Hello, readers. I'm back at it with chapter 2. Enjoy. Just some housekeeping things- I will be updating every other Wednesday from now on. As I upload this, I'm currently working on chapter 4. I struggle with depression, so writing ahead by a couple chapters will let me bring you guys content even if I haven't been able to write. As usual, I remain very responsive to feedback, so you can expect some kind of response if you ask me a question in a review.

CHAPTER 2

Having spent the first 19 hours of work time feverishly blueprinting and designing his Magnum Opus- his crowning masterpiece of artifice- and hopefully, what would be considered years from now to be the most powerful weapon to have ever existed in this plane of existence, Alaveize was now in the first stages of its crafting.

Sweat dripped of his brow as he stood shirtless and glistening in the low light of the forge where he was folding and refolding darksteel even as he wove enchantments through the entire forging process. It would be impossible to extricate the enchantments from the final product as per the nature of the process he employed. To most, such a process would be beyond difficult, but he had thousands of years of experience. Despite all the power he accumulated, he still enjoyed doing things like this himself. The early and routine parts of the process were perfect opportunities to reflect on the life he had lived.

****The plane of Ashkultyk, approx. 27,000 years ago****

"My baby, we need to leave now. Papa cannot help us now". His mother's voice whispered to him, obviously in pain. After all, her husband had just been executed for a fabricated crime.

"But…" He whispered, still naïve in his youth, "He didn't do anything wrong. Why did he have to die?"

She couldn't answer that. There was no reason. She had caught the attention of a corrupt court official of their port city while she was at the market, buying ingredients for dinner. He had tried to convince her to join his harem, unsuccessfully. Just three days later, the city guard had come and arrested her husband. He was scarcely given a trial before being beheaded. "I know baby, but we have to leave now, or we'll will be in danger too."

The pair quickly left the town square, trying to pack what they could and leave before the official could get his grimy hands on them.

When they arrived at their home, the official was there, along with 6 armed guards. "Oh, so you finally arrived?" The official smiled smugly. "Are you ready to accept my offer now?"

"No, I don't think I am. You're far too repulsive for my tastes." His mother shot back, either oblivious to, or uncaring of the danger.

"You Bitch! Well, I tried being nice," He chuckled, "Men, kill the boy and bring the woman to me".

That was his first.

The official did not die well.

First the screaming. Then the begging. Then trying to gouge out his own eyes. He succeeded of course, but it didn't help at all. The man's guards immediately decided that it wasn't worth it and left in all possible haste.

His first time entering another's mind and pulling it to pieces, in the most excruciating manner possible.

Of course, he had learned much from that experience at the tender age of 8- The weak are never free.

His father was weak. Physically, he was powerful, from his many years working the forge. But he never had money, or influence, or power. So when someone with all of those things decided to mess with him, there was no recourse, and he was killed.

But the official was also weak. He had both money and influence, and guards, but he had no Power. Nothing that could stop him from killing the useless man.

But he would not be weak, he would be free! And in his mind the only way to be truly free was to become so Powerful there would be none left who could infringe on his will.

That was the beginning of his quest for power.

He remembered with great fondness his first 60 years, travelling across the plane- at first with his mother but later without once he became an adult- learning more and more of his power of the mind. He was feverish in his desire to gain power and used his power to rip knowledge of other Magic from the minds of masters. At the age of 73, he had sparked. He regained his youth and vitality. After making sure that he had learned everything there was to learn on the plane and that no one he cared for was left, he created his first Mox.

**Ajuka Labs 3/10/12**

His musings of the past were interrupted by a knock on the laboratory door. 'Ah, must be mealtime already'. "Come in!" He shouted, over the roar of the forge. He carefully finished the creation of the metal he would use for the scepter he would build. It would be far too ornate to be called a mere staff, then went to grab some water.

The door creaked open, and Rias stuck her head in before asking, "Ano, is this a good time? And can I be your lunch" she blushed "date for today?"

He looked at her and sensed her. She had massive potential, and already had a reasonable amount of power to begin with. She was also younger than any other who desired his artifact. He would test her the same as all the others.

Alaveize let out a sigh of contentment after downing a cup full of ice water, "You may, Rias Gremory."

She rolled the cart full of decadent foods and desserts into the room while Alaveize took another drink of water.

He'd only gotten a tiny glimpse of her thoughts and decided that he wanted to have this conversation without mind magic. First was to test and see if she had any true guts "Now then what is the younger sister of the Maou Lucifer and the daughter of Zeoticus Gremory doing here of all places, hmm?"

She tensed up. 'Oh good, this is as touchy as I gathered, now let's see if she gets past level 1.' Then she took a deep breath, and spoke coldly, "I'm here as Rias. Not as a representative of my family, and I'd thank you to remember that".

'Time for level 2' He adopted an aura of slight menace, which is greater than the full killing intent of most high-class devils. "What did you just say to me?" he asked, trying to make it as uncomfortable as possible for her to advocate for herself.

She gulped, "I said I'm here for myself… Sir."

'Oh, full marks. She even knows when respect is called for.' The Planeswalker cracked a smile, "Good job Rias." Her face morphed instantly into a mask of confusion, "You demonstrated that you have the guts necessary to even be considered as my first caretaker. You may call me Alaveize. Congratulations."

Her confusion melted into joy, "Thank you Alaveize." She smiled. "Now, let's eat!"

He nodded, and walked over to the table "Let's"

While Alaveize began to load up his first plate, Rias asked, in pure 14-year-old fashion, "So how old are you? You look young but feel old… It's weird".

Alaveize laughed, "After I commend your boldness, you go right ahead and ask my age first! Very well then. If you must know, I recently celebrated my 27 thousandth birthday".

"Twenty-seven!?" Rias shouted, then clasped her hands over her mouth, completely mortified by her outburst. 'Most devils only live 10,000 years… What kind of body does a planeswalker have that they can live so long?'

But he just laughed, "Yes, well, planeswalkers are functionally immortal. My closest friend was a 25,000-year-old elder dragon archmage planeswalker. Pity Nicol killed him."

After indulging in a bit more small-talk, mostly stories from his travels, he decided to hear her pitch, "So why would I pick you over any of the other six?" Then he began eating.

"I'm the only one of them who plans on running away to explore the world if I get to take you. If you stay here with one of them then you'll probably spend much of your time in an office." She saw a brief look of disgust on his face and thought 'Its now or never' She raised her voice slightly and said authoritatively, "And if you wanted to sit around and do nothing as an inanimate object rather than go on adventures then you should just die!" She paused for a moment, before her eyes bulged out of her head as she realized what she just said before she closed her eyes and cast her most powerful shield.

It was a tense moment of silence before Alaveize burst out in riotous laughter, "Indeed, indeed. Well said." He cocked his head slightly, "Now, tell me. What is your greatest ambition?"

Rias knew her ambition immediately- she obsessed daily over it. "I want to be free! From the marriage contract my parents made for me. From the expectations of the Gremory heir. From the shadow of my brother. From the demands of the pureblood devil society. That is my ambition".

Alaveize smiled brightly. She reminded him of his own youth tethered to the fortunes of his family and his own ambition that had carried him to the utter peak of power. "And where will you seek this freedom? Do you have ambition or merely desire?"

Rias walked over to the forge and stared into the molten heat. "The only place to seek anything of importance of course. In power. That is where you come in, I think. Not just the scepter you make, but your tutelage."

He nodded, appreciating not only her dramatics, but the insight she had into the world. "Very well. You shall be my first caretaker. If you truly want to run away, you must make your preparations quickly. I will be done in just three days. That means you must smuggle all of the possession you wish to take with you to this workshop before I finish. When I finish the scepter, we will be leaving the underworld immediately. You will arrange for our transport to the human realm. You may come at any time to watch my process or to ask me questions. It's not as though I have any reason to hide my techniques anymore." At the though he couldn't help but to smile sadly.

Rias looked stunned, and then started bowing and thanking him repeatedly. It really worked!

"I will now begin crafting the rod of the scepter. I will be using Moxen as a skeleton for the design. The outer layer will be part enchanted darksteel and part Etherium." His eyes began glowing and a stream of wildly colored gems- 26 large gems, each a unique shape and color began to flow from where they were laid out on the table into the bubbling mass of liquified enchanted darksteel. "I must first allow the enchantments in the darksteel to bind to the Moxen before any true shaping can happen. That process will take a few hours, so in the meantime I will begin crafting the actual receptacle for my soul. Etherium will be magically grafted later on, as it is far more malleable in its natural state".

Rias had questions, of course. "What are Moxen? And darksteel? And Etherium? Are they also not of this world?"

Alaveize grinned, "Darksteel is a naturally occurring metal native to Mirrodon. It is naturals completely indestructible and incredibly magic conducive. Etherium is the best mana conductor in the multiverse. Etherium is a self-sustaining power source that allows for precision enchanting. So not of this world. Moxen on the other hand, are unique. In order to create a Moxen, you must first collapse a plane, then condense and shape the plane into a powerful mana battery."

"So to make a Mox you have to, what? Destroy an entire plane of existence?" Rias asked, completely shocked. She just had to make sure she was right in what she heard.

"Yes, and I have 26."

"Did you? You know…"

"Only 8 of these are made by me personally. They were wicked worlds far beyond salvage, from the beginning of my life. I was quite wrathful then," he says with a wry smile. "The rest are spoils of war from battles with other planeswalkers."

Rias sighed a mental sigh of relief. The full 26 being his would have been far too scary to contemplate. "Will you use an otherworldly material for your soul container?"

He shook his head. "No, I will be making enchanted diamond glass. Come, see".

Rias couldn't move fast enough to get by his side. She gasped as she saw five gigantic diamonds, each easily weighing 5000 Carats. Her eyes widened, "Are you really going to…"

"Of course. If you truly desire, I can turn the leftovers into a trinket for you. I would keep them whole, but then I couldn't enchant it properly." With that, he began breaking them down with wind-based techniques. The powerful but controlled destruction rendered each of the diamonds into diamond dust in just 15 minutes. Such time was necessary to ensure that everything stayed where it's supposed to.

Then came the terrifying part- his mouth unhinged, and his form became murky. Liquid fire made completely of magic began pouring out of his mouth like a waterfall, pooling in midair around the level of the table. As the pool grew, the heat in the room began to escalate. It wasn't long before random scraps of paper around the room combusted and anything shoddily made started to melt under the pressure.

Rias started sweating immediately and cast an isolation spell to shield her from the heat. It was a tricky spell to cast for the concentration it required and the power it demanded. Alaveize noticed the exertion and looked at her with what could be perceived as approval. And then he did more terrifying things and his body started to do what could only be described as unravelling. His form was completely devoted to forging this diamond dust into a soul container.

The heat did not abate for the next few hours and Alaveize stirred and mixed and folded whispered into the flowing, ethereal material that was almost as much enchantment as it was material. Of course, during this entire time, Rias was still forced to keep up her isolation spell. She was sitting on the floor, panting with exertion. She knew that if she couldn't keep up with the isolation zone, then she would surely die. When an egg timer went off it the next room, the heat abated suddenly, and she looked through lidded eyes to see Alaveize returned to his normal form and putting a basin full of glowing melted diamond into a stasis spell.

"Well done Rias. You've survived another test. As a devil you should have expected something like this." He cocked his head, "I must test not only your strength of mind, but your skill and power as well. Believe me that these tests are a price worth paying for the privilege you shall receive."

Rias was laid out on the ground at this point, breathing deeply. She was obviously exhausted from maintaining such a shield for nearly three hours. "You bastard…" she panted, "I thought I was going to die!"

"But are you dead now?"

She gritted her teeth, "NO…"

"Then it's fine! Now, it's time for you to head home and begin your packing. I have ten hours of chanting over a bowl to do now."

At the thought of ten hours of chanting, Rias froze up 'There's no way he isn't lying, but if I try to call him out I risk watching him chant for ten hours. What a devious man.' "Aha" she laughed nervously, "Yeah I really should be going. There isn't much time and a lot to do!"

"Come back tomorrow around midday. I will be doing something other than chanting by then. And bring any servants you have. I wish to assess their quality as well."

The redhead nodded, "Yes sir" and made her way out of laboratory to a place she could teleport from.

*/-\* Late that night */-\*

Ajuka had managed to lure Alaveize away from the lab for an hour or two with some hedonism. So there he was, being fed expensive cuts of meat by gorgeous women while he soaked in a natural spring and got head from a mermaid.

Of course, Ajuka was not 30 feet away getting the same treatment. He supposed it was true that Devils were the ultimate hedonists. The way they craft their experiences so that the recipient feels powerful, relaxed, and elite.

Alaveize finished in the mermaid's mouth and having already finished his meal he immediately stood and excused himself, "I have a lot more chanting to do. I will see you later."

'This isn't good. He doesn't seem to like any of us who would be options for his caretaker. I wonder if he has found someone secret we don't know he's met.' "Ok, just let me know if there's anything I can get you at any time." Ajuka offered for what had to be the 100th time. Once Alaveize was a good distance away, he thought 'I should probably put some mechanical security around the lab. See if he's seeing anyone strange.'

*/-\* Lunch 3/11/12 */_\*

"Lord Alaveize!" Shouted out Rias as she arrived from a teleportation circle.

The ancient Planeswalker smiled as he heard the eager footsteps of two young devils approaching his position from the hall. "Do come in, I'm just finishing with the Etherium molding," he projected, certainly loud enough for them to hear.

Rias opened the door and cleared her throat, "May I present, my first and only servant- my [Queen] Akeno Himejima." With that, a Black-haired girl, looking to be about the same age as Rias entered the room.

Alaveize noted her shrine maiden costume with mild amusement. "Hello, I am Alaveize. I hope you prove worthy of my standards."

Both girls were flabbergasted by how forward and blunt this man was, but Rias bowed quickly, "Please assess my [Queen]."

The Planeswalker's eyes ignited with magical energy as he gazed at Akeno to judge her. After a few moments he began laughing uproariously.

"Ara…" Akeno tilted her head, confused, "Is this good?"

"I…" Rias paused as she watched the crazy man continue to laugh, "I don't know. I hope so, for your sake."

Before Akeno could ask anything else, an oppressively sadistic aura filled the room. Even though she could feel her mind begin to stop working, she knew her panties were completely soaked. She shivered with pleasure and looked over to see Rias utterly frozen with fear. Then over to Alaveize and saw the most beautiful thing she'd ever seen.

The black lightning coursing over the man's body was clearly the source of the terror. Akeno blushed heavily, "Oh my… what is this?"

Alaveize stopped cackling, and crackling. "This is blightning. I didn't think I would be able to ever teach this technique to anyone. But I got lucky. You are the rare type that could even try wielding something like this. I will tell you some more after I eat, and you tell me about yourself."

*/-\*After Lunch*/-\*

Akeno looked incredibly uncomfortable as the man went over this 'blightning' again. It seemed so powerful, so dangerous. Someone like her wasn't worthy of it. This was even more uncomfortable than spilling her guts in front of a virtual stranger…

"This is correct Rias, the psychic and spiritual damage that blightning deals combined with the way that it completely bypasses magical defenses and physical resistances make it a potent weapon, so it's even able to cripple those with regenerative capabilities. There are other uses for it that go beyond blasting people with it in combat. As you saw, even just summoning the cursed stuff can emit an aura of malice and pain. In addition to its utility as an intimidation technique, blightning could also be considered the ultimate torture technique. With enough skill, it can inflict such agony and mental damage to erode even a Geas that prevents them from sharing information. There are no secrets from a sufficiently skilled user. An old colleague of mine has said that you would scream out your deepest secrets just to make it stop. That your soul was under such duress that any thoughts of deception were a million miles away."

"That's awesome!" Rias gushed, "Akeno, you have to learn it. This is going to be good for your goals." She poked her fingers together looking bashful, "Besides, it's great from frying Phenexes, and that is quite relevant to my goals".

Akeno sighed, "I haven't earned such a technique, but I won't say no."

"Pshaw" The 'Walker scoffed, "By virtue of having the potential, you have already earned it. Besides, as Rias will be the first to possess my artifact, it is my responsibility to make sure she is as strong as possible. Teaching you a technique so suited for you is the least I can do. Its not as though I have anything to gain by not teaching you." He pulled a small tome seemingly from thin air- "Here. This is for you to read. If you plan on staying in the Underworld, then I will have you keep that once you can prove that you can cast blighting two days from now. That will be your excuse to come here on the day I will be done with my scepter. We will depart from there after testing Akeno."

Akeno accepted the tome- her fate as wielder of the most cursed and powerful lightning technique known to devils- and looked at the old thing with a reverence. "Thank you. I will make your legacy absolute with this technique." She was oddly pleased with the sharp grin she received for that comment.

"Now scram. Come back in two days. Oh, and Rias?"

"Yes sir?"

"I have decided on a name."

"And?"

He smirked, "It's a bit self-indulgent, but I've landed on 'Alaveize the Tyrant Scepter'. You'll see why."

Zeoticus has been having regular meals with Alaveize as well, but he's essentially a fun minor character, and those interactions don't mean much to the plot. If it's popular enough, I'll write a canon Omake about the hijinks they got up to.