Here's the next chapter, hope you'll enjoy it :)

NinjaFang1331 - No problem at all. Thank you for taking the time to read it.

Lelouch of Zero - I quite agree, Night Terror is very set in his ways, but he does try his best. I will expand on Erza and the other captives and their feelings towards the Phobos in this and the next chapters, so I hope you'll like it. Thank you and keep being awesome as well :)

Djinn - Thanks so much, everybody seemed to like the Scooby Doo reference so I'm glad. I hope you'll enjoy this chapter as well.

ikusatsunagi - No problem, thank you for reading. I quite like the diving suit idea as well, I need to bring it up more in this story. Juvia is also my favourite, she's so sweet...and a bit insane. Oh and Night will be and he's going to kick some arse. Thanks again.

MDM11 - Thank you so much, I'm so glad. I'll do my best with your suggestions, thanks for sending them in. I hope you enjoy this chapter just as much.

wellingtonlucas282 - No problem, I'm so glad you enjoyed it.

Neo Infinity - No problem, I'm glad you enjoyed it. Yeah, it's going to be a tough arc because, as you said, there are more characters and it's essential to the entire storyline. However, I hope you like the changes, I tried my best.

danielsnow - Yeah, with the way I write, errors are inevitable. But as long as the reader can acknowledge what I'm writing then it should be fine. Millanna is cute, I'll have to consider her putting her in the harem. I hope you'll enjoy the next chapter.

Skull Flame - Thank you so much. I promise you that this chapter is going to be interesting. I hope you'll enjoy it.

Xrker - Thank you so much, you're too kind. It's such a confidence booster having readers like yourself enjoy my stories and to know that I'm doing it well. I hope you'll keep on reading, thanks again :)

Momonga213123 - Thank you for your honesty and for giving it a chance, I really appreciate it. I hope you'll enjoy the rest of the story as well, because with every chapter I publish I feel myself become more confident as a writer and the story approves (hopefully). Hope to hear from you again.

Blaze1992 - I believe that the ring was just a special one-off item since there has never been anything like it before. It's not perfect and it has it's limitations which I will demonstrate in later chapters. I hope that answered your question.

brandonmunoz499 - I'm guessing by your second review that you meant how I portrayed Lucy in this story. Sorry, I did try my best to reflect her personality from the manga into this story.

Makimass - I'm sorry to disappoint, I'll be sure to get better at writing fights in later chapters.

Kelvin De Chavez Flores - Sorry to disappoint you. You don't have to continue reading if you don't want to, but I'll be sure to improve my writing in future chapters.

metaltilldeath666 - Thank you so much. I never liked OP MC in stories. I need character development, damn it!...ahem...I'll be sure to write as much as I can. Readers like yourself are really inspiring me to continue so thank you.

Right that's all the reviews, I hope you like the next chapter :)


Chapter 22: The Tower Of Heaven

Casino

Rage filled Night Terror's mind as he tightened his grip on Simon's fists, his claws digging into his hands painfully.

"How dare you. Is your petty vengeance worth kidnapping my student," he growled.

"She'll come to no harm as long as you admit to your crimes," Simon firmly replied.

Dark tendrils shout out of Night Terror's sleeves and began wrapping around Simon's arms. The Phobos lifted him up into the air by his shadows until they were both face to mask. Simon gritted his teeth in pain while he looked into the dark empty sockets that were his eyes.

"I have done no wrong," he darkly said, his Fear magic radiating off him.

Before he could do anything else, Night felt a pair of arms wrap around his neck. He turned his head in surprise to see a slightly translucent Juvia behind him with a look of determination on her face.

"Juvia will not allow this to happen again," she muttered as Night Terror felt him suddenly get enveloped in water, sinking into Juvia's water form.

The blue haired women forced the Phobos into her body before she melted into a puddle of water on the carpeted floor. Simon dropped to the ground as Night Terror's shadows dispersed, making him sigh in relief. He watched the puddle retreat to somewhere else in the casino and stood up to his feet, a look of anger and disappoint evident on the parts of his face that was seen. He grumbled and left to join the rest of his gang.


Lucy struggled against her bindings as she tried her best to help Erza. The tanned man and the cat girl just appeared out of nowhere, trapped the other guests in playing cards, and bounded her in the weird orange rope. Now they're accusing Erza of betraying them and the worst thing is...Erza wasn't denying it. For the first time, Erza was no longer the strong, formidable warrior she once knew. Now she looked helpless and desperate. Before anybody could do anything, somebody called out to them.

"Now don't go playing dirty tricks on Erza, Sho!" the cuboid gangster said as he approached them with a body slung over his angular shoulder, "The only way to be a dandy is to keep your emotions in check! Get it?"

Lucy's eyes widened when she recognised the person he was carrying, "Flare! What did you do to her!?" she demanded.

"Calm yourself, gal," he replied with a grin, "I only put her to sleep. Not much use to us if she's dead. Get it?"

"I-I know that voice," Erza uttered, "...Wally? Is that you?"

The now named Wally nodded, his body rattling as he did so, "I don't blame you for not realising it was me right away. Compared to when I was known as 'Mad Dog Wally'. I'm far more well-rounded!"

"You've got magic too?"

"Why are you so surprised?" a new voice called out before the hulking form of Simon approached them, much to Erza's disbelief, "Anybody can do magic once you get the knack," he said before glaring at the red-haired woman, "Isn't that right, Erza?"

Whilst they were talking, Lucy was trying to make her way over to Flare, but she slipped and fell onto the floor painfully. Growling in anger, Lucy glared up at the shocked Erza, "Erza...please help Flare," she begged. Seeing that she wasn't going to respond, she looked over at the four people, "Who are they? Why did he call you his sister!?"

"Because were her little brothers and sister," Wally replied with a tilt of his hat, "And we were once close friends!"

"Friends!?" Lucy barked as she tried to stand to her feet, "Erza has been at Fairy Tail ever since she was little."

"They're...talking about before that," Erza replied solemnly, her face filled with utter despair, "Why are you guys here? Please...let them go. They shouldn't be involved with this."

Wally chuckled, "We're here to bring you home! Get it?"

"Nya!" Millianna meowed in agreement.

"Let's go home, Erza," Sho added.

"And if you don't do like we say..." Wally said as he took out his gun and aimed it at the helpless Lucy.

"N-no!" Erza cried out in panic, "I'm begging you! Please don't!"

She was about to rush over when she heard a gunshot rang out from behind her and something embed itself in her back. She stumbled slightly and looked back to see Wally's other arm floating in mid-air with a smoking gun in its hand. She started to say something when she suddenly felt drowsy and the whole room began to spin rapidly. She fell backwards with Simon catching her before she could hit the floor.

"Erza!" Lucy screamed in concern.

"It's a sleep bullet, get it?" Wally grumbled as Simon put her carefully over his shoulder, "She'll wake up in a few hours time like the long-haired gal."

Lucy tried to get up again, but the ropes binding her were too tight, "Wait a second! Where are you taking them!?" she demanded.

Millianna looked back at her and wiggled her index finger. Suddenly, Lucy's bindings began to tighten even more, causing her to shout in pain, "That should give you five minutes of life left," the cat girl cruelly said with a malicious smile.

Wally clicked his fingers, "Oh yeah. Millianna," he said before he held out his hand, "I have a present for you."

Pixelated squares appeared in hand before they disappeared to reveal the unconscious body of Happy. Millianna's eyes widened in joy as she snatched Happy from Wally and began rubbing her cheek against his while making happy purring sounds.

"Nya! It's a kitty-kitty!" she squealed, "Can I keep him?"

"That's why I brought him to you. Get it?" Wally grumbled.

Meanwhile, Sho turned to Simon, "Did you defeat him?"

The larger man shook his head, "No, he got away," he muttered.

Wally and Millianna scowled at him, "You only had one job," the angular man criticised.

"We could have dealt with that Phobos here and now and you just let him get away," Millianna hissed.

"I didn't let him get away," Simon snarled.

"Now, now," Sho said, coming between them, "Let's not argue amongst ourselves. It wasn't as if it wasn't a possibility. This is why we have our back up plan," he said, looking over at the passed-out Flare.

Lucy gritted her teeth in anger as she overheard their conversation, "You're taking Flare to use as a bargaining chip. She's not an object. Night Terror is going to be furious and will track you down to the ends of Earthland!

Sho looked down at her with a creepy smile, "Oh really...then everything is going to plan."

"What?" Lucy uttered.

"It seems that your Phobian friend is not telling you the entire story," Simon muttered angrily, "He can be ignorant for now, but once he's seen what he and his Clan had done to us, he will have no choice but to admit to his crimes."

"And once that happens, he'll be sleeping with the fishes, get it?"

"He'll pay for everything," Millianna snarled as the four began to take their leave

Sho smiled as he wiped tears from his eyes, "We will finally have justice," he said before looking at the drowsy Erza, "Sis...you're coming back to us! Back to the Tower of Heaven!"

The words echoed through her head as she began to lose conscious, 'Tower of Heaven?' she thought in dread, 'No...I can't let him know...can't...let Night...know...' she thought before she drifted off to sleep.


After managing to release herself with help from the people trapped in the cards, Lucy rushed through the casino as she tried to find her friends. Erza, Flare and Happy had already been taken away from the casino and so she needed to find the others fast.

"Night! Natsu! Grey! Where are you!?" she cried out before she noticed a puddle on the floor.

Raising a curious eyebrow, Lucy approached it until she saw it start to bubble and vibrate as if it was being boiled. Before she could wonder what is going on, she screamed in horror when she saw a claw burst out of the puddle and scrap the carpet. In panic, Lucy grabbed a broken table leg and began whacking the claw away over and over again.

"GO AWAY! GO AWAY! YOU THING! I'VE HAD A LONG DAY AND A PUDDLE DEMON IS THE LAST THING I NEED RIGHT NOW!"

The claw grabbed the table leg and pulled on it, much to Lucy's terror. However, she stopped when she saw a familiar skull mask poke out of the puddle and glare up at her in annoyance, "Will you please stop that, Miss Lucy. I'm trying to get out."

Lucy stared blankly at him, "Oh...sorry. You surprised me," she said before she realise what was happening and pointed accusingly at him, "Wait! I'm not sorry! What the hell are you doing in a puddle! You totally freaked me out!"

"That will be Juvia's doing," the puddle said before the water began to move to form a familiar person leaning over the body of Night Terror, "Night Terror was within Juvia's body."

Lucy blinked in utter bemusement, "I-inside..."

"Not inside you!" the blue haired woman scolded, getting in her face, "Inside Juvia!"

"Yeah...I can see that," Lucy meekly said.

Night Terror stood to his feet and glared down at Juvia, "Why did you trap me? I was about to interrogate him."

Juvia was taken back by his tone, a look of surprise evident on her pale face, "Juvia was just..." she tried to explain.

"They have my student, Miss Juvia," he snapped, "She is under my protection. You had prevented me from doing my duty as her mentor and now she is in danger because of it."

"That was not Juvia's intention..." she said, saddened by what he said.

"Night, that's enough," Lucy told him seriously, "Flare's not hurt. They just knocked her out and taken her and Erza somewhere."

Night Terror sighed wearily while Juvia looked down at the floor guiltily, "They took, Miss Erza as well," he mused out loud before thinking, 'Mr Simon mentioned something about a crime I committed. But I do not know of any. Have I been falsely accused or was he lying?'

Lucy gazed over at the Phobos and thought about what Simon had said.

'It seems that your Phobian friend is not telling you the entire story.'

She knew that he kept secrets and she understood why, but this was different. The four people who attacked them were looking for revenge and they were willing to kill anybody who stood in their way. While she doubted that Night was capable of doing anything evil; there is no denying that there is something definitely wrong. The question is whether Night was entirely innocent in all of this.

She hesitated slightly before asking, "Night...have you ever heard of the Tower of Heaven?"

The Phobos hummed, "I am not aware of it. Why do you ask?"

Lucy made a mental note of his response before answering, "That's where they are taking them."

"Then we must pursue quickly," Night Terror declared, "Where is Mister Natsu and Mister Grey?"

"AAAAAAAAAAHHHHHHHHHHHHHHHHHHHH!"

From across the deserted casino, they heard a defining roar which was followed up by wall of flames spewing into the air which destroyed more of the building. The person behind all of this was none other than Natsu who was running around in circles, holding his mouth open in pain. Not too far away, Grey watched on in annoyance.

"IT HURTS! IT HURTS!" Natsu roared as he held his moth open, "My mouth can usually take a lead bullet with no problem, but two bullets! It stings!"

Grey sighed and turned to the others as the others approached them, "This idiot took the bullet that was aimed at me and ate it. He then did the same thing when the lights shut off. We would have followed him but disappeared."

"Natsu did that to save his friend?" Juvia said.

"Like hell I did!" Natsu yelled, "The box guy aimed at him first instead of me! Did he think I was some sort of weakling! I'm totally going to kick his ass when I find him!"

"How...very on-brand of you, Mister Nastu," Night Terror sighed while Lucy and Grey shook their heads in disappointment. Juvia, however, just looked confused.

"I won't let him get away!" Natsu cried before he sprinted to the exit.

"We need to go after him," Night Terror said, "Mister Grey, we will explain on the way."

"How does Natsu know where to go?" Lucy called out as they all began to after the pink-haired man.

"His nose is shaper then any animal's," Grey responded, "He can track anything down."

Lucy hummed before looking at the Phobos in concern, "Night...maybe we should come up with a better plan. They're expecting you to come after them. It's a trap."

"I know," Night Terror responded, much to her surprise, "I want to see this...Tower of Heaven for myself...hopefully, I will get some answers."


Tower of Heaven

Seven Years Ago

Out in the middle of the sea, far away from the mainland, there was an bleak, lifeless island on which a dark tower built upon. The tower consisted of large metal tubes twisted and woven around each other like an ivy plant, growing up until it scraped the dark skies. It was a menacing and cursed sight, built upon the backs of captured men, women and children forced into hard labour. Against their will, they had to endure appalling conditions in their cells, severe punishments from their slave drivers and unbearable heat for a purpose that was unknown to them.

There was no hope for them. No future. Nobody to save them.

Even the name of the construction was ironic to them and it seemed to mock the poor slaves: The Tower of Heaven.

In the depths of the tower, where the enslaved are kept in squalid cells, six young, malnourished children ran up to a hastily dug hole in the wall. There were four boys and two girls wearing rags and heavy shackles on their wrists. One of the boys, with tanned skin and golden blond hair, was the first to reach the hole. He turned back and waved to the others.

"It's over here! Hurry up!"

One of the other boys, with black spiky hair and a pointed chin, glared at him as they ran over, "Sho! Keep your voice down!"

"Wally, your voice is even louder than Sho's," whispered one of the girls, who had short brown hair and a car-like nose.

"Sorry Millianna."

The next boy, with black hair and a very skinny physique, looked back at the other girl of the group. She was a frail girl with shoulder-length red hair, brown eyes. She was trembling in fear, sweat pouring down her tired face at the thought of what they were going to do.

"Erza, if we don't hurry, they'll find us," the boy whispered urgently.

The young girl began to tremble even more, "Y-you're right Simon...if...if they discover where we are...I know what happens to anyone they find..."

"It's all right Don't be afraid," the last boy told her reassuringly.

He was a little bit taller than Erza with spiky blue hair, fair skin and dark green eyes. He had a very distinctive markings over his right eye that was partially hidden by his hair. The boy gave Erza a reassuring smile that caused Erza to blush slightly, much to the chagrin of Simon.

"Jellal..." she uttered.

"We're going to achieve our freedom. Our own futures and dreams," he said encouragingly, "Now let's go-"

He stopped mid-sentence when he felt a sinister presence from behind him. The others felt it too as they turned towards the front of their jail cell and gulped nervously as they saw a familiar figure. She was one of the slavers who oversaw the construction, a tall, lean women whose features are hidden by a white oval-shaped mask that bore some sort of emblem that was the symbol of the cult. She was dressed in the guards uniform consisting of a purple tunic, dark blue trousers, a black hooded undershirt and a black overcoat. The slave-driver was very well known among the prisoners. She was stern, intelligent and absolutely terrifying to the children. Even the other guards seemed to be afraid of her. She gave off an aura of authority that made others unwilling to argue against. They didn't even know her name. They just called her 'Boss,' despite being one of the lower-ranking slavers.

However, strangely enough, she never did anything harmful to them or any other of the slaves. In fact, she was a saint in comparison to her colleagues. She never beat or whip them, always talked to them as if they were humans and even gave them proper food when she can, instead of gruel and stale bread. If the other slavers call her out on it, she would say that they will work faster if they are better treated. Any further arguments are silenced by a cold glare from her.

She leaned in close to the bars and glared down at the children, "What are you huddled around for?"

"Nothing," Jellal confidently told her while the others stepped in front of the hole to try and conceal it, "We're just talking."

The guard hummed thoughtfully. Despite not seeing her eyes, they could tell that she was inspecting them one at a time. Erza began to tremble even more, afraid of what she might do if she spots what they were going to do. Eventually, Boss leaned back and hummed again.

"Let me remind you that anybody who participates in any escape attempts will be severely punished. I have seen countless people make that mistake and all have been tortured harshly. If you know what's best for you then you should stay put," she threatened, "If you want to talk do so in the light where I can see you," she ordered before she turned and marched away.

Once they knew it was safe, the children sighed in relief and looked back at the hole. Jellal smiled and turned to the others.

"We have to be careful. We don't want to alert her or we'll be in more trouble," he told them all, "Let's go, Erza..."

...Erza...

...Erza...

...Erza...


Unknown Location

Seven Years Later

"...ERZA!"

The red-haired woman woke up with a start as somebody shouted her name, but felt something tying her down. She looked around and saw that seemed to be in the hold of a wooden ship with crates and barrels stacked around her and rope hanging on the rafters over her head. Judging by how the ship was rocking back and forth steadily, they were currently sailing somewhere. She looked down to see that was tied up to one of the support beams with the same rope used to tie up Lucy. She tried to wiggle out of her bindings but they were too tight.

"Erza...are you awake now?"

She blinked when she heard the voice call out to her and turned her head to see somebody else tied to the beam, facing the opposite way. Once she saw the long red-hair, she instantly knew who it was.

"Flare?" she called out to her, "Are you hurt?"

"No, but I smell like tobacco. Damn, that square must have been smoking when he was carrying me," the young girl grumbled, "What's happening? Where are we going?"

"We're en route to Tower of Heaven," somebody else answered. Erza looked up to see Sho coming down the wooden stairs from the deck casually. He had now got rid of the casino uniform and was now wearing a long red, collared robe over a pink pinstriped suit, "We should get there within the hour."

Erza shuddered at the name, while Flare glowered angrily, "I don't care about some stupid tower! Let us go!" she tried to move her hair to attack Sho, but was surprised when nothing happened, "What the..."

"Don't even try. Millianna's rope seals your magic. No wizard can do anything while bound by them. Not even, sis," Sho said, looking over to Erza.

Erza grimaced at this. She wanted nothing more then to Requip into her armour right now. She couldn't go back to the Tower without it...she was just too frightened. However, before she could ask Sho to loosen the rope, she stopped and looked back at Flare.

'If I ask for him to untie me, I have to tell him that I'm afraid,' she thought, 'I can't let Flare know that I'm scared. I have to take charge. I have to set an example or else she would lose faith in me,' she mentally sighed and kept her moth shut.

Despite how frightened she was, it was her duty to keep Flare safe.

"Sho..." Erza eventually said, "Please let Flare go. She doesn't need to be here."

Flare looked back in her in shock while Sho sadly shook his head, "Sorry, Sis, but I can't do that."

"Even if he did, I'm not going to leave you behind," Flare called out, "I'm a part of Fairy Tail-"

"Stop it, Flare," Erza snapped at her, "I know you are loyal to the guild, but you just can't be here. Please Sho, she has nothing to do with this. You know how terrible it was for us, why would you let her endure it."

Suddenly, Sho dropped to his knees and hugged Erza around her neck, much to her surprise. She was about to say something when he heard him sob into her shoulder and felt the tears land on her dress.

"Sis, I'm sorry. I never wanted this to happen. I don't want to force anybody to go to the Tower, but we have to."

"Why? Who's making you?" Erza demanded.

Sho sobbed again, his eyes shut tightly as more tears rolled down his face, "He said that if we do this...we can be finally have justice. All those years of waiting, preparing, training and we've got our chance. We can't let it slip on by. It's the only thing that has kept us going...and you can also be a part of it...and our family is complete."

"You're not making any sense, Sho. Who are you talking about?" Erza demanded forcefully.

The tanned-skinned man looked up at her, his eyes red and his teeth gritted in anger, "We're going to kill the Phobos. First the Night Terror and then every single one. We're going to make them suffer like we did."

The womanns' eyes widened in alarm, not believing what he said. Erza took a shaky breath while Flare struggled against her restraints.

"You're insane!" Flare yelled, "Night Terror has never done anything to you! He's a good person!"

"He's been lying to you!" Sho roared, "All of you! He and his kind are traitors who deserve to die!"

Erza shook her head sadly, "No...Sho. There aren't anymore Phobos. They Clan was destroyed before we were taken to the Tower...they didn't betray us-"

"LIES! THEY ARE OUT THERE! HIDING LIKE THE COWARDS BECAUSE THEY WON'T ADMIT TO THEIR CRIMES!" Sho yelled in her face before he calmed himself down, "I'm...sorry, Sis...I didn't mean to shout at you. I can't blame you. He said that you might be bewitched by that Phobos. That Night Terror had been feeding you lies for seven years."

"Who told you that?" Erza demanded through gritted teeth.

Sho shook his head and his grinned madly, "That Phobos must have used his magic to influence you...heh..heh...otherwise why else would you betray Jellal."


Open Ocean

The midday sun reflected off the sea, making the water sparkle and glow as the Fairy Tail members and Juvia travelled across it. Natsu's sharp sense of smell had pointed them in the right direction and after finding a small fishing boat and travelling throughout the night they were...completely and utterly loss. With no sign of land in sight and their navigation system currently leaning over the side of the boat trying not to throw up, they had fallen behind on their rescue attempt, much to their disappointment.

Night Terror, who was now wearing his robe, and Grey were on look out while Lucy held her head in her hands miserably. Juvia, who was now back in her blue coat and Cossack hat, was at the aft of the boat using her Water magic to make them move, but since they had no idea which direction they were going, they decided it was best to save her energy and opted to look out over the sea.

Grey sighed tiredly and looked down at the pink-haired mage, "Can you smell her now?"

"Can't talk...trying not to...die..." Natsu croaked as Grey rolled his eyes.

Night Terror sighed before he his eyes landed on Juvia who was still looking at the horizon with a saddened look on her face. They hadn't really spoken much since they set off on their voyage, but, if he had to guess, she was feeling depressed after he snapped at her. It was clear that she was taking it pretty hard and he was beginning to feel guilty, especially since she was trying to make amends with her past. Maybe if she didn't stop him, Flare and Erza would be safe, but that was no reason to treat her so cruelly. She only had the best of intentions. After a few seconds, Night Terror left his post, made his way to the aft and sat on the seat beside Juvia. She merely glanced at him when he moved, but other then that didn't do anything else.

"Miss Juvia...I apologise for how-"

"You really don't have to," she suddenly interrupted, without look, "Juvia does everything wrong. Juvia is used to it."

"But you did not. You did what you thought was best."

"If Juvia didn't interfere, then you could have helped your student. Juvia is useless as always."

Night Terror frowned sadly as rain began to fall upon them, "That is not guaranteed. I could have failed...," he said before he asked, "Why did you trap me?"

Juvia hesitated slightly before she looked up at him, "Juvia...was afraid."

"Afraid of what?"

"When you trapped your opponent with your shadows, Juvia felt this...anger radiate of you. It was so intense and so powerful...it was the same anger you had before you turned into that...giant shadow monster," she explained, making Night Terror remember the Deimos incident with Jose Porla, "Juvia was afraid you were going to turn into it again. Partially because you could have hurt him...but also because I know that you would have regretted it after you calm down. Juvia gets angry and lashes out too, but Juvia always regret it afterwards. Once it happens, people who you thought were friends leave you, people who care for you will never trust you...and you are alone...again. Juvia just didn't want you to suffer the same fate as well. You are too kind to be left alone," she admitted as she looked down at her feet, "Juvia is sorry...Juvia is weak and acted on impulse. Juvia won't do it again."

She was surprised when she felt something placed on her shoulder. She looked up and saw that Night Terror had taken off his claw gauntlet and laid his uncovered hand on her reassuringly. She found it rather comforting to feel the weight of it; she was still unused to people actually touching her and couldn't help but blush.

"Thank you Miss Juvia...I understand it perfectly. You were looking out for me, supporting me, and prevented me from making a mistake," he told her, "I do not believe you are weak. I thought it was very brave of you to react in order to help others. You really have turned a new leaf, Miss Juvia."

She shook her head in denial, "No, you shouldn't be praising Juvia for this."

"I should. Perhaps things would have turned out differently if you did not intervene, but I cannot criticise you for acting. Making troubling decisions for the greater good is welcomed at Fairy Tail."

Juvia blinked in surprise, "But...Juvia...didn't do anything special. Honestly."

Night Terror took his hand of her shoulder and slipped his gauntlet back on, "In that case, maybe we should come to a compromise. You will accept my apology and I will accept yours. That way, we can proceed with what we are doing and leave this behind us."

Juvia thought for a few moments before a soft smile spread across her face, "Juvia...accepts your compromise and Juvia will do everything in her power to get your friends back," she declared as the rain seemed to stop suddenly.

Night Terror smiled from under his mask and nodded, happy with her response. Lucy, who had been watching from the side, couldn't help but smile at this. She was glad they had made up and were now working together. However, there is still the problem of finding the Tower. The people who kidnapped Erza and Flare are hours ahead of them and who knows what they doing to them.

"Night, can you sense their fear. Maybe we can track them down with it," Lucy suggested.

The Phobos shook his head, "I am not picking up anything. I believe they are out of my range. Even then, they are still wearing those damn rings. I can only assume they have other measures in place."

"Oh yeah, I noticed those," Lucy hummed, "Do you know how they got them."

"I cannot say," he said, "but I have a few theories-"

He stopped suddenly and perked his head up. It was feint, but he could definitely hear something. Something that he hadn't heard in over a decade. It sounded like a deep percussion sound like somebody was hitting a drum every three seconds. He looked around his surroundings as if he was trying to find its origin.

"What's the matter? You see something?" Grey asked curiously.

Night looked back to the boat, "Can you not hear it?"

The others shook their head no. The Phobos hummed and listened for the sound once again and found it was coming from a particular direction.

"Miss Juvia, head that way," he instructed, using his claw to point slightly to the right of them.

Juvia did so and soon they were speeding off across the water. Night Terror listened again and found that the sound was getting louder and faster. Realisation struck Night Terror like lightning, he knows what it was.

"It is a bodhrán," he uttered.

"A...what?" Lucy questioned.

"A type of drum native to the Phobos, we use it plays and concerts. However, it does have another purpose," he explained, "the pitch of the drum reacts to Phobian metal, making it vibrate and amplify. It can be miles away and it will still vibrate. Here listen."

He held out claw towards Lucy and pressed the metal against her ear. After a few seconds of listening, she started to hear the gentle tempo of the bodhrán vibrate off the metal.

"I can hear it too, but what does it mean?"

"It means that since it can be heard from miles away, we made other uses for it. For years, we used it as a way to navigate boats through thick fog, but it also can be used as...a distress signal."

Grey, Lucy and Juvia looked up at him in shock, "Wait?" Grey said, "You don't think there's another Phobos sending out a signal do you?"

"That's great. If they are other Phobos then they can help too," Juvia said.

Lucy hummed sceptically, "I don't know. It seems a little coincidental."

'Another survivor?' Night thought, 'It has to be. There is nobody else who would know about the distress signal."

"Hey guys," Natsu groggily called out, "What's that...up ahead?"

They turned and saw something on the horizon. Juvia increased the speed and soon the thing became clearer to them. A few miles away, was a dark, foreboding tower which reached high into the sky; higher then any building they have ever seen before. The mere sight of the ugly building sent chills down their spines. It looked like something that should have never been built, a black scar on the world. No doubt that this is the Tower they had been trying to look for. However, what made things worse was the fact the sound of the bodhrán was coming right from it.


Prison Cell, Tower of Heaven

Flare was dragged into a dingy prison cell by Wally and chained up to the wall with her arms above her head, too tired to struggle anymore. She was confused, agitated, but most of all, worried about her mentor. Ever since she heard what they had planned for Night Terror, her stomach was in knots and her mind was clouded with uncertainties. She had no idea why they would want to kill him; he hadn't done anything wrong...well, she was convinced he hadn't. After all, their captors seemed absolutely convinced; even the cat girl, the most cheerful of them all, seemed like she was after his blood. However, she can't admit defeat. Not yet. She needed to be strong, because that is what Night would want her to do. Besides, Erza had given her a task before they were separated into their cells.


-Flashback Twenty Minutes Ago -


Ship

It had been a while since Sho had left them. Above them, on the upper deck, Erza and Flare heard the shouts to ready the ship for landing, signifying that they had arrived at their destination. Erza hummed in worry before she looked back at the younger girl with a serious look.

"Flare, they are likely going to separate us-"

"But you're going to fight them, right?" Flare interrupted.

"I...I don't think I can...not just yet," Erza admitted solemnly, "Don't worry about me. I can take care of myself. I don't doubt that the others are already coming for us and so when they rescue you, I need you to do one thing."

"What about-"

"Flare! This is important!" Erza snapped at her, silencing her instantly, "...as soon as he rescues you...get him off this island immediately. Do not let him investigate or let him know why they are doing this."

Flare felt a cold shiver run down his spine when she said that. It was clear from her tone that what she was requesting was urgent, but she had to know why. Why should she get him away before he can save her?

"But Erza-"

"Flare. Please...don't do this for my sake...do this for Night Terror's. He just can't know...it will break his heart," Erza softly said, making the young girl even more confused.


-Flashback End-


Once Wally was done restraining her to the wall, he stepped back and gave a thumbs up to Millianna who was stood by the door.

"That should hold her, but you might want to keep her hands tied up with your rope in case the little missy uses her magic," he told the cat girl.

"Meow! Okay!" Millianna chirped, "You said she uses Hair magic like Vidldus, right?"

"Yeah, but she ain't as good."

"Hey! I'm still learning!" Flare crossly shouted.

Wally grunted, "Clearly, otherwise you wouldn't have jumped out of you hiding place to attack me. I was going to give up on looking before you helped me."

"Liar!"

"It ain't dandy-like to lie to a little missy, like you," Wally said with a grin, "You really did us a favour, there."

Millianna nodded her head enthusiastically, "Yep! With the intelligence we gathered, the Phobos is definitely coming to get you. Thanks! We'll bring you something yummy to eat later!" she said as they walked out of the cell, closing and locking the door behind them.

"Hey! Come back here!" Flare shouted as she struggled against her chains, "I didn't mean to bring him here! I just wanted to show him that I can battle and get him to stop treating me like a little kid!"

Wally and Millianna shared a look before looking at her through the bars, "Well, you ain't doing a good job at it."

"Lucky for us, you sound like a handful, meow. See you later!" Millianna called out as the two took their leave.

Flare watched them leave furiously, "I didn't...I just...I..." her anger seeped away as realisation started to set in. She frowned sadly and stared at the dirty ground beneath her feet, "I'm...I'm sorry Night," she uttered.


Outside the Tower

On the coastline of the bleak island, Night Terror, Natsu, Lucy and Grey hid behind large boulders as the scanned the entranceway to the Tower. There was a stairwell cut into the jagged cliff side, but it was heavily guarded by men in dark blue uniforms. Each guard had a large quadrupedal sentry animal with them. They looked like something between a dragon and a crocodile, with a large, elongated snout with sharp teeth, no eyes, purple skin and a muscular torso. Some of them had wings on their arms, hinting that they might be used for air patrol. The Fairy Tail members scouted the area, taking note on every guard and lookout.

Eventually, Natsu gave a bored sigh, "Come on, let's just charge up there."

"Don't even think about it," Lucy snapped at him, "Erza, Happy and Flare are being held prisoner. If we screw up, they'll be the ones in danger."

"I quite agree," Night Terror hummed, "I do not doubt you can defeat them, Mister Natsu, but I can only assume they will be more guards inside the Tower. We will be wasting time trying to fight them all."

"Besides, we're not at the entrance yet. We don't want to be discovered this far away," Grey muttered thoughtfully.

They heard the a wet sound and turned to see the top-half of Juvia appear above the surface, "Juvia has found an underwater path to the lower levels of the Tower. Juvia believes it leads to a deserted chamber, but Juvia cannot confirm that there are no guards."

Night Terror nodded in acknowledgement, "Excellent work, Miss Juvia. I believe we can use that to our advantage."

Juvia blushed and held her cheeks, "Juvia was praised. Is this what it feels like to be part of a nice guild?"

"You're getting flustered over that?" Lucy asked, raising an eyebrow, "How horrible was Phantom Lord?"

Night Terror hummed once again, "I believe I have an idea. We will make a disturbance in the deserted chamber which will alert all the guards and lure them into the chamber. With the majority of their force concentrated in one area, we will strike suddenly and take them out in one go. The rest of the guards will either be stragglers or be too confused and disorderly to act. With them out of the way, we will then focus our efforts in finding our friends. Hopefully, the shock and speed of our attack will catch them unaware. Does everyone agree?"

"As long as I'm beating people up, I'm up for it!" Natsu cheered eagerly.

"I guess it's the best idea we got," Grey said before looking over a Juvia, "But how will we get to chamber? How long do we have to swim?"

Juvia frowned slightly before she answered, "Approximately ten minutes underwater. Can you hold your breath for that long?"

"Sure."

"Ten minutes? Not a problem."

"I suppose I can try."

"No! And neither can you guys!" Lucy shouted at the men of the group in disbelief.

"Then place this over your heads," Juvia said, raising her hand up and creating an orb of water, "It's oxygen surrounded by a water shell. You should be able to breath within it."

Natsu curiously took the orb of water and placed it over his head, finding that he can breath perfectly well in it, "Wow! So cool!" he said before turning to Juvia, "By the way, who are you again?"

"Huh?" Juvia uttered in bewilderment.

Lucy rolled her eyes and looked over at Night Terror, "So, what kind of disturbance we're you thinking of?"

The Phobos smiled under his mask, "I have something in mind," he said before he looked towards the sea, "Miss Juvia, this...underwater path. Would you say it was a depth of 600 feet or less?"


Chamber Underneath The Tower

The flooded naturally-formed chamber was only patrolled by a few guards posted in four guard towers that were connected by stone bridges. Hardly anybody knew about the entrance underneath the Tower, let alone enter through it so why bother guarding it. However, currently the chamber was packed with hundreds of guards and their sentry animals, on each level, holding their weapons towards a particularly dark area in the water below them. A guard first spotted the dark form five minutes ago and at first thought nothing of it, assuming it was some sort of sea creature, but as he saw it move about in an odd way, he decided to alert the rest of the army.

"This has got to be them. The boss told me that these mages are coming," the head guard chuckled, standing on a rocky platform closest to the dark figure. He was flanked by at least fifty guards, pointing their guns and spears at it, "They thought they catch us by surprise, but it looks like they got the wrong end of the stick. Alright men, as soon as they breach the surface, shoot to kill!"

"Yes sir!" the guards responded.

The headguard grinned wildly when he saw the dark figure move again, this time towards the surface, "Come on, you stupid mages. There's no need to be afraid of-"

The words caught in his throat when something he nor any of the guards were expecting to breech the surface. It was a copper helmet of a diving suit, its front window stained green and there were patches of barnacles in places. The helmet started to rise and more of the diving suit began to be revealed, easily towering over the guards in a terrifying display. Nobody said anything for a few seconds, too shocked to say anything. That was until the saw, at the murky front window of the helmet, a grinning skull.

The headguard was the first to scream, before the rest of the army joined in as well. Before they could run away, the Sea Terror reared back his right arm, made a very long dark shadow shoot out of the suit's glove, and swung it the guardsmen, sending a dozen of them flying in to the air. The guards in the towers and on the bridge began to fire the magic guns at Sea Terror, but another shadow shot out of the suit and stretched itself into a shield to take the blows. Sea Terror looked up at the rest of the guards and produced yet another tendril, making it shoot down into the water below. After a spilt second, the tendril came out of the surface again, having grabbed, Lucy, Grey, Natsu and Juvia from out of the water and flung them up towards the guards.

"You just attacked the wrong guild!" Natsu shouted, his fists on fire as he sailed towards a platoon of guards, "WE'RE FAIRY TAIL, YOU DUMB THUGS!" he yelled, smashing the guards with one powerful hit.

Grey flew towards one of the bridges and saw the guards posted on it, shooting down at Sea Terror. His fists began to emit a frosty misty as he reared back his arms and produced a giant mallet made out of ice.

"ICE MAKE: HAMMER!" he yelled, swinging the hammer down on the bridge, breaking the entire thing in half and taking down another twenty guards.

Lucy landed on another bridge in her bikini, instantly making the guards on the bridge fall head over heels for her. She only gave an annoyed hum before she took out her gate key and held into the air.

"GATE OF THE MAIDEN: VIRGO!" she chanted before the pink-haired maid appeared beside her.

"You called, princess?"

"Deal with those perverts."

"Gladly," Virgo gently said, before the Celestial Spirit began to attack the guards.

Juvia landed on one of the shallow parts of the chamber, right in the middle of a group of guards. One guard took his chance and charged her with his spear, swinging it at her torso. He was confused why the mage wasn't reacting to his attack and even more baffled when he saw his spear pass through her like she was made of water. Juvia looked back at the guard in irritation before she turned her arm into a jet of water and whipped it at the guards surrounding her.

"WATER SLICER!" she bellowed as the attack knocked an entire platoon out in one go,

Meanwhile, guards were throwing down the weapons and running away from the Sea Terror in desperate attempt to get away from the Phobos. However, shadow tendrils would shoot out of the divers suit and pull them back before they could do so. Sea Terror would either throw the guards into the water over his shoulder, or fling them back towards him so he could swat them away with his heavy glove. Spotting a group of guards not too far away, he used his shadows to push himself off the ground and leap over to them. He made a war hammer out of his shadows and, when he was close enough, slammed at their feet. The force of the attack knocking them down.

One brave guard ran up behind him and swung his spear into his back. However, before the tip could even touch the rough material, Sea Terror suddenly disappeared from his sight. The guard looked around in confusion, until he felt a presence behind him, causing him to look up to see the green window and skull mask looming over him.

"So fast," the guard uttered before two shadow tendrils picked him and threw him across the chamber, but not before the Phobos took his spear.

As quick as lightening and as swift as as darkness, he sprinted up to four guards and whacked them with the butt of the spear before the weapon finally broke in half and he tossed it aside. Sea Terror frowned from within his costume as he sent a shadow whip a twenty guards, sending them off their feet. He whipped some guards that were flying on the backs of their sentry animals, knocking them out of the air. He felt a presence behind him and so turned around and prepared to knock them away. However, he stopped suddenly mid-swing when he saw that it was only Virgo, with a small smile on her lips and a massive blush on her face.

"Oh...Miss Virgo. My apologies, I almost hit you there," he said.

To his bafflement, the smiled dropped from her face into a disappointed pout. She turned on her heel and walked miserably away, casting an slightly irritated look at him over her shoulder.

'What...what was that about?' Night Terror thought with a sweat drop.

Not too long after, all the guards and their sentry animals had been defeated, the uniformed men littered the floors of the chamber completely immobilised. Lucy looked over the hundreds guards with a small worried frown.

"Looks like we dealt with the army, now we just need to get up into the tower...somehow," she mused before she looked over at Sea Terror, "I can't believe you found a use for that diving suit."

"I knew it would come in handy," he told her as he enveloped himself in shadows for a few seconds before it dropped to reveal him back in his robe and skull mask, "And I can quickly change into it to."

Lucy sighed, "You will do literally anything just to avoid undressing, huh?"

They heard a deep rumble sound coming from the side of the chamber. They looked up to see a giant tiki mask chiselled into the rock wall about twenty meters above them. The mouth of the mask opened up and a long stone tongue slide out, reaching towards where they were standing before coming to a halt at the ground. The tongue formed a stairwell which entered the mouth of the mask to, presumably, the next level of the tower.

"What's that?" Natsu questioned.

"Probably there way of saying 'come in'," Grey observed.

Night Terror frowned thoughtfully, "It would seem that they were not disheartened with the shock attack," he mused, before he heard the sound of bodhrán drum play. This time it was louder and seemed to be coming from above them. Night Terror stepped onto the tongue stairwell, "Let us not keep them waiting."

"Wait!" Lucy called out in concern, "We just going to walk in."

Night Terror stopped and looked down at the others, "I believe that confrontation is inevitable. For now, our best chance of finding our friends," he glanced upwards, "Is to play by on their terms. This is quite troublesome," he muttered as he ascended the stairs.

The other mages casted weary looks before quickly following the Phobos into the unknown.


Prison Camp In Eastern Fiore

Meanwhile, hidden amongst the mountainous landscape, far away from any sort of civilisation, was a small, bleak prison camp.

The prison specialises in holding criminals who can use magic and has special measures, like an anti-magic parameter, in place that prevent them from using it. Usually, prisoners would be out in the courtyard, smashing up rocks to use for constructing buildings, but today the entire prison was captured and overrun by the Faceless One's army of Nobodys. They had swiftly taken over the communication and the main administration building before ruthlessly rounding up the prisoners and guards into the courtyard, their sharp blades poised over them threateningly.

Faceless One watched her soldiers take control of prison occupants from the warden's office window located on the top floor of the administration building. Meanwhile, the warden was on his knees his hands clasped together pleadingly while a Nobody stood over him.

"Please, we don't have any money or anything. We already have a strict budget as it is. If you wait a few days, somebody from the Council will come up and we can negotiate," the warden begged.

Faceless One remained silent for a few seconds as she continued to stare out the window before saying, "I don't desire money, mister..." she glanced over at the name sign on his desk, "...Norton. What we really want are your prisoners."

Norton gulped, "No please. There are really dangerous criminals in the prison. You can't release them."

"I never said anything about releasing them," Faceless One drawled, "Let's just say, your prison is under new management. Put him with the others."

The Nobody grabbed him by the scruff of his collar and pulled him up onto his feet. He began to drag him out of his office, Norton screaming in fear as he left. As soon as they were gone, eight Nobodys entered the room and bowed at the sight of their master.

"Master," the Nobody in the front said.

At last, Faceless One turned away from the window and slowly made her way in front of them, "You were what remains of the platoon that I ordered to capture this prison," she stated in a voice that made them flinch in fear.

"Yes Master," the Nobody once again spoke.

"It took me five minutes to subdue this entire facility and have the recruits rounded up in the courtyard," she spat, "Your entire platoon has not only failed, but gave me no choice to leave my home and enter this filthy, daonna ridden cesspit!"

"We apologise master...but we were facing a very powerful gui-"

And that's all the first Nobody manage to say before the Faceless One turned it into dust with a swipe of he glowing hand. The other Nobodys were startled by how swift they captain's death was, but they barely had time to process it before the next two closest Nobodys were killed. One Nobody at the back, took its chance and ran to the double oak doors as its comrades were slaughtered. But before he could leave, two Nobodys outside the room shut the door before he could make its escape. The two Nobodys kept it closed as they heard the escaping Nobody slam its fists into the door.

"Let me out!" it screamed in pure horror, "LET ME OU-"

And then silence.

A few seconds later and the Faceless One threw open the doors, making the two guards stumble before standing up straight and marching on either side of their master. They walked out of the main door and down the steps towards the courtyard where the Nobodys had rounded up the prisoners and guards in a circle. The captives were on their knees, none of them daring to make any sudden move under the soulless, horrifying glare of their new guards. However, once Faceless One stepped onto the courtyard, the fear for the Nobodys was overshadowed by how terrified they were of her. She looked like a demon that escaped from the darkest corner of hell.

Faceless One overlooked the rounded up people and sneered in disgust from behind her mask, "Repulsive animals. The mere sight of them is sickens me," she muttered before addressing the Nobody to her left, "Take them all. We'll put them to good use," she ordered.

One prisoner, with a round body, short black hair and pencil moustache, gritted his teeth, "They can not treat me like this. I'm a duke, I should be treated better then this."

He looked around his surroundings and spotted a gap between the Nobody guards. Taking his chance, he sprang to his feet and sprinted towards the gap. If he could take the Nobodys by surprise and head towards the forest, he could escape. He was almost at the edge of their enclosure and neither of the Nobodys made a move.

The duke grinned triumphantly, "Boyoyyo! Thanks for letting me out of prison early! Too bad underestimate the greatness that was Duke Everlu-"

He was about to go through the gap, but suddenly, appearing in thin air in front of his face, a boot slammed Everlue in the face, sending him flying back. The Nobody, after repealing the man with his kid-air kick, swiftly landed and jumped towards Everlue whilst he was mid-air. He grabbed the duke's arm and slammed him down on the ground easily. Before Everlue could recover, the Nobody stood over him and held his wrist sword to his neck, pinning him to the ground. This all happened in a space of two seconds, Everlue, nor the other captives saw it coming.

Facless One sighed wearily, "Stop playing with your food and put it back with the rest of the herd," she ordered before she recognised the knocked out man, "Hmm Duke Everlue. I think I remember you. A man that's all gristle and no meat. I changed my mind, he has no worth to me," she said with a dismissive wave.

As the Nobody began to drag Everlue away, upon the roof of the prison's main building, somebody crept their way towards the edge. They peered down towards the courtyard, their eyes glued on Faceless One intensely as they gripped the hilt of their sword in preparation. Their breathing was deep and steady, making sure they are focused on what they were doing.

Normally, they would never go all out in a fight unless they were facing a true enemy. How much it angered them to use such cowardly tactics, they knew that this was the only way.

This was their only chance to strike down the monster.

Faceless One sighed wearily as she watched the Nobody leave to dispose of Everlue before addressing her captives, "You see, there is nothing but cowards here, honestly you should thank me for being so…caring. I'm making good use of you, giving you purpose. Of course, there is something worse then a coward…" she mused, "…and that is a hero. If any of you pieces of dirt every stepped up in defiance I will have your head on a pike. There are many reasons why I detest a hero…"

The figure on the roof got into a stance, ready to pounce.

"…heroes do stupid things and hide them by calling them acts of bravery…" Faceless One continued.

The figure drew their sword from their sheath.

"…they are stubborn…"

The figure's leg tensed and their sword was positioned just over their shoulder.

"…but worst of all…"

Suddenly, the figure leapt off the edge of the building and brought the sword down over their head, swinging it down onto Faceless One. They got closer and closer until they were just above her head. Suddenly, as quick as lightning, Faceless One reached her arm back without looking and grabbed them by the throat. The figure gave a choked gasped at the sudden action, making them drop the sword by her side.

"…they are all so predictable," Faceless One finished as she strangled the figure.

She tossed the figure in front of her as if she was a rag doll. The figure responded immediately as they hit the ground, they sprung up to their feet and charged at Faceless One with a vicious war cry. However, a Nobody appeared out of nowhere to the side of them and kneed them in the gut, sending them flying off course. They grunted as the hit the hard ground for the second time, but recovered almost instantly as she got to her feet again. But this time, two Nobodys came up behind them and held their arms behind their back. The Nobody who kicked the figure in the gut, sprinted up to her and released his sleeve sword and held it to their neck, completely restraining them.

Faceless noted their new captive with a disinterested look. All daonna look the same to her, but she guess that there were very small differences. For instance, this daonna was a girl about sixteen years old with long straight dark purple hair, fair skin and sharp hazel-coloured eyes. She wore a white battle kimono and a white headband with a white ribbon tied at the middle in a bow, pointing straight up. The young girl gritted her teeth as she struggled against her captors, but they were too strong. They managed to pull the sword from out of her hand and give it to the Faceless One, who studied it thoroughly.

"Hmm…quite a powerful weapon," she mused before her hands glowed white. The sword began to glow brightly as well as if trying to fight off the Phobos magic, but ultimately it succumbed to Faceless One's power and crumbled into dust, "Little children shouldn't be playing with things like this."

The girl's anger dropped the moment she saw her weapon destroyed, her face filled with utter shock and despair. It caused her to stop her struggling allowing the Nobodys to set on her knees before their master. She looked down from the Faceless One's hands to the pile of dust at her feet in disbelief.

"You…destroyed archenemy," she uttered before her eyes narrowed furiously as she stared up at the Phobos, "You're going to pay for that, villain. I will…"

"Use your magic on me?" Faceless One interrupted, "May I remind you that this whole site has got a magic cancellation system in place," she said, making her grit her teeth in anger, "You're as useless as the rest of the prisoner scum. Now, tell me, what guild do you belong to?"

"I don't belong to a guild. I'm a freelancer," the younger girl spat.

Faceless One hummed wearily, "Your in no position to lie to me, little girl," she looked to one of the Nobodys, "cut one of their heads off, perhaps she'll feel more talkative then."

As the Nobody reached for the nearest terrified prisoner, the young girl growled in anger before calling out, "Mermaid Heel! I'm from Mermaid Heel!"

Faceless One gave a dark chuckle before she called off the execution with a casual wave, 'Mermaid Heel,' she thought, 'a respectable guild and one that would know if one of their own go missing. I guess we can't slaughter her or else we draw attention to ourselves,' she decided before she looked over the girl, "Am I right in assuming that it was your guild that warded off my soldiers?"

"We did."

"But you stayed behind?"

"The others thought that was the end of it, but I knew better."

"What a clever little girl," she mocked before turning to one of the other Nobodys, "Round them up and have them ready for transportation. I don't want to spend another second in this place."

The young girl glanced behind her and saw the Nobodys begin to herd the captives, "What are you going to do to them?"

"Faceless One gave her a firm look, "Upgrading them."

"Upgrade?"

"I'm improving them. Make them better, stronger and less polluting," she explained gesturing towards the Nobodys, "It's natural for creatures to want to improve themselves and I'm merely providing the means for them to do so. It's all for the greater good."

She looked up at the Nobodys in horror, "These are human?" she uttered before she glared at the Phobos, "You're not improving them. You're turning them into your slaves. How does turning them into puppets be for the greater good?"

"You're not looking at the bigger picture," Faceless One said, "I'm not killing them. That would be a waste. I'm making them less barbaric, more civilised, more useful. A grain of wheat is inedible until you make bread. A piece of carbon rock is worthless until it becomes a diamond. An ore is useless until it becomes metal. I'm bringing order and peace to this world. There will no more wars, death, pain or anything that will cause harm. Doesn't that sound perfect? Everything is in their right place and working like clockwork for when..." she trailed off slightly and looked down at the ground. Her tone of voice became thoughtful, calculative and lack any sort of humanity, "Everything needs to be ready. Every single detail in position. Every variable accounted for. Every snags or problems removed as by my design," she looked down at the young girl, causing her sweat nervously, "And I will crush and destroy everything in my way in order to do so. For the sake of our future, I will be ready. I will be prepared."

The young girl snarled, "You believe that you're prophet, but you are far from it. You're just insane!"

Faceless One grinned under her mask, "Weak people are often afraid of things they don't understand," she simply said before she turned away.

She growled furiously in response, "My names is Kagura Mikazuchi! Remember me, Phobos, because I swear, from this day forth, I will hunt you down and stop what you are doing! Even if it means killing you! I will not rest, I will not eat or drink, I will not stop until I separated your head from your body! I CURSE YOUR NAME!"

Faceless One looked back at her curiously, brushing of her declaration without a single care, "Mikazuchi? Hmm...where have I heard that name before..." she then smiled wickedly, "...Oh I remember. Do you by chance have a brother by the name of...Simon?"

Kagura's eyes widened in disbelief; her fury dissolving almost immediately at the mention of her long lost brother, "S-Simon...do you know him?"

"Hmm...not personally. But I know of him."

The young girl fought down a sob, trying to keep her calm persona, "Where...where is he?"

The Phobos smile grew wider as thought about what she was going to do. Faceless One was never one to pass up an opportunity when it emerges. All she had to do is plan in her head, think of every possibility and decision in order to take advantage. That was why she walked back to Kagura and kneeled to her level.

"I'm sorry to tell you this...but your brother is dead."

Kagura felt her as if her whole world shattered around her. The little hope she had gained was instantly stripped away at what she said. No longer could she maintain her façade and tears began to form in her eyes as she began to visibly shake.

"W-what?"

"He died, you poor thing," Faceless One cruelly repeated.

Kagura shook her head as a sob escaped her lips, "No...no. You're lying. He can't be dead. Not after everything I have done to get him back."

"I'm afraid, I'm telling the truth," she lied easily, "In fact he was murdered."

"M-murdered?"

"Yes," Faceless One said, "murdered by a man who goes by the name of...Jellal Fernandes."


So, I know what you're thinking, but honestly I had no intention of leaving it on a cliff-hanger. I thought I could trust my computer to work for five minutes without having constantly plugged in...but evidently not. It ran out of charge and (without warning me) shut itself off, making me lose about half an hour worth of unsaved writing. So after having staring at my blank screen for 10 minutes and having small nervous breakdown, I've written as much as I can remember and left it there. Sorry.

Anyway, I hope you enjoyed the chapter.

I hope you all understand the Phobos' involvement in the Tower of Heaven, because I got lost a few times myself. If you have any questions please don't hesitate to send me a PM or review and I'll try my best to explain.

Thank you all for reading and I'll see you next time.

Bye :)

P.S: I was thinking of doing a Q&A on the Phobos Clan. If it gets popular I'll post it as an omake in the next chapter. So, if you have any questions about their society, traditions or any sort of aspect about their lives please send your question either through PM or review. Thanks!


Omake - Sometime Before The Tower of Heaven Arc

Fairy Tail Guild Hall

"Alright! Let's get started!" Natsu proclaimed enthusiastically.

"Aye!" Happy chanted in agreement.

Lucy looked up from the book she was reading to the table Natsu, Happy, Grey, Mirajane and Erza were sat at. She raised a curious eyebrow, when she saw a large noticeboard perched on a stand next to them and how each of them had paper and a few coloured pencils.

"Huh? What are you guys doing?" she asked as she closed her book.

Mirajane giggled, "Oh, I suppose you weren't here the last time we did this, Lucy."

"It's our fifth annual 'Guess What Night Terror's Real Face Looks Like' competition," Grey explained.

"Guess- what?" Lucy questioned.

"Every year we gather around when Night Terror's not around and come up with the best idea of what Night Terror really looks like," Happy told her, "We each submit a drawing what we think he looks like each and we vote for our favourite ones."

"There's extra points for design and creativity," Mirajane added.

Lucy raised an eyebrow, "I thought you guys didn't want anything to do with Night until I came along."

Happy laughed, "Oh Lucy, this is an omake. We don't have to be canonical to the original story."

"Nobody like meta-jokes, cat!" Lucy shouted before turning to Erza curiously, "I'm surprised you're taking part in this."

Erza gave an amused smile, "Usually, I tried to avoid this competition, but I somehow managed to get drawn into it. I suppose it is a good mind exercise. Battling is more then just physical strength, you know."

Mirajane giggled, "Really? I think it's because you lose to me every single year," she teased, earning an angry tick mark to appear on the Erza's forehead.

"Hey guys, don't start without me!" Levy called out as she ran into the guildhall with her own paper and pencils, "I've really improved my drawing. I've got a good feeling this time."

"Levy, you too?" Lucy sputtered in shock as her friend took a seat at the table.

She shrugged, "Hey, it's actually pretty fun. Are you going to join?"

"Yeah Lucy! Let's see those drawing skills!" Natsu shouted, spewing some flames into the air.

Lucy crossed her arms over her chest, "No way. Keeping his face hidden is important to Night and his culture and you're making a game out of it. If he finds out about it, he could be offended," she closed her eyes and gave a proud smile, "besides, who cares what he looks like under the mask. We didn't become friends with him or trust him because of the way he looks. What's important is his gentle and kind nature, how he supports us in our time of need, his courage and determination in facing an enemy and- Hey! Are you guys listening to me!" she shouted once she noticed that they were already drawing.

Grey looked up from his paper, "You said you weren't going to be involved so why should we wait for you?"

Lucy frowned in annoyance before she got up from her chair, "Fine, I'll join in...but I still have the moral high ground because at least I know this is wrong."

"You can find spare paper and pencils behind the bar," Mirajane told her.

As Lucy retrieved the drawing supplied, Happy couldn't help but grin, "I don't need to be a Phobos to know that Lucy has a fear of missing out."

"Shut it cat!"


Ten Minutes Later and the guildmembers were ready to show off their drawings. They all had their designs facing down on the table until they were ready to present them.

"Alright! Mine first!" Natsu cheered as he got up and pinned his drawing to the notice board.

The others looked at Natsu's drawing and grimaced. Fair to say, it didn't look like a person...or anything at all. It was more or less a collection of red and yellow squiggles and shapes combined into one mess.

"Natsu, what is that?" Erza questioned in slight disgust.

"What!? Don't you see it!?" Natsu asked with a raised eyebrow as he began pointing at different places of his drawing, "That's his hair, that's his chin, that's his eyes, nose and mouth. Why can't you guys recognise him?"

"Mainly because he looks like he's been involved in disfiguring accident," Grey said.

"It's called abstract painting!"

Levy giggled, "Looks like Natsu's drawing hasn't improved in all these years."

"Why don't we move on," Lucy suggested with a sigh.

Grey stood up this time, picked up his paper and stuck it to the notice board, "Alright, this is what I think he looks like."

The rest of the table hummed in surprise. He had drawn a normal looking man in his late teens with very pale skin and completely bald head.

"Huh, why is he so pale?" Happy asked.

Grey shrugged, "I just thought since he stays in the dark all the time, he must have a pale complexion."

"Yeah, but he kind of looks like a corpse," Mirajane commented.

"And he's bald...because?" Lucy questioned.

"I don't know, I just can't picture him with hair that's all," he admitted.

Levy giggled, "Really? Because I can't imagine him without hair. Having him be bald is just plain weird."

"You got a problem with bald people, McGarden?"

Levy yelped when Makarov suddenly appeared next to her, glaring up at her warningly. She responded with a sheepish smile, waving her hands frantically in front of her.

"Oh... no, no, no...I was just saying that...what I meant to say, master...was that...hey! Is it my turn now? Great!" Levy leapt off her seat and ran around the table to the notice board and pinned up her design, "This is what I think he looks like. What do you think?"

Levy's drawing was the best so far. It depicted a handsome man in late teens with shoulder length brown hair, soft green eyes and fair skin. Over his eyes was a pair of round reading spectacles which competed the look. The others hummed in approval.

"Wow! Levy that's amazing," Lucy complimented, staring to get into the game, "I never knew were so good at drawing."

"It's not that great," Levy shyly said, "I messed in a couple of places."

Natsu looked closer at the drawing, "So, why's he wearing glasses?"

"I pictured him as kind of a bookworm. Plus they kind of suit him, don't you think?"

Erza nodded in agreement, "Indeed. May I take my turn?" she asked politely as she stood up to the notice board. Levy stepped aside so Erza can pin up her design, "Fellow guild mates, I present to you the most accurate depiction of Night Terror without his mask," she proudly declared.

She stepped back and presented her drawing to the table. They took one look at the drawing and sweat dropped.

"Err...Erza...you've drawn a human skull," Lucy pointed out, "I must admit it's quite a good one."

Erza chuckled and flicked her hair, "Why of course. It's impossible to have an exact depiction since nobody knows what he looks like. Therefore, the most logical step is to draw something that we know he has for definite. Since we know that Night Terror is a human in his late teens, I can deduce that he has the skull of a teenage male. Therefore, I have the most accurate drawing of Night Terror out of all your designs," she explained with a confident smirk.

Tweeeet!

Everybody jumped at the sound of a whistle blowing. They turned to Mirajane in time to see her pull the whistle away from her face and giggle.

"Sorry, Erza, but you were supposed to draw what we think his 'face' looks like, not what his skeleton looks like. So, you're disqualified. If this was a skull drawing contest, however, you would definitely win first place," she explained.

"You can be disqualified?" Lucy uttered

Erza froze in place for a few seconds before she dropped on her hands and knees in defeat, "I was...so sure I would win this year," she sadly moaned.

"She's sure taking this seriously," Grey observed.

"Aye! It's my turn now!" Happy cheered as he flew up to the board and pinned up his drawing, "I think mine's a winner this year!"

His drawing depicted...well it was a rather crude drawing of a cat. It looked like Happy, but instead of having blue fur, it's fur was black.

"You think Night Terror looks like a cat!?" Lucy yelled, "That's ridiculous! We've already established he was human!"

Happy shrugged, "Maybe we were wrong and the Phobos are a race of cat-headed people. You never know."

"Yes we do!" Lucy shouted back.

"You know what I kind of like that idea," Natsu nodded.

"Yes, quite imaginative," Erza agreed.

"He's got my vote," Levy added.

Lucy growled, stood up and and approached the board and pinned up her drawing, "This is what I think he looks like," she proclaimed, showing them her picture.

The others oohed at Lucy's drawing which was just as good as Levy's. It depicted a young man with short black hair, green eyes and a light stubble beard. Despite how tired he looked, he still looked quite handsome. With a friendly smile on his face and kind eyes looking lovingly at them. The sight of it even made Mirajane's heart skip a beat and a small blush appear on her face.

"Wow! That's really good," Natsu commented.

"Not bad," Grey shrugged.

"Maybe if the writing doesn't work out you can always go into illustration," Happy said, earning a light-hearted chuckle from Lucy.

"Thanks," she said with a smile, "I honestly don't know where I go the idea from."

Mirajane giggled in delight, "Well, it looks amazing Lucy. It might actually win."

"Really?" Lucy gasped happily.

Erza hummed thoughtfully and took a closer look at the drawing, "Wait a moment, I think I've seen him before somewhere," she said, catching the others attention, "Maybe on a cover of a book."

Levy looked again and nodded, "Now that you mention it, I think I've seen him as well."

"What," Lucy blinked in surprise, "You have?"

Suddenly, Levy's eyes widened in realisation, "Oh my goodness! I know where I've seen him. He's Bartholomew the lord of the manor and love interest of Sophie the milkmaid in 'You've Captured My Heart'," she proclaimed.

"Huh!?" the group gasped.

"Sounds like one of those weird romance novels you see in the bargain bin of bookstores?" Grey asked.

Lucy's eyes widened in shock before she took out the book she had previously reading. She gave out a choked scream when she saw that Levy was right. The man she had drawn was right on the front cover holding a beautiful brown haired milkmaid passionately in his arms.

"Ah! I was so desperate for ideas that I accidently copied it," Lucy cried in embarrassment as the others laughed at her at her expense.

Tweeeeet!

Mirajane lowered the whistle and held up a red card at Lucy, "Sorry Lucy. Plagiarism is an immediate disqualification," she said with a kind smile.

"But I-" Lucy sputtered before lowering her head and taking a seat, "I hate this game."

The silver-haired girl gave a sympathetic look before shooting Erza a teasing look, "I'm quite surprised you recognised it first. Do you read those type of books?"

Erza grumbled in shame and looked away, "Of course not. It must have been from somewhere else."

Mirajane elegantly got up from her chair and approached the board, "Ready for my idea. I put a lot of thought into it," she chirped before posting the paper, "Voila!"

The other players looked before they frowned in confusion. The paper was completely blank, not a single pencil mark was etched on to it.

"Err...did you use invisible ink or something?" Natsu asked.

"Nope," Mirajane happily said, "I left it blank because I think that what Night Terror looks like is different for everybody. His friends may think of him as kind and earnest, while his enemies will find him cold and frightening. That's the beauty of the mask, we're not judging by his features but by his character, by how he makes us feel and by his actions," she placed both hands over her heart and gave a loving smile, "Not knowing what he looks like makes him more human and you really get to see his personality shine through. I think that is what makes him so wonderful."

Happy and Natsu sniffed as tears rolled down their eyes, "That was beautiful, Mirajane," he sobbed.

"Aye! Happy agreed while Grey, Levy and Erza smiled and nodded. The only person who didn't look pleased was Lucy.

"That was pretty much what I said before we started the game," she complained miserably, "Why did you guys listen to her?"

"You have to admit that she was way more elegant about it," Levy pointed out.

Mirajane giggled happily, "Thank you everyone...however, since I didn't draw anything..." she suddenly blew her whistle and held a red card up, "...I'm disqualifying myself."

"Huh? Then was the point!?"


Two minutes later and the Fairy Tail members had put in their votes into a box. Since Erza, Lucy and Mirajane were disqualified, the only options were Natsu's 'abstract painting', Grey's bald corpse, Happy's cat-head and Levy's intellectual man.

"Alright, I've counted all the votes," Mirajane called out, "and the winner is, with four votes, is...Happy!"

"Aye!" the blue cat cried in joy as he jumped into the air while Natsu, Grey, Levy and Erza cheered in support.

"How did he win and not Levy?" Lucy uttered in confusion.

Levy shrugged and offered a smile, "You have to admit that it was quite imaginative."

"He just drew himself but with black fur!"

Over at the corner of the guild, Night Terror looked up from his book and hummed thoughtfully as they group celebrated, "Interesting designs this year. My congratulation, Mister Happy," he said to himself before he looked down at his book again, "Although, I wish they check to see if I am around before they do it. They forget every time."