A/N: I do not own Fairy Tail characters or the plot.


Previously:

"You should grovel and beg for forgiveness, you damn kids. Then you will learn your place! Feast on despair until the end of your pitiful lives!" José almost growls in irritation. The giant starts to walk closer to the guild and the Shades fly back down for another attack. Too focused on defending their home, no one notices a pair of blue-grey eyes opening.


"Lucy! Run! I'll hold them off!" I shout out before dashing towards the Phantom Lord mages.

"I won't run! How dare you do such a thing to Levy-chan!" Lucy cries out in anger from behind me. I go to roundhouse punch Sol and he easily knocks me off balance and the force from the block pushes me back a few feet. I start to get back up for another attack when suddenly my arm won't move. Looking back, I see that my arm and Lucy are trapped in a bubble of water. Feeling horrified, I struggle to get into the water to try to get to Lucy to pull her out. No. Dear god, no!

"Non, non, non! With non of 3, I correct your error! Destroying your guild and attacking Levy-sama was all the work of Gajeel-sama. Well, it is true that all of us in the guild were for the idea, however…" Sol calls out in an almost gleeful manner.

"Let her go you bastards!" I whip my head around to face the enemy duo in front of me and roar out at them. A feeling of power starts to well up inside me to go along with my rage about how they are drowning the girl that I consider a little sister.

"Non, non, non, non! With non of 4, I simply cannot let her go! It is for the great Phantom Lord that we must take her with us." Sol says with a waggling finger while looking our way. Lucy is pounding against the inside edge of the bubble, but cannot make a dent in it. I keep trying to break the water spell to free her, helplessness and rage building in me as each second passes by. I have to save her! I have to!

"What is this? Let me go!" Lucy cries out from inside the water. I roar out my frustration and using my legs, I try to push myself into the bubble to get to Lucy.

"Juvia's water lock cannot be broken." says the rain woman, never changing her tone. Lucy's eyes start to close and her struggles weaken as she runs out of air. Seeing this, I renew my struggles as I feel my control slipping and I start going ballistic. A feeling of something, bubbling just under the surface, that is trying to get out courses through my body as I turn to lock eyes with my enemies. I see them both flinch at my glare while I'm still trying as hard as I can to get to my little sister.

"I SWEAR I'LL RIP YOUR HEADS OFF AND SHIT DOWN YOUR NECKS IF YOU HARM HER!" I scream in rage. Everything about me is bubbling, about to burst. I can't let it happen again! I can't let someone else die without doing anything! NOOOO!

"Très bien," Sol says acting like he is completely unconcerned about me being caught like I am as he shifts around uncomfortably.

"Do not fear. Juvia will not kill her. Because it's Juvia's job to bring back… Lucy Heartfilia." Juvia states.

"I WON'T LET YOU HAVE HER! YOU'LL HAVE TO KILL ME FIRST!" I bellow out towards them.

"Victoire! That can be easily arranged," says Sol in sadistic pleasure.

"We have captured the target. Drip, drip, drop…" says Juvia.

"LUCY!" I cry out in a maelstrom of emotions.

"LUCY!" The scream tears harshly out of my throat. "LUCY!" I scream out again, ignoring the pain in my body, as I try to push myself up. I can't make out where I am with my eyes blurring up like usual after waking up. I need to find her, I have to get to her. They have her, the bastards. I can't let her end up like… him. I got to find her! I cry out in my mind, my throat too dry and hoarse to shout out anymore.

A pair of hands grabs onto my arm and with a snarl, I yank myself free to try to launch a counter-attack. The hands grab onto my arm that I'm attacking with, effectively stopping me. I struggle against the hold that is until I notice a mop of blonde hair in front of me and a soft feminine voice that sounds familiar call out. I can barely make out the words over the thumping of my heart.

"Lu-Lucy?" I call out hesitantly while using my free hand to wipe the away the wetness from my eyes. The hands restraining my arm release their hold and my now free arm drops back onto the floor with a thump.

Relief starts to flood through my body until I hear a quiet reply that I don't understand. I freeze in my actions and tense up again until I recognize the voice. Mirajane? I slowly lower my hand from my face to look at the spitting image of Lucy sitting in front of me with a sad expression adorning her face. Before I can work up the courage to say something, she speaks.

It's Lucy but with Mira's voice. I look at her, not understanding what is going on. A headache and other pains in my body make it hard to think. Why can't I understand her? I grimace as a wave of agony hits me and the blonde in front of me smiles gently at my expression. Then with a glow of magic, her face turns into Mira's. So its Mira using her Transforming magic then. Upon seeing my look of understanding, she uses her magic to change her face back into Lucy's.

"W-What's go-going on?" I manage to croak out. At my question, the soft smile on Mira's face drops and she turns to grab a cup of something for me to drink, probably in an attempt to prolong answering. No longer in a crazed panic, I can feel every ache and pain in my body. Everything is throbbing and I can still hear the blood rushing through my ears.

The rhythm of my heart almost matches the throbbing of my headache and Mira, the sweetheart that she is, reaches a hand under my head and helps me lift it so I can drink easier as the cup is brought near my face. The cool liquid flows down my throat and if I didn't know better, I would say that I drank a healing potion from how much better I felt. Who knows, in this world it probably is.

I let out a large sigh of relief and sank back down as I feel the water cool the burning in my belly that I didn't know was there. Mira lays my head back down gently and I close my eyes as I let the liquid work its magic. Something cool and damp is placed on my forehead, causing me to open my eyes again to see the younger woman leaning back from placing what I'm assuming is a wet rag on my head.

I look her right in the eyes before asking in a low voice, "Is Lucy safe?"

She slowly shakes her head and says something clearly to me, but I can't understand her. Realization floods through me. My translator... I reach up to my ear, ignoring the pangs of pain in my arm and find nothing. I must have lost it when that guy was beating me up. As I begin to recall the memories of what happened, my rage starts to build up again. I don't notice Mira flinching from my look of hatred aimed towards the ceiling and the steam coming from the rag on my forehead.


Appearing in front of the slightly incapacitated dragon slayer, Totomaru quickly figures out Natsu's problem.

"You get motion sick?" he says partly not believing his good luck. Quickly the enemy fire mage's features become smug despite his battle-worn look and he continues speaking, "You can't eat fire as you are now. I'll burn you to a crisp with my strongest magic!" Totomaru crows out at the end while getting into position to cast his magic.

Natsu growls at him, "Oh yeah!? We will see whether or not I can still eat your magic, motion sickness or not!" Natsu spreads his legs to get into a wider stance, determined to tackle the magic head on.

"Natsu!" cries out Happy in worry as he stands by his best friend. The magic circle appears in front of Totomaru as his magic activates.

"I'll blow you to bits, Dragon Slayer!" yells out the Phantom Lord fire mage, positive that victory was at hand. His face changes to one of surprise as an unnatural cold covers his arms. His magic dissipating, he looks down in shock to find his arms are covered in ice.

Growing ice.

Rapidly growing ice.

"What the…?" was all he was able to manage to get out of his mouth before he was completely encased.

"If you're a man, fly to the heavens and become a star!" a gruff voice shouts out as Elfman comes into view. With his right arm transformed into a large lizard-like limb, he punches the block of ice containing Totomaru a long distance away until the enemy mage was completely out of sight. With a large grin plastered on his face, Natsu turns to face his friends.

"You guys…" he starts to say with barely hidden relief that he doesn't have to fight while his motion sickness is still acting up.

"Too cool!" Happy shouts out in joy with a paw raised high into the air. "Gray, Elfman!"

Gray looks down at the hunched over figure of the dragon slayer and says to himself in an insulting way, "Natsu is so pathetic."

"If you're a man, you should make the car sick." Elfman agrees, saying this before Natsu can respond to Gray's taunt. Natsu grits his teeth in annoyance. but chooses to remain silent so he can concentrate on recovering faster from the bout of motion sickness he is having.

Turning around to look at the rubble on the floor, Gray asks, "So, are these the remains of Jupiter?"

"Aye!" answers Happy proudly.

"Good job there," Gray says to Happy as if the cat was the one to destroy the lacrima and not his life-long rival. The tremors and movement of the Phantom guild hall finally stop to which Natsu notices immediately.

"It stopped all of the sudden!" he exclaims partly in surprise and partly in happiness as his stomach finally settles down again even though it wasn't as bad as it would have been almost two weeks earlier.

I'll take a look outside!" Happy volunteers, as he takes to the air to see what happened to the guildhall to cause such shaking. Back on the beach, the attacks by the Shades has yet to ease up. The now transformed guildhall lifts up one of its arms and starts to slowly move its arm in a circle in front of it. From the tip of its extended fingers, shapes start to form in the air where the finger is and stays after it moves. The people down on the beach try to figure out what it is doing.

"Letters? No…" Ponders Alzack as he is shooting Shades with Bisca at his back.

"That's… No way!" Bisca exclaims in dread. Laki shouts out the answer that the Fairy Tail mages don't want to be true.

"It's a magic circle!" she exclaims angrily as she looks away from the battle to study the magic scrawl taking form in the air above them. Hearing Laki's shout, Mira moves away from Krysti and Erza to look out the window at the continuing battle. A loud gasp catches Krysti's attention and with gritted teeth, pushes herself to stand up. Without the younger woman to force her back down to rest, she is able to stand up on wobbly legs and slowly limps over to the white-haired woman's side at the window.

"That magic circle is for Abyss Break!" Mira exclaims to herself quietly as she starts to tremble slightly.

Moving up next to her, Krysti asks quietly, "Abyss Break?", the only two words that she was able to understand. The younger woman jumps in surprise, not noticing that her charge was behind her. She gives the larger woman a chiding look which doesn't faze Krysti at all.

She asks Mira again, "What is Abyss Break, Mira?" The white-haired woman sighs in defeat knowing that Krysti won't stop nagging until she gets her answer. She points outside towards the guildhall slash robot that is making the magic circle. Krysti sidles up next to her to look outside, and a large gasp tears out of the brunette's throat at the sight.

She turns her head to face the younger woman as she asks, "Phantom?" Mira nods her head solemnly. A snarl adorns the other-worlder's face as she gazes back at the monstrosity in front of the Fairy Tail guildhall.

"Those rat bastards won't give up," she growls out. Not understanding what she is saying, the younger woman just wraps gentle arms around Krysti's shoulders and tries to pull her away from the sight. Reluctantly she allows the blue-eyed woman to lead her back to the makeshift bed that she was on. After a moment, a cough that cuts over the sound of the ensuing battle outside of the guild catches both girl's attention. Cana is standing beside the window and holes in the wall looking in at the two with a grim expression. Mira and Krysti both head back to the gap to face Cana. The card wielding mage turns to face to battle in case the Shades manage to slip through and try to attack the guildhall.

"Mira, how long until that magic spell activates?" the younger brunette asks in complete seriousness.

With a deep breath, Mira answers. "About 10 minutes, I think. We have to destroy its power source, somehow." Glancing back inside at the occupants, Cana tries to encourage the downhearted woman and she flinches at the look of rage in the newest guild member's eyes.

"Our men inside must be thinking the same thing." the younger brunette says before looking back out to survey the battle on the beach. A spark of hope flashes in Mira's eyes as she turns to face the thinner brunette.

"There're other people other than Natsu in there?" the former S-class mage asks desperately. Krysti perks up at hearing Natsu being mentioned as she was deep in thought on what she wants to do if she ever gets a hold of any of the Phantom mages.

"Gray and Elfman," Cana says grimly, knowing how her friend is going to react. And her prediction was true as Mira's face changes to a mask of horror.

"Elfman! But why?" she cries out in terror. At this Cana looks sad, knowing how worried Mira has been over her younger brother after the accident.

"Why? He also wants to…" Cana starts to say as Mira presses herself up against the wall to face her better. Krysti steps closer as well to put a reassuring hand on the shoulder of the woman that she views as a sister after seeing the terrified look on her face.

"It's no use! He can't fight! You know that, Cana!" Mira cries out in protest. Cana looks back at the guild's bartender and gives her a confident smirk.

"He can fight. He helped us when we raided them before, remember?" she says reassuringly.

Mira argues back, "Fighting with their lackeys is one thing, but if he goes up against their big guns… As he is now, Elfman can't…" she trails off, not wanting to finish the sentence. Krysti pulls the distressed woman into a hug, her earlier rage now forgotten as she wants to comfort her friend. Cana turns away not wanting to see the look of anguish on her friend's face. Shushing noises and soft hums are heard despite the battle taking place not far away.

"Hey, Mira… When that happened, you, Elfman, and everyone too… We all suffered a deep wound." Cana says reluctantly. Krysti looks back and forth between the two women, wanting to know what they are talking about. She decides against asking what the problem is, knowing that she wouldn't be able to understand anyways. All she knows is that it has something to do with Mira's brother.

Cana continues to speak, "However, in his own way, he's forced himself to move forward. I know you realize this."

At those words, Mira clutches tighter onto Krysti's arms and hugs back as she thinks over Cana's words.


Meanwhile, back inside of the Phantom guildhall, Happy finishes telling the three guys what he learned from his scouting trip and is looking extremely scared. Natsu, looking pissed off yet again at the actions of Phantom Lord starts to rage in place. Gray and Elfman, on the other hand, try to stay calm and composed to try to think of a way to stop Abyss Break.

"We have no choice but to split up and find the power moving this giant." says Gray more calmly than he feels.

"Man… out of the frying pan and into the fire…" Elfman grumbles, getting fed up with Phantom Lord. Natsu holds a fist in front of his face as determination fills his features.

"Okay then. Let's do it!" he states gruffly.

"Yeah!" the other two grunt out in agreement as they all get pumped up to stop Phantom Lord and to save their home. The four quickly separate into three groups, each hoping to find the power source.


After he has run down a few empty halls and meeting no other Phantom mages, Elfman growls before shouting out, "The Man, Elfman, will protect Fairy Tail with his life!", in an effort to keep his fighting spirits up.

A few seconds later a strange echoing voice fills the hall asking, "Oui?" Elfman stops in puzzlement, wondering who said that. Before his eyes, a strange being pops out of the floor with green hair and a brown suit.

"Salut!" cries out Monsieur Sol in greeting.

"An Element 4?" asks Elfman, noticing the power the strange being is radiating. He pulls off his jacket so he can have a better range of movement for the fight he is about to have.

"My name is Sol! Please call me Monsieur Sol!" The Element 4 mage calls out happily as he wobbles back and forth, still connected to the ground. Hearing that name, Elfman realizes that he is facing one of the two mages that not only kidnapped Lucy but almost killed the newest member of the guild, Krysti.

"Perfect timing. I'll force you to tell me how to stop this giant." Elfman states confidently while his magic increases before he shouts out, "Beast Arm!", as he activates it. His magic circle appears over his upraised fist and engulfs his arm. When it disappears, Elfman's right arm is now covered in short black fur. "Black Bull." he finishes seeming much calmer than just a second before.

Giving Elfman an intense look, Sol asks, "Oh? Just your right arm? Are you sure?" Elfman just grunts and readies his stance for attack or defense. "It seems the rumors were true," Sol says happily while wiggling in the air like a worm coming out of a hole in the ground.

"I've had enough of your blabbing!" Elfman calls out in irritation. He rushes forward, fully intending on landing a solid punch on the annoying brown-suited man. Sol jumps out of the way jump before Elfman's fist make contact at the floor where Sol was merged with.

Slyly, he asks Elfman, "Didn't you have a little sister?" Caught off guard, Elfman doesn't pursue Sol as the other man limberly back flips away from the larger man to gain some distance. When there is enough distance, Sol calls out an attack, "Sable Dance!" Wind and dust get kicked up, temporarily blinding Elfman. He brings up his magic enhanced arm to block the dust from getting into his eyes. Sol quickly melts into the floor and reforms behind Elfman to get him at a blind spot.

"Roche Concerto!" Sol cries out as he goes in for another attack as Elfman is turning to face him. The rubble under the Fairy Tail mage is blasted upwards, knocking Elfman into the air. Recovering quickly, Elfman hops backward a few times to put more distance between him and the Element 4 mage before another attack could be made.

"Non, non, non…" Sol calls out before quickly merging with the floor again. Expecting another attack from behind, Elfman quickly turns to find Sol with his incredibly flexible body wrapped around his arm like a snake.

"Salut!" Sol says happily like they aren't fighting.

"You really creep me out," Elfman growls out as he gets uncomfortable having the other man wrapped around his arm. He grabs a hold of Sol's body and tries to pry him off.

"Non, non, non…" Sol calls out again. "Three nons and you're in quite a sad state."

Grunting with the effort of trying to get the other man off of him, Elfman demands, "Unhand me, Monster Sol!"

"Monsieur!" Sol cries out the correction to his name just as he starts to stretch again. With a quick snap of his muscles, he is back to normal and right in front of Elfman. A quick flick of his foot and he gives the Fairy Tail mage a swift kick in the face before merging his feet with the floor again. Elfman recovers from the hit and grits his teeth in annoyance at how strong the other guy is.

"Speaking of which…" Sol says conversationally like they were discussing something trivial over a cup of tea instead of having a battle. His expression hardens and an intense look of malice takes over as he continues, "You failed at a complete body takeover and went out of control…" Guilt racks through Elfman's body at the mention of his past.

He pulls himself together enough to shout out furiously, "Enough! Beast Arm Iron Bull!" Jumping into the air, Elfman plans on giving Sol a mighty punch straight to the face to make him stop talking about painful memories he has no right in knowing. Halfway into his attack, a stone statue in the likeness of a girl appears in front of Sol. It appeared so suddenly and looks so real that Elfman instantly breaks off his attack.

"Lisanna!" He cries out in dismay.

"I apologize," Sol says unapologetically as he continues to wiggle like a worm. "But as you were stepping on me previously, I read the gap in your memory." Elfman snarls at this piece of news disturbed and enraged that this mage had the audacity to read his mind and use his painful past as a shield.

"Why you,…" Elfman growls out, planning on really putting the hurt on this guy. Sol places his hands on the statue's shoulders while giving it a leering look.

"What a precious little sister of yours." He then looks over to Elfman with a smirk on his face. "I wonder where she might be now?" Sol's eyes widen as that malicious look appears again. "Oh, how rude of me. She's buried in the cold, dark ground, isn't she? Oh, how sad." As Sol talks about Elfman's little sister, the larger man lets his transform back to normal as he stares at the statue of Lisanna.

"How could you do such a cruel thing?" Sol continues, sounding remorseful. Elfman hears his sister's voice in his head and he howls out in rage and grief, trying to shake off the painful memories.

"I won't be deceived… I got to do this!" he cries out as he tries to accomplish a full body takeover instead of just his right arm.

"Non, non, non…" says Sol as he strokes his mustache in a villainous way. "You can't do that. What would happen if you made a debacle of a full-body Take Over, and you lost control?" Out of the floor, more statues of Lisanna appeared. "Did you forget what happened last time?" Sol cries out, enjoying the mental torment he is putting the Fairy Tail mage through. He made the statues look even more life-like than before and even started having them move just like they were alive.

"Elf-niichan… How could you forget…How cruel… Why?" The statues repeated, over and over again and in her voice. Elfman tried to ignore his sister's accusing voice, tried to ignore the statues that looked just like her, tried to ignore the memories.

"Don't do it, Elf-niichan." her voice pleads out to him full of sisterly love and concern. With that, his concentration broke and he fell to his knees, consumed in the grief that her death has brought.

"You shouldn't try to do what you can't handle." Sol's smug voice carries over to Elfman. "It seems your magic power has weakened considerably."

Shaking with the effort of trying to control his sorrow, he growls out, "You coward… If you're a Man, then fight me fair and square, fist to fist.

"If I'm a man, you say?" asks Sol, his expression unchanging. His voice lowers into a more menacing tone. "Non, non, non… I cannot let that pass." With a wave of his arms, the Lisanna statues break down and fly above Sol's head. A flat swirling disc of dust.

"Not from someone with no right to question the manliness of others. Trash like you who killed his little sister!" Sol yells out at the end like he is planning on exacting retribution from Elfman's mistake. The accusation stabs Elfman in the heart, but he could feel that perhaps, Sol was right?

"Plâtre Sonate!" cries out Sol. A rock fist appearing in front of him and shooting away straight towards Elfman. The blast hit the wall so hard that it was seen from the outside.


While this is happening, Cana rejoined the battle a while after talking to Mira. Krysti is checking up on Erza while the white-haired woman is standing again by the window looking up at the Phantom guildhall. Cana's words echo through her mind about how her little brother has been able to move forward from what happened 2 years ago.

The determination to do everything she can to save her home and to move forward fills her heart. Without thinking it through, she comes to a decision and acts upon it. With quick strides, she marches out of the guildhall and out onto the beach.

"Mira! What are you doing? Get back here!" Krysti calls out, but her pleas fall upon deaf ears. The white-haired beauty of Fairy Tail is making a move and no one can stop her. The other members of Fairy Tail are in shock when they see her walk across the beach towards Phantom Lord and all the while wearing Lucy's face. Her friends call out to her to stop, but she ignores them as well. About halfway onto the beach, she throws out her arms and uses her magic to make her voice sound like Lucy.

"You people are looking for me, right? Stop your attack on the guild this instant!" she screams out for José to hear. Many of the Fairy Tail members feel their faces growing pale as they realize what Mira is doing. She stands her ground with a grim mask of determined anger, hoping that her ruse will buy the guild time to stop Phantom Lord. The gruff voice of José rolls out over the beach.

"Be gone. You damn imposter!" he shouts out angrily. Shock fills Mira's features. She doesn't understand how he was able to see through her transformation so easily. José grows amused at seeing the dumbfounded looks on the Fairy's faces. "Ha! I knew from the start! I knew Lucy wasn't there. There's no way that the person who was targeted would be sent to the front lines!" he crows out in a gloating tone.

Mira drops her transformation as her spirits fall from the defeat of the only gambit she had to help. The rest of the guild also feels the blow and their morale drops somewhat at the apparent ease that the leader of Phantom Lord has in able to see through their attempt at deception. The young woman stands in the midst of the battle with her eyes downcast, feeling helpless in not being able to do anything for her guild. Cana comes up and wraps an arm around Mira's shoulder as she starts to break down and cry.

"Don't worry. Elfman can fight. Because he's a Fairy Tail wizard, too!" The brunette's words stop Mira's tears and the shorter woman glares up at the Phantom guildhall where her brother is fighting within. Cana goes back to fighting the Shades as some come real close to where she and Mira are standing.

A green glow from a magic circle appears underneath Mira, causing her to gasp out in shock. Suddenly she falls through the circle as if the ground has opened up under her. She let out a cry of panic as Cana screams out Mira's name in fear. The white-haired woman appears a second later within the grasp of the transformed guildhall, caught between the fingers like a bug. She gives out a cry of pain at the pressure the fingers are putting on her.

A now familiar, but hated, voice rolls across the beach, "I detest girls like this who try to deceive me. Witness your friend's final moments as I crush her slowly." Most of the guild can only stand by helplessly as they watch their beloved friend being held captive. They cry out in a mix of anger and fear. Soon, an explosion within the Phantom guild hall catches their attention and startles Mira who was near the blast. As the dust clears she can see her little brother in the rubble of the busted up wall.

"Elfman!" His older sister screams out, trying to catch his attention to find out if he is hurt. Her cry catches his attention and he opens up one eye to see her being held by the Phantom Lord guildhall's hand.

"Elfman!" she screams out again, terrified that he might be badly injured. He pushes himself to flip over on his stomach to look out over the edge of the hole, still feeling dazed from that last attack by Sol.

"What?" he says, trying to make sense of what is going on. After all, shouldn't his older sister be back in their guildhall where it is safer? Concentrating, his mind refocuses and he sees that it wasn't just his imagination. His sister really is being held captive!

"Why? Why are you there?" he shouts out in fear. "Nee-chan!" he screams.

"Oh? So she is your elder sister?" Sol's voice comes out from behind Elfman. "Which means she was once the feared Devil, Mirajane-sama? Lost so much of her magical power… What a pity. And who could be to blame for that? She is being punished for attempting to deceive us." Sol's voice takes on a note of glee. "It won't be long until she is crushed." Gritting her teeth from the crushing pain, Mira looks up to see one of the Element 4 behind the prone form of her little brother.

"Run… Run, Elfman!" she cries out in warning.

"Let my sister go!" Elfman cries out towards Sol and the rest of Phantom Lord in anguish, not wanting to lose his other sister as well.

Moving ever closer to Elfman, Sol says with a note of finality, "You will lose your elder sister right before your eyes, just like the younger. And that is because you're an impotent wizard who does nothing but spouts out bluffs about manliness!" Without warning, a magic circle appears behind Elfman causing him to cry out in pain.

"As a gentleman, I cannot forgive you. I will give you eternal suffering. Sealing Magic, Merci le Vie!" Sol cries out. Elfman's hands go to each side of his head and his cries of pain intensify. Mira can only watch on helplessly as her little brother is tortured.

"You will become one with the land, and continue to wander for eternity inside your own unpleasant memories!" Sol cries out victoriously.

"No!" cries out Elfman in pain and horror before he succumbs to the magic and is dragged into recalling that terrible day.

The day Lisanna died.

Mirajane watches with horror as stone creeps up to encapsulate her brother as he is trapped within his own mind.

"Elfman, hang in there! Wake up!" she screams out, hoping he will hear her voice and break free from the mental torture he is going through.

"Elfman!" As the stone spell spreads, Elfman is forced to watch that terrible day over and over again, unable to change anything.

When he is almost completely turned to stone, Elfman says in a monotone, "Nee-chan. Lisanna…" Unseen by Mira or Sol, tears pour out of the one eye that has yet to be covered by stone. Mira sobs out her little brother's name and by some random bit of luck, he was able to hear her crying out his name through the spell clouding his mind. With great mental strength, he works on throwing off the shackles of the Merci la Vie to come back to his senses and to save his elder sister.

"Elfman, hang in there!" Cries out Mira with less strength than before as the fingers are still slowly crushing her. Reaching out one hand to try to reach her beloved little brother she continues to shout, "I can't… lose you too!" Tears roll down her eyes more from the pain of losing her brother than the pain of being crushed.

"Now, it's about time for the finale!" says Sol triumphantly as his back is turned to the siblings. Fully confident that they are well and truly caught and are about to die.

"Why's that?" Elfman asks still in the monotone voice. Surprised to hear Elfman's voice, Sol turns around while fiddling with his monocle.

"Oh?" he asks, more to himself than to Elfman. The rock that encases the Take Over mage glows brightly with a yellow light.

"I vowed never to see my sister's tears again!" Elfman says with more feeling as he is almost done breaking away from the spell cast on him. The rock that held him down breaks away in the light freeing Elfman once more.

"So what are ya' crying for?!" He asks in a loud shout of his sister as his over protectiveness for her kicks in.

"That light…" Mira murmurs. Realizing what it means, she screams out to her brother, "Don't do it, Elfman! You can't!"

"Who was it that made her cry!?" Elfman roars out in anger.

Stunned, Sol cries out in disbelief, "It's impossible! You are not capable of doing a Full-Body Take Over!" He gets blown back by the force of Elfman's magic as the magic circle for a Full-Body Take Over appears just before it covers Elfman's body to transform it.

"Incredible!" Sol gasps out in awe as he watches from where he landed, still holding onto his monocle. The light fades away and a large dark form rises from the rubble. A deep voice rumbles with a grunt as it looks around. Sol starts shaking in fear as menacing, glowing eyes fixate upon him.

"O-Oh, my! That's…" he stammers out as a primal part of him starts to take over.

"That's… A Full-Body Take Over! Beast Soul!" Mira says to herself, afraid that her brother isn't able to handle it. The dust clears to reveal Elfman in his new form. Over four times the size of what he was before, he is now immense. Red and white fur covers his body, and two large horns grow out of his head. His shirt is now in tatters from the massive size change. Sharp fangs now line his gaping maw as he roars out in anger.

"I-It can't be… This is…" Sol continues to stammer out petrified. "Non! Non! Non!" he cries out in fear. He tries a desperate attempt to salvage the rapidly deteriorating situation.

"With non of three, you misunderstand me! I, Monsieur, gave you such a harsh trial for you to finally overcome your difficult past, bonsoir!" In his attempt to try to trick Elfman, he has become very animated in his movements. "You are indeed a Man among men, Elfman! I, Monsieur, believed you could overcome it! Right?" gushes out Sol with fake sincerity. Elfman tilts his head with a grunt at the strange man's antics.

"Well then, if you'll be excusing me…" Sol says while taking a large step backward. In response, Elfman leans forward and punches Sol into the air with one of his long arms. "How dare you!" Sol cries out indignantly as he flies up high. With a graceful twirl, Sol recovers while still in mid-air and sends off an attack towards Elfman.

"Plâtre… Sonate!" he shouts out and an even larger fist, many times larger than the first one, shoots out towards Elfman. It hits him square in the chest.

"Non, non, non… Don't let your guard down now." Sol chides in a victorious manner. A large thump sounds behind him, causing the Element 4 mage to freeze in fear again. Elfman lets out a breath in a hiss as he stands over Sol with one fist raised up.

"Non! Non! Non!" the green haired man cries out as he is hit by the punch that destroys almost the entire floor. Elfman continues to punch the mage, and each one makes Sol cry out in pain. Mirajane looks on at the spectacle, hoping beyond hope that her brother is in control, and not the beast within.

"Elfman," she calls out helplessly. Elfman stops as if he heard her letting Sol pass out from the beating that he was given.

"Oooh… Oui…" is the last thing he says as he slips into unconsciousness. A pale purple, misty form seemingly coming out of Sol tries to float away while saying, "Je t'aime…" Elfman grabs it and shoves it back into Sol. The process wakes him back up and he lets out a cry of fear. Elfman grabs a hold of him in one large hand while Sol protests loudly.

"Noo! At least let me fall unconscious!" he begs of Elfman. Ignoring his pleas, Elfman continues to beat up the mage that has tried to kill him only moments ago.

Worried that her brother may be losing control, Mira calls out, "Elfman!" to try to get his attention. The pale purple form of Sol tries to escape and lets out a faint goodbye as Elfman's attention has now shifted. Moving quickly, Elfman rushes outside and hurries towards his sister as his form shrinks. She doesn't notice that the pale yellow glow in Elfman's eyes has faded away so his gaze is now clear.

fearing that the beast has taken over, she cautiously asks, "So…Can you…" Hopping around as a fast pace, Elfman comes closer and closer to Mira without saying anything and her worry and fear rise. "...hear my voice?" she finishes weakly. A large clang of claws on metal sounds as Elfman lands next to his older sister. He growls as he looks at her.

"Could you have lost your reason again?" she asks, afraid for her brother and for herself. "Elfman!" she calls out, hoping to reach him within the beast. With a quick movement, Elfman lunges forward which causes Mira to flinch. A strong shove and the crushing sensation is replaced by the feeling of a strong arm wrapped around her body. Looking up in shock, she stares at her brother's face feeling speechless.

"I'm sorry nee-chan… You must never have wanted to see me like this again. Because I wasn't able to control it, Lisanna…" Elfman says gruffly in a sad voice. He pulls her away from the edge of the fingers so she can stand upright before enveloping his sister in a hug.

When her voice returns, she says in quiet shock, "You still have your reason!"

"But I didn't know what else to do." Elfman continues, still upset. "I had to get stronger to protect you and Fairy Tail!" He ends with conviction, waiting to hear his sister pass her judgment.

She smiles softly up at her little brother before saying, "Lisanna's death wasn't your fault. You were trying your best to protect us both back then." At her kind words, Elfman releases his magic to return back to normal.

"But I failed." he retorts sadly, looking downcast as the guilt returns. "Lisanna died." he continues. A soft look enters Mira's eyes and she goes to lean against her brother in a hug.

"But I'm still here." she replies warmly.

"Nee-chan…" Elfman says while feeling a mixture of emotions. Hate, rage, guilt, grief, fear, love, kindness, warmth all swirling within him like a maelstrom.

"We decided together, remember? To live in her stead. To work as hard as we could…" The white-haired woman says warmly, encouragingly to help her brother through his troubling emotions. At hearing her words, his love for his sister grew and all the other negative feelings faded away. His eyes closed as he struggled not to cry. His efforts fail as tears leak out from his eyes.

Elfman throws back his head and yells, "Nee-chan! I'm so glad you're alright!" before he starts to sob loudly. With her hands on her hips, Mira looks on at her crying brother with amused exasperation.

"And how is crying going to help anything?" she asks.

"But!" he cries out in protest, unable to say anything else due to the grief that he suffered through again due to Sol merciless attack to his memories. His sister looks up at him with her eyes full of love.

"Thank you, Elfman…" she says before her attention is pulled away.

"What is it nee-chan?" Elfman manages to say as he calms down from his emotional outburst.

"The giant isn't writing as quickly…" she says thoughtfully. They both turn to face the ever growing magic circle for Abyss Break. Indeed the arm that is making the circle has slowed down. Mira starts to mumble to herself as she tries to puzzle out why the arm has slowed down.

"The forbidden magic of the four elements… Abyss Break… The four elements. Fire, water, wind, and earth." She gasps as she makes a connection. Turning to face her brother, she asks seriously, "Elfman, how many of the Element 4 are left?" Surprised by her question, he looks off to the side as he thinks it over.

"Hmm, um… That'd make two left, I guess?" he replies.

"As I thought!" she responds quickly. "Each time we get one of them, the giant's movements slow down!" she explains.

"Why is that?" Elfman asks, not knowing what she has been thinking about.

"In other words, this giant is powered by the four elements. If we can defeat all of the Element 4, we can stop the magic!" she tells her brother. At hearing this, he perks up.

"Really?" he asks excitedly.

"Hurry! The remaining two should be somewhere inside the giant!" Mira exclaims, trying to get her brother to quickly find the others.

"R-Right!" he stutters, before turning to run back into the transformed guildhall. His sister follows close behind to help search.


Unbeknownst to the two siblings, all of their family on the beach lets out a collective sigh of relief once they find out Mira is safe. Erza has woken up during Krysti's screams and sobs after the guild's model was taken. The two has been holding onto each other, comforting one another until cheering could be heard from the beach. Almost as one, they moved off of the table Erza was on and headed just a little ways out of the guildhall, each helping hold up the other.

"Rondo! What's going on?" Erza shouts out to a nearby guild member who has been fighting with a magic bo-staff. The named person whips his head around and a large smile grows on his face.

"Erza! You're awake!" His shouts catch the attention of the rest of the guild, and they start to cheer that both injured members are awake and moving. Cana runs over and almost knocks them both over in her rush to hug them.

"Erza! I'm so glad you're awake!" Steadying themselves, Erza then proceeds to hug her long-time friend back.

"Yes, I am too. What happened that caused everyone to cheer earlier?" she says in her not-quite demanding tone that is typical of Erza.

"Mira has been rescued by Elfman," Cana tells the two excitedly. A smile grows on the face of the redhead. Seeing the happy looks at the mention of the sibling's names, Krysti realizes that they must be ok and she too starts to smile as relief floods through her. All three of them share a group hug out of joy.

"Also…" Cana pauses as she gives them a gleeful look, "Elfman did it in a Full-Body Take Over."

Erza's eyes almost pop out of her head. "Are you sure, Cana?" the scarlet-haired woman asks in a much more serious tone while Krysti looks on confused. The bikini top clad woman nods her head.

"Saw it with my own eyes. He finally, truly moved on." Erza lets out a large sigh of relief and a small smile graces her features.

"I'm so happy for them both. Now if only Mira can move on as well…" she trails off. Cana nods in agreement. Krysti just stands there biting her lip and just bursting with curiosity. A couple of Shades flies in planning on attacking the distracted group of girls. Before they could hit, two fists made of smoke rushes in and destroys them. Krysti lets out a squeal of surprise while Cana and Erza just look startled.

"You girls might want to plan to have your discussions later, maybe when we aren't getting attacked?" Wakaba scolds. Cana nods her head in agreement before pointing back towards the guildhall.

"Erza, Krysti. You two both get back in the guildhall where it's safe. You are too injured to fight. You'll get in the way more than help as you are." Krysti nods, understanding what Cana means by her body language and tone and starts to move back to the guildhall with Erza in tow. She gets jerked back as Erza doesn't move.

"Cana, I can fight now. I'm fine." States the redhead stubbornly. Cana glares at her.

"No, you are not! Between you and Krysti, I can't tell who looks more like a mummy!" her eyes softens as she places her hands on Erza's shoulders. "We don't want you to get hurt any more than you are. You won't be any use if you go and get yourself killed when you're not strong enough to fight. Just knowing you're awake has already boosted our morale. We will be fine out here while Gray, Natsu, and Elfman are fighting in the giant. Now go and rest." Erza stares into Cana's eyes for a moment more and Krysti slightly tugs on her to encourage her to go back inside.

"Come on, Erza. The more we rest now, the faster we can recover our strength and help fight." Krysti says gently. Erza quickly looks over at the older brunette, realizing that her translator is gone again. Krysti gently tugs on Erza's arm again and reluctantly she allows Krysti to help her get back inside to rest.


After Elfman's battle with Sol, Natsu and Happy are still making their way up high into the guildhall giant without finding any Phantom mages to fight. As they enter a gargoyle lined hall, a thought occurs to Natsu and he decides to share it with Happy to get his opinion as well.

"I just thought of something good, Happy!" He crows with a wide grin. The blue cat flies down to get closer to Natsu so they can talk easier.

"What?" he asks with a hopeful smile on his face.

With an uncharacteristically giddy smile on his face, Natsu turns to look at Happy as he states proudly, "If we beat up José , then that'd end the fight, right?" Shocked by that announcement, Happy forgot to fly and fell to the floor. He jumps back up into the air and faces Natsu as the dragon slayer keeps running down the hall.

"What are you saying?" Happy asks angrily. "José is just as powerful as our own master! Someone like you could never beat him, Natsu!" Happy continues in a scolding tone. At hearing this, Natsu gets sullen and pouts.

"But Gramps isn't here, so who else is gonna?" he asks, still pouting that his best friend doesn't like his idea. Natsu's words strike deep into the cat's heart and a wave of gloom washes over him.

"Natsu, you idiot!" he says in great despair. Hearing the sadness in Happy's voice causes Natsu to stop running in surprise. "I was trying not to think about it, but you made me remember!" Happy accuses him angrily.

"Wha?" Natsu shouts back, feeling defensive. Happy floats in front of the dragon slayer, eyes closed and his whole body drooping forward as his depression grows.

"That's right… Master is gone… Erza is gone… No matter what will happens in this war, in the end, José will…" He is cut off as Natsu reaches up and put an encouraging hand on top of Happy's head. Caught off guard, Happy lets out a small gasp as he opens his eyes wide to see Natsu grinning up at him with that devil-may-care grin of his. The one that inspires hope in all who see it.

"I'm here, aren't I?" Natsu asks, completely confident in himself. Happy looks at him, not knowing what to think. Natsu then closes his eyes while grinning wider. "Right?" he asks of Happy.

His confidence restored thanks to Natsu, Happy shouts out a joyful, "Aye!" and as one the two friends start to hurry back down the hallways looking for the power source of the giant. Happy turns his head to look at the running figure of his best friend and wonders what is it about Natsu that can give someone so much hope for the future no matter how dire the situation.

They soon enter a large room with a fancy red rug blanketing almost the entire floor. Bronze-looking pillars with green orbs on the top line the sides of the carpet creating a path through the room.

Partway into the room, a sudden blast of air streaks up from behind to knock away the two Fairy Tail members. So completely caught off guard, Natsu falls over backward and lands on the back of his neck, legs high in the air. Annoyed, he flips up to a sitting position as a voice calls out from a whirlwind that has appeared in the room.

"The sorrow!" it cries out. The whirlwind dissipates to reveal a large figure cloaked in green and wearing a green top hat. The cloak flaps in a wind not felt by the other two. With his head bowed and body hunched over somewhat, the man continues to speak sadly, "The wings of flame, clipped… Falling to the ground…" the mysterious man starts to stand up straight as he speaks. "Ah, and all that's left is the corpse of a dragon!"

Getting mad, Natsu stands up with a fist upraised planning on beating up the guy in front of him.

"Natsu, he's one of the Element 4!" Happy warns worriedly. The man in green lifts his head to reveal that his eyes are covered in bandages and that he is crying excessively.

"My name is Aria!" he sobs out. He raises a hand in the air by his head with his thumb across his palm and the other four fingers sticking straight up in the air. "I am the top of the Element 4! And I have come to hunt me a dragon!" he proclaims sadly, still crying.

Clenching a fist to his side, Natsu irritably says more to himself than to anyone else, "A wind wizard? I'm already used to you guys." All the while Happy looks on, frightened by the almost impossibly large man.

"Erigor's nothing compared to him!" Happy warns, hoping Natsu will listen.

Natsu stares at his opponent with a wild grin, shifting his stance he bends over slightly before asks, "That just means that this guy is strong, right?"

"Of course, he is!" Happy yells out at his friend, realizing too late that is what Natsu wanted to hear.

"Good." is all Natsu says before he launches himself at Aria. Lighting a fist on fire, he goes in for a punch while yelling, "Fire Dragon's Iron Fist!" With a flick of the wrist, Aria sends a gust of wind strong enough to send Natsu flying hard into the floor. With a quick flip, Natsu is back up and charging yet again, this time with his breath attack. Again, Aria knocks Natsu back with ease and the flames fade out before even coming close to him. Ticked off, Natsu rushes headlong in, again and again, constantly getting knocked back as the man in green continues to cry.

"Natsu! That isn't going to work!" Happy shouts out from behind Natsu. The blue cat looking extremely worried for his friend and not sure if Natsu can even beat Aria. From the looks of how easily he was knocking Natsu away, it didn't look good. After a particularly hard crash into the ground that left a dent, Natsu gets back up and stands there catching his breath as he figures out a plan. He raises a hand to rub at his cheek after landing on it from that last crash.

"You do well to remain standing. Impressive." Aria praises, no longer crying. That comment fans the flames of Natsu's anger and causes him to rush in again with a trail of fire leaving from his fist.

"Damn you…" he growls out during his charge. Happy stays behind, ready to help Natsu when he needs it and also trying to figure out how Aria is so powerful. He never saw such a one-sided fight with Natsu on the losing side, and this causes him to worry even more.

"But in the face of my "Airspace" magic, you are powerless!" continues Aria in a booming voice as if Natsu didn't interrupt him. The wind wizard shifts into a stance to attack.

"What the hell is Airspace magic?" asks Natsu as he cocks back a fist to attack. About 5 feet away from his enemy, Natsu suddenly crashes into something very solid, yet there is no wall that he can see. The force of his crash causes him to bounce backward and the fire on his fist to go out again. Already tired from his earlier battle with Totomaru, Natsu lands on his back instead of flipping before landing. Happy leans forward, almost summoning his wings to get to Natsu, but he holds back. He knows that he has only one shot to get Natsu away from the fight and he has to wait until the time is right.

"Invisible magic! What should we do?" Happy asks out loud to himself. As Natsu's body goes to make the second bounce, he recovers to flip and land on one knee. This catches Aria's attention.

"You can still stand, Salamander?" he questions, slightly impressed with the Fire Dragon Slayer's stamina and will to fight.

"I can't be defeated here." Natsu states as he stands back up again before loudly declaring, "Because I'm a Fairy Tail Wizard!" Natsu then takes a wide stance before yelling, "Now I'm fired up, you bastard!"

"Natsu…" Happy calls out, frightened by the possibility that Natsu may not be able to win this fight.

Aria decides to attack instead of defending as he calls out calmly, "Airspace… Suppress!" Faster than thought possible, a multitude of explosions appears around Natsu with most of them hitting him. He yells in pain while being knocked backward from the force of the blows, and more continue to hit as he is forced back. Making a recovery, he digs his fingers and sandaled feet into the rug to slow himself down.

Happy knows that Aria is too strong for Natsu to fight as he is the strongest of the Element 4, but he also knows that nothing he can say will stop Natsu from fighting until he can't fight anymore.

"Damn it…" Natsu mutters to himself as he gets back up for another try.

"There's always someone better, young dragon…" Aria calls out with sage advice.

Natsu then takes his two fists and pounds them together for a different attack as he growls out, "Then how about this? Roar of the Fire Dragon!" He tries to use his flame breath attack again, hoping this one will go through. At first, it seems to hit until just at the last moment, Aria disappears.

Happy cries out in warning, "He disappeared!" Hoping Natsu hears him if he didn't see Aria vanish. Surprised, Natsu starts looking around to see where the enormous man has gotten too.

"Where'd he go?" he asks no one in particular. Aria's voice booms out throughout the room, making it hard to tell where he is at.

"This is over, Salamander. Let me give you the same suffering I gave to Makarov…" At the end of those words, Aria appears behind Natsu just as he had with Master Makarov back in Oaktown. Noticing too late, Natsu can only turn to look as the massive sized Phantom Lord mage starts to cast the magic draining spell.

"Airspace… Ruin!" Aria says loudly.

The golden glow from the spell engulfs Natsu and he starts to yell in pain as his magic is sucked out of his body.

Tears start spilling from underneath Aria's face bandages as he sobs out, "The sadness! No matter the wizard, inside this airspace their magical power will empty!"

"My power… it's being sucked out…" is all Natsu can manage to say between his cries of pain. Happy stands there grief-stricken, knowing that if he tries to fly in now his magic will get drained as well leaving them both powerless. He can only really save Natsu after he has been drained of his magic. And that fact tears him up inside, wishing there was something more he could do to help.

"Natsu!" screams Happy, powerless to do more.

"Damn it all…" Natsu croaks out as his skin starts turning green.


During Elfman's battle, but before Natsu's, Gray makes his way outside of the guildhall giant through a busted skylight just after it starts to rain.

"Was it raining before?" Gray asks himself, confused about the weather as he stares into the leaden sky.

"Drip, drip, drop." calls out a feminine voice from behind Gray. He turns to look to see a figure slowly making its way out of a cloud of fog.

When she can be seen clearly, she continues in a monotone voice, "Yes… Juvia is the rain woman, one of the Element 4. Drip, drip, drop." All the while still walking forward with a pink-hearted umbrella over her head. By now Gray has pulled himself up out of the skylight and faces Juvia with a hard expression on his face. The rain is getting him soaked, but he ignores that in favor of studying the enemy in front of him.

"You're one of the Element 4?" He asks of her, making sure he has heard her correctly.

With a blank expression on her face, she states, "I would never have thought that two of the elements would have been defeated." Her head lowers slightly, as her voice and expression harden slightly. "But do not underestimate Juvia and Aria." she declares. Remembering Lucy's story, he realizes that this is one of the mages responsible for not only kidnapping Lucy but almost killing Krysti as well. The glare Gray sends her way could freeze fire, whether or not he is an ice mage.

"Sorry to break it to you, but I don't go easy on people who hurt my friends. Even if they're women or children…" he says in a deadly cool voice. They stare intensely at each other, both determined to fight for their guilds. Gray moves a small bit to get into a better-attacking position. Without easing up on her glare, two small patches of pink appear on Juvia's cheeks, unnoticed by the man.

She awkwardly turns her back to Gray and stutters out, "R-Really?" in a voice that is losing its monotone. She starts to walk away, slightly faster than before as she calls out, "Juvia gives up then! Goodbye!" Confused at first at her move of turning her back on him, now he is completely dumbfounded. His jaw drops in shock and his eyes widen to the point that they seem to be popping out of his head.

It takes him a couple of seconds to find his voice, "Whoa there! What the heck?" he shouts out at her still completely flabbergasted at the turn of events. Juvia, on the other hand, has her hand over her heart as she is being bombarded by emotions she has never had before. Warm, fuzzy feelings grow inside her, bringing life to her otherwise cold, empty soul. She is dismayed at how rapidly the changes are taking place within her.

"What is wrong with Juvia?" she asks of herself, as her blush grows stronger. "Why is my heart beating like this?" From behind her, Gray is able to shake off his confusion and starts to run after the blue-haired woman.

"Wait, you! Stop the giant!" he yells out harshly, trying to catch her attention. As the new emotions run rampant within her, one thing starts to become clear to her.

She wants this man.

No.

She needs this man.

She needs him more than she has ever needed anything in her life. She turns to look again at the person who has invoked such powerful feelings within her soul.

"Juvia wants to make him her's," she says to herself as she makes the decision final. "Juvia can no longer hold back!" she declares to herself, never having the need to restrain herself before and not knowing how to now.

She put out a hand towards Gray as he is still running towards her and with a passionate cry of, "Water Lock!" she captures Gray in the same bubble of water that she used to catch Lucy. Caught off guard, Gray isn't able to dodge the attack. As the water surrounds him, it aggravates the injuries that he sustained from Galuna Island and the raid against Phantom Lord This causes Gray to lose some of the air that he had left in his lungs. Just now realizing that he is hurt, Juvia becomes very distressed.

"Oh no! He's injured! Whatever shall I do?" she cries out, unsure how to proceed to help the man that she wants to claim as hers. "I must release him quick, or…" she worriedly says to herself as she starts waving her arm around rapidly from her fear. A bluish glow suddenly appears within the sphere of water as Gray growls. The water almost instantly turns into ice and shatters. Gray lets out a yell as he frees himself from the water now turned ice. Juvia stares at him in awe as her blush increases.

"He escaped from Juvia's Water Lock using his own power?" she quietly asks of herself with wide eyes. Her feelings for Gray grows even more. "This is the power of an ice wizard… Exquisite!" Her heart starts beating even more rapidly as she stares longingly at the Fairy Tail wizard in front of her. She grows warmer and electric tingles spread throughout her body like never before. Juvia was falling into love.

Fast and hard.

In her mind, an image cropped up of her standing in front of Gray, him holding gently onto one of her hands while the other is lovingly caressing her shoulder. They were staring deep into each other's eyes. Eyes that are full of love and happiness. Water and ice… it's like we're bound by fate! I've finally found you, Juvia's Prince! were her thoughts. While in the real world, the real Gray was down on one knee, holding onto his wounded side as he was recovering from the Water Lock.

"Trying for a surprise attack, you bastard!" he spits out angrily towards Juvia. His rage towards the entirety of Phantom Lord increasing drastically. Blissfully unaware of his ire, Juvia is still lost in her fantasy about her and Gray. In an attempt to feel more comfortable, he painfully pulls off his shirt while being unaware what is happening to Juvia. If he had any idea, he would probably put more clothes on.

"Ouch!" he cries out as a particularly painful twinge occurs. Juvia's face grow hot and she grows almost ecstatic at seeing him taking off his shirt.

"Why is he stripping?" she squeals to herself as she spins from the sheer joy at seeing the one she loves without a shirt on. Due to her watery nature, literal steam shoots out of her ears from how hot she is feeling. Unknowing of how real romance works, she takes it completely the wrong way, unfortunately for the ice mage.

"I-I-I think we should take things more slowly…" Juvia manages to say, falsely believing that he feels the same way towards her and wants to start doing romantic things with her. Her entire face now is pink from the blush and her heart is beating wildly in her chest.

Completely clueless of what she said or her emotional state, Gray says commandingly, "I don't want to frighten a woman, but you'd better surrender immediately." He begins to shift into an attack stance, determined to pay back this woman for all the trouble she caused his friends. "Otherwise, you're going to get hurt!" he finishes telling Juvia just as his hands start to glow from his magic.

"Ice Make Lance!" he shouts out as he shoots out dozens of ice spears towards the lovesick water mage. Without moving, almost all of the spears hit and go through Juvia which completely surprises Gray as he expected her to dodge or at least block. Worry is coupled with the surprise as he believes at first that he might have killed her as chunks of Juvia is missing.

He wanted payback, not to kill the rival mage! Only as she starts to speak is when he notices the areas of her body around where his attack landed were just water. Juvia speaks calmly to Gray a moment later as if he didn't attack her at all.

"Juvia's body is made of water," she explains, which causes Gray's worry that he might have killed her to be replaced with worry on how to defeat her. His attack did more than he realized. It helped calm down her raging emotions and literally cool her off.

"Yes… drip, drip, drop…" she says in a much calmer tone that is close to her normal monotone that she had before meeting Gray. He gasps as she is able to effortlessly reform back to normal. She looks down in despair as his attack helped her refocus on the situation.

"That's right… He's an enemy. Torn apart by strife, that is their tearful fate!" she says softly to herself. Her determination strengthens as she looks up to give Gray a passionate stare. "But Juvia will not lose heart!" she says loudly to herself. "Farewell, my small blossom of love!" she tells Gray as she lifts her palm to face him before attacking.

"Water Slicer!" she cries out as her magic activates. Thin, crescent-shaped blades of water shoot out towards Gray. He dodges the attack and looks back to see the water slice through solid rock in a powerful attack.

"High-powered water jets can even cut through steel," she explains for her love's benefit. "Underestimate water, and you will regret it," she warns. With a quick turn and a shout, Gray sends out another attack towards Juvia.

"Ice Make Battle Axe!" he shouts. The attack cuts right through her again without harming her at all. Gray might as well be attacking a lake, all the good his attacks are doing against her.

Confidently, in a hard voice that is now filled with emotions, she tells him, "Try again and again, but nothing will change. Against Juvia, physical attacks are ineffective. Yes… Drip, drip, drop…"

Gray glares at her, wracking his brains to try to find a way to win. "She's a tough one…" he admits to himself. Trying to squash the feelings that are within her, Juvia continues to talk in her new calm tone.

"You cannot defeat Juvia." She decides to try to plead with her newfound love to give up so he will no longer get hurt. "You still have a chance to save yourself. Bring me Lucy Heartfilia, please. If you do, I will ask my master to withdraw." At hearing this, Gray gets really offended that this Phantom Lord mage would think that he would ever possibly hand over one of his family members just to save himself.

"Hey, don't give me that crap," he says coldly much to Juvia's surprise. "We're both already way past the point of retreating." As he talks his voice grows colder and harsher. "You almost killed my friend and Lucy is our ally! I'll give up my life before handing her over to you!" he says loudly with firm, unshakable resolve.

The shock of hearing words come out of Gray's mouth that sound so much like the words of love causes her to drop her umbrella. Give up his life? Juvia feels like she is adrift in space floating away to be lost forever as those words echo in her mind. But one thought leaps out into her mind and she grabs at it like a person clutching at straws to keep from drowning.

A love rival! How dare Lucy Heartfilia capture the heart of the man Juvia loves! Juvia must prove herself worthy of the love she so desperately craves. Juvia must kill Lucy Heartfilia. An anger surges through Juvia that she has not felt before. All the years of pain and torment rise to the surface, fueling new newfound hate and jealously. Juvia, never knowing love or affection has confused loyalty and family bonds to be the same as romantic love.

She screams out in pain as she clutches her head as the hatred and jealousy wreak havoc throughout her mind. Shocked yet again at her actions, Gray yelps as concern for her grows. The way she is screaming and clutching at her head, it seems like Juvia is being tortured.

Only if Gray knew how right he was.

"What pain!" Juvia sobs out as her thrashing stops. "What harsh fate! My heart… My heart feels like it's going to rend asunder!" she tearfully cries out. She starts to jerk her body from side to side as the pain in Juvia's heart swells. "It hurts!" she sobs out again.

"What's the matter? Are you ill?" Gray calls out with great concern, his natural kindness allowing him to forget for a moment that she is the enemy. At hearing his voice, Juvia calms down and straightens up from where she has been hunched over. A terrifying expression crosses her face as she looks at the person who caused her such great pain. To give the absolute wonderful feeling of being truly in love when she has never been in love for real before, only to have it ripped away by betrayal as her love claims to be so in love with someone else that he is willing to give up his life for her.

Unrelenting fury takes a hold as she mutters, "Juvia will not forgive." Her magic starts leaking out of her body in pure white light, almost akin to lightning. "Lucy shall not be forgiven!" she shouts out in righteous fury.

Gray just stands there watching Juvia turn into a full on psycho. Slack-jawed and confused beyond belief, he has no idea why this woman all of the sudden has it out for Lucy. Without warning, a high-powered jet of water crashes into Gray. And it's hot.

Boiling hot.

The intense heat against his cold body makes it feel even hotter than it is. Thanks though to his constant battles with Natsu, it doesn't bother him as much as it would have any other ice mage. Not like he would ever admit anything like that to the flame-brain. The water subsides and steam is coming off of his body.

"Ouch!" he manages to get out through his gritted teeth. "Boiling water? And why are you mad at Lucy?" he asks, confused with her actions and attacks. Juvia, on the other hand, is still held tightly in the grip of her anger and jealousy. Above all else she must defeat the man she loves so she can kill Lucy Heartfilia, the Love Rival, to prove to her beloved that she is the only one for him.

That is going through her mind like a mantra. She is not going to let anyone stop her, not even her beloved. Bringing her arms together, another jet of boiling water fueled by her anger shoots out towards Gray. Sensing her attack, he immediately goes on the defensive.

"Ice Make…" is all he can say before the water has reached him. Barely dodging, he flips and jumps out of the way as the extremely fast water jet rushes at him like a snake.

"It's fast!" he shouts out in disbelief. "My Creation Magic can't keep up!" After another dodge, he slips on the wet stone and slides towards the edge. Almost falling off, he is able to regain his balance in time to avoid a nasty plunge.

Looking down where he almost fell he says worriedly, "That was close…" Getting a better handle of her raging jealousy to focus her magic better, she slowly walks towards Gray. She thinks that perhaps telling him a bit of her life will open his eyes to see her and renounce the love he holds for Love Rival and then love Juvia and only Juvia.

"Ever since Juvia was born, she's lived within the rain." Surprised, Gray turns quickly to watch her approach. "In the rain, there is no one who can defeat Juvia!" She stops walking and raises a hand high into the air. A magic circle appears as she calls out loudly, "Be boiled inside Juvia's jealousy!" Above the circle, a demonic face appears in the water spout that she has created. The face crumples inward and turns into short burst water jets.

"What?" Gray asks, unsure of where this short version of her life's story came from, as he quickly hops backward to avoid the boiling water. When one of the jets goes up higher than the others, he takes his time to use his magic.

"Ice Make Shield!" he shouts as a literal shield of ice forms on his arm to protect him from the boiling water. The shield quickly melts under the intense heat of the water. "What incredible heat! I can't stand it!" Gray declares as he tries to figure out a way to counterattack.

"I told you already!" Juvia cries out angrily. "Inside the rain is Juvia's world! No one can defeat Juvia!" A sudden explosion of steam startles Juvia, causing her to break off her attack. As it clears, Gray cannot be found but a broken skylight suggests where he might have gone. She stares at the window, expressionless as she walks slowly towards it.

"He used the steam as a smoke screen? He's not just a pretty face, he's smart, too," she says to herself in an admiring tone. Her hand goes up to her blushing face and her expressionless mask falls to show the love that she is harboring for Gray. "So amazing…" Juvia whispers, her voice full of quiet passion for the ice mage.

As Juvia is letting her passionate love for Gray cloud her judgment, the focus of her amorous longings is running in the building just underneath. Sensing that he isn't being pursued, the usually cool-headed guy contemplates on taking a break to recover and make a plan of attack. He looks out another window and sees the giant's moving arm.

He growls to himself, "I don't have time to take a break! I've got to stop that magic quick!" he runs for a few more steps when his fighting instinct kicks in and causes him to stop just as a rush of water breaks through one of the skylights above and in front of rushing water rises up to become a wall of water that fills up the entire hallway. With great speed, it throws itself at Gray and engulfs him as it pushes him back.

"That's hot! My skin is burning!" he shouts out in surprise, forgetting that Juvia is attacking him now with boiling water. Juvia's attack bursts through another skylight that is near her and carries Gray along with it. As quickly as it appeared, it fades away leaving Gray high up in the air.

"This is the end for you!" Juvia shouts out as she sends another blast of water towards the man she claims to be in love with. Getting angrier over the situation and pressed for time, Gray flips in midair to face the attack and blocks it with both his hands.

"Why you…" he almost snarls out at Juvia.

"He flew straight into the boiling water!" Juvia says in dismay as she continues the attack.

"Freeze!" Gray yells as he activates his magic to overcome the temperature of the boiling water and to cause it to be frozen in place while he continues to fall to the ground. As he is close to landing, the ice starts to form around Juvia's feet and quickly crawls up her body.

"B-But…Juvia's boiling water was frozen?" is all she is able to worriedly say before becoming effectively trapped within a block of ice. Gray has the whole area around Juvia to become solid ice, but he doesn't freeze her. Knowing his hand will be in the ice along with her, Gray aims to let his hand fall in front of her as he hits the ground. Closing his eyes before landing, he takes a deep breath to help calm his anger somewhat before he opens them.

Without realizing it, Gray made a slight miscalculation in where his hand was going to end up. The sight that meets his eyes shocks him to the very core. There in front of him was a pretty woman encased in his ice, and his hand roughly holding onto one of her breasts. Not being a pervert despite his unfortunate habit of taking off his clothes due to his childhood training, Gray is immediately mortified at what he is doing. While on the other hand, Juvia is positively ecstatic.

Here was the man that is her true love and soul mate for eternity making a bold move to show his true affections. By grabbing onto her breast, she becomes more convinced than ever before that she and Gray were meant to be together forever and ever. Her amorous emotions are rekindled by what she believes to be a physical declaration of love.

Not realizing that she is enjoying the contact and would rather him continue what he is doing, Gray becomes frantic is trying to let her know that he is in fact not a pervert or a molester no matter what Natsu says.

"That's not…it's not…" Gray stumbles over his words as he quickly tries to explain that he didn't mean to grab her there.

For Juvia, despite how much in love she is, it feels a bit too soon for that particular kind of love and so feels fairly embarrassed at Gray's supposed eagerness to prove his undying devotion towards her. Juvia is so embarrassed. Like this, forever, inside your ice…

She thinks that before beginning to fantasize about her and him trapped together forever in a block of ice while sharing a loving embrace. Her face shows her slight discomfit at the speed that their relationship is going at. Gray though sees it as she is uncomfortable and humiliated and many other things that he never wanted to beassociated with him.

He cries out, "Sorry!" before jumping away from the pillar of ice that he has made and effectively freeing his hand from the ice and Juvia. Many thoughts and feelings are warring within Gray, guilt and embarrassment being chief amongst them. As he stands there awkwardly, his magic dissipates and releases Juvia from its hold.

Suddenly free, she falls down to her knees with a small cough as she can now breathe again. Disbelief is written all across her face, she slowly lifts her head up to stare at the man in front of her. He released me from the ice? Why? Knowing that they were fighting and he could have won, she can't understand why he would let her go.

He's too kind! she thinks, misinterpreting the situation yet again. Her love-filled gaze drinks him his visage as her admiration and respect for him continues to grow. Not paying attention to Juvia's not so subtle hints that she is crushing on him, hard, Gray attempts to whitewash that embarrassing incident away.

"Let's start over again!" he says loudly with a grand sweeping gesture, hoping that she would forget about the accidental grope and just start to fight him again.

Juvia gets back up off her knees and says in a soft, sad voice, "No, I can't. Juvia cannot bring herself to harm you…" She isn't able to bring herself to look him in the eyes so she settles for looking at his feet.

Confused again at the sudden change in her demeanor, Gray asks in a much calmer tone, "Huh? So you're admitting you can't win against me?" He is unsure of what she means and hopes he can finally get a clear answer from this strange woman. Juvia, unwilling to bring herself to fight anymore, decides to try to reason with Gray to prove that she is the better choice than the other woman.

"Juvia is stronger than Lucy," she states, still unable to lift to gaze away from her true love's feet. "Juvia will be able to protect you," she explained more, still speaking softly.

"Protect? Me?" Now Gray is confused even more at the direction the Element 4's mind has taken. He has yet to figure out why Juvia is so against Lucy, much less anything else about her or why she has been behaving in such a strange manner. The rain that has been coming down in a gentle downpour intensifies.

Juvia, still not looking directly at Gray, gets a stricken look on her face.

"B-Because… I-I…l-lo…" she stammers out in her soft voice that is steadily getting drowned out by the sound of the pouring rain as it continues to pour down harder. Barely able to hear her, Gray turns around to survey the storm better.

"Sheesh, now the rain has gotten stronger." he complains to himself in a partly annoyed voice.

Perturbed by the fact that she can't seem to openly express her feelings as she wants to, Juvia wails out, "Juvia is frustrated!" While the rain that has been with her throughout her life and connected to her emotions continues to pour down harder.

"Man, this rain is so gloomy…" Gray continues talking to himself, ignoring the woman behind him. Shock fills Juvia's system as Gray's words echoes through her mind. Gloomy…Gloomy…Gloomy… Each echo sends a knife of pain into her heart.

She falls to her knees again as the pain of betrayal weighs in heavily throughout her soul. The splash made by her fall catches Gray's attention. He turns around in surprise to see her down on the ground and slumped over again.

"What's the matter?" he calls out to her worriedly. Despite the fact that they are enemies, Gray is a kind-hearted person who is willing to help Juvia if she requires it.

Staring at the ground, Juvia whispers to herself, "He's no different than all the others!" Her voice cracking at the overwhelming sadness now within from the supposed betrayal. Almost instantly, the sadness turns into enraged fury and without realizing it, she is standing again with scalding hot steam flaring out from her body.

"You're all the same!" she roars out, even angrier than when she thought that Gray was in love with Lucy. The abrupt 180° change in her attitude catches Gray off guard once again.

"What?" he asks, again confused at what caused the change within the female Phantom Mage as he leans back in defense. Juvia has no need for love anymore! She decides for herself as this has become the last straw. The last treason made against her and her life at trying to be a regular person. An even more powerful jet of boiling water engulfs Gray before he could put his arms up to guard against the attack. He lets out a strangled yell as he is being pushed backward by the force of the water.

Luckily, he able to find his footing again and prepares to freeze the boiling water once more as he pushes his arms in front of him. His magic activates, yet nothing happens. He figures that the water must be even hotter than before if his ice magic can't freeze like he did earlier.

"Love… Who needs love?!" Juvia screams out in pain and grief. The water blast grows in size and strength to go along with her rage and it causes Gray to lose his footing and get carried away. Juvia becomes lost in her memories of grief and loneliness as no one has ever wanted her around due to her rain. Even as a child, she has been unwanted, and sad. The kids would wish she would go away and take her gloomy rain with her.

She would make a little ghost like doll to be her friend since no other kids would want to play with her. The bullies would come and rip Juvia's doll away and smash it into the mud until it was no longer recognizable. This caused her sadness to grow along with the rain. She would make many more of the same doll so at least she could have one friend to stay with her.

While growing up, any relationship she would have would end soon after it started because no one could stand her rain. The same went with any people who were near her as well. They would all call her and/or her rain gloomy, which would make her even more miserable which in turn would strengthen the rain. It was a sad and lonely life for the poor girl connected to the rain.

And now, when she finally found the man who was meant to be with her for the rest of her life, he says the word. The one word that has defined her entire life. Gloomy. Her prince charming, her soul mate, her one true love, is nothing more than another person in a long line of people in her life who has never wanted her around. She thought he was different, he seemed so kind, and smart and is devilishly handsome. she thought, this time, it would work.

What hurt more than the sting of his deceitfulness and even the loss of love in her life, was the fact that she has let herself have hope. Hope that she could finally end this cycle of torment and loneliness that is her life. Yet with that one word, Gray has ripped all of that away from her, and for that, she will not forgive him.

"Juvia is nothing but a gloomy rain woman!" she screamed out her pain and loneliness as she continued to attack Gray with all she had. A note of gratitude enters her grief-stricken voice as she continues to scream, "And yet Phantom Lord accepted Juvia for who she is! Juvia is one of the Element 4! A Phantom Wizard!"

Gray was able to make it to the edge of the water blast and gets flipped in the air as he takes a much-needed breath of air. Still furious at the betrayal from the one person she has let herself fall in love with, she turns her entire body into boiling hot water and blasts off to attack him herself.

"I'm not gonna lose!" Gray yells out to her as she is still screaming out her mental anguish as she rushes towards him. Juvia launched herself into the air and sends another blast of scalding water towards Gray. He makes a one-handed ice shield and the force of the blast causes the roof under his feet to crack into pieces.

"Not to Phantom!" he continues to yell. Using his other hand, he punches his shield to send another blast of ice magic into the water to freeze it. With his will to win strengthened, so is his magic and he succeeds in freezing the water. Expecting it, this time, Juvia breaks away the attack just before the ice freezes her again. As she falls, something catches her attention.

"He even froze the rain? What incredible magical power!" she exclaims in disbelief.

Gray then kneels and punches the ground with both hands while yelling in a guttural way, "Ice Geyser!" In response, a massive fountain of ice shoots out of the ground at a stunning rate. The attack hits Juvia, effectively freezing her once again before shattering.

The force of the blow causes her to yell out from physical pain. Unfortunately for her, it was also enough to knock her far enough away from the roof that she would miss it completely and if she didn't hit part of the giant much further below, then Juvia will hit the ocean.

Being out of magic, she can't change into her liquid form and would suffer serious injuries if not die from the fall. She knows she lost the fight as soon as that last attack hit. As she falls, she accepts her fate that soon she may escape from her painful life. Juvia, like a raindrop, will fall to the ground, and shatter into tiny fragments… A fitting end to an unwanted rain woman… Farewell, my gloomy self… Her eyes closed as she calmly waited for death to take her.

Without warning, a cold hand grabs tightly onto one of her own and her shoulder cries out in pain from the force of her falling body. Her eyes snap open in shock to see the face of the one person who brought so much joy and so much pain and grief into her life in such a short amount of time.

Gray.

Speechless, she hangs in the air as his tight grip seems to promise to her that he will never let go. As she fell, Gray made a desperate dash off the roof and slid down the slope in hopes of stopping her fall and saving her life. Gray is no killer and won't let anyone die on his watch as long as he is able to. Enemy or not, no one dies.

"Don't let go of my hand!" he barks out at Juvia. "I'm not letting you fall!" With a grunt and straining hard, he is able to pull her up onto the edge of the ledge. Breathing heavily, he helps her to her feet and helps her climb back up the slope to the top of the roof where it is safer. All the while Juvia is quiet, thinking. Emotions swirl through her at a dizzying pace and she struggles to try to make sense of things.

Why did he save her? If it was the other way around, she would of let him fall. So why didn't he? At the top of the roof, he lets her go and she sinks to the ground to lie on her back, letting the lessened rain soak her face. Gray sits next to her in companionable silence, overlooking the ocean. After a few moments, Juvia speaks up.

"Why did you save Juvia?" she questions. Gray was expecting this and answers honestly.

"Beats me," he says with a shrug of his shoulders. "Anyways, get some sleep.," he tells her in a gently chiding voice as he leans an elbow against his raised knee. The question of why did Gray save her continued to go through her mind as she stares at his back. He turns his head over his shoulder to look at her.

"So, finally cooled down?" he asks with a slight grin. Her eyes water up as the love and respect she held for him returns slowly. She almost doesn't want to believe in it again from how painful it was when it was torn from her. Then something amazing happened to Juvia.

She felt happy.

Happy that she didn't die. Happy that despite everything that has happened, here seems to be a person who actually wanted her. Someone who risked his life to make sure she was ok. Someone who might actually not mind if she was around. A bright light from the sky that she has never seen before shines into her eyes. She closes them from the suddenness of it all. Then with one eye, she opens it slightly to see what is causing all the light and sudden warmth upon her face. With a gasp, she opens them both wide.

"Huh?" she questions. For there in the sky was a beautiful bright blue patch that she has never seen before in her entire life. The rain no longer falling, she stares up at the sky in wonder. "The rain has stopped…" she whispers in breathless wonder. This was all new to her. Never has Juvia the rain woman been without rain. The longer she watches, the less of the familiar gray clouds that have always followed her throughout her life there seems to be. The blue patch continues to grow and lighten into fluffy white shapes much higher in the sky.

Raking his finger through his hair as he stares up at the sky, Gray says happily, "Oh, it's finally clearing up."

"These are…clear skies…" Juvia says wonderingly, only hearing about them from other people. "I never saw them before…" she almost whispers to herself as she continues to stare into the beautiful blue sky and the warm sun beaming down at them.

"Really?" Gray asks in surprise as he looks back over his shoulder to stare at her. He sees the look of awe on her face and knows that she isn't making it up. She honestly never saw the sky before. He gives a small laugh as he turns back to look towards the sky again.

"Nice, huh?" he asks of her. "Clear skies are great." he continued to say before giving her time to answer. A flock of birds flies overhead as she looks on, still awed by the beauty. Tears start to well in her eyes at being able to see something so precious.

"Yes… They're beautiful, truly…" she replies with a voice that is starting to get choked up in emotion.

"So, up for round 2?" Gray asks Juvia in a joking manner, knowing that they are both too tired to fight anymore right now. He turns his upper body to face her easier as he asks this with a warm smile on his face. Juvia pulls her gaze down from the sky to look at Gray and her heart stops as a gasp is stuck in her throat. The way the sun lightens up his features, battle-worn or not, to produce a radiant glow where it touches, and how his hair shines so beautifully leaves an image of unearthly beauty to the lovesick woman.

This man, who was able to put happiness in her heart and has given her the greatest gift that she could ever receive, now became almost god-like in her eyes. As her poor mind couldn't handle the situation anymore, Juvia passed out at the sight of his almost supernaturally good looks.

Before her mind went black she decided that she would worship and protect this man, her love, for the rest of her life.