows... maybe someday Igneel will come back to ya when you least expect it."

"...I really hope so." Natsu replied wistfully.

The duo looked out the door to the desert, the stars shining brilliantly in the sky above as they drifted off into their own thoughts. For the former, it was the dream of one day reuniting with Igneel, and for the latter, it was simply seeing his family and friends again. He'd be the first to admit that he was getting a tad bored during the time of peace back home, but that didn't mean he wanted to be separated from the people he loved.

'I'm thankful to have met the guild and... Erza... but why hasn't Paradox come yet? Why... am I still here...?'

Another moment of silence passed before Ben shook his head to endfrom his musings. There was no point in wallowing in self-pity or wondering why Paradox hadn't come yet. He was stuck in Earthland and needed to make the most of it.

Ben sighed deeply. "Why don't ya head to bed, Natsu? I'll take the first watch."

"Nah... it's okay, man. After all the shaking you did, I can tell you'reyour beat." Natsu grinned, giving his comrade a confident thumbs-up. "Don't worry! I'll make sure nothing attacks us."

Ben would've argued; however, he couldn't ignore the heaviness in his eyelids nor his lack of energy. "Fine. Wake me up in a few hours though, so I can take the second watch."

"Yeah, yeah. I will, man. Relax," Natsu waved him off nonchalantly, turning his gaze back outside. "Just get some rest."

"Alright, dude. Night," He walked over to the vine-hammock and steadily climbed into it. He stretchedoutstretched his muscles and allowed them to relax. It didn't take long forbefore Ben's exhaustiontiredness to overtake him as he quickly fell asleep.

Natsu, meanwhile, forlornly stared into the starry desert sky. 'How can I find Igneel if I don't look for him? I don't get it. But...' the Dragon Slayer glanced back at the slumbering otherworldly hero, 'Ben always seems to knowusually always knows what he's talking about. Maybe I should...'

He gazed back up into the sky yearningly. 'Will you ever come back...Dad?'

...

The night had passed and the sun was peeringpeaking over the eastern horizon in Magnolia. The sunlight gleamed through the myriad of windows in the Fairy Tail guild hall, revealing members scattered across the building sleeping in different spots. They had either passed out drunk or had been knocked unconscious in a brawl last night. Nothing out of the ordinary for such athis guild.

The drinking contest of hard-smoothies between Vanessa and Cana had extended forescalated far longer than intended. Both parties were unwilling to surrender. Thankfully for the two ladies, the alcohol had numbed the pain of the brain freezes that followed by consuming the cold beverages too fast. After several hours, the contest ended in a draw with Vanessa and Cana comically collapsing to the floor simultaneously.

This left the gamblersbetters of the contest in a pickle. Who would get the money? Eventually, a brawl broke out to determine who would receive the pot. As the fight progressed, everyone pretty much forgot about the money and just continued fighting for the sake of it. Again, nothing strange here.

Lucy, Mira, and Erza promptly exited the building as the fighting began. The former two were a bit surprised that Erza wasn't demanding for the brawling to cease. The sword maiden explained that she would allow it this once sincesense Vanessa was in town. She was certain that the aristocrat had been longing for the typical Fairy Tail shenanigans after being away so long and didn't want to impose.

Vanessa, currently, was lying flat on the hardwood floor sound asleep; her arms and legs spread wide. Drool trailed down the corner of her mouth as audible snores resounded from her throat. Her thin, blouse-covered breasts rose and fell hypnotically with each passing breath – which would've made for quite the view for any straight male that was present and awake.

At the moment, she lacked the image of a noblewoman with her uncouth position and unkempt appearance. However, it was obvious to anyone who personally knew the Mimic mage that she was not your typical aristocrat.

As the sunlight hit her face, Vanessa groaned while her expression scrunched up in annoyance. Slowly her eyes opened and her bleary vision refocused. It took her a short moment to realize she was lying on the floor and staring up at the roof. Momentarily confused, she quickly remembered the events of last night that lead to the current situation.

'Oh Cana... you just couldn't admit defeat. Then again, I couldn't either...' she inwardly chuckled.

Vanessa then cringed as the pain from her hangover finally set in. "Ugh... I need some coffee..." she murmured pitifully.

Managing to roll over and climb tooff the floor and stand on her feet, Vanessa sauntered toward the bar and placed her butt on the seat before her legs could give out.

"Mira... where are you, dear?" Vanessa whined.

No answer. She looked around the building and saw that she was the only one who had regained consciousness awake.

She groaned in frustration. "Why isn't she here? It's... uh..." she looked to read the time on a nearby clock, "Seven-in-the-morning...?"

Vanessa rested her chin in her right palm. "Are they gonna make me wait all morning or-"

The sound of the main door opening interrupted the noblewomanbusiness lady. She turned and saw Erza adorned inadorning her Heart Kreuz armor and standing inat the doorway with sunlight at her back, giving her an angelic appearance from Vanessa's point of view.

"Good morning, Erza, my dear..." She waved, albeit sluggishly.

"Morning, Vanessa," Erza smiled, ambling over to her. "I hope you had fun last night."

"Well..." she glanced away with a sheepish look, "... I can't exactly remember everything, but I'm sure I had a swell time. Had no idea I could get hammered so badly on hard-smoothies of all things..." Shaking her head from the thought. "I'm surprised you didn't break up the party though, my dear. That's usually your shtick."

"I didn't want to spoil the fun for you." Erza smiled softly. "You're not here very often anymore, so I want you to enjoy every moment when you do manage to come to the guild hall."

Vanessa smiled in gratitude. "I appreciate that, my dear. Of course, whether I get knocked-out drunk or not it's always a good time when I come. You kiddies never make it dull, that's for sure."

The onyx-haired maiden grimaced slightly from her headache, not going unnoticed by Erza.

"Would you like me to brew some coffee for you, Vanessa?"

"YES! Please!" She exclaimed in dramatic fashion.

Erza nodded and walked over behind the bar area, preparing the coffee-maker. "So, were you able to check up on Ben, Natsu, and Happy last night?"

"Who...?"

"Um... Ben, Natsu, and Happy. The ones you hired for your request. Remember?"

Vanessa blinked dumbly before her eyes suddenly widened in recognition. "OH! That's right! Natsu and Happy...and the handsome young man that tamed you. I remember now."

"Ben hasn't tamed me!" Erza shrieked, a tint of pink on her cheeks.

"If you say so. Tee-hee," Vanessa giggled, shooting the scarlet wizard a teasing wink.

"Anyways," Erza moved the conversation back on topic, "I'm assuming you didn't check up on them last night."

"Yeah... I was... just a little too under the influence last night, which made me forget." Vanessa smiled sheepishly.

"A little?" Erza deadpanned.

"Regardless, I'm sure those three are fine," Vanessa reassured her.

"Still... I'd feel better if I could see what they were up to." Erza affirmed, sounding mildly concerned. "It's early in the morning here. In the Devils Frontier, though, it should be close to the afternoon."

"If you insist," she relented. "Just let me drink a cup of coffee to dull my hangover and I'll bring up the DSL screen."

Erza nodded, dumping a scoop of coffee grounds into the coffee brewer. After the coffee finished brewing, Erza poured Vanessa a cup of the caffeinated, black liquid and handed it to her.

The Crystal Philter owner happily sighed, graciously accepting the mug.

"By the way, Vanessa, there was something else I wanted to ask you about."

"What's that, dear?" the Crystal Philter owner lifted the mug, slowly sipping on the hot drink.

"I've recently procured enough money to start on a special project, and I believe you are the best person to approach about it." The sword maiden affirmed.

"A project? What did you have in mind?" Vanessa asked curiously.

Erza pulled out a folded piece of paper from her skirt pocket and placed it on the counter in front of Vanessa. "This."

Vanessa took the paper and paused.

"Impressive isn't it?" Erza closed her eyes, her lips curling into a confident smirk. "I came up with it all by myself. Impressed?"

The noble beauty chuckled nervously as her face noticeably paled. 'This... this... is the worst handwriting I've ever seen in my life! And... what is THAT supposed to be? Who writes like this?!'

"Judging by your expression, I can see that you'reyour blown away by my designs." The scarlet knight folded her arms under her chest, feeling very proud of herself.

'Blown away indeed... I imagine common folk would pass out trying to decipher this,' Vanessa inwardly commented.

She exhaled deeply, trying to calm her frantic mind. "They... certainly are impressive, my dear," Vanessa lied and quickly placed the paper down before she could suffer an aneurysm, "but why don't you tell me about it in your own words."

"Yes, you're absolutely right. Written words wouldn't do it justice!" Erza replied dramatically.

Vanessa inwardly sighed in relief.

Erza spent the next ten minutes explaining the details of her request. Vanessa listened intently and took mental notes as the scarlet-haired mage continued with her description.

"That's all the details I have on it, at the moment." She concluded. "Can you do it?"

Vanessa smirked proudly. "Can I? Who do you think you're talking to, my dear?"

"So, you'll accept it?" she asked hopefully.

"For you, of course, I will." Vanessa smiled.

"Thank you very much, Vanessa!" Erza bowed her head in gratitude. "This means a lot."

"No need. However, with everything on my plate, a project such as this will take me at least two-to-three weeks for me to complete. Perhaps even a month. Are you willing to wait that long?"

"Of course. I understand completely."

"Good. I'll start on it as soon as I'm able. Oh! I almost forgot," Vanessa reached into her skirt pockets and pulled out a few small, red balls. "You wanted to check in on Natsu, Happy, and your boyfriend, yes? Let's see how they're doing."

Planting a kiss on the orbs, Vanessa tossed them up into the air. The red balls stopped and levitated before discharging beams that formed a single, large red screen, displaying the trio at the current moment.

...

Earlier, deep in the wastelands of the Devils Frontier, the sun had banished the night and began its ascent into the sky. The cold, night air didn't stick around very long as the temperature steadily rose. In the midst of the sandy plains was a peculiar vine-woven shelter situated on top of a sand dune.

The sun's rays shot through onto the shelter's occupants.

Ben groaned the moment that the sunlight shined in his face, and slowly opened his eyes. "Ugh... man... what the-"

His bleary vision focused to show he was staring up at the vine shelter roof he'dhe crafted yesterday. Light filtered through the many openings. "Wait... it's morning already?" His eyes widened, remembering he was supposed to take the second watch last night so Natsu could rest. "Crap! I thought I told Natsu to-"

The Omnitrix bearer rolled out of the hammock to find Happy sleeping soundly in the second hammock while Natsu laid on the ground near the entrance. He was clearly out cold if his deep snores were anything to go by.

He face-palmed in vexation, grumbling, "And... he fell asleep. Of course, he did..."

Ben walked over to Natsu and nudged his side with his foot. "Natsu. Wake up!"

"Huh...?" The pink-haired mage opened his eyes with drool leaking down from the corner of his mouth.

He sat up and rubbed the sleepiness out of his eyes, blinking a couple of times as he looked around in a daze. "... Morning already, huh? Well, I don't know about you, but I slept like a log." He stood up and casually stretched.

"Dude! You were supposed to wake me up!" Ben yelled angrily. "Ya know, so I could take the second watch. All so So, nothing tries to eat us!"

"Oh yeah..." Natsu rubbed the back of his neck sheepishly, his mouth curving into a grin, "Sorry about that. I fell asleep before I could wake yah. No harm, no foul though. Am I right?"

"We're lucky something didn't attack us in our sleep! Otherwise, we'd be dead meat!" Ben was definitely not pleased. Natsu had one job, and he failed!

"Hey... could you guys keep it down?" Happy groggily requested. "I'm trying to sleep here."

"No! It's way past morning. It's time to get up!" Ben sounded aggravated. "We still got a job request to fulfill here."

"He's right, Happy." Natsu agreed. "Start waking up, will ya?"

"Aye..." Happy replied, sluggishly getting out of his hammock bed.

"Look, I'm sorry about that." Natsu apologized, sounding sincere. "I was gonna wake yah, but I guess the exhaustion caught up to me before I could. Won't happen again, man."

"I'll let it go this once." Ben sighed, still inwardly peeved. "But you gotta be more careful about that."

"Aye, sir!" Natsu saluted.

Ben sighed again in exasperation. 'Was I ever this irresponsible...? Kinda glad Gwen isn't here to answer that.'

Several minutes later, the trio was now standing outside their makeshift campsite – looking out into the sand dunes. The yellow fireball was rising high and the scorching heat of the day started setting in.

"Okay..." Ben cradled his chin with his thumb and index finger in a contemplative pose. "We spent hours yesterday shaking the ground, and the worm never showed. So, I think instead we should start searching from the air. We'll be able to cover more ground and see for miles around."

He then glanced up at the sun, pulling up his hand to block out its rays. "Plus... it'll be cooler higher up there than down here."

"Sounds like a plan!" Natsu said excitedly.

"Aye, sir!" Happy agreed.

Anything was better than staying down in this scorching sand pit.

"Alright. Then let's-"

Ben paused when he felt minor vibrations at his feet. The small shaking then turned into a hard tremor, forcing Ben and Natsu to readjust their stancesfootings. From behind the trio, their makeshift campsite was destroyed as a large creature erupted from the sands beneath it.

The monster was clearly a worm and a big one too! It towered nearly twenty-feet above the three Fairy Tail members, setting its predatory eyes on them.

It was a big, ugly creature – three lidless emerald eyes staring unblinkingly from the hideous armored head of a giant insect, bug-like mandibles combined with, and giant sharp teeth twitching and snapping insideinsides its hideous mouth. The giant worm was a weirdly colorful thing; the thick armor plating on its head and running down the back being a dark reddish color, whereas the chitinous plates on its face and down its belly werewas a blueish shade. Between the plates, purplish ropes of tissue could be glimpsed, and along the sides of the massive creature brown hairy spikes jutted out.

The Olga Worm had finally appeared, and it unleashed a monstrous, high-pitched screechpitch shrill that resonated through the trio's bodies.

'Guess we got here one day too early?'

"Okay... that thing is bigger than I expected," Ben commented. He estimated the worm had to be at least forty-feet-long. "We're gonna need a plan. Maybe search for some kind of weak point and... Natsu already ran off to attack it, didn't he?"

"Aye..." Happy sighed.

Natsu had already charged forward at the Olga Worm the moment it appeared. "Bout time this thing showed up! I was gettin' bored waiting around!"

He jumped high with his flame-covered fists reared back, shouting eagerly, "I'm taking you out! Fire Dragon'sDragon-"

The worm's tail suddenly burst out of the sand and swatted Natsu away, sending him tumbling into a sand dune nearby. The tip of the tail was a three-pronged mass of bristling spines.

Ben winched. Getting smacked with that had to have been as pleasant as getting smacked with a porcupine.

"Natsu! You okay?" the teen hero called out.

"Ow..." the Dragon Slayer twitched.

Ben looked back the worm, taking notice of the scattered remains of their former shelter. 'Had we slept any longer, we would've been toast...' he thought uneasily.

The Olga Worm turned in Natsu's direction and dived into the sands, heading directly towards him.

'Crap!' Ben promptly activated the Omnitrix. "Hero Time!"

He slapped the core down and, in an emerald flash, was replaced with...

"XLR8!"

In an incredible burst of speed, XLR8 rushed across the dune and swiftly scooped upswooped the Dragon Slayer in his arms. Hardly a second later, the worm's armored head surged out of the ground right where Natsu had been lying.

XLR8 rushed back to Happy's location, all in the timespan of barely a couple of seconds.

"Natsu, are you okay?" the cat asked, concerned.

XLR8 placed the pyromaniac back on his feet; he managed to stand, albeit a bit shakily. He groaned lightly, rubbing the area on his chest where the worm's bristled tail had struck him.

"I'm fine. Don't wanna get hit by that tail again though..." Natsu noted.

The Olga Worm released another ear-piercing shriek at the trio before nosediving into the sand, heading straight for them.

"Let's try not to get eaten either. Move!" XLR8 remarked.

Happy grabbed Natsu by the back of his vest and took tofor the air while XLR8 rushed out of the way. The monster-worm erupted from the ground and extended upward, trying to swallow Natsu and Happy. Thankfully, Happy managed to put enough distance between them as the worm had stretched out as far as it could.

The worm recoiled back, settling its long body into the sand.

"Ha! Can you fly, sucker?" Natsu mocked.

A fair distance away, XLR8 witnessed the scene and narrowed his eyes. 'Looks like it can extend itself about thirty feet.' He examined. 'Hmm... maybe we can use that...'

Seeing that Natsu and Happy were out of its reach, the Olga Worm turned its sights on XLR8 instead.

"What? Seeing something you like, ugly?" XLR8 quipped.

The worm dived back into the sand and burrowed in the Kineceleran's direction. XLR8 darted to the side as the worm's head popped out of the ground. The Omnitrix wielder continued zigzagging around to avoidavoiding the worm's lunges. The Olga shrieked in frustration from not being able to catch itshis unusually fast prey.

"Ben's got it distracted, Happy. Get me in closer!" Natsu said.

"Aye, sir!"

Happy carried Natsu to the Olga Worm, which had its head turned away from them and focused solely on XLR8.

"Might wanna run, Ben. This is gonna get HOT!" Natsu grinned roguishly.

"Wait! Natsu-"

"Fire Dragon'sDragon ROAR!" he reared back his head and unleashed a blazing torrent upon the Olga Worm.

XLR8 rushed out of the way as the attack struck the worm dead-on. A conflagration of smoke and sand was thrown up into the air, the ground rattling from the explosive force. XLR8 came to a stop when he was no longer in the vicinity of the dust cloud.

"Ah, man! Don't tell me it was that easy." Natsu groaned in disappointment.

XLR8 turned to the Dragon Slayer and flying cat, who had landed right next to him, and shot them an irritated look.

"You sure got him good, huh?" Happy commented.

"Doofus! What were you thinking?!" XLR8 snapped.

"Huh...?" Natsu and Happy looked at the alien in confusion. "What's wrong?" the former asked.

"Vanessa told us not to kill the worm! Otherwise, we don't get paid!" XLR8 exclaimed. "Did you numbskulls already forget?!"

"Oh yeah, you're right!?" Happy panicked. "We messed up!"

"Uh...c' mon... I'm sure it's still alive. Hee-hee-hee-he-he," Natsu laughed nervously. "Who knows... it might just be knocked out-out..."

Before Ben could retort, an ear-piercing screamshrill echoed across the desert. The dust cloud settled to reveal the Olga Worm in a crater formed from Natsu's attack, revealing its entire body of forty-five-feet in length. The trio was stunned to see that the worm was completely unharmed from the fiery explosion.

Happy sighed in relief. "That's good. It's okay. Wait..." the cat's eyes bulged out his head in shock. "NO! Hold on! That's NOT good!"

"There's not a scratch on it..." XLR8 noted, mildly surprised.

"Least it's still alive, huh?" Natsu pointed out.

The Olga Worm set its gaze on the trio, its three eyes burning with primal anger.

"It doesn't look happy..." Happy muttered.

"Geez, I wonder why," XLR8 replied sardonically.

The Olga shrieked once more before delving into the ground. Natsu and Happy dived to the side while XLR8 darted in the opposite direction as the Olga's armored head burst from the sand. It focused on Natsu and stretched its head towards him.

Natsu expelled fire from his feet to propel himself backward, narrowly avoiding the Olga's snappingsnarly mandibles. He somersaulted and slid back on his feet.

"Okay... let's see if you can handle this!" Natsu crouched and leaped toward the worm, igniting his right fist in flames. "Fire Dragon'sDragon Iron Fist!"

Natsu's fist connected with the worm's head in the area below its three eyes. A conflagration of fire and smoke enveloped the Dragon Slayer and beast. A moment later, the smoke died away and Natsu lightly gapedgapped from the results.

Again, the worm was completely unaffected!

A low beastly growl resonated from the creature's throat; its three emerald eyes expressing primeval rage.

"Uh oh," Natsu uttered.

The Olga unleashed a fearsome cry, the force sending Natsu tumbling back into the sand on his back. It extended forward and dived straight for the fire wizard, intending to swallow him whole. Happy swooped in and grabbed his friend by the vest, getting airborne just as the worm's head collided with the ground.

"Natsu!" Happy cried, concerned.

"Ugh... my fire's not doing anything!" the pyromaniac gripedgripped.

Happy flew closer to XLR8, who had stood back and watched the scene play out.

"Must be its armored hide," XLR8 suggested. "It's fireproof."

'Makes sense considering it lives in the hottest place in the world,' the teen hero mused.

"So, your magic isn't going to be much help here, Natsu." Happy added.

The Olga looked around and spotted the trio infrom the distance. It unleashed an angry shriek and burrowed back into the ground.

"How we supposed to get that herb without getting eaten?" Natsu asked frantically.

"Simple," XLR8 turned to the duo, "we trap it."

"How? It's huge!" Happy exclaimed in disbelief.

The monster-worm burst out of the sands right in front of the trio, making them jump back to avoid its horrific mouth.

"I got an idea. You guys get its attention and try to keep it in one spot." the Kineceleran shouted.

Natsu and Happy nodded, trusting the shape-shifter's judgment. They flew in front of the Olga's head. Its acidic green eyes focused on them whilst its large set of mandibles clicked in irritation.

"You want us, yah ugly bastard!" Natsu yelled. "Come and get us!"

Happy carried Natsu away from XLR8 and, as expected, the worm promptly followed them. The worm seemingly had a grudge against the one who had attacked it twice. Happy stayed close enough to the ground to encourage the worm to follow whilst making sure to stay out of its mouth.

"I sure hope Ben knows what he's doing!" Happy shouted anxiously.

"He's got this!" Natsu responded confidently.

Happy changed his path and went straight up. The Olga halted and extended upward, hoping to snatch the duo in midair. However, Happy hovered high enough where the worm could barely reach them. The monster-worm lunged at them, snapping its mandibles inand jaw in an attempt to grab ahold of the wizard and flying cat.

Seeing that the worm had extended its body to its full length in the air, XLR8 quickly reacted. "Alright! Time to go with another old favorite."

He tapped the Omnitrix dial on his chest and, in an emerald flash, was replaced with...

"Diamondhead!" he announced.

Diamondhead slammed both of his fists onin the ground and a trail of crystals traveled outward towards the worm. When it reached the worm's location, Diamondhead furrowed his crystalline brows and concentrated harder. The shards spread out and encircled the creature before suddenly increasing in size and density.

The Olga paused when it noticed giant crystal chunks emerge from the ground and surround it from every direction. Diamondhead made the crystal walls over fifty-feet-tall to prevent the monster from getting out. In addition, he made the crystals connect together deep underground to prevent it from burrowing away - essentially forming a giant crystalline bowl.

"Alright!" Natsu cheered.

"It's not going anywhere now!" Happy stated confidently.

The Olga Worm turned its head around in every direction, seeing it was entrapped from all sides. It rammed its head into the crystal barrier several times, trying to free itself like any animal caught in a trap would. Though the crystal cracked from the force, it was too thick and strong to break.

The Olga let out a frustrated cryshrill from its failed attempts.

On the other side, a hole in the crystal-wall opened up as Diamondhead walked inside. He quickly closed up the hole as a precautionfor safe measures. Happy, still carrying Natsu, lowered his altitude and hovered a couple of meters away from the Petrosapien.

"Okay, it's trapped. What now?" Happy asked.

"We get the plants out of its throat. Duh!" Natsu stated as if it were obvious.

"I know! I meant, how're we supposed to get the herb without getting eaten?!" Happy barked.

"I dunno. I haven't gotten that far yet..." Natsu admitted.

"We're gonna have to either knock it out or restrain it long enough so one of us can climb into its mouth and get the Olga Leaves," Diamondhead replied.

"How?" Happy questioned.

The Olga Worm stopped ramming its head into the crystalline barrier, realizing it would be unable to free itself the worm's 'flight or fight' instincts set in. With the flight option taken away, it was left with no other choice. It slowly turned its armored head to the Fairy Tail trio, growling ferociously with rage glowing in its eyes.

"Gotta be careful," Diamondhead instructed cautiously, "it's ready to fight."

"Yeah? Well, so am I!" Natsu responded, grinning widely.

The worm reared back its head before lunging forward at the group.

"Throw me, Happy!"

"Aye!"

Happy blasted forward at a speed Diamondhead didn't think he could achieve. At the halfway point, Happy released Natsu and pulled up. The Dragon Slayer then ignited his body in flames and expelled a stream of fire from his feet, propelling himself forward like a missile.

"Fire Dragon'sDragon Sword Horn!"

Natsu slammed his head into the worm between the eyes again; the incredible force behind the blow causing the worm to stop dead in its tracks. The worm shut all three eyes and shrieked in what could be perceived as pain.

Diamondhead blinked. He was impressed by how hard Natsu's head was. Maybe that's why he was so dense at times?

Natsu quickly shook off the daze from the head-on impact and wreathed his legs on fire, delivering a powerful kick underneath the worm's mouth. "Fire Dragon'sDragon Talon!"

The Olga's head snapped back as it let out a pained screampainful shrill; not from the fire, but rather the blow itself.

The moment Natsu landed on the ground, he leaped forward with both arms encased in flames. "Fire Dragon'sDragon Wing Attack!"

Two wing-shaped tendrils of fire extended out from Natsu's arms and struck the worm. The explosive power behind the magical attack threw thelifted the monster-worm intoout of the ground and colliding into the crystalline wall, cracking it in the process.

'Not bad,' Diamondhead inwardly complimented. 'Even if the fire didn't hurt it, the strength behind those attacks must have.'

The Olga Worm lied against the crystal barrier, groaning from the powerful blows it received.

Natsu landed on a knee and grinned impishly. "Ha! Not so tough now, are ya?"

The Olga lifted its head from the crystal and honed in on Natsu, clattering its large mandibles together in agitation. The Fire Dragon Slayer's grin fell into a frown as he stared at the beast in surprise.

"Seriously?" Diamondhead's eyes widened. "It recovered that quickly!?"

"Not only is it fireproof, but it's also super-durable!" Happy shouted fearfully.

Pulling itself off of the crystal wall, the Olga lunged at Natsu with its mouth wide-open. Natsu swiftly discharged flames from his heels and shot himself backward in time to evade the worm's mouth.

He continued to fly back and flipped in midair to where he was facing forward. Ceasing his propulsion, Natsu came to a stop and slid over to Diamondhead and Happy.

"Man... that bastard's tough," Natsu grumbled.

The Olga shot out of the sand and sprung forward at the trio. Diamondhead dived to the left while Happy grabbed Natsu and was airborne once more.

Diamondhead rolledrolled head first and quickly spun around the face the monster-worm. "Well, if fire and brute force won't work..."

He held up his arm and fired several accumulations of crystals. In midair, the crystals reformed into large U-shaped braces. The braces connected with the worm hard and knocked it to the ground. Diamondhead tightened his fists and, as a result, the crystal in the braces locked in place and anchored themselves deep into the sand.

The Olga Worm screeched wildly as it tried to squirm its body out of the crystalline braces but to no avail.

Diamondhead put his hands on his hips, smirking proudly, "...maybe a little Diamondhead magic will."

Happy flew over to Diamondhead's position and released Natsu.

"So... what now?" Natsu asked.

"Well, one of us needs to go into its mouth and get the herbs," Diamondhead answered.

"Who? And how're we supposed to know what they look like?" Happy asked curiously.

"Pretty sure it won't be hard to spot some plants growing inside a monster's throat. As for who-"

CRACK!

Diamondhead stopped midsentencemid-sentence and the trio anxiously looked back at the worm. Cracks expanded across the crystal braces while the Olga continued wriggling its massive body.

"You can't be serious..."

The crystalline restraintsrestrains promptly shattered and a shower of sharp fragments scattered across the area. Diamondhead raised his right arm, summoning a chunk of crystal in front of them to block the projectiles.

From the depths of the Olga's throat, an earsplitting shriek was unleashed.

"It's so strong!" Happy cried out.

"Even diamonds aren't enough, huh?" Diamondhead narrowed his gaze at the creature. "This thing's gonna be tricky to deal with."

Natsu smirked and punched his left palm. "No complaints here. I like a good challenge!"

"Like the attitude," Diamondhead complimented.

Once again, the Olga charged forward with its mouth and mandibles opened wide. Diamondhead slammed his right foot into the ground, creating a larger chunk of crystal in front of the trio. The barrier effectively stopped the worm, though a spider-web of cracks spread out across the crystal.

"How're we supposed to beat it?" Happy frantically inquired. "Natsu's fire doesn't hurt it, and youryou're diamonds can't hold it either! It's so strong..."

"Hey! That thing's not the only tough one here!" Natsu responded. "I can take it!"

"No." Diamondhead summoned more giant, sharp crystals to surround them, keeping the Olga Worm at bay. "That hide's too tough. You'll just tire yourself out trying to break through it!"

"What else are we supposed to do!?" Natsu shouted, irritated. "We can't just give up!"

"I didn't say we should give up." The Petrosapien kept his attention on the crystal barriers, ensuring they remained strong. "But we need to think this through. This thing is fire-resistant, super-strong, and super-durable. We can't just beat it into submission, so we're gonna need to restrain it long enough for one of us to go in its mouth and get the plants."

"How do we do that?" Happy questioned.

'Alright, let's think. Diamondhead's crystals aren't enough. Maybe Wildvine?' Diamondhead shook his head. 'No. His vines wouldn't be strong enough either. Hmm... I could use Gravattack to pin the worm down. Or I could go Big-'

Diamondhead paused as another idea entered his mind. He looked back at Natsu and Happy, specifically the latter, grinning impishly on the inside.

'...actually... I think I got a better idea...' Diamondhead returned his attention to the Olga, which was circling the crystal barrier around them while searching for a weak point.

"Okay, I got a plan!"

Natsu and Happy looked at the Petrosapien attentively.

"Natsu, I'm gonna lower the barrier and I'll need you to follow my lead." The Omnitrix wielder commanded.

The Dragon Slayer nodded. "You got it!"

"What about me?" Happy raised his paw.

Diamondhead shot the cat a smirk, causing him to blink dumbly. "I got an important job for you, Happy. In fact, you're the key for this whole plan to succeed."

"Me? What do I do?" the blue cat felt a little nervous and excited from the increased responsibility.

"You'll see. Alright," he turned to his pyromaniac comrade, "ready Natsu?"

"Ready!" he responded eagerly, igniting his fists in fire.

"It's Hero Time!" Diamondhead swiped his arms down, forcing the crystal chunks in front of them to sinkreside into the sand.

The Olga Worm instantly spotted the opening in the barrier and lunged at the trio.

Diamondhead rushed forward with Natsu followingfalling in behind. He extended his arms and shot off a volley of crystalline projectiles, forcing the Olga to stop its charge. The crystal shards shattered against its armored hide but didn't pierce it.

The Petrosapien summoned a crystal ledge in front of him, using it as a springboard to launch himself into the air. While in midair, Diamondhead slapped the Omnitrix dial on his belt. In an emerald flash, he was replaced with a green reptilian-skinned, demonic-humanoid with spiky white hair and a black outfit complimented with green angular lines.

"Beelzebash!" He spread out his ten-foot wings and flew above the Olga.

"The demon form, huh? Nice!" Natsu grinned.

"I don't get it." Happy titled his head in bewilderment. "Ben's demon form uses fire. He knows the worm is fireproof. What's he planning..."

Beelzebash grinned. "If diamond won't hold yah, I'm betting a little Demon Fire will!" A black magical seal appeared in front of him. When it disappeared, his fists were shrouded with onyx flames with an emerald hint on the outside.

The Olga Worm turned its head upward towardsto the Beelzebash, letting out an angry primal screech.

"This oughta keep ya down," Beelzebash thrust his arms forward and giant, black flaming clawed-hands extended out to grab the Olga at the back of the head and midsectionmiddle-section.

The black-flame hands made direct contact and pinned the worm down. Beelzebash gently landed and dug his feet into the ground. The Olga wriggled roughly to get free from the flaming hands, but Beelzebash adjusted his flames'flames density accordingly to keep its body firmly in his grasp.

A wide smile spread across Natsu's face, realizing what Ben was doing. He paused when he spotted the Olga pull its three-pronged tail out of the ground and tried to swing it at Beelzebash. Natsu, however, rushed in and quickly created his own version of giant flaming-hands, albeit his were more draconic in appearance. He stretched out the large fiery hand extensions to grab the tail before it could hit Beelzebash and force it to the ground.

The monster-worm struggled against the flaming hand extensions; its incredible strength neutralized by the dense fire of the demon and Dragon Slayer. Beelzebash and Natsu gritted their teeth hard, exerting their magical and physical mightstrengths simultaneously to keep the beast pinned down.

"Now, I get it! You're using your fire to keep it pinned, knowing it won't hurt the wormit in the process!" Happy flew up to the duo, and then looked between the struggling beast and the duo in bewilderment. "Wait... hold on...who's gonna get the Olga Leaves if you're both out here holding it down?"

"Isn't that obvious?" Beelzebash glanced back. "It's you."

"Eh?" Happy blinked twice. "Uh? Could you repeat that? I must've gotten sand in my ears. I think you said that you want me to go into the worm's mouth..."

"That's exactly what I said! Hurry up!" Beelzebash yelled.

"Are you crazy?!" Happy shouted indignantly. "I can't fly inside that thing!"

"You have to. Natsu and I are kinda busy at the moment; plus, you're small enough to get in-and-out easily." Beelzebash groaned from exertion. "Besides... you're the one with the container-lacrima, remember?"

"HUH!?" Happy's eyes widened. He then reached back into his knapsack and, sure enough, he pulled out the small turquoise ball. "Y-you... you planned this from the start, didn't you?!"

"We can't hold this thing forever!" Beelzebash exclaimed roughly. "We only got one shot!"

"But-"

"Happy!" Natsu shouted, catching the little guy's attention. The pyromaniac shot his partner a confident smirk. "You can do it, little buddy! You pull this off, and I swear after this is over, I'll get ya all the fish you want!"

Happy seemed to calm down a little from his best friend's encouragement. He nervously looked at the worm to see its mouth wide-open as it angrily shrieked. The blue cat gritted his teeth, keeping a firmer hold on the lacrima.

"You both owe me big time for this! AHHHH!" Happy shot forward like a rocket straight towards the worm's mouth, screaming while doing so. As he reached the open portal of teeth, he closed his eyes and cried even louder.

"AAAAHHHH!"

The Olga was so focused on trying to get free that it didn't notice the blue furball which flew directly intoin its mouth.

Beelzebash growled, a vein throbbing on his forehead. "C'monC' mon, Happy... make it fast..."

Happy looked around the confines of the Olga's mouth, trembling in fear. With its mouth openopened, enough light poured in to allow him to see. Jagged teeth were dispersed in spiraling formations formation around the mouth, almost akin to a drill. He cringed from the sharp beastly squealsshrills blasting out of the worm's throat.

Clutching the lacrima to his right side, he reached out with his left paw to grab onto one of the teeth – preventing the worm's roar from forcing him out. Despite the dry heat outside, it was surprisingly humid in the Olga's mouth; even saliva could be seen dripping and pooling in various places. Happy panted hard from his overall anxiety and breathing in the hot, moist air.

'It's just as scary inside as it is on the outside! Gotta find those stupid plants and get outta here!' Happy inwardly cried. 'How the heck can anything grow in here anyway!?'

He looked ahead toward the back of the mouth which lead to the esophagus. There wasn't much light back there, at least from what he could tell at his position. The flying-cat was obviously scared at the idea of venturing in to venture further; however, his friends had trusted him and were depending on him.

With that, Happy took a deep breath to steady himself before flying deeper into the mouth. The worm had temporarily ceased its bellowing shrieks in exchange for arduous groans instead; most likely from the struggle it was putting up against Beelzebash and Natsu. This allowed the cat to press forward without getting blown backward.

The light quality had diminished rapidly upon reached the Olga's throat; beyond was pitch black.

"Aw man! I can't see... wait..." Out of the corner of his eye, Happy spotted something peculiar hanging above the esophagus walls above him.

It was a faint glowing light.

Happy floatedelevated closer to the object and was surprised upon getting a closer look. It was a small shrub-like plant with a black stem and branches. Attached to the branches were eight little leaves that gleamed withilluminated the colors of the rainbow, reminding Happy of Ben's Chromastone form. The plant itself, however, looked like it had seen better days.

"Pretty..." he awed.

'I guess these are the Olga Leaves. There aren't very many though. Wonder why does this plant look sick though...?' He shook his head from his irrelevant musings and stayed on task. 'Whatever. This'll just have to do!'

Happy carefully pluckedpluck a leaf and placed it in the lacrima; strangely, it sunk through the hard casing as if it were sinking in water. He repeated the process with the seven-remaining rainbow-glowing leaves until they were all placed in the container-orb.

"There! I got 'em!" Happy shouted in accomplishment. "Gotta get... WHOA!" Happy was taken off guard by an ear-piercing bellow from the worm's gullet.

Meanwhile, Beelzebash and Natsu were having a tougher time now keeping the Olga Worm down. It had momentarily calmed only for it to gain a second wind-wind and fight back even harder against the flaming-hands pinning it down.

The demon and Dragon Slayer groaned from the strenuous effort, theireffort. Their respective spells taking a toll on their physical strength and magic.

"Is it me... or is this thing not getting any weaker..." Beelzebash spoke through clenched teeth.

"C'monC' mon... this is...a piece of cake..." Natsu grunted, clearly struggling. "This worm... is nothing!"

"You say that...but your arms are quaking..." Beelzebash jeered.

"So are yours!" Natsu retorted.

The Olga Worm let out a loud shriek of defiance against its captors' gripspell. Beelzebash and Natsu eyes widened as the worm started to wriggle loose.

"Oh no..." Beelzebash uttered.

With an amazing boost in strength, fueled by pure survival instincts, the Olga Worm broke free from the flaming hands. The worm swiftly lashed out its bristled tail and smacked both Beelzebash and Natsu away.

The duo slammed into the crystal wall with painful grunts before falling to the ground. Natsu pushed himself up and looked back at the worm in apprehension.

"HAPPY!" he cried out.

"This isn't good..." Beelzebash muttered.

The Olga Worm lifted up its head and gazed at the demon and Dragon Slayer through eyes brimming with ferocity. Its mouth was closed shut while clicking its mandibles together.

Inside the Olga, the shriek caused Happy to smack into the esophagus walls and lose his grip on the orb. The lacrima then fell into the deep pitch black of the worm's gullet.

"OH NO!" Happy cried out, dismayed.

Sudden movements of the worm tossed Happy around in the worm's throat. He nearly fell into the dark tunnel that led to the worm's stomach, butstomach but managed to grab onto the esophagus walls – hanging on for dear life!

"Aw man! This is messed up!" Happy exclaimed. "Worms are supposed to be fish food, and fish is supposed to be cat food! NONE OF THIS IS RIGHT!"

"...fish..." Happy paused as an idea struck him.

He carefully reached back into his knapsack, desperately feeling for the desired item. He smiled widely uponwhen upon feeling it and pulled out the it out. The cooked Winged-Fish from last night.

"Hey, Mister Worm, I hope you like Winged-Fish!" Happy tossed the fish down into the worm's throat.

On the outside, Beelzebash and Natsu returned to their feet and glared at the Olga.

"Bastard!" Natsu yelled angrily. "LET HAPPY GO!"

Beelzebash growled while tightening his fists. "Crap! This is my fault! I gotta-"

Without warning, the Olga Worm became quiet and its pupils dilatedeyes widened, the primal anger leaving them instantly. The worm then opened its mouth and proceeded to make strange hacking-like noises.

"Huh...?" Beelzebash uttered.

"What the heck's it doing?" Natsu wondered.

Green-colored liquid was unexpectedly expelled from the worm's mouth. It sprayed across the sand like a torrent of water from a hydrant.

Beelzebash and Natsu blinked, dumbfounded by the scene.

"It's... throwing up...?" the former questioned, cocking a brow.

"AAAHHH!" Happy screamed as the monster-worm puked him out onto the ground with a splash.

"Happy!" Natsu shouted, relieved to see that his friend was okay. He swiftly ran over to the blue cat and cradled him in his arms, ignoring the disgusting bile on him. "You okay, buddy?!"

"Ugh...aye..." he moaned weakly; his eyes completely white.

Beelzebash let out a deep sigh of relief while rubbing his neck awkwardly. "Man... that was a close one..."

Two more objects were ejected out of the worm's mouth. Ben identified one as the Winged-Fish from last night. Upon spotting the fish, the Olga Worm's eyes widened in fear as it recoiled away from it.

Beelzebash looked between the monster and the Winged-Fish. "Seriously?" he said incredulously.

The fire-user demon walked into the bile (ignoring how gross it was) and picked up the Winged-Fish, holding it up to the Olga Worm. "What? You scared of this?!"

The worm hissed in what seemed like disgust and retreated to the far side of the crystal structure. It coiled its head back and clicked its mandibles in fear.

Beelzebash smirked mischievously. He reached up with his free hand and tapped the Omnitrix dial. In a flash of emerald, he transformed back to Diamondhead.

"Since I'm such a nice guy, I'll give you an out, slimy," He created an opening in the barrier by lowering a section of the crystal wall.

The second the worm noticed the exit, it immediately bolted out and dived into the sand. The vibrations from its burrowing lessened as it retreated into the vast expanse of the Devils Frontier.

The Olga Worm had run away; frightened by the most unlikely of candidates.

In an emerald flash, Ben transformed back to his human form and returned his attention to his teammates. He then spotted something in the bile; it was one of the objects the worm had vomited.

"Glad you're okay, Happy!" Natsu blinked and looked around. "So... where're those herbs you were supposed to get?"

"Huh..." Happy looked around worriedly. "It fell down the worm's throat, so..."

"Found it!" Ben spoke up, picking up the container-lacrima. He cringed at the worm fluid and flung it off his hand in disgust.

"Alright! Nice job, buddy!" Natsu praised. "Yah did it!"

"Aye, sir!" Happy exclaimed proudly. "I wasn't scared even a little."

"Ha-ha-ha!" Ben laughed. "Man... who would've thought thatof a ferocious monster would be scared of a little Winged-Fish? Guess even they can't stomach it."

"Guess it was a good thing you hung onto it, huh, Happy?" Natsu grinned.

BenHe paused and took a short moment to examine the Olga Leaves inside the blue orb. "Wait... is this all there is?"

Happy shrugged and answered, "That's all I could see in there. The weird plant I got those off of looked like it was dying for some reason."

"Huh. Interesting..." Ben looked back at the orb curiously.

"Who cares? Mission accomplished, gang!" Natsu cheered exuberantly.

"Aye, sir!" Happy added, equally enthused.

"Yep. And it's all thanks to you, Happy." Ben smiled. "Nice job!"

"Thanks! I-" Happy paused when a sudden realization struck him. "Ben...?"

"Yeah?"

"…YouI remember you have that form called Big Chill that can phase through things, right?" Happy asked.

"Hmm... yeah. What about it?"

"Correct me if I'm wrong, butwrong but couldn't you have just phased through the worm and gotten the herbs yourself?" the flying cat questioned.

"Hmm..." Ben humming while holding his chin in a contemplative matter. "Yeah... I suppose I could have."

"Then why didn't you do it?!" Happy exclaimed angrily. "DON'T YOU REALIZE HOW TERRIFYING IT WAS IN THERE!? HOW TERRIFIED I WAS?!"

"Wait... didn't you just say you weren't even scared a little?" Natsu remarked.

"Hmph," an impish smirk crossed Ben's expression. "Guess it just slipped my mind..." he shrugged.

"Y-You..." Happy's eyes widened as the puzzle pieces came together. "Y-You knew you could do it the whole time... yet you still made me do it!"

"Consider it payback for fooling me into trying that Winged-Fish last night," Ben stated coolly.

Natsu laughed. "Man... even I could feel how cold that was!"

"WHAAAA!" Happy cried, bawlingballing his eyes out. "It's not funny when the joke's on ME!"

Ben chuckled in amusement, pleased to have evened even the score between him and the blue cat.

"Alright," Ben reached into his jacket pocket for the communication lacrima, "let's contact Vanessa and get-" He stopped when he felt the ground shaking once more. He turned toward the exit he made earlier and could see the Olga Worm jumping in-and-out of the sands, coming back at them fast.

"Are you kidding me?! It's coming back?" Happy cried fearfully.

"Heh," Natsu grinned roguishly, "coming back for seconds, huh? I'll show it who's boss!"

"Wait...something's not right. If it were still hunting us, why didn't it stay underground?" Ben wondered.

"I dunno. Maybe it's just dumb?" Natsu suggested.

The teen hero looked at the worm harder and noticed it wasn't really focused on them. In fact, it seemed like it was... running away?

"I don't think so. Looks like it's trying to get away from something," he noted.

"Like what? What could it be afraid of?" Happy wondered.

As the worm encroached on their position, Natsu ignited his fists while Ben activated the Omnitrix.

Then, the unexpected happened.

As the Olga got within twenty meters of the group, a large creature erupted from the sand beneath it.

Ben, Natsu, and Happy were definitely taken aback.

The new monster was an even bigger worm than the Olga, dwarfing itmaking it look dwarfed in comparison. However, it didn't look like the same species.

It had a wide beak-like mouth – which had the Olga's body between its jaws at the midsection. The smaller worm tried to wriggle away, but it was to no avail. The top of the worm's hide had an orange and purple-stripped pattern while an assortment of grey spikes ran down its back, and the underbelly was grey with thin purple stripes. Four crimson insectoid legs were on each side at the front of the worm. In addition, it possessed four glowing red eyes that overflowed with predatory aggression.

The Olga Worm let out a panicked shriekshrill, caught in the jaws of a bigger predator. The new predator then bit down harder into the Olga, causing its armored hide to easily break! With a sickening crunch, the smaller beast was bitten in half. A mix of green and blue liquid sprayed across the sands as the two body parts fell on either side of the larger beast.

Ben, Natsu, and Happy gasped. That thing broke through the Olga's tough hide like it was nothing. True, if Ben really wanted to break it, he was certain he could've done so. But seeing how Natsu's attacks and Diamondhead's crystals couldn't ding itsthe hide, yet this bigger worm could bite through it easily, stunned him a bit.

The larger predator focused on the front half of the Olga and proceeded to swiftly consume it.

The Fairy Tail trio couldn't turn away from the unnerving scene; stupefied by the sudden event to respond appropriately.

Finally, the Omnitrix wielder cleared his head, and commented, "We're gonna need a bigger hook."

...

A/N: Hey everyone! Hope you enjoyed this chapter. In case you're wondering why I stopped it here, I realized with as much content as I had planned on for this mission, it'd be better to split it into two parts. I even had a poll for it. Sure enough, the majority voted for the two-parter.

Don't worry. We will get to the Oracion Seis arc within the summer. But this two-part mini-arc isn't pointless and has relevance. Just want to make that clear.

I'll point out the Olga Worm's design was heavily inspired by the Twinmold in a Legend of Zelda game.

So, I wanted to briefly discuss the new OC introduced in this chapter, Vanessa Masters, and clearing up any concern you readers may have.

First, Vanessa Masters is not my OC. She was created by a good friend of mine on this site, Vanessa Masters. Yes, he named his Fanfiction surname after her. With the explanation of her magical power and the revelation she can create Dragon Slayer Lacrima, I was worried some would start ranting that she's a Mary Sue or something of that sort.

Well, I want to address that before it blew it up. She is not all-powerful, immortal, or stronger than everybody else in this story. Yes, her magic and crafting skills are impressive. However, she is not unbeatable and has her physical and mental weaknesses. Without giving everything away, her character will be a little more fleshed out in the next chapter and coming future chapters; much like most new characters in a show like Fairy Tail or Black Clover are.

Will she be a main character? Not at first. She'll be a minor-main character who will serve a purpose in future arcs. Later on, she'll have an increased role, but it won't be like the story all of a sudden focus on her. All I can say is give her a chance. I'm sure you'll like what I have planned for her going forward.

Why did you have Vanessa make Laxus's Dragon Lacrima? Well... why not? It was never revealed in Fairy Tail where Ivan procured the lacrima or even explained how they're made in the first place. I looked on the Fairy Tail wiki and found nothing, and I don't remember it ever being revealed where Dragon Lacrima come from in the manga or anime. This was a good opportunity to get creative.

Next couple of chapters...

Chapter 41: A Very Worm Welcome, Part II – Ben, Natsu, and Happy are caught off guard by the sudden appearance of a larger, stronger worm-monster. Will they succeed? Things are about to get really slimy!

Chapter 42: Oracion Seis, Part I – The start of one of the better arcs of Fairy Tail with Ben Tennyson added to the mix. Things should go smoothly, right?

Please leave any critique, comments, or suggestions in the review box below. Flamers will be wiped out from existence by Alien X... unless you're Hal Jordan. Seriously Death Battle? You guys really dropped the ball on that one.

I'll see you fine readers next time!

A/N: Hey everyone! Hope you enjoyed this chapter. In case you're wondering why I stopped it here, I realized with as much content as I had planned on for this mission, it'd be better to split it into two parts. I even had a poll for it. Sure enough, the majority voted for the two-parter.

Don't worry. We will get to the Oracion Seis arc within the summer. But this two-part mini-arc isn't pointless and has relevance. Just want to make that clear.

So, I wanted to briefly discuss the new OC introduced in this chapter, Vanessa Masters, and clearing up any concern you readers may have.

First, Vanessa Masters is not my OC. She was created by a good friend of mine on this site, Vanessa Masters. Yes, he named his Fanfiction surname after her. With the explanation of her magical power and the revelation she can create Dragon Slayer Lacrima, I was worried some would start ranting that she's a Mary Sue or something of that sort.

Well, I want to address that before it blew it up. She is not all-powerful, immortal, or stronger than everybody else in this story. Yes, her magic and crafting skills are impressive. However, she is not unbeatable and has her physical and mental weaknesses. Without giving everything away, her character will be more fleshed out in the next chapter and coming future chapters; much like most new characters in a show like Fairy Tail or Black Clover are.

Will she be a main character? Not at first. She'll be a minor-main character who will serve a purpose in future arcs. Later on, she'll have an increased role, but it won't be like the story all of a sudden focus on her. All I can say is give her a chance. I'm sure you'll like what I have planned for her going forward.

Why did you have Vanessa make Laxus's Dragon Lacrima? Well... why not? It was never revealed in Fairy Tail where Ivan procured the lacrima or even explained how they're made in the first place. I looked on the Fairy Tail wiki and don't remember it ever being revealed where Dragon Lacrima come from. This was a good opportunity to get creative.

Next couple of chapters...

Chapter 41: A Very Worm Welcome, Part II – Ben, Natsu, and Happy are caught off guard by the sudden appearance of a larger, stronger worm-monster. Will they succeed? Things are about to get really slimy!

Chapter 42: Oracion Seis, Part I – The start of one of the better arcs of Fairy Tail with Ben Tennyson added to the mix. Things should go smoothly, right?

Please leave any critique, comments, or suggestions in the review box below. Flamers will be wiped out from existence by Alien X... unless you're Hal Jordan. Seriously Death Battle? You guys really dropped the ball on that one.

Without going into a rant, I'll see you fine readers next time!