Hey guys...I am sooo sorry I took so long I'm not gonna make any excuses just know that i'm outta school now and will be updating a lot sooner:D! Anyways..Ok to be honest I freakin almost cried writing this chapter. I hope you guys like it! Thank you for your awesome reviews!

AN: Sorry no dedications this time i love you all too much to pick this time :D

EAN: i DO NOT OWN FT OR HG!


"Where is she?!" Natsu growled quietly as he stalked through the now dark forest. He had been searching for Lucy since he had escaped the Capricornia and that frozen tundra. Now he was in what it seemed to be a tropical forest. Natsu sniffed the air trying to catch his partner's scent. He cursed under his breath when he caught nothing but the heavy smell of flowers. A sharp pain traveled up his side. He looked to his stomach and saw blood flowing from a heavy scratch just below his left peck.

After he saved Lucy from the blonde headed snow user, Natsu had tried to follow after her but Cobra started a fight with him. Natsu scoffed. That guy was annoying. Always saying, "I can hear you." Over and over again. The dragon slayer had managed to knock the snake unconscious, but not before cobra sliced him with his claws. Natsu swayed a little as his vision blurred.

He felt his body drop to the ground but he didn't feel the impact. Instead he felt the burning sharp pain of Cobra's venom enter his blood stream. Natsu gritted his teeth trying not to scream. He clutched at the warm dirt until it turned to ash in his hands. He willed himself to stay awake. His eyes dropped lower as the poison spread. A rustle of leaves was heard and two bodies came closer to the fallen dragon slayer. Natsu felt himself being lifted up before he passed out.

Lucy I'm coming.

The cannon sounded.


Lucy whipped her head around.

"Natsu?"

"Lucy don't move!" Levy hissed from her position next to Lucy's trapped foot. Lucy flushed and mumbled an apology. They had been trying to free Lucy's foot for at least twenty minutes. Another cannon sounded. Lucy froze her mind thinking the worst. There were two cannons since she came to the swamp. Was one Natsu? Lucy bit her lip.

Levy looked up at the Fairy Key's worried face. She mind linked with Warren.

"It's not Natsu," He answered before she could even ask. Levy smiled softly and rubbed her arms.
"Don't worry Lu-chan, Natsu alright."

"How do you know?" Lucy shouted and began to struggle to free her foot.

"Lucy, stop that only makes it worse!" Lucy wasn't listening. She fought against the mud harder as it pulled her down. She gritted her teeth and pulled harder.

"I have to get to Natsu! We have to stay together!" Lucy yelled as Levy sat helpless.

"I won't leave him behind!" Lucy cried. Her mark began to glow as she gave a final tug. The mud around her foot dried to dust. Lucy fell back her foot finally free. Levy sat still shocked.

"You really are the key." She whispered as she looked at Lucy's face. She was tired but determined to find her partner. Levy stood and looked around. It was dark. Late in the night. As Lucy struggled to her feet the Capitol's anthem began to play. The two tributes looked to the sky to see the words THE FALLEN written on the dome.

The first picture to come up was Dan's. The next was Coco. Elfman. Bickslow. Katja. The boy who had tried to kill Lucy, Eve. The wood magic user, Azuma. A girl named Mary Hughes. The screen disappeared. Lucy sighed in relief. Natsu was alive.

"Eight." Levy said. "Sixteen more."

Lucy watched as Levy fiddled with her knife.

"Where's your partner?" Lucy blurted. Levy looked over her shoulder to where she and Gajeel had parted before she found Lucy.

"He...let me go." She said with a soft smile. Lucy cocked her head confused. Levy shook her head and grabbed Lucy's hand.

"Come on let's get some sleep."

The two walked until they found a tree sturdy enough to hold both of them. They cut the rope in Lucy's pack in half then climbed up. After sharing a bit of Lucy's dried meat and fruit, they settled on thick branches across from each other. Lucy secured herself to the branch and laid her back against the trunk. Levy stayed up to keep watch as Lucy slept. She spotted a young girl walking towards them. There was a boy coming up following her silently behind her. Levy squinted her eyes then reared back quickly.

It was Rustyrose. He was stronger than most of the tributes but his scores were among the low ones. She watched as he used The Ghosts of Brittia to immobilize his opponent. The girl froze as purple and white ghosts encased her. She shielded her face with her arms. Rustyrose raised his right hand. It became his Jet Black Sword.

His arm shot out toward the girl. Levy watched as she took the opportunity to use Form mirror. Rustyrose's eyes widened as hundreds of mirrors blocked the girl. His Jet Black Sword was absorbed into one mirror and shot back out toward him in the other mirrors. He screamed as the swords pierced his body. The mirrors faded and the girl fell on her knees panting. She looked down at her arm. Cobra's poison mark traveled from a scratch on her shoulder to her hand.

The cannon boomed for Rustyrose. The girl lifted her head to the sky letting out a long moan of pain. Then slowly she fell to the earth as the venom took over her body. She shook for a couple of minutes before her body went still. Another cannon sounded. Levy sat back and sighed.

"Lucy? Are you awake?" Levy said quietly. She heard Lucy shift.

"How can I sleep after hearing that?"

Levy didn't answer. The two stayed up only nodding off for a couple minutes. Once the sun was high in the sky Lucy and Levy left their tree and headed for another part of the arena. Lucy panted as she followed Levy out of the marshy swamp into a tropical forest.

"What kind of arena is this?" She asked stopping to touch a red and yellow flower. Levy wiped her forehead with the back of her hand.

"I think the dome is split in four different ways." She pointed to the North. "That's where we started. The frozen tundra." She pointed west. "That's the swamp. This is the forest."

She pointed to the East. "That's the umm…"

"It's a desert. Trust me you don't want to go there." Lucy filled in as she looked at her sunburnt arms. Her red skin was blistered and peeling. Lucy winced as she walked. Her sore legs screaming at her to stop. A small gasps escaped her mouth when her arm brushed against a bush. Levy chuckled and moved on. They found a stream. Quickly Lucy dipped her bottle in the water till it was full. She drank heavily from it moistening her chapped lips. She handed the container to Levy who drank as well.

Lucy sat Indian style munching on a piece of dried meat. Levy sat down next to her. She reached in her pocket and handed Lucy a leather pouch.

"I picked it up from the Cornucopia. It does me no good so you might as well take them."

Lucy opened the pouch and saw three golden keys. Her eyes widened as she pulled them out. Aquarius, Gemini, and Cancer. All three were powerful Celestial spirits. She smiled down at them then at Levy.

"Thank you Levy."

Levy nodded at her and opened her mouth. Suddenly a flash of red orange wrapped around Levy's waist and threw her into a nearby tree. Levy's spine bended as it came in contact with the hard bark. She fell to the ground blood trailing out of her mouth and the back of her head.

"Levy!" Lucy shouted and ran to her friend. Something grabbed her and lifted her in the air. Lucy struggled against what was holding her. She looked down and saw hair.

"Blondie."

Lucy felt a shiver down her back at the voice. It was creepy and deranged. The hair turned her around. Lucy came face to face with a crazy looking mage. Her bright red eyes stared down at the celestial mage. Lucy gasped as the hair around her tightened and heated up.

"I've been waiting for you, Blondie."


Natsu groaned and sat up. He looked down at his side. It was fully healed but had ice over it. Natsu looked around and spotted Juvia at the mouth of the cave. He sniffed the air and caught Gray's scent.

"Oy, Where's the pervert?" Natsu asked rolling his shoulder. Juvia turned to glare at Natsu.

"Don't speak of Gray-sama like that. He's perfect." Juvia got that dreamy look she had whenever she talked about Gray. Natsu shook his head and walked to the opening. He saw the frozen tundra. He sighed. They just had to bring him back to the ice. Natsu put his hands in his pockets and walked outside. Juvia followed after him looking back and forth.

"Where are you going hothead?"

Natsu turned and threw a fireball at the ice mage. Gray blocked it easily. He sauntered over to Juvia and wrapped his arm around her waist. He looked to Natsu as the dragon sniffed the air.

"Have you seen her?" He asked impatiently.

Gray nodded. "She's in the forest with Levy."

Natsu grinned. "Then she's safe." The three began their trek to the forest when they heard a girl scream and a cannon right after that. Natsu took off where the screaming came from. Gray and Juvia followed behind scanning all around them. They reached the edge of the forest where they saw Ultear rocking over a little pink haired girl. Her eyes were open glazed over. One of her hands had been cut off from the wrist. Blood covered her body open gashes showing bone.

Natsu gagged at the heavy stench of death and iron. He shook his head trying to clear his senses. Gajeel's scent was strong. He was close. Ultear heard them and looked up with angry tear filled eyes.

"You," The broken mage stood and stumbled to the three wizards, "This is your fault! You and your stupid guild!" Her voice shook as she screamed louder. Natsu felt a pressure of magic against them.

"We didn't kill Meredy." Gray stated coolly placing his right fist on his left open palm. Juvia took an attack stance next to him. Ultear gave a painful laugh.

"You might as well have." She spat. Her black eyes had a killer's intent in them. "First I'll end you three then I'll kill that Fairy Brat nice and slow."

Natsu eyes widen before he felt his rage build up.

"Don't take us too lightly. We are Fairy Tail!" Natsu's fists became balls of fire as he prepared himself for a fight. Ultear sneered at them settling on Gray.

"Please as if the likes of you could…."

Before she could finish an ice covered fist knocked her hard into the ground. Ultear landed on her back in shock. Quickly her face turned to rage as she jumped up. She glared at the ice mage.

"You're first, Gray Fullbuster." She hissed then used an orb to make a sword.

Gray smirked. "Well come on we don't have all day."


Lucy's fingers clawed at the hair wrapping tightly around her throat. She started to gasps which caused the crazy mage in front of her to laugh hysterically.

"What's wrong, Blondie? Can't breathe?" The mage titled her head to the side bringing a single finger to her lip. Lucy glared at her and began to struggle again. The hair wrapped around tighter.

"Ah ah ah. Someone's beginning mean. Maybe I should fix that."

All of a sudden the hair around Lucy caught on fire burning her in several places. Lucy tried to scream as the heat penetrated her throat, but all she could manage was a strangled cry. Her body writhed in pain as fire wrapped around both of her arms, stomach, and legs. The mage laughed and increased the heat.

"Not so tough are you Fairy Key?!" She screamed and laughed.

Meanwhile, Levy laid on the ground anger beaming through her eyes as she witnessed their only chance of freedom being burned alive.

Warren. Mind link Natsu. Tell him I tried. She thought as she pushed her bruised body up. Some of her ribs were definitely broken. Levy clutched her side and coughed up blood. She looked up at the mage called Flare Corona. Her magic consisted of controlling her hair to enormous lengths and heights and being able to set it on fire.

Levy smirked and crawled over to where Lucy dropped her keys. Her hand enclosed around the worn leather pouch. She looked up. Right under Lucy's feet. Perfect.

Levy don't do this. Natsu can get there in time.

No! There is no more time! Just tell Natsu to find her I'll handle Flare.

But…

Just do it, Warren!

Levy waited for any more protests from her guild. Not hearing any she brought her right hand up extending her middle and index fingers. She took a deep breath and shakily released it.

Go for it, Shrimp.

Levy smiled. "Solid Script: Storm!"

A strong gust of wind separated Lucy from Flare. Levy caught Lucy's arm and pulled her to the ground. She was badly burnt around her throat. Her eyes were wide with pain with each breath she took.

"Hold on, Lucy. I'll fight this one for you, but then you're on your own got it?"

Levy gave her bravest smile which caused a tear to escape from Lucy's right eye. Levy stood as Lucy's vision gave out. Her world went dark as a horrifying battle happened before her.

Levy stood proudly over the unconscious mage. Flare struggled to get untangled from the many leaves and branches. Her angered face grew darker as Levy lifted her chin.

"Your dead mage." She snarled

Levy smirked. Her short blue hair falling in her eyes. "I already am. So are YOU! Solid Script: Oil!"

Sticky black oil protruded from Levy's hand and shot straight towards Flare. It caught Flare's arms and legs and lifted her into the air. Flare screamed in frustration struggling to be free. Levy stared at her.

"What? Don't feel like talking now?"

Flare smirked. She moved a single strand of hair that was coated in oil.

"Haven't you heard? Fire and oil don't mix well." Flare caught her hair on fire thus catching the oil on fire. Levy smirked.

"That's what I was hoping for. Solid Script: Storm!"

Wind gushed forward pushing the flames back towards their owner. Flare's face grew scared as the flames covered the front half of her body.

"No..no NO!" She cried as her own flames engulfed her. Levy looked away not able to stomach the fact she just killed someone. As she turned away though Flare saw her finally chance of redemption. She moved a long strand of hair out quickly grabbing Levy by the waist and bringing her into the fire. Together they screamed in agony until their cannons fired.

A bright light jumped down from the sky. An orange haired boy landed silently on the ground next to Lucy. He bent down and cupped her check. He adjusted his glasses so he didn't see his family dead on the ground. A tear rolled down his cheek.

"Forgive me, Lucy-sama. I was too late."


Gray hit the ground as Ultear casts Ice Make: Rosen Krone. Purple ice roses with thorns spiraled around finding a target of Juvia. The Rain woman quickly made her body into water and fell to the earth. Natsu punched as many roses as he could sending shots of fire everywhere. Gray dodged them by rolling back and forth.

"Ice Make: Cannon!"

A ice cannon formed in his hand as he shot at each rose. Suddenly the attacks stopped. The magic in the air increased incredibly.

"Gray-sama!" Juvia shouted as thousands of orbs descended on them. Natsu threw flames of fire at them but they were still being pelted. Gray closed his eyes trying to think. He opened his dark eyes narrowing on Ultear who was bent over. There was only one way to kill her and it was going to cost him his own life.

"Juvia! Natsu! Move!"

Without hesitation the two mages jumped back as Gray hopped up and crossed his right arm over his left.

"Ice Make: ICED SHELL!"

"GRAY!" Juvia cried as the ice mage's body became an encasing block of ice around Ultear. The lost Mage cried out as the ice froze her body. Her eyes looked too Meredy's blank ones. She smiled.

"I'm coming."

Gray's body disappeared as the ice finished its prison. Two cannons sounded. It was silent for a moment save for the flickering of the fire beside Juvia and Natsu. Suddenly Juvia screamed a heart wrenching scream. She ran to the block over ice screaming Gray's name over and over again. Natsu stood in shock. His best enemy friend was dead. His fists tightened.

"Damn you Gray!" He shouted as he fell to the earth. Juvia turned to him and stared at the fire. She turned her body to water and walked towards it.

"Natsu-sama. Protect the Key." She told him before walking into the flames and evaporating before Natsu could stop her. The dragon slayer gritted his teeth as the cannon boomed and stood.

"For you. Juvia, Gray, Fairy Tail. I will protect her and we will win!"


WAAAAAAHHHHHHHHHH! Crying now! uggggh! I'm sorry if your favorite char. died :( some of mine died too.

Anyway here are the fallen tributes.

1. Dan Straight

2. Coco (Edolas)

3. Elfman Strauss

4. Bickslow

5. Katja

6. Eve Tearm

7. Azuma

8. Mary Hughes

9. Rustyrose

10. Sue

11. Meredy

12. Flare Corona

13. Levy McGarden

14. Ultear Milkovich

15. Gray Fullbuster

16. Juvia Lockster