Chaos.

The members of Fairy Tail had only a moment to prepare before the dark shades attacked. Lucy, Natsu, Erza and Gray were unlucky enough to be caught outside the barrier surrounding the guild, which was flickering back to life as Mira and a few others poured their energy into it.

The actual guild building was in the isolated warehouse district of Magnolia, far away from the prying eyes of the city, with portal access doors spread throughout the city. Somehow, Jose had found the true location of Fairy Tail and was now ready to attack.

The canal leading to the harbor snaked around the city, circling down to the eastern side of the guild and out towards the horizon. Across from the canal, near the edge of the crumbling warehouses, was Phantom Lord's castle, the enormous canon's muzzle now pointed directly at the remainder of the crumbling guild.

"Natsu, Gray, Elfman! We need to disable that canon!" Erza shouted as she dashed through the air, destroying enemies with every sweep of her mighty sword. Natsu glanced over at Lucy, clearly not wanting to leave her when Phantom Lord was still planning on taking her by force. She pushed the fire Drakon towards the fighting and forced herself to smile.

"Go. The guild needs you. I'll be fine," She said, hoping he couldn't sense her true intentions. While she hoped he would be victorious in destroying the canon, she knew there was a chance they would fail, and Jose would succeed in taking her captive. A small part of her insisted that she run right up underneath the castle and demand Jose stop his attack, but rationally she knew he would never let Fairy Tail survive no matter what she did.

Natsu hesitated, glancing between the castle, where Erza and the others were charging, and her. Lucy pursed her lips, then pulled the drakon towards her and embraced him. She wrapped her arms around him and nuzzled into the crook of his neck with a sad smile.

"Go. I'll be fine," she murmured against his skin. Natsu returned her embrace, nosing her hair for a moment before turning and running into the fray. Lucy's hand caught on his pants pocket, and she blinked away, tears pooling in her eyes.

"I know you'll keep them safe," She muttered to herself, her fingers brushing against her beltloop, searching for the familiar warmth of her keys.

-ooooo-

Natsu quickly caught up to Erza and the others along the river's edge. A disembodied voice echoed through the air again and said, "Charging Jupiter canon, twelve minutes until activation."

The dark energy swirling around the barrel of the canon intensified, and a horde of Phantom Lord creatures and mages poured from the legs of the fortress and came barreling towards Fairy Tail along with another wave of Jose's malicious Shades.

"I'm all fired up!" Natsu howled, spinning and roaring a great wall of flames from his gaping maw, incinerating the Shades near him in a flash. As he was turning, he saw a glimpse of gold in his peripheral vision. Lucy. An intense desire to protect her rose from within him and he let out a great, rumbling roar from his throat, his whole body encased in flames.

Natsu had been bubbling with red hot energy ever since he failed to get to protect Lucy from being kidnapped by Phantom Lord's goons. Seeing the horror and fear on her face after rescuing her from the dark tower only served to intensify his rage. Witnessing the fall of Gramps, the greatest and most powerful mage he'd ever met, served to fan the raging inferno within him. He could barely control his magic in the minutes before the attack on the guild. His dragon fire itched to wreak destruction and havoc on his enemies, the ones that made Lucy cry.

The memory of Lucy walking out of the shattered guild doors and climbing over the debris to surrender herself to Phantom Lord still haunted him. She looked so small and vulnerable, walking all alone in utter defeat. While Natsu wasn't the most emotionally mature in the guild- he never was good at understanding human emotions- he knew that Lucy believed Fairy Tail would abandon her and send her off to be tortured by that bastard Jose. Ever since she'd leapt from that tower, a darkness haunted her normally sparkling brown eyes, and Natsu never wanted to see her light snuffed out ever again.

Fueled by anger and the desire to keep his family safe, Natsu grappled with the Shades, easily destroying them with the heat of his draconic fire. He soon caught up to Erza and the others, who had paused by the river's edge.

"Natsu, Gray, Elfman, I'm counting on you to go and destroy that canon. Look for a central power console, or destroy the power source," The Valkyrie instructed. Gray, who had already stripped off his shirt, unbuttoned his pants and pounded his fists together, sending a spiraled volley of ice lances out at the surrounding Shades.

"What are you gonna do?" Gray asked, unzipping his pants and pulling one leg out.

"Gray, your clothes," Erza deadpanned, sending the icicle scrambling to pull his pants back up and look around for his shirt, before saying, "I'm staying here on the front lines. I'll take care of the first round of enemies and be here in case you don't succeed and the canon fires."

"Well sucks for you, Titania, you don't get to be the martyr today. We'll destroy that canon," Natsu huffed. Elfman grunted his agreement before shouting about Erza's manliness. The scarlet haired woman just smiled and shook her head before leaping into the air to attack the Shades flying above them.

"Hey, flame-brain, I bet I'll be the one to destroy the power source," Gray said, a challenge glinting in his dark, slanted, eyes.

"Oh yea? You're on, ice-princess. I'll burn you to ash," Natsu said, summoning his flames to his fists and running off to the castle with a cackle.

Once he was in the thick of the horde, Natsu lost track of Elfman and Gray, save for the occasional beastly roar and surge of cold bursting from within the battle. Soon he lost track of how many Shades he'd destroyed. They just kept coming and coming. For each one he destroyed, three more seemed to take its place.

Eventually, he reached one of the legs of the walking castle, and he quickly shimmied up the metal and punched his way through the metal and stone to breach the fortress.

"Ha! Take that, Gray!" He cheered, twirling and sending a great roar of fire down the hall he'd entered. What few Phantom Lord mages attacked him were soon tossed out of the fortress or knocked out cold by his fists.

"Natsu, it's Warren. I'm coordinating the communications. Have you found the power source yet?" Warren's voice echoed inside his mind. Wincing, Natsu answered, saying he was in the castle and searching now. He hated telepathy. It always gave him a headache. He grabbed the closest smoldering body from the floor, shaking the mage and demanding to know where the Jupiter canon power source was.

"Tch, useless son of a bitch," He cursed, tossing the unconscious form to the side like a ragdoll. He screamed his way through the labyrinthine halls of the fortress until he eventually found an important looking steel door near the corner of the building. He easily melted the metal and crawled into the room, smiling when he saw a control panel with blinking lights and switches and buttons. With a victorious whoop, he quickly destroyed the panel with a fiery kick, then burst through the window leading to a larger antechamber above the destroyed control panel. Within the large, white room was a gigantic, glowing lacrima crystal.

"Fuck," He muttered. It would take a while to destroy such a large lacrima, but Natsu wasn't one for giving up. He sucked in a deep breath of air, and reached for the burning fire within him and roared, "Fire Dragon's Roar!"

A great spiral of magical flame burst from his mouth and encased the lacrima crystal and destroying the surrounding machinery. When his flames died down, Natsu's smile turned to a frown. The crystal had only cracked, not shattered like he'd hoped. With another string of curses, the drakon started attacking the crystal, punching and kicking at the cracks until finally, after what seemed like forever, the crystal shattered. Panting, he wiped the sweat from his brow and sighed.

"Haha! Hey, Warren, I destroyed the lacrima! The canon should be good and dead now," He said. His smile soon faded when he heard the distant voice announce, "Charging Jupiter canon, Five minutes until activation."

"Natsu! There's four lacrima crystals in each corner of the castle! Gray told me he defeated the Water Woman and turned her to our side. She helped him destroy one of them, and you destroyed the second so that's good. I haven't heard from Elfman yet, so there's still two more crystals! Hurry up, I don't know how much longer we can hold out here," Warren said quickly. Scowling, Natsu climbed back out of the chamber and back into the hallway.

"Fuck, I can't believe that stupid icicle beat me," He muttered, taking his frustrations out at the nearest wall, creating another hole in the fortress. If Warren was right and there were four crystals in four corners of the castle, the simplest way to get to the next one was a straight line. That icy bastard probably found one of the lacrima's right away and didn't get lost like he did, the asshole.

"Wait! He cheated! He had help. Man, when I see that bastard again I'm gonna beat him up," Natsu screamed. For some reason, what Warren said about a water woman really irked him, but he couldn't remember why.

"Fuck this stupid castle, I wanna get Gramps magic back," He growled. He cracked his knuckles, then turned to face the wall directly across from the room with the lacrima. With a roar of fury, he smashed his way through the wall, emerging into another hallway. He ran in a straight line, destroying every obstacle in his path. He was bound to find one of the lacrima's eventually, right?

-ooooo-

The moment Natsu disappeared from her side, Lucy suddenly wished she'd kept her keys. While it was a necessary precaution, in case Jose managed to get his grubby hands on her, she missed the familiar weight on her hip. Now she was powerless against the army of Shades rushing towards her and the rest of the guild. She reached down to test the levels of her magic, and was surprised to see that they were already fully replenished. She felt a kernel of warmth bloom in her chest and spread through her body. Lucy had an idea of where that little smidge of magical energy had come from, and decided to have a stern conversation with a pink haired drakon after all this nonsense was dealt with.

Thinking of Natsu gave her an idea. Just because she couldn't summon her spirits didn't mean she didn't have magic. Levy mentioned that demi-fae had heightened strength and some manipulation of their magic in the physical world, like how Levy could use her Solid-Script spells to create things. Lucy closed her eyes and clenched her fists, then cast her mind down into the well of power inside her. She pulled the magic energy from its ball inside of her and channeled it into her fist. She needed a weapon, so she asked her magic to make one for her. The image of Erza summoning a sword from seemingly nowhere flashed in her mind, and Lucy felt her arm tingle as her magic flowed down to her right hand.

Please, I can't be defenseless. How am I supposed to protect anyone if I can't even fight on my own? She asked herself. Her magic seemed to purr in response, and the tingling of her arm disappeared and something heavy and metallic formed in her hand. She opened her eyes and smiled at the object in her hand.

She held the hilt of a golden short sword composed of light itself. She could hear a faint hum emanating from the blade. The pommel was a clear stone in the shape of a seven-pointed star, and the grip was perfectly formed to her hand. The sword was the perfect weight, not to heavy or too light. The cross guard curved elegantly upwards. The blade itself was composed of brilliant golden starlight and shimmering sparks hovered around the blade. The dark Shades flying towards her stopped and let out a high-pitched screech when the light of her weapon struck them. Smiling, Lucy tightened her grip on the sword and experimentally swung it around.

She had no idea how to use a sword, but it seemed simple. Just stab and slash. What could go wrong?

Her plan worked for a few minutes, until the exhaustion of using her magic as a weapon in the physical world started to take its toll. Thankfully, whatever kind of magic the blade was composed of was extremely effective against the Shades. The moment her blade touched them, they screamed and dissolved away into nothingness.

"…five minutes until activation." Echoed the voice. Scowling, Lucy retreated to the guild to fight alongside her fellow mages. A swarm of cards flew past her head and slammed into the Shades surrounding the blonde, exploding with a flash of brilliant light and incinerating the Shade's they touched.

"Lucy!" Cana called, reaching out and grabbing her by the arm and dragging her back into the guild building.

"Woah, wicked sword," She commented. Lucy smiled tiredly at the card user. The fortune teller's gaze focused past her head and with a frown, she pushed Lucy down towards the ground and yelled, "Card Magic: Starlight!" and summoned another wave of cards crashing into the wall of Shades creeping up on the doorway.

"Lucy!" Mira's voice called. Lucy turned and saw the barmaid standing with the other guild members, Bisca and Alzack firing their rifles at her side, destroying a Shade with each bullet.

"What were you thinking, running out to surrender like that?" Mira yelled, pulling the blonde in for a tight hug. As soon as she touched Lucy's skin, Mira recoiled with a hiss of pain.

"Mira, what's wrong?" Lucy asked. Mira only glanced down at the glowing blade and at the webbing of light spreading from her right hand and encasing the rest of her body.

"Your Celestial magic and my demonic magic don't mix," She explained with a light laugh. Lucy raised a brow and glanced down at the light encasing her.

"Is that what this is?" She asked quietly. It made sense. Since she summoned spirits from the Celestial realm, she must be using Celestial magic. She made a mental note to ask Levy for books on the types of Celestial magic when all of this was over. With a jolt, Lucy realized that she planned on getting through this fight alive and with Fairy Tail. Before, when Jose demanded her and threatened the guild with the Jupiter canon, she'd lost all hope of maintaining her freedom. She'd never had a family that was willing to risk their lives for hers, and when Erza and the others came forward to fight for her Lucy had felt a wave of indescribable emotion wash over her.

She was a mage of Fairy Tail. She had a family that would always fight by her side, and she vowed to always fight alongside theirs. Her magic hummed in response, and the sword glowed brighter with her emotions.

Lucy stumbled, feeling the drain as her energy was pulled into maintaining the physical manifestation of her magic power. She shook off the exhaustion and turned back to the horde of Shades swarming against the crumbling wards of the guild.

"Charging Jupiter canon, three minutes until activation."

"Well, we're fucked," Cana said with a sigh. Lucy bit back a smile and tried not to laugh. They really were fucked. Soon, the laughter escaped and she was shaking from the force of it. Mira and Cana joined in, and eventually the entire guild was laughing at their situation.

"Let's go out with a bang," Cana said with a flirty wink. Lucy felt her face flush at the insinuation and she adjusted her grip on the hilt of her short sword. Kinana and Porlyusica worked together on placing a quick protective barrier around the infirmary to protect those inside from any attacks, but it wouldn't survive for more than a couple of hours, let alone a shot from the Jupiter canon.

"Who knows, maybe they'll destroy the canon at the last minute and we'll all be saved," Lucy said, drawing another laugh from the card mage.

"Those three? When have they ever gotten anything done on time," Cana laughed. Lucy found herself agreeing, despite only knowing them for a few weeks. She glanced nervously at the cracking and crumbling wards and bit her lip. She took a deep breath then lifted her starlight sword- she really needed to think of a name for the weapon.

"Like Cana said, out with a bang," She said, her voice echoing in the silent air. The calm before the storm was coming to an end, and soon those in the guild would have no choice but to charge forth into the fray. Bisca and Alzack shared a warm look and joined Lucy on the front line directly behind the barrier between them and the Shades.

"I never thought I'd have to use this form again," Mira whispered. Bright light encased the barmaid and her body transformed. Great bat-like wings extended from her shoulders and a deadly tail protruded from her lower back. Her hands morphed into sharp talons and her hair stood up on end in a drastic up-do. Lucy clamped her mouth shut after a moment, too surprised to say anything. Who knew that the innocent looking Mirajane was an actual demon.

"Alright, everyone! I know the situation is dire, but we are mages of Fairy Tail! We do not ever give in, and we will prevail no matter the situation!" Mira shouted, drawing cheers from the crowd of previously disheartened mages. Her new demonic appearance seemed to fill their spirits.

"Mira is actually one of the most powerful creatures in the guild," Cana whispered in Lucy's ear as explanation. Lucy tried to keep the shock on her face, but knew she failed when Mira gave her a shy smile.

"Jupiter canon activation in 90 seconds."

"Let's go!" Cana shouted, sending forth a volley of glowing cards that soared through the barrier and destroyed the chunk of Shades hovering at the edge. The moment the cards exploded, taking the Shades with them, the wards flashed, then crumbled under the attacks from the enemy.

The moment the walls came down, both sides charged forward as volleys of magical attacks flew overhead. Lucy pushed her tired limbs to lift the short sword and charge alongside her comrades. Luckily for them, the few actual members of Phantom Lord that had come rushing to attack them soon fled at the sight of the near-complete symbol indicating how soon the canon would fire. They didn't want to get caught in the blast and give their lives for their guild.

"Jupiter canon activation in 45 seconds."

Lucy lost track of where she was or who she was with inside the swarm. She could vaguely hear Mira roaring as she destroyed the enemy, and the explosions of Cana's starlight cards over the clash of her sword against the Shades. Soon she reached the river bed, where Erza hovered, destroying more Shades than Lucy could count with each sweep of her mighty sword.

"Erza! Any word from the others?" Lucy called, growling at a Shade that came up behind her. She spun on her heel and slashed the Shade into nothingness.

Erza looked at Lucy's shining blade with a raised brow and a glint of envy in her eyes. Erza slowly joined Lucy and the others that had made it to the river; Mira, Cana, Alzack and Bisca, and Warren, to name a few.

"I haven't heard back from them yet, but a few minutes ago they said they only had one lacrima left to destroy," Warren said with a shaky voice.

"Jupiter canon activation in 15 seconds."

Erza scowled, and reequipped into a new armor. She was now clad head to toe in thick plated silver armor, and held two halves of one massive, spiked shield on each arm. She moved directly in the path of where the canon would fire, and told everyone to get behind her.

"Erza, no! Not even you can stop it!" Mira shouted, her demonic form dissolving away until the normal, human looking woman was revealed.

"I don't have a choice! Listen to me, and get behind me!" The Valkyrie bellowed. In that moment, Lucy understood why the Vikings revered the Valkyries on the battlefield. Erza's voice left no room for argument or disobedience.

"Beginning countdown: Ten, nine," The feminine voice echoed. The sigil around the end of the barrel of the muzzle disappeared, and a menacing purple glow emanated from within. Lucy felt hot tears well up in her eyes. She was worried about Natsu and the others. Who knew what kind of trouble they faced inside that cursed fortress. Erza stalked forwards into the river until she was knee deep and she slammed the shield into the ground and planted herself directly in front of the canon.

"You will not harm my comrades!" She yelled. A blinding light radiated from the canon, and a pulsing wind shook the trees and sent a few of the abandoned warehouses crumbling to dust. Lucy felt herself being pushed back from the force and she thrust her blade into the earth to stop her movement. The power of the canon still had her struggling to maintain her position, the blade of her sword dragging through the earth. She gripped the hilt with both hands and tried to scream for Erza to step out of the direct path of the canon.

"Six, five…"

Her tears fell freely as she stared at Erza's silhouette in the distance. She felt her throat go hoarse from screams, but couldn't hear the sound at the great roar of the canon.

"…one, now firing Jupiter canon."

All at once, the pressure dropped, causing Lucy's ears to pop, and the waves of energy pulsing from the canon disappeared, sending Lucy toppling onto the ground, her sword slipping from her grasp. There was a blinding light and a resounding boom that sent her ears ringing, and Lucy watched as a brilliant purple ray of energy shot out of the canon, colliding directly with Erza's shield. She had to cover her eyes from the brilliant flash as the armor clashed with the magical bolt, a high-pitched ringing piercing the air. Lucy went flying back towards the crumbled remains of the guild, dirt and grass tangling in her hair. She reached out and dug her fingers into the cold earth, desperate to find a handhold.

The Valkyrie was pushed back, her feet digging into the soil, and the water from the river underneath the path of the canons fire vaporizing from the heat. Lucy knew she was screaming, but couldn't hear her own voice over the sound of the canon blast colliding with Erza's armor. The bolt of energy continued to press against the adamantine shield, and Lucy saw chunks of the magically charmed metal start to tear away. Lucy gazed on in horror as the shield cracked and crumbled, until it dissolved away entirely and Erza was struck by the Jupiter canon's blast. The thick plated armor she wore shattered just like her shield, but took the brunt of the attack until there was nothing left to harm the guild.

Silence fell. Erza was lying prone on the hard ground with the shards of her strongest armor scattered around her, left only in a sports bra and exercise shorts, her body bruised and bloody. Her arms were twisted around unnaturally, obviously broken in multiple places. Lucy quickly stumbled to her feet, only to have her knees give out and crash against the ground again. She crawled over to Erza's body on her hands and knees, ignoring her sword that was still sticking out of the ground.

"Erza, oh no, no," She wailed, biting back her sobs. Lucy was too afraid to touch her fallen friend for fear of causing more damage. Hands shaking with rage, she glared up at the dark fortress in the distance. Snarling, she tried to get up and shake off the shock.

Walking unsteadily, she grabbed her sword, smiling when the metallic blade started to hum in response to her touch and sparks of silver and golden light sprouted along the blade. At this point, Lucy didn't care about how her magic reserves were running dangerously low, or that she was about to storm towards Phantom Lord despite the certainty that she would be captured and probably tortured for resisting them. She was completely motivated by the rage of seeing her close friend, the strongest person she knew, completely defeated and only thought of getting revenge.

Luckily for her, Mira and the others were too busy dealing with the aftermath of the explosion to notice her stagger away. Most were stumbling over to Erza's unconscious body, or back towards the guild to check on those still inside. Jose's Shades had vanished when the canon fired, and all the Phantom Lord members had disappeared back into their fortress like cockroaches.

Lucy started to walk to the distant castle, determined to get to Jose and give him a taste of her Celestial weapon. Somehow, she made it over to a pile of fallen stone, where an old and crumbling building once stood. She leaned against one of the boulders, cursing herself for her weakness. She had to become stronger if she wanted to protect her friends.

"Come on, Lucy, you've got work to do. It's time to give Jose a piece of your mind," She muttered, pushing off the stone and tightening her grip on the hilt of her sword.

"Gihi, I think the Master just wants your magic, girly," A dark voice growled. Twirling around, Lucy found herself face to face with a towering figure with long, messy black hair. His red eyes gleamed in the light, and his sneer showed off his sharp fangs. He had piercings all over his body and face. Lucy wildly swung her sword, only to have the man grab the blade with a scaled hand. The metal scratched against his skin, and Lucy scrunched her brow in confusion.

"Oh, this won't work against me, it ain't strong enough to get through my iron scales," The man laughed, wrenching the short sword from her grip and tossing it to the side. "You really shouldn't have wandered off alone."

Panicked, she backed away and turned to run, only to feel a hard rod strike the back of her head. As she fell, she heard the man's maniacal laughter. Her head struck a stone jutting out of the ground, and all was black.

-000-

I'm back! I hope y'all enjoyed this chapter, and as always please leave a review! I hope you don't hate me too much, leaving you with such a cliffhanger again ;)