Wendy and Grandine sought out to find Gladio the Sky Warrior and an old friend of Grandine's, but things didn't go as they expected. When Wendy asked Gladio to give her his power, he refused and said she wasn't worthy of his power.

"I'm not worthy? What do you mean I'm not worthy?" Wendy asked.

"Just as it means. You're not worthy of my power." Gladio said.

"Gladio, could you please explain?" Grandine asked.

"Wendy, I can see it in your eyes." Gladio said. "You hold fear. You don't believe you're one who can win. You're afraid. I refuse to give my power to a coward." Wendy could see what he was talking about and she understood. Her fear has been a problem to her for a long time.

"Gladio, we need you." Grandine said.

"I'm sorry, Grandine. I would like to help you, but as a warrior, I have my pride." Gladio said. "If one is too afraid of battle, perhaps you made a mistake choosing her."

"He's right." Wendy said. "I don't have what it takes!" She said as she dropped to her knees and held her head. "I mean why I should I even try? I'm nowhere near as strong as Natsu and the others."

"No. Don't say that, Wendy." Grandine said.

"I just can't do it. I don't have the power like Natsu or even Erza. I don't have their courage." Wendy said.

"Erza, you say?" Grandine said. "I didn't want to show you this, but I think you should see what's going on."

"What?" Wendy said. Grandine gathered the clouds and formed an image. She showed Wendy the duel between Erza and Azuma and Erza was getting beaten. "Erza?!"

"She went and took your place in your duel against Azuma." Grandine said. "She saw that you were afraid and is trying to protect you."

"She doesn't even have the power of a dragon, but she's fighting." Gladio said.

"But she could be lost forever!" Wendy said.

"Wendy, you've been learning from Erza. You must use what you learned from her." Grandine said. "You might be her only hope. You must or she WILL be lost forever."

"I don't know if I can." Wendy said.

…

The Duel

This duel wasn't looking good for Erza. She had only 1500LP and nothing on her field. Azuma had 3500LP with two face-downs and Terra Plant Ramus Sica with 800atk points.

"Come on, Titania. I want to see the power you possess." Azuma said.

'He's incredibly skilled. His power, his cards, and his combinations are overwhelming.' Erza thought. 'Focus, Erza. There must be a flaw somewhere in his defenses and I need to end this soon.' "It's my turn." She drew her card with what strength she had and she drew the one monster that could give her the last chance. 'This monster! I hardly had the chance to use it anymore. I need to get it on the field and end this.' "I play my Pot of Greed to draw two more cards." She drew two other cards and it was a spell and trap.

"You better hope those two cards will be enough." Azuma said.

"They are. I activate my Resurrected Warrior spell." Erza said. "This spell brings back one warrior in my graveyard, but it has to have attack points that are lower than my life points. I'll bring back my Heaven's Wheel Armor." Her warrior returned to the field with 1000atk points. "Next is her special ability that allows me to summon Black Wing Armor!" Black Wing Armor flew out on the field with 1700atk points. "However, neither of them are staying. I sacrifice both of them in order to summon Armadura Fairy!" Both monsters vanished and a new warrior in pink armor rose up to the field with 4000atk points.

"4000atk points!?" Lucy said.

"That's her most powerful card!" Natsu said.

"Alright. Erza has a chance now." Gray said as their faith in her was being restored.

"Armadura Fairy, destroy Terra Plant Ramus Sica! Attack with Fairy Burst!" Erza said. Her monster charged straight at the tree with a huge quantity of energy in her sword.

"I activate Sprout Regrowth!" Azuma said. "When you attack a plant type monster, this trap will cut the damage in half." Armadura Fairy pierced through the tree and it was destroyed. Azuma still felt the impact of the attack, but his life points dropped down to 1900. "That's more like it."

"I'm far from done." Erza said.

"I'm sure you aren't." Azuma said. "Thanks to Sprout Regrowth, I can summon two plant type monsters in defense mode. Good thing for you is that their attack and defense points become zero." He summoned another Terra Plant Ramus Sica and Folium Sica with no defense points.

'As long as I have Armadura Fairy on the field, I still have a chance. I'm not sure if I have any other monster that could bring him down. However, I should at least fortify my defenses.' Erza thought as she looked at her hand and saw two traps in her hand. 'With Purification and Armor of Heart, I should still prevail if I play these right.' "I place these two cards facedown to end my turn."

"This has been quite an interesting duel, but it has to end at some point." Azuma said as he drew his next card. He looked at it and laughed. "The time has come. You shall face the wrath of my Underworld Lord!"

"Underworld Lord!" Erza said.

"No! Not that!" Natsu said as they were all starting to get worried.

"I sacrifice both my monsters to summon your demise!" Azuma said as both monsters turned to light. "I summon Underworld Lord Cattura!" A pillar of light was shot into the air and the heart-like object formed and it started beating.

"No! It's going to take Erza's soul!" Natsu said.

"There's no need to fear that, Erza." Azuma said. "I might be a servant of darkness, but I won't let the duel end with you being absorbed before the match is over. I'll spare you so you can see the being of your demise." The heart unleashed its power and the beast formed as it rose. It looked like a black cat with green markings over its body with 2900atk points.

"It's just as terrifying as the one Hades used!" Lucy said.

"But Erza's monster is still stronger." Natsu said.

"I don't think that matters if that thing has the same abilities as Vulturis." Gray said.

"That's right. Cattura has the ability to strike you directly. Maybe you'll think twice before taking someone else's place." Azuma said. "Underworld Lord Cattura, send her to darkness!" The cat raised its paw and was ready to finish Erza off.

"I activate Armor of Heart!" Erza said. "With this trap, I gain life points equal to half the attack points of a warrior on my field. Since Armadura Fairy has 4000atk points. I'll have just enough to survive your attack." Her life points rose to 3500. She started running to avoid the paw, but it crashed down and the impact alone sent her flying as her life points dropped all the way to 600.

"At least she still has Armadura Fairy." Natsu said. "If she can't attack that Underworld Lord, she can attack him directly and end this."

"Perhaps, but not with her field now." Azuma said. "I'm activating my Terra Clamore trap. When I have five Terra Plant monsters in my graveyard, this trap can destroy every monster on your field." An explosion went off and formed a face with Armadura Fairy being destroyed.

"No! That was her best monster!" Lucy said.

"Without Armadura Fairy, how is she going to win?" Gray said.

"Forget winning. How's she going to survive?" Natsu said.

…

Wendy

"No! Someone has to do something." Wendy said.

"Wendy, only you have the power to save her." Grandine said. "You must be willing to fight. If you do not do something now, she won't last much longer."

"If you don't have what it takes to save her, you might as well just say goodbye now." Gladio said. "She's going through all that pain and suffering for you. Are you really just going to let it happen?" Wendy didn't know what to do. She didn't believe she had the power, but she didn't want to lose Erza.

"I won't give up." She looked and saw Erza was trying to get back up. She saw that no matter how hard Erza was pushed down, she kept trying to get back up. Erza has done so much for Wendy like the big sister she always wanted. What kind of friend would Wendy be if she can't do the same for her? Wendy muster all the strength and courage she had to say one thing.

"No more. No more!" Wendy said and got their attention. Saying the rest seemed easier. "I can't stand here and watch my friends suffer."

"Are you saying you'll fight?" Gladio said.

"I don't care if I am scared anymore. It's not as bad as seeing all this." Wendy said. "We came here for your power, but if you won't give it to us, I'll fight without it."

"Aren't you scared?" Gladio asked.

"I might be, but I don't care anymore." Wendy said. Gladio saw something different with Wendy now and had a change of heart.

"That's what I wanted to hear." Gladio said and Wendy was confused. "Wendy, being brave doesn't mean you're fearless. It means that you are afraid, but you don't let that stop you. The first and hardest step is admitting you are afraid. For that, I will give you my power."

"This is the real reason I wanted to bring you to him." Grandine said. "You needed to see that you are brave Wendy. Real power is the strength to stand up for what you believe in. Now, let's save your friend." Grandine created a bright light that took the three of them away.

…

The Duel

An orb of light dropped from the sky and it landed down near Erza and they all could see something in it.

"Wendy?" Lucy wondered and when the light faded away, they could see it really was her.

"Wendy!" Natsu said. Wendy looked down and saw Erza who was badly hurt.

"Erza!" Wendy said as she tried to get her up.

"Wendy. I'm glad to see that you're safe." Erza said.

"I'm so glad you could make it, little girl." Azuma said. "Sadly, you arrived just as I was about to finish your friend."

"Azuma, leave her alone. I'm the one you want." Wendy said. "Erza, I'm going to take your place in the duel." She reached for the face-down Erza still had and pulled out her deck and duel disk.

"Wendy, you don't have to do this." Erza said.

"I know." Wendy said as he placed her duel disk on and inserted Erza's card. "I want to. No more running. No more hiding." She placed her deck in and was ready to fight. Her mark began to glow with all the other dragon marks and they could feel Wendy now. "Let's duel, Azuma." Erza could see something was different about her.

'She's not afraid. No…she is, but she doesn't care anymore.' Erza thought.

"I'm glad you're here, but you're far too late in the game." Azuma said. "You have nothing, but a mere face-down with so few life points and I have Cattura. You can't win."

"We'll see." Wendy said.

"I place one card facedown and end my turn." Azuma said.

"My move." Wendy said as she drew her card and could feel power from it. She looked and saw it was Gladio. "Gladio, let's do this. I summon Gladio the Sky Warrior in defense mode." Gladio came out on the field with 1200def points.

"Where did she get that card?" Erza asked.

"Thanks to Gladio, with him in defense mode, I'll be able to block one attack each turn." Wendy said. "Next, I activate Winds of Life. This allows a wind attribute monster to fly from my deck to my hand." A card stuck out and she took it. "What better one than Grandine?"

"Look at her!" Lucy said as they were all amazed.

"Yeah. She's like a completely different person." Gray said.

"That's just what I was waiting for!" Azuma said. "I activate a trap I saved for you. Go, Snatch Vine!" A vine with a hand reached out and took Grandine from her hand. "This trap allows me to take a card from your hand and place it in MY graveyard."

"His graveyard?!" Natsu said.

"He must be trying to make certain that Wendy can't summon Grandine." Lucy said.

"Now I activate the other effect of Terra Clamore." Azuma said. "By removing this trap from my graveyard after it was played, you lose half of your life points." A burst of flames erupted around Wendy and her life points dropped to 300. "You're finished."

"I don't think so. I still have something on my field that can save me." Wendy said. "Grandine's coming out to play and destroy your darkness."

"But she's in my graveyard." Azuma said.

"And that's just where I want her. It would have been difficult to get her out with her in my hand, but now that she's in the graveyard, she can come out and play." Wendy said.

"What does she mean?" Erza said, but she remembered she played something earlier. "The face-down I played earlier."

"I activate Purification!" Wendy said.

"Purification!?" Azuma said.

"That's right. With this trap, I can take one monster in your graveyard and place it on my field." Wendy said. "Grandine's coming out."

"This cannot be!" Azuma said. A pillar of light shot through the clouds and Grandine descended.

"Excellent, Wendy!" Gladio said.

"Now….let's get busy!" Grandine said with all of her 2300atk points.

"I activate Grandine's special ability. The difference in our life points are added to her attack points." Wendy said. Grandine gained power as her attack points went up to 3900. "I also use Gladio's ability. He can give all wind attribute monsters an extra 1000atk points. Grandine attack with Sky Drill! Azuma, this the end of the line."

"No!" Azuma shouted. Gladio formed a sword in his hands to grant power to Grandine.

"Winds of the noble sky, grant us the strength to defeat our enemies!" Gladion chanted as he was surrounded by a green aura. Grandine was surrounded by power as her attack points went up to 4900.

"Grandine, chase the darkness away!" Wendy said as Grandine flew up into the air. She unleashed her drill attack and it pierced through Cattura and slammed against Azuma and his life points dropped to nothing. Wendy may have won the duel, but what will happen after this point?