a/n: Thank you for all your positive/dramatic ;) feedback last chapter! It really made me super happy. I hope you enjoy this final chapter before part two! It's mostly just explaining stuffJ

I just wanted to thank Epicocity, who without I fear this story would have failed epically.

I will post an author's note on here telling when the next chapter will be up. :)

"Natsu! Natsu c'mon, we're here to take you back to headquarters!" the white haired girl gestured frantically at them from the doorway, but all of them were too stunned, their minds too overwhelmed to move, let alone run. Erza looked down at her feet, and something inside her snapped at the sight of Gray's closed eyes, his slumped form.

She fell to her knees again, her eyes, no eye, trained on his face. She didn't know what happened to her magical eye, but it was like she was a child again, half-blind and lonely.

She didn't know how to deal with the choking grief rising up in her chest; it was like nothing she'd ever felt before. With shaky fingers, she reached out to press her finger at where the pulse should be in his neck.

There was nothing.

"I'm not leaving without him," she said, her voice clogged with tears. "We can't just leave him here."

"We don't have time," Lisanna said crossly, and Erza barely registered how unlike herself this was of the other girl. Usually she was the caring, forgiving one.

She didn't even have time to process her memories, the new ones from the last three years. Her hands began to shake harder as she pressed her fingers to her lips—she had kissed Gray.

And she had liked it.

Somehow that was her breaking point, her face moved to bury itself into his inky locks, shaking uncontrollably. This wasn't happening. Soon she'd wake up, and find that this was all a terrible dream, that she really was a troubled girl in a troubled place, and that magic didn't exist but most importantly she had Gray in that world. Someone to lean on. Somebody she could always, always, trust.

"Natsu please," she heard Lisanna beg, and a warm hand pressed onto her shoulder.

"Erza," said a soft voice. Lucy. "We have to go," she continued, and tugged at the scarlet haired girl.

"I'm not leaving him," Erza pressed on, shaking her head firmly.

"Erza we need to go," the gentleness in Natsu's voice didn't belong to him, but the way his rough arms wrapped around her waist and hoisted her over his shoulder was all him.

"LET ME GO!" she screamed, beating his shoulder with her fists. "WE CAN'T JUST LEAVE HIM HERE—WE CAN'T LEAVE HIM ALONE!" She was sobbing, shaking, trying to wrench free of his grasp. But Natsu held on tight.

...

"They're retreating," Mirajane said in amazement, wiping the sweat and grime off her face. Laxus nodded, his eyes fixed on the horizon. Lisanna had set up a recuse mission for the others, and had told him to sit put until her signal. They would have to abandon the school, she had said, the ones who knew the truth behind the world.

"But what the absolute hell Laxus?!" Mirajane demanded next, her blue eyes angry. "Did you expect this to happen?"

"Why would you think that?" he asked. Mira had found him unconscious in the forest, and now they stood on the border of the trees, looking at the school.

"The self defense classes?" Mira said angrily, "Is this what they were for?"

"Mirajane," he said slowly, "You don't understand anything."

"No, I don't," she bit out. "So maybe you could start explaining some things to me."

A bright burst of red sparks flew out from some far off point beyond the school, only visible to his dragon-slayer eyes. He looked down at Mirajane, at the angry set of her mouth, the way her white hair curled at the temples and knew he couldn't leave her behind. No matter what Lisanna said. Surely there was some way to make her remember.

Lisanna and Sting had always thought something like this might happen. Even with their true memories wiped, Fairy Tail was a magnet for trouble. They knew it was only a matter of time before what had taken them out would come back for them. Still, the ones who still didn't remember should be okay now, since the people who had memories would be leaving. That was their plan for something like this.

Still, the troops the Duchess had… they were all foes he knew Fairy Tail had faced in the past, and they were all hard to beat when they had magical power. Now he shuddered to think what would happen if they didn't retreat.

"I can't," he said, and her face only grew angrier. "But I can show you," and then he shocked her in the head, causing her to lose consciousness and slump to the ground. He had perfected that technique ages ago, a shock that knocked you unconscious but didn't provide any real damage. He picked up Mira's body, and headed towards headquarters.

...

Headquarters was apparently a gigantic cave. Not only was it a literal hole in the ground, but also they had to hike miles to get there, Erza slumped against Natsu's back like all of the life had drained out of her. Their one attempt to set her down had resulted in the redhead desperately trying to run back the way they came, and it had Lucy wondering how she really felt about Gray.

Gray. The name brought a pang of sadness to her chest as hot and bitter as strong coffee. Lucy had known him for years now, he was one of her closest friends, and he couldn't just be gone.

Needless to say, it made their journey rather silent. She kept thinking someone would say something, ask Lisanna a question about where they were going or what was really going on, but nobody spoke. If they had as many questions circling through their brains as Lucy did, they weren't sharing. So instead, to distract herself from the loss of Gray and her aching feet, Lucy observed Lisanna as she led them through the mountains.

The petite white haired girl seemed harder somehow, as if she'd seen and done a million things. Her white hair was pulled back into a tiny ponytail at the base of her neck, and her blue eyes scanned the area around her calculatingly. If she had any sadness about their fallen comrade, she didn't show it. This was not the Lisanna any of them knew, this was someone else. Someone new.

She had navigated them through the enemy base smoothly and efficiently, as if she carried out rescue missions everyday. Lucy didn't know how they got to the building where Gray died so fast, but somehow they were at least a hundred miles away from the school, in a giant concrete building with it's back resting against giant snowcapped mountains. She used to take missions with Natsu in those mountains.

At the mention of Natsu's name in her thoughts, her head flicked towards the boy, a blush tinting her cheeks. They had done quite a few things over the last three years, and she wondered how he felt about them now.

She gently chastised herself for thinking about such petty things when Gray was dead. A breath rasped it's way out of her chest, tears collecting in her eyes. Surely the ice mage wasn't really dead. He had to come back, if only for Erza or Juvia's sake.

"We're here," Lisanna said, her head flitting back to observe them all coolly. Lucy stared. They were standing in the mouth of a black hole that literally carved into the mountain—headquarters couldn't seriously be in there, could it?

"Are we going in there?" Wendy asked shyly, her voice raspy. Lucy stole a glance at the blue haired girl, who wasn't really a girl anymore. Wendy hadn't provided any explanation for her sudden appearance change, and no one had asked her for one.

"It's headquarters," Lisanna said, and marched into the darkness.

…

Mirajane woke up in a strange room, wearing strange clothes, and feeling like she had a hangover. She rubbed at her pounding head, trying to observe her surroundings.

She was in a circular room, the walls hewn from rough black rock. There were no windows or any real furniture, just a bed and a tiny stand with a pitcher on it. Taking a deep breath, she attempted to stand. The outfit she was wearing was a sort of baggy black jumpsuit, like the sort of thing a soldier would wear.

"You're awake," said a deep male voice from the doorway, and Mirajane whirled around, blue eyes narrowing. Laxus stood in the doorway, looking for once, slightly unsure of himself.

"Where the hell did you take me?" she demanded hotly.

"You're safe," he explained, "Listen, I couldn't just leave you back at the school, you weren't safe there—"

"Oh yeah, the attack you somehow knew about," Mirajane snapped, "and then were conveniently unconscious for most of it."

"I didn't know it was going to happen at that moment."

"But thought it would eventually happen?" she asked, crossing her arms over her chest.

"Yes."

"That's the same thing," she said, stepping forward and jabbing him in the chest with a finger, "Now why did you take me away from my brother."

"Because—" he broke off, looking extremely sheepish, "We couldn't do this without your powers," he said, going bright red. She could tell he was lying, but decided to not interrogate him about why he so obviously hiding the real truth from her.

"What powers?"

"I know you don't remember," Laxus whispered, stepping closer to her, his breath tickling her face. "But I know you can feel it."

"Feel what?" she demanded, all of her sweet demeanor gone. Laxus smirked, and the scar on his face twisted with the expression.

"The devil inside you."

…

Erza didn't pay attention to the people they were passing, or her surroundings as Lisanna led them through a complicated maze of tunnels. She simply closed her eyes, and felt Natsu breathe as he continued to carry her. He knew now that she couldn't escape, but now she was grateful for his support. She now felt if she was on her own two feet that she would collapse.

"Here we are," she heard Lisanna declare, and then Natsu set her down in a chair. She finally opened her eyes.

She was in a room, hewn from black rock that contained a long brown table with chairs assembled around it. The others took their seats, and three other people entered the room.

She recognized Laxus, Mirajane, and Sting. Their names cycled through her mind, but she made no move to indicate that their presence meant anything to her. She felt numb, why shouldn't they be here? She didn't know anything.

"I'm sure you have lots of questions," Lisanna settled back in her chair, "and—Mirajane?" the younger girl sounded surprised at the sight of her older sister.

"Indeed it's me," Mirajane said coldly, "Laxus has explained things to me." She didn't offer any other explanation to her sudden memory recover, but instead sat down next to Erza, her blue eyes guarded.

"Yes, I have questions," Lucy said, her voice loud and eager, as if she'd been holding in these questions for a while. "Why are we here?"

"You are here because years ago," Lisanna began to explain, "a very powerful woman called the Duchess cast a spell across the land, a very complicated and difficult memory spell that made everyone believe that magic didn't exist, except for a select few."

"Why can these 'select few' remember?" Lucy asked.

"We're not quite certain on that," Sting answered for her, and Erza's eyes slid to his face. He was tanner, leaner, and had a new scar curving into eyebrow. "But we think it's a special sort of genetic thing, something either you have or you don't. More people have it then we thought—but most of the general population seems to be easily pulled over by this kind of spell."

"Anyways," Lisanna went on, "I was out on a job when said spell was released. I had no idea, and went back to the guildhall, only to find it empty, the evidences of a fight everywhere. I searched for months before I found most of you holed up in a school, and then Sting and I met up, and we started an undercover thing, a mission to get you all to remember." There were holes in Lisanna's story, and Erza could see Mirajane's blue eyes flicker.

"What aren't you telling us Lisanna?" she asked, all sweetness abandoned in her tone. Erza had never heard her talk to her little sister like that before, but Mirajane seemed on edge, and she was looking at Lisanna like she had never seen her before.

"That's classified," Lisanna said smoothly, "besides, it's not important. It means nothing. Anyways, we found out that all of the guilds across the world have been disguised as academy's, with relatively the same people inside them," she hesitated slightly, "but for whatever reason, some people were placed outside of their schools, in other homes, with operatives the Duchess had planted there to keep an eye on them."

"Like Gray and I," Erza said softly, her mind flickering back to those two years she spent under Zero's care. She vaguely remembered Gray mentioning a Father, a Father she knew he didn't have.

"Yes," Lisanna frowned, "We're assuming that the reason Ultear, Gray, and Lyon were put together is because of all their connection to Ur, but we can't be sure."

"And how is Ultear alive?" Erza asked next, "Last thing I remember was her disappearance against the fight with the dragons."

"We believe that the memory spell…" Lisanna looked frustrated now, "We think it had some sort of effect on reversing major spells—things like Iced Shell, but in Ultear's case, we just don't know."

"Does that mean Ur—"

"Is alive? Yes. She's on a mission right now, but I'm sure she'll return shortly."

"Well Gray will be happy to see her," Mirajane said, sounding more like herself. "Where is he by the way? If he was with you guys?" her blue eyes flickered around the room.

"Gray is dead," Natsu spoke up for the first time, his voice harsh. "Why did Gray have to die? Why didn't you get there in time?" he leaned forward, onyx eyes fixed on Lisanna.

"We didn't determine your location until it was to late," she said, "I wish we could've saved Gray, but the Duchess got to him first."

"She didn't shoot anyone else though," Erza said quietly, "she only shot him, and then she didn't fire. She could've killed us all but she didn't." she looked up at Lisanna, "Answer that."

"Well, we believe that is when she found Gray's drawings," the white haired girl shrugged.

"What drawings? And how did she find them?"

"The drawings of reality," it was Sting who spoke this time. "He was always drawing them. We had several informatives tell us. They were signs that his memory—Gray's for whatever reason, was returning. We believe the Duchess knew Gray would die to protect you. So she took the opportunity." Erza felt sick to her stomach.

"Gray could never draw before," she said, "why now?"

"We believe his creative abilities with Ice Make were leaking through," Lisanna said, "We noticed but we didn't want to do anything about it."

"Why not?" Erza's voice bit out, her eyes flashing. "That could've saved him."

"We thought it would help restore everyone's memories," Sting said quietly, "Erza, I'm so sorry—"

"I'm not," Lisanna said abruptly, causing everyone's eyes to flit to her in surprise. "What do you think Gray would have wanted? He obviously would have wanted you guys to remember, to be here with us and fighting—"

"It wasn't your choice to make," Mirajane snapped, standing up. "You haven't given us all the details, there are gaping holes left in the story you've constructed for us. What the hell is going on Lis?" Mirajane leaned on the table, suddenly looking very exhausted. "What is going to happen to the rest of the guild?"

"They're going to stay where they are," Laxus said, "It's safest for them there, where they have no idea what's happening."

"And Jellal?" Erza demanded, "What happened to him?"

"He was one of us, but he went rogue."

"I'm taking control," Mirajane said suddenly, walking up to where Lisanna sat and bending down, her white hair swinging over her shoulders. "You don't have to tell me anything else in order for me to see the real problem."

"And what is that?" Lisanna asked carefully.

"You," Mirajane spat. Erza looked at her friend in surprise, this wasn't either of them. They were the nice girls, not these hard, war torn…soldiers. Whatever happened to Lisanna had changed her, and it was already changing Mira—

Like it had changed her. Erza looked at her hands, saw them shaking, and clenched them tighter. She would become stronger. She would not be this crying mess that had to be carried away on someone's back. She would be stronger.

"I'm going to be taking over as well," she said, standing up and stepping beside Mirajane. "You lost control the moment you said Gray's death didn't make you sad. You need to find the kind sweet girl we all knew and loved Lisanna. Power doesn't suit you," Erza turned towards the door.

"You can't just pull rank like this!" Lisanna shrieked.

"Actually we can," Mirajane countered, "because unlike you, we're S-Class wizards. We pull rank." Mirajane closed her eyes and took a deep breath before turning to Sting, "Would you mind showing us around tomorrow?" he looked rather taken aback.

"Tomorrow? Why tomorrow?"

"Because," Mira said, and her voice had that familiar soft edge once more, "we have to send Gray off the proper way today."

…

Lucy was rather surprised how fast Lisanna's team worked once an order was set upon them. They were showed to a room, cleaned up, given new clothes. She even had time to braid Erza's hair (an odd request from the scarlet haired girl) before they were all called together.

It was rather beautiful, where they chose to send him off. She hadn't realized how far the tunnels went into the mountain; how far up they were, until they came out onto a ledge overlooking the canyon.

The view made her gasp. Obviously this was a place no one had set eyes upon for years, full of beautiful mountains that stretched towards the sky, their tips piled with glistening snow, pine trees dotting their surface, rocks jabbing towards the sky. The sun was setting, and it spread out a billion different colors, filling the sky with a beautiful hue.

Twenty-four hours ago, she was just now going upstairs after kissing Natsu goodnight, having no idea the trials of the night—or the next day.

They didn't have Gray's body to burn or bury, so they settled for an old tree log someone had dug out of the forest, with his name carved on it in beautiful curving letters. Someone stepped forward with a match, but Natsu stopped him or her.

"Let me do it," he said, and something in his voice broke. Lucy stepped forward, and took his right hand in her own. He raised his left hand, and flame sparked around his fingers, burning hot and vibrant. He lowered the hand to the log, and the wood caught fire.

It burned quickly, and Natsu tugged her back. On any other occasion, burning a forest log would mean he would eat the flame, but it was clear in his face that he had no intention of doing so.

Tears prickled at the corners of her eyes as the smoke grew higher, and suddenly they were streaming down her face. She looked across the fire and saw Mirajane also crying, but silently, like she didn't have the energy to make a sound. She then felt Natsu's arms pull her forward, and she was locked in his embrace. She found herself sobbing, and when something wet trickled into her hair, she realized with a start that Natsu was crying too.

Everyone was, because in a way this was the first casualty, their martyr. Even the people who didn't know him were fighting back tears as they watched the smoke climb towards the sky, bringing with it the boy who loved to strip, who was going to be forever missed.

Everyone cried but Erza. The redheaded girl stared stony-faced at the flames, her expression carefully blank.

…

Erza left before anyone could say any words over Gray's burning log. She had stalked from the scene, because it was all too personal. To startlingly real, and it made it real. It made his death real.

Angry with herself, tears unwilling slid down her cheeks, and her braid swung at her back.

"You know, I've always liked your hair," Gray said, laughing. "It's kind of your symbol."

"Ms. Scarlet!" said a bright impish voice.

"What's your name?" Erza asked, whirling around to see a squat man bowing down to her nervously.

"Walter, miss," he said nervously, and Erza sighed inwardly. This was a whole new world of people, a whole new society. Obviously this normal looking man had the same genetic thing Lisanna and Sting did.

"Can you do something for me?" she asked.

"Anything Miss,"

"Get me a pair of scissors."

…

The braid is neatly done, she observed, perfected by her friend's careful hands. It fell to her waist in one scarlet rope, and it felt heavy when she turned her head. She fingered the end of the tail that's attached to her head—the hair that's always been long since she was twelve. Her fingers let go of the braid and move instead to clutch at the pair of scissors that's lying on the edge of the porcelain sink.

"It gets in the way of a fight," she confessed to him, wondering why they were talking about her hair of all things.

She raised the scissors, and slid them around the base of her braid, not quite snipping through yet, but about to.

He laughed. "You? The Fairy Queen, losing a fight?" he seemed very amused at the thought, "Because of your hair? Unlikely." She frowned. "Just keep it for me," he said, reaching out to finger a strand. "For being your first real friend."

She closed the scissors tightly; tearing through hair like it was paper. These really were good scissors.

"Fine," she said, "but you don't get anything else from me."

When she raised her eyes to the mirror, she almost doesn't recognize herself. Ragged strips of hair fall jaggedly to her chin, her right eye still has that ugly scar running through it, the brown iris beneath it blind. Her good eye is narrowed, and it's filled with a combination of emotions that almost scares her.

She isn't going to play nice anymore, she vowed, and she wasn't going to cry again. She was going to take down the Duchess if it was the last thing she did.

Then, two years passed.