Episode 2: Fairy Tail

Soron turned to look at them with a greedy look in his eyes.

"What kind of reward?" Soron asked intrigued. Unlike Ben, Soron didn't save people because it was the right thing to do… well that wasn't the only reason. He has always accepted rewards offered from those who he helped prior to the war against Vilgax.

"Jewels man!" Natsu said as if it was obvious.

"As in sparkly shiny rocks!" Soron said hopeful.

"No…" Natsu said confused as to why Soron said that, "paper money. Have you been living life in a cave or something?"

"Natsu!" Lucy exclaimed again.

"No," Soron said shaking his head, "I'm actually new to… where are we?"

"Just outside of Balsam village," Lucy said confused.

Soron shook his head indicating he still had no idea.

"The Kingdom of Fiore?" Lucy said getting more confused.

Again, Soron shook his head.

"Ishgar?" Lucy said confused still.

Once again, Soron shook his head.

"Earth Land?!" Lucy said extremely confused.

"Nope," Soron said shaking his head, "none of those names ring a bell. Sorry."

Was this guy born yesterday or something?! Lucy thought with a sweat drop.

"So," Soron asked as he pointed at the unconscious giant, "Where do you need to take the brute?"

"To the local authorities, of course," Natsu grinned as he turned around, "follow-"

"Natsu," Lucy sighed, "how do you expect us to carry that giant?"

"Oh," Natsu said as he turned back around realizing she's right, "I dunno."

"Let me handle that," Soron said as he activated his Megatrix. He then selected an alien, and slapped down on the Megatrix. In a golden flash, he was replaced by a red being with four arms.

"Four Arms!" Soron yelled before turning to the charcoaled giant and picked him up. When he turned back around with the giant slung over his right shoulder, he noticed their shocked expressions had returned.

"What?" Four Arms asked before he realized what they were shocked about. He then groaned and massaged his face with one of his two empty hands.

"Let's just get this guy where we need to drop him off," Four Arms suggested, "and then I'll tell you something about me. Deal?"

"You got a deal big guy!" Natsu grinned clearly having recovered from his shock, "Follow me! I'll lead the way!"

That line sounds familiar. I wonder why. Four Arms thought as Natsu led him, Lucy, and the blue cat through the forest back to the Balsam Village. Whoever these guys are, they intrigued Soron a bit. Especially, because he hadn't seen flying blue cats or kids that could shoot fire from their mouths before. Also, the pink haired flame sneezer was surprisingly likable. Same goes for the girl, Lucy. Soron wasn't sure about the flying cat yet though. All he knew was that it was weird… cause of the color and the fact it had wings. The talking aspect? He can understand. After all, he can transform into a few animal-like aliens that can talk. More than a few, actually.

Later, just outside of Balsam Village…

Balsam village was actually pretty big for what Soron would've assumed a village to look like based on how technically advanced this world was compared to back home. There also happened to be a fair amount of people moving about their business inside of the village.

As soon as they reached the city, Soron stopped and dropped the giant onto the ground. Natsu, Lucy, and the blue cat turned to look at him confused.

"The hell you drop him for man?" Natsu asked confused.

Instead of answering immediately, Soron slapped his Megatrix symbol and in a golden flash he returned to his normal form. Soron massaged his temples at how stupid Natsu was being, but he then figured he may as well answered.

"Ever seen a big red four armed guy before today?" Soron asked guessing the answer.

The trio looked at each other for a second before they shook their heads at Soron confirming Soron's guess.

"That's why," Soron said, "If I went in there as Four Arms, I would get attacked out of fear. People fear what they don't understand."

"Understandable," Lucy smiled. She then stretched her arms back to behind her head as she yawned. Soron's eyes immediately zeroed on her bust before he looked away quickly.

"Mind getting the local authorities little buddy?" Natsue asked his blue cat with a grin.

"Aye sir!" the blue cat said cheerfully before he flew off through the town. Soron accurately guessed that the cat was cheerful about ninety or ninety-five percent of the time. That was going to get annoying pretty quick to be honest.

"What is with the cat?" Soron finally asked after a few seconds.

"You mean Happy?" Natsu asked, "he's my best friend. He's stuck by my side for a long time."

"His name couldn't be anymore on the nose, could it?" Soron said with a raised eyebrow.

"Probably not," Lucy agreed as she sat down against the wall of a building.

Another few minutes later…

Soron, Natsu, and Lucy just stood there, in Lucy's case sat, as they waited for Happy to return with the guards. Natsu, being the impatient hothead as always, turned towards Soron with a bored expression. Soron didn't notice it for a few seconds, but eventually he saw Natsu staring at him intensely.

"What?" Soron asked as he looked at the pink haired idiot.

"Time for you to honor the deal," Natsu said grinning, "now tell us something about yourself."

"Very well," Soron sighed, "My name is Soron MacLeod."

Natsu blinked twice at him before he frowned at Soron which, to be honest, annoyed Soron a fair amount.

"What now?" Soron asked narrowing his eyes.

"You were supposed to tell us how you got your take-over forms!" exclaimed Natsu angrily.

"Natsu," Lucy groaned half-asleep, "it's his right not to tell us anything. After all, he doesn't know us well enough to trust us yet."

Before Natsu could reply, Happy returned with a few guards driving a horse and wagon. Good thing too as the giant dark wizard was too heavy to carry much more than an inch. The guards were more than happy to take the villainous giant out of their hands. Fortunately, the client was among the guards. Before the client left them with the giant in the back of the wagon, he handed Natsu a bag of cash. He then saw smoke and paled with his mouth dropped as he realized that there was a forest fire. Lucy quickly apologized to them before she pulled out enough jewels to help with repairing the forest. Unfortunately, that left with with four hundred jewels to put in their pockets. Soron immediately accepted a hundred of the jewels from Lucy so he could inspect the currency. Natsu and Happy were trying to get more than their fair share of the money though which Lucy wasn't having. They chased her around in circles, and when Soron noticed it he quickly grabbed Lucy's arm and spun her around him till he was in front of her.

"Stop being greedy you two," Soron said sternly at Natsu and Happy.

"We're not being greedy!" Natsu defended himself, "we're trying to make sure each of us gets a fair share! Isn't that right, Happy?"

"Aye sir!" Happy replied.

"You're worse than I was when I was 10!" Soron sweat dropped.

"Oh no!" Lucy said realizing something as she looked at the sky.

The three males looked at her in confusion as she began sweating nervously.

"Just spit it out!" Natsu said impatiently.

"If we don't get back soon…" Lucy gulped as she shivered, "Erza will punish us on top of what Makarov has assigned for us!"

Natsu and Happy quickly panicked and shivered as well at the thought of that.

Soron raised an eyebrow in confusion at there evident fear of "Erza" whoever he or she is. However, he did have a soft spot for women. He didn't like seem them afraid, and then decided to help them out with a heavy sigh.

"Where do you need to go," Soron asked as he pocketed his newly acquired money and held up his Magatrix, "and how far away is it?"

"The Fairy Tail Guild hall in Magnolia City," Lucy said nervously still unable to get the image of what Erza will do to them if they're late to their own punishment, "and it's about ten miles away by foot."

"In that case," soron said as he found the perfect form, "I think it's time to go…"

He then slapped his Megatrix and instantly a golden flash of light enveloped him. When it ebbed, he was his transforming robot form.

"Aerobot!" Soron yelled once again shocking the three Fairy Tail members. Their shock enhanced when he transformed into his jet form and opened the ramp.

"Get in," Aerobot said to them jolting them out of their shock, "you did say you needed to get back soon, right?"

Lucy, Natsu, and Happy looked at each other once before rushing up the ramp. Natsu's fear of Erza clearly overtook his fear of vehicles As soon as they had sat down in the seats, Aerobot closed the ramp and hovered into the sky a second before blasted up through the air. As always, Natsu went green and his eyes twirled as his motion sickness took over.

"What's wrong with the hothead?" Aerobot asked from an internal speaker next to Lucy.

"He has extreme motion sickness," Lucy sighed as she stared at the flame-brain, "to be honest. I'm surprised he hurried onto… into… uh…"

"How about," Aerobot suggested knowing why she trailed off, "got onboard."

"Sure," Lucy nodded, "In any case, I guess he was more afraid of Erza than he desired to stay away from vehicles."

"Who is this Erza anyway?" Aerobot asked curious.

"She's only the strongest woman in Fairy Tail," Lucy sighed.

"Why are you three so afraid of her?" Aerobot asked.

"You'll see why soon enough," Lucy groaned.

The rest of the flight was silent as Aerobot focused on flying and Lucy focused on mentally preparing for whatever Makarov had in store for Her, Natsu, and a particular onyx haired ice wizard named Grey Fullbuster. Happy was excluded from the punishment, because he's a cat that doesn't know any better. As soon, as Aerobot found saw the Fairy Tail Guild hall, he aimed towards the ground and changed into another alien form quickly.

"Big Chill!" Soron yelled with Natsu & Lucy held under each arm.

Happy flew next to him. As soon as they landed, Big Chill let go of Lucy who spun around till she fell down due to the dizziness and Natsu immediately recovered from his motion sickness as soon as Big chill let go of him. Big chill then proceeded to slap the Megatrix symbol and reverted back to being Soron. Soron then looked up at the guild hall as he hadn't seen much buildings constructed like it in his life.

The building sat close to the edge of a cliff overlooking a large lake, known as Lake Scilliora. It was fairly tall, though not as tall as Kardia Cathedral, and strongly resembled a pagoda. It had white walls, and a large decorated red door. It also had two red pentagonal windows on either side of it. Above the door was a wooden sign that read "Fairy Tail" in big blue letters, while the sign had gold trim, as well as symmetrical fairy-like silhouettes. Both of which had tails, fittingly enough. On the highest level of the pagoda, there were three flags. The one on the left was green, and had a symbol soron didn't recognize. Same goes for the one on the right, except for the fact that the flag was colored blue. The middle flag was orange and had a white symbol that looked similar to the two gold fairy-like figures on the building's sign. It was then that Soron noticed something. That symbol was also on Natsu's shoulder, in red, and the back of Lucy's right hand, in pink. Must be a guild requirement or something.

Soron was so caught up in the building's design that he didn't notice that Lucy, Natsu, and Happy were making their way inside. Soron thought about following them, but decided against it. He turned around to leave before something wrapped around his right arm and he was yanked in falling down on the floor. With a furious expression, he looked to see who had done that and saw Natsu holding the whip that was on Lucy's left hip.

"The hell was that for?!" Soron exclaimed irritatedly as he freed himself from the whip.

"You were just going to leave without getting a proper thank you!" Natsu replied as Lucy snatched her whip back.

"Maybe I don't want to be thanked by a hothead like you!" Soron said angrily.

"And maybe it doesn't matter what you want!" Natsu said getting worked up.

"Enough!" yelled a commanding voice.

Everyone looked to see the owner of the voice, and saw a short old man. The old man had white hair and a matching white mustache. He wore an orange jacket with light blue cuffs, with a white t-shirt that underneath that bore what Soron guessed was the guild's logo. He also wore orange shorts, curled shoes, and a jester-like hat on his head that only had two of the flappy things. It was stripped blue and orange. In his left hand was a wooden cane, which had a pink smiley face at the top of it. However, the old man appeared to not need it at all.

"What is going on?" the old man asked each and every one of his guild members.

"Natsu yanked a guy in with Lucy's whip," an onyx haired kid with the fairy tail logo on the left side of his chest, in blue. He was also just in his boxers which looked more like shorts.

"Grey," Lucy sighed, "your clothes."

Grey then looked down and panicked as he danced about for a few seconds.

The old man looked at Natsu sternly before he homed his eyes in on Soron.

"So," the old man asked walking up to Soron, "what could make Natsu think it was a good idea to yank you inside the guild hall?"

Soron was used to being in the spotlight as he had led a resistance, but right now… he was nervous. Something about the old guy was dangerous, and Soron's instincts told him that his answer better be good lest he anger the guy.

"I… uh…" Soron said slowly, "He thinks i have to be properly thanked…"

"Why?" the old guy asked.

"He helped us take down a giant take-over wizard," Lucy spoke up, "and he carried the giant to right outside of Balsam Village for us."

"Did he now?" the old guy asked before he grinned and held out his hand, "I'm Makarov, and the master of Fairy Tail."

"Whoa whoa whoa," Soron said backing up, "Why are you guys being so friendly to a complete stranger? For all you know, I could be a spy for crying out loud!"

"Oh," Lucy said getting nervous, "that would explain…"

"Explain what?" Makarov asked looking at her.

"He was saying that he had no idea where he was," Lucy sighed nervously glancing at Soron, "and he said he was new to these parts or something along those lines."

Makarov then looked at Soron with narrowed eyes before his expression became kind again.

"Before my children attack in fear of you being a spy…" Makarov said, "I advise you tell us who you are, where you came from, and why you're here."

Soron looked at the old man, and then everyone else before he sighed and looked down for a few seconds as he made up his mind.

"This is a long story," Soron said looking back up, "I advise everyone to have a seat."

Once everyone had gathered close enough to him in chairs, he began his story. He told them a fair amount of his past starting with when he met Ben Tennyson. He excluded the portion of the war against Vilgax except for the final battle that won the war. He ended with what happened right before he was yanked into the guild hall by Natsu. Everyone looked at him wide-eyed at the fact that he was saying he was from another universe. For a moment nobody spoke as they did their best to process what he was saying. Eventually, a white haired giant of a man spoke up. He wasn't as tall as that villainous guy soron took down that day though… one actual giant was enough for one day in Soron's mind. The man also had a scare on the right side of his face, but was mostly visible near his ear.

"Now that's what I call a real man," the man said with a smile.

"Wow," the white haired woman close to the big guy said, "all that power… and he hasn't gone mad with it? I'm impressed."

"Huh," Natsu said, "I don't get it. How does he turn into those creatures?"

"Do you even have a brain in there matchstick?" Grey asked with his arms crossed now wearing a white button down shirt, black pants, and black shoes.

"What did you say frosty?!" Natsu demanded.

"I called you an idiot flame-brain!" Grey replied as their icy and fiery auras somehow became visible while they glared at each other as they pushed against one another. Makarov closed his eyes as his left arm suddenly grew and crushed them both with his hand. Soron widened his eyes at that and was once again thankful to his instincts.

"Okay," a petite blue haired woman with small breasts wearing glasses said, "can you tell us again how you become those… aliens? I'm asking because I'm pretty sure all of us want to make sure we heard right."

Everyone except for Grey and Natsu nodded their agreement. Grey and Natsu were still unconscious on the ground. With a sigh, soron held up his left wrist and showed them his Megatrix.

"This is called the Megatrix," Soron explained, "It allows me to transform into any sentient alien race in my universe… plus some additions I created. While there's nothing magic about it, I can see why you might think it is."

"Okay," the petite woman said, "how many does it have?"

"Right now," Soron said thoughtfully, "it has about 25 aliens plus 4 custom aliens readily available."

The petite woman's name was Levy McGarden, and she was actually a very smart woman. Everyone widened their eyes because twenty-nine transformations was more than any take over wizard had in known recorded history.

"Readily available?" Levy asked as she had caught on to what he said, "What does that mean? Just how many does that thing have?"

"You're smart," Soron smirked before he said, "I'd say it has over a million aliens' DNA stored in it. I'm fine with what I got now though."

Everyone's jaws dropped further when they heard the full amount he said the watch had. They all had no idea how strong the device was, and they all wanted to know. However, they knew they couldn't force the answer out of Soron. Especially, if Soron turned into one of his transformations.

"So how long have you had that thing?" asked a man with a pipe. This man was named Wakabe.

"Two years," Soron said nonchalantly, "I built it with the help of one of the smartest beings I ever knew."

"What?!" everyone except for Makarov exclaimed. They had no idea that a human could build such a powerful device. Of course, they had no idea that Soron wasn't human and was an alien himself. They all stared with shocked expressions for about several minutes in silence. Soron was starting to get uncomfortable with the nervous silence and everyone staring at him. Fortunately, Grey was the one to break the silence.

"What exactly do these alien things do?" Lucy asked, "After all, you wouldn't have been able to take down a giant take-over wizard with one of them if they were just for aesthetics."

Soron placed his index finger and thumb on his chin with a thoughtful expression. He was like that for a few minutes as he thought of all the things he could do with the aliens.

"Let's see," Soron said finally, "There's regeneration, flight, elemental powers, super-strength, super-speed, and much more. So much, I can't name all of them off-hand."

Lucy widened his eyes at that, because if what Soron was saying was true… that'd mean that Soron was s-class at least. At most, he was equal to Makarov in power.

"Unless you have any more questions," Soron said getting restless, "I'm going to go…"

Soron was interrupted when the front entrance doors slammed open and everyone turned to look at who caused it. When Soron saw who it was, he mistook it for Gwen because of the red hair. However, the image of Gwen faded and in her place was a woman with long red hair. She wore a breastplate with the Fairy Tail symbol on it under an asymmetrical cross , some greaves on each arm with what looks like tiny metal wings at her elbows, a red skirt, and boots. This woman is Erza Scarlet.

Natsu and Grey woke up just in time to see her. As soon as they did, they suddenly began sweating in fear. However, their fear vanished as Erza Scarlet collapsed onto the floor. Sticking out of her back was a hilt which was giving off a dark magical aura.

The entire guild hurried to her in concern, but to their surprise Soron was there first. Soron had just knelt by her when they arrived.

"Whatever happened to her is NOT good," Soron said narrowing his eyes.

"Oh yeah!" Natsu yelled, "and how would you know?! You're not from here!"

Soron ignored him, and pulled out his megatrix. As soon as he selected the alien he wanted, he slapped down on it and a golden flash enveloped him causing everyone to cover their eyes with there hands. When the light ebbed, Soron was replaced by a green looking fellow wearing a black outfit with a red "X" on the chest, and a blue cape. He had red eyes, and was bald.

"Everyone," Soron said without looking at them, "silent your minds and your mouths. I need to concentrate in order to remove this damned blade."

Once he was satisfied that they had done so, he reached for Eza's back.

"It's too risky," Makarov said stopping the emerald alien, "this magical weapon is too acidic for anyone to touch."

"Then I won't touch the weapon," the alien said bluntly before he grabbed Erza and phased them through the floor leaving to fall down.

Everyone was confused as to what the alien had done with Erza. However, unknown to them the alien phased out of the floor behind the group. With another flash of golden light they turned to see Soron back to normal… except for the fact that he was wearing a different attire. This time he wore a dark blue blazer over a lighter blue long sleeve button down shirt, black dress pants, black dress shoes, and a black bow tie on his neck. On his belt was the golden Megatrix symbol.

"Uh…" Natsu said confused, "How's that supposed to be an alien? Looks just like a human."

"This form is my true form," Soron replied with a surprisingly british accent… not that they'd know what one was, "However, for some reason I was given a human body in my birth. Now stand back humans and flying cat. The doctor is in the house… so to speak."

At that, he allowed his right hand to glow with golden regeneration energy much to the shock and awe of everyone conscious in the guild. The energy also happened to look kinda like golden flames. However, when Soron touched Erza the "flames" didn't incinerate her body. In fact, they could clearly see the wound in Erza's back healing and the blood staining her armor vanishing. As soon as he was finished, Soron extinguished the energy and his hand shook a bit before settling down again. The process of saving Erza's life had taken a LOT out of him, and so he was nearing unconsciousness. As he fell unconscious he reverted back to normal and the last thing he saw was the redhead coming to.

As Erza slowly got into a sitting position, she saw a stranger in a black leather jacket with a skull on the front. She vaguely recalled a glimpse of him before she fell unconscious due to the weapon embedded in her back. As that thought went through her mind, she realized that she was no longer weak nor dying. She reached behind herself, and sure enough the weapon was no longer there. She also didn't feel like she was wounded internally, and so decided to check for any wounds with a random wooden spoon she found on the floor. There was no wound.

"How-" Erza began confused.

"It appears we have a new friend," Makarov said as he approached Erza and Soron's prone form, "He helped Natsu and Lucy defeat a giant take-over wizard, and now he has saved your life with two of his many forms."

"He's a take-over wizard," Erza guessed.

"Not exactly," Makarov said, "after I see to it that he is comfortable and not dead, I'll tell you everything he told us about himself. Then you can tell me about what happened to you."

Fortunately for Natsu, Lucy, and Grey they weren't going to be punished for taking an S-class quest without permission. Mainly because today's events had made Mokarov forget all about it. However, he will remember and when he does he'll punish them in a way never been done before.

Q/A:

Rexfan1333 asked in a review "Why kill off Ben and replace him with a OC?"

Here's my response Rexfan1333. I wanted to use my custom aliens and i couldn't do that with ben. also, people might complain since one of my characters is going to be in a relationship with Erza at some point. Ultimate10 is using the Ben/Erza pairing so if i went with Ben i'd have to pair him with someone else. Don't know who else would be a good fit.

A/N:

i apologize about the chapter's length. i wanted to make it as long as the prior one. however, i honestly couldn't think of what else could be done for the chapter/episode. also, i didn't want to do the Galuna Island arc cause it's not one of my favorites tbh. in any case, expect a canon episode to be for next chapter. it'll be done similarly to one of Ultimate10's chapters in Ultimate Fairy, but i'll do my best to make it different from his.