Ultimate Fairy

Chapter 49: Oracion Seis


Last time on Ultimate Fairy…

"DAMN YOU!" Brain roared lividly. "Impressive power or not, I see you're not worth keeping around!" He held out his staff, green and pink energy swirling around the skull. "DIE!"

'I won't let my friends down again!' Natsu took in a deep breath, channeling every ounce of power he could into his lungs. Whatever energy was in that fire felt unpleasant inside of him, but he bore through it.

"Dark Capriccio!" The skull fired a powerful beam of green magical energy with fire swirling around it.

'No more doubting myself…' Reaching the peak of his lung capacity, he unleashed the signature move of all Dragons. "Fire Dragon's… ROOOOOOOOAAAARRRRR!"

A massive torrent of crimson flames and bright electricity was unleashed from Natsu's mouth. The intense heat wave instantly melted the cobblestone street and buildings within a close proximity. The fiery torrent and Brain's drill-like attack collided midway, struggling in a stalemate before the irradiated flames overpowered and consumed the darkness spell.

Brain could only look on in shocked horror as the powerful blaze fully enveloped him, baptizing his body in searing, fiery agony.

The blazing light illuminated the night sky like the sun and could be seen for miles. As the crimson torrent plowed across Nirvana's structure, Natsu's mighty roar echoed throughout the city and the landscape below.

The fiery light of Natsu's attack brilliantly shone like the sun itself as the roar resonated across the land. Any animals or people nearby who weren't in awe at the blazing beam shooting into the sky cowered in fear at the roar's ferocious volume.

Meanwhile, the Light Guild wizards on Nirvana looked on in awed shock at the massive magical attack lighting up the night sky. They immediately knew the source of the phenomenon.

'Natsu!' Was the thought of the Allied Forces present.

Ben had been forced to stop from the heatwave racing across the city. The teen hero sweated lightly, not just from the heat, but apprehension. 'This could be really bad.'

He glanced at the Omnitrix to see it was still recharging while continuing to blink and give another warning message.

"Warning! Radiation levels have drastically spiked." the device voiced. "Extreme caution is advised."

'I don't think I've seen radiation this high since P'andor… Damn it, Natsu!' Ben, of course, was worried for his friend. How would all this radioactive fire affect him this time? Last time he had felt ill for a while, but this was on a completely different level than before.

"Ben… is Natsu gonna be okay?" Happy sounded very worried.

The intensity of the blaze suddenly started to lighten up. The fiery mass continued to shrink and disappeared beneath the building rooftops, allowing the darkness to return.

"We're about to find out!" Ben rushed forward, unconcerned about the radiation at the moment.

Turning a corner, Ben and Happy arrive to find a scene of destruction. The buildings lining the street were demolished, some were even melted. Fires across the site licked away at the air, providing an adequate lighting source. The biggest eyecatcher, however, was the trench of molten lava separating Natsu and a very badly burned Brain. The destruction continued behind the madman all the way to Nirvana's edge - leaving a scorched gash in the city.

"W-Whoa…" Happy stuttered, stunned by the scene.

Ben's eyes widened further, noticing the change in Natsu's body. It wasn't hard to miss given the fact that he was floating a few inches off the street and his skin had an orangish-red glow akin to a Prypiatosian-B.

"Holy crap Natsu… what did you do?" Ben murmured in shock.

"Ugh…" Natsu hunched over and immediately the atomic-flame power coursing around him vanished. He collapsed face-first into the street, moaning painfully.

"Natsu!" Happy jumped out of Ben's arms and ran to his best friend's side. "Hey, Natsu!" He shook the Dragon Slayer in worry. "Are you okay? Please, get up!"

Ben approached Natsu and gently rolled him onto his back. He gasped upon seeing his bright pink, blistered skin and labored breathing. 'This is really bad! This definitely looks like radiation poisoning.'

"Natsu!" Tears formed in Happy's eyes.

Natsu remained unresponsive.

Ben kneeled by Natsu's side. 'I gotta use Clockwork to reverse time around his body.' He looked at the Omnitrix, which was still in recharge mode. "Come on, Omnitrix! Show me green!"

The Omnitrix ignored his request, responding with, "Radiation levels are high. Caution is advised."

"Grr… dammit!" He looked back to Natsu with concern. His forehead was perspiring and the color on his face was starting to disappear. With the Omnitrix currently out of commission, Ben had no way to help him physically but he could at least help raise the pyro's spirit.

"Natsu, I need you to listen to me and listen well." Ben leaned closer so the sick Dragon Slayer could hear him. "It's going to be okay! I dunno how you did it, but you summoned that atomic-fire powerup again. You defeated Brain, you can't let this beat you. Control it! I believe in you!"

Natsu's labored breathing seemed to increase as he tried to move; however, his body was too weak.

'The radiation is doing a number on him. On top of that, his motion-sickness doesn't make things any better.' Ben's thoughts drifted to a certain blue-haired girl. 'We could really use Wendy right about now.'


The Omnitrix bearer recognized Lucy's voice and turned to see her, Gray, Jura, and Ichiya running down the street towards them.

"GUYS!" Ben shouted in relief. "You're here!"

"Kind of hard to miss all that fire. Figured it had to have been flame-brain." Gray said. "So what's the-"

The Ice-Make wizard was unable to complete his sentence. The group's eyes widened upon seeing the scale of destruction in front of them.

"What the heck?" Gray muttered, dumbfounded. "Since when could Natsu do this?"

"~Maaaan!~ What devastation has unfolded here?" Ichiya exclaimed in surprise.

Jura took a moment to analyze the scene, noting the partially melted buildings and the massive, charred trench carved into Nirvana. His eyes widened further when he spotted Brain lying on the other side of a pool of lava down the street.

'He did it! Salamander managed to defeat Brain. Incredible!' Jura's eyes shifted to the pink-haired pyro, seeing that his physical condition looked pretty bad. 'It appears to have come at a price though.'

Noticing Natsu's poor state, Lucy gasped and rushed by him. "Natsu! W-what happened to him?"

"Whoa… is he okay?" Gray was concerned. He had never seen Natsu in this bad of shape - not even after eating the Ethernano a while back.

"He somehow unlocked that radiation power I gave him to beat Laxus." Ben responded quickly. "But it looks like the aftereffects are worse this time."

"Seriously?" Lucy was surprised.

"Then what are you waiting for then?!" Gray shouted in panic. "Help him like yah did Erza!"

"I can't! The Omni - Uh… my power is drained. I need time to recharge." Ben caught himself mid-sentence, remembering Jura and Ichiya were present.

Lucy kneeled to gently cradle Natsu's head in her lap. He weakly moaned at the contact, still unconscious. She wasn't used to seeing Natsu in such a weak, defeated state. This wasn't like his typical motion-induced vertigo. It reminded the Celestial mage of when Ben had passed out from the Entrapment Spell and how his condition had progressively worsened. It was unsettling for her to see someone as strong and confident as Natsu to look so sick and frail.

"He needs help… fast." She said fearfully. "We need Wendy…"


Ben's eyes widened upon hearing the familiar voice. Everyone turned to see Wendy and Carla running down the street towards them.

"It's Wendy and Carla!" Lucy exclaimed, sounding hopeful.

"Just as I thought." Carla said, running by Wendy's side. "Only those hooligans could cause such a ruckus."

Happy normally would've been ecstatic to see his white felien crush, however, his attention was focused squarely on his sick best friend. "Natsu… it'll be okay. Help's here!"

Natsu could only weakly groan in response.

"Guys, we're in big tro-"

"Perfect timing, Wendy!" Ben interrupted and stood up, urging her to run over. "Please, hurry over here! Natsu needs help!"

Wendy paused to look at her fellow Dragon Slayer lying on the ground and gasped at his sickly condition. The blue-haired girl's instincts immediately kicked in as she rushed over to Salamander's side.

"What happened to him?" Wendy asked, never seeing a person at this level of sickness. "Has he been poisoned?"

Ben nodded. "In a way, yeah. He needs a healing spell, fast!"

"Wendy, please help him." Lucy begged.

Wendy nodded, gaining a determined look. "I will!"

Not wasting any time, she placed her hands on Natsu's chest and a bright blue light emanated from her palms.

"Strange… I've never encountered a poison like this before." She was remarkably calm. "But… I think I can help him."

She focused her healing magic into Natsu's body. Surprisingly though, the radiation inside Natsu's body wasn't being immediately counteracted by her Sky Magic.

Carla noticed Wendy's struggle and tried to protest. "Child, you shouldn't push your-"

"Yes I do!" Wendy firmly retorted. "If I don't… Natsu may not make it."

The group looked at each other grimly. Was it that serious?

She furrowed her brows in concentration. Whatever poison was inside Natsu's body was giving her healing magic trouble. "I can't… no… I won't let that happen." She responded by raising her power higher, causing her own breathing to increase.

Everyone looked on in nervous anticipation.

"The parfum in the air is tense. Oh, yes!" Ichiya commented with an awkward pose.

"Now's not the time!" A tick mark appeared on Gray's forehead.

Moments passed as Natsu's blistered skin started to return to normal while his breathing was much less labored. The light around Wendy's hands dimmed down as she cut off her magic, panting heavily.

"There…" She breathed hard. "I… think I got all… the poison out."

The Omnitrix beeped a few times. "Radiation levels have dropped to moderate and stable levels."

Everyone looked at Ben in confusion. Jura and Ichiya were especially confused. Did his wristwatch just talk?

Ben sheepishly smiled. "Heh, it does that sometimes."

Turning his attention back to the Sky Dragon Slayer, the teen hero laid a supportive hand on her shoulder. "Good work. Thanks, Wendy." He smiled softly, letting her know her efforts weren't in vain. "You saved him."

"Thank you, Wendy." Happy said gratefully.

Wendy smiled in appreciation. She looked away with a small frown. "I don't know what Natsu did… but he'll be down for a while." She felt slightly downcast for not being able to do more for Natsu, but was glad that he at least wasn't in immediate danger anymore.

Ben nodded in understanding. He figured that would be the case. Even Natsu wouldn't be able to recover instantly after all that abuse: Sky Magic or not. "It's okay, you did great. What matters is that he'll live to fight another day."

"Yeah, thank goodness." Lucy sighed in relief.

"Yes, it is." Jura glanced over at the defeated villain. "I'm impressed that Salamander was able to defeat Brain on his own. I honestly thought it would come down to Sir Ben or I to stop him."

"Now that your friend is healed, we should focus on another pressing matter." Carla spoke up. "For starters, it would appear that Nirvana is heading straight towards Cait Shelter."

"What?!" The group shouted in surprise.

'Wait… why would Nirvana be heading to their guild?' Ben thought, perplexed.

"How cowardly for them to engage against our fair Sky Maiden's guild!" Ichiya commented in a disgusted tone. "Shameful!"

"Did Brain ever mention anything to suggest what his plan or endgame was?" Carla inquired, trying to deduce why Brain would deem it important to destroy Cait Shelter first.

Happy weakly shook his head. "No. He never mentioned anything about that when he fought Natsu."

"Neither did Cobra when I fought him." Ben added.

The Omnitrix bearer had hoped that by asking questions pertaining to Jellal and Hex he could deduce what Brain's goal was. However, they were still in the dark on many things. He figured from experience that Brain simply wanted to take over the world (like every other bad guy he fought mostly), but he would've preferred to hear it from the tattooed wizard's own mouth.

"Why Cait Shelter?" Jura lowered his head in confusion. "There are several cities and guilds much closer. If his goal was simply to destroy Light Guilds, why not attack closer targets?"

'I wonder… is there something special about that guild?' Jura pondered. 'What else did Brain know?'

Ben had similar musings and was unable to derive an answer either. There was still too much they didn't know, and it frustrated the alien shapeshifter.

"Well, we can't exactly ask him anything right now." Gray looked over at the unconscious leader, lying in a pile of rubble with burns and marred pink skin.

'Natsu really cooked this guy.' Gray was inwardly surprised at the extent of the burns. While Natsu didn't have the best control of his magic compared to Fairy Tail's other guild members, his fire rarely ever burned people badly (especially to this degree) unless he wanted it to. 'He must've really been struggling to control that power, whatever it is.'

Wendy couldn't help but gasp at Brain's defeated state. "Wow…that looks bad."

Ben looked over and then noticed something off about Brain. "I know I'm not crazy, but Brain definitely had more tattoos on his face earlier."

"You sure, man?" Gray asked. Brain was pretty burned up, so his skepticism was justified.

"Positive." Ben replied without any doubt.

"What do you think that could mean?" Lucy wondered.

"I dunno…" the brunet admitted.

"Hmm… There are still many lingering questions." Jura stated.

"There's another important question to ask. For instance, why is this monstrosity even still moving despite Brain's defeat?" Carla pointed out.

Ben had to admit, despite her condescending tone, the prissy feline had a valid point. Enough time had passed that Nirvana should have stopped moving, yet it hadn't.

The brunet turned his gaze to the towering royal throne. "Brain summoned some control console thing at the top of that tower earlier. Natsu broke it but maybe he summoned another one?"

Happy nodded his head to confirm. "Yeah, I remember he did."

"That matches up with what Hoteye - uh, what Richard told us." Jura corrected himself.

"Wait, Hoteye?" Ben cocked a brow in bewilderment. "Why would he tell you that?"

"~Maaan!~ Richard, or formerly known as Hoteye, has come to his senses - thanks to my parfum!" Ichiya danced whimsically. "He is no longer our foe. Oh, yes!"

"Wait, seriously?" Ben's eyes widened.

Jura nodded in confirmation. "Yes. Nirvana helped change his heart as he never was truly evil. Simply misguided. Right now he's fighting Midnight, holding him off for us."

"Okay…" Ben held his chin thoughtfully. 'That's a surprise, but at least Nirvana changed somebody for the better.'

"That's good, I guess. One less bad guy to contend with. If he can beat Midnight then all of the Oracion Seis will be defeated." Ben noted.

"Pardon the interruption," Carla inserted herself back in the conversation, "but shouldn't we be focused on getting to the top?" She pointed to the royal throne. "Stopping this thing is our main priority right now, isn't it?"

"Yeah, you're right." Ben agreed.

"But what about Natsu?" Lucy questioned, still cradling the pyro's head in her lap. "He still isn't waking up. And… I don't think we can just leave him here."

"One of us can drag him along, I guess." Gray said.

"No, don't bother." Ben turned to Happy, noticing that his condition was still not ideal. Looking at Wendy, he asked, "Hey, Wendy… you think you can heal Happy up?"

"Now wait just a minute!" Carla interjected. "Wendy's already used her Healing Magic too much today. The tomcat has enough strength to stand on his own." She gave Happy a pointed look. "Right?"

The blue feline dropped his head and lowered his ears. "Yes, ma'am." He replied submissively.

"I need Happy to fly Natsu out of here." Ben elaborated. "And right now he's in rough shape."

"But she's already-"

"It's okay, Carla." Wendy interrupted. "Happy's body is small, so I can do it. This is why I'm here, after all." She placed her hands on Happy's back, channeling healing magic into his small body. The scrapes on Happy's fur rapidly disappeared as did his tired eyes. "There ya go! It isn't much but at least I healed most of your wounds."

Happy smiled and nodded. "Thank you, Wendy."

"You good, Happy?" Ben asked.

"Aye," Happy replied in a stronger, still tired tone.

"You sure it's a good idea to take Natsu away?" Gray seriously inquired. "We may need him later on…"

"Look at him. Natsu's too injured and drained to do anything." Ben firmly said. "I have a feeling that this isn't over yet. Given the state he's in… if he wakes up and tries to fight, he won't make it."

The Ice-Make wizard nodded in understanding. As insufferable as Natsu could be, he certainly didn't want his rival to die.

"Where do you think we should go?" Happy asked.

"Why not go to Cait Shelter?" Wendy quickly suggested. "It's in the direction Nirvana is going. Maybe you can warn my guild to evacuate while you're there."

Ben nodded in agreement. "Good idea, Wendy."

The blue-haired girl couldn't help but smile at the compliment.

"Okay…I'll do that." Happy summoned his wings and carefully picked Natsu up by the scruff of his vest. "Good luck, guys!"

"Be careful, Happy!" Lucy called out.

His destination set, Happy flew off into the distance while holding an unconscious Natsu.

'You did good, Natsu. Rest easy and leave the rest to us.' Ben thought.


A weak groan caught everyone's attention. The present Allied Force members turned to see that Brain's body was moving slightly.

"No… how could I… fall like this…?" He panted heavily.

Jura's expression turned serious. Thrusting two fingers forward, he quickly summoned a slab of rock to cover the lava pool. The group walked over the slab and cautiously approached the Oracion Seis leader, preparing themselves for any possible attack he may throw.

Ben glanced at the Omnitrix and was satisfied to see how the faceplate had turned green, signifying it had completed its recharge. However, upon closer examination, they realized it was highly unlikely that Brain was gaining a second wind. His body was in rough shape from the radiation burns, and it looked like he was barely conscious.

He seemed to be talking to himself, not even noticing their presence. "...Hear me Midnight… you mustn't let the Six Prayers fall… they… are our only hope… of keeping him at bay…" He said in a raspy voice before falling back into unconsciousness.

Then, one of the black lines on his face disappeared. Needless to say, the group was definitely on high alert now.

"Keeping who at bay?" Jura cocked an eyebrow.

"A very foul parfum is in the air." Ichiya noted. "~Maaan!~"

Ben's brows furrowed. "I knew I wasn't crazy. You guys just saw one of his tattoos disappear, right?"

"Yeah, kinda hard to miss." Gray replied. "What the heck is that?"

"Hmm… Body-Link magic, if I had to surmise." Jura suggested.

Lucy gasped lightly. "Like what Laxus used for the Thunder Palace."

"But why though?" Gray wondered. "What're these 'Six Prayers' he was talking about?"

Ben was curious as well. He had some thoughts on Brain's mysterious words; nevertheless, there was a more pressing task at hand that the group needed to focus on.

"We won't find any answers here." Ben spoke up. "Let's get to the royal throne where the control console is."


The group turned and rushed towards the giant tower in the city's heart.

Meanwhile, Richard stood on the rim of a crater with a serious expression. At the bottom of the hole was Midnight splayed out with his eyes shut. His body was littered with scrapes and bruises from their battle. Richard suspected he may have broken bones too. He had been able to land several decisive blows on the son of Brain, and it appeared he was finally defeated.

However, the former Oracion Seis member had a nagging feeling that the battle had been too easy.

"While I sleep…" Midnight suddenly spoke, "...I have many… dreams."

Midnight steadily stood up while hunched over, much to Richard's surprise. How was he able to stand up with such injuries?

"I know you do too… and nightmares." Midnight's lips curled upward into a devious smirk.

"AAAAHHHHHHH!" Richard cried out as his body was all of a sudden overflowing with unspeakable pain.

Midnight stood up fully. "Magic attacks don't hit." He opened his eyes, shooting the long-haired man with an unfazed smirk. "You see?"

'All of his wounds have disappeared!?' Hoteye thought in shocked dismay. All of the damage he had inflicted on Midnight was gone as if it had never happened! Was Midnight simply toying with him this whole time?!

"Father is a very skilled wizard but my power overshadows his." Midnight said in a calm, confident tone.


The unknown force that Midnight was afflicting Richard's body with rapidly increased. The agony was too much as his eyes rolled back behind his head, all of his strength disappearing.

'My dear brother… my prayer…' Richard collapsed to his knees as his arms fell limp to his sides. Memories of him and his little brother Wally working on a field in an arid environment played through his mind. Though they couldn't grow much, they at least were able to harvest one potato - one which they both shared. '... was to gaze upon your face. Just one more time…'

Richard collapsed face-first and succumbed to unconsciousness.

Midnight momentarily looked down with disinterest at his defeated former comrade. He had no reason to help or stay by his side any longer. He then turned and walked away.

He smiled cockily. "As long as I'm still standing, Nirvana will not be stopped."

Across the city, the sudden loss of another Body-Link connection jolted Brain from unconsciousness. "And so the fifth Prayer has disappeared." He rasped out, another black line on his face disappearing. "Hear me Midnight, you mustn't fail as well… my prayer is for your strength."

Brain blacked out once more, the searing pain coursing through his body being too much.

A gust of wind blew across the desolate, scorched street. Without warning, a pink light flashed beside Brain. As soon as the light appeared, it immediately vanished and in its place was a man.

He wore black boots and pants and had a red garment on his upper body that had an opening exposing his torso. Part of the garment was a red hood pulled over his head. On both forearms were black bands that had six circular stones positioned on top, three on each arm. In his right hand was a tall wooden staff with the carved head of a demonic bird, its mouth wide open.

The man looked down at Brain's badly burnt and beaten form with a scowl. Black and white markings resembling a skull were imprinted on his face.

"How disappointing Brain." He spoke in a displeased tone. "Bested by a reckless upstart. I thought you were stronger..."

The man pointed the top of his staff at Brain's body. One of the stones on the man's left armband glowed orange, and a strange angular marking appeared on it. As a result, Brain's body was bathed in the same orange light. Remarkably, all of Brain's injuries began to rapidly disappear, even the third-degree radiation burns healed over without leaving any trace of scarring!

Satisfied, the man pulled away the staff and the stone on his arm ceased glowing. Brain lightly groaned in his sleep, his body slightly shifting.

"I shall give you one last chance. Do not waste it, my former apprentice." He glanced over to the side where Brain's staff was lying. "Klodoa."

The lacrima inside the skull's mouth suddenly started to illuminate. The cane levitated off the ground and, somehow, bent forward into a bow. "Y-yes, Great One? It's a p-pleasure to see you once more…"

"Do not give any mention of my involvement here to anyone." the 'Great One' ordered. "I must remain in the shadows for the time being."

"Y-Yes… I understand." The skull nodded.

Turning back to Brain, the man narrowed his golden eyes, frowning. 'Perhaps your alter ego will have more success.'

The hooded man was enveloped in pink light and promptly vanished into thin air.

The cane, now known as Klodoa, used the end of his staff to wipe nonexistent sweat from his forehead. "Geez… that guy is as intense as I remember." He sighed heavily.

Klodoa then looked down at his master. "Brain… wake up, you fool!"

A groan escaped from Brain''s mouth as his eyes began to flutter open. "Master… Hex…?" he murmured.

At the top of the royal throne, Ben and the others walked out from a stairway inside one of the columns on the perimeter and stepped onto the empty platform. He was a little out of breath after the long run up the stairs, deciding to reserve the Omnitrix's power for later.

However, they were confused to find no signs of a control console anywhere. Jura theorized that perhaps Brain had hidden it from view, and tried using his magic to sense it out. After several moments, unfortunately, Jura came up short. The magical console had disappeared without explanation.

Ichiya spun on his heels, searching in every direction while sparkling. "I do not see our target anywhere. It's as if it has up and vanished, like a spray of sweet parfum in the wind. Oh, yes!"

"Yes, Sir Ichiya," Jura replied. "It is peculiar."

"I don't get it." Gray said, annoyed. "I thought Happy said Brain summoned another control panel. Where'd it go?"

Jura narrowed his eyes, contemplating a possible answer. "Perhaps it disappeared after Brain was beaten?"

Ben nodded in agreement. "Yeah, makes sense. He was using his own magical power to summon it."

"But why is Nirvana still moving though?" Lucy questioned. "It should've stopped after Natsu defeated him, right?"

"There is a much more pertinent question at hand." Carla calmly walked forward. "Or should I say another way of how to stop Nirvana should be phrased."

Everyone looked to Carla, giving her their full attention.

"There are no visible controls, the royal throne is empty, and the one presuming to be piloting it is unconscious. So, perhaps instead we should be asking how it is still functioning the same as before?" Carla suggested.

Ben's eyes snapped open as the realization struck him like lightning. Even though Carla could be insufferable, he had to admit that she had a good head on her little shoulders.

"Right…" Ben said. "This thing is still moving with a purpose. Maybe Brain put it on auto-pilot or something? And if that's the case, it means he most likely programmed it to fire too."

The group - minus Carla - were stunned by this revelation. She had already come to the same conclusion earlier.

"That's not good," Gray spoke with mild apprehension. "It could fire once it's in range, and we have no idea when that could be."

Wendy, meanwhile, lowered her head in anguish. She couldn't hold back the tears nor her crying any longer. It was all too much. This monstrosity was heading straight for her guild hall and she was to blame!

"Our poor guild is in trouble…" She sobbed pitifully.

Ben looked down at the girl. No doubt she was blaming herself for this whole ordeal. He could sympathize with her, remembering how he blamed himself for the Omnitrix's Self-Destruct Mode being accidentally activated eight years ago.

He shook his head and decided he wouldn't allow her to go down that road. Berating herself wouldn't help her or anyone else right now.

"Wendy," The otherworldly hero kneeled by the small bluenette, placing a comforting hand on her shoulder. "Don't lose hope. We'll stop Nirvana. I won't allow it to hurt any of your guildmates. I promise." He affirmed with the utmost confidence.

Wendy sniffed and stared into Ben's eyes, seeing no sign of deceit. He was genuine. She whipped away her tears and shook her head, giving him a determined expression.

Ben smiled and nodded.

The others couldn't help but smile at the scene. It was refreshing seeing that side of Ben as opposed to the no-nonsense, serious version they had dealt with all day. Carla, however, looked away with a huff. She still didn't fully trust this strange Take-Over mage, but at least he knew how to talk to children.

"Hate to ruin the moment, but," Gray stepped forward with a serious look, "how are we planning to stop this thing? Not to sound pessimistic or anything, but that's a pretty tall order."

Ben stood up and held his chin with his thumb and index finger in rumination. 'Let's think this through. Something this massive needs a power source to move… maybe if we destroy that? But we don't know where it is and we don't have time to spread out and search… nor a way to communicate over long distances since Hibiki isn't here.'

He closed his eyes and hummed inaudibly. 'Okay… scratch that then. Maybe I can use Way Big to stop it? But there's still people here, including Erza (I hope), and I can't be reckless by putting their lives in danger. But… what if we got everyone off the city in time?' He frowned. 'No, that's a pretty risky plan and we're running short on time. We should only attempt it as a last resort. But what else can we do?"

The others looked at their de facto leader in Ben expectantly, hoping the teen hero had an idea.

'Wait,' Ben's eyes slightly widened, a possible idea coming to mind. 'Brain likely knows how to stop Nirvana. Maybe we can get the information out of him? But in the meantime…'

Ben lowered his hand and glanced at the Sky Maiden. "Wendy, you're a Dragon Slayer, so is your sense of smell really good?"

Wendy nodded her head. "Y-yeah, why do you ask?"

"I want you and Carla to head out and find Erza. She's gotta be somewhere in the city. Jellal's most likely with her too." Ben frowned at the thought of the blue-haired man, but he shook his head. He couldn't dwell on his personal feelings. "Once you do, try and round up everyone you can across the city, ally or not, and meet us back at the base of this tower. I need you guys to be quick, can you do that?"

"O-okay," Wendy lightly stammered. "I… I t-think I can."

'Definitely need to work on her confidence.' Ben thought absentmindedly.

"Now wait just a moment! For what purpose?" Carla sternly asked. "What will gathering everyone in one place accomplish?"

"It's Plan B." Ben simply replied, confusing the group.

"What do you mean?" Lucy asked.

"What's Plan A then?" Gray added, cocking a brow.

"Brain knows how to stop Nirvana, so I'm gonna try and get that information from him. If that ultimately fails, I want everyone in one spot so I can get them off the city at the same time." Ben elaborated.

"And then?" Jura inquired curiously.

Ben's expression hardened. "Then I'll use Way Big to completely destroy this thing."

Everyone's eyes widened at that statement. The non-Fairy Tail members were surprised by that claim. Was he really that powerful?

Lucy and Gray, meanwhile, recalled when Ben used that titan form to fend off Phantom Lord's Jupiter Cannon. Later after the fiasco, Ben had admitted to the team he had held back dramatically in order to avoid annihilating the Phantom Lord guild hall. Such a revelation sent chills down their spines at the time, realizing that some of Ben's aliens were not to be taken lightly.

"Way Big?" Jura repeated, bewildered.

"It's the name for Ben's titan form." Gray answered.

Jura's eyes widened in surprise. So the rumors of the titan form that appeared in Magnolia were true? Was this form truly capable of destroying Nirvana?

"That is quite an audacious claim you make, so-called lover of my Sweet Honey Erza! Can you truly live up to it? Man…" Ichiya narrowed his gaze in suspicion.

"I've destroyed bigger things in my time. " Ben shrugged nonchalantly.

Gray smirked at that statement while Lucy slumped her shoulders in seeming exasperation.

"Leave it to our guild to destroy an entire city…" The blonde mage bemoaned.

"I highly doubt Brain would divulge such information to us," Carla's eyes narrowed, "even if you did interrogate him in the manner you did Erigor."

Ben slightly flinched at that statement. There was no witty or sarcastic remark from the otherworldly shapeshifter, knowing he was in the wrong pertaining to how he handled the situation with Erigor.

He lowered his head, sighing heavily. "I'm not going to interrogate him like that. I learned my lesson from that whole ordeal."

The group was slightly taken aback. He seemed so convinced earlier that interrogating Erigor in the manner he did was necessary. What made him change his mind so suddenly? Lucy and Gray were inwardly relieved, however. Though they understood the reason behind his actions, they still didn't want to see that side of Ben ever again if they could help it.

"Then how-"

"Let's just say," the Omnitrix bearer interrupted the feline, "I have a much smoother, less painful method to get the info out of him."

The present Coalition members were silent as they quickly processed Ben's plan.

Carla sighed deeply. "Is this truly the best plan you could come up with?" She asked in an exasperated tone.

"With our limited knowledge on Nirvana and the ticking clock, yeah." the brunet responded dryly.

"Hmm," Jura hummed thoughtfully, "time is limited. If either option to your plan is to succeed, Sir Ben, we must act quickly."

Everyone nodded in agreement.

Wendy clenched her fists and looked to the brunet confidently. "I'll do my best. I'll round up everyone I can! Let's go, Carla!" She then started running toward the tower's edge.

"Hold on, child!" Carla summoned her wings and flew after her, grabbing her by the hem of her dress.

With that, the Cait Shelter duo flew into the air and hovered over the city. Wendy sniffed the air, sifting for any trace of Jellal's scent. A moment later, she got something! It wasn't quite the same smell from the one she remembered years ago, but she filed that away in the back of her mind.

"Over there, Carla!" She pointed at her eleven-o-clock near the edge of the city. "I can smell his scent in that direction."

"Alright!" The flying feline shifted their course in the general direction of the targeted area.

Wendy retained a calm, determined demeanor. "Even if you don't remember me Jellal, know that I've never once forgotten you. Please be safe.'

Ben, meanwhile, watched as Wendy and Carla flew off into the distance before returning his attention to the group.

"Okay, let's start heading down-"

"Hello? Can you hear me? It is I, the wizard known as Hoteye."

A sudden, familiar voice echoed in the group's mind with the exception of Ben.

"Did you guys hear that?" Lucy asked, ensuring she wasn't hearing things. "Or am I going crazy?"

"Heard it loud and clear." Gray assured.

Ben blinked twice before deducing that someone was somehow speaking to them telepathically. He didn't have any magic so he naturally wouldn't receive the transmission. To correct that, Ben activated the Omnitrix and, in a flash of emerald, transformed into Beelzebash.

"That's better. So, who's talking to us?" the green-skinned demon asked.

"It's Richard." Jura replied.

"Richard, were you successful in vanquishing that Midnight cretin? ~Maaaan!~" Ichiya asked, sounding genuinely concerned.

"I tried my best, but it seems my magic just simply wasn't strong enough to trump his." Richard replied, sounding regretful. "Do not concern yourself with my rescue. You must work together to bring Midnight down for good! If you succeed in defeating him, Nirvana's source of magic power will be rendered inert and the city will cease its destructive path."

"Seriously?" Beelzebash's eyes widened in surprise. "So that's all we have to do to stop this thing?"

"He's directly below you. Just outside of the royal throne. His power is not to be underestimated. Please, be cautious my friends!" Hoteye continued.

Jura nodded. "The same to you, Richard."

Gray frowned slightly. "Beating Midnight ain't gonna be a walk in the park but," He paused to look at Beelzebash and Jura respectively, "with you guys here, it should be a different fight than last time."

Beelzebash glanced to the side, processing the information Richard had dumped. "I wonder though, is it really that simple?"

"We've already deduced that Brain had Body-Link magic on him." Ichiya posed. "Perhaps that was its purpose? A link to the other Oracion Seis members in order to control Nirvana?Oh, yes!"

Jura nodded in agreement. "Yes, excellent deduction, Sir Ichiya."

"Guess it all makes sense." Gray agreed. "We just beat that reflector punk and this mess will all be over."

"What are we waiting for?" Lucy said determinedly. "We should get going!"

'If that's true, then what did Brain mean by 'keeping him at bay'?' Beelzebash mused on that thought.

"Only one of the Six Prayers remains on the battlefield. Every ounce of trust and confidence belongs to you, my friends. Defeat Midnight and stop Nirvana once and for all. Oh yeah!"

Meanwhile, at the base of the tower, Brain was still lying in a pile of rubble. His right index finger was placed on his forehead, using his telepathy to skillfully masquerade using Hoteye's voice.

"I wish you well, my faithful comrades." With little strength, he grunted and fell back down on the rocky debris - a satisfied smirk plastered on his face.

'Thank you, master…for your help. They may have bested me, but it will come at a price.' Brain passed out once more.

With that, the telepathic link was abruptly broken.

"Sir Richard?" Jura sounded worried.

"He must've used up all his magical power." Lucy surmised.

"~Maaaan!~ Let us make haste, my comrades, and not squander the precious time Richard has bought us!" Ichiya stated in determination.

Everyone nodded in agreement and raced toward the stairway, except for Beelzebash, who lagged behind. Before exiting the roof, he looked out at the city once more with an unsure expression.

Ben hadn't seen Erza since she woke up and hadn't heard any word from her either, and that fact was beginning to worry him. He knew she was more than capable of taking care of herself, but he couldn't help but feel uneasy.

Beelzebash tapped the Omnitrix dial and transformed back to human. 'Erza… wherever you are, I hope you're safe.' He proceeded to run down the stairs, quickly catching up with the others.

On the way down, Ben couldn't help but ponder on Hoteye's message. 'I don't wanna doubt Richard … but something just feels off. Will beating Midnight really stop this thing?'

Perhaps Ichiya was right? Maybe Brain was using the magic from the Oracion Seis to control Nirvana. But wouldn't that control diminish with the defeat of each member? And five out of the six had already been beaten. Ben was unsure, but he admitted magic and the mystical arts wasn't his forte. That was Gwen's department. A shame she wasn't here, he thought. He could really use her help and guidance.

Despite his concerns, Ben decided to go along with the plan. Time was running out and if beating one wizard (even if he was strong like Midnight) was all it would take to stop Nirvana, then they had to take it!

'The sooner we stop Nirvana, the better!' Ben thought determinedly.

Shortly later, stepping off the last stair, the group now stood in front of a large set of wooden doors with two black and red faces carved into it.

"Midnight kicked our butts earlier." Gray spoke up. "He was using some kind of magic to reflect our attacks away from him and he could even reflect them back at us too. Be on your guard."

Jura nodded. "Yes, understood, Fullbuster."

"~Maaan~ He may be strong but against the mighty parfum of justice, he will fall!" Ichiya danced in place on his heels.

"He certainly won't be a pushover." Ben turned back to Lucy. "You up for this Lucy? Or are you still recovering?"

Lucy lowered her head in concentration. He guessed she was trying to assess how much magical power she had. She shook her head in dejection. "I'm sorry. I still haven't recovered enough magic power to summon a spirit yet."

"Don't worry about it." Ben reassured, giving her a confident smirk. "We'll handle Sleeping Beauty. You just stay back and feel free to jump in when you're ready."

Lucy nodded. "Right!"

"Prepare yourselves!" Jura stepped toward the door with a serious expression.

Gray prepared himself by entering a stance as an icy mist cascaded off of his arms. Ichiya pulled a vial of pink-color mist from his belt, ready to pull the cork off. Ben held out the Omnitrix and tapped the faceplate, causing the holo-ring full of alien head-icons to appear.

Ben narrowed his gaze. 'Alright, Midnight. For your sake, you better be ready.'

Jura grabbed the handles and pulled both doors open. As soon as the doors creaked open, he stopped upon feeling a sudden spike in magical energy. His eyes widened in alarmed shock, realizing what was happening.

"EVERYONE GET DOWN!" Jura shouted.

As bright white light started to shine through the crease, Ben swiftly selected an alien and slapped down the Omnitrix core.

Seconds later, in a blinding flash, a violent explosion enveloped the room and echoed throughout the building. The shockwave rippled outside the royal throne as a dust cloud billowed into the sky.

The sound of a loud explosion caught Erza and Jellal's attention as they felt the ground quake beneath them from the shockwave. Turning around, they spotted a smoke cloud rising in the air from the towering structure at the center of the city.

"What was that explosion?" Erza felt slightly unsettled for some reason.

"It was near the throne." Jellal stated.

"The same area as Natsu's attack earlier…" Erza noted absentmindedly.

'We need to get over there, and fast.' She thought.

"Father can be so selfish." A sudden voice startled them. "Leaving me with measly scraps."

They looked back to see Midnight standing before them, a dark smile on his face.

Midnight ambled forward with a sinister aura surrounding him. "Now, please at least make it entertaining for me… my prey."

Erza locked her gaze on the black-haired wizard, quickly gauging that he was dangerous. This would not be an easy battle.

Jellal suddenly held out his right arm in front of Erza, standing in front. "Please, stay back! He's mine!"

"Jellal, don't be foolish!" Erza argued. "You're in no condition to fight him."

Jellal didn't listen, however, and remained in front of her. Midnight remained calm and locked his cold gaze on the blue-haired wizard.

Smoke and dust choked the air around the throne tower's base. As the dust started to dissipate inside, a large hole where the doorway was once present was revealed. It was a mess on the inside. Chunks of the ceiling and walls had collapsed and heaped across the room.

Without warning, a few pieces of rocks shifted before they were suddenly sent flying. A large, armored yellow ball with black grooves quickly rolled out of the rubble. It continued rolling across the debris field until it was outside the building in the open. Only a few dust clouds lingered, but it was mostly clear.

The ball uncurled to reveal Cannonbolt's bipedal form lying on his back, with his allies resting on his torso relatively unharmed.

"Everyone okay?" the Arburian Pelarota asked, sounding gruff.

"Keep it down, I'm trying to sleep." Gray remarked, his eyes clenched shut. "Man… my ears are ringing."

"Yeah… I'm okay." Lucy held her head. "That was a close call though..."

"Indeed," Jura sat up and rolled off of Cannonbolt's body. "That was quick thinking, Sir Ben. You saved us. My sincere heartfelt thanks goes to you."

'I was prepared to use all of my magical power to shield everyone, but Sir Ben was able to shield all of us in that ball Take-Over just in the nick of time…' Jura thought. 'Very impressive reflexes.'

"Yeah, don't mention it," Cannonbolt said dismissively.

"~Maaaaan~" Ichiya groaned with swirls in his eyes. "This parfum… is dreadful…"

"Yeah, no joke." Gray hopped off the armored alien holding his nose. "What's that smell?"

"Sorry," the Arburian Pelarota sheepishly replied. "Cannonbolt's musk can sometimes be pretty strong."

"EW!" Lucy swung her arms comically. "I think I got it on me. SO GROSS!"

"Hey, it beats being blown up." Cannonbolt shrugged, or his kind's equivalent.

"What happened?" Gray glanced back at the destruction the explosion had made.

"We stepped right into a trap obviously." Cannobolt tapped the Omnitrix dial and transformed back to human form. "Looks like Hoteye wasn't completely turned after all." He frowned.

"NO!" Ichiya yelled. "I refuse to believe that. This must've been some kind of foul trick. Man!"

Jura nodded in agreement. "I concur." He narrowed his gaze. "Richard couldn't have done this. This must be Brain's doing."

"I thought that dude was down for the count?" Gray sounded surprised.

'It's not possible.' Ben's eyes narrowed in contemplation. 'There's no way he could've recovered so fast… unless…'

"Ridiculous." A ghastly voice said.

The group was immediately on high-alert and looked around to find the source of the voice.

"Brain was a fool. Using the last of his power to set that trap, and NONE of you fell?!"

"Where are you?" Ben demanded, activating the Omnitrix. "Show yourself!"

Lucy caught a glimpse of a small glint hovering towards them in a nearby dust cloud. "Hey, over there!" She pointed, getting everyone's attention.

"He was a pitiful leader. A disgrace to the Six Demons!" The group tensed up to see that the source of the voice was Brain's staff, levitating off the ground. The orb in its mouth and the eye holes glowed with an ominous light-green. "But our goal is not suppressed yet. Midnight still stands!"

"Am I seeing things… or is that cane talking?" Ben blinked twice. This wasn't the strangest thing he had ever seen, but it was certainly up there.

"Nope. It's real!" Lucy yelped, eyes-wide.

"This is… certainly unusual." Jura calmly commented.

"M-maan… a possessed cane!?" Ichiya exclaimed.

The cane, Klodoa, levitated towards the group until it was in front of them, making them tense up.

"Since he's out of service, there's nothing stopping me from disposing of you myself!" The presented Allied Forces went on the defensive.

Klodoa's eyes and the orb in his mouth glowed once more as he broke into maniacal laughter, sending a tingle up Lucy's spine.

"That's crazy!" Gray exclaimed, recognizing the object. "That's the staff Brain carried around."

"I'm guessing talking canes isn't a normal occurrence here?" Ben remarked.

Klodoa continued laughing with his teeth clanging on the orb. The crazy laughter was really grinding on Ben's nerves, reminding him of a particular villain. 'This thing is giving me heavy Dr. Animo vibes.'

Gray suddenly grasped Klodoa and started banging him against the ground. "Would you just stop already?! Seriously, your creepy laughing is getting on my nerves!"

"Hey!" Lucy was stunned. "Don't just go grabbing it! You don't know where it's been!"

"In the hands of a crazy person maybe?" Ben suggested, with a small smirk.

"Alright, look here you rotten piece of driftwood! Stop Nirvana, right now!" Gray demanded.

Klodoa released himself from Gray's grip and got in his face. "How dare you insult me by referring to me as a chunk of wood that I am clearly not!" He barked. His eyes glowed a little brighter. "I am the seventh member of the Oracion Seis, and we shall destroy you all!"

"Like I haven't heard that before." Ben rolled his eyes. "He's definitely giving me B-list villain vibes… maybe C-list since he's just a stick."

Lucy blinked. "Hold on, I thought there were six members in the Oracion Seis?"

"~Maaan!~" Ichiya posed. "Indeed. After all, the 'seis' in Oracion Seis means six. Oh, yes!"

"Who the heck cares?!" Gray grabbed Klodoa once more. "This cane is talking about kicking our butts."

Ben shrugged. "Well, look on the bright side. It can't really kick our butts since it doesn't have any feet."

"Fullbuster," Gray tensed up. He glanced back and sweated nervously as green magical energy flowed off his body like a mist. A dead serious expression plastered on his face. "Hand me the staff."

Everyone paused at the sudden shift in Jura's demeanor, even Ben was taken aback.

Gray swiftly handed Klodoa over to Jura, who grasped the staff with an iron grip.

"W-what do you think-"

Klodoa paused as magical energy surged around Jura's body. It was intense. Everyone cautiously stepped back with visible sweat forming on their brows. Even Ben, who wasn't magically proficient, could feel the sudden change in the air.

'Holy crap.' Gray thought shakily. 'His magic power is crazy. And he's not even using a spell?!'

Klodoa looked at his captor nervously. "Uh uh… Iron Rock Wall Jura… right?"

Jura's grip tightened and the staff began to crack and slightly splinter. Klodoa cried out in shock. "W-wait! Wait! Wait! Wait!"

"I have some questions, and you will answer them!" Jura demanded. "Understand?"

Sweat began to drip down Klodoa's face. How that was happening, Ben had no idea. Magic, he surmised.

"O-okay! Okay! I'll t-talk!" Klodoa stuttered. "Just… don't break me!"

Erza was shocked when Jellal fell to the ground behind Midnight. He grunted painfully and was unable to get up; his body was too weak. She was surprised that Jellal had been defeated in one simple attack, Midnight somehow distorting the air and deflecting his Heavenly Body Magic attacks.

Midnight wasn't amused. "This is boring. You're supposed to be the fearsome Jellal I keep hearing about?" He directed a scowl back at the blue-haired man. "Did you forget your memories and how to use magic too? What a waste of time…"

'Memories or no, he shouldn't have gone down so quickly.' Erza thought. 'That Self-Destruction Spell he placed on himself earlier must have used up more of his magical power than he realized.'

Midnight turned his sights to Erza and started to approach. He stopped when he noticed Jellal grunting, struggling to return to his feet but to no avail.

Midnight chuckled. "At least you're determined." He turned towards Jellal with a hand on his hip. "I can't wait to see how much pain you can take."

The onyx-haired wizard heard a strange sound and turned back to Erza, who was running towards him with a sword in hand. She slashed at Midnight, but the latter simply stood still while the slash was deflected. He wasn't even touched!

Erza gasped in surprise at Midnight avoiding the hit, trying to comprehend how he did it.

Midnight grinned. "If Erza Scarlet wants her turn that badly, who am I to keep her waiting?"

Erza jumped back a few times to put some distance between her and Midnight, still baffled that her attack had missed. "My sword didn't even hit him!"

Jellal gasped. "No! You mustn't take your chances with him, he's far too dangerous!"

Erza ignored him and pressed on with her attack. She summoned a second sword and swung at her opponent. Again, her slashing motion was deflected.

'How's he doing that?!' Erza was taken off guard as Midnight swiped his arm forward in an arc, releasing distorted air that caused the scarlet maiden to slide back several meters.

When Erza stopped, her armor suddenly began to change. Every single piece of her Heart Kreuz armor was tangling around her and constricting her upper body.

"What is this?!" She dropped her swords, feeling the collar distort and bind her neck all the way up to her chin.

"ERZA!" Jellal shouted.

Midnight simply watched in amusement as Erza was restrained by her armor. She struggled as the constriction was very painful. She opened her eyes from the suffering and grunted ever so heavily. Mustering up her strength, her armor began to glow white. Letting out a loud yell, she finally broke free as her armor was dispelled, leaving her only in her blue skirt and white blouse.

Midnight's eyes slightly widened, impressed that she had broken free. Jellal was impressed as well.

Erza glared at the Oracion Seis member, requipping into her Heaven's Wheel Armor. "Now I understand. You use Reflector Magic!"

Midnight smirked. "Yes, clever aren't we? Whatever attack you throw at me, I'll twist and manipulate. Aside from my impenetrable defense, my magic grants me the ultimate offense to trump all of my opponents."

"No… Can magic like that truly exist?" Jellal questioned, still unable to move much.

"Every opponent has their flaws. You are no different." Erza stated, holding up her blades. "I shall be your end. Dance, my blades!" She summoned and unleashed a barrage of swords. Despite all of the weapons shooting towards Midnight, his Distort Shield deflected all of them to the Fairy Queen's annoyance.

Midnight crossed his arms. "Even sheer numbers won't help you this time." He then distorted the air, causing the multitude of swords to fly back at Erza.

With the two blades in her hands, she swiftly slashed away to defend against her own attack. She fended off every single strike with precise swings and blocks. The last few swords finally made a clanging sound as they impacted the ground.

Midnight extended his arm and Erza's Heaven's Wheel Armor began to coil around her body like a mummy, causing her armor's wings to shatter into pieces and causing her to struggle even more.

This time, Erza choked with wide eyes.

"Much better. Now, soothe me with the sounds of your screams!" The armor tightened and Erza screamed in agony as she was being constricted even tighter than before. Midnight sadistically smirked, satisfied with Erza's screams of ongoing pain.

Erza shifted the sword in her left hand and twisted her body to throw it. Midnight saw it coming and calmly leaned to the side as the sword passed by him. Erza narrowed her eyes, grunting.

However, just at that moment, she had realized something crucial.

The sword pierced the rock behind Midnight. "Impressive. Spiral Pain!" Moving his arm in an arc formation, a huge tempest of spiraling air engulfed Erza and her surroundings. Her coiled armor was torn apart as her body suffered blowback from the attack.

Her armor was completely shattered, leaving her in her white blouse and skirt once more. Erza screamed in agony in the midst of the attack. As the wind subsided, she helplessly fell face-first to the ground with a harsh thud.

Jellal looked on with wide eyes. "No… Erza." He saw that she wasn't moving.

"Finished already?" Midnight frowned.

Erza didn't move nor make any noise.

Jellal finally got his hands under him and rose to his knees at last. The effort was as much strength as he could muster, however, "C-Curse you."

Midnight was left disappointed. "You can't die on me now. I still wanna play." Erza still didn't respond. "I need entertainment, at least until we reach Cait Shelter!"

Jellal glared up at Midnight. "What is this Cait Shelter?" He demanded.

"Our first target of course." Midnight answered.

"And what earned them that honor?" Jellal wondered.

Midnight turned his head back to Jellal. "An excellent question. Long ago, a peaceful tribe, the Nirvit, created Nirvana in hope of stopping a cataclysmic war. They realized that the weapon was far more deadly than the war itself, so they sealed it away. They were so afraid of it, they swore to watch over the burial site. Their descendants took up that task and made a guild that still remains to this day – Cait Shelter. The Nirvit bloodline must end if we are to continue." An even bigger smirk ran across his face. "We shall use Nirvana for what it was intended for. We shall send the world spiraling into such sweet chaos!"

Jellal grunted at Midnight's deranged words. "And we'll start by crushing Cait Shelter. If the Nirvit wanted no part in this, we'll force them into bloody war! Nirvana will turn their hearts to the darkest pitch imaginable and they'll slaughter each other! Oh what a lullaby it'll be!"

"Heartless monster!" Jellal glowered at the black-haired man.

Midnight shifted his gaze down towards Jellal. "Do me a solid and cut this goodie-two-shoes act." He walked closer towards the battered wizard. "Your heart is so foul that it may even trump mine. One could say that you're the very quintessence of evil." He spoke the last part slowly and quietly.

Jellal grunted and turned to look Midnight in the eye. "That's a lie!" He protested, but Midnight kept pressuring Jellal.

"Look at what you've done. Forced children into slave labor, murdered one of your closest friends, and even tried to kill Erza for the greatest power in existence." Jellal shook due to being taunted by his destructive past. "Do you know how many people you left in despair and sorrow? They all feared you, trembling at your name. An entire ocean of tears was shed because of you." Jellal looked away. "You inspire me Jellal, join me!"

"Wait, what?" Jellal gasped as Midnight stuck his hand out.

"You are destined to become the newest member of the Oracion Seis." Midnight concluded.

Jellal was speechless. What was he supposed to do? Though he had forgotten, it was clear that he had committed many dastardly, unforgivable acts. Could he ever truly be good? Or was he only fooling himself?

He stared at Midnight's hand carefully. 'Am I… truly destined to do only evil?' He contemplated, unsure.

Both of them stopped as they heard a certain female struggling to get up.

Erza grunted, using what strength she had left to push her damaged self off the ground. She steadily climbed to her knees and eventually her feet, almost stumbling forward. She finally stood still, with her hair shadowing her eyes.

"Don't you dare listen to him." Erza's body shone with yellow light.

As the light faded, she was now adorned in a new set of armor, if it could be called that. It had a short sleeveless tunic with a multitude of flower motifs, open on the sides and revealing much of her chest. The openings were closed by a dark obi with a red rope. A pink flower-patterned cloth enclosed Erza's waist, which had a long purple cloth coming from her tunic. Another cloth was held on her sides by a large red ribbon. The cloth was yellow-bordered and was edged several times. She had pink stockings and simple sandals. The weapon she carried was a Bisentō, the blade having a cove at the blunt side of the blade with a hole, looking similar to a halberd.

"The light inside you is brighter than ever." Erza strongly declared.

Midnight turned back towards her. "Well, I'm surprised you can even stand."

Erza glared at Midnight, determined to defeat him.

Jellal smiled, recalling the words she had told him earlier. "That hope will guide you throughout your life.'

Jellal looked back to Erza with a soft smile. 'Thank you, Erza… for giving me light.'

Midnight stepped forward while staring at the redhead coldly. "Looks like I'll get my real fight after all." He smirked madly as his face contorted into a maniacal expression. "Destroying you will be a treat!"

Erza twirled the bisentō in her hand and pointed the tip at Midnight. "I swear on this blade that I shall end this chaos!"

Midnight grinned in delight from having an opportunity to tear the Fairy Queen apart even more. "Well then…come on Erza, or should I call you Titania? I want to see your strength with my own two eyes, but I won't feel it."

Needless to say, Midnight was fully confident in his victory.

Erza readied her bisentō and dashed toward Midnight before slashing the weapon twice, both of which were simply deflected by Midnight in an instant. The deflected slashes hit the sides of nearby buildings.

Jellal was stunned by the speed of her attack. "She moves so fast…"

Erza swiped yet again and the attacks went through Midnight this time, yet they still hit buildings instead.

Midnight chuckled. "You can be the fastest person alive, but you can't touch-!"

Erza suddenly struck Midnight in the chest with a palm strike, sending him crashing into a building and leaving a crater in it. Jellal and Midnight were both shocked.

Midnight slowly pulled himself out of the now concave wall, looking at Erza in astonishment. "No… you hit me!?"

Erza remained posed with her palm still stretched out, and then held up two fingers. "Two. There are two crucial weaknesses in your Reflector Magic."

Midnight's eyes widened further. No… she couldn't have figured it out so quickly!

"It's true you can bend weapons and magic attacks, but you can't manipulate the human body. If you could, then you wouldn't have twisted my armor. Isn't that right?"

"Maybe." Midnight arose and he extended his hand, causing a distortion to appear around him. "But why would that matter?"

Erza's robe entangled her and began to constrict her. She was forced to drop her blade to the ground, which disappeared in a flash of light. She, however, remained stoic.

"I can make those clothes you wear squeeze you until you pop!" Midnight claimed.

"Now your second weakness…" Erza summoned a red magical seal above Midnight, shooting forth a barrage of various swords and blades down on her foe.

Midnight panicked and jumped to escape the weapons raining down around him. He barely dodged several lethal blows but still received many cuts and lacerations. He landed on the dusty ground with a pained yelp.

Erza remained still and continued her explanation. "When you were twisting my armor, you dodged my sword. Why didn't you simply change its trajectory? It's because you can only control one space at a time. Either your enemy or yourself, but not both. While you're bending me, you're defenseless."

Jellal stared at Erza in amazement. 'Amazing. She was able to figure all that out so quickly?'

Erza started to move her arms despite Midnight's magic. "This is my Robe of Yūen, by far the most elastic in my collection, and subsequently immune to your magic." Erza's robe returned to normal and she requipped her bisentō into her right hand.

She smirked. "Huh, I suppose you can count this armor as a third weakness."

Midnight pounded the ground under him in frustration. "No! No! No! It's too late!"

"Yes, it is. This battle is over." Erza stated. She furrowed her brows as Midnight suddenly started laughing.

His laughing stopped and he looked up with a dark expression. "That's not what I meant. Too late for you. You should have defeated me earlier. Before midnight. You missed your only chance to rest in peace!"

The declaration startled Erza and Jellal both.

Erza and Jellal both looked around in confusion upon hearing a distant noise.

"What is that sound?" Erza wondered.

"A bell?" Jellal said.

"Tolling the midnight hour." Midnight rose up and a blood-red magic seal appeared above him. "When the clock strikes midnight my powers reach their terrifying peak!"

Erza and Jellal both watched as Midnight actually began shapeshifting. His body morphed in a horrific manner, gushing black bubbles and growing in size tremendously. He grew razor sharp teeth and his eyes shifted into slits as he unleashed a bout of feral laughter.

"What is he?" Erza asked, seeing an enormous and monstrous demon in front of her. She tensed up as the demon before her made a black sphere in between his hands with a white glow. He threw it as Erza jumped to attack, but the sphere exploded, annihilating almost half of Nirvana's city.

"There was no freedom in the Tower of Heaven, not even after the uprising. I was still too afraid to sleep at night." Midnight said in a deep, terrifying voice.

"What?" Erza was beyond stunned. "You were there?! All of you were there in the tower?!"

'So that's what Cobra meant…' Erza recalled her brief encounter with Cobra during the Coalition's first battle against the Oracion Seis, when he had mentioned 'she was there?'. '... it all makes sense now.'

Midnight jumped. "Don't act so innocent, Titania! You're just as guilty as Jellal!" He moved to throw a punch but Erza blocked and fended him off with her bisentō. "You turned your back for all those years. Jellal caused so much pain! You're at fault because you could've stopped it and you didn't. Just ask them!"

Erza turned around in horror as makeshift images of both Simon and Rob stood before her.

"Grandpa Rob…Simon…" Erza was temporarily paralyzed from fear yet fought back and slashed through the illusion. However, she had slashed through Rob and Simon, causing them to disappear into mush.

"Aw, history repeats itself. You've killed them again." Midnight taunted.

"SHUT UP!" Erza slashed her blade at Midnight once more, but he disappeared and in his place was Jellal, with her attacking him instead.

Erza gasped.

"That's right, make him pay for the trouble he's caused." Midnight further mocked her. Erza slashed at the beast and he merely sidestepped before he pierced her with a tendril of darkness, causing the great Titania to scream in bitter agony as she felt her insides being destroyed.

"ERZA!" Jellal screamed.

The scene and everything in it suddenly disappeared. Everything vanished back to what it was before the magic seal appeared and Jellal was left stunned.

Erza had delivered a powerful blow to Midnight, posing a couple of meters behind him. As the bell finished toling, Midnight fell to his knees.

Midnight turned his head back in shocked pain. "N-n-no. My illusion failed! She saw right through it!"

'It…It was all an illusion? This whole time? But it was so real. Horrific.' Jellal thought, flabbergasted.

"Another weakness is not knowing that I'm immune to Visual Magic." Erza stated, her left eye closed.

Midnight raised his arms in the air and he looked up at the sky. His eyes started to get misty, tears forming in the corner of his eyes. "No, I've lost! But I'm the strongest! I'm the ultimate member of the Oracion Seis! No one can touch me." He blinked and tears fell. "I'm supposed to be the greatest wizard of all time."

"Someone who can mock others so callously has a very long way to go to achieve greatness." Erza declared, still looking away.

Midnight continued to look up at the sky and cried. "All I've ever wanted…my prayer…" Flashes of his time in that accursed tower, cowering in the corner of a dark cell as explosions shook the ground and screams filled the air. "...my prayer…was to find a quiet place…and finally sleep in peace."

With that lament, Midnight fell backwards and passed out in defeat.

Jellal looked on as Erza glanced over her defeated opponent. 'This is who Erza truly is.'

The wind blew as Erza continued. "If one truly desires greatness, you must know what makes you weak, and more importantly…" She turned back towards Jellal with a smile. "Live with an open heart."

"And that's all I know! REALLY!" Klodoa frantically shouted, starting to hyperventilate. How a cane was even able to breathe was beyond the group's knowledge, not that it currently mattered; especially after everything Klodoa had revealed to them.

Jura still maintained a tight grip around the staff, his gaze only hardening.

"That all sounds crazy," Gray commented. "To think… Wendy's guild are the descendants of the people who built Nirvana."

"But it's the only reason that makes sense," Lucy said to herself.

"Stopping the only people who can seal Nirvana away once more. ~Maaan!~" Ichiya posed dramatically. "A nefarious yet sound strategy!"

Ben nodded in agreement. "One mystery solved. Now another," He walked up to the staff. "How do we stop this thing? Surely it's got to have an off switch of some kind."

"As if I would know!" Klodoa snapped. "I already told you everything!"

Ben narrowed his gaze. "Are you sure?"

"Uh…" Klodoa was speechless. "Y-yes?" What else could he tell them? He wouldn't dare mention the Great One's recent involvement. If he did so, he'd be a dead piece of wood for sure!

"That doesn't sound very convincing." the teen hero remarked.

Jura tightened his grip, causing the cane to splinter. "Sir Ben raises a fair point. Are you sure you're not hiding anything else?"

"O-of course…w-why would I w-withhold information when I'm at your-"

Klodoa suddenly stopped as his eye holes suddenly widened, confusing the group.

"What's up with him?" Gray asked. "Did you break him, old man?"

"No… this is something else."

Images of each individual Oracion Seis member and their defeat played through Klodoa's head. All six members had been taken down, much to his horror.

"No. This cannot be. They've all fallen." The cane was now starting to panic as the orb in his mouth fell out and cracked on the ground.

Klodoa's mouth was gaping open. "Gah! The horror! The Destroyer is coming!"

"Destroyer?" Jura raised a brow.

Gray crossed his arms, unconvinced. "What's he yammering about?"

"Destroyer…" Ben said thoughtfully. "Is that the one Brain was referring to earlier?"

"That doesn't sound good," Lucy fearfully said.

Klodoa was trembling in the air, terrified beyond measure. His teeth were chattering like crazy.

"Who is this 'Destroyer'?" Jura demanded.

"It's Brain." Klodoa replied with a fearful voice.

"Natsu already kicked that guy's butt." Gray said, sounding skeptical.

"And he won't be getting up anytime soon with his injuries." Ben added, equally suspicious.

Klodoa was uneasy. "I'm aware of all that, but you don't know that there is yet another personality that dwells inside of him."

Ben raised a brow in suspicion. "An alternate personality?"

"Yes." Klodoa answered. "You've seen Brain, the cool yet knowledgeable man on the surface, but there is another face within that craves only destruction. They call him Zero." He hissed the last part.

"Zero, huh?" Ben narrowed his eyes. "Why that name?"

"Because… he leaves absolutely nothing intact or alive in his wake." Klodoa replied, shaking like a leaf. "Hence the name, Zero."

"That sounds frightening, and Brain was bad enough." Lucy murmured.

"And this Zero has a far more unpleasant parfum? ~Maaan!~" Ichiya asked.

"Y-yes," Klodoa wasn't sure exactly how to answer that last question, but he continued. "He had an incredible thirst for power. Fortunately, Brain was able to seal him away using six magical keys."

Ben's eyes widened in realization. "Those keys… they were the Oracion Seis!"

"Correct. Bound by Body-Link magic. Once those six bodies fall, Zero shall be set free to roam the land and destroy once more."

The group was alarmed by this new development. If Zero truly was unleashed, then their mission was about to get far more dangerous.

Without warning, a flash of green and pink filled the area. In the light's wake stood a man in the middle of the street wearing what remained of Brain's clothing. His appearance was similar to Brain yet there were several key differences. His silver hair was wavy, his eyes were completely blood-red (with the exception of small black pupils), and his skin was much paler.

This was Zero.

Jura unknowingly loosened his grip, allowing Klodoa to escape. The skull staff turned to Zero, nervously groveling at the man's feet. "Master Zero! I welcome your return!"

"M-master Zero?" Lucy said, blinking.

Ben narrowed his eyes and activated the Omnitrix, selecting a head-icon, and glaring at the foe before them. 'This guy…he's got a completely different feel to him than Brain.'

"Things have taken quite a turn, haven't they, Klodoa?" Zero's voice was similar to Brain's yet lighter toned and a bit more gruff. "Even Midnight fell in battle."

Klodoa looked up at Zero. "Please sir, I beg for your forgiveness!"

"You misunderstood. I'm not displeased, but the contrary. It's been far too long. This feeling. This flesh. This power. I've longed for it!" He cast aside what was left of Brain's cloak, showing off his buff, muscular body. The tattoos on Brain's body were no longer present as well as the radiation burns and injuries he had earlier sustained.

Ben was completely confused. 'What happened to all of his injuries? How could he have recovered so fast?'

"It's time to begin the task that I have been summoned for!" Zero exclaimed.

"Yes sir!" Klodoa swiftly floated aside.

Zero unleashed a mix of green and pink light around him, displaying his raw magical power. Intricate pink tribal brands appeared on the back of his hands and up to his forearms. A new attire materialized on his body that consisted of a green military-esque officer jacket with a brown belt across his waist with an Oracion Seis kanji symbol on the buckle, blue pants, and brown knee-high boots with white fur on the top.

An insatiable hunger for power filled his blood-red eyes while his silver hair wafted upward from the release of his magical energy.

The display of power caused Ichiya to shake in his suit. Gray tensed up as nervous sweat ran down his face. Jura's mouth opened slightly in astonishment from Zero's power. Lucy took a few steps back as her body trembled. Ben was momentarily unsettled. This man… was he even human?

He quickly snapped out of his stupor and steeled himself, not allowing fear to take control. Slapping down the Omnitrix core, Ben was replaced in a flash of emerald with…

"Diamondhead!" He shouted.

Zero's dark smile never left his face, paying no mind to Ben's transformation. "I must say that you've done a remarkable job destroying my guild. But… as its Master, I am bound by obligation to kill all of you." He threatened with a menacing tone, a scary look plastered on his face that even startled Ben.

Diamondhead grunted and clenched his crystalline fists. He didn't need to possess magic to know that Zero was clearly more powerful than his alternate persona. Nevertheless, backing down was not an option.

"Lucy, stay behind us." Diamondhead ordered. "Jura, Gray, Ichiya… you guys ready?"

"The magical power this fiend is giving off is astonishing." Jura said before widening his stance. "Nevertheless, I am ready to battle."

"Yeah… same here." Gray prepared himself, an icy mist wafting off his hands.

"M-maaan…" Ichiya stammered, but remained strong. "Though I may be shaken, the parfum of our victory shall steady my nerves. Oh, yes!"

Zero ceased releasing his magical power and quickly scanned the area. "Where is the pink one? The one who damaged this body while Brain was in charge of it?"

"Natsu?" Diamondhead cocked a crystalline brow. "What do you want with him?"

The corner of Zero's lip curled up into a sinister smirk. "To rip him to shreds of course!" He frowned in disappointment after finding no sign of the Fire Dragon Slayer. "But it seems that'll have to wait… until then…"

His gaze skimmed over the four individuals standing in front of him and locked onto a particular Celestial wizard standing in the back. She lightly gasped in fear as his malicious eyes locked onto her.

"I'll start by killing you!" Forming a green ball of magical energy in his left hand, he thrust his arm forward. A purple magical seal was summoned and tendrils of deadly, green energy shot towards Lucy.

Lucy was petrified and could only stare at the incoming attack. Before they struck her, a barrier of turquoise crystals suddenly burst from the ground to shield her. The crystal wall managed to barely block the green tentacles as a plethora of cracks formed, many pieces breaking off.

"Hey! We're your opponents!" Diamondhead angrily yelled. "Leave her out of this!"

"Ridiculous! Anyone or anything in my path is my target!" Zero grinned madly. "I don't discriminate!"

"MAAN! You vile cretin!" Ichiya popped the corks off two vials and stuffed them up his nostrils. "For daring to attack Lady Lucy, you shall suffer the bitter taste of Thunder Parfume!"

Lightning started crackling around Ichiya's body in midair, like some sort of conductor. Extending his right middle and index fingers, Ichiya released a giant bolt of electricity at Zero. "Justice Thunder Men!"

Though the lightning blast struck Zero, he remained nonchalant.

Ichiya narrowed his eyes. "Very well… It seems you've forced me to resort to my ultimate parfum." He jumped forward while pulling out another vial. "Feel the painful aroma of my Power-"

Whatever spell or action Ichiya was about to perform was cut short by Zero effortlessly backhanding him aside. Crashing into a building, his body caused the structure to collapse onto him and bury him in the debris. The whimsical perfume wizard of Blue Pegasus was promptly defeated.

"Sir Ichiya!" Jura yelled, shocked.

Zero jeered. "Too many flies around here."

"We can't attack him alone! Gray," Diamondhead turned to the ice wizard, "freeze him in place!"

"Right!" Falling to a knee, Gray slammed his palms on the ground. "Ice-Make: Ice Geyser!"

A blue magical circle appeared under Zero and a tower of spiked ice sprouted into the air, encasing him within.

"Jura, let's add onto it!" Diamondhead stomped his right leg forward, summoning a multitude of crystal shards from the floor around him. Extending both arms forward, the Petrosapien manipulated the shards to further entrap Zero in a layer of turquoise crystals.

"Sound thinking!" Yellow light shone off of Jura's body as chunks of rocky debris suddenly levitated around him. Thrusting his left arm forward, the rocks flew forward and surrounded Zero in a layer of stone. "Now… Supreme King Rock Crush!"

Two manifestations of giant hands appeared on both sides of the icy-crystal-stone mass and slammed together, crushing the various materials and the opponent trapped within. Chunks of ice, crystal, and rock scattered across the area. Zero fell to the ground onto his back, unmoving.

"Wow…" Lucy gapped. "Is… is he down?"

"If he ain't… he definitely had to have taken some damage." Gray asserted.

Diamondhead kept his gaze locked onto Zero, inwardly preparing for a counterattack.

"Ha-ha-ha!" Zero burst into mad laughter.

A green-pink aura surrounded the albino-haired wizard's body as he levitated off the ground and returned to his feet. Despite having his body crushed with ice, crystal, and stone his body suffered no damage, much to the group's shock.

"Such a pitiful attack!" Zero cackled.

"The hell? Not even a scratch…" Gray's eyes widened.

"Okay… I'm really scared now," Lucy stammered fearfully.

Diamondhead narrowed his gaze. "This isn't good…"

Ceasing his laughter, Zero turned his sights on Jura and grinned. "That pest used a pathetic lightning spell on me… let me show you how it's really done." Pink light illuminated from his hands as he spread out both arms to the sky. "Tempestus Impaetus!"

A powerful, white lightning bolt shot down from the sky and struck Jura. The robust, bald man screamed in utter agony from the electrocution. Seconds later, with the resounding boom of thunder, the lightning ceased and Jura fell to his knees - faint smoky trails billowing off his body.

"JURA!" Gray yelled.

'That spell… it was like one of Gwen's!?' Diamondhead thought in shock.

"That does it!" Gray put his fist over his palm, collecting icy magic around them. "Ice-Make: Freeze Lancer!" Multiple icy lances emerged from multiple locations and converged onto Zero. The ground shook from the impact, choking the air with dust.

The dust soon settled and revealed Zero inside of a pink sphere, completely unharmed.

"No way. He's… he's using Mana like Gwen and Charmcaster…" Diamondhead was taken aback. He had never dreamed that Brain nor his alternate persona would be this proficient in utilizing Mana to this degree.

Zero swiped his arm in an arc motion and a mass of green and pink tendrils knocked Gray and Diamondhead back into various debris piles in the background.

Zero turned his sights onto Jura, who was hunched forward on the ground and breathing heavily.

'Unthinkable! With one attack… I feel… so powerless…' Jura despaired.

"Tremble before me! With the power of One Magic plus my own, I am an unstoppable force!" Zero smuggly declared. "Not even a so-called Wizard Saint is worthy of my time."

Jura weakly lifted his head, lightly gasping. 'One Magic…? Impossible!'

"Darkness Capriccio!" Zero extended his left arm to fire a powerful beam of green magical energy with fire swirling around it.

Jura's eyes widened in horror at the incoming attack. Striking him in the abdomen, Jura went careening backwards and smashed through numerous buildings. Crashing into one last building, Jura's eyes rolled back into his head as his body went limp. The earthen structure instantly cracked apart and collapsed onto the earth wizard, burying him underneath his respective element.

Diamondhead pulled himself out of the rubble and glanced to the side to see Gray unconscious. He turned back to the enemy in time to witness Jura flying through various buildings from Zero's attack.

"JURA!" he cried out.

Diamondhead swiftly lifted both arms to fire an onslaught of crystal shards.

"Contigo!" a large pink, rectangular shield manifested in front of Zero, deflecting the projectiles.

"Bastard! He was already down!" The Petrosapien was livid. "You're nothing but a coward!"

"Nonsense! Spare me your foolish ideals! I destroy everything in my path, whether it moves or not." Zero grinned sadistically. "Why should I make an exception for anyone? Fabecio Kai!"

Diamondhead's crystal barrage all of a sudden steadily lost momentum as the shards dropped to the ground and sunk into the earth. He was forced to stop as he felt his body sink into the ground like quicksand.

'Wait… I know this spell!' Ben recalled Gwen casting a spell like this on him during their squabble over how to deal with Ultimate Kevin two years ago.

Diamondhead extended his arms to the sides to prevent his descent, his legs and torso already submerged within the liquid earth. He swiftly pulled himself out of the pit and swung himself onto solid ground.

"Was that supposed to stop me?" Diamondhead remarked.

Summoning several large pieces of crystal spires from the earth, Diamondhead thrust them forward. However, with a mere wave of Zero's hand, the spires were deflected by a series of pink Mana barriers - demolishing buildings in the background. His projectiles did manage to leave cracks on the barriers, for whatever that was worth.

Zero cocked a brow, his mad smile never leaving his face. "As strong as diamond may be… even it has its breaking point." He touched his fingertips together to form an opening with his fingers. "Magnus Sonius!"

A powerful series of green-pink colored supersonic sound waves discharged from Zero's hands. Diamondhead held up his forearms to shield himself to no avail. He cried out in agony as the sonic vibrations resonated throughout his being. A plethora of cracks spread across his body as chunks of crystal broke off around him.

As the attack subsided, the weakened and cracked Petrosapien fell to his hands and knees in a pained daze. 'I… can barely…move. So much pain…' he thought in distress.

Lucy, meanwhile, watched in trepidation. Deep down she knew that she should've stepped in to help, but her feet were glued to the ground. Her body absolutely refused to move.

'No… not even Ben can stop him…' Lucy shuddered. 'I'm… so scared…'

Zero leered at Lucy, terrifying the blonde mage to her core.

"Darkness Rondo…" Extending his right arm, a purple magical seal was summoned in front of him with a pink glow around it. "...Eradico!"

A giant mass of purplish-black tentacles with terrified faces swarmed out of the magic circle. Diamondhead's body careened back as Lucy could only scream before being overwhelmed by the tendrils as well. Even Gray, who was unconscious, was caught up in the attack.

All three went crashing back into the main tower behind them as another explosion shook the area. A plume of dust choked the air as the ground shook via the aftershock.

Zero stood by with his arms behind his back in a nonchalant manner. His red eyes focused on the scene in front of him as the dust cloud began to settle. Through the gaping holes in the wall, he saw large piles of debris. The explosion had caused several upper levels to collapse, filling the main ground floor with crumbled building material.

A malicious smile graced his face at the destructive sight.

"W-well done, Master Zero!" Klodoa floated back into view. "You took out all of those pesky wizards without breaking a sweat!"

Zero lifted his right hand and clenched it into a fist, pink energy shining off it. "One Magic truly is a destructive force. Brain was a fool not to devote more time to its practice."

"Y-yes! Yes! Very well said indeed, Master!" Klodoa quickly agreed. "At the end of the day you're just a far superior wizard to him."

"Spare me your flattery, Klodoa." Zero ordered, with an annoyed expression.

"Y-yes, Master…" The staff lowered his head, trying to avoid eye contact.

"Now…" Zero turned his hungry gaze to the top of the royal throne, "it is time to take my place on Nirvana's highest seat of power!"

A greenish-pink light illuminated off his body as he levitated off the ground and flew toward the top.

"W-wait for me, Master!" Klodoa trailed after him.

Meanwhile, within the building, Gray and Lucy's unconscious forms were splayed out across the rubble. Their bodies were beaten, battered, and bloodied while their clothing was in tatters.

Across the room, an emerald light flashed through the cracks and openings in a heap of rubble. As the flash subsided, a scrapped and bloodied hand was limply hung out of the bottom of the debris pile.