The Frosty Adventures of the Ice King Wan Kaneko in Fairy Tail!

by Vgn Golley

Wan Kaneko was just a normal magicless teenager in a world where magic, demons, mages, and wizards exist, but then one day, a magical golden crown fell down from the sky and granted him amazing, powerful ice magic! Now, watch, as he goes to Fiore, joins Fairy Tail, make new friends, fall in love and fight evil from all shape and sizes! Rated M for blood, violence, and lemons.

13. The Phantom Lord Guild Strikes-Part 2!

Hey, guys! Welcome to Part 2 of the Phantom Lord Arc Chapter of The Frosty Adventures of the Ice King Wan Kaneko in Fairy Tail! I hope that you guys will enjoy the chapter. Also, before we begin, I would like to say that the OC's Crypto and Wrex belong entirely to 9655...anyway, I don't own anything except for my OCs.

NOW LET'S GET ON WITH THE STORY!

Deep inside the East Forest, we see a giant tree growing out of the ground as it is hollow in the middle, and there is a fairly large room located enough as stocks have been pierced in a few separate areas, creating openings for windows and a massive ornate door as the land around the house was left unchanged, apart from the creation of paths and a few stairs leading to the main entrance. Anyway, after zooming inside the treehouse, we see Ur, Alzack, and Bisca standing inside with a pink-haired woman as the inside of the treehouse was hollowed out, creating a fairly large room as it is decorated rather sparsely without too much furniture as the little furniture there consists of a bed, a working desk, several stumps, and numerous creates and barrels as there is also a large collection of books placed on shelves which were dug into the trunk of the tree.

The Mysterious Woman is a 6-feet-tall, 90-year-old Female Mage with reddish eyes, long pink hair tied up in a bun on the back of her head by two large pins that have crescent moon-shaped edges and two bangs of hair left framing her face, thin black eyebrows, a small nose, a beauty mark located below her mouth on the left side of her face, a sharp chin, Wrinkly Caucasian Skin, a tall slender build, and her outfit consists of a crimson-colored cape with a wide collar decorated by massive Dragon horn-like decorations protruding outwards and edges adorned by white arch-like motifs, a dark green blouse with a black tie around the collar underneath, a long dark green skirt, and black simple shoes. Her name is Porlyusica, an elderly woman who lives in a treehouse located in the East Forest outside Magnolia Town, the Edolas counterpart to the Sky Dragon Grandeeney, and a semi-active member of the Fairy Tail Guild as she serves as their Medicinal Advisor.

"..." The Gang said nothing as they all glanced down at a still sick Master Makarov, who had his shirt removed as he laid down on a bed and groaned in pain as Porlyusica stared at him with an emotionless look on his face and, after mixing together some magic potions, she decided to slap Makarov across his face.

"Hey, what did you do that for?!" An angry Al asked as Bisca nodded with a glare.

"Yeah, we want you to help cure our Master! Not make it worse!" Bisca screamed firmly as Porlyusica scoffed and rolled her eyes.

"It is what he deserves for pushing himself so hard at his age," A scowling Porlyusica yelled as Ur shakes her head with a sigh.

"It's more that he was reckless enough to let his guard down than anything." Ur says as Porlyusica nodded in agreement while shaking her head in annoyance.

"Yeah, he's nothing but an old fool...HEY! DON'T YOU THINK YOU THREE SHOULD BE LEAVING NOW?! I AM SO SICK OF LOOKING AT ALL OF YOU!" A glaring Porlyusica yelled as Al and Bisca panicked comically while Ur looked unfazed but nodded as she turned to them.

"She is right. Let's go, you two."

"But, Ur, we need to find out what is going on with Master Makarov." Al says as Bisca nodded with a worried glare.

"Yeah, we want to help take care of them." Bisca says as Ur held up her hand reassuringly while shaking her head.

"I know you two mean well, but Porlyusica has things handled. Us being here, worried for him, will just make Makarov worry himself even sicker." Ur says knowingly as Porlyusica nodded.

"Indeed, the symptoms that Makarov is showing show that a powerful wind spell was used on him. My guess is that it's a spell known as 'Drain'. This terrible spell drains its victim of all of their magical abilities. Their powers then drift off into the wind until they are dissipated completely." Porlyusica explained as Ur hummed in thought while placing her hands on her hips.

"Hmmm, if we had brought Master Makarov here when he was initially drained quickly, would he have recovered quickly?" Ur asked as Porlyusica chuckled.

"Smart woman, but yes, you are right. Such a shame, but as things are right now, it will take a long while for Master Makarov to come back...Anime Wise, Makarov will be back in 5 episodes by now. In this story? I say by the next chapter."

"What?" Al asked confusedly as he, Bisca, and Ur gave the Fairy Tail Medical Advisor odd looks.

"...WHY THE FUCK ARE YOU ALL STILL HERE?! LEAVE ALREADY! GO HOME! I HATE HUMANS!" Porlyusica angrily screamed as a panicking Al and Bisca screamed in fear while turning around to run away as Ur casually waved at the old woman goodbye before turning around to follow after her fellow Wizards as Porlyusica sighed heavily and then whirled around to face Master Makarov with a grim look on her face. "You have always been quite the troublemaker, huh, Makarov? A Wizard's Magic is intertwined with the very essence of their life. The greater the power, the more devastating the Drain Spell would be. You're going to have to fight with all of your might, Makarov, or this might as well be your deathbed...you really such a pig-headed old fool..."

~{The Frosty Adventures of the Ice King Wan Kaneko in Fairy Tail Opening 2!}~

That's right, we can do it! So what if life's full of mysteries?

A smirking Wan Kaneko stood on top of his glorious and huge Ice Castle that was placed on Mount Hakobe as the Ice King then glances down to watch over his little Ice Kingdom proudly as various Living Snow Beings could be seen slithering/walking around cheerfully with Marshmallow keeping an eye out for everyone as various Penguins of all genders/sizes could be seen waddling around and eating fish, playing in the water, or throwing snowballs at each other as a flying Shadow appeared and landed on the Ice King's shoulder with Gunther appearing by his Master's side as the trio shared a smile.

The miraculous door is right before our eyes

A grinning Natsu Dragneel could be seen soaring through the sky as a smiling Happy was carrying him around and was flying forward with the help of his angelic wings as the Male Pink-Haired Wizard then lowered his head, and the Fire Dragon Slayers shoot out a stream of hot and intense orange flames that propelled them higher into the air, soaring through the sky with the speed of a rocket as the Dynamic Duo cheered loudly.

This entire world is a wonderland

A cheerful Lucy Heartfilia was currently sitting in her Home Apartment, currently filling out various paperwork with one of her Celestial Spirits, who smiled at her approvingly and nodded curtly as the Blonde-Haired Celestial Mage smiled gleefully and giggled.

We're already wondering!

A yawning Crypto Palkia leaned back against his bedstand as a sleeping Mirajane Strauss and Wrex were lying down on the bed near them, and the Male Darkness Dragon Slayer smiled softly at this as he reached over to rub his Girlfriend's white hair while also scratching the Exceed under his chin as Mirajane's face glowed with happiness and Wrex purred lightly in delight under his breath.

When anticipation turns into excitement,

A stoic Gray Fullbuster sat on top of a tall hill, which was overlooking the great city of Magnolia as the Ice Wizard glanced down at it before looking away with a serious expression on his face as Gray sighs heavily and lowered his head as he closed his eyes.

It'll be wonderful, won't it?

A smiling Erza Scarlet stood in front of the Fairy Tail Guild as she stared up at it proudly and nodded to herself as the Busty Armored Woman turned over to flash the readers her usual sweet and warm smile.

Who am I?

And what is real?

The Ice King and The Celestial Mage were standing back to back as they turned to flash the readers a couple of excited/cheerful grins and locked hands with each other as Wan and Lucy then raised their arms up into the air and their hands glowed with blue/yellow energy as the duo fired a ray of magical energy into the air and various spiritual beings appeared as they all greeted the readers in several unique ways like Svein Schneider smiling softly, a stoic Chara Dershlingin nodded curtly while placing her hands on her hips, Nicolas Saint Nick waved his hand around as he laughed joyfully, Simon Petrikov waved slightly with a polite smile on his face, a laughing Finn Mertins waved his hands around excitedly, a huffing Taurus flexed his muscles, Aquarius glared and crossed her arms with a 'Hmph!' as she looked away, a grinning Cancer twirled his crab-like scissors around rapidly, a blushing Virgo possed submissively to be punished as she winked cutely, and a happy Plue jumped into the air with his hands and legs held out as he cheered.

Why can't we see tomorrow?

The more curiosity, the more we achieve higher levels

The Armored Fairy Maiden and the Darkness Dragon Slayer were standing back to back as they turned to flash the readers a couple of stoic/serious frowns and swiftly raised their arms up into the air as Erza and Crypto's hands glowed with scarlet red/dark purple energy as the duo then fired a ray of magical energy into the air, and a stream of hundreds of magical and lethal-looking swords appeared as they shot up into the air with a trail of dark energy whirling around them.

Our every day together is pretty fun, don't you think?

Tell me! Sense of Wonder

The Fire Dragon Slayer and the Ice Wizard were standing back to back as they turned to flash the readers a couple of annoyed/angry glares, mostly because they were irritated that they have to do this part of the intro together as a growling Natsu and Gray raised their arms up into the air as their hands glowed with red/dark blue energy and the duo then fired a ray of magical energy into the air as two streams of hot and intense flames/cold and freezing beams of ice energy shot up into the night sky.

Teach it!

Life is full of teachings!

Team Frost-Fire stood in a large circle around each other with their eyes closed stoically as each of them was reliving the worst parts of their lives, for example: A 16-year-old Wan lost a dangerous fight with the Demon King Oozaru due to being too cocky and underestimating him as it costed the life of only a whole village filled with people but his own Parents as well as a 300-year-old Shadow being banished from his home due to his love for Humans; A 10-year-old Lucy being abused emotionally by her cold and distant Father; A 12-year-old Natsu being abandoned by Igneel and, later on at the age of only 15, Natsu and Happy both lost their crush and motherly figure Lisanna; A 8-year-old Crypto losing his Adopted Parents and Wrex being heartbroken by that as well; An 8-year-old Gray losing his Master Ur, An injured and battered 10-year-old Erza being forced to work as a Child Slave to build the Tower of Heaven with her fellow Child Slaves as she teared up.

So we can make it!

Let's go search for more mysteries!

We then cue over to the Fairy Tail Guild as we see that it had suffered great and terrible damage due to an unknown assailant destroying it completely by sending several giant pillars made out of iron to stab themselves into the building, much to Wan and the others' shock and horror as they then grew extremely angry by this as they turned over to see the assailants themselves standing right before them. The Phantom Lord Guild stared at the Fairy Tail Guild sinisterly or stoically as the Element Four stepped up with the S-Class Mages taking strong battle stances as Aria, Sol, Totomaru, and Juvia Lockser glared at the Wizards fiercely as a grunting Gajeel Redfox appeared as he crashed down into the ground and smirked at the Fairy Tail Guild evilly as he cracked his iron knuckles.

I won't be satisfied with the typical answer

A wonder life that's under a spell

Our future is full of wonder!

Glaring at their foes angrily, everyone was quick to charge over to attack the Phantom Lord Guild with a furious Ice King lowering his hands as he fired dual bursts of ice energy that propelled him into the air and headed straight towards the Iron Dragon Slayer, who retaliated quickly by blasting Wan with his Iron Dragon Roaras an unfazed Ice King simply raised both his hands and fired a huge tornado of ice and snow that canceled out Gajeel's Attack as the Ice King then flew forward and raised his arms as he coated them with ice and shaped them into a makeshift ice sword as he flashed ahead and started slicing and dicing the Iron Dragon Slayer's body multiple times, causing Gajeel to scream in pain every time as his friends cheered for him in the background.

It's better to live your life doing the things you like

Because then, you'll be able to work harder!

It's wonderful, isn't it?!

Let us all wonder!

After he finished his little fun with the injured and battered Iron Dragon Slayer, Wan then decided to stop his attack as he flew backwards away from an injured and bleeding Gajeel, who panted heavily as he glared over at the Ice King and the Blue-Skinned Wizard merely smirked at him cockily as he gestured around him and an annoyed Gajeel looked around as he was shocked to see the blueish see-through astral forms of Svein, Chara, Santa Claus, Simon, and Finn as all of the Ice Kings and Queen glared furiously at the Iron Dragon Slayer, who looks visibly scared as he trembled and didn't have much time to react as Wan and his fellow Ice Wizards raised their hands as they all figured a huge combined magical icy blue energy beam that collided against Gajeel, causing him to scream in absolute pain and agony as a giant magical ice explosion rang out and, once it dies down, we see Team Frost-Fire and all of the Fairy Tail Guild Members smirking up at the sky as the title of the story appeared in front of the readers.

~{The Frosty Adventures of the Ice King Wan Kaneko in Fairy Tail Opening 2 Over!}~

Meanwhile, over at the Fairy Tail Guildhall Basement, we see that the majority of the Fairy Tail Wizards were sitting in various chairs and barrels, nursing their wounds and injuries from the battle at the Phantom Lord Guild as everyone's morale was extremely low due to Master Makarov getting defeated in battle and is very sick as Macao, Wakaba, and a few other mages could be seen being crowded around a table in hopes of hacking up a plan for a counterattack against the Phantom Lord Guild to get some massive payback as a sniffling Lucy could be seen lying on Wan's lap with the Ice Wizard sitting on a barrel as Natsu, Happy, Gray, and Elfman stood beside them as they were all processing what Lucy had told them. Basically, it turns out that Lucy was once part of a very wealthy family, but her father cared little for her and often verbally abuses her, so Lucy decided to run away because of it, but now trouble has gone awry when Lucy explained to them that her Father had apparently hired Phantom Lord to bring her back to him.

"Don't worry, baby, we'll get him back for this. I swear." Wan says with a serious tone while kissing Lucy's neck to try and comfort her, but it didn't stop her from trembling in fear and sadness as the blonde-haired girl looks like she was on the verge of crying again.

"I know. I'm not worried about that. It's just…all my fault."

"This isn't your fault, Lucy," Wan says sincerely as Elfman nodded while crossing his arms as he had a proud smirk on his face.

"Being targeted by powerful people is just one of the downsides of being rich. At least you're protected by a real man like me."

"Hey! Would you give it a rest already!?" An annoyed Gray snapped as Elfman flinched in surprise.

"I gotta say I was pretty shocked when I heard the news. Why'd you hide the truth from us, Lucy?" Happy asked as Lucy looked away guiltily.

"I wasn't trying to hide anything. I mean, there's no way to bring up that I'm a runaway in casual conversation." Lucy says lamely while biting her lips as she twiddled her fingers around.

"Don't worry, Lucy, none of us are angry for you not telling us about your past. We all have our fair share of secrets." Wan says reassuringly as Lucy frowned harder and lowered her head.

"Thanks, Wan, but I'm still...I just...I've been gone for nearly a year and my Father hasn't cared at all, but now, all of a sudden, he wants to force me to come home? He's done all those horrible things just to bring me back! I hate his guts!" Lucy screamed angrily with tears running down her face as she hugged Wan, who hugged her back as he briefly had a frosty glare, hating Lucy's Dad for making his girl feel this way, but then had a look of sympathy in his eyes as the rest of their friends gave pity smiles to the Celestial Mage. "Still, if I hadn't run away in the first place, none of this would have ever happened,"

"Come on, don't be ridiculous. Your Dad's the one to blame." Elfman stated bluntly as Gray jumped up to swat him on the back of his head.

"Seriously, dude, not helping!" Gray scolded with a glare as Elfman flinched and sweated awkwardly again as he turned back to the blonde-haired Celestial Mage.

"Uh…I mean that it's Phantom's fault!" Elfman yelled with a sheepish grin and a thumbs up as Lucy shakes her head in disagreement.

"No, I'm the one who brought trouble to the guild because of my own selfish choices. I'm so very sorry. I'm just gonna go back home, and hopefully this will all be over."

"No!" Wan screamed firmly, surprising Lucy as she turned to him.

"Wan-,"

"No, Lucy, listen to me." A very serious Wan said as he forced Lucy to face to whirl around and face him as the Ice Wizard reached up to place his hands on her cheeks. "What happened is not your fault. You want to know why? Because the Phantom Lord Guild hates Fairy Tail's guts for a long time, they would've found another excuse to attack us."

"But-Hmph!" Lucy says before getting cut off as Wan leaned over to kiss her, causing her to close her eyes and kiss her back as Natsu and the others looked shocked by this and looked away awkwardly as the Young Couple kissed for a few more seconds before separating from them as Wan glared at her.

"But nothing, what happened happened. It isn't your fault, it's your Father and Phantom Lord's fault for being dickheads, and I will absolutely not allow you to go home unless you truly want to, not because you are forced to."

"Besides, Luce, I can't see ya playing the part of the pretty princess lying around in your mansion." Natsu says with a cocky smirk as Lucy stared at the boys in shock with a huge lump in her throat as she covered her mouth with tears in her eyes.

"Yeah, Luce, laughing at the guild hall, going on adventures, yelling at us when we act stupid, and fighting with us in battle? That's who you really are, so this is the place where you belong." Wan says while turning to Lucy as he kissed her cheek. "We joined together, Lucy. I can't imagine being in the Fairy Tail without you. If you leave, I will quit too, and if your Father or the Phantom Lord Guild tried to kidnap you and take you back home against your will, I will kill them because I love you, Lucy, and I don't want you to go. Not now or never. You are a Fairy Tail Wizard, Lucy. You can't run away because you belong here with us." Wan stated with a deadly serious tone as Lucy teared up and closed her eyes as she sobbed and reached over to hug the Ice Wizard, who hugged her back as the Celestial Mage cried into his chest, and Natsu nodded at him in approval for his words while crossing his arms and looked away with a smirk on his face as an embarrassed Gray rubbed the back of his head sheepishly and Elfman shivered as he struggled not to cry himself.

"Ah c'mon, don't cry. It's just not like you...well, kind off, but you usually cry comically. Not for real." Gray says with a shrug.

"Please! Real men are weak against womanly tears!" Elfman begged as Wan briefly turned to them to roll his eyes in annoyance playfully.

"Suck it up, guys." Wan teases before going back to comfort Lucy as, elsewhere, we see Crypto, Wrex, Kamala, Roseblade, Cana, and Mira at the bar, trying to get a hold of the guild's other S-Class Wizards as Gildarts was off on a long quest and unavailable, as usual, so the only options they have to call on deck were Laxus and Mystogan as Cana had set of magical playing cards set up in front of her in a small box with Crypto helping her out to try and establish a connection with Mystogan as Mira and Kamala were sitting at the bar as they were currently talking to an annoyed Laxus on a Lacrima Ball that was sitting on a golden four-legged stand.

"Shit, I still got nothing on Mystogan. What about you, Cana?" Crypto asked Cana, who growled in annoyance and threw off her cards in frustration as she placed her hands in her face.

"Grrr, I'm still not getting any kind of read on where Mystogan is." Cana says with a glare as she placed her hands on her cheeks with an annoyed groan.

"Oh dear, you did your best," Mira says reassuringly with a frown while sitting at the bar as she glanced back at them.

"I'm afraid that doing our best isn't good enough," Wrex says solemnly as Cana nodded in agreement.

"Wrex's right. If Lucy's their real target, then they're bound to attack." Cana says as Roseblade could be seen eating her sweets, but by the posture of her body, they could tell that she was just as tense as they are.

"Hell, they would attack Fairy Tail even if Lucy wasn't here to make us try and give her up. They will show up here any second now, and we just got too many wounded to put up much of a fight." Crypto says somberly as Mira frowned harder and turned forward with her eyes closing in sorrow.

"Master is seriously wounded, and we can't locate Mystogan. You're the only one we can turn to. Please help us, Laxus." Mira says while glancing at the Lacrima Ball sitting on a golden four-legged stand as it showed the image of Laxus. "We could really use you right now. Fairy Tail's in grave danger."

"Man! Makarov is freaking pathetic!" Laxus says with a mocking laugh as he then composed himself and glared at the girls. "I don't see how this is remotely my problem. You're big kids, so deal with it yourselves!"

"ARE YOU FUCKING SERIOUS?!" An enraged Kamala screamed as she fumed at him. "MASTER MAKAROV IS DEADLY SICK, THE FAIRY TAIL GUILD WAS ATTACKED, THEY ARE PLANNING TO KIDNAP ONE OF OUR OWN, AND YOU AREN'T EVEN GOING TO LEND A FUCKING FINGER?!"

"I told you girls that this is what would happen. Laxus doesn't care about anyone else but himself." Crypto says with a firm glare as Laxus heard him and narrowed his eyes at the Darkness Dragonslayer.

"Don't use that tone at me, Crypto! I mean, why should I waste my time trying to fix the mess that the Old Man made?"

"BECAUSE PEOPLE'S LIVES ARE IN DANGER, YOU NITWIT! THIS ALSO INCLUDES YOUR FAMILY AND FRIENDS! DON'T YOU CARE THAT-," Kamala says before getting interrupted by Mira as she reached over to place her hand on her shoulder and gives her a look that reads 'I will handle this' as the white-haired woman stepped forward.

"Please, Laxus. Phantom Lord is trying to kidnap Lucy." Mira explained as Laxus raised an eyebrow at the Former S-Class Wizard incredulously.

"Who? Do I even know her? Oh, wait…the new girl? I tell ya what. If you can talk her into being my woman, I'll do whatever she wants."

"You are such a pig!" Cana yelled with a glare as Crypto, Wrex, Kamala, and Roseblade looked outraged by what he said.

"Are you sure you want to talk that way to a guy you're begging to help ya? Do me a favor. If that geezer manages to pull through this, tell him he's over the hill, and he should hand the Guild over to me! Ha, ha, ha, ha, ha, ha, ha, ha, ha, ha, ha, ha, ha, ha, ha, ha, ha, ha, ha!"

"The Fairy Tail Guild will NEVER belong to you, you selfish fucking prick!" Crypto screamed with a scowl just as a pissed-off Kamala raised her hand and she smashed it down against the Lacrima, shattering it into a billion pieces, as Kamala huffed and panted with tears of rage on her head as the dark brown-haired teenager then turned around to storm off.

"Roseblade and I will talk to her," Cana says reassuringly with her and Roseblade turning around to run after Kamala, leaving behind the others as Crypto turned his head and was surprised to see Mira clenching her fists, and tears ran down her face as he instantly went over to hug her.

"I don't understand, Crypto. How can someone in Fairy Tail be so heartless and cruel?" Mira asked with a small sob as Crypto rubbed her back and kissed her forehead.

"I don't know, babe, but don't worry, we can handle the Phantom Lord Guild, with or without Laxus," Crypto says with a firm tone as Mira sniffles and a look of determination appeared on her face.

"You are right, Crypto, and I can't just sit here and watch. I must join the others and fight."

"Whoa, wait, calm down there, Mira. You can't go out there and fight." A worried Crypto says as Mira turned to glare at him.

"I'm only useless being here at the guild hall! I wanna help!" Mira yelled as Crypto placed his hands on her cheeks and kissed her passionately as he then placed his forehead against her forehead.

"Mira, I understand how you are feeling, but even if you were once an S-Class Wizard, you haven't fought in battle or used your Magic against another Wizard ever since Lisanna died. If you try to go and fight, you will only get in the way and get yourself hurt." Crypto says with a serious tone as Mira glared at him with more and more tears streaming down her beautiful face as she lowered her head and hugged him as the white-haired woman sobbed, knowing that he was right as Mira felt totally useless now. Elsewhere, we see a naked Erza taking a bath in the Fairy Tail Guild Showers as she was sitting on the ground with Gunther lying on her lap and Shadow was rubbing himself against her breasts as the red-headed woman had a remorseful look on her face.

"The Master is not here with us. Neither is Mystogan or Laxus." Erza says while talking with Shadow and Gunther as they glanced up at her curiously. "So many of us are wounded. How can we possibly handle another battle? What was I thinking? Why didn't I go with him? This is all my fault. I'm a disgrace." Erza says with tears of frustration running down as Shadow and Gunther gave her a sympathetic look as they were about to try and comfort her, but then-

"You are wrong. You are not a disgrace, Erza." A familiar voice rang out as the Group turned their heads and were surprised to see Wan standing in front of them with a serious look on his face.

"Wan..." A stunned Erza says as the Ice Wizard smiled at her warmly and worriedly.

"Natsu told me that you haven't gone out of the showers since we got here, so I went here to check on you," Wan says while walking towards Erza, who didn't bother covering up her nudity since they already had sex as Shadow and Gunther moved to the side and watched on quietly as Wan made his way over to the red-headed woman while ignoring the fact that he was getting wet as the Ice Wizard bends down and reached over to pull Erza into a hug, surprising her as Wan's worry for Erza outweighs his sexual hormones right now. "Erza, this wasn't your fault," Wan says as Erza flinches and tears appeared in her eyes as she hugged him back and buried her head into his shoulders.

"Wan-,"

"No, Erza, stop blaming yourself for what happened. We couldn't have known that they had a Wizard that can take out Master Makarov's Magic."

"But I should've gone with him! Help protect him! But I didn't!" Erza screamed with more and more tears running down her face as Wan rubbed her back. "And now the Master-,"

"Erza, what happened, happened. Ur and the others took Master Makarov to get some Magical Medical Help. He will be fine. We can't focus on 'What ifs' and whatnot. What we should be focusing on is preparing for the imminent fight against the Phantom Lord Guild. Makarov will be fine, but we can't get revenge for him and protect Lucy and ourselves if you keep blaming yourself like that. None of us is to blame to what happened, the Phantom Lord Guild is, and we are going to make them fucking pay. Is that right?" Wan asked with a passionate glare as Erza's eyes shined in awe and teared up as she reached over to grab the Ice Wizard and pulled him into a kiss as, after a few minutes of making out, the Lovebirds then separated from each other and Erza placed her forehead against Wan's forehead.

"Thank you, Wan." A grateful Erza says as Wan smiled warmly and nodded with Shadow and Gunther cooing in the background as, before anyone could react, the ground began to shake violently as parts of the roof and wall chipped off of the Guildhall Shower as they fell down to the floor. "What is going on?!" Erza asked with a glare while she and Wan ran out of the Fairy Tail Guildhall Showers with Shadow and Gunther following after them as the Ice Wizard quickly raised his hands and blasted a wave of frost that collided against their bodies with Erza freezing and trembling with her nipples going hard due to the cold as Wan swiftly froze the water on them and shattered them apart, drying them as the blue-skinned man turned to glare at the read-headed busty woman seriously.

"Get dressed, Erza. We are under attack." Wan stated with a glare as Erza nodded stoically.

"Requip..." Erza says as a large scarlet red magic circle appeared below her, and Erza's whole body glowed bright red. "...Heart Kreuz Armor Mode!" Erza shouted as a big flash of red light occurred, and once it dies down, we see Erza Scarlet wearing her Heart Kreuz Armor as Shadow leaped up to land on Wan's shoulders and Erza reached down to grab Gunther as the Group then ran out of the Fairy Tail Showers and arrived at the Main Floor of the Guildhall as the Duo spotted everyone standing around nervously. "What's going on?!" Erza asked with her usual stern glare as Crypto turned to them.

"Ur and the others showed up and told us that something is outside," Crypto says as Wan and Erza nod before all of the Uninjured Fairy Tail Mages rush out of the Guild and everyone in the Fairy Tail Guild was stunned and petrified in shock at the sight of the source of the earthquakes, which happens to be the Phantom Lord Headquarters sitting on a big chunk of rock as eight giant bronze-colored legs sprouted out of them and allowed it to be able to travel across Lake Sciliora like a giant spider as the earth trembled under each step that the giant building on legs took.

"What is that thing?!" Natsu exclaimed fearfully as Happy had his jaw dropped.

"It's a guild hall with ginormous legs!" Happy shouted as Wrex looks like he was close to fainting.

"Is it Phantom?" Loke stammered while raising his glasses in shock as Wan gritted his teeth and narrowed his eyes as his hands were covered with steams of frost.

"It's definitely Phantom. We were just there a few hours ago when we rescued Lucy, but now it has fucking legs." Wan says as Shadow cuddles himself against his Master's neck nervously.

"I can't believe that Phantom would go this far just to get revenge on us and kidnap Lucy. Don't they know about the consequences that will happen to them if they go through with this?" Crypto asked with an incredulous glare as Erza frowned somberly and turned to the Darkness Dragon Slayer.

"I think they know, Crypto, but they don't care. They have all gone mad to go to such extreme lengths to attack us." Erza says with a fierce glare as the Phantom Lord Headquarters continued stomping towards them, and soon enough, it was able to reach the shoreline of the lake as it stood in front of the Fairy Tail Guild, and it came to a halt as the Phantom Lord Headquarters remained motionless for a short moment until a hatchway at the front lowered, allowing a long metal barrel to steadily extend out from the hatch as, much to everyone's shock and horror, dark blue energy became to swirl and coalesce around the end of the cannon's barrel, growing more intense by the second as it was aimed straight towards the Fairy Tail Guildhall.

"RUN! GET OUT OF HERE RIGHT NOW!" Erza ordered fiercely while turning to the others to try and evacuate everyone to safety as Wan, however, had a grim look on his face as, while he wasn't knowledgeable about Magical Spells and Weapons like Crypto and such, but even he knew that the sheer size of the weapon that the Phantom Lord Headquarters have and the magical power it was charging up will not only destroy the Fairy Tail Guild and everyone inside, but the whole city of Magnolia.

"Guys, I need to-Whoa!" Wan says seriously before yelping in surprise as Erza whirled around to glare at the Phantom Lord Guild and ran forward at high speeds.

"Erza!" Mira shouted worriedly while holding out her hand to the redheaded woman in shock and despair.

"Stop! Don't be stupid, Erza!" Macao yelled as Erza merely ignored them and glared up at the Phantom Lord Headquarters determinedly.

"Requip..." Erza says as a large scarlet red magic circle appeared below her, and Erza's whole body glowed bright red. "...Adamantine Armor Mode!" Erza shouted as her whole armor broke apart, leaving her stark naked for a couple of brief seconds as a big flash of red light occurred, and once it dies down, we see Erza Scarlet wearing her Adamantine Armor, which consisted of her wearing bulk dark blue/silver armor as she has a large spiked dark blue headdress with a reflective piece in the middle, very large dark blue shoulder guards with four distinct sections with large silver spikes jutting off to separate each section from the next, a dark blue armored chest that covers her chest and stomach as most of her chest bears a simple silver diamonds and stripes pattern engraved into it near the top, extending over the armored chest are four round metallic extensions that attach underneath the plate around the neck, the neck features a large cylindrical dark blue plate which is sectioned off into six progressively larger sections, another dark blue plate that hangs from her neck and goes to her midsection, large silver gauntlets bearing the sectioning pattern of the rest of the armor with the sections becoming smaller as the gauntlets move in towards her hands, underneath the bottom dark blue chest plate is a silver woven skirt as the edges of this skirt bear small spikes and a larger spike hangs beneath every other small one, and a pair of silver/dark blue leg greaves as they bear the same sectioning pattern as the rest of the armor but are split down the middle with a large piece covering the knee.

"She requipped!" Cana screamed, stating the obvious, as Loke gritted his teeth in disbelief and worry.

"What is she doing?!" Loke asked while gripping his hair frantically.

"Protecting the Guildhall!" Erza yelled, answering his question, as Wan stared at her concernedly.

"But what if you can't protect yourself against that blast? You could die!" Ice King shouted as Happy turned to give the blue-skinned man a reassuring look.

"No, don't worry, Wan, that's her Adamantine Armor! With that, she can potentially block the cannon blast!" Happy says as a frowning Wrex turned to him.

"But there's no way that her armor can hold against a blast that big and strong." Wrex says while waving his hands around in exasperation as the Darkness Dragon Slayer nodded in agreement with a glare.

"You are just risking your life, Erza! Stop this!" Crypto yelled worriedly as Erza turned to glare at him and the others.

"STAY BACK!" Erza ordered just as black magical lightning started rippling across the energy ball collecting at the end of the barrel as the waves underneath the Phantom Lord Headquarters rippled violently, and rocks flew up into the air as, before anyone could react, a powerful bluish-black beam fired out from the cannon with an earthshaking boom as it headed straight towards the Fairy Tail Guild and a glaring Erza crouched down into the ground as she then took off into the air and flew through the air as she made her way towards the Phantom Lord Magical Cannon Blast. "ADAMANTINE ARMOR...BARRIER MAGIC SHIELD!" Erza exclaimed while combining both her shield halves into one, creating a large aqua-green Magic Barrier just as the Phantom Lord Magic Cannon Energy Blast collided against her barrier.

"ERZA!" Wan screamed concernedly as, for a few seconds, it seems that Erza was able to block the magical blast, but upon further inspection, he was able to see small cracks forming in not only her barrier but her armor as well as it looks like the red-headed woman wasn't going to be able to hold her barrier and time seemed to slow down as Wan slowly turned to look at everyone's panicking faces and an image of a powerful villain grinning down at him flashed in his mind as the Ice Wizard flinched with shadows appearing in his face. "Lucy? Take care of Shadow for me for a bit."

"Wait, what?" A bewildered Lucy asked as Wan stoically reached up to grab Shadow and handed him over to a surprised Lucy. "Why do you need me to-Wait, Wan!" Lucy asked confusedly before she and the others yelped in surprise as Wan suddenly crouched down and his whole body glowed with icy blue magical energy as he flew forward through the air, freezing the ground underneath him and leaving behind a trail of frost as the Fairy Tail Guild glanced over at him in shock.

"WAN!" Lucy exclaimed worriedly as Shadow crawled up to stand on the blonde-haired Celestial Mage's shoulder.

"ARE YOU CRAZY?!" Kamala asked in surprise while gripping her hair in exasperation.

"DON'T BE STUPID, WAN! GET BACK! YOU ARE GOING TO GET YOURSELF KILLED!" A concerned Crypto scolded as Wan ignored their protests for him to come back and merely flew forward at high speeds just as Erza's Barrier and Adamantine Armor broke apart into billion pieces, revealing her naked form as the blast collided against her and a screaming Erza felt a little bit of the blast washed over her body, injuring her greatly but thankfully not killing her as a now unconscious Erza flew backwards and collided against Wan, who caught her in mid-air as he gave her a sympathetic look before glaring over at the Phantom Lord Headquarters with the magical cannon blast flying towards him at high speeds as Wan was left unfazed by this and merely closed his eyes in concentration with the clouds above him darkened as they swirled around him and sparkles of icy blue lightning rang out as his whole body glowed with icy blue energy and Ur and Gray gasped in shock as they shared a look.

"Gray, can you feel that?" Ur asked as Gray gave her a deadpanned glare.

"Master, I can taste that." Gray stated with a big sweatdrop rolling down his face as a concerned Wrex turned to the Fairy Tail Ice Wizard.

"What?! What is going on!?" Wrex asked anxiously as the Ice Wizards turned to him.

"Wan is building up a lot of ice energy. I think that he's going to try and cancel out that cannon's blast." Ur explained as Lucy turned to gape at him in disbelief.

"What?! That's crazy! I know that Wan is powerful but there is no way that he can do that! Especially if Erza wasn't able to block that blast! We have to stop him!" Lucy yelled as she was about to try and talk with him, only for Shadow to fly out of her arms as he flew over to grab her hair and pulled her backwards. "Ow! Shadow, what is going on?!"

"Chrii chrii chrii chrii chrii chrii chrii chrii chrii chrii chrii chrii chrii chrii!" Shadow shouted while letting go of Lucy's hair as the Celestial Mage whirled around to give the Demon a disbelieving and annoyed glare.

"What do you mean Wan's got this?! You can't just-,"

"Lucy, calm down." Natsu says while crossing his arms as he glanced up to smirk at Wan. "If he wasn't sure that he couldn't handle this, Wan wouldn't have risked his life to stop that cannon thing right now. Have some fate in him. Wan is a Fairy Tail Wizard, you know?" Natsu says as Roseblade nodded while gripping one of her swords tightly as Lucy and the others whimpered nervously but didn't say anything as they glanced up at Wan, who was building up more and more ice energy as the Ice Wizard gritted his teeth while making sure to have a strong grip on a knocked out naked Erza.

"It's been a while since I have gone all out like this, but I can't let that blast hit us! I have to protect my loved ones and Guildmattes at all costs!" Wan thought to himself in determination while opening his eyes to reveal that they were glowing with icy blue energy, and sparkles of icy blue lightning rang out of his body. "Thank you, Dragon Slayers, for giving me the idea for this attack!" Wan thought to himself with a smirk as he clenched his fists and reared back his head.

"FATHER FROST...SVEIN AND SANTA CLAUS...ICE KING...ROOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOAR!" Wan exclaimed with his voice being encompassed by several different male/female voices all at once as he then threw his head forward and roared out a big beam of icy blue energy from out of his mouth as it swiftly expanded to humongous proportion and zoomed across the lake, freezing it up as it soon collided against the Phantom Lord Headquarters' Magical Cannon Blast, and as a result, a giant ball of dark azure and icy blue energy formed in-between the beam as the lake water below began either freezing up in thick ice or evaporate away due to the intense heat as everyone watched in pure shock and awe.

Still roaring out his ice beam attack, Wan felt more and more blasts of ice lightning rang out near him as they collided against his body, fueling up his power even more as the Ice Wizard clenched his grip on Erza's body tightly just as heavy frosty winds occurred as everyone in the Fairy Tail Guild shivered and hugged themselves for warmth as heavy snow started falling down and the winds around Wan grew more and more intense as, with a mighty guttural roar, the blue-skinned man amped up the power of his Ice King Roar Attack, and it easily started pushing back the Phantom Lord Headquarters' Magical Beam as it forced it to fly backwards and collide back against the mobile headquarters, cracking and damaging the building and covering it with thick frost as, much to everyone's surprise, the Phantom Lord Headquarters was still standing, but it's cannon was left heavily damaged.

"...Whoa...he actually stopped it." An amazed Macao as everyone was left in shock and awe at Wan's accomplishment, especially the Ice Wizards as Lucy smiles in relief with her respect and love for Wan growing even more as Shadow cheered, and everyone watched on as the Ice Wizard slowly floated down through the air and the wind around him died down, but the heavy frosty winds were still apparent as Wan landed on the ground and carefully placed Erza down on the ground as he used his Ice Magic to create an ice blanket and covered up the red-headed woman's naked body as his body stopped glowing.

"That was...crazy..." A stunned Loke says as the brown-haired busty woman nodded shakingly.

"You said it." Cana says with a shocked look on her face as she lowered her Magic Cards down.

"Okay, I can't believe that I'm saying this, but...Wan was a true man right there." Elfman says with his jaw dropped as Mira nodded shakingly.

"I knew that he was a powerful Ice Wizard, but he was able to not only stop the Phantom Lord Headquarters blast but pushed it back in less than a minute and that blast looked powerful enough to destroy an entire city, maybe even more." Gray says with his jaw dropped as even Ur looked frozen and awestruck by Wan's sheer magical ability.

"Wan! Erza! Are you two okay?" Lucy asked worriedly after she and the rest of Team Frost Fire, minus Gray and Ur, rushed over to Wan and Erza.

"Don't worry, I'm fine, and Erza should be too. While she has some injuries, it doesn't seem to be life-threatening. She just got knocked out, but Erza won't be able to fight again today until she recovers." Wan says grimly while allowing Shadow to climb onto his shoulders again as Lucy sighs in relief yet again.

"Well, that's good to hear," Lucy says as Kamala nodded while bending down to grab an unconscious Erza as she lifted the red-headed busty woman up into the air.

"Yeah, but seriously, Wan, you were so awesome back there!" A grinning Natsu says as the pink-haired dragon slayer slapped the blue-skinned ice wizard's back in congratulations.

"Natsu is right. Your feat is nothing to scoff at." Crypto says with a nod as he smiled over at the Ice King proudly. "You are quite an impressive Ice Wizard, Wan." Crypto complimented as Kamala grinned with starry eyes.

"Yeah, you saved us back there! You were so cool!" Kamala yelled as Roseblade gave him a thumbs up.

"Wenk!" Gunther shouted while waddling over to hug his leg as Shadow rubbed his head against Wan's neck, and the Ice Wizard beamed and then yelped in surprise as Lucy hugged him and kissed his cheek.

"Don't ever do anything reckless like that ever again." A glaring Lucy scolded as she then gave him a loving look. "But thank you for saving us all, Wan," Lucy says as Wan blushed at the praise and affection and nods, but then everyone grew tense as Jose's voice echoed loudly from a PA system at Phantom Lord Headquarters.

"I...I have to admit...that was...an impressive showing of magical ice prowess right there. Especially coming from a Fairy Tail Wizard." Jose says while throwing to sound cool and collected, but everyone could tell that even he was stunned by Wan's Magical Powers as the Fairy Tail Guild had a smug satisfaction because of it. "It's a shame that a Wizard of such great skill and power is wasting his potential in the Fairy Tail Guild. Why don't you say you give up being a Fairy Tail Wizard and come and join the Phantom Lord Guild? I promise to spare your life if you do." Jose promised, but Wan could tell that he was talking bullshit as he rolled his eyes and scoffed.

"I don't know! I think I fit in here with these guys! At least they won't destroy an entire city for their stupid ego and grudge!" Wan says bitterly with a glare as everyone heard Jose sigh heavily in disappointment through the intercom.

"Hmmm, such a shame. Very well, get destroyed alongside your precious guild. I don't care. Now, onto business. Surrender Lucy Heartfilia immediately, or I'll have no choice but to kill you all. Your Master has fallen, and your powerful Ice Wizard can only protect you for long." Jose proclaimed conceitedly as Kamala raised an eyebrow in disbelief and annoyance.

"Is this guy fucking serious? Wan literally stopped his powerful weapon like it was nothing, and he still thinks that he has the advantage against us? Is he that arrogant?" Kamala asked as Crypto shrugged before turning over to glare at the mobile Phantom Lord Headquarters.

"We won't hand over Lucy to a monster like you!" Crypto screamed as Al stepped forward.

"Yeah, that's not gonna happen!" Alzack yelled as Bisca nodded with a firm glare.

"Like any guild would hand over one of their own to a coward like you! Too afraid to face our Master, so you were forced to cheat like the little bitchboy you are!"

"You hear that, Jose?! Fairy Tail is not afraid of you! You might as well give up right now because Lucy is staying with us!" Ur shouted with a fierce glare as the other Fairy Tail Mages spectating in the back agreed and began to rally.

"I won't ask again! Hand over Lucy Heartfilia right now or suffer the consequences!" Jose exclaimed with his voice seething with rage as Lucy lowered her head and placed her hands on her face, struggling to not cry even more as she feels incredibly guilty for what was going on.

"NOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!" Wan screamed with his voice being encompassed by several different male/female voices all at once as he separated from the girls and stepped forward with a fierce blast of icy wind flowing around him as the ground underneath him froze up, and heavy snow began raining down again as blasts of ice lighting rang out as Wan pointed at the Phantom Lord Headquarters defiantly. "WE WOULD NEVER HAND HER OVER TO A BASTARD LIKE YOU! LUCY IS A FAIRY TAIL WIZARD, GODDAMN IT! LUCY BELONGS HERE WITH US! SHE BELONGS WITH ME, SO YOU SHOULD TELL HER FATHER TO GO AND SUCK MY ICICLE IF HE THINKS THAT I WILL LET HIM HARM HER AGAIN!"

"YEAH, WAN'S RIGHT! WE WOULD NEVER BETRAY HER LIKE THAT! YOU HAVE TO KILL US FIRST!" Crypto screamed with Team Frost Fire stepping forward to protect Lucy as said person gasped sharply in shock.

"YOU CAN STOP ASKING NOW BECAUSE WE'RE NOT GONNA GIVE YOU ANY OTHER ANSWER! WE'RE TAKING EVERYONE ONE OF YOU JERKS DOWN!" Natsu roared out.

"YOU GUYS DESTROYED OUR GUILD, NEARLY KILLED OUR COMRADES, STOLE MY GRANDFATHER'S MAGIC, AND TRIED TO DESTROY US AND THE CITY! WE WILL NEVER BACK DOWN TO YOU!" Kamala screamed in rage with tears in her eyes.

"CHRII CHRII CHRII CHRII CHRII CHRII CHRII CHRII CHRII CHRII CHRII CHRII CHRII! (THE NEXT TIME I SEE YOU, I'M GOING TO SHOVE MY DICK DOWN YOUR THROAT AGAIN, YOU FUCKING MONSTER!)," Shadow exclaimed as more and more people began screaming at the Phantom Lord Guild to leave them alone and that they will protect Lucy at all costs as said person placed her hand over her mouth and sobbed as Ur went over to comfort the Celestial Mage, who felt truly touched that the Fairy Tail Guild will protect someone that is still relatively new to the guild as tears ran down her face.

"...IF THAT'S WHAT YOU WANT, THEN I'LL GIVE YOU ALL A SECOND HELPING OF JUPITER!" Jose bellowed through the speakers as his voice was laced with frustration and anger. "YOU'VE GOT FIFTEEN MINUTES TO PONDER YOUR CHOICES! CHOOSE WISELY, FAIRY TAIL!"

"No way," Elfman gapped in shock as Cana gritted her teeth.

"What are we gonna do?" Cana asked as Loke glanced around anxiously while taking a few steps back.

"They're gonna fire at us again?" A fearful Loke says as Crypto turned to the Ice Wizard.

"Dude, do you think that you can protest us from another one of those Jupiter Blasts?" Crypto asked as Wan nodded firmly while placing his hands on his hips.

"Yeah, I can, don't worry," Wan says reassuringly as everyone sighed in relief, but then, much to everyone's shock, hordes of Black Phantoms flew out from the Phantom Lord Headquarters, and they began swarming toward Fairy Tail at full force.

"You are quite in a quandary, aren't you, Fairy Tail?! Even if your newest recruit can block my Jupiter Blast, I still have other ways of killing you all, but there is a way to stop this madness! Either my Shade Troopers tear you all apart, or you will hand over Lucy to me. Make your choice, Fairy Tail!"

"Are you kidding me?! If he fires at us, he'll be killing his own men!" A flabbergasted Macao yelled as a nervous Wakaba nodded.

"Surely, he is bluffing. Who would do something like that?" Wakaba asked as the purple-haired S-Class Mage turned to glare at the Smoke-User Mage

"Remember when Gajeel was willing to hurt his own men earlier?" Crypto asked as Wakaba nodded. "I have no doubt that Jose has the same feeling." Crypto says as Macao and Wakaba gasped in shock at what the Darkness Dragon Slayer said.

"Crypto's right, what's more is that those Phantom Soldiers are creations of Jose's Shade Magic. They're not human, so it won't matter to him if they're destroyed. They might as well be cannon fodder." Cana says with a grim tone as she narrowed her eyes and gritted her teeth.

"What the heck are Phantom Soldiers?!/Are you saying they are ghosts?!" Bisca and Al asked in shock and fear in unison as Ur turned to glare at them.

"Stop focusing on what's not important. What we should be focusing is on finding a way to take out the Jupiter Cannon and find a way to combat the Shade Troopers without getting overwhelmed by their advantage in numbers." Ur says as Wan perked up, getting an idea as he stepped forward.

"Alright, here's the plan. Mira? Look after Lucy for me with Shadow. Roseblade? Take Erza away to get some medical attention. Kamala, Ur, Gunther? You guys will stay here and help the Fairy Tail Guild fight against the Shade Troopers. Natsu, Crypto, Happy, Wrex, Gray, Elfman? You guys will go over to take out the Jupiter Cannon while I will stay here and protect everyone if you guys are too late and they fire out another Jupiter Cannon. Once you guys take out the cannon, I will meet up with you guys to take out the Phantom Lord Guild." Wan says, taking charge as everyone, sans Lucy, nodded to his plan approvingly with Kamala handing knocked-out Erza to Roseblade.

"Got it! We're gonna smash that thing to pieces! We've only got fifteen minutes to wreck it, right? Piece of cake!" A smirking Natsu screamed while slamming his fists together as he lit them up with flames and the pink-haired Dragon Slayer turned over to face his Exceed Son. "Come on, Happy! Let's go and destroy the Jupiter Cannon!"

"Aye, sir!" Happy yelled as he sprouted his Aera Wings and flew over to grab the pink-haired Fire Dragon Slayer as he flew them up into the air.

"Let's follow them, Wrex!" Crypto yelled before going over to not only kiss Mira but also Cana as he winks at them reassuringly just as Wrex flew over to grab the Darkness Dragon Slayer and flew them up into the air.

"Let's go, Elfman!" Gray yelled determinedly as Elfman nodded, and they ran off after the Dragon Slayers.

"Cana? You shall lead the defense out here." Wan says to Cana, who nodded as she then gave the Ice Wizard a worried look.

"But wait, Wan, what's your plan against the Shade Troopers? We don't have enough manpower to combat against them." Cana says urgently as Wan smirked cockily and cracks his neck as he walked past her.

"Don't worry. While Jose may have the ability to create his own army with his magic, I can do the same and just did," Wan says while raising his sparking blue hands. "Father Frost...Svein...Frost Portals!" Wan chanted while firing multiple beams of icy blue energy as it flew over to collide against the air and began forming numerous big swirling icy blue energy portals as the Ice Wizard lets out a loud war cry-like wail, and before anyone could react, the Fairy Tail Guild Mages were stunned and bewildered to see hundreds of Penguins waddling out of the portal while wearing ice armor and ice weapons as hundreds of Living Snow Creatures of all shape and sizes appeared while growling threateningly as Marshmallow can be seen leading the charge with Three Penguins riding around on his shoulders as one of them was named, 'Kevin' and wore a fake Ice Crown, the second one was named 'Stuart', and he seemed to be the tallest as he wore icy overalls, and the third one was named, 'Bob' as he seems to be the smallest and wore an icy eyepatch.

"What...the...hell...is...that?" A stunned Ur asked with Kamala blushing and gushing over the cute army of Penguins before them as the others looked to be incredulous about what was going on.

"Marshmallow? You and the Gunthers lead my army of Gunthers and Snow Creatures to fight against the Shade Troopers and protect the Fairy Tail Guild." Wan commanded sternly as Marshmallow nodded and allowed the Gunthers to climb down his body as he popped out his ice appendages and roared loudly as he and the armies of Gunthers and Snow Creatures all let out loud battle cries as they all ran forward to fight against the Shade Troopers with the Fairy Tail Guild Members recovering from the shock and absurdity of the situation as they ran over to fight as well with Roseblade turning around to take Erza away to safety as Lucy was about to join the fight but was stopped by Mira as she grabbed her arm.

"Lucy? Come with us." Mira says as she started leading Lucy away with Shadow flying after them as they soon reached town and walked over to Reedus, who was waiting for them as the white-haired woman turned to glare at the Celestial Mage seriously. "We have a hideout nearby. I want you to stay there until this is all over. Like Wan said, Shadow will be there to protect you with Reedus." Mira instructed as she was about to leave but was stopped by a stubborn Lucy.

"No! It's all my fault that we are all in this mess! I can't just abandon everyone when they are all fighting for their lives!"

"Chrii chrii chrii, chrii. Chrii, chrii, chrii, chrii, chrii, chrii, chrii (It's not your fault, Lucy. Don't talk like that)," Shadow says while landing on Mira's shoulder as said person nodded.

"Shadow's right. We don't see it that way, nor does anyone else." Mira stated with a firm tone as she then gave the blonde-haired Celestial Mage a serious glare. "Remember, we're not just fighting for you. It's for all of us. It's for the honor of our guild. We are proud to fight this battle. Each and every one of us." Mira explained as Lucy bit her lip and moaned anxiously.

"I know, but Mira, I just can't stand by and let my friends fight for me-Gah!" Lucy says before freezing a bit as Mira raised her hand and blew some sleeping dust into her face, causing her to moan and yawn as she fell asleep and Mira was quick to catch a falling Lucy as she sighs heavily.

"I'm sorry, Lucy," Mira says apologetically as she then turned to Reedus. "Reedus? Take Lucy to the hideout." Mira commanded as Reedus nodded and used his Magic to create a large carriage being driven around by a large purple boar with a pink nose. "I'm counting on you to protect her," Mira says as Reedus nodded before mounting onto the carriage with Mira handing over an unconscious Lucy to him as she then turned to Shadow and kissed his forehead. "You too, cutie." Mira cooed as Shadow blushed but nodded as he flew over to land on the carriage just as Reedus commanded his boar to take them away as they drove off.

"I may not be strong enough to join the others in battle, but there are other ways for me to help." Mira thought to herself with a determined glare on her face as she used her Transformation Magic to magically transform herself into Lucy with a poof of pink smoke. "The Jupiter Cannon only has fourteen minutes left before it goes off. Even if Wan can protect us from the blast, we can't have this go on for too long, or else Wan will grow too exhausted to protect us, and we will all perish. Please, don't let us down, boys." Mira thought to herself somberly as she started running back towards the Fairy Tail Guild.

~{Fairy Tail Guild vs Shade Troopers!}~

"Bring it on!" Wakaba screamed while he and the Fairy Tail Wizards were facing the Shade Troopers as a few went through them and caused them to suddenly feel weak and tired as Wakaba and the Mages crashed down into the ground as Loke saw this and gritted his teeth angrily.

"Goddamn it! Guys! Keep your guard up!" Loke screamed as Ur nodded while raising her fists as she fired several Ice Lances that pierced through several Shade Troopers.

"Yeah, whatever you do, don't let them touch you! When these Shade Troopers touch you, they can weaken your lifeforce!" Ur shouted as she and the others spotted the Gunthers and Snow Creatures facing against the Shade Troopers, and while the Gunthers were left incapacitated with one touch, the Snow Creatures kept on fighting as Wan spotted this and perked up.

"Everyone! Let my army get close to the Shade Troopers and attack them! The rest of you focus on long-range attacks like this!" Wan instructed while turning to face a group of Shade Troopers as he held up his glowing icy blue hands. "Father Frost...Svein and Chara...Rain of Frost Daggers!" Ice King exclaimed while holding out his arms as he fired a multitude of glowing blue ice daggers that flew through the air and collided against the Shade Troopers, causing all of them to shriek in surprise as their bodies were covered in ice and broke apart into billion pieces as everyone perked up, getting what he was saying as the Fairy Tail Wizards ran forward.

"Ice-Make...Snnowflake Throwing Shinning Stars!" Ur yelled while lifting up her arm and placing her clenched fist over her hand as a light blue magic circle appeared with a small burst of ice wind shooting out of her hand and fired out a multitude of snowflake throwing-stars-like objects as they flew over to collide against a group of Shade Troopers and a huge flash icy blue energy rang out that blew them apart to billion pieces.

"Titan Grab!" A glaring Kamala shouted while holding up her right arm as a large yellow magic spell circle with the symbol of the human body appeared as it washed over her arm, and her hand grow up to be fifteen times their usual size as a screaming Kamala stretched out her arm and was able to grab a group of Shade Troopers with her hand glowing a bright yellow as she was able to crush them all out of existence.

"Guns Magic...Sunlight Shot!" Alzack exclaimed with a reddish-brown magic circle with the symbol of guns on them as he held up one of his guns and shoots a single bullet that flew over to collide against a group of Shade Troopers and creates a large flash of light that incinerated them out of existence.

"Requip...Magic Machine Guns!" Bisca yelled while summoning two Machine Guns after a small dark green magic circle with the symbols of guns on them appeared and washed over her hands as the green-haired woman gripped her weapon tightly. "Party Shot!" Bisca shouted while firing multiple dark green energy bullets that collided against the Shade Troopers, blowing them all up out of existence as she laughed maniacally.

"Oh, man that is hot!" Alzack thought to himself with a blush on his face, but then he and the others flinched in shock as they saw all of the Shade Troopers that they had killed had suddenly regenerated themselves back to normal.

"Oh, come on! They can regenerate?!" An incredulous Macao asked while going over to help up Wakaba as Cana turned to glare at her comrades.

"Don't give up hope so soon! Just continue fighting until we can defeat the Phantom Lord Guild once and for all!" Cana commanded with the Fairy Tail Guild Members nodded and continue fighting as she and Wan shared a nod before charging forward to attack as well.

~{Natsu, Crypto, Happy, and Wrex vs Totomaru!}~

"RRRRRRRRRRRRRRRRRRRRRRRRRRRRAAAAAAAAAAAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRGGGGGGGGGGGGGGGGGHHHHHHHHHH!" An enraged Natsu and Crypto roared as we see the Dragon Slayers standing on top of the barrel of the Jupiter Cannon as they were trying to destroy it with their Superhuman Strength, but to no avail as they were unable to dent it, not even punching at the iced up parts worked out.

"Crap, we're barely scratching the surface," Natsu says while growling in irritation as Crypto nodded with a frown.

"Yeah, this is just a waste of time," Crypto stated with a firm tone as he turned to his fellow Dragon Slayer and the Exceeds. "Let's go and see if we can destroy it from the inside." Crypto says as Natsu, Happy, and Wrex nodded in approval.

"Good idea, Crypto." Wrex praised as the Dragon Slayers and Exceeds approached the end of the cannon and swung themselves over to land inside of the barrel as the Gang began running down the dark grooved tunnel and were able to reach the other end of the tunnel as Natsu and the others arrived at a massive room as, in the center of the place, was a huge glass sphere with a grayish tint as, circling around it on the walls, were four smaller red/blue/yellow/green spheres as there was also a big clock with roman numeral numbers planted on the ceiling.

"Eleven minutes until Jupiter Cannon fires." A synthesized female voice said over the PA System as the minute hand on the clock moved.

"What the heck is that?" Wrex asked incredulously as Happy hummed in thought.

"They must be using that Magic Lacrima to collect magical energy." Happy realized as Natsu scratched his head in bewilderment.

"Yeah, but why do they need one as big as that?" Natsu asked confusedly as Crypto turned to him.

"Because Magical Focusing Cannons don't fire regular ammunition. Instead they fire concentrated magical power." Crypto explained as Natsu stared at him cluelessly with cricket chirps ranging out as a dial-up sound rang out.

"...Yeah, I didn't get most of that, but all we have to do is destroy that thing, don't we?" Natsu asked as Crypto sighed heavily and rolled his eyes playfully as he then reached over to pat Natsu's head.

"Yep, we do," Crypto says as Natsu nodded with a feral grin and they were about to try and destroy the Giant Magic Lacrima, but then-

"I can't allow that." A male voice says as the Gang glanced up and spotted a man standing on a scaffolding.

Standing before them was a 5'8-feet-tall, 34-year-old Male Mage with black eyes, long two-toned of black white hair that is tied up into a top knot on the back of his head with the black portion overlaying the front and left side of his head as it leaves the smaller white portion concentrated on the left, thin black eyebrows, a simple marking consisting of three horizontal black bars passing across the ridge of his nose and both cheeks in a linear formation with the one in the middle being the longest, a small nose, a sharp chin, Light Skin, a tall slim muscularly toned build, and his outfit consisted of a ninja-like attire as he wore a long orange-reddish karate gi-like cloth held closed by a black belt with prominent reddish fur around the collar and with the sides being made of thick fishnet with other looser fishnet appearing on his forearms as his robe's sleeves were rolled up, a black shirt underneath, and a pair of loose black pants tucked inside simple black boots as he also carries around a simple katana strapped to his left hip. His name is Totomaru, a Mage of the Phantom Lord Guild and a member of its elite team, the Element 5 with his corresponding element being fire due to him possessing Fire Magic.

"Is he a guard?" Happy asked curiously as Natsu waved his hand around carelessly.

"Doesn't matter! Natsu smash!" Natsu screamed as he and Crypto leaped after Totomaru with their arms being covered by flames/darkness energy.

"Natsu is right! Anyone who gets in our way is going down!" Crypto shouted with a glare as an unfazed Totomaru remained standing still with a smug smile on his face.

"I don't think so." Totomaru says as the Dragon Slayers were confused by this but then shake their heads as they were about to punch him...only for Crypto to be caught off guard because Natsu suddenly decided to punch him across his face.

"Huh?! Natsu, why the hell did you punch me!?" An angry Crypto asked as the Dragon Slayers landed down on the ground.

"Yeah, Natsu, why did you hit him?!" A glaring Happy asked as a heavily confused Natsu shrugged.

"I don't know, guys! My fist just went crazy!" Natsy yelled while staring down at his flaming fist with a puzzled look on his face.

"Ten minutes until Jupiter Cannon fires."

~{Fairy Tail Guild vs Shade Troopers!}~

Back at the Fairy Tail Fight, we see everyone defending themselves from the Shade Troopers as Marshmallow smashed and whacked many of them away while not feeling affected by their Soul Draining Abilities as Kevin rode around on a living Ice Horse with a bunch of Other Gunthers riding behind him as he lets out a loud 'Wenk!' and commanded his comrades to leap up and attack the Shade Troopers with their ice weapons as they did and Stuart used his ice nunchucks to knock away various Shade Troopers as Bob could be seen fighting back to back with Bisca while an airborne Wan continued firing more and more ice blasts at all of the enemies that he sees and the green-haired busty woman blasted away several Shade Troopers with her Magic Gun as, unknown to her, one of the Shade Troopers tried to sneak behind her and attack the Gun-Wielding Wizard, only for it to be destroyed by several Light Magic Cards as Bisca turned to Cana.

"Thanks for the save," Bisca says gratefully as Cana gave her a serious glare.

"You can't let them catch you with your guard down. We need everyone on their feet to fight these guys. Those heartless creeps in Phantom don't understand how hurtful it is to see your Guildmates fall or your Guildhall destroyed." Cana says with a scowl as Ten Shade Troopers tried to attack her from the side, but five of them were blown away by Macao as he delivered two powerful purple flame punches, and a roaring Marshmallow created a giant snowball and tossed it forward to collide against the remaining Five Shade Troopers that Macao missed. "Whatever we do, we can't allow them to take Fairy Tail down." Cana says as Bisca nodded firmly before the Girls continued attacking the Shade Troopers as meanwhile, inside the Fairy Tail Guild, we see an unconscious and still injured Erza lying on a table with Wan's ice blanket still covering her as Roseblade sat near her diligently while eating a cookie as a disguised Mira stood near her while glaring out of the window, knowing that there were only nine minutes left before the Jupiter Cannon goes off as she wonders why its taking the boys so long to destroy it.

~{Natsu, Crypto, Happy, and Wrex vs Totomaru!}~

"Move it, asshole. We don't have time to fight you, nor do we want to, weakling." Crypto says with a growl as Happy turns to the Dragon Slayers.

"All you have to do is shatter the giant lacrima, and it won't be able to fire anymore." Happy explained as Totomaru snorted and crossed his arms with a laugh.

"You can certainly try, but I won't let you." Totomaru stated with a firm, smug tone as the Dragon Slayers glared up at him irritably.

"Eleven minutes until Jupiter Cannon fires." The Woman at the PA System says as the minute hand on the clock moved, and this pisses Natsu off as his hands were once again surrounded by fire.

"GRRRRRR, NO TALKING! NATSU WANTS TO SMASH LACRIMA! GET THE FUCK OUT OF THE WAY NOW!" Natsu exclaimed while crouching low as he jumped up high into the air and cocked back his flaming fist as he was about to try and punch the Giant Magic Lacrima, but before he could even get close to it, the Pink-Haired Dragon Slayer ended up punching himself and sent himself careening to the side as Happy flew over to him in concern.

"First Crypto, and now you are punching yourself?! What's gotten into you!?" Happy asked as Natsu groaned and got up from the floor as the pink-haired teenager rubbed his bruised cheek.

"T-That hurt, but I don't understand what's going on. My brain tells me to smash Lacrima, but my fists smash me instead. Bad fists, only smash bad guys." Natsu scolded while slapping his arms as Crypto stared at him incredulously.

"Natsu, we seriously need to find out why you drop IQ Points whenever you fight." Crypto asked with a raised eyebrow as Natsu shrugged while waving him off carelessly.

"Who cares about that?! We don't have much time!" A worried Wrex exclaimed as an anxious Happy nodded.

"Yeah, forget about this guy! It's the cannon! We have to break it right now!"

"Hmmm, wait a minute...Natsu, try to smash that guy." Crypto says while ignoring the Exceeds as he pointed over at Totomaru and Natsu nodded while charging toward the Phantom Lord Mage as he leaped up and covered his fists in flames as Totomaru merely smirked, and a reddish-orange magic spell circle with the symbol of flames appeared in front of him as, much to Natsu's shock, his hands began firing out long continues streams of flames that made him spun around uncontrollably and crash down into the ground as he groaned in pain.

"Six minutes until Jupiter Cannon fires."

"Wait, how did five minutes occur so fast?" Crypto asked in disbelief before shaking his head as he pointed at Totomaru accusingly with a glare. "I knew it! You are manipulating Natsu's flames! That must mean that you're one of the members of the Element 5, right?!" Crypto asked with a glare as Totomaru laughed.

"You are more perceptive than your little friend there. I'm impressed, but yes, I am a member of the Element 5. I am Totomaru, and I have complete control over the element of fire. Any form of fire is my plaything to do with as I please,"

"You gotta be kidding me," Natsu muttered with a glare as Happy and Wrex flew over to help him up to his feet as Totomaru held out his hands to them.

"It doesn't matter if it is natural or magical. All fire will bend to my command alone."

"NATSU DOESN'T CARE! NATSU'S FIRE IS NATSU! NO ONE CONTROLS MY FIRE EXCEPT FOR NATSU!" Natsu screamed angrily while igniting his flames as Totomaru smirked.

"This isn't going to end well for you, my dear fire wizard," Totomaru says smugly just as all of the colored Lacrima Balls on the walls began to illuminate brightly as magic power collected inside of them and magical energy flowed out from the smaller spheres as they all flew over to be absorbed into the much larger lacrima in the center of the room.

"Oh no! It's starting to activate again!" Happy cried.

"Five minutes until Jupiter fires."

"Hurry, guys!" An anxious Happy shouted. "The Jupiter Cannon is almost ready to fire again!"

"Yeah, I know," Natsu says while cracking his fists as Crypto nodded.

"Don't worry, we got this."

"It's too late!" Totomaru shouted as a reddish-orange magic spell circle with the symbol of flames appeared in front of him. "Blue Fire!" Totomaru exclaimed as a huge torrent of blue flames discharged from Totomaru's magic spell circle, and it flew straight towards Natsu, who wasn't fazed by this, as he opened up his mouth and breathed in deeply as the pink-haired dragon slayer ate up the blue flames with ease as he flinched in surprise.

"Whoa! That was cold going down. I've never tasted fire like that before."

"So it's you, the Fairy Tail's Fire Dragon Slayer," Totomaru says with a grin as he crossed his arms. "This isn't going to work out well for either of us, is it?"

"Why?" Natsu asked curiously as Totomaru gave him a deadpanned glare.

"Because we're both impervious to fire attacks,"

"What about me?"

"...Eh?" Totomaru asked confusedly as he turned to Crypto.

"Well, I'm not a Fire Dragon Slayer. I'm a Darkness Dragon Slayer, so you can't use my magic against me."

"Errr...uh...well, I can have the Fire Dragon Slayer attack you!" Totomaru pointed out arrogantly as the Dragon Slayers perked up and shared a knowing look as they nodded before turning back to the Fire Wizard.

"Oh, yeah? I like to see you try!" Natsu screamed while igniting his fists with flames as Totomaru rolled his eyes and scoffed.

"Oh, please. How stupid can you be?" Totomaru asked while using his magic to force Natsu to rush over to attack Crypto. "How many times do I have to spell it out to you two? No matter what you can do, I can-Wait what?!" Totomaru says before exclaiming in shock as Crypto rushed over to grab Natsu by his vest and lifted him up into the air as the Darkness Dragon Slayer started twirling him around rapidly.

"Darkness Dragon...Dragon Throw!" Crypto exclaimed while tossing Natsu forward with his Superhuman Strength, sending him flying past a stunned Natsu as he headed straight towards the Giant Magic Lacrima.

"Oh, hell no!" Totomaru screamed while whirling around to face the pink-haired dragon slayer as he forced Natsu's flames to fly him downwards and narrowly missed the Giant Magic Lacrima as the Member of the Element 5 sighs in relief. "Whew, that was close. I almost screwed things-Argh!" Totomaru says before yelping in pain as Crypto jumped up high into the air with his fists held out in front of him as he collided against the Phantom Lord Mage's back, sending him flying forward and collide against the Giant Magic Lacrima and the force of his collision caused a volley of cracks manifest all across the Lacrima Ball, causing the collective energy inside to become unstable as Totomary whimpered fearfully while the Dragon Slayers grinned cockily as the Exceeds cheered.

~{Fairy Tail Guild vs Shade Troopers!}~

"Father Frost...Svein...Icicle Implosion!" Ice King exclaimed while holding out his arms, which were glowing with icy blue energy as he fired out a huge torrent of icicles at all of the Shade Troopers, stabbing into their bodies as, before they could react, their whole bodies glowed a bright icy blue and the Shade Troopers suddenly blew up into billion pieces with snowflakes and bits of shadow falling down from the sky.

"Ice-Make...Ice Geyser Flashbang!" Ur screamed while lifting up her arm and placing her clenched fist over her hand as a light blue magic circle appeared with a small burst of ice wind shooting out of her hand and a glaring Ur bends down as she slams both of her hands to freeze the ground in front of her, and creates a single tower of ice spikes that impales a multitude of Shade Troopers and they suddenly started glowing a bright icy blue as the tower of spikes blown up and destroyed the Shade Troopers with a flash of bright icy light.

"Titan...Thunderclap!" Kamala shouted while rearing back her arms as dual large yellow magic spell circles with the symbols of the human body appeared, and they washed over her arms as Kamala's hands grow up to be ten times their usual size, and Makarov's Granddaughter slammed her fists together as she created a big yellow shockwave that blew back the Shade Troopers.

"Guns Magic...Sunlight Shot!" Alzack exclaimed with a reddish-brown magic circle with the symbol of guns on them as he held up one of his guns, and shoots a single bullet that flew over to collide against a group of Shade Troopers and creates a large flash of light that incinerated them out of existence...hey if it ain't broke, don't change it.

"Guns Magic...Homing Shot!" Bisca yelled as a small dark green magic circle with the symbols of guns on them appeared and the green-haired busty woman fired a single dark green energy bullet-shaped shot that collided against the ground and caused a small dark green explosion to occur that blew apart the Shade Troopers.

"Wenk...Wenk!" Kevin says as he and the other Gunters had loaded up Marshmallow onto their giant ice catapult with said Living Snow Creature rolling up into a ball as the Gunthers fired him, and they flew through the air as Marshmallow collided against the Shadetroopers, taking them out one by one as he then crashed down on top of a group of Shade Troopers with a mighty roar as Cana watched this from the background and grinned proudly, but then she and the others perked up happily as they all noticed that the Phantom Lord Headquarters's Jupiter Cannon ignited in a bluish-black conflagration, destroying the cannon barrel in the process as everyone began to cheer in joy.

"Hey! Check it out! They blew it up!" A grinning Bisca shouted.

"Yeah, they did! The Jupiter Cannon's been destroyed just in time!" A smiling Al yelled as Macao nodded.

"Good job, Natsu and Crypto!" Macao exclaimed as Mira and Roseblade sighed in relief from the Fairy Tail Guild.

"Watch out! We're coming for you, Phantom!" Laki shouted as Cana smirked and nodded while holding up more of her Magic Cards.

"Yeah, we got this! Wipe out the enemy!" Cana screamed as Wan grinned cockily and glanced down at her.

"About damn time! Cana? You can take things from here! I'm going to help the others with taking out the Phantom Lord Guild once and for all!" Wan screamed as Cana nodded with a smile, and the Ice Wizard's hair flapped rapidly as he then took off into the air and flew straight towards the Phantom Lord Guild Headquarters.

~{Natsu, Crypto, Happy, and Wrex vs Totomaru!}~

"Ugh...I should've seen that coming..." A groaning Totomaru says as we cue back to the Phantom Lord Guild HQ, and we see smoke hazing off the piles of rubble scattered across the wreckage of the cannon room with a heavily injured Totomaru lying on a giant cog as Natsu, Crypto, Happy, and Wrex stood near them.

"Yeah, you should've. Don't underestimate us, dipwad. We are smarter than we look." Crypto says with a smirk as he and Natsu shared a high-five.

"Now, I've had enough of you messing with my magic. Play with my fire, and you're bound to get burned! You got me?!" Natsu screamed while igniting his fists in fire once more as Crypto covered his body in shadow energy and they were about to attack Totomaru, but before they could attack him, the Gang all lost their balance as the building shook violently due to the Phantom Lord's Headquarters began to break apart and reassemble as the room that the Dragon Slayers, the Exceeds, and the Phantom Lord Mage started tilting at a steep angle.

"Hey now, what the heck is going on?!" Natsu asked incredulously as he and the others couldn't help but notice that the Shade Troopers were all flying back toward the Phantom Lord HQ.

"The whole building is tilting!" Happy exclaimed in shock as Totomaru looked around nervously.

"He's awakening it right now?! But there's no horizontal stabilization in here!"

"What?! He is awakening what!?" Crypto asked with a glare, but then he and the others yelped in surprise when the building shook again, throwing the Group off balance and onto the floor as Totomaru quickly stood up though and grinned sinisterly at the Fairy Tail Mages.

"You Fairy Tailers are through! Phantom's Giant will slaughter you!"

"Seriously, you guys had a headstart. How have you not got here by now?" A disbelieving Wan says as, after flying by and spotted his friends, he was quick to fly down and grab Gray and Elfman by the back of their shirts as he flew them over to land on top of the Phantom Lord Guild HQ Roof.

"We were attacked by Shade Troopers, Wan! Besides, not all of us can fly!" An annoyed Gray exclaimed as Wan gave him a blank glare.

"Dude, you CAN fly. You did so when we fought Deloria back at Galuna Island." Wan says as Gray blinked a couple of times in shock before facepalming as he groaned loudly, but before Wan and Elfman could tease him about it, the entire building began to shake violently as the Group stumbled a bit but were able to regain their balance as they looked around confusedly. "What the hell was that?!"

"No way! They're awakening the Giant!" A horrified Elfman exclaimed as Gray gritted his teeth anxiously.

"That's not good at all!"

"Hey, born and raised on a secluded island here! What the hell is a giant?!" Wan asked with a thick mark on his head as Elfman turned to explain the gravity of their bad situation.

"It's Phantom's ultimate weapon. They're transforming their headquarters into a giant warrior."

"What?!" A stunned Wan asked before composing himself as he glared at his friends seriously. "Okay, nevermind that! We will figure out a way to stop the Giant after we regroup with the others!" Wan commanded as Elfman and Gray nodded while allowing themselves to be picked up by a flying Wan as he flew them up into the sky yet again.

~{Fairy Tail Guild vs Shade Troopers!}~

"No way! You've got to be kidding me!" A heavily concerned Cana screamed as she, the Fairy Tail Wizards, and Wan's Ice Army all glanced up as they were all stunned and horrified to see the Phantom Lord Headquarters had transformed itself into a 150-foot-tall enormous stone robotic mage with broad spiked shoulders and a horned head as all of the Shade Troopers were flying around the giant rocky robot in a ring formation. The Phantom Lord Guild had finally unleashed its most powerful weapon...the Super Mage Giant Phantom MK II!

"The Giant," Loke says with a pale face as a sweatdrop ran down his face. "Phantom's most powerful weapon,"

"Grrrrrr..." Marshmallow growled fearfully while shaking as he pooped in fear, and the Gunthers yelped in shock and disgust as a giant snowball fell down on top of him.

"Kneel before me, you detested brats!" Jose screamed over the PA System as everyone grew tense at the sound of his voice. "Or you will fall victim to my wrath! Savior your last moments because I will soon end your pathetic lives!" Jose screamed as, back at the Fairy Tail Guild, Mira and Roseblade could be seen sharing a grim look with each other as, before anyone could react, the ring of Shade Troopers all changed course and flew straight down to confront the Fairy Tail Wizards as the Super Mage Giant Phantom MK II started slowly walking towards the Fairy Tail Guildhall.

"They are coming to attack again!" Al screamed with a glare as Bisca held up her Magic Machine Guns with an incredulous look on her face.

"A Giant and ghosts?! How are we supposed to handle this?"

"Don't lose faith, Fairy Tail! Remember, Wan went over to join the fight with the others! No doubt he will see the Giant and alert the others of what is going on!" Ur screamed reassuringly as Cana nodded with a fierce glare on her face.

"Ur's right! They will handle the Giant while we handle the Shade Troopers!" Cana yelled as Wakaba slowly turned to give her a blank frown.

"Sure, Wan, Elfman, and Gray can handle themselves just fine, but what about Natsu and Crypto's..."

"...Motion Sickness," Macao finished as everyone groaned in exasperation, and their faces paled considerably as Kamala narrowed her eyes in thought.

~{Natsu, Crypto, Happy, and Wrex vs Totomaru!}~

Cueing back over to the Cannon Room, we see a dizzy and groaning Natsu and Crypto lying down on the ground, looking close to throwing up as Happy and Wrex were trying to get them to get up as a grinning Totomaru jumped down from his giant cog and landed on the ground as he laughed mockingly.

"What's the matter? You two get motion sickness or something? Heh, well, well, well, it looks like either of you can't defend yourselves against my fire now, huh?" Totomary asked smugly while crossing his arms in front of him as he held out his middle and index fingers. "Well then, time for me to finish you off-Argh!" Totomaru says before yelping in surprise as a blast of ice magic collided against him and froze him in a big block of ice as the Gang glanced over to the source of magic and perked up at the sight of Wan flying into the Cannon Room through the large hole in the wall while holding Elfman and Gray with the former having his hands held out as they were covered in an icy fog.

"PARTIAL TAKE OVER...BEAST ARM: SCALE BULL!" Elfman exclaimed while raising his arm as a large purple magical circle with the symbol of a beast on it appeared, and the magic spell circle began traveling down his arm as it magically transformed into his Scale Bull Beast Arm. "YOU'RE NOT A MAN!" Elfman screamed as Wan began twirling around the Boys before tossing Elfman forward as he flew through the air. "YOU'RE A BACKWARDS SHOOTING SNOWFLAKE!" Elfman shouted while delivering a mighty punch across an iced-up Totomaru and sends him flying out of the hole in the roof as he disappeared from sight while leaving behind a small twinkle in the sky.

"What kind of saying is that?" A bewildered Wan asked while flying over to set Gray down as he then landed on the ground.

"Thanks, you guys." Natsu thanked with a pained grin while he and Crypto got up from the floor.

"You guys were so cool! You showed that Phantom Jerk what for!" Happy and Wrex exclaimed in unison as Elfman magically morphed his arm back to normal.

"What's your deal, guys?" Gray inquired while placing his hands in his pockets with a glare. "That was just sad. Especially for you, Crypto."

"If you two were real men, you'd make the Giant motion-sick of you." Elfman declared with a huff as Crypto glared at them.

"Well, sorry, if our physical weakness that we can't control whatsoever limits us, okay?" Crypto says with an annoyed tone as Wan turned to raise an eyebrow at Gray and Elfman scoldingly.

"Seriously, why are you guys scolding them? They destroyed the Jupiter Cannon. At least they went and did something while you guys were taking your sweet time to get here. Need I remind you, Gray, that you forgot you can fly." Wan says firmly as Gray blushes in embarrassment and coughs awkwardly.

"A-Anyway...is this all that's left of the Jupiter Cannon?"

"Aye," Happy and Wrex said in unison.

"Heh, it must've stopped moving because I feel better now," Natsu says as Crypto nodded in agreement before turning to the Exceeds.

"Why don't you two go outside and see what is going on?" Crypto asked, getting worried about the Jupiter Cannon stopping moving, as Happy and Wrex nodded.

~{Fairy Tail Guild vs Shade Troopers!}~

Sprouting out their Aera Wings, Happy and Wrex then took off into the air as they flew out of the Phantom Lord Headquarters and the Male Exceeds noticed that one of the arms of the Giant Robot was moving in a pattern, and they weren't the only ones to notice this as everyone back in the Fairy Tail Guild noticed as well.

"Hey, look, what's that?" Al asked while standing back to back with Bisca as she narrowed her eyes.

"It's…drawing something,"

"A magic circle!" Laki exclaimed worriedly as Mira's face paled in the background in shock and horror as she gaped apprehensively.

"That's the Magic Spell Circle for an Abyss Break! One of the forbidden spells!"

"Look at the size of it!" A shocked Loke exclaimed as a beat of sweat rolled down his head. "From the size of that Magic Spell Circle, it could wipe out not only the entire city, but the nearby cities around us as well!" Loke screamed as a few Gunthers screamed in fear and waddled around anxiously as they 'wenked' in terror.

"Jose is seriously going to commit mass-murder over a petty grudge?!" A stunned Ur asked with a fierce glare on her face as she gritted her teeth, and Kamala, who had shadows covering her face, suddenly clenched her fists in determination as she ran forward.

"Huh?!" A shocked Macao asked.

"Kamala, come back!" Cana screamed as she and the others realize what Kamala was planning and were heavily against it.

"Stop! You can't grow up to that size yet! You could die!" Loke yelled worriedly as Kamala ignored their protests and merely ran faster as a large yellow magic spell circle with the symbol of the human body appeared on her back just as Makarov's Granddaughter jumped off from the cliff as everyone grows nervous, but then yelped in surprise as a large magical flash of light rang out and everyone in Fairy Tail and the Phantom Lord Guild could only watch on in stunned shock as a grunting and sweating Kamala can be seen using her Titan Magic to growing up to be 100-foot-tall as she clenched her fists and struggled to keep her Giant Form as Kamala then rushed forward.

Running through Lake Sciliora, with her giant size making it seem that she was standing in a kiddie pool, a glaring Kamala ran over to collide against the Super Mage Giant Phantom MK II with a big shockwave ranging out as she disrupt it from continuing drawing the magic spell circle for the Abyss Break Spell and glared at Jose through the visor of its Main room as Makarov's Grandaughter then delivered a mighty headbutt across the Super Mage Giant Phantom MK II's head before delivering a powerful palm strike across its chest that caused the Super Mage Giant Phantom MK II to stumble backwards and the occupants inside to lost their balance as they crashed down into the ground.

Finding its balance again, the Super Mage Giant Phantom MK II turned to 'glare' at a Giant Kamala and rushed over to throw a punch at her stomach and threw an uppercut across her chin, causing Kamala to stumble back and cradled her chin with a harsh glare as she ran over to deliver a couple of powerful punches across the Super Mage Giant Phantom MK II's body, knocking the occupants inside even more before the Giant Robot composed itself as it raises its arms and Kamala did the same as they locked hands with each other. Gritting her teeth in effort, Kamala grunted as she struggled to both grapple with the Super Mage Giant Phantom MK II but also keep her giant form in check as the water around them rippled violently, and the Fairy Tail Mages watched on worriedly before they saw that Kamala was struggling and decided to try and help her out by cheering loudly.

Hearing what they said, the dark brown-haired woman smiled widely, and she then grinned in fierce determination before letting go of one of the arms of the Super Mage Giant Phantom MK II as Kamala latched onto its left arm with both hands and grunted as she used her Superhuman Strength to rip out the mechanical arm, causing massive sparks to rang out and lose wire to rang out as Kamala lets out a loud battle cry and slammed the mechanical arm against the Super Mage Giant Phantom MK II's chest, sending it stumbling back yet again as Kamala panted heavily and was happy to see that it was unable to draw the magic spell circle for the Abyss Break as the Fairy Tail Mages all cheered in victory.

"Hah...hah...hah..." Kamala panted heavily while taking a couple of steps backwards and collided against the cliff behind her as a large yellow magic spell circle with the symbol of the human body appeared on her back and a huge flash of bright yellow magical light as Kamala swiftly shrinks down in size and started falling down through the air as, before anyone could try and save her, Roseblade suddenly appeared onto the scene and jumped up to catch Kamala in her arms as she fell down and landed on the ground as the Fairy Tail Wizards cheered loudly again before going back to their fight with the Shade Troopers.

~{Wan, Natsu, Happy, Crypto, Wrex, Gray, and Elfman!}~

"...and that's what happened." Happy and Wrex said in unison as, after witnessing the epic yet short fight between a giant Kamala and the Super Mage Giant Phantom MK II, the Exceeds then flew back into the Phantom Lord Headquarters and explained to everyone what just happened.

"Whew, thank Father Frost for Kamala's quick thinking. While I'm worried that she passed out, I'm happy to hear that thanks to her handy intervention, the Abyss Break won't be forming anytime soon." Wan says as Crypto nodded with a serious glare.

"Indeed, but I hate to see what other tricks Jose has up his sleeve, so we need to split up and fight off Jose's forces and then fight the main man himself," Crypto says as Elfman nodded in satisfaction while crossing his arms.

"I can go with that manly plan."

"Alright, so Elfman, Natsu, and Crypto? You guys go that way. Gray, Happy, and Wrex? You go that way while I go this way." Wan explained as he pointed in random directions.

"Are you sure that you will be able to handle any threat on your own?" Gray asked worriedly as Wan winked at him playfully with the jewels on his Ice Crown glowing briefly.

"It's okay, Gray, I'm never alone," Wan says as Gray smirks and nods as the Gang then separated to try and stop the Phantom Lord Guild once and for all.

~{Fairy Tail Guild vs Shade Troopers!}~

"Kamala is a godsend," Cana says while sighing in relief and leaned against the Fairy Tail Guildhall's broken wall to talk with Mira as she and Roseblade watched over the unconscious Erza and Kamala. "Thanks to her, we have more time now."

"But it's only a matter of time before Jose pulls another trick out of his ass," Mira says with a growl as Cana turned to give her a reassuring look.

"Don't worry, I'm sure the others will stop them before Jose comes up with another deadly plan. With Wan, Natsu, Crypto, Happy, Wrex, Gray, and Elfman working together, they will be able to stop Jose." Cana says defiantly as Mira nodded...before her eyes widened in shock at what she said as the disguised woman turned to her in horror.

"Elfman, but why?!" Mira asked worriedly as Cana gives her friend an odd look.

"What's the big deal? He wanted to go."

"You know as well as I do that he can't fight! It's just too dangerous!" Mira yelled with a fierce glare. "I mean, fighting grunts is one thing. They are weak and can't fight against Elfman, but if he goes up against the Element 5, or god forbid Jose himself, I'm afraid that he can't handle it."

"...Mira...I understand that you are worried for him, especially after what happened with Lisanna, but Crypto is with them, and he will protect Elfman. Besides, if you think about it, this is Elfman's way to get over the past and look to a bright future. Elfman is trying to become strong so that something like Lisanna's death won't happen again. He is a Fairy Tail Wizard, Mira. This is the type of thing that he has to get used to." Cana says as Mira said nothing but glanced down at the ground with an emotionless glare on her face as she clenched her fists.

"Start moving forward too, huh? Heh, I guess that I need to start moving forward too." Mira says with a determined glare as, before Cana could ask what she meant by that, she gasped in shock when the disguised woman got out of cover and started walking straight towards the Super Mage Giant Phantom MK II with no fear in her eyes.

"Mira, what are you doing?!" Bisca asked incredulously.

"Stop, don't do it!" Marshmallow roared out in anxiety as Kevin, Stuart, and Bob wenked as they all gestured at her to come back.

"Mira, get back here! This isn't the time to give up yet!" Ur yelled sternly, but Mira ignored their protests for her to hide again, as she merely walked forward before stopping as she held out her arms.

"LEAVE MY FRIENDS ALONE! I AM THE ONE THAT YOU ARE AFTER! I WILL SURRENDER IF YOU STOP ATTACKING OUR GUILD!"

"...Do you seriously think that I will fall for this?" An incredulous Jose asked through the PA System as Mira and the other's eyes widened in shock and worry and confusion. "Nice transformation there, miss, but two things. One, you aren't even wearing the same clothes that Miss Heartfilia wore earlier. Second, I knew from the start that Miss Heartfilia wasn't here!" Jose screamed as a stunned Mira dropped her Transformation Magic and dropped down to her knees as tears rained down her eyes.

"I'm sorry, Crypto, but you are wrong. I am useless..." Mira says while choking back a sob as she clenched her fists, but then yelped in surprise as a large green magic spell circle appeared below her, and the white-haired woman fall through it as she disappeared from sight and, before anyone could react, a grunting Mira suddenly appeared in-between the Super Mage Giant Phantom MK II's fingers with its remaining hand.

"Did you really think that your little parlor trick would fool me?! As punishment, I will slowly crush you to death as your watch your Guildmates perish!"

"Mira!" Cana screamed in shock and rage as Macao gritted his teeth.

"We gotta get her down somehow!"

"But how?!" Wakaba asked as they struggled to find a way to save Mira.

~[Wan vs Aria]~

"Man, I can't believe that there aren't any guards or whatever. This is the most easiest break-in ever." Wan thought to himself incredulously as we see him sprinting down a long corridor with a high ceiling and giant and stone-carved demons sitting on Roman-like pillars, and eventually ran through the end of the corridor as the Ice Wizard arrived at a large room that had a red carpet stretching down the center of the room and up to a grand staircase at the other end as several brown pillars had light-emitting lacrimas on top of them. "Hmmm, now if I was Jose or any of the Element 5, where would I-Whoa!" Wan thought to himself curiously before yelping in surprise as he was propelled up into the air by a powerful gust of wind and crashed down into the ground with a pained grunt as a swirling twister of air appeared in front of him before dissipating away to reveal a crying Aria standing in front of him.

"I will admit, Ice Wizard, your magical prowess is extraordinary, but I won't allow you to take out my comrades and Master," Aria says as Wan got up from the ground and adjusted his Ice Crown as he glared at him.

"Let me guess, you're one of the Element 5, right? With the power to use wind?"

"Indeed. My name is Aria. I am the third strongest of the Element 5. I've come in hopes of slaying the Frost King."

"That's Ice King to you, buddy. Don't think that you can take me off guard. I had faced a Wizard who uses wind before and bested him." Wan says with a cocky tone as Aria grinned mischievously.

"Yes, but can that Wind Wizard do...this!" Aria shouted while suddenly warping away with a flash of rainbow light as, before Wan could react, he appeared behind him. "I'm sorry to do this so quickly, Young Ice Wizard, but Master Jose told us to take out our targets immediately, so I must drain you of your magic and then use my Wind Magic to shred you to pieces!" Aria thought to himself with a fierce glare as two large purple magic spell circles with the symbols of air appeared between the Ice Wizard. "Metsu!" Aria exclaimed while holding out his arms as his open palms faced a surprised Wan as he was suddenly enveloped in a golden airspace. "I got you! Now your magic will be drained away! Just like when I did when I took away your Master's Magic!"

"AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH! THE PAIN! IT HURTS SO MUCH! I'M DYING!" Ice King screamed overdramatically while pretending to cry as Aria grinned smugly...but then gasped in shock as Wan whirled around to face him with a grin. "Ha, ha, got ya, bitch!"

"Wait, what?!" A shocked Aria exclaimed with his confident expression evaporating as he stared at him in shock and disbelief, wondering why the hell his Metsu Spell wasn't working on him since it was supposed to drain any wizard of their magical energy and kill them! How could he still be standing?!

"Father Frost...Svein...Flash Freeze!" Wan exclaimed while raising his hand as he proceeds to fire a cryo beam that collided against a stunned Aria and froze him in a huge block of ice as the Ice King walked over to tap it with an arrogant smirk on his face. "Yeah, nice try, buddy, but my Magic is a little bit different from the others' Magic. Anyway, stay here, and chill out for a bit, won't ya?" Ice King quipped with his white hair flapping in the wind as he then took off into the air, leaving behind a frozen Area as Wan started looking for to other members of the Element 5.

~[Natsu, Crypto, and Elfman vs Sol]~

"AS REAL MEN, IT'S OUR DUTY TO PROTECT FAIRY TAIL! EVEN IF IT COSTS OUR LIVES!" Elfman declared firmly as he, Natsu, and Crypto can be running across the hallway of the Phantom Lord Headquarters.

"I prefer to be alive, but yeah, same," Crypto says deadpannedly with Natsu not saying anything as he and the others stepped onto a couple of particular tiles as they ran and two large eyes popped out as well as a smile, and the pink-haired dragon slayer spotted this and frowned.

"Heads up, guys! We got trouble!" Natsu yelled while skidding to a stop as the others did the same, and the Trio was shocked to see a grinning Sol rising out of the ground like a flower as he waved around like an inflatable tube man.

"Bonjour, Take Over Mage et Dragon Slayers. C'est bon de vous rencontrer enfin tous en face-à-face,"

"English, motherfucker! Do you speak it?!" Crypto snapped with a glare as Sol narrowed his eyes and cursed in French as he scoffed.

"I said, 'Hello, Take Over Mage and Dragon Slayers. It's good to finally meet you all face-to-face'. My name is Sol. Please, call me Monsieur Sol though."

"You are one of the members of the Element 5, right? Your thing must be Earth, huh?" Natsu asked with a feral grin as he ignited his arms in hot flames.

"Which means that we are going to have to fight you!" Crypto yelled while summoning darkness energy as a glaring Elfman nodded.

"To protect our Guild and get revenge on our Master! Partial Take Over...Beast Arm: Black Bull!" Elfman exclaimed while raising his arm as a large purple magical circle with the symbol of a beast on it appeared, and the magic spell circle began traveling down his arm as it magically transformed into a large black arm of an unknown beast.

"What is this?" Sol asked curiously as he squints his left eye mockingly with a big grin on his face. "Only your right arm can transform? Hmmm, it appears the rumors floating around about you were true!"

"NATSU BORED! NATSU SMASH!" Natsu roared out while leaping forward as he tried to slam his flaming fist down at Sol, who merely sinks himself back into the ground as he swam around for a bit before popping out as a glaring Crypto ran over to then jumped up and tried to drop-kick his head into the ground, only for Sol to once again sink down into the floor as he popped out a few feet away just as a roaring Elfman slammed his Black Bull arm down on him with Sol narrowly avoiding him by jumping up into the air and doing a backflip as he grinned down at him sadistically.

"...Hey, Elfman...Natsu...Crypto...you all have something in common...all of you lost someone you cared about, huh?" Sol asked with Elfman, Natsu, and Crypto's eyes widened in fury as he grinned and landed on the ground as a large yellow magic spell circle with the symbol of earth appeared in front of him. "Sable Dance!" Sol exclaimed while creating a swirl of sand around a surprised Elfman, Natsu, and Crypto, not hurting them but forced them to be flung together and collided against each other with a couple of pained grunts as Sol's eye twinkled sinisterly. "Roche Concerto!" Sol shouted while throwing up a barrage of massive rocks that collided against the Trio, more annoying than actually hurting them as they whirled around to face Sol.

"Is that all you can do?! Throw a couple of rocks at us? Ha! Pathetic! Show me what you can really do!" Natsu screamed mockingly with steam forming out of his body as he then slammed his fists together, and a large red magical circle with the symbol of a dragon appeared. "Fire Dragon...Roar!" Natsu exclaimed while puffing out his cheeks as he then fired a huge stream of intense flames that flew over to collide against Sol, who squeaked in fear and barely had time to throw up a large and dense Earth Shield.

"Darkness Dragon...Shadow Blades!" Crypto shouted with a dark purple magic circle with the symbol of a dragon appearing below his feet as he manipulated the shadows underneath him to pull up several blade-shaped shadow creations and tossed them upwards into the air as they flew over to impact against Sol's Earth Shield, breaking it apart as a roaring Elfman leaped onto the scene and threw down a mighty punch down at Sol with a large shockwave ranging out and cracking the floor underneath him as Mira's Little Brother was shocked to see Sol constricting himself around his Black Bull Arm like a snake.

"You are seriously creepy! Natsu! Burn this creep away from me!" Elfman ordered while holding up his Black Bull Arm as Natsu grinned ferally and fired a stream of fire at Sol, who hurriedly untangling himself and twirled around to regain his usual shape as he jumped off from Elfman's arm and landed on the ground as the stream of fire collided harmlessly against Elfman's Black Bull Arm.

"Many years ago, you attempted a Full Body Take Over, no? But it had some...dire consequences, and you went berserk." Sol says with a smirk as the Trio flinched in surprise before growing extremely angry as the flames and darkness energy on Natsu and Crypto's bodies grew intense.

"SHUT UP!" The Trio screamed in unison while running over to Sol as Natsu was about to give him an Iron Dragon Punch while Crypto was about to use a Darkness Black Hole Punch, and Elfman was about to summon his Iron Bull Beast Arm, but all of them suddenly stopped as a smug Sol snapped his fingers and three yellow magical spell circles with the symbol of earth on them appeared as Sol constructed three earth statues that resembled a closed-eyed Lisanna and Elfman immediately stopped at his tracks with a stunned expression on his face, a disbelieving Crypto's scowled angrily, and Natsu felt his heart break as his fighting spirit withered down to a small spark and his flames dissipated as he stared at Lisanna with tearful eyes.

"Ho, ho, ho! My apologies, but when you three so rudely stepped on me earlier, I took the opportunity to scan your individual memories." Sol says while going over to place his hands on two of Lisanna's shoulders as he laid his head on top of the third Lisanna's head with a haughty expression on his face. "My, my, what an adorable little sister you have, Elfman. No wonder you loved her, Natsu. She is quite the beauty and is really kind since she trusts Crypto enough to date her Older Sister, but I have to ask, where is this 'Lisanna' now? I figure she would want to fight here with you all?" Sol asked before his features darkened as he glared at them emotionless.

"Oh, pardon moi, I see now that she was buried in the cold, hard ground. She was probably worm food by now, oh what a poor unfortunate soul." Sol says while closing his eyes as all of the statues suddenly opened their eyes, and their left eye was just like their casters as the Lisanna statues gave the group a somber frown.

"Heh, Big Brother Elf, why did you kill me? I thought you loved me." Lisanna Statue #1 says while tilting her head confusedly as Elfman's face pales considerably with guilt in his eyes.

"Hey, hey, Crypto? What kind of Future Brother-In-Law are you? You just stood there and let your Sister-In-Law get killed like that. No wonder Big Sis doesn't love you anymore." Lisanna Statue #2 says Crypto gritted his teeth with tears appearing in his eyes as he growled.

"...Natsu..." Lisanna Statue #3 says with Natsu closing his eyes and shadows covered his face as he looks down while clenching his fists tightly until they bleed. "...I thought you loved me...didn't you have a promise to keep? I thought you wanted to-,"

"STOOOOOOOOOOOOOOOOOOOOOOOOOOP IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIITTTTTTTTTTTTTTTTTTTTTTTTTT!" Natsu roared out in rage, his fighting spirit roaring with a mighty vengeance as a huge torrent of flames erupted around him, and a large red magical circle with the symbol of a dragon appeared below him. "HOW DARE YOU USE HER BEAUTIFUL FACE! I'M GOING TO KILL YOU!"

"YOU FUCKING BASTARD! NO ONE USES MY LITTLE SISTER LIKE THAT AND GETS AWAY WITH IT! NOBODY!" Elfman exclaimed while holding out his arms, and his eyes turned pure white as a large purple magical circle with the symbol of a beast on it appeared below his feet.

"WE WILL MAKE YOU FUCKING PAY!" Crypto screamed with a furious scowl on his face as a big torrent of dark energy formed around him and a dark purple magic circle with the symbol of a dragon appeared below him as Sol sees this and was momentarily scared...until getting an idea as he grinned slyly and snaps his fingers as Sol created dozens of Lisanna statues in various poses of sadness and misery, and every one of them staring at the Trio with dead eyes.

"Big Brother Elf! This is all your fault!"

"Why didn't you help me, Crypto?! I thought we were family!"

"Natsu, you broke your promise! You couldn't protect me!

"Please don't hurt me, Big Brother! I just wanted to help protect you!"

"You don't deserve to be a part of our family, Crypto!"

"We could've had everything, Natsu, but you ruin it! You ruin our dream!" All of the Lisanna Statues screamed in unison with harsh glares on their faces as, instantly, Elfman stopped his Full Body Transformation while Natsu halted and his flame died down as Crypto flinched and his energy died down as they were stunned and heartbroken by what all of the Fake Lisanna said.

"No, no, poor monsiers, I-,"

"You...fucking...ASSHOLE!" Natsu screamed in rage with his eyes covered in flames as another huge torrent of fire coursed around him, and it was getting so hot that everyone started sweating as the ground underneath him bubbled. "HOW DARE YOU USE THE VOICE AND BODY OF SOMEONE THAT I LOVE! YOU DON'T DESERVE TO SAY HER NAME! " Natsu screamed while barfing out a stream of flames as thick marks appeared on his head. "NOW YOU MADE ME ANGRY! REALLY...REALLY...REALLY..." Natsu shouted while speaking in a very familiar furious tone that Crypto and Elfman remembered long ago as Sol gulped nervously and shook in fear as the flames around Natsu's body grew bigger and bigger with each word he says until the area around them boiled in heat and all of them struggled to breathe and see due to the brightness of his flames as Crypto realized what he was doing and was quick to run over and tackle Elfman away.

"...AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAANNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNNGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYYY" Natsu roared while throwing up his arms as he sends out a huge explosion of flames that blew up the area around him, creating a large hole in the Phantom Lord Headquarters as everyone stopped their battles near the Fairy Tail Guild to turn their heads towards the source of the explosion, including Mira as she was horrified to see a growling Natsu standing in the middle of a smoking hot molten crater and was panting furiously with a slightly burned Elfman and Crypto near them as the white-haired woman gasped worriedly.

"ELFMAN! CRYPTO! NATSU!" Mira screamed, alerting the Trio to their attention as they whirled around, and were surprised to see the white-haired woman in the Super Mage Giant Phantom MK II's clutches.

"Big Sis? What's going on?! How did they get a hold of you!? Mira!" Elfman exclaimed in shock and horror while the Dragon Slayers gritted their teeth angrily.

"Mira! I swear if they harm one hair on your head, I will destroy all of the Phantom Lord Guild!" A vengeful Crypto screamed as a tearful Mira gritted her teeth in pain.

"Oh? So, that's your older sister, huh?" Sol asked curiously while creeping up to the Trio as the only reason that he survived Natsu's hell blast was that he buried himself deep, deep underground. "The eldest of the Strauss Siblings, the one called Mirajane, who was once known as the She-Devil? I've heard that she was quite fearsome for a while, but as of now…her power is but a mere fraction of her former self. Another poor thing, how sad. It's sad to see another Powerful Wizard let their grand magic go to waste."

"Why is she there?!" Natsy growled out as Sol giggled a bit while dancing around.

"Well, she is there because Miss Strauss is being punished for trying to deceive us. She tried to take on Lucy Heartfilia's form with her Transformation Magic, but she was caught almost immediately by our Guildmaster Jose. That's the consequence of being rusty with your magic. Anyway, for the crimes she committed, Miss Strauss will now soon be crushed as a result."

"She doesn't deserve this, you bastard! Let her go!" Crypto screamed as a moaning Mira turned to them.

"Crypto! Take Natsu and Elfman out of here! Run!"

"But Mira, we can't leave you!" Elfman screamed as Sol narrowed his eyes at him angrily.

"You killed Lisanna, and now Mirajane will die before your eyes!"

"Shut up! Elfman didn't cause Lisanna's death!" Natsu yelled defiantly as Sol turned to him with a twinkle in his eyes.

"Oh? But didn't you blame Elfman for Lisanna's death for a long time, though?" Sol asked as Natsu flinched and looked away remorsefully as Crypto placed a sympathetic hand on his shoulder, but then the Dragon Slayers gasped worriedly as Sol turned to Elfman, and a large yellow magic spell circle with the symbol of earth appeared in front of him.

"You are an imposter! You are nothing more but an incompetent Wizard who spouts words about being a man, but deep down inside, you are nothing but a weak and powerless Wizard you really are! As a gentleman, I simply cannot forgive you, and so, I will judge you and your sins! As punishment for killing such an innocent angel, you will suffer through an eternity of torture! Sealing Magic...Merci la Vie!" Sol exclaimed while clapping his hands together as his magic spell circle appeared below Elfman just as he gripped his head and screamed in pain as a horrified Natsu and Crypto were stunned by this. "You will become part of the earth and relive your painful memories over and over again for the rest of your eternal life!" Sol screamed as stone started appearing in Elfman's feet, and the Take Over Mage lets out a loud painful scream as a flash of white light occurred.

[Elfman's Mindscape]

"Ugh, what's going on?" Elfman asked groggily while opening his eyes as he looked around and was surprised to see himself floating in what appeared to be a large gray void, most likely his subconscious mind as Elfman looked around and gasped sharply as he spotted his Younger Self crying loudly while standing in front of a small makeshift tombstone for his Pet as Present Elfman was surprised to see Young Crypto walking up the hill while holding hands with Young Lisanna. "Lisanna! Oh, I'm so happy to see you-," An excited and tearful Elfman yelled while trying to welcome Lisanna into his arms after bending down, only for a worried Past Lisanna to walk past him with Young Crypto as Present Elfman was confused and hurt by this...but then realize that none of this is real and he was merely watching an old memory of his.

"Elfman, I know you wanted to be alone, but Lisanna wanted me to bring her to you." Young Crypto says with a sympathetic frown as Young Lisanna walked over to place her hand on Past Elfman's shoulder reassuringly.

'Come on, Big Brother, please cheer up,"

"How can I?! I-It's my fault that my parakeet died, guys!"

"This isn't your fault, Elfman." Young Crypto says sternly as Young Lisana nodded in agreement.

"Yeah, Big Brother. I mean, after all, all living things have to die eventually.'

"Really? All living things…eventually have to die?" A sniffling Young Elfman asked as Young Lisanna nodded.

"Yeah, that's sad, but that's how real life works. Don't worry. Your friend will always be with you in your heart for as long as you can remember him."

"In my heart…" Present Elfman says with a smile on his face as Young Elfman, however, frowned at her words angrily and even pushed Young Lisanna away in anguish and frustration.

"SHUT UP! YOU DON'T UNDERSTAND HOW I FEEL!" Young Elfman screamed as he turned around to run away while crying.

"ELFMAN!" An angered Young Crypto screamed as he was about to go after him to give him a piece of his mind for manhandling his Sister like that, but stopped as he heard a sniffle and Young Crypto whirled around to see Young Lisanna tearing up as she began crying and Young Crypto quickly went over to comfort her as Present Elfman felt heavy guilt on his shoulders for his actions.

"No! Don't cry, Lisanna! I was acting out of grief! I didn't know what I was saying!" Present Elfman screamed before noticing Young Mira standing in the corner with her arms crossed as she had an annoyed frown on her face.

"Geez..." Mira says while rolling her eyes as she turned around to walk away.

"Big sister..." Present Elfman trailed off as the memory began fading away and was replaced with another memory as it showed a Young Lisanna currently scolding a Young Natsu and Happy at the park from where Levy and her Team were hung like trophies.

"…Were you two fighting again?" Young Lisanna asked teasingly as Young Natsu turned to her in surprise.

"Oh, Lisanna. You're back." Natsu says with a smile as a tearful Happy points at him.

"Natsu ate my whole fish! He didn't even ask me first!"

"Every fish that I catch you say is yours. You are so annoying-Ow!" Young Natsu says before yelping in pain as Young Lisanna hits him on his head scoldingly.

"Now, now, Natsu, remember, you are the Daddy, so you need to act like it and spoil our Son rotten."

"What?! That was like years ago!?" A blushing Young Natsu yelled as Young Lisanna leans down to give him a saucy look.

"Then why do you still have your ring? Come on, there's no need to be embarrassed. Happy is our Son, accept it."

"Natsu, why is she talking crazy?!" Young Happy asked as Young Lisanna ignored him and leaned over to whisper into Young Natsu's ear.

"If you play nice with our pussycat, I will let you play nice with my pussycat later~,"

"HAPPY! YOU CAN EAT ALL OF THE FISH YOU WANT!" An excited blushing Young Natsu yelled as Young Happy beamed.

"Really?! Wow, thanks, Mom! You are the best!" Young Happy cheered while flying up to hug Young Lisanna by her chest as she smiled warmly and giggled as Present Elfman flinched in shock and trepidation as his eyes shook around.

"Wait a minute...oh no...this is the day that-,"

"Hey, Lisanna!" A familiar voice rang out as Present Elfman whirled around and spotted his younger self, Young Crypto, Young Wrex, and a Young Mira, who was wearing a highly suggestive and skintight version of her gothic clothing in the past that shows off her boobs and ass, walking towards them as Young Crypto had his hand inside of Young Mira's pants and she had her hand inside of his pants as they were making out. "Come on, let's go! We have to go and work!"

"Huh? But didn't we just get back from one? Can't we take a little break?" A surprised Young Lisanna asked as an annoyed Natsu nodded.

"Yeah, man, we had plans tonight!"

"I.e., you wanted to shove your tiny dick into my Sister's pussy, so this gives us even more incentive to prevent you horndogs from having sex." Young Mira says with a smug grin after she stopped making out with Young Crypto as Young Lisanna turned to puff out her cheeks at her Older Sister.

"Oh, please, you are way more perverted than I am. I've caught you and Crypto having sex five times...this month!" Young Lisanna yelled as a blushing Young Crypto looked away awkwardly while Young Mira merely smirked proudly.

"Anyway, to change this very awkward conversation, the reason that we are going on a mission so soon is because this is an S-Class Mission. We're going on as Mira and Crypto's Backup."

"Say what?! Oh, come on! That's not fair!" An angry Young Natsu exclaimed as Young Lisanna patted her head to comfort him.

"What kind of job is it?" Young Happy asked curiously.

'It's an Emergency Request." Young Wrex says as Young Mira nodded while allowing him to fly into her arms as she cuddled with him.

"Yep, they want us to kill off this Monster called, 'The Beast'. Hey, you want to come with us, Natsu? You might learn a thing or two." Young Mira says with a wink as Young Crypto turned to her scoldingly.

"Come on, baby, you know that both Natsu and Happy are nowhere near ready for an S-Class Quest."

"WHAT DID YOU SAY?!" An enraged Young Natsu asked as Young Elfman nodded in agreement.

"Crypto is right. We are the men of the family, so we will be more than ready to protect our family." Young Elfman says as Young Natsu groaned and gripped his hair in frustration as he stomped around like a child.

"What?! Oh, come on! Why do you have to hog all of the fun?! Take me with you!" Young Natsu screamed before flinching in surprise as a glaring Young Lisanna reached over to grab his ear and pulled on it.

"Natsu, don't throw a hissy fit." Young Lisanna says scoldingly before she gave her Boyfriend a seductive grin. "Now, if you act nice and wait behind like a big boy, I will let you..." Young Lisanna says while leaning forward to whisper into Young Natsu's ear as he blushed heavily and gaped.

"...You know what? You guys can go without me."

"Heh, whipped." Young Crypto says amusedly as Young Natsu whirled around to glare at him.

"YOU ARE THE LAST PERSON TO SAY THAT TO ME, CRYPTO!" A pissed-off Young Natsu screamed as everyone else laughed while a distraught and worried Present Elfman ran forward.

"N-No! Don't go! You are not ready yet! At the very least, take Natsu and Happy with you all!" Present Elfman screamed as he tried to run towards them, but was soon blasted out from the memory and appeared in another memory, this one is the most haunting of them all, as a scared Present Elfman looked around and froze as a low, ominous growl rang out as he gasped sharply.

[Real World]

"ELFMAN! YOU GOTTA SNAP OUT OF IT! CRYPTO, HELP HIM!" Mira screamed as we see that Elfman, whose eyes were pure white, had stone covering his whole body up to his neck as a pissed-off Natsu was fighting against Sol while Crypto was trying to find a way to help his Friend. "CRYPTO!"

"I'M TRYING, MIRAJANE! I'M TRYING!"

[Elfman's Mindscape]

"ELFMAN! YOU GOTTA SNAP OUT OF IT! CRYPTO, HELP HIM!"

"I'M TRYING, MIRAJANE! I'M TRYING!" Young Mira and Crypto screamed in unison as we see Present Elfman watching on as an entire village doused in flames and destruction in the background with an injured Young Mira lying on the ground as an equally injured Young Crypto can be seen flying around in one of his Dragon Forms as Present Elfman slowly turned his head and his eyes widened in shock at the sight of his past self currently taking over a large beast.

Young Crypto had now magically transformed into a 100-feet-tall Dragon with a large bluish-green head as he has pupilless red eyes, multiple long yellow horns on his head, a large yellow beak, multiple blueish-green strips of hair on his chin, a pair of gigantic blueish-green wings on his back, long skinny muscular three-clawed arms, Blueish-Green Skin with A Scaly Back, a pear-shaped muscular stout build, a long bluish-green scaly tail, and huge muscular three-clawed legs. This is Crypto's New Dragon Form named...Lusten!

Elfman Strauss can be seen completely taking over the appearance and abilities of a powerful beastly creature known as the 'King of Monsters: The Beast' and has glowing pupilless purple eyes, long mane-like hair that reaches down to his waist with a large shaggy white hair attached to it, a pair of striped yellow horns pointing upwards starting from a plate on their forehead, pointed ears, a pair of striped yellow horns on his shoulders, a large stumpy nose, big canine pointed teeth, a sharp chin, a pair of large muscular sharp-clawed arms, dark brown fur with dark green skin on his head/neck/chest/abs/stomach, a huge muscular slim build, a pair of small slim bird-like yellow striped legs, and his only piece of outfit consists of Elfman's pants. Elfman has now transformed into his Beast Soul!

"ELFMAN!" Young Mira screamed while gripping her broken bleeding arm and had blood dripping down her head as Young Elfman can be seen walking towards her and Young Crypto slowly with its footsteps causing the very ground to shake as Present Elfman's eyes widened in absolute terror upon recognizing the gigantic horrifying creature.

"Is that...me?!"

"ELFMAN! PULL YOURSELF TOGETHER!" Young Mira screamed while watching helplessly as Young Lusten and Young Elfman fought each other while letting out loud roars and firing out magical energy beams as she looked away anxiously, unable to bear to see her boys fight as the cocky and confident woman from before was completely gone and replaced with a concerned and scared woman.

"Mira!" Young Lisanna shouted while flying through the air in her Animal Soul Bird Form as she flew over to land in front of her Older Sister and reverted back into her Human Form as Young Lisanna ran over to help Mira up to her feet. "I had everyone in town evacuate! Now let me help you!"

"You can't! You have to run, Lisanna! I was careless, and we were getting beat up pretty badly by the Beast! Crypto went away to transform into Lusten, but the Beast caught up to me and started attacking me! Elfman saw this and tried to Take-Over the monster to protect me!"

"Oh my gosh! That's him?! Big Brother!?" A stunned Young Lisanna asked with wide eyes as Young Mira nodded grimly.

"Yes, and the spell almost worked, but in the end, the Beast was too powerful for him, and now Elfman has lost control over his body!"

"Oh, no! What do we do?! How can we save him!?" Young Lisanna asked as Young Mira turned to give her a tense glare.

"We have to get him to come to his senses before The Beast completely takes over his soul." Young Mira says as the Strauss Sisters turned over to see Young Lusten colliding against Young Elfman's back and sends him launching forward as Young Lisanna turned to her Older Sister before turning back over to Young Elfman as she perked up, getting an idea as she sets Young Mira down and started casually walking over to Young Elfman. "No! What are you doing?! Get back here!" Young Mira screamed concernedly as Young Lusten heard her and glanced ahead as he was stunned by what he sees.

"No! Lisanna! Stay back! He could kill you!" Young Lusten screamed anxiously as Young Lisanna ignored their protests to hide and simply glanced up at Young Elfman with a smile on her face.

"Big Brother Elfman? Are you feeling okay? It's me, Lisanna, your little sister! Our Big Sister Mira and Brother Crypto are also here too." Young Lisanna says as Young Elfman growled lowly and tilted his head confusedly at his prey. "We're a family. When times get tough, we pull ourselves together to work things out, so why don't the four of us go back home to work things out? I promise we are not mad at you."

"Lisanna...it's no use...don't waste your time...JUST RUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUN!" Present Elfman screamed in worry and despair as Young Elfman glanced down at a smiling Young Lisanna for a few seconds...before lifting up his arm as he slammed his fist down at his Little Sister with a horrified and shocked Young Mira and Crypto screaming loudly with tears running down her face. "..." A somber Present Elfman said nothing as he fell down to his knees and slammed his fist onto the ground while choking back sobs as we cue to another memory and we see an incredibly guilty and heavily injured Young Elfman kneeling down in front of Lisanna's Tombstone while it was raining as an injured Young Mira and Crypto can be seen standing behind him, embracing themselves to comfort each other from their pain.

"I-I'm so sorry...it's my fault that Lisanna is dead...Natsu was right...I deserve to die...I'm a monster..." Elfman says while sobbing as he remembered that awful day when the Trio was forced to tell the Fairy Tail Guild what happened, and Natsu...oh god, he was so...angry. And not his usual comical anger, but genuine, honest to god anger. Natsu was so furious and sad, unable to believe what they were saying was true, and demanded to know where his Wife is, but when Elfman tried to explain things, a vengeful and tearful Natsu attacked him and nearly beat him to a bloody pulp if it wasn't for Master Makarov as Natsu screamed at Elfman, 'YOU MONSTER! YOU KILLED THE LOVE OF MY LIFE! SHE DIDN'T DESERVE TO DIE! I WISHED THAT IT WAS YOU THAT DIED INSTEAD!'

"No! Don't ever say that, Elfman! This wasn't your fault! And what Natsu said wasn't his true feelings! He was acting out of grief!" Young Crypto screamed defiantly as a crying Young Mira nodded.

"Crypto is right, and remember what she told you, Elfman. Even though it makes us sad, all living things have to die eventually." Young Mira says as she and Young Crypto walked over to bend down and hugged Young Elfman.

"Lisanna will continue to live on inside of our hearts as long as we don't forget her." Young Crypto says as he and the others barely look like they were keeping themselves together.

"From now on, we will live life for her, so promise that we will never forget." Young Mira says while sharing a hug with Young Crypto and Elfman as they all started sobbing loudly, and nearby, a Young Natsu can be seen leaning against a tree as he teared up at what he heard and flashes of memories of the love of his life appeared in his head as Natsu turned around to storm off.

[Real World]

"Never...forget..." Elfman thought to himself somberly while being nearly covered in stone as a single tear came from his eye just as the last bits of his face were about to be covered up as Elfman looked to the side, and his eyes widened in shock as he spotted a crying Mira reaching out for him.

"Elfman! Please snap out of it, Brother! I can't lose you too! I can't!"

"CANCEL OUT THE SPELL! IF YOU DON'T, I WILL BURN YOU ALIVE!" Natsu threatened Sol while grabbing him by the front of his shirt as he and Crypto stood in front of him.

"Ha, ha, ha! It's too late! Now, it's time for the coup de grace!"

"...She's crying..." Elfman says with an emotionless tone as a surprised Sol, Natsu, and Crypto turned to him as he saw that a purple light began to crack out from his stone prison. "I swore I'd never let ANYONE make you cry again, Mira, so tell me...WHY ARE YOU CRYING?!" Elfman screamed with a huge purple glow appearing on his body as Mira spotted this and grows worried as she was about to tell him to stop, but then-

"...Mira...I understand that you are worried for him, especially after what happened with Lisanna, but Crypto is with them, and he will protect Elfman. Besides, if you think about it, this is Elfman's way to get over the past and look to a bright future. Elfman is trying to become strong so that something like Lisanna's death won't happen again. He is a Fairy Tail Wizard, Mira. This is the type of thing that he has to get used to." Cana's words rang out in Mira's mind as she paused and looked down in thought.

"Are you serious?! You are not strong enough to perform a Full-Body Take Over! You might as well quit now!" Sol yelled with a laugh as Mira heads this and grows angry as she turned to her Little Brother.

"ELFMAN! IGNORE WHAT THAT ASSHOLE SAID! YOU CAN DO IT! I KNOW WHAT HAPPENED IN THE PAST, AND I KNOW THAT IT STILL HURTS YOU, BUT YOU ARE A FAIRY TAIL WIZARD! IN ORDER FOR YOU TO GROW STRONG, YOU NEED TO GET PAST LISANNA'S DEATH AND MOVE TO THE FUTURE! SO DON'T BE AFRAID AND PERFORM A FULL-BODY TAKE OVER! YOU ARE A LOT STRONGER THAN YOU WERE THE LAST TIME! I KNOW THAT YOU CAN DO IT! LISANNA AND I BELIEVE IN YOU!"

"YEAH, MAN, GO FOR IT! WE ALL KNOW HOW STRONG YOU ARE! PROVE THIS PHANTOM LORD JERK HOW MUCH OF A REAL MAN YOU ARE!"

"ELFMAN, I WANT YOU TO KNOW THAT YOU HAVE MY FULL SUPPORT MAN! I KNOW YOU CAN DO THIS! TRANSFORM, AND LET'S SHOW THIS ASSHOLE TO NEVER MESS WITH OUR LISANNA AGAIN!" Mira, Crypto, and Natsu exclaimed in unison as Elfman heard their support and praise and couldn't help but shed manly tears as he smiled watery before steeling his expression in fierce determination as he clenched his fists tightly.

"FULL-BODY TAKE OVER...BEAST SOUL: KING OF BEASTS!" Elfman exclaimed while raising his arm as a large purple magical circle with the symbol of a beast on it appeared below him, and the magic spell circle began traveling up his body as a huge flash of magical purple light rang out, and once it died down, Mira and the others were stunned to see Elfman transforming into his King of Beasts Beast Soul Form, but he was about 20-foot-tall and had his scars.

"Sacre blue! He did it! A Full-Body Takeover!" A shocked and nervous Sol exclaimed as Natsu and Crypto turned to Elfman, who had remained silent as he panted heavily.

"Yo, Elfman? Are you still with us, buddy?" Crypto asked worriedly as Elfman slowly turned to glare at the Dragon Slayers...before grinning widely as he flexed his muscles and Natsu and Crypto perked up as they grinned slyly and slowly turned over to glance at Sol. "You should be afraid, Sol, very afraid," Crypto says ominously as Sol flinched in fear and trembled violently as he then composed himself and smiled at them weakly.

"N-Non, non, non! This is all a big misunderstanding! I wasn't trying to hurt you! I was simply trying to help you! I thought putting you all through traumatic trials might help you get through your shared trauma. Pardonne-moi, you are all truly the manliest of mans-,"

"NATSU BORED NOW! NATSU BURN!" Natsu screamed while slamming his fists together as a large red magical circle with the symbol of a dragon appeared. "Fire Dragon...Volcanic Burst!" Natsu exclaimed while slamming his flaming fists onto the ground, causing it to instantly heat up and bubble heat as a trail of volcanic molten hot lava made its way over to Sol, and before he could react, a huge burst of volcanic magma sends him flying up into the air while severely burning and injuring him as Crypto suddenly appeared beside the airborne Sol with a dark purple magic circle with the symbol of a dragon appearing in front of him.

"Darkness Dragon...Black Hole Punch!" Crypto screamed with his arms shrouding in darkness as he threw a swift punch at Sol's stomach, and a black hole-like vacuum occurred as it caused Sol to scream in immense pain and agony as darkness energy swirled around him and sends the Earth Wizard flying away, straight towards Elfman, who raised his arm with a mean glare on his face.

"Full-Body Take Over...Beast Soul: King of Beasts...Beastly Punch!" Elfman roared out while throwing down a powerful punch at Sol, sending him crashing down into the ground hard enough that it cracked wildly, and the Phantom Lord Headquarters shook violently as, once he raised his fist, Elfman and the others were satisfied to see that Sol was left heavily injured by the punch and got knocked out.

"Elfman!" Mira screamed, getting the Trio's attention as Elfman quickly scoop up the Dragon Slayers and placed him on his shoulders as he then rushed out of the building and did a mighty jump to land on the Super Mage Giant Phantom MK II's arm as Elfman ran up it before stopping near his Older Sister as he allowed the Dragon Slayers to jump off his body and then walked over to plant his feet in-between the giant's fingers as Elfman slammed his mighty fists down on them and used his monstrous strength to pull them apart, freeing Mira as she was about to fall down, but was luckily caught by Crypto as he pulled her up into a hug.

"Are you okay, my love? Did they hurt you?"

"No, did they hurt you?" Mira asked as Crypto laughed a bit with tears in his eyes.

"Who cares?!"

"I do!" Mira yelled stubbornly while kissing Crypto, who kissed her back as they then separated and turned over to Elfman, who walked over to hug his Older Sister awkwardly due to his large frame.

"I'm sorry, Mira. I promised that I wouldn't try another Full-Body Take-Over again. After what happened to Lisanna, I thought I never would...that I didn't deserve to ever...this was the only way...the only way I could protect you and Fairy Tai-,"

"Elfman, you are still in control. You have no idea how proud I am of you." Mira says with tears of joy in her eyes as she glanced up at him. "Look at you. You have come a long way from that weak boy you used to be. Lisanna would be proud of how strong you have gotten."

"But-,"

"Hey, don't beat yourself up over what happened," Crypto says with a smile as Natsu nodded in agreement while looking away guiltily.

"Yeah, look, Elfman, I know that in the past I blamed you for what happened to Lisanna, but I see now that I was wrong. You were just trying to protect them at that time and...I was acting out of grief. I know that Lisanna would've beat me up if she found out what I said to you." Natsu says with a watery laugh as Elfman smiled warmly, and a large purple magical circle with the symbol of a beast on it appeared below him as the magic spell circle began traveling up his body, and a huge flash of magical purple light rang out as we see Elfman returning back into his Human Form.

"You are right...while I still feel guilt over what happened and great sorrow, I know that Lisanna wouldn't want me to wallow in self-pity. She wants me to live on in my life and grow stronger.

"Yeah, and remember what we said at Lisanna's Funeral. We promised each other that we would live our lives for her and keep her in our hearts, so we will never forget about her." Mira says as Elfman teared up but dried away his tears as he nodded, and the Dragon Slayers watched on with warm smiles on their smiles as they decided to just sit there and enjoy the moment for a bit before getting back to the battle.

~{Fairy Tail Guild vs Shade Troopers!}~

"Alright, we are doing some good progress so far," Cana says with a glare while walking into the broken Fairy Tail Guild to check on an unconscious Erza and Kamala as she spotted Roseblade standing nearby. "If we keep this up, we might have a fighting chance," Cana explained to Roseblade, who nodded as the Women were surprised to hear a familiar moan nearby and turned their heads as they spotted Erza waking up from her unconscious state. "Oh, hey, welcome back to the land of the living. How are you?" Cana asked with a playful tone as Erza opened her eyes and gasped sharply as she sits up and looked around anxiously.

"Where is everyone?! What happened to the Fairy Tail Guild!? How are we still alive?!"

"Erza, calm down," Cana says while running over to place her hand on Erza's shoulder as said person didn't care that she was naked in front of the Girls. "Everything is fine. Wan was able to stop the Jupiter Cannon, and he, Natsu, Happy, Crypto, Wrex, Elfman, and Gray went over to fight and soon defeat the Phantom Lord Guild." Cana explained as Erza sighs in relief and nodded before growing more determined as she threw off Wan's ice blanket.

"Good to know. Now I have to go and help them."

"Uh, no, you're not," Cana says with a glare as Erza ignored her and tried to jump off the table and summon her Heaven's Wheel Armor, but then flinched in pain and fell down into the ground as the red-headed woman groaned in agony. "See? You can barely use your Magic, Erza. You can't go out there and fight. You will only get yourself in the way."

"N-No...I-I can manage...d-don't worry about m-me..." Erza grunted while struggling to get up from the floor as she slowly began making her way towards the doors. "...I know...that you...are worried about me...but...I...can...handle...this...it doesn't matter...if I'm feeling...excruciating pain...and I can't summon my magic at all...I will get through with this...because I know...with the trust and love that I have for my Guildmates...I will be able to overcome anything-Gah!" Erza says before being rudely interrupted by Roseblade as she suddenly appeared beside her and gave a swift yet strong karate chop on her neck, knocking her out as an unconscious Erza crashed down into the ground.

"Thanks for the help, Roseblade." A relieved Cana says as Roseblade nodded while walking over to grab Erza and hoisting her up in her arms. "Seriously, how naive can she be? It doesn't matter if you have the power of friendship on your side, that won't make your injuries, and lack of magic go away. She can be so reckless sometimes." Cana says while shaking her head with an annoyed sigh as Roseblade nodded in agreement and walked over to place a knocked-out Erza on the ground as she placed Wan's ice blanket over her...but then paused a bit as she turned her head. "What? What's wrong-Hey!" Cana says before yelping in surprise as Roseblade suddenly ran forward. "Wait, Roseblade, stop! Get back here!" Cana screamed as Roseblade ignored her and burst through the doors as she zooms off at high speeds.

~[Wan vs Juvia]~

"This is getting so annoying. I can't seem to find anyone." A glaring Wan says while flying out of a broken window on the roof of the Phantom Lord Headquarters as he landed on the ground and looked around curiously as the Ice Wizard couldn't help but notice that the clouds above him grow gray and rain started falling down from the sky. "Huh? I wonder why it's raining?"

"Drip, drip, drop," A familiar female voice rang out as Wan turned his head and was surprised to see an emotionless Juvia walking towards him while holding up her pink umbrella.

"Wait a minute...rain...blue coat...a woman with blue hair...you're that woman who kidnapped Lucy earlier!" An angry Wan yelled while pointing over at Juvia, who nodded as she gripped her umbrella tightly.

"Yes, Juvia did do that. My name is Juvia, and Juvia is a Rain Woman of the Element 5. Drip, drip, drop. Juvia is quite impressed that your Guild was able to smack down three of the Element 5." Juvia confessed stoically with a hint of respect in her eyes as she then narrowed them coldly. "However, you must not underestimate the remaining two."

"I'm not," Wan says with a deadly serious glare as he lifted himself up into the air with his hands glowing a bright icy blue. "I will do anything to protect my Guild and innocent civilians, so let's fight, Juvia the Rain Woman." Ice King says coldly as Juvia stared up at him blankly...before getting a good look at his form and couldn't help but admire how...majestic and handsome he looks right now as a hearty blush appeared on Juvia's pale face.

"Juvia gives up. You win. Goodbye." Juvia stated bluntly while turning around to walk away slowly as Wan was flabbergasted by this.

"Wait, seriously? That easy?" An incredulous Ice King asked as Juvia ignored him and continued walking forward as she placed her hand over her heart, and her breathing became harder as Juvia's blush expanded.

"There must be something wrong with Juvia. That Wizard has blue skin and a long nose. Juvia normally won't consider that attractive, but for some reason, Juvia's heart is beating so fast."

"Uh...well...since you are giving up and, as long as you don't hurt any more innocent civilians, I...guess this is okay," Wan stated oddly while flying down to land on the ground as he wondered if the Element 5 really lived up to their hype since he already defeated two of them with extreme ease. "Well, best of luck with you, I suppose." Ice King says with a warm smile as he turned around to walk away while Juvia suddenly stopped in her tracks as she trembled.

"Juvia can't explain why, but Juvia has this strong urge to make him Juvia's! Juvia just can't help herself anymore!" Juvia screamed while whirling around to face a walking away Wan as she held out her hand. "Water Lock!" Juvia exclaimed as a large light blue magic circle with the symbol of water appeared, and before Wan could react, he was suddenly trapped inside a large circular mass of water as the Ice Wizard gagged and gasped for air before frowning in concentration as he composed himself and slammed his fists together, instantly freezing the water lock in thick ice as Wan then shattered it apart, freeing himself and floated in the air as millions of tiny ice shards floated around him majestically.

"He must be an Ice Wizard! He froze Juvia's Water Lock and broke free!" An amazed Juvia thought to herself in shock, stating the obvious as her eyes shined with love at the sight of an airborne Wan with his hair and ice steam flowing in the wind. "Juvia has never witnessed the power of Ice Magic! It's beautiful!" Juvia thought to herself in awe as she then gained a perverted image in her mind and imagined herself and Wan naked while lying deep inside a pool of water and ice as they made sweet love to each other. "This is like one of those romantic novels that Juvia had read as a child! We are so different! Juvia is water, and he is ice! Juvia is a beauty, and he is a beast! Juvia is from the Phantom Lord Guild, and he is from the Fairy Tail Guild! We came from different worlds, forced to fight each other due to our rival guilds! Our love is forbidden and wrong, but when we encountered each other in battle, our love grew to be too strong, and we soon agreed to put aside our differences and went from enemies to lovers! This settles it! This meeting must be fate! Juvia can't believe that Juvia has found her soulmate!"

"Sneak attack? That's low, Phantom Lord Mage, but yet again, you guys are known for acting like cowards and pussies, so if you are going to play dirty, so will I!" A glaring Wan screamed while turning to face Juvia, who admittedly found his angered state to be pretty hot but then flinched as she registered his words.

"W-Wait, what does he mean by that?! Playing dirty!? Does he mean that...he will take advantage of Juvia in battle?! Oh, how scandalous and cruel! He will take Juvia's virginity by force! You beast, Juvia is not ready yet...but if you want to ravish me with your icy monstrous love, Juvia won't fight back~," Juvia thought to herself in shock and, oddly, glee as she blushed heavily and giggled as Wan gave her a confused look for her interesting reaction but then composed himself as he held out his arms.

"Father Frost...Chara...Ice Dagger Barrage!" Wan exclaimed while firing a multitude of ice daggers from out of his glowing icy hands as they flew down straight towards Juvia with the intent to pierce through the non-vital areas of her body to incapacitate her, but much to the Ice Wizard's shock, Juvia didn't even bother with moving as the ice daggers pierced through her body and she was left completely uninjured by this as Wan was stunned to see the injured areas of her body taking the form of water as Juvia regenerated herself back to normal.

"Juvia's body is made entirely of water. Surprise, drip, drip, drop."

"Ugh, regenerative villains! I hate those!" Wan yelled with a glare as Juvia nodded with a blush.

"Yes, now you see that-,"

"Wait, wait, wait, hold on. You said that your body is made out of water, right?"

"...Errr...yes..." Juvia says confusedly with a raised eyebrow as Wan placed his hands on his hips with a curious look on his face.

"So, I have to ask, are your clothes also made of water? Because you were able to reform them just fine. Does that mean that you are always naked and those clothes that you are wearing are just an illusion to cover up your modesty, or can you use your Water Magic to transmute your clothes into water as well? Because, if the former is true, that is quite honestly an impressive feat of magic."

"OH MY GOD! OH MY GOD! OH MY GOD! HE THINKS THAT JUVIA IS NAKED! HE WANTS JUVIA TO BE NAKED! HE IS SO FORWARD! IT'S SO HOT!" Juvia thought to herself in happiness and shock while blushing profoundly but kept her stoic demeanor as she then flinched a bit. "Wait, does that mean that he does want to fight Juvia? Why...oh...ohhhhhhhhhhhhhh, he is trying to play hard to get. He doesn't want his Guild to think that he is giving up on them too soon for a girl. That is so cute and thoughtful. Juvia should do the same so that Master Jose won't get suspicious. Maybe after this battle, he will have his way with Juvia." Juvia thought to herself excitedly with a smile as she then pretended to put on a fierce glare and held out her arms to Wan.

"Water Slicer!" Juvia exclaimed with a large light blue magic circle with the symbol of water appearing in view as she swiped her hand and sends out three magical water whips that flew through the air, but instead of sticking Wan, they instead flew over to collide against the top of a steel pillar as it was swiftly cut into tiny fragments "You see, given the right amount of force, water is strong enough to slice through steel. Underestimate its powers, and you'll find yourself in a world of pain."

"Whoa, that was cool!" A starry-eyed Wan yelled with Juvia blushing heavily as she felt a little bit weak on the knees.

"Please, my beast, don't say things like that. You will make Juvia wetter than usual." Juvia thought to herself with a hearty blush as Wan then composed himself, remembering that he was in the middle of a battle as the Ice Wizard glared.

"Father Frost...Chara and Simon Petrikov...Icewave Human Collision!" Wan exclaimed while dropping down into the ground as he danced around a bit, and a huge burst of icy wind flew around him violently as the Ice Wizard then leaped up back onto his feet and huffed out his chest as he fired out a human-shaped gust of icy wind that zoomed forward and collided against a surprised Juvia, freezing her up in a thin layer of ice as she was sent flying backwards and collided against the wall as the Second Strongest Member of the Element 5 broke apart into a billion pieces of ice and water as her watery body splashed down into the ground before Juvia whirled around to form herself back into her Human Form as she gaped at Wan in disbelief and shock.

"Juvia doesn't even know what that was, but that was so cool!" Juvia thought to herself in awe before composing herself as she gave Wan a stoic frown. "Impressive trick, Ice Wizard, but can't you see that you are just wasting your time? Your attacks have no effect on Juvia's body made of water. Drip, drip, drop."

"I don't know. I think that I'm doing great so far. Besides, this is way too early in the battle to tell who the victor is. No need to get impatient and head straight to the climax. We need to work our way up to it and have some real fun."

"OH GOD! YOU ARE KILLING JUVIA!" Juvia thought to herself in frustration and horniness as she crossed her legs a bit with a few droplets of 'water' dropping down between her legs as Juvia then composed herself and glared at the Ice Wizard seriously. "It doesn't matter what you do, you cannot beat Juvia, but there is one way you and your Guild may be spared. All we ask is that you hand over Miss Lucy Heartfilia. Do that, and Juvia will ask our Master to call off his attack on Fairy Tail."

"Yeah, no."

"W-What?" A surprised Juvia asked as, for the first time throughout the battle, Wan gave her an annoyed and deadpanned glare as he rolled his eyes and scoff.

"Oh, please, you and I both know that this wasn't because of Lucy. That douchebag pussy just wanted an excuse to attack us. Even if we do surrender Lucy, they will just kill us anyway. Besides, I love Lucy, and there is no way that I will hand over someone that I care about! I'd rather give my life than hand her over to you!" Wan screamed as Juvia's eyes widened in pure shock and horror while dropping her umbrella as she took a couple of steps back robotically with her eyes twitching in a jealous rage.

"H-He...He...HE LOVES HER?! HE LOVES LUCY HEARTFILIA?! NO! IT CAN'T BE! BUT HE SAID THAT HE WOULD RATHER GIVE HIS LIFE THAN HAND HER OVER, SO THIS MUST BE TRUE! LUCY IS JUVIA'S LOVE RIVAL! LUCY IS JUVIA'S LOVE RIVAL! LUCY IS JUVIA'S LOVE RIVAL!" Juvia thought to herself in anguish and sorrow while suddenly screaming loudly as she clutched her heart. "OH, THE PAIN!" Juvia shouted while sobbing miserably as Wan jumped back in surprise. "HOW CAN FATE BE SO CRUEL?! JUVIA'S HEART FEELS LIKE IT'S BEEN TORN TO BITS! IT HURTS! OH, IT HURTS!"

"Your heart has been torn to bits? What's wrong? Do I need to take you to a doctor or something?" A worried Wan asked since Juvia was screaming in pain as if she was having a heart attack as the Rain Woman suddenly stopped crying, and the sadness in her eyes was now replaced with rage and heartbreak as her demeanor darkness.

"She's not worthy of my beast...YOU FUCKING WHORE! ONLY I CAN TAME THE ICE BEAST! LUCY HEARTFILIA CANNOT BE ALLOWED TO LIVE!"

"...I am completely lost here," Wan stated blankly, wondering whether or not he should ditch the crazy yet hot lady since this shit was getting too weird for his liking. "Okay, can we go back on track here and continue fighting-Whoa!" Wan says before yelping in surprise as, without warning, Juvia shot out a blast of water at him, and the Ice Wizard thought quickly as his body suddenly blew up into a spontaneous burst of white snow and appeared a few feet away with another spontaneous burst of white snow as Wan turned his head and spotted the blast of water colliding against the wall as it melted.

"The hell?! Boiling water?!" Wan asked while whirling around to face Juvia, who was absolutely pissed with flaming eyes and her whole body steamed with heat as she suddenly fired a big stream of boiling water at him. "Father Frost...Chara...Icy Protection Dome!" Ice King screamed while spreading out his glowing icy hands as he fired dual bursts of icy energy that impacted against the air and spread across the area around them as Wan was able to create a big icy dome around himself just as the stream of boiling water collided against it, thankfully not melting it down instantly but pools of hot water flown around Wan as he gaped in disbelief.

"Okay, this is crazy! What is going on with her?! Why does she suddenly hate Lucy now!?" Wan thought to himself incredulously...before his eyes widened in shock as he remembered Juvia's words and actions earlier. "Wait...hold on...this might sound crazy, but...does she have a crush on me?! No, that's crazy! I mean, Lucy and Erza are one thing, but also Juvia!? There's no way that three women will find someone with blue skin and a long nose attractive!"

"Ever since the day that Juvia was born, Juvia has been followed by the rain! It gives Juvia strength! It makes Juvia invincible!" Juvia screamed while holding up her arm as a large light blue magic circle with the symbol of water appeared above her. "PREPARE TO BE SCOLDED BY JUVIA'S JEALOUS RAGE!"

"Okay, that's an obvious clue if I've seen one. She definitely has a crush on me. I mean, if anyone can't catch that, then they must be a dense moron." Wan thought to himself blankly as, somewhere in the Phantom Lord HQ, Gray sneezed.

"BOILING WATER GRAB!" Juvia exclaimed while firing a huge stream of boiling water up into the air as she then moved it down and grabbed Wan's Icy Dome as the Rain Woman lifted it up into the air with the Ice Wizard quickly morphing the icy dome into a large ball-shaped ice construct as Juvia lifted him up into the air and narrowed her eyes as she manipulated the boiling water hand to grip the ball tightly, causing it to steam and melt rapidly as a grunting Wan continued firing more and more waves of ice to keep the ice construct going as he bites his lip in effort.

"Fuck, this water is boiling hot! I can't keep this up for long! The temperature is getting too hot! Just like..." Wan thought to himself worriedly before trailing off as he remembered his fight with the all-powerful Demon King and perked up as an idea popped into his head.

"Like Juvia told you, Juvia is at her most powerful in the rain. You will never be able to defeat Juvia." Juvia stated with a glare...but then suddenly shivered a bit as the temperature around her grows cold and it stopped raining as a confused Juvia glanced up, and her eyes widened in surprise as the dark gray clouds above her swirled around and it started snowing harshly with a fierce gust of intense icy wind occurring as Juvia turned her head and was stunned to see that her boiling stream of water started cooling down until it started getting frozen over and a roaring Wan swung his arms around as he shattered the ice constructs apart.

"Impossible! Juvia can't believe it, but he somehow manipulated the weather to start snowing and spawn out a small snow blizzard to have the temperature around him grow cold and cool down Juvia's boiling water so that it will no longer be effective! He isn't only kind and majestic, but smart too! Juvia really is in love!" Juvia thought to herself in wonder and amazement as she blushed heavily, but then flinched as she spotted an airborne Wan flying down straight towards her and started firing multiple streams of water at him, only for said water to be frozen in mid-air as Wan lets out a loud battle cry and reared back his glowing icy blue arms.

"Father Frost...Svein...Santa Clause...Flash Freeze Glacierwave!" Wan exclaimed while slamming himself against Juvia as he created a huge burst of ice around them, trapping both of them in a giant icy trap, as the Ice King smirked cockily and took a deep breath as he exhales a huge steam of hot ice from out of his nose, and it impacted against the ice around him as Wan proceeds to swiftly melt an outline of his body that freed him from being restrained by the ice block and a smiling Ice King turned his head as he then flinched in shock and embarrassment as the blue-skinned man noticed that he was currently grasping Juvia's breasts with his hands.

"Juvia should be angry that he found a way to get around his disadvantage and turned it into an advantage, but..." Juvia thought to herself with a blush upon feeling a shocked Wan accidentally squeeze her breasts and caused her to mentally moan as the Ice Wizard flinched and gritted his teeth in worry as he instantly snap his fingers, and his giant ice trap shattered apart into a billion pieces as Juvia fell down but was caught by Wan as he gave her a guilty, embarrassed look.

"Hey, I'm sorry about that. I didn't mean to touch your breasts like that." An apologetic Wan asked as Juvia was blushing a storm due to being in his hold.

"He is so muscular, and he is oddly cold yet warm at the same time. Is he planning to do more than touch Juvia's breasts? Juvia hopes so..." Juvia thought to herself hopefully with a blush, remembering his touch as she loved it.

"Okay, so, this was just awkward, so why don't we go back to fighting and-,"

"Let's not," Juvia says sheepishly while getting out of his hold as she and Wan sat down on the ground. "Honestly, Juvia doesn't wanna hurt you, so there's no point in us fighting anymore."

"Huh? Really?" Wan asked suspiciously, not knowing if this was another sneak attack or not since he doesn't want to get blindsided again.

"You know Juvia is much stronger than Lucy. If you want, Juvia will happy to protect you."

"Protect me? Protect me from what?" Wan asked amusedly as Juvia looked away shyly with a blush.

"Well, Juvia...Juvia thinks you are...uh...so..."

"Yeah?" Ice King says with a knowing look, wanting to get 100% proof that she really did have a crush on him before he says anything.

"Oh, this is so frustrating! Why does Juvia even bother?! Juvia might as well say nothing and leave!" A depressed Juvia says while looking away as she cried dramatically, and a worried Wan waddled over to place his hand on her shoulder reassuringly.

"Hey, come on now, there's no need to act gloomy. Just say what's on your mind." Wan says with a playful tone, not knowing that Juvia instantly froze at hearing the word 'Gloomy' and gained an emotionless look on her face as she glanced down at the ground and clenched her fists as tears ran down her face. "Hey, uh, is everything okay?" Wan asked worriedly after noticing a big swift on Juvia's demeanor as red flags started showing when she slapped away his hand and stood up from the floor as the Ice King did the same.

"...Juvia thought you were different, but you are just like all the rest,"

"Uh, what do you mean by-,"

"HOW COULD YOU BE SO CRUEL?!" An enraged Juvia screamed with water sprouting around her as a surprised Wan took a couple of steps back. "YOU ARE A DECEIVER!" Juvia shouted furiously with tears running down her face as she then whirled around and ran forward as, before Wan could react, the Rain Woman jumped off from the fucking roof!

"JUVIA!" Wan screamed worriedly as he ran over to peek through the ledge of the roof and saw Juvia diving down into Lake Sciliora, and the nervous Ice Wizard was about to try and dive down to look for her but then stopped as Wan's jaw dropped when he noticed that all of the water from Lake Sciliora started reading and whirling around into one focal point as it started suddenly expanding and expanding and expanding until it grew to be 200-feet-tall as it shaped around and the top half of Juvia appeared while not wearing her clothes, except for her blue bra and her hair transformed to resemble medusa's hair but the snakeheads were made out of water as Juvia's lower half resemble that of a squid.

"JUVIA WON'T LET HER FEELINGS PERSUADE HER ANYMORE! JUVIA IS THROUGH WITH LOVE! AND JUVIA THROUGH WITH YOU!" Juvia exclaimed while glaring down at a stunned and scared Wan venomously.

"Oh, geez..." Ice King says with a nervous gulp before composing himself as he shakes his head and glared up at Juvia stoically as Wan crouched down and took off into the air while covering himself with an icy blue aura as he left behind a big patch of ice on the ground and the Ice King was able to fly up to Juvia's eye level with his body glowing a fierce icy blue as he slammed his hands together and a huge torrent of ice and snow whirled around him.

"FATHER FROST...SVEIN AND CHARA...ARMORED...FROST GIANT...WARRIOR!" Wan exclaimed while letting out a loud battle cry and a large glowing blue snowflake appeared behind him as his body exploded with icy blue frost energy, and a surprised Juvia took a couple of steps back as she was stunned to see Wan slowly creating a 200-feet-tall humanoid ice statue that resembles wan with its clothes being made out of snow as he wielded a giant ice shield and a sword as it had glowing piercing blue eyes and the Ice King can be seen residing inside of the giant glowing blue snowflake harmlessly.

~[Lucy, Shadow, and Reedus vs Gajeel and Phantom Lord Mages Goons]~

"Mmmmm...mmm...mmmmm..." Lucy moaned in her sleep as she and the others can be seen in the Fairy Tail Hideout with the Celestial Mage lying on a bed as Reedus stood beside her and Shadow laid on top of her as she licked Lucy's face to comfort her just as she woke up as the blonde-haired woman was surprised to see the Boys standing before her.

"Miss Heartfilia, you are suffering from a bad dream. Wake up-,"

"LUCKY KICK!" Lucy screamed while grabbing Shadow and hugging him close to her chest as she proceeds to kick Reedus so hard that he was sent over to collide against the wall. "HEY, PERVERT! GET OUT OF MY ROOM!" Lucy shouted angrily...before blinking in confusion as she looked around. "WAIT A MINUTE! THIS ISN'T MY ROOM AT ALL!" Lucy exclaimed while nearly squishing Shadow to death in her bear hug as Reedus groaned in pain in the background.

~[Wan vs Juvia]~

"Whoa, look at that!"

"Are you seeing that?!"

"There's a giant sexy kaiju lady at Lake Sciliora!"

"What Lake Sciliora?! She completely took away the water from the lake!"

"Aren't we going to talk about how Wan created an ice giant that matches her size?!"

"Why are Wizards who use Elemental Magic so OP?!" Various Fairy Tail Wizards exclaimed in shock and worry as we see Wan and Juvia glare at each other coldly.

"JUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUUVIA!"

"GRRRR, IMPRESSIVE USE OF ICE MAGIC, FAIRY TAIL SCUM, BUT JUVIA WON'T FALL SO EASILY!" Juvia yelled determinedly as Wan narrowed his eyes at her defiantly.

"WE DON'T HAVE TO FIGHT! YOUR OUTMATCHED!" Wan screamed as Juvia smirks deviously.

"IF YOU REALLY THINK THAT, THEN YOU ARE SERIOUSLY UNDERESTIMATING JUVIA! YOU ARE OUT OF YOUR DEPTH, FAIRY TAIL WIZARD! I CAN'T WAIT TO TEAR YOU APART!" Juvia exclaimed as Wan gritted his teeth and let out a loud battle cry as he ran forward.

Raising her watery snakeheads into the air, Juvia fired a multitude of large streams of water that flew up into the air before forming into a giant hand as she tried to slam it down at a charging Wan, who spotted the attack coming from a mile away and jumped to the side before leaping towards her to try and slice her with his ice sword, only to be surprised by the water hand from before whirling around and grabbing him from behind as Juvia lifted him up high into the air.

Struggling a bit, Wan then commanded his Frost Giant Warrior to open up his mouth and roared out a huge stream of frost fire down at Juvia, who narrowly avoided getting hit by the full force of the attack as she jumped to the side and half of her giant watery body ended up getting frozen as Juvia gritted her teeth before breaking apart her body into water and splashed down on the ground and slithered over to appear a few feet away from Wan as Juvia reformed herself and raised her hand as she fired out a group of large globs of water and morphed them into giant ice daggers as the Phantom Lord Mage then launched them forward to try and shatter Wan's Frost Giant.

Holding out his hands, Wan used his Magic Powers to turn the incoming ice daggers into ice water and then whirled around, allowing the huge stream of ice water to flow around him before the Ice King took a fierce stance and created a giant ice bow with the ice water as a big icy blue arrow formed in front of it and Wan proceeds to fire the energy arrow towards Juvia, who reacted quickly and morphed into her Water State as she lowered her arms and propelled herself up into the air with the glowing icy blue energy arrow zooming past her as it slowly dissipated into the air.

Turning his head upwards, Wan was surprised to see Juvia flying high up into the air majestically before curling up into a giant water ball as she launched herself and collided against Wan's Frost Giant Warrior as the Phantom Lord Mage broke her water body apart and filled up the whole lake with her water as the Ice King can be seen lying down on the lake floor. With his giant living ice statute cracking violently to both the pressure of the lake water and how hot it was, Wan gritted his teeth and struggled to come up with a way to save himself, but then got an idea as he held out his limbs with his Frost Giant Warrior doing the same as the Ice Wizard proceeds to flash freeze the entire Lake Sciliora.

Taking a deep breath, Wan then commanded his Frost Giant Warrior to exhale a huge steam of hot ice from out of its nose as it impacted against the ice around him, and the Ice proceeded to swiftly melt an outline of his giant icy body that freed him from being restrained by the ice block as he swam out of a frozen Lake Sciliora and covered himself in a huge icy blue aura as Wan flew up into the air and glanced down at the freeze up lake underneath him as he sighs in relief, happy that the battle was over...but then the Ice King gasped in shock as the frozen lake cracked apart into a billion pieces and a huge torrent of water shoots out of it as it collided against Wan's Frost Giant Warrior and flung them both up into the sky.

Surprised by this, Wan then composed himself and glared down at the stream of water, which coiled around his body like a snake, and the top of the water stream morphed around to resemble the top half of a furious Juvia and the Elemental Wizards locked hands with each other as they glared into each other's eyes. Growling angrily, Wan and Juvia then yelped in surprise as gravity started taking a toll on them, and the Lovebirds fell down through the air as they crashed back down into Lake Sciliora and Juvia's body broke apart into water as she swiftly filled up the whole lake yet again.

Groaning a bit, Wan raised himself up from the floor and rubbed his icy head before gasping in shock as numerous upon numerous water shackles shot out of the lake around him and coiled around his arms and legs as they were then turned into ice, restraining himself in place as the top half of Juvia's body shot out of Lake Sciliora and glared over at a scared Wan venomously as she raised her arms and morphed them into a sledgehammer and a pickaxe as she began slamming her makeshift weapons all across Wan's Frost Giant Warrior, chipping and cracking it violently as Wan continued damaging it.

Gritting his teeth in effort, the Ice King tried to fire out an Ice Beam from out of its eyes, only for Juvia to stretch out her water snakeheads and have them wrap around the Frost Giant Warrior's head as she tightened her grip on it, cracking it as water spilled into Wan's little safety room on the Frost Giant Warrior's head. Looking around fearfully, Wan struggled to find a way to save himself but then perked up as an idea popped into his head, and before the water could get up to his head, Wan crouched down and took off into the air while creating a large hole on his Frost Giant Warrior's Head as the Ice Wizard flew up into the air and glared down at the Phantom Lord Mage.

"FATHER FROST: CHARA AND SIMON...FORCE OF BLIZZARD!" Ice King yelled while holding out his glowing icy blue arms as he fired out a powerful blast of snow from the palm of his hands and impacted down against Juvia as, much to her surprise, the snow began absorbing her watery body as the Water Woman gritted her teeth in effort and struggled to evaporate the snow after boiling up her watery body as Wan quickly fall back down inside of his Frost Giant Warrior and, while Juvia was distracted, the Ice Wizard used his Ice Magic to repair his giant ice construct and grew spikes on his arms and legs, shattering them apart and freeing himself.

"FATHER FROST: SVEIN...BOOMERANG...ICE..." Wan shouted while raising his ice sword up into the air as the clouds above him darkened and sparkles of ice electricity rang out as a huge bolt of ice lightning rained down from the heavens and collided against his ice sword as it sparked with blue icy magical energy. "...LIGHTNING BLADE!" Ice King screamed while throwing his ice lightning blade forward as it flew through the air, and the makeshift ice/lightning weapon cut through Juvia's midsection as it electrocuted her and the Member of the Element 5 screamed in pain and agony.

"FATHER FROST: SANTA CLAUS...BLIZZARD WAVE!" Wan exclaimed with an icy blue aura covering his body as the Ice Wizard threw out his glowing icy blue energy arms, and a large blue magical energy beam shot out of his body as a huge magical blue energy wave rang out from the Frost Giant Warrior's body and collided against the water around him, sending it flying back to the shore of Lake Sciliora and also sends a yelping Juvia flying back before composing herself as she began riding around the ring of lakewater and started surfing all around Lake Sciliora.

"WATER CANE!" Juvia screamed while shapeshifting her head snakes to morph them into multiple long giant whip-like water constructs as she began throwing her head forward and started whipping at Wan's Frost Giant Warrior repeatedly, cracking and damaging it as the Ice Wizard yelped in surprise with each strike. "WATER JIGSAW!" Juvia shouted while raising her arms as she created a large face-like entity out of boiling water as the Phantom Lord Mage began firing boiling hot streams of water at Wan, burning large holes into Wan's Frost Giant Warrior and even melting down one of his hands. "WATER BOILING GYSER!" Juvia yelled as she stopped surfing and merely transformed into her Water State as she lowered her arms and propelled her up into the air in the form of a giant stream of boiling hot water as the Phantom Lord Mage proceeds to sends herself falling straight down towards a shocked Wan.

"FATHER FROST: SIMON PETRIKOV...BLIZZARD TWISTER!" Wan exclaimed while raising his glowing blue eyes as he manipulated the frosty wind around him to form itself into a giant blizzard in the shape of a twister, and the Ice Wizard sends it flying upwards to impact against an airborne Juvia, protecting himself from her Water Boiling Geyser and caused it to splash down into the create, quickly filling it up with boiling water as Wan realized his mistake.

"OH SHIT!" Wan screamed in fear as the boiling lake water splashed against his Frost Giant Warrior, instantly melting it down into a puddle as a screaming Ice King fell down and quickly caught himself in mid-air by flapping his hair around as Juvia spots this and glared down at him as she reared back her head and then opened up her mouth as the blue-haired woman fired out a huge stream of water down at Wan, who stared up at it in stunned shock before composing himself as he raised his arms and joined his hands together as the Ice Wizard started spinning forward at high speeds while creating multiple gusts of icy wind around him as he was able to come in-between the huge stream of water and was able to fly upwards and towards Juvia as Wan coated his arm in ice and threw up a punch at Juvia, which obviously failed as he went through her head after she briefly turned it into water.

Facepalming at his stupid mistake, Ice King then composed himself and whirled around to face Juvia, who sneered up at him as she quickly sucked up all of the water from Lake Sciliora and reformed herself back in her Human/Kauju Water Form as Juvia lets out a loud roar and tried to reach up to try and grab the Kice King, only the blue-skinned ice wizard flew around to avoid her grasp as he then zoomed forward at high speeds after coating his body in an icy blue magical aura and flew straight towards a glaring Juvia as a determined Wan reached over to place his hand on her watery forehead and was about to try and flash freeze her...but then Wan gasped sharply as a flash of blue light rang out.

[Juvia's Mindscape]

"Huh? Where am I?" Wan asked confusedly while looking around as he found himself inside a giant white void, and the Ice Wizard was momentarily bewildered by what just happened before gasping in shock as Ice King remembered what happened earlier. "Oh, that's right! I touch Juvia's forehead when it turned into water and when it got iced up, I must've accidentally entered Juvia's Mindscape!" Wan exclaimed, remembering Svein teaching him that he could enter someone's mind and access someone's mindscape and their memories by using their ice magic as, before the Ice King could react, the area around him warbled and was replaced with one of Juvia's Memories as he arrived at a tall building and looked around as Wan spotted Young Juvia standing behind a column while a group of boys stood near her.

"I don't think that Juvia should be allowed to come on field trips."

"Yeah, for real, not only does she talk in the third person like a weirdo, but everywhere she goes, the rain follows her."

"Yeah, what a gloomy girl." The Boys said mockingly, not noticing that Young Juvia was hiding near them and could hear everything they were saying as the area around Wan warbled again, and it showed another memory as it showed Young Juvia trying to get to her home with a bunch of people around her complaining about the rain and how 'gloomy' it is as she accidentally dropped the doll that she made and someone stepped on it cruelly as Young Juvia teared up and ran away crying as the area around Wan warbled again and it showed a teenage version of Juvia on her first date with a handsome boy.

"Can't you do something about the stupid rain?!" The Handsome Boy screamed angrily as Young Juvia stared down at the ground sadly.

"I-I'm sorry, but-,"

"I'm so sick of hearing your excuses! We can never do anything fun outside! I'm sorry, but I can't handle any of this gloom! Maybe we should see other people!" The Handsome Boy yelled while turning around to storm off with a huff as Young Juvia began crying even more and dropped down into the ground as she sobbed and a sympathetic Wan took a couple of steps back as he watched more and more of Juvia's memories where it showed people commenting about how gloomy she is and how much they hate the rain as the Ice Wizard teared up and gritted his teeth, but then flinched in surprise as the area around him warbled around as Wan spotted a memory of an 8-year-old Juvia riding around on a boat and looking out at the sea with the skies above her darkened and was raining heavily as she spotted a nearby island and saw an 8-year-old Wan resting on the shore of the island, playing along with a Young Shadow as Young Juvia cooed a bit, but then grows sad as she heard several people complaining yet again about the rain and Wan was stunned by this as another flash of blue light rang out.

[Real World]

"..." A tearful Wan lets go of Juvia's forehead as he flew back, unable to believe her sad life story and the fact that Juvia apparently had met him in the past, as the Ice Wizard then composed himself upon reminding himself that he was in the middle of the battle and Wan turned over to see a rageful Juvia coming out of whatever spell that her opponent had used on her as the waterwoman snarled furiously and she tried to swipe at him but missed as the blue-skinned man covered himself in an icy blue magical energy glow yet again and flew around to avoid her grasp. "JUVIA! I KNOW THAT YOU ARE HURT AND FEEL LIKE NOBODY CARES ABOUT YOU, BUT THIS?! THIS ISN'T GOING TO HELP OUT WITH YOUR PROBLEMS! YOU NEED TO LEAVE THE PHANTOM LORD GUILD!"

"JUVIA HAS LIVED HER ENTIRE LIFE AS A GLOOMY RAIN WOMAN, BUT PHANTOM LORD LOOKED PAST THAT! THEY WELCOMED JUVIA WITH OPEN ARMS! JUVIA IS ONE OF THE ELEMENT 5, A PROUD PHANTOM LORD WIZARD!"

"PROUD?! HOW CAN YOU BE PROUD OF THIS?!" Wan asked while pointing his head as Juvia looked to where he was pointing...and gasped in shock as she spotted the Fairy Tail Guild and Wan's Ice Army struggling to fight back against the Shade Troopers with many of them getting heavily injured and knocked out as even Civilians got caught in the crossfire. "DID THEY REALLY WELCOME YOU BECAUSE OF WHO YOU ARE OR BECAUSE WHAT YOU CAN DO?! THINK ABOUT IT, JUVIA, NONE OF THE PHANTOM LORD MAGES EVER SPEND SOME TIME WITH YOU OR EVEN ACKNOWLEDGE YOUR PRESENCE! I SAW YOUR MEMORIES! YOU ARE JUST AS SAD, MISERABLE AND LONELY AS YOU WERE WHEN JOSE RECRUITED YOU! THEY ARE JUST USING YOU FOR YOUR POWER! THEY DON'T CARE ABOUT YOU!"

"SHUT UP! SHUT UP! SHUT UP! SHUT UP! SHUT UP!" Juvia screamed in frustration and sadness with tears running down her face as she sends more and more water tendrils at Wan, who flew around them and blasted them away with several blasts of ice rays as he narrowed his eyes down at her disappointed.

"I'M SORRY, JUVIA, BUT YOU LEFT ME NO CHOICE! I CAN'T LET YOU DESTROY THE FAIRY TAIL GUILD AND MAGNOLIA!" Wan screamed with a tense glare while flying higher into the air as his eyes/body glowed with bright icy blue magical energy.

"FATHER FROST...CHARA...FINN..." Ice King trails off with his voice being encompassed by several different male/female voices all at once as he raised his arm, and a big glowing blue snowflake appeared in his hand as the blue-skinned man grunts and compressed the snowflake enough to shrink it down into the size of a dime as his arm shook violently from the intense power that the tiny snowflake yields. "...FLASH FREEZE!" Ice King screamed while leaning down his head to kiss the snowflake as his lips turns blue, and the white-haired man proceeds to blow the snowflake towards the giant lakewater woman as, the minute it touched her lips (Wan was trying to aim for her forehead), Juvia moned in surprise and immediately felt her entire watery body getting encased in thick ice, rendering her immobile as she looked around in shock and awe as the Water Woman was unable to believe that even the rain around her was turned into ice.

"Juvia can't believe it...he instantly froze Juvia in a block of ice, even though Juvia has transformed into a giant water monster...he even turned the rain into ice...he's amazing!"

"FATHER FROST...SANTA CLAUSE...BLIZZARD PUNCH!" Wan exclaimed with an icy blue aura covering his body as the Ice Wizard flew straight towards an iced-up Juvia and raised his glowing icy blue energy fist as he threw a mighty punch at her, and immediately, the area around him was covered with snow and a large blue magical energy beam shot out of his body as it pierced through Juvia's icy body and shattered her into billion pieces as a large blue raging blizzard appeared, and all of the lakewater started falling down towards Lake Sciliora as Juvia can be seen reforming herself in mid-air but didn't bother flying back to the Phantom Lord Headquarters as she began falling down and crashed inside of Lake Sciliora as the blue-haired woman began submerging in it.

"Juvia lost...it's all over now...there's no point in trying to live now...Juvia might as well turn herself into water and stay away and become one with this lake...just like whenever a raindrop hits the ocean...Juvia supposes this is a fitting end to a rain woman...farewell, gloomy Juvia..." Juvia thought to herself while shedding tears as she slowly started forming herself into water and was about to combine herself with the lakewater in Lake Sciliora, but then paused as a man's hand latched onto her remaining hand, and Juvia's only working eye glanced up to see a glaring Wan floating above her in the water as her eye widened in shock and the Rainwoman reflexively morphed herself back into her Human Form as the Ice Wizard sighs in relief before instantly flying out of Lake Sciliora with an icy blue energy trail forming behind him as the Lovebirds soon landed down on the roof of the Phantom Lord Headquarters.

"Are you okay?" Wan asked worriedly as a stunned Juvia turned to him with her dropped in surprise and confusion.

"Why did you save Juvia?"

"What do you mean why I saved you? It's because I know that you are a good person. If I knew that you weren't, I wouldn't have allowed you to reform and let you die in the lake instead." Wan says with a warm smile as Juvia gazed at him, deeply moved by his selfless heroism as hearts appeared in her eyes.

"He saved Juvia's life...even when Juvia attacked him...even when Juvia's Guild attacked his guild...he really cares about Juvia..." Juvia says with tears in her eyes as she stared at Wan in awe, and suddenly, the Duo flinched in surprise as the dark clouds parted to reveal the warm sun as Juvia glanced up at it in surprise.

"The rain? It stopped?" Juvia asked in pure bewilderment and awe as she held up her arm to see if any raindrops falls down into her hand, only to feel nothing as the Phantom Lord Water Mage was left stunned by this.

"Yeah, it did," Wan says, surprised by that as well after seeing Juvia's Memories, but he decided to not question it for now as he turned to wink at her playfully. "So this is your first time seeing the sun and the blue sky, huh? What do you think?"

"...The blue sky...it's like nothing that Juvia has never seen before...the sun...it's truly beautiful," Juvia says with a sincere and tearful tone as Wan turned to smirk at her.

"Just like you," Wan says...before freezing a bit upon realizing what he said as Juvia, likewise, was stunned by his kind words and howled girlishly with hearts in her eyes as the Rain Woman then passed out with a happy and content smile on her face. "...whoops..."

"WAN!" Multiple familiar voices rang out as Wan turned his head and spotted Elfman, Mira, and Crypto running towards him.

"Mira? What are you doing here?" A confused Wan asked as Mira waved her hand around carelessly.

"I will explain later," Mira says as it was only now that the Gang spotted the knocked-out blushing woman near Wan.

"Whoa, Wan, having sex with a random woman in the middle of a battle? How scandalous." Crypto says with a teasing tone as Wan flinches and waved his hand around panickedly.

"No, no, it wasn't anything like that! What happened was-,"

"Don't worry, Wan, we know what happened. It's kind of hard not to spot you fighting against a giant water kaiju." Mira says reassuringly as Elfman nodded while crossing his arms.

"So, you have defeated a member of the Element 5, huh?"

"Yep, although I don't think this one was evil. Just misunderstood." Wan says as everyone gave him an incredulous look. "Trust me, she would've drowned the whole city if she wanted to, but didn't. Juvia just had a rough life. Anyway, how many other members of the Element 5 are left? I already defeated another one, a wind user named Aria."

"Ah, that's good. Then it means that there's only one left." Mirajane said with a nod. "If we can defeat them all, then hopefully, Jose will consider surrendering. Even Jose isn't stupid enough to actually try to continue fighting at this point. Especially when his Ace in the Hole is badly damaged, and there's no other powerful Phantom Lord Mages left."

"What about that Iron Dragon Slayer Dude?" Wan pointed out as Crypto narrowed his eyes with a glare.

"Hmmm, Wan's right. It means that we have two enemies left. I think it's best that we separate again to deal with our foes."

"Indeed. Mira, Elfman? You guys go that way. Crypto? You're with me. Let's move, people." Wan says as everyone nodded and separated to try and find their respective foes.

~[Lucy, Shadow, and Reedus vs Gajeel and Phantom Lord Mages Goons]~

"Oh, so Mira put me to sleep to protect me?" A disappointed Lucy asked while rubbing Shadow's fur as Reedus sat beside her on the bed and had finished explaining to her what happened...after receiving some medical attention from Lucy's Kick.

"Yes, and then we brought you to our emergency hideout,"

"Huh...I guess they didn't want me to fight..." A saddened Lucy says as Shadow shakes his head while glancing up at her.

"Chrii chrii chrii, chrii. Chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii. Chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii. Chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii. Chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii. , chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii, chrii. (It's not that, Lucy. We just care about you and we didn't want you getting hurt or captured by the Phantom Lord Guild. I know that you feel useless and such, but trust me. This is the best course of action to protect you. We are not looking down on your or anything. This is just something that has to be done.)," Shadow says as Lucy groaned and stood up from the floor as the Demon got off her lap.

"Look, I know that you guys are worried about me, but I'm a Fairy Tail Wizard, and I still have my keys! I can protect myself! I don't need any of you to protect me like I'm a child!"

"You got it all wrong, Lucy. Nobody thinks you are a child or weak. We are simply trying to protect one of our own. I know that you want to go out there and fight, but you can't. Sometimes, you have to know when not to fight." Reedus says wisely as Lucy frowned and was about to say something when suddenly everyone flinched in surprise as loud shockwaves rang out, and the Trio turned their heads as they spotted someone putting multiple dents in the steel doors, and Reedus swiftly got up from the bed while Shadow crawled up to Lucy's shoulders s the Trio shared anxious looks.

---

And done! I hope that you guys enjoyed Part 2 of the Phantom Lord Arc, and I can't wait to write Part 3.

Anyway, as always, I will catch you all later.