Hey guys! Sorry this chapter took awhile, but now, I'm so happy with this chapter it's ready! I nitpicked this chapter for about two full days, so I hope you enjoy! Thank you so much for reviewing, it helps me move faster and know what you all want to see, what you like!

Thanks to Guest, Lynn, and Dragonlady for the reviews!

Lynn: Thank you for always reviewing, you've always got something great to say! Ayrae's name is pronounced i-ray, and I promise, you'll get more as the story progresses!

"You've gotta be frickin' kidding me!"

Guildless still sat at the window, shifting slightly at Lucy's yelling. She blinked bleary eyes, muttering, "Cool it, blondie."

Natsu yawned, emerging from the bedroom, rubbing his eyes. "Wow, you're certainly energetic in the morning, aren't you?"

Carla asked, "What's wrong with her?"

Gray groaned from under the pillow pressed on his face, "Probably popped a screw loose."

Yet Lucy kept on raging, yelling seemingly at a note in her hand. "I can't believe myself! Little Miss Me packed her bags and took off on us last night!"

Wendy took the note gently, reading aloud, "Keep walking for three more days and you'll reach the Royal City. I'm going to go back to my guild now. Good luck and try not to get busted."

Lucy demanded, "What was all that about 'lending a helping hand?' I swear, if I see her again, I'll wring her scrawny neck!"

Happy asked cheekily, "So does that mean you have a scrawny neck too?"

"Shut up!"

Guildless got up, swiftly moving to Lucy, putting a hand on her shoulder. "Get a grip, Lucy. People leave, we have to carry on."

Lucy asked, "You're saying I should just forgive this? Someone with my face should never abandon people in need!"

Guildless continued, "I'm saying that she has her own worries. We have to save your guild, she has to protect hers. If it was a choice between strangers and Fairy Tail, I know what the choice would be."

Lucy's fires began to fade, her anger turning to understanding.

"Come on, we'll get you a book to entertain you." Gray getting up letting the blanket fall off and show-

"Damn it, Fullbuster!" Guildless quickly moved to Wendy, putting her hands over the girl's eyes as Gray reached for his forgotten boxers.

Natsu scowled. "Dumbass! Don't strip all the way with Wendy around!"

Lucy was pure red, eyes pressed as closed as they could be. She feverishly said, "I don't think I can unsee that."

Gray pulled on his boxers, Wendy looking around in bewilderment as Guildless sighed. "Come on, clothes all the way on, streaker. We don't need to attract attention."


After stopping in a shop, the Earthland group was walking down the street, Lucy clutching a new book intensely.

Happy noticed Lucy's grin, noting, "At least she's not screaming anymore."

Gray smiled. "Told you guys it would work."

Natsu asked, "So what book'd you end up buying?"

Lucy beamed, "A complete history of Edolas, silly. Don't you want to know more about this amazing world while we have the chance?"

"Not really."

Lucy stopped to raise her book proudly to the sky. "You know the saying knowledge is power? Well this book has got tons of it! There's a bunch of stuff on a fearsome tribe called the Exceeds!"

Wendy nodded. "We've heard about that before, everyone got really scared when we mentioned them."

Natsu scoffed as Gray snorted, the two speaking in sync, "I could take 'em." Suddenly, they were glaring off yet again, forehead to forehead.

"Please, you couldn't beat Happy, much less an Exceed, freezer burn!"

"Really? Because I'm pretty sure anyone could beat you, flame brain!"

Guildless, face and mask well shadowed by the hood of her jacket, hissed, "Stop right now or I'll use what little magic I have to drop you two into shadows!"

As if on cue, a shadow fell over the group, all of them looking upwards to see a massive airship flying overhead.

Soldiers began running for the airfield, Guildless quickly switching priorities and shoving the others behind a pillar, peeking around the edge.

Soldiers began to chat, right on the other side of the column.

"I hear they're gonna pull the magic from that giant lacrima the day after tomorrow."

"That's why they're asking for additional security."

"We'd better get on board."

Guildless could practically hear the turning gears in her head as she announced, "We're stealing that ship."

Gray demanded, "What? Without magic?"

Natsu grinned. "Hell yeah, a full, frontal assault to take 'em down!"

Lucy asked, "Why can't we walk?"

"Because, we don't have three days to walk there- we need to be there tomorrow." Guildless shook her head. "We should sneak on, then overthrow them in the air. We can do more in close quarters than where they can circle us easily."

Wendy's face was completely horrified. "Steal an airship?"

Natsu grinned. "And with your Troya spell, I can help out!"

Wendy's horror turned to a deadpan. "Did you seriously forget we can't use magic here?"

Natsu paled. "Yeah, you're right, let's find another way."

Gray shook his head. "We can't risk it. We have to save everyone, now."

Guildless nodded. "Come on, we can go around the back and get on."

The group began to slink around the edge of the clearing, toward the back. Walking forward, slinking forward. Pausing behind the airship, Guildless softly said, "We'll get on while they're distracted. Once these guards turn ar- Natsu!"

The Dragon Slayer had crept forward, behind a guard. Coming behind the guard, he shoved him in the back, knocking him down. Grinning, he turned with a thumbs up. "Cleared the way!"

Guildless started angrily cussing under her breath as they all ran forward, racing for the airship. She scolded, "You dumbass! They could easily spot us because you couldn't-"

"Halt, Fairy Tail!"

Soldiers flooded forward as Guildless growled deep in her throat. "Great, and now we have this."

Lucy stepped forward, grinning. "Step back and let the strongest wizard in Fairy Tail handle this!" She lifted a key. "Open, Gate of the Lion: Leo!"

Yet it wasn't a tuxedo-wearing hearthrob who appeared, but a pink-haired maid. "Wait, what? Where's Loki?"

Virgo apologized, "Big Brother is currently on a date, and cannot be summoned right now."

"Big Brother?!"

"Yes, that is what Leo asks I call him."

"B-But I needed a powerhouse!"

Natsu grinned, pulling out his sword, starting the flame. "Come on, let's do this the Edolas way!"

Wendy opened her cylinder, wind starting to build. "Careful, we know what we're doing now!"

Gray smiled confidently, hefting his ice bow, nocking an icy arrow. "Line 'em up, knock 'em down!"

And the soldiers flooded forward, shields effectively protecting them from the magic as they began to grab the Earthlanders, tearing their weapons away.

Guildless looked at the knife in her hand, scowling and tucking it away. "No time for subtlety." She ripped off her bandages, hitting her fists together, yelling, "Arc of Night: Shade's Rebellion!"

With limited energy, Guildless managed to animate five shadows, who now rose to shove the soldiers away, freeing the Fairy Tail wizards.

Gray stepped out of the way of a shadow wrestling Happy free from a soldier, waving an arm to the airship. "Hurry, we need to get on now!"

Carla cried, "It's too late!" The airship was taking off, pulling back up into the sky. To make matters worse, Guildless' magic was already running out, only four shadows remaining and her arms shaking with effort.

Lucy cried, "We need to retreat!"

Guildless yelled, "Then go quickly! I don't have much power left!"

The group began to push through the crowd, moving toward the buildings again as Guildless' shadows began to flicker, becoming less physical, slipping back into two dimensional form.

About halfway to the buildings, everyone but Guildless had moved, Gray whirling around. "Guildless, come on! Move!"

Guildless' voice strained with exhaustion. "I can't, just go!"

Yet Gray raced straight back as another shadow disappeared, Guildless' vision starting to blur as soldiers broke through the lines. She was drawing too much energy at once, burning through too quickly.

Another shadow down as Gray reached Guildless, grabbing her by the arm and nearly dragging her away. "Move your feet, Guildless!"

Guildless let her hands fall, the last shadow fading, the soldiers completely free to move forward. Stumbling after Gray, she muttered with slurred voice, "J-ust go... Not enough magic..."

"Shut it and move!"

Yet just before rejoining the others by the edge of the clearing, a magicmobile tore into the landing zone, racing past the soldiers and pulling up next to the Earthlanders. Inside at the wheel, a familiar face was sitting with goggles over his eyes, pink hair spiked upward. "Lucy thought you guys might need a lift. Hop in."

No one hesitated to take the assistance, piling into the vehicle, the driver taking off immediately. "Fasten your seatbelts kids, we're ridin' hard!" They charged through the streets, quickly finding themselves in a desert.

Wendy grinned. "Thanks for saving us!"

Natsu groaned in the back. "So... sick..."

Guildless, pressed against Gray in the corner, was still breathing hard, light-headed and heavy-limbed. She heaved, "Thank you..."

Gray put a hand on her shoulder, asking, "You going to be okay?"

She nodded weakly. "Fine. Just... Need to recover." Her bandages were still halfway wrapped around her arms, though no longer on her lacrima. She wanted nothing more than to recover them immediately, but knowing the state she was in, knew she didn't have the strength without them yet.

The driver grinned, sliding his goggles up. "Well, you all are welcome. No vehicle can match my wheels. I'm kind of a big deal around here-" The Edolas Natsu's grin widened. "They call me the Fireball."

Carla discussed the technological prowess of Edolas for a few minutes, but Guildless could barely listen. Her mind was clouded, vision still blurry. She wanted so badly to take off her mask, breathe freely for awhile, but she wouldn't risk it. Besides, she didn't feel she had the strength to remove the mask anyway.

Suddenly, Dragion slammed on the brakes, the magicmobile sliding to a stop.

Lucy demanded from the front seat, "Are you trying to make me kiss the dashboard?"

Dragion closed his eyes. "Wow, you people sure are ignorant. Since magic power is a limited resource, that means things like magic fuel are equally limited. It's nearly impossible to get a hold of. So long story short- I can't afford to take you any further. So get out. If I keep burning through fuel, I won't be able to make it back to the guild. Thanks to the Fairy Hunter, they had to change locations again recently."

Natsu was eager to escape, flopping out the door and standing, tapping his foot on the ground as if testing it wouldn't fall out beneath him. "Hello solid ground! I've come back to LIFE!"

Dragion smirked. "I'll give this to your me. He knows when it's time to pick up and move on. Now then, get out!" The rest of them quickly exited, Gray still staying close to Guildless as she carefully made her way out, legs shaking slightly.

Dragion continued, "If you wanna take on the kingdom, then I won't stop ya. Just don't go dragging my Fairy Tail into it. I only helped you because of Lucy, and no, not you. My Lucy. I can never turn her down when she asks for somethin'. So thank her for your rescue. I don't want anything else to do with you. For me, driving is all that matters."

Natsu had gone to the door, resting a hand on top of the magicmobile. "Hey." They traded glares for a moment before Natsu announced, "I wanna talk to you about somethin'."

Natsu grabbed Dragion's shirt, dragging out the boy, who cried, "No! You get your hands off me right now!"

Natsu growled, "Sorry, but I want to have a nice heart to heart with myself."

Dragion flailed wildly, yelling about how he couldn't leave the car, Guildless rubbing her temples. "Why? Why is it always something?"

"Now tell me..." Natsu towered over Edolas Natsu, suddenly crouching and asking in a whiny tone, "Why is it you don't get carsick?"

Dragion, with hands raised over his head protectively, began to shiver slightly, his voice pathetically quiet as he whimpered, "I-I-I don't know. I'm sorry... P-Please don't hurt me!" He raised his hands, showing tears starting to streak his face.

Gray softly said, "Holy shit... This Natsu's a total bitch."

Guildless elbowed him. "Shut up, yours was a lovesick puppy over Juvia." At this Gray went red, turning his attention back to Dragion.

Natsu asked, "Are you the same Other Me from just a minute ago?"

Dragion mewled, "Yes, of course I'm the same guy! People say I'm like a different person when I'm behind the wheel!"

Happy giggled. "This world's Natsu is a total scaredy-cat!"

Dragion curled into a ball, clutching his head. "Stop! You guys are freaking me out! Don't scream..."

Natsu stared at his Edolas self, completely bewildered, Gray taunting, "Just like a mirror, ain't it, Natsu?"

Dragion sobbed, "This is as far as I can take you! I only took you this far because my Lucy said I had to!"

Wendy smiled kindly. "Aw, well, you don't have to do anything that scares you."

Dragion looked up at Wendy like a goddess descending on a cloud, letting out a relieved squeak.

Carla sniffed. "We definitely don't have room for a blubbering coward on our team."

Guildless dryly said, "Yet we keep the rude cat around."

Natsu Dragion smiled. "What's your name? I bet it's Wendy, right?" He looked to Gray. "You're obviously Gray, and..." He looked at Guildless who are you?"

Guildless crossed her arms, shrugging off his question. "No one important."

Dragion looked to Natsu. "And you're Earthland's version of me?"

Natsu asked, "Are you just now figuring that out?"

Happy introduced, "I'm Happy, and this beauty is Carla."

"And my name is White Shadow." Suddenly, the group turned to find a new visitor among them, on the edge of the hillside. Tube top, short skirt, and cloak all white, she flipped back the hood, showing her face. Suddenly, Gray was completely frozen in place, staring at the girl. He stammered softly, "A-Ayrae..."

Natsu Dragion suddenly burst into tears. "Please, don't hurt me, 'Rae! I swear, I won't get in your way!"

White Shadow rolled her eyes. "You can stop with the Ayrae nonsense. I left that name with your dumbass guild. But speaking of them..." She stepped forward, reaching for a knife hanging from the black belt on her skirt. "I'd like to have a word with my old guild."

Dragion whimpered in terror as Gray continued to marvel, "S-She looks like her... without the scars..."

Lucy could only stare at Shadow, taking in the fact that... This was Guildless. And suddenly, those crescent moons at the corners of her eyes were so familiar, it was embarrassing. She looked between Shadow and Guildless, Guildless shaking her head ever so slightly. She hissed, "We need to leave, now."

Gray wouldn't move an inch, Wendy frozen with anxiousness of the newcomer, the cats nervously shifting away.

Shadow prompted, "Well? Do I have to be violent or will you share?"

Suddenly, Guildless' arm lashed out, flinging the knife she'd gotten from the black market. Shadow's eyes went wide as she reached out, catching it. Yelling, she dropped it, the blade disintegrating as Shadow stared at her bloody, slowly disintegrating hand. Her hand was flaking away in specks of black, her fingers already gone, black and blood falling to the ground.

Guildless yelled, "Move!"

Dragion panicked, diving into his car, calling, "The Royal City's over the hill!" And with that, he took off rapidly.

Guildless grabbed a still stunned Gray by the arm, the group running for the hillside as Shadow gripped her hand, scowling. "Violence it is, then pests." She reached to her belt, pulling out her own knife, tapping the blade on the ground. The flakes of her missing hand began to float upward again, attaching to her hand and reforming into her limb.

Looking between the group running down the hill and the magicmobile, she narrowed her eyes. "Eh, I'll deal with my guild before my doppelganger." Picking up the dagger that had once removed her hand, she took off running after the magicmobile.


The Earthlanders regrouping in an alleyway of the Royal City, they gasped for breath, Lucy still staring at Guildless, Gray blanking looking at the ground.

Wendy panted, "W-Who was that?"

Lucy slowly said, "That looked like-"

"Ayrae." Gray had closed his eyes, sitting on the ground, face solemn, Wendy not daring to press him. Natsu looked to his guildmate with worry as Guildless breathlessly said, "Lucy... Mind if we talk?"

Natsu frowned. "Hey, what do you have to say to her and not us?"

Guildless gave him what he could only guess was an annoyed glare. "Girl problems." She grabbed Lucy by the arm, pulling her to the other end of the alley.

Lucy stared at Guildless. "That was-"

"Yes."

"That means you're-"

"Yes."

"But then that means-"

"Just stop." Guildless took a deep breath, Lucy wide eyed and completely mindblown and wide-eyed. "Yes, that was my Edolas form, and yes, I heard you last night. But you won't say a word to them."

Lucy demanded, "And why wouldn't I? They deserve to know, they think you're dead!"

Guildless growled, "And it'll stay that way." She held Lucy at arms length by the shoulders. "Luc, I'm begging you. I swear on my life, I'll tell them, but it should be me. Please."

Lucy blinked, the light seeming to angle just right so Lucy could see into her eyes- black, yet shining. Lucy's mind suddenly had to reboot as she realized that Guildless was on the verge of tears. She softly agreed, "Alright. I won't say anything." She paused. "But why haven't you told them? And why did you fake your death?"

Guildless released Lucy, shaking her head. "Because the less they know, the safer they are." She took a deep breath. "And I didn't fake my death. I never would've inflicted that pain on them." She offered a hand to Lucy. "Come on, but remember- not a word."

Lucy took her hand, the two walking side by side back to the others.

Gray seemed a bit better now, now standing and at least with the focus in his eyes again. He dully said, "About time, we noticed a crowd growing in the plaza. Maybe something important."

Guildless nodded. "We should go, cover all our bases."

Lucy shifted foot to foot, still stunned from her new knowledge that had just been delivered at high speeds. "Y-Yeah, let's go look."

Natsu nodded, still solemn after seeing Ayrae's doppelganger. "Maybe we'll get a hint to where the others are."

They stepped out into the streets, arriving at the edge of the crowd to stare at a towering mass of blue lacrima. Guildless quietly said, "Well, there's your hint."

Natsu whispered, "Our guildmates..."

The king stepped out onto a balcony next to the lacrima, pronouncing, "People of Edolas! It brings great joy to my heart to tell you that our Anima Program has produced enough magic power to last a decade!"

Gray hissed, "Like hell, they made anything!"

Guildless chided, "Calm down, Fullbuster."

The King continued, "Let us rejoice together! Let us sing and dance! Let laughter roar through our sacred kingdom! The power within this lacrima belongs to all loyal subjects of our fair homeland, and today we hold our future in our hands to ensure its prosperity into tomorrow and beyond! Therefore, we must swear to protect this gift from heaven with our very lives! My dear children, today I will make a most solemn pledge to you as your benevolent ruler." He slammed his staff into the lacrima, cracks creeping from the place he'd hit. "I will bring you more power, so much more than you can ever imagine!"

Suddenly, rage was in the very air as shards of the lacrima fell to the ground, wide Earthland eyes following the pieces of lacrima to the ground. Natsu began to shake with rage, his mind blanking with fury as his face bent.

Natsu started forward, Lucy throwing her arms around his waist, pleading, "Stay strong."

Natsu seemed completely tuned out. "That's our friends. Our friends! We've gotta get them outta there!"

Gray growled, "He's right, we've found them, now we free them." He raised his fists, as if preparing for a fight.

Guildless' for once bare hand rested on Gray's forearm. He looked at her, seeming to question why she would quell his rage, as she gently said, "Nothing can be achieved by fighting right here. Just wait."

Gray stared at her as Lucy implored Natsu, "Please, we'll get them all back." When Natsu didn't back down, tears began to leak from her eyes as she begged, "Please... Natsu."

He glanced back for a half second, eyes freezing on Lucy. Desperate and crying, holding onto him. Suddenly, his anger was instantly transformed into raw determination. Turning, he put a hand on Lucy's shoulder, the girl looking up to him. The pinkette, eyes narrowed and voice deadly, swore, "We can do this."


Renting a hotel room was nothing, though the wizards simply sat, unable to do much. Carla stood on the table, scribbling away on a piece of paper, Guildless staring at her wrists.

After half an hour of silence, she dully said, "Not to further darken the mood, but we have yet another problem."

Happy looked up from the floor nervously. "Uh-oh..."

"That lacrima, it was missing a piece- but I actually think it is the missing piece."

Lucy asked, "You think that massive thing is a small chunk? That's insane!"

Guildless insisted, "I know a lot about lacrima, blondie." She tapped on of her wrists. "These are a special kind of lacrima, one you can't find or make in Fiore. They're only in my native country, Veronica. These are compressed lacrima, heated and crushed over and over until one the side of a house is now a pebble. It doesn't affect how much magic it can hold, only its size. Knowing, that, think: my lacrima are each about a house worth of lacrima, and they're too extensive for me to ever fill completely. That lacrima has to be at minimum a single, incredibly powerful wizard, maybe Makarov. But the point is there is more than that of the lacrima."

Gray shook his head. "Great, now we have to find that too!" He leaned forward, head in his hands. "What are we going to do?"

Wendy looked glumly at the ground. "And we still don't even know how we'll turn them back into people again."

Happy sighed. "I bet the king knows, but he'd never tell us."

Natsu growled, "He will when we beat it out of him!"

Lucy's face suddenly lit up. "Yes! I've got it, we still have a shot!"

Guildless asked, "What're you thinking, Heartfilia?"

Lucy grinned. "Gemini! They can become anyone yeah, but they can also read the minds of anyone they turn into! Which means if they transform into the king-"

Gray finished, "He'll basically tell us everything." The mood began to pick up, everyone beginning to feel energized again.

Guildless said, "We just need to get into the castle. We get him separate from his guards, we use Gemini and get the hell out."

Carla raised her paper, volunteering, "I've come up with a plan to come within range."

Carla explained the secret passage, running from the outside of the city up to the interior of the castle, Wendy asking, "How'd you know all this?"

Carla glanced away. "It's just in my head, coming to me in little bits and pieces. From the moment we stepped into Edolas, it's like I have a mental map that's being slowly filled in."

Happy sadly said, "My head is still empty."

Guildless said, "It's probably just because Carla is a bit more organized, cat."

"We should move at night." Carla continued. "With night on our side, we'll sneak in and out easily. Until then, we should get some rest."

Guildless stood, stretching. "I'll take-"

Gray shook his head. "No, you stayed up all last night. You need sleep too, Guildless."

Guildless almost protested, but then looked at her bare arms. She had her bandages in her pockets, but she had been holding off. She knew the minute they were on again, she would pass out from exertion, yet she was hesitant to stay up. She needed to regain strength. "Fine, but anyone touches me while I sleep, they lose a body part."


After letting night fall, the sleeping Earthlanders woke again in a few hours. Guildless proved difficult to wake, as with her bandages on again, her exhaustion had caught up to her, but soon enough, they were running through the streets after Carla, all the way out to the edge of town.

Carla assured, "We should be arriving at the entrance to the tunnel at any moment now!"

Soon enough, a large cave mouth with wooden support struts. Wendy asked, "Is this the cave?"

Carla nodded. "Yes, I'm quite sure."

Natsu smiled. "Then in we go."

"Wait!"

"Again with the stopping?"

Carla ignored the Dragon Slayer, practically saying, "I know time is of the essence, but we will need a source of light."

Natsu laughed. "Aw yeah! One torch, I got this!" Yet when he punched forward, not a puff of smoke came.

Carla chided Natsu as Lucy ran up with two makeshift torches in hand. "Ah yeah, strongest in Fairy Tail to the rescue. Wood, cloth, and oil is allll it takes!"

Gray dryly pointed out, "Besides fire?"

Lucy suddenly deflated. "Oh. How do we make fire?"

Guildless sighed. "I've got it." She moved to the trees, pulling out a suitable stick and slab of wood. Spinning the stick on the wood quickly, it wasn't a minute before she had a small blaze at her feet.

As Lucy lit the torches, Natsu demanded, "How'd you do that?"

Guildless explained, "I've been living alone in forests for a few years, you pick it up."

Natsu stared at his torch, seeming to be contemplating something as Guildless walked up to him. "Don't you dare."

He innocently asked, "What?"

"Eat that. Do. Not. Eat. The. Fire." And she walked forward, Lucy and Wendy holding the torches to lead the way.

The walk was quiet and calm for the first leg of the trek, firelight flickering across the walks until-

"A dead end." Several boulders were in the way of the path, boards in front of them. "

Carla shook her head. "We need to go straight ahead."

Lucy grinned. "Then I have just the spirit!" She summoned Taurus, the bull quickly shattering the rocks in their path, the bull disappearing as Carla said, "This is the way to the castle, if my mind is to be trusted."

Wendy optimistically said, "You haven't been wrong yet, Carla."

Happy looked sadly at the ground again, Natsu seeing this. "What's the matter, buddy?"

"H-How could there's not some kind of map in my head? I mean, we both are from Edolas and got sent away on the same mission. So how come I don't know anything?"

Carla roughly reminded, "We agreed to not talk about that."

Happy nodded solemnly. "Aye."

"I can't give you an explanation, that's just how it seems to be working out."

Lucy agreed, "For now, we gotta keep moving forward."

"Right."

"Yeah."

"Forward."

They kept onward, Natsu pausing the play shadow puppets before Guildless gave him a good smack in the head, Carla soon ordering, "In 50 paces, we need to turn left..." At the fork of paths, Carla directed them into a cave of hanging stalactites, glowing plants on the ground.

Lucy observed, "This looks more like a cavern than a tunnel."

Carla assured, "This tunnel is right below the palace."

Gray smiled. "Glad to have a smart cat like you on our team, Carla."

The group resumed walking- and suddenly, the peace of the tunnel was over. A whip of white, gel-like substance lashed outward, wrapping around Lucy's torso, pinning her arms to her sides.

Everyone was on guard, Guildless immediately ripping bandages off her now partially recharged lacrima, shoving the bandages into her pockets, raising her arms to fight.

The same gel whipped outward, wrapping around both Wendy and Natsu respectively, though as two new streams tore through the air toward Guildless and Gray, the girl grabbed Gray and shoved him onto the ground, yelling, "Shade's Shield!" Black shields appeared on each arm, deflecting the gel, though they immediately flickered out.

Guildless helped Gray to his feet, the two immediately going back to back, stanced protectively behind one another.

"So these are the magic users from Earthland?" A woman in skimpy black, red hair flowing down her back, was approaching, soldiers parting for her.

Guildless growled, "Let them go, now!"

The woman asked, "Or what? You'll take on an entire squadron of soldiers?"

Guildless shrugged. "It wouldn't be my hardest fight. Now let them go!"

Another soldier attempted to catch one of the two with the gel whips, but Guildless again called her shield forth, rebounding the whip.

The woman stepped forward into the torchlight, now easily seen as- Erza. "Surrender or you'll feel no mercy."

Guildless hissed, "Same goes for you, bitch."

Erza scowled. "Go, men."

Several soldiers charged forward with spears, Gray and Guildless splitting up. Guildless ran forward, diving below a spear shaft and popping back to stand just in time to snap the spear, knocking the soldier back with the shard of his own spear, knocking another down by shoving the spear's splintered, non-deadly end into his chest.

Gray had stood still, waiting for two to approach him, the pair charging as one only for Gray to jump, coming back down to land on their spears, snapping off the heads.

However, this is where the good fortune ended.

Gray couldn't deflect the spearheads jabbing at him, getting a nasty cut on his arm and stomach, Guildless managing to weave between soldiers until one threw a spear from behind, the tip barely missing her head, but cutting her neck and the strap of her shirt, letting it fall just enough to show the edge of a light blue guild mark just below her collarbone, usually hidden by her clothes.

Guildless recoiled at the close call, playing her trump card. Fists together, she yelled, "Shade's Rebellion!" Yet only two shadows could rise, managing to shove back the soldiers to allow the pair to regroup. The shadows quickly vanished, Guildless falling to her knees from the stress it placed on her body. Gray knelt next to her, urging, "Come on, get up! We can-" As he offered a hand to help her up, his eyes were immediately glued to the edge of a guild mark on her chest.

The edge of a Fairy Tail mark.

Light blue.

Left side of her chest.

Suddenly, everything clicked in his mind. Her attitude, her desperation to hide her face. Words swam through his mind.

"It's okay, Gray. My scars don't hurt anymore, though I don't think they're very pretty."

"Gray... I know I can't use magic again yet, not until I'm better... But can I be your partner?"

Yet before Gray could say a word, a familiar face approached, white cloak and all. White Shadow smirked. "Aw, it's not often I get to stab myself in the back." She drew a knife, lunging for Guildless, who was still too weak to move, Gray diving forward between them, the knife driving into the edge of his chest, half stuck and half of the blade still outside his body.

He yelled in pain as Guildless looked up in horror. "No..."

"Gray!"

"Oh-no..."

"Hang in there, man!"

Shadow yanked the knife back, letting Gray stagger back, quickly kicking Guildless in the face for good measure, cracking the cheek of her mask as she went down. Shadow sighed. "Wow, and you were having so much trouble, Knightwalker."

Erza scowled, ordering, "Return to the main hall. Soldiers, bind these two and take them all away."

More gel was quickly used, entrapping Gray and Guildless, all five wizards being dragged off as Erza bowed to the cats, yet Guildless couldn't process any of this. She was wriggling and fighting against her bonds as best she could, eyes trained on Gray. "Damn it... Fullbuster."

The soldiers pulled them away, the Dragon Slayers dragged to a different branch of what they could see was a dungeon, the others dropped in cells. Lucy was locked into a pillory, a wooden slab to hold her head and hands separate.

They seemed to be aware Gray had no magic, tossing him loose into a cell, leaving Guildless with the gel-like substance trapping her arms. Shaking her head, she managed to crawl over to the point where her cell ran side by side with Gray. Her pure rage at him being hurt, her power fluctuated from her lacrima, her energy completely destroying the gel around her. She paid no attention to the blood now dripping from around her lacrima, pressing herself against the bars. "Fullbuster? Don't you fucking die on me!"

Gray groaned in response, yet Guildless hesitated. He was laughing.

"I-I wasn't gonna... Lose you again..."

Guildless felt her blood turn cold. "Wh-What?"

Gray smiled up at the ceiling. "I saw your guild mark... I couldn't let you die... Again..."

Guildless had caught on well, but wasn't ready to give up her charade. "Fullbuster, you're thinking of the wrong..." And he shifted his head to her, his dark blue eyes dripping tears.

He whispered, "I missed you."

Guildless suddenly couldn't speak. She couldn't lie again. She sighed, hands moving to her mask, unstrapping it and letting it fall to the ground. Her scars gleaming and a bruise on her cheek where Shadow had kicked her, tears in her eyes, she smiled sadly. "Yeah, Gray. It's me."