Ultimate Fairy

Chapter 54: Wendy's first job
Part II

Last time on Ultimate Fairy…

"Hey, it's a kid." Ben said seeing a little girl with her back turned in the fetal position, he approached her and reached to her with her left hand and as soon as he did both men were shocked by what they heard.

"Corrodium detected." the Omnitrix said the symbol turning purple.

They jumped back in surprise and were glad they did as the girl was a monster and she tried to bite in their direction.

"Is this?" Gajeel asked Ben in surprise not expecting the effects to be this monstrous.

"Yeah corrodium mutations." Ben said looking at the child "Look at her leg." he said to Gajeel

Gajeel looked at the monster girl's foot and saw a bite mark.

"What is this thing spread like rabies?" He asked not knowing what to say.

Both watched as the monster girl climbed the wall of a building, running away.

"Maybe it was the food that's IN them not just affecting them externally they may be able to spread it through contact and like you said rabies." Ben said as they searched around. "Or I could be wrong." he said, transforming into Heatblast and Gajeel armored up as they saw a small chunk of corrodium.

"He's screwing with us I hope you know." Gajeel said as he saw this for what this was a distraction

"He wants us to be distracted or tire ourselves out." Ge said as Anubis was using the people as both mindless zombie soldiers and cannon fodder.

"Yeah I can see that." Heatblast said as he fried the crystal but saw more mutated people appear.

'This isn't like last time, the effects may be more permanent or there are more crystals around.' He thought to himself.

The simple B-class turned into what now seemed like an S-class.

'Damn it!' was the thought that screamed at Gajeel as they fought the people of the town with minimal force, Ben having changed from Heatblast to Gravattack in order to subdue them easier, before turning to Spidermonkey to web them all down, he looked at another crystal they found and looked at it falling into a trance.

'These things are doing all this to these people.' he thought to himself not feeling fear, but curiosity of the crystal's power.

"Gajeel we gotta go!" Spidermonkey said transforming back to himself as they had more mutated humans arrive.

The Iron Dragon Slayer nodded as they put some distance between them and the ever growing body count of mutants.

"And why am I assisting you?" Carla asked Erza in annoyance as they were in her room at Fairy Hills doing inventory on Erza's belongings such as her armors, costumes, and clothing which the cat hoped Wendy never wore in her life.

"Because you are bothering everyone else and you wish to mother Wendy on her mission." Erza said doing this for the guild, but mostly for Ben as Carla had a low opinion of him which was very undeserving toward Ben especially given all he had done in their first meeting "Wendy may still be a child, but she is a mage deserving of respect as she has earned the right doing the things she has done." she said as she was younger than Wendy when she fought for her freedom in the Tower of Heaven, so she had much experience in determining if someone was ready.

"Isn't your opinion somewhat biased." Carla said as Erza dated Ben and didn't see what her 'boyfriend' was capable of when she was poisoned 'Then again she was asking to have her arm sliced off.' she thought not sure if that made the two the same level of intensity.

"Perhaps." Erza said to her as she had seen Ben at his lowest and knew his spirit was strong and unwavering, but he could often be like Natsu as well when he decided to act childish "but let me ask you something, after you witnessed him enduring pain and suffering and willingness to protect Wendy and Natsu during the Dragonoid, do you believe Ben would truly let anything happen to Wendy who he had known for a short time?" she asked as the bond was a quick one, but it was made from many things, she saw the loneliness in Wendy and it was almost like looking into a mirror for Ben's pain, she knew he confided in her about not wanting Wendy to be alone, but she knew Ben couldn't stand for that and became Wendy's family even more than the guild, something that went beyond blood and went straight to the soul.

Carla was silent as she knew what Ben had endured for Natsu and Wendy and how far he was willing to go for them, it scared her a bit, how she was unable to understand the man.

"They should be back in a day or two." Erza said as Ben was having Wendy take the reigns so she was curious as to how much 'leading' Wendy was doing.

"Good thing hospitals are so well built." Ben said as the mutants outside didn't seem to care much for the hospital merely giving in to basic animal urges looking for food and scavenging.

"Can I ask why asked me to grab one?" Gajeel asked as they had one strapped to the hospital bed the non mutated doctors going to the basement with patients to wait this out.

"Cause I have a theory." Ben said as he looked to the mutant "so far we have a lot of theories, but no real evidence, this mutation may be spreading either through radiation or something else." he said as he had been keeping track.

"What do you mean something else?" Gajeel asked him.

"You said it yourself it might be like rabies, these people have been eating irradiated food and it took them forever to turn on my world it would've taken them seconds." Ben said as he brought the Omnitrix closer to the restrained mutant "I wondered what made it slower and I thought to myself it could only be one thing…ethernano." he said to him.

"But ethernano is in the air itself." Wendy said to him as ethernano was basically in everything.

"Yeah I know, but what if the opposite of corrodium is ethernano both are conflicting energies and we need a high enough dose to counteract the other." Ben said to them.

"That all works in theory except you have one small problem the air ain't enough given we have mindless idiots outside where are we going to get a concentration of ethernano to be a cure?" Gajeel asked him as ethernano was a hazardous substance to try and wrangle without potentially killing ones self.

"I have a place in mind." Ben said in a more mobid tone than the situation they were in.

Wendy looked at the mutant and wondered if her magic could do anything, she got closer and saw a bite mark on the person and began to heal it.

Ben and Gajeel watched curiously wondering if Wendy's healing magic would produce or show any change.

The bite mark started to heal and the person lost many of their mutated features, but there were still some mutations along the body.

'That's right, she cleansed the fish of poison at the processing plant.' Ben thought to himself as Wendy had the power to heal all of these people, but healing took it's toll on her.

"Ben." Gajeel said getting said hero's attention especially since the Iron Dragon Slayer used his name "What's the plan, I think we all know you need to take the lead and tell us what to do." he said as they needed a solid plan.

"Anubis is waiting to see how we react, we take on the town he'll try to escape, we go after him he has the gargoyles and the town, hell even waiting here is a risk." Ben said as doing nothing was what the enemy thrived on "so we're gonna change the damn rules." he said seeing the smirk Gajeel was giving him.

Anubis was watching the town from a distance smirking seeing Ben Tennyson trapped in the hospital, he held up the mummy's head dress feeling his mind be more clear when had it close "we're close old friend soon this world will be like how our master wished, a world of darkness and what makes this sweeter is Ben Tennyson failed." he said laughing at this.

The Loboan looked at the hospital seeing a familiar flash of green and growled seeing Jetray fly toward the ocean…and keep going "what is he up to!?" he said knowing Tennyson to long to know he never ran "Gargoyle fly after him!" he said not wanting Tennyson to have a chance to do whatever it was he planned.

The gargoyle rose up and began to fly in the direction of Jetray.

"Oh no you don't!" Gajeel roared out "Iron Dragon Lance: Demon Logs!" he shouted blasting the gargoyle out the air shredding it's wings "You ain't flying anywhere this time." he said viciously.

"Did Tennyson not warn you he'd be sending you to your death boy!" Anubis growled at Gajeel, but soon he heard something in the distance.

"Arms and Armor!" Wendy shouted as magic circles appeared around her and Gajeel.

"Nice job squirt!" Gajeel said, gaining a green glow "I'll be taking the lead back me up!" he shouted as he once again put on his iron scales.

"I'm with you let's go!" Wendy said fiercely ready to take them both on.

'C'mon.' Jetray thought repeatedly as he was using the omnitrix to scan for the location of somewhere he never wished to return.

The Omnitrix began to beep, showing that the air was heavy in ethernano.

'I swore to myself I would never come back here.' Jetray thought diving down into the ocean and slammed the dial and soon transformed into Chromastone and slammed it again becoming Ultimate Chromastone 'But this was the only place I knew that had a heavy concentration of ethernano in the water.' he thought grabbing two of the spikiest blue crystals on his shoulders and ripped them off his body and began absorbing the ethernano in the water and storing it in them.

As Ultimate Chromastone did this, he couldn't help but think to where he was 'I need to not think about this place.' he thought as this place was the former location of the Tower of Heaven and the only place where the waters were still effected by the etherion blast.

'Ben fought this guy as a kid?' Gajeel thought as this thing was doing some serious damage as he needed to dodge him every so often as his blows were actually scratching his iron scales and dealing with the Gargoyle was no picnic especially since Wendy was only ever able to send long range attacks.

"This is what Tennyson has aligned himself with, WEAK!" Anubis said growling in anger "The boy was much more of a threat than both of you when he was no older than that child, you are both weak!" he said howling at Gajeel making him cluth his ears as the howl cracked his armor more.

"Gajeel!" Wendy said as the gargoyle pinned her down and she screamed as it bled on her burning her as if it was acid.

Gajeel heard Wendy's screams through the howling and became frustrated 'Damn it!' he thought in pure frustration.

Gajeel's armor shattered and Wendy felt her skin burn.

'No, I ant going down like this!' Gajeel thought reaching inside his shirt pulling out a plumber badge 'Are we close!' he thought as after all the running around XLR8 did he wondered if they were above a cave tunnel 'There!' he thought in agony "Iron Dragon Roar!" Gajeel fired a blast of purple glowing iron and crystal shards from his mouth towards Anubis "Iron Dragon Sword!" he yelled as his sword arm extended piercing the gargoyle in his back who he then threw at Anubis "You alright?" he asked looking at Wendy seeing her heal herself.

"I-I'll be fine." Wendy said as she healed her burns quickly.

Gajeel saw she was putting up a brave face, but decided to humor her "I have an idea, but I need you to stay here ok." he said in a tone not leaving much room for negotiation.

Wendy nodded "Let me recast arms and armor." she said to him as the light had faded.

'I got a few minutes at best.' Gajeel thought to himself as that was how long Wendy's spells would last, he winced hearing another sonic howl seeing Anubis was back on his feet and the gargoyle was struggling to get up.

"Your friend is wounded whelp, give in and I shall make your death quick!" Anubis said angrily as his bandages stopped any deep cuts, but it still hurt.

"Really cause I still got one trick up my sleeve poochy!" Gajeel said loudly channeling his magic as he leapt into the air "Dragon Slayer Secret Art: Karma Demon: Iron Spiral!" he yelled as his feet combined into a drill and he spun downward.

Anubis saw the approach and at the last second dodged the attack "You missed fool!" he barked out before sending another sonic howl at Gajeel.

"I didn't miss, I hit dead center!" Gajeel said before he grabbed Anubis hand gripping his wrist tightly.

Anubis was confused till he felt the ground beneath them give way and they dropped downward.

Wendy walked as best she could to the hole seeing how deep it went, but despite that she saw a faint glow down there 'Be safe Gajeel.' she thought before hearing many of the mutants getting close, their battle drawing them to this location.

'Shit these things are strong!' Gajeel thought feeling a little disoriented and that was with Wendy's spell still active and when he made his iron scales during the fall, when they crashed they got a little separated and he didn't know where the gargoyle or Anubis was.

"What's the matter human feeling a little weak, I feel right at home with these crystals!" Anubis said his voice bouncing off the cave walls.

'I hate mind games.' Gajeel thought as he hated them when they were used to mess with him.

"You will fall prey to the crystals soon human, the poison was a weak strain when mixed with food, but the crystals are even stronger than that and with how your magic is dropping by the second every time I shatter your armor, you'll be my willing slave soon." Anubis said his laughs bouncing off the cave wall seemingly coming from every direction.

Gajeel growled in anger "I am no one's slave!" he said, punching the ground before hearing something move from the rubble and saw something gold shine.

"Don't touch that!" Anubis said angrily.

Gajeel smirked as he heard the emotion in his voice "Oh look it's your buddy." he said as Ben told him about how Anubis was a fusion of Blitzwolfer and Snare-oh "Hmmm I wonder?" he said as he took a bite out of the metal "Gold is pretty tasty pal." he said regaining some magic 'This taste's off.' he thought to himself.

"NO!" Anubis yelled as he got on all fours and ran to Gajeel only to be punched in the face with his Iron Dragon Club.

Gajeel finished off eating the head dress "Not bad, weird taste, but not bad." he said with a grin.

"You filthy human you will suffer for that!" Anubis yelled as he let out a loud sonic howl that made them fall in deeper.

'How many crystals does this freaking town have!' Gajeel thought as the purple light was blinding at this point.

"Your time is coming human, you forgot we're missing someone." Anubis said with a savage grin.

Gajeel was confused till he heard a familiar crunching sound that sounded like him when he ate metal, but this sounded like glass, he looked up and saw the gargoyle was on the ceiling of the cave eating the Corrodium as it did it increased in size easily becoming three times as large Anubis himself, it regrew it's wings and then dropped down and smacked him to the side.

Gajeel crashed into a wall filled with crystals, the corrodium crystals were now somehow bleeding purple ooze landing all over his being.

"Yes, finish him my beast!" Anubis ordered and to his annoyance, the creature just stood there "Well what are you waiting for!" he demanded as the beast turned around to face him and picked him "Wait-!" he yelled out as the gargoyle ate him.

Gajeel despite his position saw the beast eat Anubis whole 'I gotta kill this thing.' he thought having no options as that punch he gave him cracked his armor good and the corrodium was leaking through cooking him from both inside and outside his armor 'These things make people stronger, well let's see what they do to a dragon slayer!' he thought hating how everything with these crystals was tossing him around.

Gajeel began to suck the creature's corrodium blood that was on his body the liquid that was currently burning his skin, sucking it into him, burning his insides as he did soon sucking in the hardened crystals as well as a combination of slurping and crunching was soon heard.

The gargoyle growled seeing the light from the crystals leave them in whisps of energy dying down as it went to Gajeel, it looked to see Gajeel beginning to change and was now sporting a new look, Gajeel's shirt was torn from one side leaving the shoulder on his left side the only part keeping the shirt up exposing most of his chest, his entire body had scales minus his face and abs and pecks, but on his chest muscles were glowing lines and symbols similar to the ones on the gargoyle but more demonic, Gajeel also had three curved crystal spikes popping out of his shoulder, his face took a change as well as his piercings now became corrodium crystal gems, his teeth were all razer sharp fangs and his eyes were entirely purple, and his hair seemingly grew even longer purple energy moving throughout his black locks as if it were fire.

Gajeel laughed not paying much attention to how he looked, but more toward how he felt "So this is what these crystals feel like, man was I missing out!" he said laughing manically as he looked to the gargoyle "You know I should thank you, but I'm gonna kill you in a second anyway." he said extending his hand creating his Iron Dragon Sword, but instead of iron teeth it had sharper crystal version that looked sharper than even his own metal "Congratulations, you get to be slayed by the Iron Nightmare Dragon!" he said as he slashed his sword hand across the beast's chest "This is the end of the line monster, Iron Nightmare Dragon Roar!" he yelled as a vortex of small iron shards and corrodium crystal dust was unleashed filling the cave.

Ultimate Chromastone teleported back to the town and saw all the mutated people moving to a certain location he teleported ahead of them and saw Wendy battling many of the mutants all on her own, he teleported to her side and flew high up "Wendy are you-!" he was asking till he saw her injuries, seeing she had a bite mark on her ankle and claw like slash on her arm and they had a black purple pigment that was spreading around it.

"I'm ok." Wendy said weakly as her injuries glowed for a moment before fading out.

"Here take these." Ultimate Chromastone said handing her the blue crystals he ripped off his body earlier, but now they were glowing brightly.

Wendy reached out and took them and before she knew it she felt a sudden rush through her system "What is this!?" she asked loudly the rush not dying down.

"Ethernano, I gathered it all inside some of my body's natural crystals to hold all the power, I need you to unleash all that power through a massive healing spell alright?" Ultimate Chromastone asked her as she nodded quickly, they soon landed and relaxed.

They heard a loud crash near them and soon when the dust settled, they saw Gajeel, but he looked like something out of a nightmare, his appearance was terrifying, but what scarred them was the feeling he gave off, it was as if something purely evil was thirsty for blood and was willing to kill whoever or whatever was in its path or annoyed it.

'Did Gajeel get infected?' Ultimate Chromastone thought to himself in curiosity seeing Gajeel's look but noticed his form was still human-like in comparison to everyone else "Are you gonna help us or are we gonna have to throw down?" he asked him not beating around the bush wanting to know if he was their friend or foe.

Gajeel just grinned his smile looking wicked and didn't convey any sort of comfort "I can help gather all the radiation in one place." he said his new appearance surprising the others "Sorry had a bit of a situation down there." he said as the hole he left had dark purple smoke coming out of it.

Ultimate Chromastone sighed 'Great another dragon slayer eats something radioactive.' he thought to himself able to put two and two together "Can you draw it all in one place?" he asked getting a glowing tooth grin 'That's not creepy at all.' he thought to himself as Gajeel began to suck and purple light, smoke, and liquid began coming to Gajeel and he began glowing "Can you start the healing spell." he said to Wendy as she shined as bright as Gajeel did.

'This'd make a killer light show.' Ultimate Chromastone thought as Wendy's pale blue light and Gajeel's purple shined brightly, Gajeel's seemed more focused on one point and Wendy's light was expanding outwardly like a dome, he saw the moment the people were touched by the light they fell over completely cured.

This continued for a few more moments as Wendy's dome went all around the town and further than that, undoing all the damage the purple crystals have done.

Gajeel finished eating and as he did, he felt Wendy's magic 'This is humiliating.' he thought as he felt the power within him start to waver from Wendy's healing magic 'That be embarrassing to lose to.' he thought as losing to healing magic in a fight sounded awfully lame, but he liked the new power he received.

Wendy soon stopped feeling most of the power leave her after casting the healing magic on such a scale she looked at the crystals she used and felt the power go away 'They're pretty.' she thought putting the crystals into her pocket.

The crystals in Wendy's pocket glowed faintly from the residual energy of all that it was exposed to.

"You know we'll have to report this right?" Gajeel said to Ben as they were back at the hospital where they helped people who woke up in the field after being cured of their mutation.

Ben nodded as people saw this and would report to the Rune Knights 'I swear if it's that jackass.' he thought rolling his eyes and thinking of Lahar coming for him at the guild.

"What are you thinking about saying?" Gajeel asked him wondering what his lie would be.

"A dark magic artifact that caused people to temporarily change into demons." Ben said as that was as close to the truth as they could say "Can I ask how you're not dead?" he asked Gajeel as he stuck a plumber's badge on him and so far it was reading normal life signs and no radiation.

"I have no idea. I mean it hurt at first, but then it became natural." Gajeel said to him as he felt the changes the corrodium was giving him were solely for him to fully unleash the destructive potential he had.

Ben removed the plumber's badge from him checking any chemical releases he had "What did you eat before the crystals?" he asked him wondering if something in Gajeel's metal diet was the key as some metals were decent radiation shields.

Gajeel thought about that "I ate that gold headdress thing." he said seeing the surprise in Ben's eyes "What?" he asked, wondering what the look was for.

"That headdress was irritated man, it was doused in the radiation of those crystals, maybe eating it gave your body immunity to the corrodium." Ben said as that was his best guess why Gajeel wasn't suffering like Natsu from radiation poisoning 'The mummy and Anubis are from the same system. Maybe Gajeel eating the metal gave him its resistance.' he thought as Natsu had eaten multiple types of fire and had no issues, he wasn't sure if Natsu kept any of the properties of the flames he ate long term, but he was still able to use his Atomic Flame Dragon mode in Nirvana.

Gajeel just shrugged not really caring.

"Listen Gajeel I have zero clue what this could do to you, Natsu's body gets wrecked using radiation and while you seem in control, it could do things to you we don't know about or you could do things to other people." Ben said to him wanting him to know the dangers.

Gajeel wasn't dumb enough to think he could forget what the stone did to the people and now he could make it himself.

"And be careful who you use it on or near, use it as a last result." Ben said explaining he might be radioactive when using that form.

Gajeel nodded in understanding as it be bad if he accidentally turned someone just from being near him.

"Now c'mon our ride should be here." Ben said as Wendy soon arrived "How is everyone?" he asked her as she gave him back the badge he lent her.

"I walked around the hospital and so far no one has any more poisioning." Wendy said to him as he patted her head.

"Nice job Wendy." Ben said with a smile as she blushed at the recognition "Alright mayor has been informed and has accepted that we did in fact complete the job all we need to do is one more thing." he said with a smile seeing their confused faces.

They all went back to the beach and soon saw the Krakken emerge from the waters.

"She's agreed to help us get home." Ben said as agree was a bit of a strong word as he tried to commune that this place was dangerous for her and her offspring and he believed she sensed that given recent events, so he was going to relocate her.

"Is she faster than the train?" Gajeel asked him as he could take it or leave it at this point.

"She swims faster than I do." Ben said as Ripjaws was barely faster than the last Krakken and he was able to swim a good 60 mph when pushing it.

"How are we gonna breath underwater?" Wendy asked him as his hands glowed blue for a moment.

"Wow this is all so pretty." Wendy said as they were on the Krakken's back surrounded by a mana shield Ben was able to make keeping the air in so they could see outside the sphere, seeing the beauty of the deep blue sea.

Gajeel had to admit it was a sight, seeing the ocean like this 'Wonder if Juvia ever does this?' he pondered wondering if his fellow former Phantom mage also did this given she liked the water.

"Not getting sea sick?" Ben asked Gajeel with a bit of humor.

"No actually." Gajeel said wondering if it was because the Krakken was a living being and not a machine.

They all continued to enjoy the ride on the mother Krakken just admiring the views.

They were glad the guild was so close to the water as the Krakken was able to send them towards the guild.

"Where will they go now?" Wendy asked Ben seeing the baby was letting out cries to their depart.

"I will come back tomorrow and send them a bit further out to see, most of Phantom's giant is still in the water maybe they can use that to rebuild their nest." Ben said as it'd be best if he could keep a closer eye on them or if they had a safer environment than a fishing town where they would be disturbed quite often.

"You want us to come with or are you gonna go alone?" Gajeel asked Ben curiously as he had no problem helping him with this report given everything that went down.

"Come give your report tomorrow in case there was anything I missed, but you both deserve some rest." Ben said petting the mother Krakken before she submerged herself in the water.

Gajeel had to admit after that mission he wanted to lay about and not deal with the insanity he had grown accustomed to and despite it being mid-day he really wanted a nap.

Wendy felt the same as well and decided to walk home with Gajeel "So was it ok to work with me?" she asked Gajeel wondering his opinion of her first job with the guild.

Gajeel took a moment "You did better than most would in that situation kid, you held your own and fought tooth and nail." he said as Wendy fought beside him and saw what she had to offer up close and personal, she had potential there was no denying that.

"And how was it to work with Ben?" Wendy asked him, wondering how it was for him to work with Ben for the first time.

Gajeel took and even longer pause then before "He's hardcore, a real leader, when the chips were down, he made a plan and trusted us." he said as that went a long way in his mind as anyone could have guts, but to lead and trust those around you to get the job done was a truly unique trait in his mind, Ben won more than just the battle they fought, he earned his respect and loyalty.

Wendy nodded as they arrived home.

Gajeel noticed something the minute they walked in 'someone's here.' he thought seeing Wendy pick up on it to, they shared a look and followed the scent to Ben's room where they rushed in and readied themselves "oh you got to be kidding me." he said seeing a familiar face.

"When we arrived the town seemed normal, but we quickly ran into a monster we dubbed 'The Gargoyle' it was made out of irradiated materials and mana, we surveyed the town and learned that there was poisoning being done to the fish, we then served the docs not finding anything till we went to a factory where they process the fish and found the culprit an old enemy of mine, now named Anubis, he was trying to create a widespread plague and poison everyone, we stopped it and cured the town and their fish." Ben said to Makarov as they spoke in his office.

Makarov listened closely as he hated when clients skimmed on the details for jobs like this as Ben told him the mayor knew of more than one creature "How did Wendy and Gajeel perform?" he asked curious about Wendy more than Gajeel as he knew Gajeel was accustomed to these sorts of things.

"Gajeel was a massive help, the two of us were able to determine more and more with the clues we had and worked off each other's theories to make better conclusions, and was very effective in combat and we were able to utilize his magic for the fights." Ben said as Gajeel was there shoulder to shoulder with him when they fought "Wendy was a great help as well as she did help Gajeel, she was mainly focused on healing and curing the people and food, honestly without her magic it would've taken us days to get back here." he said as that was the sheer truth.

"You also mentioned you helped Wendy by absorbing ethernano from the water to fuel Wendy's magic?" Makarov asked understanding his logic with how the crystals were.

"Yeah, I had to teleport…to the former sight of the Tower of Heaven." Ben said noticing the surprise in Makarov's eyes "It was the only place I was positive had more than enough ethernano in the water to absorb." he said to him as that was the reason plain and simple.

Makarov didn't know whether to feel pride or pity for Ben going to the place which was where he was hit by the Entrampment spell as that was still a fresh wound for the young man "And what happened to Anubis and the Gargoyle?" he asked him curious to where those two were.

"Gajeel unleashed a roar inside the caves, it was a smoking crater when I arrived." Ben said as his face was stoic.

"You think they're alive, don't you?" Makarov asked hearing Ben let out a snort.

"Abubis survived all the cave-ins I unleashed upon him before gramps, and my enemies rarely stay gone for long." Ben said to him "But at least with my intervention it'll be a while before he can even think of starting over." he said to him.

Makarov nodded and accepted the report and was impressed by Ben's idea to say a dark magical artifact was the cause in case the Rune Knights arrived and Ben destroyed it, he let Ben go and sat in his office and went over Ben's mission history 'Galuna Island, The Volcano, The Tower of Heaven, Laxus, and now this.' he thought to himself as Ben had risen to the challenge for each of these events and showed skill, intelligence, and held all the Fairy Tail values 'All those events were easily S-class and he was dead center for all of it.' he thought to himself as he brought out a list for a certain test coming up for the guild and placed Ben's name on it.

Ben made it home as he felt exhausted after that mission, he made it to the kitchen and saw a familiar face "Hey Erza." he said with a smile seeing his girlfriend.

"Ben." Erza said giving him a hug "Wendy told me all about the mission, are you alright?" she asked looking him over.

"Wendy gave me a look over and healed some scrapes and bruises." Ben said in assurance that he was fine.

"Good can we talk for a moment?" Erza asked him getting a nod as they went to the living room and sat on his couch.

Ben was curious as he was sure he did nothing wrong, but given his track record he wasn't entirely sure 'she's not pointing a sword at my throat so good sign?' he thought unsurely, but seeing she had a blush made him more confident.

"I got some advice and I think I should trust it." Erza said as Ben nodded as he followed her "Ben…I love you." she said turning even redder and saw the smile he had on his face "and our relationship is amazing, but-" she stopped herself trying to find the right words, her brain running a mile a minute.

"But?" Ben asked curious to that as it was usually good or bad or in his case sometimes crazy and strange.

"I want…more." Erza said to him "what we have is amazing, but I want to be with you more Ben." she said as being with him made her happy and she wanted to be happy and wanted him to be happy, she felt they both deserved that happiness.

"Oh sure I mean we can go on more dates if you-" Ben was saying till she pressed her finger on his lips.

"Ben I wanna move in." Erza said to him.

"Um well I don't have any rooms at the moment Erza." Ben said as he made a room for Wendy if he knew he'd be having this many people living with him we would've tried to add in an extra floor.

"Well I was hoping…you'd let me share your room?" Erza asked shyly seeing Ben blush like how she was blushing.

Their was a moment of silence making things slightly awkward.

"Um Erza, I don't know if I'm ready…to be intimate." Ben said as while they had gone through much together he wasn't sure he or she were ready for that step.

"Oh no I mean I-I-I meant to share the room. I brought a bed and I-I'm not ready either, I wanted to be closer, but not that yet!" Erza said quickly almost yelling.

"Oh oh sure yeah I mean we can share a room." Ben said to her "wait you bought a bed already?" he asked her curiously.

"Yes, I was sure you'd say yes." Erza said having a brave face as she was nervous of how this would go, but thought to put her best foot forward and just act ahead.

Ben was curious as he walked to his room and saw the two beds separated by a night table and saw another dresser 'expected her to bring way more.' he thought to himself.

"Mira said I had too much and you had too little room." Erza said as Ben was doing a lot for Gajeel and Wendy and she didn't want to impose to much "I had Carla help me sort out my clothes and other essentials and stored them with my requip magic." she said to him.

'Thank you Mira.' Ben thought as he had seen Erza's suit cases and knew it would be next to impossible to store all that.

"Are you ok with me moving in Ben?" Erza asked wondering if she was pushing too far and hard.

Ben just smiled and pulled her into a hug and then kissed her "where are Gajeel and Wendy?" he asked her.

"When I arrived they thought I was an intruder, you need to do laundry by the way." Erza said as she had been airing out and cleaning the room a bit when the barged in looking ready to attack her "I asked them for some privacy." she said to him.

"Well Erza I am literally tired, I am not kidding I had an exhausting mission." Ben said giving her an abridged version of what happened.

"Tell me about it." Erza said wanting to hear what ailed him.

Ben explained to her what he dealt with and who as he ran into.

Erza listened intently as both his girlfriend and a mage "Hex had connections to Brain and now this Anubis." she said as she didn't like how this looked "what is Hex's endgame?" she asked him curiously.

"I don't know." Ben said as he focused on what Hex has done in the world "I mean the sacrifices I know about." he said remembering what Charmcaster tried to do "Zero or Brain or whatever his name is, knew him and was able to use that magic." he said taking his jacket off "but the corrodium has thrown me off, it is dark Erza like Lullaby and Deliora dark, it's pure evil and it can ruin people, Hex is evil, but this is next level." he said to her.

Erza had to admit the way he described the substance sounded like something that came from the book of Zeref.

"I don't know what he's doing or if he's here." Ben said as the time of these matters was the real question as it took years for those crystals to get where they were and Brain could've met Hex years ago 'it's like one big cosmic tease.' he thought as if Hex was or even is here, he had a way back home or a way to come and go as he pleased.

"Don't let it consume you ok." Erza said lying next to him.

"Yeah." Ben said as he took in a deep breath "I just hate being in this position." he said to her.

"What lying here with me?" Erza asked with a coy smile.

Ben cracked a smile "no I'm really enjoying this, I mean being dead center, but never knowing nothing." he said as it was almost always like this like with his villains, like the Forever Knights or when the Highbreed were invading, it was always frustrating to try and predict their movements "but your right, I shouldn't let it consume me." he said as he knew it was pointless trying to figure out a puzzle without all the pieces.

Erza smiled happily glad that he was going to let this go for the meantime, but her own thought plagued her mind 'Did Jellal know Hex?' she thought as the possibility was there as Brain mentioned mentoring Jellal so the possibility existed.

Deep underground the fishing town laid Anubis 'Damn that beast, why do the beasts I employ ALWAYS seem to eat me!?' he thought in anger and frustration, he looked at some nearby crystals and saw no purple glow 'And to top it off I lost most of my investment.' he thought not needing to know Ben Tennyson was behind this. Anubis was brought out of his thoughts as he heard rumbling and soon saw the ceiling of the cave begin to rise or rather reshape and despite his enhanced night vision, his vision was blurry from his battle.

"My my my, it seems the dog could not complete its task." a womanly voice said condescendingly "I mean, to have the advantage and lose to a thug, a little girl, and a jacket-wearing man child." she said sounding amused.

Anubis glared at the direction he heard the voice coming from, he growled wanting to use what little strength he had to maim them.

"Awww look at the big puppy and ohhh is that the gargoyle I heard so much about?" a childish voice asked making Anubis growl even further at being called a 'puppy'.

"Yes and you are free to collect it per our arrangement." the woman said to the child.

"Who are you?" Anubis asked his voice raspy and began to cough.

"They are allies Anubis." a deep male voice said gaining Anubis' attention "They are here to collect on the deal we made, I hope for your sake you had another stash of these crystals otherwise your previous confinement will seem pleasant." the voice said to him.

Anubis felt fear as beside his master Zs'Skayr there was one other he feared and respected "Hex." he said trying to maintain what little composure he had.

"Answer me Anubis, are there more crystals?" Hex asked not at all amused.

Anubis nodded as in his time here he kept a location where he kept another source of crystals, but it wasn't as much as the one beneath the town.

"Good." Hex said sounding pleased "Ultear you may keep the dog, I have no further use for him and Lamy, the gargoyle is yours." he said to the women near him.

Both women nodded "We both still require a sample of the crystals." Ultear said as her mission was to collect the crystal sample, but it would be best to also collect Anubis as he had information her guild master desired on one Ben Tennyson.

Anubis hated he was being passed off like some common pet, but he had little choice given Hex was the one doing it and his injuries prevented him from truly showing his strength.

The next day at Ben Tennyson's residence was casual, but there was a slight awkwardness given Erza now lived here as well, but it faded as Erza was here a lot of the time already.

Wendy enjoyed having Erza here as a roommate as it was nice to have another girl here as Carla was nice, but with Erza it was more like having an older sister.

Gajeel was a bit on the fence about the new arrangement as despite having longer than Ben to process this there was much to consider with this arrangement, he ate his breakfast in silence with the other residents of the home "So how'd you sleep Ben?" he asked teasingly as he saw them blush which was very entertaining.

Ben and Erza both blushed as they fell asleep on Ben's bed with him as despite sleeping in their clothes, they felt comfort in their rest being so close to the one they loved.

"Shut up and eat your metal breakfast." Ben said not giving him the satisfaction and a glare Erza sending him a similar look, both looks basically saying 'shut the hell up.'.

"I'm surprised the cat isn't saying anything." Gajeel said, looking at Carla as she was more strict than a parent and a teacher combined.

"If they were sharing a bed I would be." Carla said as she certainly gave Erza a piece of her mind, but she was alright given Ben gave Erza her privacy and they slept in separate beds and respected each other and were non-provocative.

There was a knock at the door that got their attention.

"Are we expecting anyone?" Ben asked looking at the other people who lived here all shaking their heads.

Ben went to the door to answer the door "Oh for the love of everything, do you have nothing better to do?" he asked in annoyance seeing a familiar face of Lahar 'I predicted this, but what the hell universe.' he thought in annoyance as the universe was truly against him "What do you want, I have breakfast I wanna eat?" he asked wondering why he was here.

Lahar gave the same neutral look he did when they first met "Ben Tennyson, I have been sent by the Magic Council to collect your description of what happening to the fishing port town you recently visited." he said to him.

"Ok, wait here while I finish my breakfast." Ben said not in any hurry to help him with his task.

Lahar however did not like to be kept waiting "I insist we get this over with Mr Tennyson." he said to him the level of his voice rising a bit.

"And I insist on eating and since this is my house I can literally do whatever the hell I want." Ben said to him not really caring what he wanted.

Lahar had enough of Ben's arrogance "Listen to me child, the Magic Council is just waiting for Fairy Tail to give them an excuse to shut the down, your guild is nothing but scum from what I've seen, to jump at the aid of a criminal is disgusting, you're just adding fuel to the fire for my report with your abstinence either co-operate or you and your entire guild will be shut down and imprisoned." he said to him superiorly, but soon lost it as Ben didn't seem phased by his words and soon reached into his pocket.

"Wanna know something Lahar, when I got this place, it didn't feel homey to me, I missed certain things from my old home and places I worked." Ben said as he missed technology and while he saw lacrima useful, he still preferred tech "so I retrofitted my house with those comforts." he said as his entire house was self-sustaining courtesy of a few of his forms Grey Matter, Upgrade, Brainstorm, and Juryrigg "and I added my own level of security as well, here take a look." he said pulling out a plumber badge on his person and hit the center.

Lahar watched him tap the center of the strange device and soon saw a hologram appear of himself "Listen to me child, the Magic Council is just waiting for Fairy Tail to give them an excuse to shut the down, your guild is nothing but scum from what I've seen, to jump at the aid of a criminal is disgusting, you're just adding fuel to the fire for my report with your abstinence either co-operate or you and your entire guild will be shut down and imprisoned." the video playing what he said moments ago.

Ben then gained a small smile "You see Lahar you have the problem of running your mouth and being an ass, so let me be clear." he said getting in Lahar's face making the man take a step back "Threaten my guild or my friends again and I release this to many of my guild's connections which are vast if you recall with whom we are aligned with and what my guild mates do." he said seeing Lahar swear seeing the gravity of his own mistake "Like say Mira for Sorcerer Weekly, Makarov and Jura from the Wizard Saints, and then me, I can spread this around to other towns all around Fiore like wildfire and it won't be my guild shut down it'll be the council with all their members and soldiers stripped of rank and power, starting with you." he said backing up.

Lahar thought long deep and hard knowing that what Ben said was true as he was highly ranked and the Magic Council was still 'new' sort to speak so any acts like this brought to the public would ruin their image even if he resigned, he had said too much and to threaten a mage as popular as Tennyson was becoming would not be seen kindly and cause more chaos amongst the other guilds.

"Now as I said before, I'm going to enjoy my breakfast." Ben said walking in not needing his answer to know he won that verbal joust, he saw his housemates close by having heard everything.

"Question… how many cameras do you have?" Gajeel asked him as he had never seen one outside the door and was wondering if they were in the house.

"Just a few around the house and in certain parts, don't worry I don't have any in your rooms or my room." Ben said seeing them breathe in relief as they went back to eating.

"That was an impressive play." Erza said as normally she'd admonish such behavior, but given who Lahar was she let it slide "What do you intend to do with the footage?" she asked curiously as politics were never her specialty and this could reveal much corruption in the Council.

"Insurance mostly, but if the Magic Council starts abusing their power I can use this to change public opinion." Ben said as that was all it took sometimes "I do plan to leave a copy with Jura and master Makarov that way if anything happens to me or they try something they can do something." he said to them.

"I knew I liked you for a reason." Gajeel said as it was always nice to see someone flip the board on people who thought they had all the power.

"Speaking of that idiot, I should add some protection to this place." Ben said as after assisting Kevin fine tune both their cars, he had a decent grip on alien weaponry and defenses.

They all talked for a little while longer before Ben reluctantly let Lahar into his living room, where Gajeel and Wendy waited as they were part of the mission as well.

Lahar took out a lacrima and saw it glow.

'Must be recording us.'Ben thought guessingly finding it a bit ironic that he was recording them after being caught on film himself.

"We have reports of what happened via your master, but the council wishes to know what you found." Lahar said as civil as he could.

"My team and I arrived in the town to respond to a B-class quest, but to our surprise the town was also being robbed specifically the Rune Knights." Ben said to him seeing the surprise on his face "all we could find were severely damaged notes on advanced body linking magic." he said as he told the tale "Gajeel and I soon found a magic creature made of stone and what I can describe as anti magical elements rummaging through the wreckage and we soon engaged." he said keeping the fight simple.

"How did you know it's properties were anti magical?" Lahar asked him needing to know how he came to that conclusion.

"We have a healer who identified the substance and was able to cure it during the mission that is in my report." Ben said as while Wendy didn't have a serious combative role she was just as important as he and Gajeel were.

Lahar looked over the report and nodded willing to take a magical healer's word for it.

"The mission had sketchy details at best so we had to do a little searching around, we found a creature at sea that was causing the fisherman certain problems and took care of it so it wouldn't bother the town any longer." Ben said as that was true as he needed to go see the mother Krakken and her baby later to check on them "after that, we slept into the next day and discovered our food or more accurately the town's food had been poisoned." he said to him simply.

"It was the same anti magic properties the creature seemed to have, so we needed to find out how, we went along with the fisherman to see if there was anything special about where they fished that might've poisoned the fish, but found nothing." Wendy said speaking up.

"After that I learned we were being stalked, but not by the creature he and I fought." Gajeel said as he caught the glance Ben sent his way "It was a lone dark mage, he never spoke his name or removed his hood, but he is no longer a problem." he said simply.

"I assume you took care of this mage yourself." Lahar stated rather than asked and wondered if this was the break he needed as murder was never seen in a good light with popular guilds trying to maintain their image and Gajeel seemed the type one could pin murder on even if false.

"No, the creature ate him near the end of the mission." Gajeel said, sensing he disappointed the man 'I'm guilty of a lot, but never murder.' he thought to himself "The creature Ben and I fought was under his control, we fought the creature again at a processing plant for the town's fish seeing him poison their food." he said to him.

"I cured all of it." Wendy quickly added.

The two members of her team nodded in confirmation.

"After that he unleashed a plague or something with the magical artifact he had and soon after his creature ate him." Gajeel said to him.

"And what was this artifact?" Lahar asked as the details were sketchy on that part in Ben's report.

"A crystal jewel." Ben said keeping it simple and low key "We had to save the people from becoming monsters so we had to act fast, Gajeel was on the offensive, I departed to collect ethernano particles from the ocean as I'm sure you're aware the ocean has many concentrated spots for that." he said knowing there was no possible way Lahar could follow or track his movements.

"The plan focused on me, being able to cast a spell with the power Ben collected and I was able to send out a wave of healing magic to cure the town." Wendy said to him as she was still surprised Ben had so much faith in her to do something of that scale.

"And the magic artifact?" Lahar asked them as that was the main concern as the council had a strict policy on those and they were to be destroyed.

"Gone, we destroyed it, our guild specialty." Ben said as Gajeel chuckled and Wendy let out a giggle.

Lahar normally would've argued, but that was a well-known thing about the guild and he doubted they would keep it and even if they did they'd have low odds of keeping it contained.

"After that, we came home mission completed." Ben said as that was a lesser extent to the truth

Lahar went over what was said and the report Ben had given and it all matched up "thank you." he said proceeding to leave.

They waited a good few minutes and were relieved to see him gone.

"Erza Carla you can come out." Ben said calling out to them as they weren't present for the mission so they weren't needed and he wasn't sure either woman would respond to Lahar without disdain given the state he left Wendy in and how he cruelly took Jellal away.

"How did you work him over so well?" Erza asked Ben as he seemed to have done and said all the right things.

Ben chuckled "Erza you aren't the only one to get arrested or go to jail." he said having literally been arrested, gone to the Null Void, and dealt with Plumber prisons or bases were it was basically the same thing.

Erza raised a brow at that statement but decided to ask more at another time.

"Oh Erza what are you doing later?" Ben asked curiously.

"I have no plans." Erza said wondering if he was going to take her out on a date.

"Good, we have a job to do." Ben said to her making her confused.

Gajeel sighed "I'll get Juvia." he said as he left the house.

Wendy squealed in excitement "oh I can't wait to see the baby again!" she said finding the beast adorable.

Erza felt she was missing something and looked to Ben for answers not liking being kept in the dark.

Erza looked past the bubble they were in as they stood on the ground of ocean water outside the guild looking at the colossal beast before her and her child Wendy was petting through the bubble.

"What did you do in your last mission?" Juvia asked Gajeel as this was certainly not what she expected when he asked her for a favor.

"Will they be safe?" Wendy asked Ben curiously.

Ben assumed they would be as they were a good 15 miles from the guild and the water was deep enough where fishermen and their nets wouldn't bother them and the Krakken mother made a decent nest with the old Phantom Lord guild.

Erza saw the protectiveness the mother displayed for her young, it was certainly nice, but she was amazed by the grace and power the beast had as Ben was sure to describe her in great detail, but that didn't do it justice and she could see and understand how Ben had such a difficult time fighting her as a child.

Makarov watched the video of Lahar that Ben brought him and had to say he was impressed with what he had acquired "The Council is looking for scape goats." he said as the was basically why they were being so strict as it was a plan that acted as a double edged sword.

"I'm guessing they want good publicity and want to make examples out of the more spirited guilds like ours." Ben said getting a nod "it's not a bad plan except for the part where we do in fact complete our jobs and pay back what we break." he said to him as he saw the paperwork master did for them and while he hated it, it was a small sacrifice for everyone in the guild.

"It's politics my boy. have you ever had to deal with people so irritating?" Makarov asked him, wondering if he ever dealt with people like this.

Ben choked back a laugh "Yeah a guy named Will Harangue always tried to paint me as a menace and put all issues onto me or try and take away from my good deeds, hell he's responcible for a lot of things he accuses me of." he said remembering the video game incident and how he worked with Captain Nemesis, Ben had Kevin look into Harangue, but his tracks were to well covered even for Kevin.

Makarov snorted in understanding as he dealt with many people like that even as a wizard saint there were people always trying to sabotage the guild for the usual reason like Jose once tried to do or for rank, status, or to remove Fairy Tail from being the top guild.

"Can you send that to Jura?" Ben asked wondering if Makarov could give it to Jura during a meeting or send it directly to his guild.

"Of course my boy." Makarov said as he knew Ben could handle it well, but he wanted to make sure Jura understood the ramifications should the footage ever become public "so how has training been?" he asked wondering how Ben progressed since the Dragonoid incident.

"Pretty good, been practicing with Laserscale a bit more after his 'evolution'." Ben said to him as he wanted to get used to the new alien body he had.

Makarov was exceptionally interested in Laserscale especially after its transformation "I am assuming you are training with the dragon slayer?" he asked as those were really his only options to understand the magic power he had.

"Yeah, Wendy has been the most help." Ben said as Natsu's training focused on using his power to increase his body's performance so his attacks were more devastating, Gajeel focused entirely on using his body as a weapon, but he took to Wendy's methods bests as they guessed while he was an attack type his magic could be used to magnify his body's own abilities.

"You called yourself the Primus Dragon if I am not mistaken?" Makarov asked as that certainly was a unique name.

"Yeah, that name just felt right." Ben said as Laserscale made him feel closer to his aliens than ever before.

"Maybe that is your source of power Ben, use whatever this Primus is to help build your power, to help give it further shape." Makarov said to him as while the principles of Dragon Slayer magic eluded him on occasion and while this was actual Dragon magic he felt there were similar properties and magical theories "magic can be more powerful if we learn to understand it Ben, understand what it means and what it means to you." he said as that was the best advice he could give him.

"Thanks, master, I should get going." Ben said as Makarov waved him off 'understand what it means and what it means to me huh.' he thought as Primus was connected to the omnitrix basically where Azmuth stored all DNA he collected in the universe 'that's is what it is, think of what it means to me.' he thought as Primus was basically home to all his transformations, his transformations which he always held in high regard…most of the time, he always felt in his gut his transformations were real, something Azmuth disagreed on whole heartedly, but Ben didn't care, his transformations always seemed to bring new life to him.

Unknown to Ben the Omnitrix flashed green for a moment as if reacting to him in some way.

"This is rather peculiar." an elderly looking voice said looking down at what was essentially lava "you were right to call me Eunice." he said looking at a blonde teen girl who wore a silver suit.

"Do you think this has something to do with Ben Azmuth?" Eunice asked him in concern as she overheard him talking to Gwen earlier.

Azmuth let out a sigh as he knew deep in his gut that this was Ben, he didn't even need to think about it as that boy was always deep in the middle of something "That boy more trouble than he is worth, have you been able to find out anything?" he asked her wondering what she had found.

"It's odd there are new DNA signatures that just popped up out of nowhere, but also one of the DNA strands has been altered." Eunice said handing him her tablet.

Azmuth saw the DNA strand and it made him think back 'the Dragon DNA has been altered?' he thought as he himself named the species after the name Sir George bestowed upon them seeing them as lesser forms of Diagon, but he admitted the name seemed appropriate 'the only way to alter a strain is if?' he thought worry beginning to fill his being as the omnitrix had a unique relationship with its forms and in the event, a form was damaged to a certain point, it'd reach out to Primus and his drones would scan a new member of the damaged alien's species, but the damaged form or the altered DNA was not what concerned him, it was the fact that Ben was hurt as after everything that has happened between them the good and the bad, Ben was someone he cared for and secretly respected, it made him think back to a conversation with Max.

"You know he sees you as family right?" Max asked Azmuth as he adjusted his treatment after his run-in with Ultimate Aggregor.

Azmuth snorted at that as if Max said something funny "Your grandson and I fight like a Vulpimancer and an Appoplexian, in what way does that demonstrate we are close?" he asked as Max Tennyson was someone he both respected and saw as a peer.

"Do you remember when Ben hacked the Omnitrix?" Max asked seeing Azmuth grow tense "in the following days he learned he wasn't invulnerable and learned patience." he said as Azmuth gave him a look of disbelief "you know I'm right, under all the jokes and all the childish antics, my grandson is as much of a Plumber as I am." he said in both sadness and pride at the man his grandson had become, but always felt he grew up to fast.

Azmuth stood there for a moment "and now he is faced with a decision in how he shall use the Ultimatrix." he said being present for Max's call with Ben "do you think he'll do it?" he asked him as this was a decision he could not comment on as Kevin had become a threat on par with Aggregor and Vilgax.

Max closed his eyes for a moment "No." he said to the greatest thinker in three maybe five galaxies "Ben values life too much to just end it like it was nothing and even after all Kavin has done, he loves him like a brother, if Ben has the shot, he won't take it, you've seen their bond first hand." he said to the greatest thinker as he knew about Kevin all but invading Galvan Prime fighting a Mechamorph all to reach Azmuth.

"I think you're forgetting what occurred with Vilgax." Azmuth said reminding him of that incident.

Max gave him a glare for that remark "Ben didn't kill him Vilgax crashed his own ship and pulled a kamikaze, his death is not and will never be on Ben's hands." he said to him "but we're off track, do you know why Ben sees you as family?" he asked him seeing no response he went on "he knows you care." he said to him.

"How?" Azmuth asked not confirming or denying that.

"He says you're both more alike than either of you realize, says you help each other when you both need it the most." Max said to him and believed it as Ben and Azmuth were two sides of the same coin.

Azmuth was silent "He saved my life when we first met." he said as he never spoke of this to anyone "I wanted to die on that planet I marooned myself on and one day the door to my secret bunker was being smashed on by a small child." he said chuckling at how he saw Ben.

Max knew this story as Tetrax filled him in on many of the details.

"He was so stubborn and deterimined not caring for himself and wanted to fight so hard, not for himself, but for everyone." Azmuth said as he was so willing to let the universe end just so he didn't have to live with all the bad he'd done, but it took a child one who held the burden of wielding his masterpiece to show him how much life was worth fighting for and he did it, again and again, every time he used the Omnitrix to save people and become a hero in every sense of the word.

"You don't have to show it Azmuth, but no matter what he sees you as part of his family and I for one am glad you both have each other in the other's corner." Max said happily.

Azmuth had much to think on by himself as he was not going to tell anyone about this conversation.

"Eunice prepare a ship immediately, I need to speak to Gwen Tennyson in person because the situation is far more dire than I could've predicted." Azmuth said as there was much he could ignore, but Ben's suffering was not it "and contact Myaxx, tell her to take over all current projects on my behalf." he said to her walking away.

Eunice didn't know if she should feel relief or concern that Azmuth was going to assist in finding Ben as it showed it was serious enough that he needed Azmuth's help.

Standing outside Magnolia stood Professor Paradox who stood there taking in a deep breath "ahh everything is as it should be and right on time to." he said checking his watch "or is it early, oh perhaps I am late for once." he said as he wondered about that on occasion "you can stop glaring at me Mrs. Tennyson, I assure you Ben is and will be perfectly fine for what is to come." he said looking to his side and seeing an unamused elderly anodite woman.

"He had better be, I saw his memories Paradox, let me ask you this, what was the point of my grandson's suffering was?" Verdona asked the time traveler unamusedly as she saw Ben's pain over and over again and saw how the spell made him suffer, it made her want to capture the spell itself and torture it.

Paradox closed his eyes "you know I would act only in Ben's best interest and this was or rather is the best course he can be on, whether he stays on it is entirely up to him." he said to the anodite.

Verdona sighed in response "fine, but if my grandson is scarred further, you know what I can do to you time walker, my species are not celestialsapiens, but we are capable of matching some of their feats." she said as she herself was amongst the strongest of anodites.

Paradox did not react but knew this woman could in fact hunt him down if she ever wished it "I do appreciate your efforts in assisting Ben." he said referring to her assisting Ben in unlocking Ultimate Terraspin.

Verdona smiled at that "I would help any of my grandchildren should they need it and it's nice both my grandchildren have the spark, in their own way." she said with a smile as Gwen unlocked her's through magic, Ben unlocked his through effort of what he had seen from his older self do.

Paradox chuckled as it was amusing how both developed their powers.

"May I ask you something?" Verdona asked him simply getting a nod "will Ben become an anodite?" she asked as that was at the front of her mind with his development in mana.

"I am unsure, I have yet to traverse this timeline as it strayed from the future Ben your grandson had met previously." Paradox said as time was fickle and sometimes timelines stemmed from certain points creating a whole new set of events.

"Will the Omnitrix help Ben, or will it undermine his progression?" Verdona asked as when she added her mana to Ben's within the Omnitrix she was skeptical it would work, but she needed to try something to help Ben and mana often never did work with technology as it wasn't alive.

"Ben is rather correct when he says his aliens are alive, it is because he gives them life, have you ever wondered why the Omnitrix works the way it does for your grandson?" Paradox asked her curiously.

Verdona shook her head as she never paid the device much mind.

"Your granddaughter shaped her mana through magic as that was what she thought it was, she thought it was what her power was and could do." Paradox said as Gwen's method for utilizing mana as magic was both correct and incorrect as she was using mana in a proper way, but not seeing it to its full potential "Ben has always seen the Omnitrix as what gives him his power or the source that makes him special, that belief is slowly crumbling or rather it's changing." he said not entirely sure "it will be a hard lesson to learn, but I feel he shall master it." he said to her.

"Which the Omnitrix or his mana?" Verdona asked him getting a smile as he popped up his watch and they disappeared.

"Man I can't believe tin foil is copying me!" Natsu said angrily as the team plus Wendy being the newest addition and Gajeel being here cause he wanted to be was hearing the story of what went down in the down "and what's worse is Ben went on another S-class quest!" he said in annoyance.

"Natsu it's rare missions turn out like that." Erza said reminding him some missions can change at the drop of a dime.

"Just goes to show which of us are the real mages Salamander." Gajeel said tauntingly "even pipsqueak showed she had real steel in her." he said as Wendy beamed up at the compliment.

"I bet Wendy and Ben did all the work for you." Natsu said rising to Gajeel's taunt with his own.

Erza looked to Gray and gave him a look before elbowing him which hurt more as Erza's armor was indeed stronger than one would think even her elbow pads.

Gray rubbed his side as Erza had talked to him while Ben had been away.

Gray opened his eyes hearing a loud banging at his front door 'who is this?' he thought as so few people knew where he lived as his home was his palace when he wanted some peace and quiet and he truly needed that now as he was slightly hungover.

The knocking continued getting more aggressive each moment.

Deciding he had enough, Gray went to open the door to see Erza not looking amused.

"Gray…you're naked." Erza said as he was very nude at the moment which was very normal for him, but she still didn't think it was appropriate.

Gray sighed as he invited her inside and put on some clothes he picked off the floor and they went and sat in his kitchen as he wanted water and to be close to the sink.

"You have been coming to the guild less and when you do, you drink at the bar." Erza said as while normal given most of the guild drank like water no longer existed, Mira informed her of how much more Gray drank than he normally did.

"Yeah well, I haven't been feeling great." Gray said as half truths were better than lies with Erza.

Erza stared at him for a long time "You made a mistake." she said not surprised he slammed his own fist down onto the table.

"A mistake that nearly killed Ben and Natsu!" Gray said to her a haunting look in his eyes.

Erza took a moment as she understood where he was coming from as Ben and Natsu were on the edge of death when the Dragonoid was consuming them and before that Ben was being tortured by Daphne.

Gray took a few breaths "Erza I can't let that happen again, I can't be responsible for the death of my family." he said his voice becoming a whisper.

Erza nodded as it weighed on her when she took S-class jobs sometimes thinking of what happened to Mira losing her sister and thinking of that happening to her with her team.

"I don't know how Ben can forgive me, I don't know how he can even look at me after what I caused." Gray said as that was a nightmare and he heard Ben's screams sometimes Laserscale's or sometimes Ben's own voice and at the end off it the voices asked why he did this and let this happen and sometimes he heard more voices of people whom he lost.

Erza saw how what happened was still affecting Gray "Gray ever since the Tower of Heaven, I learned something." she said as Gray tensed in shock at her bringing up her own trauma "when I faced Jellal I lost, then Ben and Natsu had to come to my aid and as a result, Ben got hit with the Entrampment spell and Natsu got ethernano poisoning." she said as she remembered what they were like afterwards and it hurt to know she was the cause "Gray as much as we think we can handle our problems our friends are what help us push past them, we did it for each other." she said referring to how all of them had reached out to one another and helped ease each other's pain.

Gray wanted to scoff at that, but he remembered how he met Erza when she joined the guild after her escape from the tower or how Erza helped Mira when she first joined soon forming their rivalry, then Lisanna helping Natsu as everyone including him laughed at him for saying his father was a dragon, and later Natsu helping the Strauss siblings when no one seemed to notice him spending more time with them after Lisanna's passing.

"We're never alone." Erza said with a sad smile as Gray let out some tears.

"Because we're part of Fairy Tail." Gray said to her as he wiped away his tears.

Gray took a deep breath as he had been trying to get a nerve and try and speak to Ben after what had occurred and Erza was done waiting and trying to give him a shove in the right direction or shove him till he did it.

"C'mon Ben tell me how you used Rath and beat up the ugly dog!" Happy said in excitement wanting to hear about Rath.

Ben chuckled "Sorry little buddy I didn't beat him, Gajeel did." he said giving credit where it was due.

"So what you can turn this thing on like Natsu did?" Gray asked trying to join in the conversation.

"Yeah except my ass doesn't fall over every time I do." Gajeel said as Ben tested him if he could do it with certain safety parameters and so far he was non-radioactive or rather the radiation was limited to inside his body or his attacks, but he didn't leak it.

Natsu growled "I got ripped off!" he said in annoyance that his body fell apart when he used his Atomic Flame Dragon mode.

"Natsu you should be technically dead at this point with the amount of radiation you ate and used, don't even try to eat Gajeel's it might finish the job." Ben said giving a thorough warning to the first radioactive dragon slayer.

Natsu growled "how come he's fine then!" he said in annoyance.

"He ate something immune to the radiation, that's my best guess so far." Ben said to him as he wondered if he had any fire forms with the capability to be immune to radiation, but so far nothing came to mind.

"So Ben are you looking forward to the S-class trials?" Gray asked him as it was nearing that time.

"Yeah, Erza mentioned that to me the other day." Ben said to him as Erza explained the event and how it differed each year, but was overall the same.

Lucy asked and was soon told what it was "is Erza recommending you?" she asked as current S-class mages could nominate people they thought were ready for the rank.

"No." Ben and Erza answered in unison.

Everyone became curious at this statement.

"If Ben is worthy or not of S-class I can't say due to our relationship, I want him to get it because of his own merits." Erza said with a smile at her boyfriend.

"And I don't want Erza to feel obligated, so if people think I'm ready, then I'm ready." Ben said to them smiling back at Erza.

The others had to admit it made sense both wanted the best for the other, but didn't want their personal feelings to affect their work environment.

"You're definitely gonna be part of it Ben, but don't take it too personally when I win!" Natsu said as everyone looked at him not sure if they were impressed by his bravery or felt bad for his delusional mind.

'I don't see anyone BUT him winning.' Gray thought as Ben had great results as he knew how the master ranked the S-class candidates as he got it from Laxus many years ago 'skill, power, intellect, and success.' he thought as those were amongst the four things a person needed to be considered a candidate and Ben certainly had those in spades.

Ben was taking a drink from his smoothie, but soon heard the ringing of bells 'it struck nine o'clock a few minutes ago?' he thought finding the bells ringing odd, but the fact it kept ringing got his attention.

Everyone saw Natsu dash upstairs to the balcony.

"What's up?" Lucy asked curious like the other newer members.

"Yeah!" Elfman roared out in joy.

"So not alarm bells?" Ben asked Erza as she smiled at him.

"In a way, they're for-Gildarts is back!" Erza was saying till the whole guild cheered.

'That name sounds familiar?' Ben thought as he could've sworn he heard someone mention him before.

"He's Fairy Tail's ace member, the strongest in Fairy Tail." Mira said approaching the front door very excited to see the man.

"I thought Erza was the top dog!" Lucy said in shock.

Erza smiled from the praise "sorry Lucy, but my power is nowhere near Gildarts I don't hold a candle to him, not even Laxus would claim that." she said to her as Gildarts was in another league entirely.

Ben was curious now "he's really that strong?" he asked wanting confirmation as he rarely believed rumors but coming from Erza and Mira he was likely to believe it.

"Do you think you can take him Ben?" Wendy asked and while her voice was soft and polite it seemed to carry throughout the guild.

'Ben vs Gildarts.' that thought alone made them think of pure destruction on a scale not even Natsu could do alone.

Makarov thought about the damage done when Lullaby fully awakened and mulitplied that as he thought that was what could happen if those two fought.

"Well Erza and Laxus were no easy matches, but I like my chances." Ben said patting her head.

'Why Wendy why?' Makarov thought in tears as the delicate little angel who caused no damage to the guild may have set the record for causing the most destruction by putting the mere idea in Ben's mind.

Everyone began to murmur amongst themselves.

"Hey Wabaca, can the kid pull it off?" Macao asked his smoking best friend curiously.

"If you asked me months ago I'd have said he has no shot in hell, but now he might have a chance." Wabaka said to him.

Mira felt she and the Ultimate Team were possibly the best judges as Gildarts always taught them and took time to mentor them either for combat like with Natsu or just some sagely advice 'scales are about even.' she thought as Ben and Gildarts were very much alike as they both had a tendency to fight depending on the situation 'for a spar it be like playing around to them.' she thought thinking about how Ben and Gildarts both played with Natsu 'but when things get serious.' she thought to herself as during their training she had asked Ben to come at her like a true enemy and to give her as much as he could give, she knew he often held back but he still kept up with her 'I wonder who will win?' she thought not needing to know one might challenge the other as when Gildarts hears what Ben can do and where he's from his curiosity will be peaked.

Ben was not to far behind on Lucy's shock seeing the town split 'they made this for one man?' he thought as this seemed like overkill "Erza what type of magic does this guy use?" he asked wanting to know how he was considered to be so destructive.

"I feel I may answer this better my boy." Makarov said appearing close by sitting on the bar "he uses a magic called Crush." he said as he shivered thinking back "it is like the name suggests it's magic that revolves around force and breaking down the enemy, their magic, and their attacks, it utilizes magic and physical power to fully utilize the effect that is the power of Crush." he said as Gildarts was no slouch as he was a true mage on his level.

"You may be able to recreate some of his moves to a lesser degree Ben." Erza said as if Ben saw Gildarts in action she was sure he'd be able to adapt some of his moves 'Gravattack certainly could.' she thought as with his gravity powers he may be able to utilize the same results as Gildarts as that form was physically able and his gravity powers could match the magical power.

Ben was thinking similarly to his girlfriend 'to utilize magic and physical power.' he thought thinking about the dragon slayers and how that sounded like their brand of magic 'but to break down magic?' he thought wondering how that was possible as far as he knew there were so few things that could break down magic 'hope it's not like Darkstar's.' he thought as his mind drifted to an old enemy who could break down magic by absorbing it.

"Here he comes!" Natsu said seeing a figure walk through the path.

Ben was next to Natsu and saw the man, he had the appearance of both a warrior and a nomad, but the walk he had reminded him of his grandfather, this was someone who had seen battle and been through horrors of battle, but under it he could see a personality similar to Natsu's 'he and Natsu certainly have the same facial expressions.' he thought as Gildarts seemed lost and confused and looked at the guild in confusion 'oh yeah we renovated.' he thought forgetting about the guild's original appearance that for the moment.

Everyone saw the man come in and look at the people and the building looking out of place and confused.

"Welcome home." Mira said being the first to greet him back and also hoped to clear up some confusion as Gildarts was like Natsu in that regard.

"Sorry to bother you miss, but I'm looking for a guild that used to be around here called Fairy Tail know where it is?" Gildarts asked her curiously also still confused.

"This is it, remember me Mirajane." Mira said in excitement.

Gildarts finally caught up and soon began to exam the guild taking in much, but his eyes stopped when they landed on a teen in a green jacket.

Ben saw the look and returned it, there was no hostility or anger both were merely observing the other.

Makarov knew this would happen 'it's like seeing the past.' he thought remembering when Gildarts challenged him all those years ago when he was just as wreckless as Natsu 'but this is more like two predators sizing the other.' he thought as their was a mutual respect, but ultimately both saw an opponent in the other.

The staring contest was interupted when Natsu charged Gildarts resulting in the crash mage, but Gildarts merely extended his right hand and spun Natsu around sending him flying toward the ceiling.

Gajeel saw this from the distance and tensed 'he man handled Salamander.' he thought in surprise as he knew Natsu was strong, but for him to be tossed aside like some little kid with ease was surprising.

"Hold up old man, I'm calling you out!" Natsu said getting everyone's attention as this was bold even for him "you're gonna lose your spot." he said in pure confidence.

"Oh?" Gildarts said a bit intrigued by Natsu's claim as he made bold claims all the time, but most of them never carried the weight in his voice when he truly fought.

"We got us a new member that will take you down!" Natsu said as everyone was looking at him like he was insane.

Gildarts was more than intrigued now as Natsu challenging him was not new, but for him to say someone could beat him made him curious "and who is this stranger?" he asked curiously.

Ben decided to walk forward "I think he's talking about me." he said looking to Natsu "thanks for talking me up, but can you not throw me in the middle of something without time to prepare?" he asked him not liking to be blindsided.

"And what's your name?" Gildarts asked him.

"Ben Tennyson, and I think Natsu said it perfectly, how about you and me go a round." Ben said to him.

Gildarts normally would've laughed, but this opponent was unlike most as he had the makings of true mage in him "sure I can spare five minutes." he said as everyone was shocked he agreed so quickly.

"Mira, Cana, put me down for 20,000 jewels on Ben." Erza said happily as she was both showing her support and her confidence in Ben.

"I got 10,000 jewels right here." Lucy said having some money from her most previous job thinking this was something worth betting on.

Only so few people voted for Ben.

"Freed, Levy!" Makarov called out as the mages in question approached him "I want to go to the spot Ben and Erza last fought, I want barriers around the audience and where the fight will happen can this be done?" he asked them wondering if this would be to much as both would be hard to restrain on their own, but together next to impossible.

Both mages looked at the two in question and couldn't give the master a proper answer, something he understood.

"Actually mind if I take a quick rest, I gotta talk to Natsu about some stuff?" Gildarts asked him curiously.

Ben nodded not in any hurry "have fun Natsu." he said as they both went to the bar.

"Ben." Elfman said sitting next to him "do you really think you can beat Gildarts?" he asked wondering if Ben thought himself capable.

Ben had to admit from how his friends talked about the guy he thought his chances were all but slim "I have no idea." he said honestly as it was hard to imagine the difference between them.

Before they could continue Gildarts was giving the master a report of his mission.

"Gildarts failed?"

"How is that possible?"

"No way!"

Everyone was murmuring with each other about how Gildarts could fail a quest.

Ben was curious "Mira what exactly is a century quest?" he asked her as he got it was an SS-rank.

"One of the most advanced jobs there are, they are all over the place." Mira said as it was a true thing as while reputation helped get people's attention for jobs more people were desperate than others to have a quest solved and finished and sent the job out to any guild that'd answer.

Ben was in deep thought 'when I was a kid I guess my entire summer was a B-class at least.' he thought thinking of how certain situations rose it to S-class or maybe higher 'Highbreed invasion might warrant between a decade and century quest, Vilgax, Eon, Aggregor, and the time Kevin went crazy were too.' he thought thinking of how dangerous those times were and how it would effect the world or the entire universe.

"Don't hold back Ben." Mira said to him "where Erza has as much variety as you do, Gildarts lacks that, but makes up for it in his skill and power, especially how he uses it." she said as she was willing to bet Gildarts was curious about Ben and Natsu being…himself is probably running his mouth to said mage 'plus I want to tip the scales in our favor.' she thought as she also placed a bet on Ben as it be stupid not to think he had a chance.

Ben looked down at the Omnitrix and wondered which forms would be best for combat with this particular mage "mind giving me directions?" he asked her curiously.

Mira raised a brow at the question, but soon caught to his meaning.

"So Natsu why challenge me on the kid's behalf?" Gildarts said as he was impressed Natsu had so much belief someone could take his title.

"Because he'll win." Natsu said to him.

Gildarts was even more curious as he saw the resolve in Natsu's faith "this kid is something else huh?" he asked him.

"Oh yeah!" Happy said thinking this'd be a great match.

Natsu then began to tell Gildarts about what he had missed and tell him about Ben.

Gildarts seemed to accept what was told about Ben and his origins and even took some interest, but there something he needed to "So how have you and little Lisanna been, c'mon you can tell me?" he asked grinning deviously.

Natsu froze for a moment then took a breath as that past scar was picked very recently and many things had occured because of it "Lisanna died 2 years ago." he said coming off a little more ammoyed than he wanted to.

Gildarts froze in shock hearing that as he remembered the little girl fondly and remembered watching her and Natsu sleep by the camp fire as they often fished together and got into all sorts of trouble.

Natsu became eerily quiet at the mention of his deceased friend, but was brought out of his thoughts catching a familiar scent "Hey Ben." he said changing the mood as he greeted his friend.

"Hey Natsu." Ben said with a smile trying to hide his sadness as he heard Natsu mention Lisanna from outside, the dragon slayer unknowingly being very loud when he told Gildarts.

"Hey Natsu how about you give me a moment with Ben here let me size up the guy I'm gonna fight." Gildarts said as Natsu took the chance and left "So Natsu tells me your from another world." he said picking up the tea kettle pouring himself some tea "want some?" he asked Ben wanting to be a more gracious host.

Ben nodded taking a glass.

"Natsu and you seem close." Gildarts said while the silent question was hinted toward.

"He and I have been through a lot together." Ben said getting the message, but wasn't one to reveal to much.

Gildarts nodded "Then can I ask a favor?" he asked Ben getting a nod "I have some news I need to break to him, news that will scare and make him run head into danger, I was gonna tell him but I got blasted with news myself, would you mind being there when I break it to him?" he asked as he was originally thinking Lisanna could've done it, but with her passing he thought there was no one else Natsu would listen to.

Ben just nodded as he didn't need to know anymore.

"There was something Natsu mentioned, about a dark mage that traveled between this world and yours." Gildarts said to him wanting to know if he got the details right as Natsu sometimes didn't give him everything.

"Yeah, Hex. I've been battling him since I was ten." Ben said to him keeping things simple especially with what has been happening lately.

"Kid, I met the man you fought." Gildarts said to him seeing the shock.

Ben sat there in surprise and tried calming his nerves "where and how long ago?" he asked him wanting to know when he last saw Hex.

Gildarts rubbed the back of his head in thought "A year ago, give or take a few months." he said unsurely.

Ben sighed as that was not very helpful.

"There is something I think you should be aware of concerning what Hex did, do you fully understand what that sacrifice was or did?" Gildarts asked seeing the look of horror and fear in his eyes "lives or souls are much more powerful than people think, look at take over magic with Mira." he said giving Ben an example "she took in the soul of a demon and subjugated it or absorbed it into her being making it a part of her combing her power with it's own." he said as that was what take over mages did with the soul they wished to take over "Hex is no take over mage, but think of the potential of power with each soul he took with the ritual." he said letting Ben piece together all of that.

"He killed so many." Ben said in shock.

Gildarts nodded "a thousand people if I recall correctly." he said to him "what I want to tell you might be hard kid harder than what Natsu is going to be told." he said to him as there was much weight in his words "I met Hex during my mission, in a way he was part of the mission." he said as Ben listened intently "the mission I was on involved some things I can't tell you, but what I can say is it involved research and magical creature elimination." he said to him giving him some details about the job he took, but was being vague "part of the job involved going to this temple it was believed to belong to Zeref and there was a type of miasma surrounding it and people believed that the temple housed a monster so it naturally got my curiosity." he said in admittance "I was able to get through the miasma ok after some research took me about 3 months to get proper protection." he said as while not the brightest bulb he certainly was clever "after that I spent another 3 months studying the temple and learned it didn't belong to Zeref and was in a language I could barely understand." he said to him.

Ben was thinking about this long and hard "did the language seem like this?" he said said tracing his finger on the table using the dust still on it to make a symbol, one he had seen from Gwen's books.

Gildarts looked at it "looks similar, but there were these circles that kept coming up." he said tracing on his own table.

'Circles?' Ben thought as Gwen's books seemed like chicken scratch at best, never any true shape, he saw the circles Gildarts made and was surprised by what they looked like "oh you have got to be kidding me." he said as the circles had simple lines in them that was very familiar "The charms of Bezel." he said remembering how Gwen destroyed them when they were kids.

"You know what these are?" Gildarts asked in surprise as the temple was ancient and from what he could decipher Bezel was a name mentioned in it.

"Yeah, but I don't know what Hex wanted there, they're destroyed." Ben said to him "wait back up you were there six months, this quest took 3 years right?" he asked him wondering what happened with the other two and a half years.

Gildarts chuckled a bit "it took me six months to get there on foot, I travel that way mostly." he said to him "and I had to find a way to dissipate the miasma as it somehow kept reappearing, the temple seemed to be using concentrated ethernano to poison people they didn't want to get close, but strange thing is some of it was purple." he said as magical energy as a baseline was often blue or whenever strong enough seen as the user's own unique color or color their magic may have represented like red was for fire.

Ben hated how his mind went to corrodium 'was Hex protecting something at that temple?' he wondered, but doubted it as Gildarts was still here alive and well.

"So that took me another few months till someone else entered the temple." Gildarts said as Ben paid extra close attention "Hex arrived searching through the temple, we fought and I won, but he ran away after that so I waited for him to return as he didn't get what he wanted." he said as he figured Hex would return "he eventually did, but something happened." he said pushing his cloak to the side showing his prosthetics in place of his missing limbs.

"Hex did that?" Ben asked not sure if he should be horrified by what Hex did or what this meant for his power to match the Ace of the guild.

"No, but our battle was interrupted before it could even start, by something unholy." Gildarts said as if a haunting imagine filled his mind for a brief moment "anyway I had to spend 6 months getting physical therapy and so on then I spent a few more months in order to learn how to use my new limbs." he said as he wasn't wasting his time on this mission as a lot happened.

Ben decided not to press any more "thanks for what you told me, it gives me more questions than answers, but I think I may have an idea." he said to him as his past with Hex cleared some things up at least.

"Good, now c'mon we have a match to get to." Gildarts said in excitement wanting to see what the young man had to offer.

"Are we the only ones who bet on Ben?" Lucy asked as so far it was her team, Gajeel, and the Strauss siblings.

"Hey more money for us." Gray said as the entire guild was here 'kinda dumb when so few people are betting on Ben.' he thought as they had more to gain than the others did.

"This is gonna be a real manly battle!" Elfman said as two people whom he most respected were going to do battle.

"How much fish can I get when I win?" Happy asked curiously as math always escaped him.

Mira patted his head "a lot." she said as while he didn't put up any real money like the rest of them, he bet a thousand jewels.

"They're here." Erza said seeing both men arrive.

"It's about time!" Natsu shouted in excitement.

"Will Ben be ok?" Wendy asked the others.

"I'm sure he'll be fine child." Carla said to her charge.

Ben and Gildarts approached master Makarov.

Makarov looked to the two "the area has been fitted with barriers courtesy of Levy and Freed." he said as he was sure those two together could reduce the damage of these two destructive combatants "I also assisted in making sure magic power couldn't escape." he said looking to Gildarts knowing the man's power as well as his own.

"How big is the barrier if you don't mind me asking?" Ben asked, wanting to know how much room he had.

"A half a mile radius." Makarov said to him as he felt that was enough space for both of them "all you need to do is step inside and the runes will activate." he said to them.

Both men wasted no time and stepped inside the field where they would fight seeing the runes appear as they did.

Ben wasted no time and slammed down on the dial the instant it popped up, he transformed into Heatblast.

Gray saw this and winced "Not a good pick to start out with for Gildarts." he said as Gildarts knew how Natsu fought and Heatblast had a similar style of combat.

Erza was thinking the same thing as there were so few differences between Natsu and Heatblast 'maybe that's why he picked him.' she thought as Gildarts would not know how to react to something new if he was thinking he was fighting Natsu.

Heatblast placed his hands on the ground.

Gildarts watched waiting for Heatblast to make his move, but before he could he noticed his foot seemed to be getting warmer and before he knew it the ground seemed to glow, he jumped out of the way and the moment he did lava burst upward from where he previously stood and he jumped again seeing another lava burst from the spot he was just in.

"So that's it." Mira said as she watched "he's using his powers to fight Gildarts indirectly." she said as it was actually ingenious given Gildarts was best with mid to close range, making him constantly move was a smart plan.

Erza nodded but saw it was a bit futile as Gildarts was learning to track Heatblast moves.

"Time for a different approach." Heatblast said using one hand sending a torrent of flames at Gildarts and used his free hand and flamed the ground with his other.

"Sorry kid, but I have taken way worse than this!" Gildarts said raising his own hand and sent a blast toward Heatblast.

Heatblast saw the blast approaching and smiled.

Everyone watched as Heatblast took the blast and when the light from Gildarts attacked died down Heatblast was gone.

"Where'd he go." Natsu said looking around not able to use his senses aside from sight and hearing as the barrier prevented him from using his sense of smell.

'That was a warning blast.' Gildarts thought knowing he was powerful, but that blast was not enough to hurt someone too badly, he tensed when he felt all heat vanish from the air and saw ice appear on his chest and soon saw a spectral moth figure.

"Thought you might want to cool off." Big Chill said freezing Gildarts legs keeping him in place.

'Ice huh.' Gildarts thought sending some power outwardly and blew off the ice from him 'he's certainly creative I'll give him that.' he thought before smirking as he reached forward with his left hand and did something shocking.

"He grabbed Big Chill!?" Erza said in surprise as she had only seen that happen once and in Ben's memories.

Big Chill felt the hand around his neck and was surprised being in this position "How did you-" Big Chill was saying till he saw the gauntlet over Gildarts prosthetic hand "that gauntlet is enchanted isn't it?" he asked as that was his best and only guess.

"Yep losing my arm made me need to cover my weak spots. This gauntlet works well with my magic and extends the range of certain things my original arm couldn't do." Gildarts said to him "it was a gamble, but it worked out in the end for me." he said smashing Big Chill into the ground repeatedly.

Everyone winced seeing this occur.

'He hits harder than Rath, Humungousaur and Four Arms!' Big Chill thought slamming the omnitrix, needing to change his game plan.

Gildarts felt Big Chill's neck escape from his grasp as the form Ben had taken no longer had one.

"Gildarts, meet Cannonbolt!" Cannonbolt said before slamming the dial down again his form becoming metallic and gaining some spikes "And now Ultimate Cannonbolt!" he said rolling fastly hitting Gildarts dead center in his chest.

"Cannonbolt!" Natsu said in excitement remembering the form he once took.

They all saw Cannonbolt not stop or slow down as he clashed with Gildarts.

Gajeel hadn't seen this form in action before, but had to admit it seemed like a good weapon and a shield much like his iron scales 'if he stays in ball form he should be good.' he thought seeing Gildarts fire more and more blast increasing them in power gradually as Ultimate Cannonbolt only slow down momentarily with each blast he had taken.

"Your no joke kid, guess I should take off the kid gloves." Gildarts said as he saw the giant metal sphere approached and he sent out another blast, but this was different than the others he had used.

Everyone watched in shock as Ultimate Cannonbolt broke apart and became a small army of copies of said alien, the small versions unfurled from their ball form and looked at each other.

"We're small!"

"We became pinballs!"

"How can we fight like this!"

Gildarts chuckled as this certainly was adorable "guess this is game over kid." he said to Ben considering this his victory.

All the small Ultimate Cannonbolts looked to Gildarts in annoyance "more like game on!" they all roared turning into their ball forms "new game it's called pinball, multiball edition!" they said bouncing all over the place hitting Gildarts from all sides and directions.

"This is so adorable." Mira said looking to Redus "please tell me you can paint this?" she asked seriously wanting a picture of their Ace member getting his ass served to him on a silver platter by a bunch of tiny balls.

Redus was already committing the image to memory like he had done with Ben's other fights.

'Ok this isn't working out for me.' Gildarts thought not thinking that his own spell would benefit the enemy, he undid the spell putting Ultimate Cannobolt back together.

Erza relaxed as Gildarts was known for breaking things, she wasn't sure he could put things back together.

"Game over then." Ultimate Cannonbolt said as he felt odd being so split apart "time for reinforcements!" he said slamming the dial again, now turning into Echo Echo, he then multiplied himself around Gildarts.

"Kid, I put you back together and now you're splitting up again." Gildarts said in amusement as this was getting fun as he was increasing the power of his magic gradually and Ben had reached an impressive stand point of the power he was using.

"You know. What they say." Echo Echo said with a smirk "Strength. In numbers." he said as did the other Echo Echos "Echo Chamber!" he said as all of them unleashed a blast surrounding Gildarts in contained sound sphere.

'Ok kid is much better than I thought.' Gildarts thought placing his hands on the ground instead of his ears the ground starting to crack where he touched it and it began to spread before it exploded outward sending all the Echo Echo's flying back.

"Guess it was to much to ask for you to surrender huh?" Echo Echo said as he picked himself up and his copies remerged with him and he slammed the dial changing again, now turning into Chromastone "hit me with your best shot old man." he said many members of the guild looking at him as if he were crazy to call Gildarts 'old'.

Gildarts had a vein pop up "alright kid game time, I'm going to show you what a real S-class is capable of." he said taking a deep breath.

Makarov was now concerned as while he had faith the barriers would hold this was still Gildarts, but he looked to Ben and was surprised he was still standing from the sheer force of power Gildarts let out.

Gildarts was impressed as Ben didn't falter or even seemed fazed by his full power being unleashed "I'm impressed kid, no way your the average mage." he said as it took a special kind of person to be unfazed by his power "I gotta ask though are you ever afraid?" he asked him curiously as to not fear him was one thing, but to not fear anything was something that was either concerning or dangerous.

"More often than you know." Chromastone said to him getting a look of respect from Gildarts, not afraid to admit he could be afraid.

Gildarts felt pleased by the answer and then rushed Chromastone unleashing blow after blow.

Natsu winced as he could tell Gildarts was not pulling his punches.

Gray could see Gildarts was no longer holding back and the sheer force behind his attacks was sending out backlash to the ground around them.

'They're serious now.' Mira thought as both men were no longer holding back.

Erza watched curiously wondering why Chromastone hasn't changed back yet 'Ben never uses an alien for a fight without some purpose.' she thought as being in a fist fight was not something Chromastone seemed best at despite his super human strength.

Gildarts soon stopped seeing Chromastone down on the ground a few cracks in his form "give up Ben?" he asked him wondering if he could.

Chromastone chuckled "nah, I'm just getting started!" he yelled glowing brightly blasting Gildarts right into the barrier "thanks for the charge." he said to him as Gildarts got up quickly.

"How?" Gildarts couldn't help but ask seeing Chromastone's glow.

"I recently absorbed ethernano from the ocean, I thought it might be a good idea to learn how to drain it from the air as well." Chromastone said as Gildarts magically enhanced attacks were brutal, but he was able to absorb the excess magic he let out "now lets see if you take what you can dish out." he said as both of them charged and clashed with each other. .

The fight now seemed even as both mages did whatever they could, Gildarts restrained to physical attacks as he would be giving Chromastone more power with his spells.

"Ben certainly placed Gildarts in a bind, without his magical attacks, he's only able to fight bare handed." Erza said as it was an interesting strategy to say the least.

"Can he absorbed the magic from Gildarts directly?" Mira asked her friend wondering if Chromastone could do that.

Erza thought on it "Not to my knowledge, the energy may need to coming out of Gildarts as he unleashes it upon contact, but now he is focusing it purely inside of him not allowing Ben to absorb more power." she said as it didn't work like a draining spell to her knowledge.

Makarov watched intently as the fight was progressing fast and both mages were truly showing what they're capable of 'he's kept up with Mira, defeated Laxus and Erza, and now holding his own against Gildarts'.

'I probably have half a charge.' Chromastone thought to himself as changing the amount of times he did and going ultimate probably meant he had power around that 'it's a stalemate right now.' he thought as this fight could go on all day the way they were going at it "ok Gildarts let's settle this." he said to him slamming down on the dial.

Gildarts was momentarily blinded by the bright green light, but was in awe as in Chromastone's place was a beast that needed to be seen to be believed 'he's a-a dragon.' he thought in slight awe seeing the beast.

"Say hello to Laserscale." Laserscale said as he took a deep breath.

Gildarts having known Natsu as long as he has charged as much magical power as he could for the inevitable attack.

"Primus Dragon Roar!" Laserscale then fired a beam of green energy from his mouth.

Gildarts smiled as he raised both his hands sending out as much magic as possible knowing he couldn't block or break this attack, the clash was truly something as sparks of white and green magic could be seen coming off their attacks, but as the battle of magic and will progressed something neither saw coming occured.

SNAP!

Was the sound that came from Gildarts as he fell to the side, Laserscale immediately stopping his attack wondering what the sound was and with his eye sight he saw it was Gildarts' prosthetic leg.

'Damn.' Gildarts thought on the ground unable to believe what had occurred "Master call the match, I admit defeat!" he said to him loudly 'kid was beating me, he shouldn't have his victory spoiled because my leg broke.' he thought not wanting people to ruin or sour Ben's victory or give him pity or say it was due to his leg breaking.

Makarov caught on quickly "The winner is Ben!" he proclaimed as Ben's closest friends all cheered.

"I can't believe it, you beat Gildarts!" Natsu said happily as Laserscale changed back to Ben.

"That was pretty awesome man." Gray said as it amazing to see someone go toe to toe with Gildarts and not only that, but he also won.

"And he certainly made us all a pretty penny." Mira said as everyone put a lot of their own money into this wager.

"How much did people bet anyway?" Ben asked her as she tossed him a sack.

"Most people aside from Happy put about 10,000 jewels and we have a couple dozen members I think we may even be about 80 members?" she said unsurely never really counting, but was sure it was below 100.

"So around 60,000 each nice." Gajeel said taking his cut.

"Hey Mira, why give me money if I didn't bet?" Ben asked her thinking he had more than the others even.

"Call it a reward for winning the match and winning us all this money." Mira said happily as she actually placed a bet in for him "and before you say anything you need to receive the victory kiss." she said looking at Erza suggestively making the scarlet knight live up to her name as she blushed a bright shade.

Erza calmed down a little and walked forward pulling Ben's face to her's.

'Tongue?' Mira thought slightly impressed by Erza's bold action 'I gave her a push, but didn't think she had this kinda nerve.' she thought with a smile.

Erza pulled away seeing the dumbfounded look on Ben not sure if she felt proud she was the cause of that.

"I'm gonna go help Gildarts." Ben said as Natsu followed behind him as they lifted the man up "we'll take him home and meet you guys at the guild." he said to them as he grabbed one side of Gildarts while Natsu did the other.

Ben and Natsu carried Gildarts to town where the one legged mage used the wall for support hopping on one foot to reach his small home.

They soon arrived and sat with the elder mage.

"Looks like I'll need to go visit Porlyusica." Gildarts said to them as the healer was surely able to do something as she had given Erza a prosthetic eye a new leg should be easy 'I wasn't careful.' he thought analyzing the broken wood 'The wood is darker and more brittle.' he thought guessing it became like this after Ben's Heatblast and Big Chill combo 'Cannonbolt and Chromastone must've made me push this thing to the limit when we got into close combat.' he thought guessing all it took for it to break was the sheer force of his and Laserscale's attacks.

"I can save you a trip, I can fix it." Ben said as he searched for the alien and slammed the dial down "Clockwork style!" he said the room now being slightly cramped with how big he was.

"Weren't you exhausted last time you used him?" Natsu asked as when Ben used him to fix the guild hall during when Phantom was attacking he was exhausted.

"There is a large difference between a building and a piece of wood Natsu." Clockwork said as he focused on Gildarts leg and soon it was back to before they even fought.

"Time powers, that's rare." Gildarts said as he heard of the magic capable of manipulating time "does it work on people?" he asked him curiously as he heard time magic didn't work on the living, but wasn't sure when Ben was concerned.

Clockwork remembered when Eon blasted his aliens into nonexistence "yeah it works on people." he said to him.

"Couldn't you heal Gildarts' arm and leg?" Natsu asked him as Clockwork looked unsure.

"I've never went that far back, only a few moments." Clockwork said as Gildarts lost his limbs around a year ago.

"Give it a shot kid I got nothing to lose." Gildarts said as if Ben truly could do this than he'd benefit having his arm and leg back, if Ben failed nothing changed and there would be no harm done.

Clockwork sighed and nodded, they removed his prosthetics and Clockwork focused on Gildarts arm and leg.

Natsu and Gildarts watched in awe as the wind up key on Clockwork's head began to spin counter clockwise, they watched the arm and leg for a few moments not seeing anything happen assuming it was not working.

'Well he tried.' Gildarts thought as he appreciated the attempt, but still saw the wind up key spinning.

'This is as tiring as fixing the guild.' Clockwork thought this form always a difficulty to use or even attempt to use.

"Whoa." Natsu said seeing the bandages fade away from Gildarts arm and leg seeing the limbs look fresher as if the limb was just lost before the limb suddenly appeared.

Gildarts was amazed Ben could do this "Whoa kid, this is unreal." he said truly meaning that clenching his left arm because he could again.

"Thanks, never knew I could do that." Ben said as this was a good learning experience "now c'mon let's go to the guild, bet you anything they're waiting for us so they can drink." he said as they left.

"Man this is gonna be great!" Gildarts said very excited to have his missing limbs back and wanted to celebrate.

The walk was very fast taking it the Gildarts way as they soon arrived at the guild where they were greeted with cheers.

Ben was the center of attention especially considering he was now the new Ace of Fairy Tail.

"Eh don't worry about it to much kid, you made the guild proud." Gildarts said as he remembered the day he was given the title, when he first beat Makarov in a fight himself "and it wasn't a fluke." he said to him knowing what he was thinking "and if you still think that we can have a rematch someday." he said with a grin.

Ben had to admit he saw the fatherly appeal Gildarts seemed to have as he came off as friendly and fatherly all together "to our rematch." he said looking forward to settling their match.

Erza smiled seeing Ben get along with Gildarts.

"So how's it feel being the power couple of the guild?" Mira asked her as with Ben now having the guild's Ace spot and Erza being the strongest female in the guild made them a literal power couple.

Erza found it interesting that she was dating the strongest member of the guild.

"Does that make him S-class?" Gajeel asked the others sitting nearby.

"No Gajeel it does not, one must be tested to earn that rank and while all guild master's have their individual tests or reasons for granting the rank, Fairy Tail has always been the S-class trials." Makarov said sitting on the bar as usual.

"Seems kinda cheap if you ask me, I mean we've all seen him fight." Gajeel said as while he and the master did see eye to eye on many topics.

"Being S-class is more about fighting child." Makarov said to him.

While Erza and Mira agreed with the master they also agreed with Gajeel he was right as Ben deserved S-class more than anyone as he possessed the right traits and the right mindset.

'If he isn't an S-class nominee, that will be criminal.' Mira thought as he more than earned his place in her opinion.

The guild partied like never before as they celebrated throughout the night.

Author's Note: Hey everyone did a lot for this chapter wanted to add in Ben vs Gildarts since it sounded like an awesome idea and I wanted to make up for lack of updates since I got the story, but like I said I got StarSaber21 assisting and the next chapter will be the start of the Edolas arc, I'm thinking of what to do in Edolas and I have a few I've been thinking about and decided to do a poll on my profile like what form should Ben gain in from being in Edolas, but I was thinking of letting you the fans pick on the poll there will be 5 transformations to pick: Anodite, Highbreed, Exceed, Laserscale, and Ghostfreak in the event of a tie or a close running or hell each species gets to a certain limit of votes lets say 30 at least I will try my best to incorperate all of them or have them appear in a good fashion, I haven't heard from my beta reader in a while, but Star thought it was decent I will have my beta correct it at a later date or hope to get a beta reader I can get if interested please message me also hope you all enjoy the chapter and hope to get some support on P-A-T-R-E-O-N link is on my profile.