Author Notes: Hey, you guys welcomed back for another of Ben 10 Fairy Tail here's Chapter 16. I hoped you guys would like and enjoyed it.
Last time after arriving back at the Guild Hall, Ben and the others had learned that Lucy came from a wealthy family and her father hired Phantom Lord to bring her home to him. Before anyone could do anything, the Guild was shaking and went outside and saw The Phantom Lord Headquarters on legs and fired the Juniper Cannon, Ben managed to destroy the Juniper Cannon with Way Big. After the cannon was damaged Jose threatens to killed Fairy Tail unless they surrender Lucy to Phantom Lord, but Ben and the Fairy Tail wizards stand up for her. Jose announced that they got 15 minutes before the Juniper Cannon fires again.
Ben, Natsu, Happy, Gray and Elfman went inside of Phantom Lord's headquarters. Natsu faced against Totomaru, the Fire wizard of the Element 4. Natsu managed to destroy the juniper lee. After taking down Totomaru. Phantom Lord had awakened the Giant and activated the Abyss Spell. Ben, Natsu, Gray and Elfman had spit up to find the Abyss Spell's power source.
While looking for the power source, Elfman had faced against Sol, the Earth wizard. Before Elfman could attack Sol, Sol had created a statue of his and Mira's late younger sister Lisanna and even he showed Elfman's memories from childhood to Lisanna's death. After hearing what Mira's voice. Elfman transformed into the Beast Take Over and defeated Sol. Hearing Mira's voice and free her the Giant's hand Elfman transformed back into human. After a moment, they noticed that Abyss Spell was slowing down, Mira realized that the Element 4 were the Abyss' power source two were defeated and there's two left. So, the siblings went inside the Giant to find the others.
Meanwhile, while Ben was the power source and he had come against Aria, the strongest of the Element 4. Ben is about to face against him.
What's going to happen next? Can Ben and the others defeated Phantom Lord once and for all?'
Let's find out now!
Disclaimer: I don't own Ben 10 or Fairy Tail they belonged to Cartoon Network and Shonen Magazine.
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Enjoyed!
Chapter 16: The Phantom Lord Part 3
Sleeping in her bed, Lucy stirred awake, as she slowly got up, yawning. ''When did I get back home?'' she wondered. ''I thought we were in the middle of some kinda fight. I wonder if it was all just... a dream.''
''Yep, it was nothin' but a dream.'' Natsu suddenly appeared, as he was doing sit-ups while Happy sat down eating an Angler fish.
And behind them, Tauros was hopping around acting like mad cow with the hots for Lucy. Along with them were Cana and Macao, having a drinking contest. Gray lying on the couch... with nothing at all on, but had a pillow hide his privates all the time. Standing there, in his full demon from, was the chief from Galuna Island Isle as he thanked them for destroying the cure of the Moon. Even that creepy mustache guy with the Mole Magic popped up, turning her apartment Swiss cheese.
Lucy shot back into her covers but then blinked as she shot out of them. Hiding under her blankets, Juvia calmy looked at her. Drip, drip, drop.''
''WHAT ARE YOU DOING IN MY BED?!'' YOU'RE CREEPING ME OUT!'' she demanded.
''Lucy.'' spoke a male voice. ''It's a just a dream. Wake up.''
Lucy began slowly opened her eyes. It was Rudus.
''Are you okay?'' he asked her.
Then suddenly Lucy kicked her and Rudus was bouncing around.
''Are you doing in my room you pervert?!'' demanded Lucy. Then looked around and the place was a warehouse. ''Wait isn't my room at all.''
Ben got up from the floor and placed his hand over the Omnitrix, you're the one of the Element 4?'' he asked Aria.
''Indeed. My name is Aria.'' he answered ''I am the strongest of the Element 4. I've come in hopes of defeating the Fairy Legion.''
''Fairy Legion?'' thought Ben. ''I don't care what you came here to do. All I know is that I have to destroy that Abyss Spell's power source, and If I have to take you to get it... then so be it.'' declared Ben boldly.
He activated the Omnitrix and tapped the first icon head in the holo-wheel playlist. When the faceplate slides back, he shouted.
''It's Hero Time!'' He then slammed the dial down as his body engulfed in a flash of green light.
When the green light died down standing in his place was his Petrosapien.
''Diamondhead!'' he shouted in a deep voice.
The Air Wizard looked back with a smug. He was impressed by the sudden transformation; however, he smirked at Diamondhead, this form was strong.
''A diamond man? Your Take over is impressively.'' remarked Aira.
''Take you.'' retorted Diamondhead.
Suddenly, more tears flowing from under his bandages. Diamondhead dropped and held out his hands. This guy was really disturbing him with all the crying.
''Dude, could you stop with the waterworks?'' asked the Petrosapien. ''It's creeping me out.''
''I will make you pay for mocking me!'' sobbed Aria. The air wizard held out both hands, his thumbs cocked in toward his palms. ''Try a taste of my Airspace Magic!''
Diamondhead cocked a brow. Usually, when a wizard cast a spell, a magic circle would appear in front of them. At least, that he noticed so in his time in this magic universe. However, no magical circle appeared.
Diamondhead was about to comment until suddenly, a blast of air was coming towards him. He turned his right hand into a diamond shield to block the blast.
The Air Wizard looked at Diamondhead preocular, though he couldn't tell because of the bandages covering his eyes. He was intrigued that this Take-Over wizard was able to block his attack so easily. Granted he was holding back his full strength, but still.
The alien hero glared at Aria. ''Airspace? I fought someone with Wind Magic before. You can't harm me because my body is made of diamonds.'' he grinned.
Aria snarled in anger. ''We'll see about that!'' He held out on hand this time, a purple magic circle appeared. ''Airspace: Zetsu!'' he chanted.
Suddenly, a bombardment of invisible, hard air bubbles fired out of Aria's seal and head towards Diamondhead. Diamondhead created a crystal wall to protect him from the Air Wizard's attacks.
Diamondhead gasped in shock.
''Man, never seen any kind of air power like that before.'' he thought.
Aria looked at the Petrosapien in amazed.
''I'm impressive no one has blocked my attacks before.'' he complimented.
Diamondhead smirked and then fired diamond projectiles at Aria. However, to his surprise, Aria's body became hazy until he vanished out of sight. Out of where, Aria appeared behind Diamondhead and fired an airspace attack.
Diamondhead turned his right arm into a diamond sword and slices the attack in half. He looked at the air wizard with a dumbfounded expression.
''He can teleport too?'' thought the Petrosapein in amaze.
''Hmm... you withstand an attack like that?'' asked Aria.
Diamondhead smirked. ''That's because my body is made of diamonds. Your air attacks can't harm me.''
Aria gritted his teeth. ''We'll see about that! After I deal with you. I will deal with your friends.''
''I'd like to see you try!'' shouted Diamondhead.
Diamondhead began firing diamonds projectiles at the air wizard. While Air fired gusts of air at Diamondhead.
Meanwhile, grey storm clouds were forming over the Giant. Thunder rumbled through the air as it began to rain Gray climbed through a broken window to get outside, hoping that it would make it easier to find the Abyss Break's power source.
When he felt the rain hit his body, he glanced up at the sky in confusion. ''That's weird.'' he noted. ''When did it start raining?''
''Drip, drip. drop.'' called a monotonous feminine voice.
Gray turned around see none than Juvia as she walked toward Gray.
''Hello. My name is Juvia, and I am the Rain Woman of the Element 4. Drip, drip, drip.'' she introduced herself.
Gray climbed out of the window and stood tall, glaring hard at the Water wizard. ''So, you're one of them too, huh? Well then, bring it on.''
''I must say. I'm quite impressed that your guild was able to smack down two of the Elements.'' confessed Juvia stoically. ''However, you must not underestimate the remaining two.''
''Listen, lady if you're looking for a fight, I'll give you one.'' stated Gray in a deadly seriously tone. ''But let's get something straight. I'm gonna hold back just because you're a chick.''
A moment of silence passed while Gray and Juvia stared at each other. The tension could be cut with a knife. Unexpectedly, a heartly blush appeared on Juvia's pale face.
''Well then.'' Juvia turned around and began to slowly walk away. ''I give up. You win. Goodbye.''
''HEY!'' shouted Gray. His eyes were bulging out from shock and confusion. ''Where are you going? Get back here and fight me!''
Juvia ignored him as she continued forward. Her hand was placed over her chest.
''There must be something with me. Why is my heart beating so fast?'' she wondered.
''Could you at least tell me how to stop the Giant?'' asked Gray as he ran toward her.
Juvia stopped in her tracks. Her dark blue eyes were twinkling with an emotion she had never felt before. ''I can't explain why, but I have this strong urge to make him mine. I just can't myself anymore.'' She held out. ''Water Lock!'' she chanted.
Without warning, Gray was instantly trapped inside a big ball of water. The Ice-Make wizard groaned in pain, an injury he had sustained in the fight with Phantom Lord had been strapped enough to remind him of its existence.
''Oh no!'' cried Juvia in panic. ''He's injured! I had no idea he was hurt! I don't know what to do I guess I should probably release him.''
Suddenly, Juvia was snapped of her ranting as the ball of water she had trapped Gray in froze and then shattered into tiny, crystalline pieces. Gray landed on his feet, but he lowered himself to a knee to hold his aching side.
''He must be an ice wizard.'' realized Juvia. ''He froze my Water Lock and broke free.'' ''I've never witnessed the power of Ice Magic, it's beautiful!'' she thought. Then the Water Wizard began to have dreamy visions of her and Gray together as lovers. ''I am water, and he is ice. We must be bound by fate. I can't believe I've finally found my handsome prince.''
Gray groaned as held his injured, bandaged torso. ''You almost got me with that sneak attack you pulled.'' He admitted. ''You're playing dirty.''
Juvia held her beating heart and wailed happily, a perverted thought flowing into her mind.
Gray stripped off his white buttoned shirt, much to the embarrassment, shock, and pleasure of Juvia.
''He's taking off his clothes!'' she cried inwardly. ''But I'm not ready for this, we just met! Wait, can't we take things slowly?!''
Gray threw his shirt to the ground and stood defiantly. ''I don't want to have to fight a girl, but I will if I have to.'' he stated. ''So, you better surrender; otherwise, I'll be forced to hurt yah!'' He put his right fist in his open left palm and held out his arms, which summoned an icy blue magic circle in front of him. ''Ice Make: Lance!''
A barrage of icy lances fired out from the magic circle straight toward Juvia. The Rain Woman, however, didn't attempt to dodge the projectiles at all; instead of blood pouring out, her injured areas took the form of water and merged with the rest of her body and returned to normal.
Gray lightly gasped and started at Juvia in bewilderment.
''My body is made entirely of water.'' explained the water-haired girl. ''Surprise, drip, drip, drop''
His eyes widened further from shock.
''Yes, my love is also my enemy.'' she mumbled in disappointment. ''We are on opposite sides of this war. I have no choice but to attack. It seems that this is farewell, my prince.'' She held out her hand and summoned a blue magic circle. ''Water Slicer!''
Three water whips shot out from her magic circle. But instead of striking Gray, they hit the top of a steel pillar. The top half was swiftly cut into tiny fragments, much to Gray's surprise.
''You see, given the right amount of force, water is strong enough to slice through steel.'' enlightened Juvia. ''Underestimate its powers, and you'll find yourself in a world of pain.''
In response, Gray growled in vexation, and then he chanted. ''Ice Make: Battle Axe!'' Suddenly, a wave of ice erupted from Gray's magic circle and sliced Juvia in half. However, the water that comprised her body quickly connected back together.
''Can't you see that you're wasting your time?'' asked Juvia nonchalantly. ''Your attacks have no effect on my body made of water. Drip, drip, drop.''
''Now what do I do?'' snarled Gray.
''It doesn't matter what you do, you cannot beat me.'' stated Juvia. ''But there is one way you and your Guild may be spared. All we ask is that you hard over Miss Lucy Heartfila. Do that and I'll ask our master to call of his attack on Fairy Tail.''
''Ah, c'mon, don't give me that crap!'' yelled the Ice Make wizard. ''You and I both know we're past the point of no return. Besides, Lucy is one of us. I'd rather give my life than hand her over to you.''
At that moment, Juvia dropped her umbrella. One of her eyes was now twitching. ''He'd rather give my life, give his life, give his life?! Lucy is my rival! Lucy is rival! He loves her!''
All of a sudden, Juvia screamed loudly as he covered her face.
''Oh, the pain!'' she sobbed miserably. ''How can fate be so cruel? My heart feels like it's been torn to bits! It hurts; oh, it hurts!''
''What's wrong?'' asked Gray worriedly. ''You're feeling sick or something?''
Juvia ceased her crying. The sadness in her eyes was now replaced by rage and heartbreak. ''She's not worthy of my prince.'' She muttered. Then, she roared out. ''Lucy Hearfilia cannot allowed to live!''
Gray only watched with a dumbfounded expression, a sweat drop falling down his face.
Without warming, Juvia shot out a blast of water at Gray. As he skidded back a few meters, he quickly took note that the water was hot.
''It burns?'' questioned Gray. He turned his hard glare at the blue-haired girl. ''What's your deal? What's your problem with Lucy?''
Juvia did not answer. She only fired another raging torrent of water at Gray. He swifty leaped in the air to avoid the blow, but he was surprised by the speed in Juvia's attack.
''So fast.'' he numbered. ''I don't know if my Maker-Magic can keep up.''
The water torrent that Gray dodged came back and circle around Juvia before being blasted back at Gray again. The black-haired wizard leaped to the side; however, his shoes lost traction on the wet ground and caused him to slip toward the edge. Luckily, Gray was able to catch his balance just before he would've plummeted over.
''Whew, man that was.'' he muttered.
''Ever since the day I was born I've been followed by the rain.'' explained Juvia. ''It gives me strength. It makes me invincible.'' She stopped and held up her arm, convening a magic circle above her. ''Prepare to be scolded by my jealous rage!''
She fired a few streams of boiling water at Gray, but the ice wizard skillfully jumped back to narrowly avoid the attacks.
''What are jealous of?'' asked Gray in confusion. He spread his legs to make a wide back before intonating. ''Ice Make: Shield!''
A shield of ice instantly appeared in front of Gray, blocking Juvia's blow. However, the ice wizard wasn't certain that the shield would hold up. The water in Juvia's attack was hotter than ever.
''Man, this waiter is boiling hot.'' stated Gray. ''I can't keep this up for long.''
''Like I told you.'' responded Juvia angrily. ''I am at my most powerful in the rain. You will never be able to defeat me.''
Juvia continued shooting her hot water surge until steam shrouded Gray's form. When she heard a crash, she immediately stopped. The mist faded; Gray was gone. She sauntered toward the broken window which he had been previously standing.
''He used the steam as a smokescreen.'' she realized. ''He's not just handsome, he's smart too.'' A warm smile appeared on her face as he gazed into the broken glass. ''I really am in love.'' she whispered.
Meanwhile, Gray was running down a hallway that had windows on both sides of the walls and even on the ceiling too.
''I can't wasta any more time on this crazy water chick!'' shouted Gray. ''I gotta figure out how to stop the Giant.''
All of a sudden, an inundation of hot water broke through a window on the ceiling, carrying Gray away.
''It's burning my skin!'' he yelled when his head broke the water's surface for a moment.
The water gush blasted through a window in front of Juvia and threw Gray into the air.
''It's all over now!'' she cried, shooting another water torrent at him.
Anger and determination crossed Gray's face as he turned around in midair, holding out his palms. ''OH YEAH!'' When his hands first made contact with the scalding water, it instantly began to freeze into a large rod of ice. ''FREEZE UP!''
''No, it can't be!'' shouted Juvia in disbelief.
Suddenly, Juvia's body and the water around her immediately hardened into a large, spiked iceberg. Gray was about to smirk in victory until he noticed something. His left lower arm was trapped in the ice as well, and his hand had ended up gasping's Juvia's left breast. This made him freak out.
''AHHH'' he screamed frantically. ''It's not what it looks like! I didn't mean to!''
Gray pulled out hand, which caused the ice entrapping Juvia to disappear.
''SORRY!'' he apologized.
The blue-haired girl fell to her hands and knees. She looked up and gaze at Gray warmly. ''Even though I'm his enemy, he released me. He's such a nice guy!'' she thought.
''Let's just star over, okay?'' offered Gray, nervous swear drops falling from his face.
Juvia stood up. ''Let's not. Honestly, I don't wanna hurt you so there's no point in us fighting anymore.'' she replied.
''Huh? Is this your weird way of admitting that you can't be beat me or something?'' asked Gray.
''You know I'm much stronger than Lucy if you let me, I would be happy to protect you.'' responded Juvia.
''Protect me?'' repeated Gray. ''From what?''
As they talked, the rain around them feels harder and in more volume. ''Well, I...'' she stumbled. ''I think you're... uh...so.''
''It is just me or is this ran getting worse?'' asked Gray, glancing irately at the sky.
''Oh, this is so frustrating!'' shouted Juvia.
However, her ranting went ignored by Gray as he continued to comment on the rain. ''Man, it won't let up. This rain is so gloomy.''
Juvia instantly froze; the word 'gloomy' echoing in her mind. She fell to her hands and knees, her fists clenched tightly. Gray looked back in concern.
''Uh... is something wrong?'' he asked.
''I thought he was different, but he's just like all the rest.'' mumbled Juvia in ire and misery. Suddenly, she stood right back up, water shrouding her enraged form. ''HOW COULD YOU BE SO CRUEL?!''
''What's with you?'' demanded Gray.
''I won't let my feelings be persuaded any longer!'' shouted the Rain Woman inwardly.
Before Gay could react, a blast of hot water slammed into him. He was carried back a few meters before he found some footing and managed to stand against the raging water. The ice wizard held out his hands, trying to freeze it again.
''I can't freeze it. It's even hooter than before!'' thought Gray.
''I'M THROUGH WITH LOVE!'' roared Juvia. ''AND I'M THROUGH WITH YOU!''
The power behind the torrent lifted Gray off his feet sent flying back.
Flashback...
The scene was that of a castle like building and tan fall. A group all boys of 10-12 of years of age were talking to each other.
''I don't think Juvia should be allowed go on our field trips.'' said the first boy.
''For real 'cause everywhere she goes it gets rainy and gloomy.'' added second boy.
Unknown to them, little Juvia was listening from behind the wall and had a feeling down expression on her face. But she decided to put these things aside, as she started to make a white doll to give it as a gift to other children so that they let her play with them while smiling.
''It's true I am a Rain Woman.'' said Juvia.
However, the next day, when went out with other kids, it started rain again much to other kids' dismay and Juvia's anxiety and fear which turned out to be true.
''Man, what a gloomy day!'' stated a boy.
''What's this dumb-lookin' doll thing?'' asked a boy without caring that Juvia was standing in front of him. Not only that, but he also threw the white dool that Juvia made for all the children in the mud and stomped on it which broke Juvia's heart.
Juvia was in her room making dolls again while crying this time.
But it didn't stop there, even after she grew up, people kept on treating her like this.
'' Can't you do something about the rain?'' asked Bora. ''You can do We can't ever do anything outdoors, no fishing, no camping.''
''I'm sorry but I don't have any control over it.'' answered Juvia.
''Well, I can't handle all this gloom. I think we should see other people.'' Bora told her as he left Juvia behind while walking away which broke Juvia's heart yet again.
Juvia was hiding behind a tree while a couple of a boy and a girl were talking to each other.
''This is rain is totally gloomy.'' said the girl.
''Yeah, it makes you feel gloomy too!'' agreed the boy.
Juvia was behind a tree listening to a couple of friends.
''This gloomy rain just won't let up.'' pointed out a boy.
''I hope all this gloom doesn't ruin our fun!'' noted a girl.
Flashback over...
''I've lived my entire as a gloomy rain woman!'' cried Juvia. ''But Phantom Lord looked past that! They welcomed me with open arms! I am one of the Element 4, a proud Phantom Lord wizard!''
Juvia's body changed into a surge of water as shot at Gray. The ice wizard caught his footing and summoned an ice shield to block her attack.
''How could you be proud to be with them?'' he questioned. ''You and your guild are going down!''
With a mighty yell, Gray punched the water torrent, which made it turn to ice instantly. As Juvia descended to the ground, she noticed that the rain droplets around her had been frozen into hail.
''He even turned the rain into ice! He's amazing!'' complimented Juvia.
''Ice Make: Geyser!'' chanted Gray as he slammed his fist into the floor.
All of a sudden, a giant geyser of ice sprouted out from the ground above Juvia and trapped her in midair. She screamed in pain from the freezing temperature. Seconds later, the ice shattered into tiny pieces.
As she plummeted off the roof, she was in thought. ''I lost. It's all over now. I'm going to fall to the ground and splatter... just like a raindrop. I suppose it's a fitting end to a rain woman. Farewell, gloomy Juvia.''
Juvia was snapped out of her thoughts as she felt a strong hand grab her wrist. She looked up to see Gray on the edge of the roof, holding to her tightly.
''Just hold on, okay!'' He assured. ''I promise I won't let you fall!''
The Rain Woman gazed up at Gray, deeply moved by his selfless heroism.
Gray used his strength to pull her back into the roof. He gently laid her on her back while he kneeled in front of her.
''Why did you save me?'' she asked.
''Just 'cause.'' replied Gray. ''Now get some rest.''
''He saved my life.'' thought Juvia.
Gray turned back with a smile on his face. ''You good? You starting to cool down a bit?''
Juvia did not answer. She started longingly at Gray, tears beginning to leak from her dark blue eyes. Suddenly, she had to close her eyes as a bright, warm light struck her face. As her vision adjusted, she looked up in shock.
The rain clouds that always followed her before, they were retreating. In its place were a beautiful blue sky and the yellow sun beaming brightly.
''The rain?'' gasped Juvia. ''It stopped?''
''Hey look, the sun is coming out.'' stated Gray.
''The blue sky, I've never... seen it before.'' mumbled Juvia with wide eyes.
Gray looked back with a cocked brow. ''Seriously? Uh...well, there you go. It's pretty don't ya think?'' he asked her.
Juvia was silent for a moment as she admired the blue sky. ''It is... truly beautiful.'' She replied in genuine honesty.
''So, you wanna go at it?'' asked Gray with a toothy grin.
He was honesty referring to another fight, but Juvia thought he meant something entirely different. In response, she howled girlishly with hearts in her eyes. She then passed out, a happy smile on her pale face.
''Hey!'' shouted Gray in worry. ''Is something wrong? Talk to me, Juvia! You alright?!''
Fairy Tail Guild...
Meanwhile, down in the Fairy Tail courtyard, Erza had re-quipped into her normal Heart Kreuz armor. The number of phantom soldiers attacking the guild was growing smaller, so she didn't need to summon any of her more powerful armors. As she and others engaged the small groups of phantoms, they began to notice that the Giant was drawing the magic circle very slowly now.
''I'm confused. That thing should've cast the spell by now.'' thought Erza. ''Why is it taking so long?''
''That thing still hasn't cast the spell.'' noted Wakaba.
''This stress is bad for my heart.'' commented Macao. ''We have got to put an end to this.''
''Hey, doesn't it seem like the Giant is being turtle-ish right now?'' asked Laki.
''Huh? Say what about turtles?'' Wakaba asked her in confusion.
''She's trying to say the Giant's moving slowly.'' explained Maco. He then glanced back at Laki. ''Try thinking before you speak Laki.''
''It made perfect sense to me! You guys are just dense!'' She countered.
Erza slashed through the last phantom trooper in the courtyard. She walked toward the group. ''Natsu, Ben, and the others are in there doing their best to stop that thing, and now... we're going to lend them a hand.'' she explained.
Cana turned her attention to another wave of phantoms swarming toward them.
''The last thing they need is these things distracting them! We must wipe them out!'' She exclaimed.
''It's time to take care of business, kids!'' added Macao. ''Now let's do this!''
At that, the group of wizards charged forward at the next phantom wave.
The Top of the Giant...
''Gray!'' shouted Elfman and Mirajane.
Gray turned his attention away from a passed-out Juvia to the duo.
''What's Mira doing here?'' he wondered.
As the brother and sister ran up to Gray.
''I see you defeated a member of the Element 4.'' said Elfman. He paused when he noticed the look on Juvia's face. ''Why does she have that creepy grin on her face?''
Gray thought about it for a moment. Though he was dense when it came to romance, he'd overheard most of what Juvia had articulated during their battle. The ice wizard knew that his rain woman had somehow developed an attraction toward him. However, there was no way in hell that Gray was going to let anyone know that.
''I don't know. Must be having a dream or something.'' he replied.
''There's only one left, if we can stop them, I think that will stop the Abyss break.'' stated Mirajane.
''Mira just figured it out.'' explained Elfman. ''The energy of the Element 4 is powering the Giant.''
''We can do this, right guys?'' asked Mira.
They both nodded in agreement.
'So, we defeated three. So that means there's only one left. Natsu and Ben are still searching this building. One of them has to run into that last guy.'' pointed out Gray.
''Yeah, question is which one?'' inquired Elfman.
Fairy Tail Emergency Hideout...
''Oh, so Mira put me to sleep to protect me?'' asked Lucy.
Earlier Mira cast sleeping on Lucy so, she'd be safe from Phantom Lord. Mira ordered Rufus to take Lucy to one of the guild's emergency hideouts while Mirajane herself used Transform Magic to turned herself into Lucy.
''Oul. Then we brought you to our emergency hideout.'' explained Rufus while panting a picture of Lucy.
''I guess they just didn't want me to fight.'' stated Lucy. ''I know I couldn't do a whole lot without my keys but I'm not helpless.''
''You've got it all wrong. Nobody thinks you're helpless, we're simply trying to protect one of our own.'' responded Rufus.
''But still! I can't just sit here and do nothing while they're all fighting to protect the Guild!'' cried Lucy as stood up. ''I have to go back and help them!''
''I can't let you do that. Mira gave me strict orders to keep you here.'' Rufus told her.
''That's not fair!'' yelled Lucy.
Then suddenly there was a loud bang on the door. The doors were starting to get bust as someone was trying to get in.
''No. What's that? Who's tryin' to get in?'' questioned Lucy, worry.
''Just stand, back Lucy!'' ordered Rufus.
The Giant...
Diamondhead was blocking an air attack from Aria. Everything Aria tries to harm him his diamond body would protect him from the Air wizard's attacks. Diamond would fire diamond shards at Aria. With him wide open and punches Aria.
''This Take-Over wizard jump shook off my attacks like it was nothing, it seems he's going to be quite the challenge.'' thought Aria.
Aria casted another air spell at the Petsospain but Diamondhead creates a diamond shield to block his attack.
''It's no use Fairy Legion.'' stated Aria. ''You cannot defeat me. Your diamonds are strong enough.''
''He got a point there.'' thought Diamondhead.
He knew that Diamondhead was indeed outmatched and haven't close defeating him. He would need something to court his air magic. And he knew the right form.
Diamondhead slapped the Omnitrix symbol and transforms into a flash of green light.
When the green light died down standing in his place was a humanoid turtle-like alien.
''Terraspin!'' he shouted.
Aria took a tentative step back, his eyes widening behind his blindfold. He had never seen any kind of Take-Over like that before. This technique of changing between Take-Overs was an incredibly advanced as he knew. Something like it would require a lot of magical energy.
The air wizard was brought out of his thoughts as Terraspin jumped a few feet in the air and hovered in place. His head disappeared while his arm-flippers straightened out and his leg-flippers came to form a third blade. Suddenly the three blades began to spin as gusts of air blew out from the holes in Terrapsin.
Aria was unprepared from the strong gale held out his arms to shield himself, the air steadily pushing him back. Terraspin kicked it up a notch by concentrating his gusts into a powerful twister. As a result, the air wizard was blown off his feet and hurled into the flight of stairs behind him.
Terrapspin, who could see what happened through the hatch in his shell smirked in satisfaction. ''Ha! Who's the master of air now, loser?''
Aria got up and glared the Geochelone Aerios. ''Impressive, I've never seen magic like that.'' he remarked, he then sneered. ''It will be a pleasure defeating you.''
Aria held out his hands, a purple magic circle appeared in front of him.
''Airsapce: Zetsu!'' he chanted.
Without warming Terraspin was assailed at different angels by multiple airspaces. However, despite the projectiles blasting into, Terraspin remained standing tall his super-hard shell protected from magical attacks also prevented any real damage.
When the attack cased, Aria was surprised to see his opponent still standing. But what really shocked him was that he didn't appear injured at all!
''You're gonna have to better than that!'' shouted Terraspin.
''Ho ware you able to withstand my magic?'' asked Aria in surprise.
''Well, I normally don't give away all my information about my forms, but I'll do it this one time since you asked so nice. This form is immune to magic.'' explained the Geochelone Aerios.
''Very well I'll just have to be sneaky.'' Aria disappeared from field of view.
Terrapsin turned to face him. Terraspin then noticed that two magic circles appear on both sides of him.
''Airspace: Drain!'' chanted Aria.
Suddenly, golden light illuminated under Terrapsin's feet and was cast all over his form. The alien hero peered down at the light beneath him, lifting a brow ridge in a bewildered manner. Was this supposed to hurt him? If it was, it was epically falling.
Aria's confident expression quickly turned into shock and disbelief. How could this be? His Metsu could drain any wizard of their magical energy. How could this wizard still be standing?!
When the golden light faded, Aria stood petrified his jaw close to falling off his face. ''H-how is this possible?!'' he stuttered apprehensively. ''T-that spell should've drained every ounce of magical power inside you!''
Terrapsin smirked. ''Yeah, about that... he began spin around and fired a tornado at Aria sending him through a wall behind him, satisfied with the loud crash. ''I can't you, my secret!''
Ben then paused, his mind going over the spell that Aria had tried to cast on him. He said that this Airspace: Drain could suck the magic out any wizard. Did that mean that Aria was responsible for Master Makarov almost getting killed? The dots began to connect in his mind; he glowed when he came to an easy conclusion.
The pile of crumbled stone shifted as Aria stood back up a few cuts and bruises on his face. The powerful air wizard scowled at Terraspin. ''Incredible. I've never had that happen before.'' he admitted.
''You! You were the one who drained Master Makarov of his power!'' accused Terraspin, ignoring Aria's statement.
The blindfolded man smirked smugly, tears still trailing down his face. ''Indeed, I did. What of it?'' he asked.
Terraspin snarled in rage, clenching flippers in the process. ''You mess with my friends; you mess with me! Time to go Ultimate!''
He lifted up his flipper and slapped the Omnitrix symbol. Four spikes stuck out from the symbol as another green light spread through his body.
When the green light died down stood there was a 10-foot-tall turtle-like creature with light blue manna fire-like energy surrounding his head. He has arms with black claws like fingers, flat legs. He also has midnight blue skin; his head was by a green necklace with long horns. He wears green armbands with white cuffs at the top and bottom. He has donned a green belt with white cuffs, fitted with a bull skull in the middle. Beneath the skull is a small, white loincloth. He wears the evolved Omnitrix symbol on his chest.
''Ultimate Terraspin!'' he shouted in a deep voice.
Behind his bandages, Aria's eyes widened again in astonishment. Just how many forms did strange, powerful human have? After a short moment, Aria's shocked expression turned into a confident smile.
''Since I am now in the presence of a worthy opponent.'' said Aria. ''I believe it is necessary for me to step my game.''
He reached up and pulled off his bandages, revealing his eyes. His eyes were white with small pink pupils. Suddenly, his pupils grew larger as a white X appeared in the pupils.
''This is so wrong.'' commented Ultimate Terraspin.
Outside...
Everyone outside of Fairy Tail were still fighting against the endless waves of Phantom soldiers. They had been fighting for over an hour without rest, and it was begging to show on the. Many of them had already collapsed from exhaustion and loss of magic power. It didn't help that these Phantom soldiers specialized in draining magic power from whoever they touched. They had been able to keep them but now they were starting to breach their defenses. No matter how many times they destroyed them, they just kept reforming and attacking all over again.
Then things suddenly began to go from bad to worse when they all saw the huge magic circle being draw by the Giant, suddenly starting to glow with new power as it if was building up power to fire. Erza and the everyone's eyes widened in horror. That glow meant that the Abyss Break spell was now entering its final stages before it would be cast.
''Come on boys, what is taking you so long to shut this thing down?'' thought Erza in worry. ''Don't fall us now! We're all counting on you.''
The Giant...
Suddenly smoky gusts of wind collected around Aria, the power around him growing ever stronger now that his blindfold had been removed. He could now unleash his full strength.
''Fairy Legion, step into Zero, the airspace of death. It is capable of consuming all life in its path.'' said Aria moving his hands so that his right was oriented upwards and his left hand was facing down.
Ultimate Terraspin growled, glaring at his opponent. ''You would seriously kill without a second thought? You're insane!'' he shouted.
''Think what you want, it doesn't matter.'' Smoky wind gathered around his hands. ''Now, let's ee how you handle this, cretin!'' Aria then discharged a large, hazy whirlwind at Ben.
Ultimate Terraspin just stood there. Thanks to his new form Ultimate Terraspin didn't fell any damage or pain. He was immune to Aria's attacks.
Aria's eyes gasped in shock at Ben able to run through Zero's whirlwinds and airspace projectiles. ''What?! No! This can't be!'' he cried.
''Oh yeah is it.'' grinned Ultimate Terraspin.
He fired a magical blast of fire at Aria as he screams in pain.
Ultimate Terraspin then fired a powerful air blast at Aria. With an incredible attack, the air wizard went flying until he crashed into another wall. Suddenly collapsed on Aria. Ultimate Terraspin then teleport in front of the air wizard. He was covered in bruises; cloths were all torn to shreds and most noticeable of all was that he was completely knocked out.
''I guess I won.'' smirked Ultimate Terraspin.
Outside...
The Fairy Tail wizards and Magnolia residents were all beginning to freak out as the golden magic circle in front of the Giant became brighter. All of a sudden, the light dimmed away as the magical seal disappeared. The Giant's crimson eyes faded into blackness.
When the Giant mechanical robot's arms fell limply to its sides, the Fairy Tail wizards all cheered. Erza let out a sigh of relief. They had cut it close, but the boys managed to prevent the Abyss Break spell from being cast.
Erza smiled. ''Good work, boys.'' she thought.
Elsewhere in the Giant...
Inside a dark stone-walled room that severed as the command center for the Giant, the master of Phantom Lord Jose was furious.
''I don't believe it!'' yelled Jose. ''My strongest wizards, the Element 4 were defeated by those worthless Fairy Tail scum!''
''Guess that makes them even than scum, huh?'' asked Gajeel.
''Gajeel.'' Jose turned and looked down from a high platform to see the Iron Dragon Slayer. Heaved over his right shoulder was Lucy, her clothes torn and shredded in places, and she herself looked beaten. ''So, I see you returned bearing a gift, have you?'' he asked.
''Yeah, I picked up a little something while I was out.'' replied Gajeel as he dropped Lucy's unconscious form to the floor.
''Very impressive, but pray tell, how were able to track her down so quickly?'' questioned Jose.
''Never underestimate the nose of a Dragon Slayer.'' answered Gajeel.
''She is alive, right?'' asked the Phantom Lord guild master while frowning. ''Without a pulse, she's worthless to us.''
Gajeel hummed as he held his chin in fake thought. ''I was pretty rough with her. LET'S SEE!'' Without warming, he kicked Lucy into a wall, denting it in the process.
Lucy awoke from unconscious, coughing up a little blood as her body was filled with pain.
''Yep! She's still alive and kicking!'' remarked Gajeel smugly.
''Excellent work, Gajeel praised with a sinister smile. ''I knew I could count on you!''
Everyone's attention, whether they were inside the Giant or in the courtyard was grabbed by a ding in the Phantom Lord's PA system.
''Attention you pathetic Fairy Tail scum, listen carefully because I'll only say his once.'' began Jose.
Suddenly, a familiar feminine scream sounded through the speakers that Ben and the Fairy Tail wizards freeze in horror.
''Lucy?'' asked Ben who turned back into human.
''We have captured your precious Lucy Heartfiliia, which means that our first order of business is now out of the way. And that means only more thing, my favorite part, wiping you pathetic brats right off the face of Earth Land.''
Fairy Tail Emergency Hideout...
Rufus was lying on the ground covered in bruises. Gajeel and two Phantom Lord wizards managed to track them down.
''Please. Forgive me. I couldn't protect you. Sorry, Lucy.'' whined Rufus with tears.
Meanwhile Loke punches a mirror. Earlier Loke knew something was wrong and he went to Loke. He had faced off against Gajeel when suddenly something wrong. Gajeel beat him and took Loke, and he couldn't do a thing.
''I knew something was wrong. Shouldn't have waited.'' thought Loke. ''I should've been here sooner. But I was afraid. I was too scared to be near Lucy and now she's gone.''
Loke began to weep in tears.
''Pathetic!'' he cried.
Loke continued to cry.
''She's right. I do look absolutely pathetic.'' he thought. ''Don't I, Karen?
After giving his enemy his announcement, Jose walked to the door but before he then stopped. ''Keep an eye out on the girl.'' He ordered. ''There are still some pests scuttling around in my Guild Hall.''
''You talkin' about Salamander and that Take-Over wizard?'' asked Gajeel.
''Yes, and their friends.'' answered Jose. ''They've been lucky this far, but their luck is about to come to an end. I'm going to exterminate them myself.'' The aura around Jose became darker and deadlier, a violent, eerie light shining from his body.
Somewhere else of the Giant...
Natsu had been running down a long corridor, froze in his tracks as soon as Jose's proclamation came through on the speakers. He clenched his fists as his body stook in ferocity, rage plastered all over his face.
''Lucy. They... they got her.'' he stated inaudibly.
''Oh no. Natsu, what do we now?'' inquired Happy worriedly.
The Fire Dragon Slayer didn't respond. His fists tightened as the rage and power coursing through his body began to intensify. Flames ignited all over his body as his strength increased, the strong emotions inside him boosting his powers to new heights.
Happy watched in awe, taking a small tentative step back. ''N-Natsu?''
Suddenly, the flames on Natsu's body became bigger than they combusted upward taking the shape of a dragon with wings and a horned head. His eyes were glowing bright gold as he let out a deafening yell that shook the building.
East Forest...
Makarov started to stir. He slowly opened his eyes.
''Natsu.'' he said.
Porlyusica turned to him. ''Makarov? How you are you feeling?'' she asked him.
Makarov sits up.
''Not yet. You still need rest.'' she told him.
''Since when do I listen to you?'' asked Makarov got up from his bed.
''A remarkably speed recovery. Especially for someone so long in the tooth.'' remarked Porlyusica.
''Is that so?'' Makarov asked the pink-haired woman as he starting to put his clothes on. ''Well.''
''Do you hasten to your death?'' wondered Porlyusica.
''I will take the chance. My children need me now.'' answered Makarov.
Makarov begins to walk away. Porlysusica watches her old friend.
''Thank you for your help.'' The Guild Master of Fairy Tail thanked his old friend as leaves.
Porlysucia looks over a picture of her old days in Fairy Tail.
''I swear. Nothing changes with him.'' she stated.
Ben growled after hearing Jose over the PA. He was fixing to start tearing everything in the Phantom Lord Headquarters apart until he heard a familiar, faint tell coming through the stone walls.
His brow ridge lifted as he turned in the direction of the roar. ''Natsu?'' he wondered.
''Ben!'' cried a feminine voice.
The alien hero turned around to see Mirajane, Gray and Elfman sprinting into the room. The trio had cuts and bruises in various places on their bodies whist their clothing was ripped in random area. The three looked like they had gone through hell.
''Mira? What are you doing here?'' asked Ben.
''Jose kidnapped me and was about to kill me when I tried to impersonate Lucy. Elfman saved me though by changing into a full body Take-Over.'' explained Mira.
Ben turned to Elfman. ''So that was that yell! I heard a while ago.'' He mused, and then he focused on the back on the situation. ''So, any of you find that Abyss Break spell's power source?''
''Yeah, it turns out the power source is actually the Element 4. Once we defeated them, we stopped the spell from being cast.'' explained Gray.
Ben let out a collective sigh of relief. ''That's good to hear.'' His expression then grew serious. ''But now Phantom Lord's got Lucy. We have to save her.''
''Since Natsu's not here, I can imagine he's getting right on that.'' replied Gray.
Elfman looked behind Ben to see a beaten Aria lying in a pile of debris. ''Whoa!'' his eyes growing wider from surprise. ''That's Aria!''
''You defeated that guy all by yourself?'' asked Gray in disbelief.
Ben shrugged. ''Eh, he wasn't so tough. I beat guys like him in my sleep.''
Before anyone could comment, dark haze flowed into the large room. The group froze as the black cloud created unpleasant horrid sensations in their bodies. It felt as if death was coursing around them, trying to take away their souls.
''What the?'' mumbled Gray.
''What is it?'' asked Mira.
''I... I don't like this feeling.'' stammered Gray.
''Man, I'm super manly and this is even giving me the creeps.'' remarked Elfman.
''I'm not a wizard, and even I can feel that.'' commented Ben.
''Whatever it is, it's pure evil.'' noted Mirajane.
Suddenly, ominous clapping echoed through the massive, silent room. The group turned to Jose. But what really caught their gaze was the purplish-black energy radiating of his body.
''Bravo. You are all quite keen. Very impressive, Fairy Tail wizard.'' commented the leader of Phantom Lord. ''But never in my wildest dreams did I believe it would be this entertaining. Taking out my Jupiter Cannon, disposing of my elite Element 4, and you even managed to bring my Giant its knees.''
''You're...You're Master Jose.'' realized Ben the darkness coursing around the man was disturbing the teen hero badly too.
Elfman, Gray, and Mira's expressions turned into shock and horror. ''No way!'' they whispered.
''He's Phantom Lord's master?!''asked Gray in shock.
''Oh no.'' thought Mira while holding a hand over her mouth. ''It's like a dark cloud is hanging over him. It makes me sick just being near him.''
''You've all entertained me so much I just have to return the favor.'' stated Jose.
Ben, Elfman, and Gray got over their fear and took defiant stances. Ben activated the Omnitrix.
''You guys ready?'' asked Ben.
''Oh yeah.'' they both replied.
Jose smirked sinisterly. ''I'll return it in full.''
The final battle has just begun.
A/N: Well, that is for Chapter 16 readers I hope you like and enjoy it.
The Element 4 have been defeated. Ben used an ultimate form to beat Aria. I designed Ultimate Terraspin on my own.
The final battle against Phantom Lord has begun.
Anyway, in the next chapter what will happen next? Can Ben and the others beat Phantom Lord once and for all?
Anyway, is that for now see you guys in the next chapter bye for now.