Ultimate Fairy

Chapter 41: A Very Worm Welcome

Part II


Last time on Ultimate Fairy...

The Olga Worm let out a panicked shriek, caught in the jaws of a bigger predator. The new predator then bit down harder into the Olga, causing its armored hide to easily break! With a sickening crunch, the smaller beast was bitten in half. A mix of green and blue liquid sprayed across the sands as the two body parts fell on either side of the larger beast.

Ben, Natsu, and Happy gasped. That thing had broken through the Olga's tough hide like it was nothing. True, if Ben really wanted to break it, he was certain that he could've done so. But seeing how Natsu's attacks and Diamondhead's crystals couldn't even ding its hide, yet this bigger worm could bite through it easily, stunned him a bit.

The larger predator focused on the front half of the Olga and proceeded to swiftly consume it.

The Fairy Tail trio couldn't turn away from the unnerving scene, stupefied by the sudden event to respond appropriately.

Finally, the Omnitrix wielder cleared his head, and commented, "We're gonna need a bigger hook."


The wizards that had stayed overnight in the guild hall to drink, gamble and brawl were beginning to awake. Each of them groaned in pained exhaustion from the headaches and mild injuries they had sustained from both the alcohol and fighting. Again, this was nothing out of the ordinary for the rowdy Fairy Tail guild.

More wizards steadily poured into the guild hall in the short time since Vanessa had awakened. Part of this group included Mirajane, Elfman, Lucy, and Gray – who had all decided against participating in last night's activities. Mira and Lucy had left for obvious reasons. Elfman was surprisingly being responsible by saving his strength for his future training session with Ben. Gray, meanwhile, simply didn't see the point in joining a guild brawl without his rival around; not that he would admit it.

Meanwhile, Vanessa, the present Ultimate Team members, and a gathering crowd turned their attention to the DSL screen hovering above the bar. There wasn't anything noteworthy happening as it only displayed Ben, Natsu, and Happy walking out of their shelter.

"Guess the worm never showed up," Elfman noted.

"That's lame," Gray said.

"Not a whole lot of action going on, huh," Wakaba blew out a puff of smoke.

"This is quite perplexing," Vanessa admitted while scratching the side of her face. "Even though the Olga Worm is endangered, there surely should've been some around to pick up on their vibrations yesterday."

Makarov sat cross-legged on the countertop near Vanessa and hummed in contemplation. "Hmm... Do you think they could've possibly scared the worms off?"

Vanessa shook her head. "No. From what I know, Olgas are curious about all activity taking place in their respective territories. Whether it be from a rival Olga or from potential food. They should have attracted at least one."

Mirajane stepped up with a tray of drinks in hand. "Could it be that there just aren't any Olgas left?"

"I find that unlikely, dear. People have spent decades hunting the Olga or at least trying to, sure. But to hunt them into extinction? Considering all the difficulties that go along with surviving the Devils Frontier and hunting the worm itself, I find it unthinkable that hunters alone could kill them off." Vanessa proclaimed.

Before anyone could comment, the red-colored screen displayed a large worm bursting out of the sand and demolishing the trio's shelter.

"There she blows!" Max declared loudly.

"What?!" Cana slurred, lifting her head up from a table. She looked around and spotted the Olga Worm on the screen. "Oh, right. That's what yah meant..."

"That's the Olga?!" Lucy cried in shock.

"Man... that thing's big," Gray commented.

"Well, I did say it was a giant worm-monster." Vanessa pointed out.

The Fairy Tail wizards kept their attention on the screen to witness how everything would play out. They watched as Natsu charged in with his fists ablaze only to be promptly smacked away by the porcupine-like tail of the worm.

"Ouch! That's gotta hurt." Lucy winced.

"Oh yes. I forgot to warn them about the tail. My mistake..." Vanessa touched her chin in a cute manner.

"Serves that idiot right for charging in head-first," Gray stated.

Erza frowned and nodded in agreement.

The dazed Dragon Slayer was then saved from the Olga by XLR8 in an instant, which barely registered on the DSL screen. Vanessa blinked, making an offhanded comment of XLR8 being faster than Jet. This, of course, caused the wizard in question to slump his shoulders and groan in disappointment.

The Olga pursued Natsu and Happy only for them to fly out of its reach, and then turn its attention on XLR8. The screen showed the Kineceleran swiftly avoiding the Olga's lunges in a blue blur.

"Man... he is fast..." Jet sighed, feeling insignificant.

Natsu and Happy flew into view and the former reared back his head before unleashing a roar attack upon the worm; an explosion of smoke filled the screen.

"That bonehead!" Gray yelled. "What the heck's he thinking!?"

Levy stood with Jet and Droy behind the group at the bar, staring up at the red screen.

"If he kills the worm..." Levy looked at Vanessa, who was watching the scene with an unconcerned expression.

The bookworm was about to inquire why Vanessa seemed unworried until the smoke dissipated and revealed the Olga Worm in a crater, unharmed.

"No way..." Elfman muttered.

"It's still alive?" Lucy's eyes widened.

"It took Flame-Brain's attack like it was nothing," Gray uttered in surprise.

"Oh yes. I also forgot to tell them that the worm is impervious to fire." Vanessa mentioned casually.

"Don't ya think you should've mentioned that?!" the ice-wizard shouted.

"I'm a little confused. Why choose Natsu for this quest if you knew fire couldn't hurt the worm?" Levy inquired.

"I didn't say I needed Natsu for his magic, dear. Only for his immunity to the desert heat. The Olga's hide is super-durable and it will require more than fire and raw strength to neutralize it long enough to acquire the herbs; hence why I sent Benji along to keep him in check." Vanessa hummed and tapped her lips. "Still... I suppose I should've provided them with more details."

"Ya think?!" Gray snapped.

"Relax, Gray," Erza spoke up. "I'm sure they'll be fine. Let's watch and see how this all plays out."

The group continued to watch the struggle unfold. Natsu charged forward once more and used his signature Iron Fist spell, but the Olga remained unaffected by the blow. Natsu was forced to retreat and was nearly swallowed by the beast until Happy swooped in to save him.

From there, they regrouped with Ben and seemed to have a short conversation before flying out to gain the Olga's attention. After leading the beast away, Happy flew straight up and the worm extended itself up to try and catch them.

The crowd was taken aback when towering crystal shards suddenly sprouted from the sands, surrounding the worm. They watched as the Olga slammed its head into the crystal wall but was unable to break through. The DSL screen turned and focused in on Diamondhead walking into the crystalline enclosure.

"Ooh..." Vanessa's eyes sparkled upon seeing the Petrosapien. "A diamond-man? I've heard diamonds are a girl's best friend," she turned to Erza with a knowing smile, "but a girl's boyfriend?"

Erza blushed, lowering her head. "Hush you!"

"Well, if Ben ever gives you an engagement ring, we'll at least know where the stone came from," Vanessa smirked.

Erza's face turned a healthy tomato red. "I said HUSH!"

Vanessa, Mira, Lucy, and a few other wizards chuckled at Erza's expense.

"I must compliment Ben on his strategy." Vanessa praised. "The Olga has the advantage in the wide expanse of sand. Limiting it to a confined space will certainly help them wrangle it down."

The group watched Natsu deliver a wicked headbutt to the worm. He followed it up with a couple more attacks that sent the Olga Worm crashing into the crystalline wall, seemingly unconscious.

"Ha-ha-ha!" Macao laughed. "Now that was a sight to see!"

"Seems like Natsu's hard head finally did some good work," Gray jeered.

"I can't help but feel bad for the Olga," Vanessa sighed.

"But you hired them to get that herb!" Jet exclaimed.

"So? Doesn't mean I want to see the poor worm get hurt." The onyx-haired maiden retorted. "Oh! The Olga recovered!"


The Olga lifted its head out of the wall and glared daggers at its pink-haired attacker.

"That thing is tough!" Elfman clenched his fists tightly. "Not even those manly attacks can keep it down."

"It's as I said. Flames and brute force won't be enough." Vanessa declared. "They'll need to use their wits if they are to successfully neutralize the creature."

"Well, Natsu doesn't have really have much of that. But Ben though..." Gray trailed off.

Diamondhead easily avoided the Olga's lunge and turned to face the monster. He held up his arms and shot out several crystal clumps. Amazingly, the crystals reformed in midair to create braces that knocked the worm down. The crystals expanded to keep the beast anchored to the ground.

Gray then completed his sentence. "...Ben actually uses his head."

Elfman grinned at the scene. "Now that's manly!"

"The worm is restrained. Now all they need to do is venture into the worm's mouth and acquire the plants." Erza noted.

"The scary part..." Lucy shuddered. She felt grateful that she wasn't on this mission.

"Shouldn't be too hard now," Gray commented.

"Don't be so sure..." Vanessa said.

Out of nowhere, the Olga promptly broke free from the diamond restraints and reared back its head to let out a roar; not that any of them could hear since the DSL was visual-only.

Erza turned to Vanessa with a frown. "Anything ELSE you neglected to mention about the Olga?"

"Hmm..." The businesswoman tapped her chin wistfully. "Let's see... it's size, durability, strength, bristled tail, impervious to fire... No. I believe that's it."

"Don't you think those were important details to leave out?!" Lucy cried incredulously.

"I'd have to agree with Lucy on this, Vanessa." Makarov chimed in. "I'm sure they could've used more information."

"Oh, those boys will be fine." Vanessa nonchalantly waved off. "They're tough in more ways than one."

As the Olga charged at the trio, a mound of crystals suddenly surrounded them and kept the monster-worm at bay. In the process, they were also concealed from the DSL view. The worm continued to circle the trio, searching for any weaknesses in the barrier.

"Ah c'mon! Real men don't cower and hide when the going gets tough!" Elfman griped.

"I don't believe they're cowering, Elfman." Vanessa corrected. "I believe they're merely regrouping to determine a new plan of attack."

"That's not really Natsu's style though," Gray stated wryly. "He usually just keeps throwing flames and punches at his opponent until either they're defeated, or at least until he is."

The crystals then shifted to reveal Diamondhead and Natsu charging forward. After leaping into the air, in a flash of brilliant emerald, he was replaced with Beelzebash.

Some of the Fairy Tail members looked on in surprised confusion.

"Whoa. Is that a demon?" Macao asked.

"I didn't know Ben could change into one of those," Wakaba added, mildly surprised.

"Huh... a demon Take-Over, eh?" Vanessa tilted her head. "I didn't know Benji possessed a Demon Factor."

"Demon Factor? What's that?" Lucy inquired.

"A Demon Factor is composed of particles that reside in all demons," Mirajane spoke up. "They're present inside me too – making it possible for me to achieve Satan Soul." She turned her gaze back to Beelzebash on screen. "I'm amazed that Ben has this ability as well."

"If I recall correctly, Ben obtained this form when we encountered the demons on Galuna Island a few months ago," Erza mentioned.

The gathered Fairy Tail wizards watched as Beelzebash summoned a giant pair of black flaming hands to grab the Olga, pinning it down to the ground. Natsu immediately followed his example and created his own large fiery hands to pin the worm's bristled tail down.

The Olga Worm was now effectively restrained.

"Well, that's one way to wrangle a monster-worm," Bisca commented slyly.

"Manly!" Elfman exclaimed.

"Hold on," Lucy blinked twice in confusion, "I don't remember the demons of Galuna being this strong... nor could they wield Flame Magic, at least to my knowledge."

"Yeah...neither do I." Gray agreed. "I can remember them changing into humans and flying, but that's about it."

"Ben explained this to me before. This variation is a result of his Omni – uh," Erza covered her mouth with a fist and coughed, "... his unique magical abilities. From how he explained it, whenever he uses his Take-Over magic on a sentient being, he can assume the strongest version of that creature's species. That's why his demon form is stronger than the Galuna Island demons."

Vanessa furrowed her brows suspiciously. 'It sounded like she was correcting herself just then. Something about 'Omni'? What is it about Benji they're keeping from me?'

The aristocrat shook her head from her musings, deciding to put off the issue till later.

"That's quite an amazing ability," Vanessa commented. "With that kind of magic, Benji is sure to take this kingdom, or I daresay, all of Ishgar by storm!"

"Hopefully he'll be less destructive about it than everyone else here," Makarov murmured to himself.

From one of the tables, Gajeel watched the scene in slight bewilderment. "How the heck are they supposed to get those herbs when they're both holding the damn thing down?"

"Yeah...that's a good point." Macao agreed.

"Surely this isn't the best plan Ben could've come up with," Gray remarked.

"Wait! Look!" Levy cried, pointing to the DSL.

Everyone looked to see Happy soar into the Olga's open mouth, disappearing from view. Several members gasped in shock.

"Happy!" Lucy screamed, panicked.

"He flew into that thing's mouth!?" Gray shouted.

"Well... that is where the plant is located." Vanessa calmly took a long sip of coffee to soothe her hangover. "Although, I can't help but wonder if there wasn't an easier way then sending in Happy."

'Happy is small enough to get in and out quickly.' Erza thought pensively. 'But Vanessa's right. There had to have been a better method than this.'

Several minutes passed as Beelzebash and Natsu continued to restrain the beast with their large flaming-hands. However, it appeared the duo was losing their fiery grip on the beast little by little. Finally, the Olga broke free from the flaming-hands and smacked its opponents into the barrier wall with its tail.

"Oh no... what about Happy...?" Lucy said worriedly.

The Olga focused on the Dragon Slayer and Omnitrix bearer; its mouth was shut and its large mandibles clicked together.

Beelzebash and Natsu shook off the blow and returned to their feet, glaring up at the monster-worm.

"This isn't good..." Erza muttered anxiously.

Then, the Olga Worm mysteriously stopped. The creature's three eyes widened, and the anger left them. Not a moment later, the worm unexpectedly spewed out a torrent of green liquid onto the sandy ground.

"Ugh..." Vanessa shuddered. "Mira... cancel my meat stew order..."

Other wizards looked away and covered their mouths, seemingly ready to gag from the disgusting scene.

The red-tinted screen focused on the bile to reveal Natsu cradling Happy; thankfully, he was still alive.

"Poor Happy..." Lucy empathized.

"Well... that was unexpected," Erza remarked. She inwardly shuddered from the repulsing image ingrained in her mind.

"I don't think I can eat for the rest of the week..." Gray commented, feeling queasy.

"Heh-heh-heh..." Gajeel snickered impishly. "The cat must've tasted really foul for it to upchuck him like that."

The Olga Worm then recoiled its head back from Beelzebash, who was holding something in his hand. The screen zoomed in to show that it was a strange fish.

"What's that...?" Levy wondered.

"Oh!" Lucy's eyes widened in recognition. "I remember that. It's one of those flying fish we saw on our way back from Clover after defeating Lullaby."

"Winged-Fish. I think that's what it was called." Gray added. "How the heck did that get there?"

Beelzebash held the Winged-Fish up to the worm, causing it to retreat to the far end of the enclosure. The beast coiled its head back and clicked its large mandibles together, seemingly out of fear.

"What the? Why's the worm acting like that?" Elfman demanded.

"Don't tell me it's because of that fish," the ice-wizard remarked.

"Ha-ha-ha!" Vanessa laughed crazily. "This is such good comedy!"

"Anyone wanna clarify what's going on here?" Gajeel asked impatiently.

"Despite common belief," Vanessa calmed slightly, "Winged-Fish are very foul-tasting. So much that even a beast, such as an Olga Worm, can't even stomach them!"

"So, I guess Happy wasn't lying when he said those things were gross," Lucy commented.

In a green flash, Beelzebash transformed back into Diamondhead. A section of the crystal barrier then lowered, and the Olga Worm immediately bolted through the opening, disappearing into the vast sandy expanse. It appeared that the Fairy Tail trio was victorious.

A round of applause resounded through the guild hall.

"They sent that ugly thing running for the hills!" Macao exclaimed.

"That was cool!" Romeo yelled, stars in his eyes.

"Manly!" Elfman cheered.

"Yeah... but about the herbs?" Lucy asked curiously.

"Oh yeah. I almost forgot." Gray looked back. "Was Happy able to get them?"

The screen focused on Ben, who had changed back to human, and showed him picking up a turquoise lacrima in the green muck.

Vanessa smiled upon seeing the leaves inside the orb. "They did it!" she clapped enthusiastically. "Marvelous show! Simply marvelous! Well done, you three!"

Erza smiled proudly. "It started off shaky. But, in the end, they put their respective strengths together and accomplished their mission."

Gray groaned in annoyance. "Damn... Can't believe I gotta watch Natsu get paid twenty-million Jewels."

"He'll blow it all in a week..." Lucy commented sardonically.

She paused and lowered her head. 'Was Natsu really serious about paying my rent for me? What am I thinking? Of course, he was. Still... can I really accept a generous offer like that from him?' She wistfully pondered.

"See?" Vanessa smirked proudly. "I told you those boys would be fine."

"Still, I would've liked to have seen the worm explode." Gajeel grinned.

An iron-club suddenly slammed into the Iron Dragon Slayer's face, sending him sprawling to the floor. He quickly recovered and glared back at the black-haired maiden.

"HEY! What did I do?!" Gajeel snapped.

"Hmph," Vanessa huffed before reverting her arm back to normal.

The aristocrat returned her attention the lacrima-screen, showing the trio having a conversation. "Well," she pulled out a purple lacrima-ball from her purse, "since they've successfully acquired the herb, it's time to bring those three heroes' home."


Everyone went quiet. What was that?

The wizards turned to the source of the noise, spotting thin cracks growing across the DSL screen.

"Hey... what's happening to the screen?" Macao asked.

Without warning, the red lacrima-screen shattered into nothingness! The DSL orbs then fell to the bar counter below.

"What in the name of Mavis!?" Vanessa shouted in shock.

"Vanessa! What happened?" Erza asked, mildly alarmed.

"I... I'm not certain." She admitted.

"What about Ben, Natsu, and Happy? Can you still teleport them back?" Makarov questioned seriously.

She nodded. "That shouldn't be an issue as long as they activate the lacrima I provided them. It'll act as a beacon for me to lock onto their location."

"Well, at least we got to see the whole fight before the screen crapped out," Wakaba commented.

"Yeah, that's something." Macao agreed.

Erza turned back to Vanessa. "What do you think could've caused the screen to fail like that?"

"Hmm," The master crafter picked up her invention and noticed the various cracks on the crimson orbs. It was beyond repair at this point. "It... appears the DSL lacrima were overloaded."

"Overloaded? By what?" Lucy inquired.

"My guess would be interference of some sort," Vanessa replied. "However, I can't be certain of this. The DSL is a prototype, after all. Failures are to be expected."

Erza nodded in understanding. "I see. Well, at least your invention lasted long enough to confirm that Ben, Natsu, and Happy successfully completed their mission. They should be contacting us any second now."

"Yes..." Vanessa narrowed her eyes. "...they should..."

The aristocrat beauty looked at the cracked lacrima-balls with a thoughtful expression.


Meanwhile, in the Devils Frontier, the appearance of a larger and ferocious worm killing the Olga left Ben, Natsu, and Happy dumbfounded. The trio was under the assumption that the Olga Worm was the top predator in the Devils Frontier. Clearly, that was not the case according to recent events.

The predator paid no attention to the trio as it focused solely on the meal in front of it; more specifically, the Olga's front half.

"W-what is that thing?" Happy stuttered.

"Dunno. But it's dangerous." Ben noted.

"Really?! What gave that away?!"

Natsu shook off his surprise, regaining his roguish grin. "Doesn't look so tough to me."

Before Ben could retort, the ground then trembled once again as another giant worm burst from the sands. It unleashed a high-pitched scream upon seeing another member of its kind.

"There's another one?!" Happy cried.

When it spotted the lower half of the Olga, the second beast ignored the first and promptly started to eat the fresh kill.

"Alright! This is what I'm talking about!" Natsu punched his right palm. "The more the merrier, I say!"

Ben, however, wasn't having any of it. After stuffing the two lacrimas into his jacket, he swiftly slapped down the Omnitrix core and transformed into...

"Beelzebash!" The demon grabbed Natsu by the back of his vest, spread out his wings, and took to the air. "Not today, Natsu!"

The Dragon Slayer's motion sickness quickly set in and his body instantly went limp, his cheeks turning green and puffing out in a comical manner.

"Ugh... so sick..." Natsu groaned pathetically.

Beelzebash sweat-dropped. "Seriously, dude? You still think I'm just transportation? That's harsh, man..."

Back on the ground, a third predator-worm sprouted from the sands, smelling the freshly spilled blood of the Olga from miles away. Unfortunately, it had not arrived in time as the other two had already consumed what was left. The beast was about to attack them in a primal rage when its senses picked up on three distinct smells.

The predatory worm turned its head around and then spotted Beelzebash, Natsu, and Happy flying away in the distance. It narrowed its red beady eyes at the trio and dived into the sand, burrowing straight in their direction.

Happy flew up to Beelzebash's left. "Not that I'm complaining, but why are we running? Natsu's not gonna be happy he missed out on fightin' those worms..."

"I don't care if he likes it or not." Beelzebash retorted. "We've already accomplished our mission. There's no reason for us to fight those things."

"Yeah, that makes perfect sense." Happy agreed.

"Let's call Vanessa and get outta here while we still can!"

"Sounds good to me!"

Beelzebash and Happy suddenly came to an immediate halt in midair, seemingly slamming into an invisible wall. The demon and cat started plummeting as the former released his grip on Natsu in the process. In addition, the container and communication lacrimas in Beelzebash's jacket fell out. They hit the ground hard and rolled away in different directions down the dune.

During the tumble, Beelzebash had transformed back to Ben. The brunet let out pained grunts as he came to a stop face-down. With his eyes shut, his forehead scrunched up from the numbing sensation pulsing through his skull. The purple communication-lacrima rolled to a stop nearby.

"Ow..." he moaned painfully. "What the heck...?"

"Ugh..." Happy groaned as he lifted his head up out of the sand. "What was-"

Happy looked up to see what they had flown into and spotted several crimson glyphs floating in the air.

"An enchantment?" the blue cat blinked in bemusement. "What's that doing here?"

"Ugh..." Happy glanced back to see Natsu pushing himself off the ground. "Man... I hate it when Ben does that..."

"Natsu! Look!" The Dragon Slayer looked in the direction his partner was pointing, only to furrow his brows at the floating glyphs. "Huh? A barrier?"

The ground began to shake once more as one of the larger worm-monsters burst from the sand, casting a shadow over them. It let out a high-pitched squeal that caused Natsu and Happy to cringe; more so for the former given his enhanced hearing.

"Man... could that bastard be any louder?!" Natsu held his palms over his ears to muffle the sound as best he could.

The orange-and-purple striped worm stopped and turned its head, spotting something of interest to the side. Natsu and Happy followed its gaze to see Ben weakly pushing himself off of the ground. The worm opened its mouth and Natsu's nostrils immediately sensed a familiar, unpleasant smell.

Upon recognizing the scent, the Dragon Slayer instantly reacted by shooting flames from his heels to blast himself forward.

Ben came up to a knee and rubbed his sore forehead. "What was that?"

Noticing a shadow cast over him, the teen hero glanced up to see the monster-worm from before staring at him. Without warning, the worm opened its beak wide and spat out a green gooey blob. Ben then felt the air instantly leave his lungs as Natsu tackled him to the side and narrowly avoiding the loogie splash across the spot where Ben had been lying.

The duo went tumbling across the ground a fair distance away. Ben coughed loudly while trying to refill his lungs with air.

"Dude!" he coughed. "Why did you-" He glanced back to see the emerald liquid sizzling on the sand with putrid fumes wafting off it.


"I knew that stuff smelled familiar," Natsu remarked, getting back to his feet.

Ben breathed heavily as he arose to a knee. "Acid spit," He turned to his pink-haired comrade. "Thanks for the save."

"Anytime, man," Natsu grinned, and then returned his gaze to the orange worm. "You ready to fight?"

"We don't have to. Let's call Vanessa and get outta here while we still-" Ben paused as he reached into his jacket pocket and discovered it was empty. "Wait! Where's-"

He looked around and spotted something in the acid puddle. It was the communication-lacrima quickly dissolving into melted sludge.

"Great..." He groaned.

"So much for calling Miss V," Natsu remarked.

Ben groaned. He remembered that he had placed the container for the Olga Leaves in his jacket too. Was it melting in that acid puddle too?

The worm turned to the duo and shrieked before spitting out several wads of acidic saliva. Happy quickly flew in to grab Ben and Natsu by the back of their shirts to get them out of harm's way. Happy ascended and increased the distance between them and the monster-worm.

The predator looked up at the trio and shrieked in frustration, seeing that its acid-attack wouldn't reach its prey at that height.

"Thanks, Happy," Natsu smiled.

"Aye, sir."

"What happened?" Ben asked. "One second we're flying, the next I feel like I ran into a brick wall..."

"We sort of did. Look," Happy pointed ahead to the floating red letters.

"An enchantment?" Ben's eyes widened in surprise.

"How the heck did that get all the way out here?" Natsu scratched the side of his head. "What's it even say?"

"Let's see," Ben focused on the glyphs, "it says 'This barrier will remain until man, beast, or both are dead.' Or... something like that."

"Hold on... since when can you read Runes?" Happy looked at the Omnitrix bearer in mild shock.

"Last week," Ben replied nonchalantly. "I had Levy and Freed teach me the basics of reading Rune letters."

During the Battle of Fairy Tail, Ben couldn't read any of the enchantments' rules and felt that it put him at a disadvantage. The teen hero had a strong suspicion that enchantments would pop up in the future. So, he decided he should at least learn to interpret the Runes for himself. He couldn't rely on someone else to hopefully be there and translate for him; especially if he was in a solo battle.

Natsu and Happy looked at Ben in surprised disbelief. He had learned how to read Runes in just a week, and now acts like it was no big deal?!

Ben furrowed his brows in thought. 'The way that enchantment is worded... someone obviously wants us to fight this thing. But who? Why?' He shook his head. 'No. I don't have the time to figure that out. If killing that thing is our only way out...'

The worm's high-pitched screech snapped the group out of their respective musings.

"Looks like we have no choice but to take it out," Ben stated.

"Heh," Natsu smirked in excitement. "Sounds like fun. I was getting tired of having to hold back!"

After formulating a plan, Ben looked up to the flying cat. "Happy, Natsu and I'll take care of this thing. I need you to find the Olga Leaves."

"What? I thought you had them?!"

"I did, but they fell out of my jacket during the fall. The container's gotta be around here somewhere."

"But what about the worm? I can help you guys like I did before... but... ya know... just without flying into its mouth."

"Happy!" Happy turned to his partner, who gave him his signature grin and thumbs-up. "Ben and I can handle Ugly. We're counting on you to find those plants. There's no way we can go back to the guild as failures!"

"Well, more importantly, we need to get back alive." Ben pointed out. "But yeah... Natsu's right. This whole quest will be pointless if we lose the herbs."

Happy considered Ben and Natsu's words shortly before nodding in agreement. He trusted his friends to kill the worm-monster, and they in return believed that he'd find the herbs.

"Okay. I won't let you guys down!" He responded, now determined.

Ben nodded as he lifted up his arm and activated the Omnitrix. "Alright, Natsu... you keep Slimy distracted by... being you... and I'll hit it with a surprise attack."

"Heh," Natsu ignited his fists excitedly, "sounds good to me!"

Finding the head-icon he wanted, Ben tapped it and the Omnitrix dial popped out. "Okay... let us go, Happy!"

"Aye, sir!"

Happy released his hold on Natsu and Ben, letting them fall to the monster-worm that eagerly waited for them below. Natsu grinned roguishly as he straightened his body and aimed himself at the beast.

"Hope you like your food served HOT!" Natsu increased his speed via shooting flames from his feet. "Fire Dragon Sword Horn!"

After ramming into the worm's head, the predator reeled back and crashed into the ground. The beast groaned as it thrashed on the ground in disorientation.

Natsu landed and shot the monster a confident grin. "Down already? Guess you're not so tough after all..."

However, his victory was short-lived as the worm lifted its head up, and glowered at its pink-haired attacker with red eyes full of aggression.

Still falling, Ben slapped the Omnitrix core down and, in an emerald flash, transformed into...

"Armodrillo!" He landed on his right knee with his left arm out to balance him. "Always gotta stick the superhero landing."

He looked ahead to see that the worm had already recovered from Natsu's flaming head-butt. The Fire Dragon Slayer, however, wasn't worried as he ignited his fists and prepared himself for an attack.

"Bring it on!" he exclaimed feverishly. "I ain't scared of you!"

The worm shrieked loudly in retaliation.

'That's right. Keep its attention, Natsu...'

Armodrillo planned on burrowing beneath the worm while it was distracted and delivering a devastating punch with his drill-hand. He figured that his drill combined with the full power of his jackhammer-arm would be enough to kill the creature.

As the worm prepared to lunge at Natsu, it stopped when its senses caught wind of a very enticing scent. Looking ahead it spotted the source: Armodrillo. At that moment, the beast's four eyes widened significantly as a primal instinctive urge overcame it.

The monstrous worm completely lost interest in Salamander and lunged at its other enemy.

"HEY!" Natsu shouted indignantly. "Where you going?!"

The worm arched its body in midair and aimed itself to fall directly above Armodrillo. The superhero had no time to react as the creature collided with him; both burrowers completely disappeared under the sandy surface.


A short moment later, the monster-worm burst from the sand with Armodrillo holding both ends of its beak-like mouth open with his legs hanging out. It twisted and shook its head rapidly, trying to swallow Armodrillo whole.

The Talpaedan's arms creaked from the intense pressure behind the worm's jaws. He looked into the worm's mouth and saw sets of razor-sharp teeth spiraling around like a drill. He definitely didn't want to wind up in there. Armodrillo groaned from the growing strain in his bulky arms; he needed to get out of this thing's mouth pronto!

"Hey! No snacking on the superhero!"

Armodrillo repositioned himself to have his legs under him to hold back the lower jaw, freeing up his left arm in the process. He converted his hand into a drill and jabbed it into a dark purple tissue spot.

The predator opened its mouth wide and released a pain-filled shriek while flinging Armodrillo away. He spun around a few times in midair before landing on both feet with his arms out to catch himself. He looked up to see that the worm had quickly recovered once more and returned its predatory gaze to him.

The giant worm shot out of the sand and came down toward Armodrillo again. The yellow-armored alien dodged to the side to avoid the beast's lunge. Its front-half popped out of the ground again as it homed in on its prey.

Armodrillo's eyes widened when the worm opened its mouth and, in quick succession, fired a round of acid-balls at him. The Talpaedan quickly reacted by slamming his arms into the ground, summoning a stone slab in front of him. The rock shielded him; however, it quickly began to dissolve away.

Seeing its prey unharmed, the predator-worm prepared to fire another round of acid-spit.

"Fire Dragon ROOOARRR!" A large flaming torrent slammed into the worm's side.

Screeching out in agony, the enlarged-worm swiftly burrowed underground to avoid the flames.

Armodrillo hummed. 'Looks like it's not a fan of fire...'

Natsu jumped into view a few meters to Armodrillo's right, shooting the armored-alien an aggravated expression. "What the heck, man!?" he yelled. "You said I was supposed to fight it and keep it busy. You're hogging all the action!"

"Hey! It's not my fault this thing is targeting me!" Armodrillo exclaimed, annoyed.

Meanwhile, not far from the fight, Happy was flying above the spot where they had crashed earlier after hitting the Rune barrier. His eyes darted across the brown surface, searching for any sign of the container-lacrima.

"Where is it? Where is it?" he murmured. "It couldn't have gotten – There!"

Happy spotted the turquoise orb lying in the sand; the sunlight reflecting off of its surface was the dead giveaway. He was about to fly down and grab the orb until the giant worm suddenly shot out of the sand a few meters away from it. A wave of sand was tossed up and buried the container-lacrima underneath.

"Oh no!" he cried out.

The large predator glanced at the burn marks that Natsu's attack inflicted on its front right side. Although they weren't crippling injuries in the slightest, they still hurt enough to agitate the beast. It looked ahead and focused on Armodrillo and Natsu, its eyes burning with primal bloodlust. Letting out an earsplitting cry, it dived into the sand and burrowed in the duo's direction.

Armodrillo's eyes slightly widened when he felt the vibrations in the ground steadily increasing. "Incoming!" he shouted.

Both the Dragon Slayer and Talpaedan jumped to the side as the monster-worm erupted between them. Armodrillo rolled forward and turned around to face their adversary – which was focused solely on the armadillo-like alien.

"Alright, yah overgrown fish-food...let's see you ignore this!" Natsu rushed forward and leaped into the air with his right fist reared back. "Fire Dragon-"

The worm, without warning, lifted its tail out of the sand (which had a pincer-like set of grey spikes on the end) and slapped it into Natsu. He cried out in surprise and went crashing into the sand. The creature did this without even looking back at the pink-haired pyromaniac, keeping its gaze on Armodrillo alone.

"Why are you so obsessed with me...?" Armodrillo murmured in bemusement.

Responding with a high-pitch screech, the beast snapped its head forward. Armodrillo sidestepped the lunge and reared back his right arm before punching the creature in the head. The shockwave rattled the sandy ground and knocked the beast to the side.

To Armodrillo's surprise, the beast lifted its head back up and glared at him, completely unharmed by the blow.

"RAAGGH!" Natsu leaped into view with his arms wreathed in fire. "Fire Dragon Wing-"

The worm turned back and narrowed its beady eyes at Natsu in seeming frustration. Opening its mouth, it fired out a salvo of acid-spit at him. Natsu's eyes widened as he swiftly expelled flames from his left palm to shoot himself out of the way and avoid the incoming acid. As a result, his Wing Attack spell became less powerful and missed the worm, hitting the area to its left.

Natsu barrel-rolled on the ground before popping up to his feet. "No fair!" he roared. "You gotta let me finish my moves!"

It seemingly responded with a screech and prepared to spit another round of acid-balls.

Armodrillo came to his comrade's aid by punching the ground with both arms, creating a seismic tremor that forced the worm's entire body out of the sand and rolling backward at least ten meters. Concentrating on his abilities, Armodrillo summoned four giant stone slabs on each side of the creature. The creature had no time to react as the Talpaedan mentally commanded the rocks to smash the creature, sandwiching it in-between.

With a grunt, Armodrillo stopped pumping his arms and pulled them out of the sand. He waited for a moment and kept his eyes on the stones, looking for any signs of movement. The stone slabs suddenly exploded into smaller rocks as the worm burst out, charging straight for Armodrillo.

"Of course that didn't work…"

Armodrillo widened his stance and grabbed both ends of the worm's beak. He grunted strenuously, pushing hard against the monster. However, despite putting all his strength into holding the beast at bay, he was easily driven backward while his feet left shallow trenches in the sand.

'This thing is crazy strong!' He inwardly exclaimed.

Without warning, the worm lifted its head up into the air with Armodrillo in tow. It reared to the side before flinging the Talpaedan away. His back skipped across the ground a couple of times before coming to a sliding stop near Natsu. The Dragon Slayer had just recovered after being smacked by the worm's tail.

"Ben, you alr - Look out!" Natsu shouted in alarm.

Armodrillo opened his eyes to see the end of the worm's tail coming down at him. He rolled to his left in the nick of time as the pincer-tail impacted the spot where he had been lying.

The monster-worm squealed loudly as it swiped its tail at its quarry several more times, the Talpaedan narrowly avoiding each swipe.

"HEY! Stop ignoring me, yah slimy jerk!" Natsu yelled angrily, igniting his whole body in flames.

Noticing Natsu's flames from the corner of its eyes, the worm hissed in irritation and reset its target. The apex predator lifted its tail high and swung it at the pyromaniac. Salamander was quick in dodging to the side, the ground shaking from the tail's impact. The beast then swiped its tail horizontally at Natsu, but he expertly jumped over it.

"Fire Dragon-" Natsu was forced to stop his move and blasted himself backward to avoid another tail whack.

"Quit trying to smash me!" Natsu shouted comically.

"You wanted the Slamworm to stop ignoring yah, didn't you?" Armodrillo jeered.

"Slamworm?" the Dragon Slayer said questioningly while avoiding another tail slap.

"Oh! Hang on…"

With the creature finally distracted, Armodrillo brought up his right arm and his elbow-piston extended out, the pressure inside his appendage starting to grow exponentially. Upon punching the ground, a powerful shockwave vibrated through the sand and slammed into the worm-predator. It shrieked in pained surprise and went reeling back from the attack. A wave-like pattern was left in the ground from the shockwave.

"Yeah! Slamworm," Armodrillo turned to Natsu. "Yah know… 'cause it's a worm… and it's trying to slam us with its tail. Heh-heh… get it?" he chuckled in amusement.

The newly christened Slamworm raised its front-half up and let out an enraged squeal at the duo.

Natsu snorted and punched his right palm. "Well, I'm about to rename it Barbecue!"

"Actually... you might be onto something."

The teen hero had noticed that the Slamworm didn't seem to be as impervious to fire as the Olga Worm had been, judging by the burns present on its hide from Natsu's attack earlier. No wonder it was trying to squash the fire wizard or, at the very least, keep him away. On the other hand, the Slamworm was targeting Armodrillo for some unknown reason, and this observation gave the shapeshifter a crazy idea.

Armodrillo grinned underneath his helmet. "I got an idea, Natsu. On my signal, I want yah to hit me with your Roar spell."

"Hit you? But-"

"No time to explain. Just do it!" With that, Armodrillo rushed forward at the predatory worm at full speed.

In response, the Slamworm shrieked before charging straight for its prey.

'That's right. Stay focused on me…'

Armodrillo extended both of his elbow-pistons and allowed the pressure in his arms to build. He then slammed them into the ground and shot himself high into the sky like a rocket whilst creating a mild earthquake in the process.

"W-Whoa!" Natsu staggered around from the intense shaking.

The Slamworm ceased its charge and looked up at its airborne prey. The beast positioned itself to be in the area where it estimated Armodrillo would land and wait.

Across the area, Happy was on the ground digging around for the container-lacrima. He had already dug several holes and had yet to find it. The blue cat was getting frustrated as well as overheated.

"Ah man…" He panted as he dug away; his poor paws getting blistered from the hot sand. "… Where is it? I'm starting to doubt I'll ever – YES!"

Happy's eyes lit up like stars upon finally uncovering the buried lacrima; the turquoise casing glimmering in the light. Right before he could secure it, however, the ground shook violently due to the nearby battle. The shifting sands caused him to lose his footing and slide down the dune.

"W-whoa! What the-" Happy levitated into the air as the sand gave way underneath him. He looked up and, much to his shocked displeasure, the hole he had found the container in was now gone. The earthquake had shifted the sands to rebury the orb.


Meanwhile, Armodrillo's momentum upward steadily decreased and finally stopped upon reaching a peak of one-hundred-feet. Gravity took over and began pulling the Talpaedan back down to earth.

"Natsu! NOW!"

"I don't get what you're up to, but here it comes… Fire Dragon ROAR!" He unleashed a blazing torrent at the place in midair where Armodrillo and the spell would intersect in a few seconds.

Armodrillo swiftly converted his right hand into a drill and started spinning it at maximum speed. As a result, the wind began to spiral around his jackhammer-arm like a tornado. Upon reaching the intersection point, the fiery pillar was sucked into the swirling air current. Amazingly, a twister of flame and wind spiraled around Armodrillo's arm.

"Whoa! That's so awesome!" Natsu brightly grinned.

"Oh yeah! It's Hammer Time!" Armodrillo shouted. "Flame Style!"

The Slamworm's beady eyes widened as it squealed in shocked fear. The beast twisted its body in time to evade the incoming punch; nevertheless, Armodrillo struck the ground right by the beast and released all the seismic power built up in his arm.


A thundering explosion erupted around him from the ground whilst a fiery seismic wave tore across the area. Clouds of sand particles were thrown up into the air and choked the vicinity. Natsu cried out in surprise while being blown back by the flaming aftershock.

Several moments passed and the dust cloud began to settle, revealing a fifty-foot-deep and thirty-foot-wide crater. Traces of glass were scattered inside the hole, shining under the sunlight. At the bottom of the crater, the Slamworm laid motionless; burn marks present all across its hide.

Armodrillo, standing a few meters away, kept his eyes trained on the beast, watching for any signs of life. After a few minutes, the Slamworm remained unresponsive; smoke wafting off of its long body.

'Looks like that did it. No way it could've survived an attack like that,' Armodrillo thought confidently.

"Yo! Ben!" He glanced up to see Natsu on the crater's rim. "That was awesome, man!"

"Thanks," Armodrillo responded. "I appreciate the assist."

"So, is Slammy toast or what?"

"He looks dead, but..." He turned around to see the red glyphs still floating in midair. "... why is the barrier still up then?"

The Slamworm's beady eyes slowly reopened as its senses started to return. The predatory worm wanted to screech out in agony; however, it forced itself to remain quiet. It didn't want to startle its unsuspecting prey. The worm's thick hide had shielded its vital organs from the fiery-seismic attack; nevertheless, pain was pulsing throughout its body.

As Armodrillo turned to the Runes, the Slamworm all of a sudden lunged at the armadillo-alien.

"LOOK OUT!" Natsu shouted.

Armodrillo turned around with wide eyes as the Slamworm rammed its beak into him, slamming him up against the crater wall.

"Hang on! I'm coming!" Natsu jumped into the crater, rearing back his fist. "Fire Dragon Iron-"

The Slamworm lifted its tail and once more smacked him away to the other side of the crater in a swift motion.

"How many times is he gonna get smacked by a worm tail today?" Armodrillo commented, exasperated.

The Slamworm shrieked in primal hunger as it tried to force the Talpaedan into its mouth. Armodrillo kept the worm's mouth open with his arms and legs, however, his appendages were beginning to quake from the predator's amazing power.

'Armodrillo isn't making a dent in this thing... I gotta switch things up!'

"Alright, Slammy! If you don't like fire, then let's see how you handle Heatblast!" He quickly pulled down his right arm to slap the Omnitrix dial.

In a flash of emerald, the Talpaedan was replaced with...

"Big Chill?"

TheSlamworm stopped and squawked in alarmed confusion.

The Necrofriggian became intangible and phased through the worm's beak, encasing it in a chunk of ice. The monster's shrieks were muffled by the icy muzzle as it tried banging its head against the ground to break it.

Big Chill hovered in the air and glanced down at the Omnitrix dial. "Big Chill is the exact opposite of Heatblast, Omnitrix. What is your – wait..."

A particular memory resurfaced in the teen hero's head. He then looked across the crater towards Natsu. "Actually... I can work with this."

Big Chill flew over to Natsu who was getting back to his feet. He rubbed the sore area on his chest where the worm's tail had struck him.

"Damn worm..." He grumbled.

"Just hasn't been your day, huh?" Big Chill jeered.

"Well, that's about to turn around!" He exclaimed confidently. "I'm gonna roast that thing like smoked fish!"

"I'm pretty sure you smoke fish with... never mind. Listen, remember when I told you how Reiny and I beat that desert-worm last night?"

"Huh? Let's see," Natsu rubbed his head trying to remember before his expression brightened. "Oh! You froze it and he fired those thorn things from his hands!"

"Right. We're gonna do the same thing, only this time..."

"Ooh, I blow it up! Right?" Natsu asked enthusiastically.

"Precisely," He grinned.

The Necrofriggian and Dragon Slayer turned their attention to the Slamworm. After banging its head against the ground multiple times, the ice encasing its beak shattered. The worm-predator then unleashed a furious primal shriek at the duo.

"Wait for my signal," Big Chill went intangible and flew towards the Slamworm.

The monstrous worm squawked in surprise from Big Chill's sudden disappearance.

"What's the matter?" Natsu called out. "Yah scared to face me head-on!?"

Forgetting about Big Chill, the Slamworm responded with an angry squeal and charged straight for its new target. Natsu grinned roguishly as he ignited his palms with fire.

Big Chill flew into the Slamworm's mouth and traveled down its throat. On the outside, their opponent came to a halt as its serpentine body was suddenly encased in thick chunks of ice. Big Chill exited through the tail and flew into the air, becoming tangible again.

"Do it, Natsu!"

"Right!" He crouched low and leaped into the air. "With the flames in my right hand... and the flames in my left... put the two together... and you get..." Bringing the flames in both hands together, the Dragon Slayer formed a sun-like ball of fire over his head. "FIRE DRAGON BRILLIANT FLAME!"

Natsu tossed the big magical fireball at the frozen Slamworm, causing an intense inferno to erupt. A big plume of sand was thrown up inside the crater. As Salamander landed, he shielded his eyes with his arms from the sandy gusts.

As the explosion subsided, Big Chill landed next to the pink-haired brute and folded his wings over himself. Both comrades kept their eyes squarely on the dust cloud, scanning for any sign of movement. The dust settled to reveal a hole filled with the lifeless, charred remains of the Slamworm.

The creature was undoubtedly dead.

"Oh yeah!" Natsu threw up his arms in excitement. "We showed that overgrown fish-bait who's boss, huh?"

"You mean when you weren't being ignored or smacked around by it?" Big Chill teased.

"Details, man." Natsu waved off. "In the end, I still roasted it!"

"Yeah... good work, man." the Omnitrix bearer acknowledged.

'I'm still surprised Armodrillo's last attack couldn't beat it.' Big Chill mused. 'It's like Slamworm was completely invulnerable to Armodrillo...'

"Yo! Ben!" Natsu waved his hand in front of Big Chill's face, snapping him out of his musings. "We should go check on Happy and see if he found those herbs yet."

Big Chill nodded. "Right. We can- HUH?"

"What?" Natsu asked, confused.

"Look," Big Chill pointed in the distance.

Natsu followed his finger and his eyes widened in surprise. The red glyphs in the sky were still visible, meaning the barrier was still present as well.

"What? I don't get it. I thought all we had to do was roast Slimy to get outta here!"

"We did..." Big Chill cocked brow in confoundment. "Hmm... if the Rune is still active, that means the conditions to break it haven't been satisfied yet."

"But... we already killed the worm. Why wouldn't that have broken the spell?"

"I'm not sure. Unless-" He stopped when he felt the ground shake hard beneath his feet.

Shockingly, two more Slamworms suddenly burst from the sand in front of and behind the superhero and fire-wizard. The desert beasts exhaled ear-piercing shrieks and honed their beady primal eyes on the duo.

Big Chill narrowed his eyes. "Unless there's more than one Slamworm around..."

"These are the two that ate the Olga earlier," Natsu mentioned. "I can smell the blood on them..."

"Guess they're still hungry then," the Necrofriggian remarked.

"Heh," Natsu smirked in anticipation, "well, I hope they like their food served flaming hot!"

The Slamworm in front of the duo squawked at the second one behind them. Its partner shrieked back in a different tone.

Big Chill raised a brow in bewilderment. Were these two monsters actually communicating with each other? Were they even capable of that? He shook his head, remembering they still needed to get out of the Rune trap.

"Okay... same plan!"

Natsu responded by igniting his fists.

Big Chill unfurled his wings and took for the air. He turned around and exhaled an icy-breath at the second Slamworm, figuring he'd keep it trapped while they dealt with the other. However, it swiftly burrowed away just as the ground was covered in ice sheets.

Seeing the Necrofriggian's back turned, the first Slamworm took the opportunity to lunge at Natsu. The Dragon Slayer was preparing to defend himself before Big Chill flew in and phased through the worm. Like before, he traveled down the worm's body and completely froze it.

"Alright, Slimy! Get ready to-WHOA!" Without warning, the other Slamworm surged from the ground beneath Natsu's feet, tossing him high into the air.

Big Chill finished freezing the first Slamworm (now mentally dubbed Slamworm-1) and flew back outside. "Okay, Natsu... NATSU!"

To his shock, Natsu was falling straight towards the second Slamworm (Big Chill designated it as Slamworm-2); more specifically, its open mouth.

"W-Whoa!" He shouted in alarm.

Big Chill swooped in to catch Natsu and just narrowly avoided falling into its throat too.

"Natsu... you alright?"

Natsu's face turned green as his motion sickness instantly set in. "Ugh... no..." he moaned.

"This is getting old, man." Big Chill groaned in annoyance.

Slamworm-2 expressed its anger from losing its meal with a primal shriek. It then spat out several acid-balls up at the duo in retaliation. The Necrofriggian easily made himself and Natsu intangible to evade the acid. He increased his altitude to escape the beast's spitting range.


Big Chill turned to the source of the cracking to witness Slamworm-1 breaking free from the ice – which let out a deafening shrill from its successful escape. Taking in a deep breath, Big Chill exhaled a subzero blast at the worm.

Slamworm-1, however, spotted the incoming icy attack and burrowed deep into the ground – said attack replacing the sandy surface with a thick sheet of ice.

"That is so not cool..."

'The Slamworm bodies are so hot that it takes a lot of effort to freeze them. If I try and keep one frozen, the other will just go for Natsu.' The otherworldly hero thought. 'Hmm... if Happy can keep Natsu safe in the air, I could go Ultimate and -'

The Necrofriggian glanced over to Happy's location to see that he was frantically digging multiple holes seemingly at once with a crazed expression.


Big Chill blinked twice. 'On second thought... he looks preoccupied. Besides, it looks like the Slamworms are onto our strategy anyways. We're gonna need to change our approach...'

"Looks like we're gonna need to switch up our game plan, Natsu."

"Ugh... I feel so sick..." he groaned sickly.

Big Chill ignored Natsu's remark. "Since the Slamworms aren't fire-proof like the Olga Worm was, I doubt their hide is as strong." His eyes widened as an idea entered his head. "I can use Diamondhead to trap them like we did the Olga... and then you can turn them into ash, Natsu."

"Ugh..." Natsu's cheeks puffed out while his eyes rolled back into his head.

"Alright. Looks we got ourselves a new plan."

Big Chill descended to the crater's rim and placed Natsu down. He knew it wouldn't take long for the predators to notice them, so they needed to act fast.

The moment Natsu's feet touched the ground, his motion sickness miraculously vanished as he stood up with his arms raised victoriously.

"I'm alive!" He exclaimed dramatically.

"For now," Big Chill replied sardonically. "Did you hear what I just said?"

"Uh," Natsu scratched his head in recollection, "... let's see... something about Diamondhead and turning the worms into smoked fish?"

"Close enough," Big Chill shrugged.

He turned to look down into the crater. "I'll draw the worms out and trap them. Then you can come in and finish them off."

"Sounds like a plan to me!" Natsu grinned, giving a thumbs-up of approval.

"Alright. Here goes," Big Chill glided down and came to a landing in the center of the giant hole. To Natsu's surprise, a green flash enveloped Ben as he transformed back to human.

"Huh? Why'd he change back?" He tilted his head, bewildered.

Ben figured by changing back to the human, the Slamworms would be encouraged to attack – seeing him as easy prey. He looked around the crater while reactivating the Omnitrix.

"Hey, Slamworms! You hungry? Then come and get me!" he challenged boldly. "C'mon you Graboid knockoffs! Eat me!"

Right on cue, Ben felt the ground slightly vibrate beneath him. He quickly found the head icon of Diamondhead and prepared to select it. However, he paused when he noticed something odd... the shaking wasn't getting stronger. Was the Slamworm not burrowing toward him?

Natsu's eyes widened when he felt the vibrations at his feet increase. He knew what that meant. "Oh crap!"

All of a sudden, Slamworm-1 surged from the ground beneath Natsu and caught him in-between its beak. The fire-wizard immediately reacted by grabbing hold of both ends of the beak to keep it open.

"NATSU!" Ben exclaimed fearfully.

Natsu groaned from the growing strain in his arms. The strength in the Slamworm's jaws was staggering! He looked into the monster's mouth and felt a nervous sweat go down his face upon seeing the spiraling rows of teeth. It was an unnerving sight, to say the least.

"Hang on!" Ben exclaimed. "I'm co-"

Distracted by his comrade's perilous situation, Ben didn't notice the ground shake beneath him until it was too late. The second Slamworm erupted from under his feet and snapped its jaws shut, trapping the Omnitrix bearer inside its dangerous mouth.

"BEN, NOOO!" Natsu panicked.

Taking advantage of Natsu's distraction, Slamworm-1 put more strength into shutting its beak while shaking its head to pry Natsu's grip free. It seemed to work as the Dragon Slayer's arms buckled under the strain of the monster's primal power, causing him to cry out in pain.


Moments earlier, Happy was shouting in excitement with the Olga Leaf container held above his head in victory. He'd had to dig countless holes in the sand, but he finally managed to find the orb again. Thankfully, it didn't appear damaged from being under the burning sand.

"YES! FINALLY!" Happy stopped when he felt the earth shake again, albeit with less force than before. Nevertheless, the blue feline kept a secure grip on the lacrima.

He glanced over to the area where Natsu and Ben were fighting the worm, concerned. He had seen and felt a couple of big explosions earlier, yet it appeared the monster-worm still wasn't defeated? Since he had already accomplished his task, Happy decided he should lend a helping hand to his teammates.

Placing the lacrima safely in his knapsack, Happy summoned his wings and launched himself into the air. He flew toward the battle area and immediately noticed the giant crater in the ground. It was definitely Natsu and Ben's doing.

He stopped in midair when he saw his partner trapped between the beak-like jaws of the giant worm, struggling to keep himself from being eaten.

"Natsu!" Happy cried.

He was about to help his partner until he noticed Ben standing at the crater's center. The moment Slamworm-1 burst from the ground beneath his feet and seemingly swallowed him whole, all the color in Happy's face drained away.

"AAAAAHHHHH!" he screamed in horror.

Natsu, meanwhile, shut his eyes tightly from the strenuous pain flaring throughout his body. He hated to admit it but he couldn't outmuscle the beast. This realization stung the Dragon Slayer as he had always taken pride in not just his magical power but his physical strength as well. Unfortunately, his strength was coming up short in this situation.

'DAMMIT! I gotta save Ben before it's too late!' He inwardly yelled. 'How do I beat this thing?!'

Natsu's eyes widened. The solution was crystal clear. Ben had told him already and he himself had noticed it. He just needed to stop trying to beat the monster with brute force and do what he's best at instead.

"I may not be able to outmuscle you... but I don't have to!" He strongly proclaimed, and then exhaled deeply. "Fire Dragon... ROAR!"

The flaming torrent instantly filled up the inside of the worm's mouth, combusting into a small explosion. The force sent Natsu flying out and tumbling across the sand.

Slamworm-2 unleashed an earsplitting shriek of agony while smoke billowed out from its beak. Needless to say, the inside of the worm's mouth was a gruesome sight, seared and even melted in some places. At this point, the Slamworm had realized its small prey wasn't worth the intensive injuries it had sustained. The beast sunk into the sand and burrowed away.

Ben's eyes shot open in shocked horror, finding himself falling into the mouth of a Slamworm. Rows of teeth were spinning in the back of its esophagus, which could easily rip his body to shreds.

"W-WHOOA!" Ben instantly selected an icon and slapped down the Omnitrix dial, milliseconds before his feet could make contact with the predator's teeth. Unbeknownst to Ben, Diamondhead's icon had switched over to a new selection during the tussle.

Natsu groaned while pushing himself off of the burning sand. After seeing Slamworm-2 burrow away, he turned his attention to the other Slamworm that had eaten Ben. The pink-haired wizard quickly stood up and prepared to attack the beast and rescue Ben before it was too late.

Suddenly, green light shone out of the worm's open beak. Within the blink of an eye, its head bulged out and promptly exploded. A mess of purple blood and gore was splattered across the area; some of it even landed on Natsu and Happy, much to their disgust. However, the pink-haired pyromaniac and blue feline didn't have time to feel repulsed.

As the headless cadaver of Slamworm-1 limply fell to the ground, another creature stood above it.

Natsu and Happy's eyes widened to the size of saucers. For the former, his breath was momentarily trapped in his throat. Natsu blinked a couple of time to ensure what he was seeing was true and not a mirage.

"N-no way..." Happy stuttered. "Am I seeing things..."

"A... D-Dragon?!" the fire-user stammered.

Standing above the Slamworm's remains was indeed a dragon!

The creature stood on four legs at approximately twenty-five-feet-tall with hind legs that included two toes whereas its larger front legs had four fingers tipped with claws, one resembling a thumb. Its scaly hide was emerald while its underbelly was a light greenish-brown. On its back stretching at nearly forty feet were an impressive set of foldable wings that matched its body's color scheme; the wings' patagia matching its underbelly. Supported by a long and thick neck, the dragon's head had two horns extending backward from above its emerald eyes, and a beak-like snout with a downward sharp point. Overall, the dragon's body was slim and appeared aerodynamic in nature; nevertheless, there was a healthy muscle definition present in its forearms and torso.

Natsu and Happy stared at the green dragon in awed disbelief; the former more so than the latter. Happy gasped when he noticed the Omnitrix dial on the dragon's chest and the green Fairy Tail emblem present on its left shoulder.

"B-Ben...?" Happy uttered in astonishment.

Ben glanced down and flinched in disgust upon noticing the dead, headless Slamworm underneath him. Pools of purple blood soaked into the sand around his legs.

"EW! Gross!" He spoke in a deep voice.

He stepped over the dead worm while lifting his right hand to wipe away the blood and worm brains away. The Omnitrix bearer briefly examined his draconic hand before looking at the rest of his body.

"Uh... a dragon? Wait... why does this form look so familiar?"

He slightly gasped in recognition. Three years ago, he had helped an alien dragon (who claimed to be an interstellar mapmaker) escape the Forever Knights' clutches after being imprisoned and tortured for a millennium. This form must be that dragon's species.

"That's right. This is a dragon from my universe." He commented.


The dragon turned to the voice to see Natsu and Happy across the crater, the latter floating to the former's left. He walked over to their location, which didn't long thanks to his long stride. Lowering his head, he could see expressions of shock and disbelief plastered on their faces. He could understand why though.

"You guys okay?"

"W-we're fine, but...you're... you're a DRAGON!" Happy yelled, his eyes bulging out comically.

"Yep," He turned his head around to survey the area. "Where's the other Slamworm?"

"Well... Natsu was about to get swallowed but he roared fire into its mouth." Happy answered. "It looked like it got hurt pretty bad and burrowed away."

Ben shifted his attention to Natsu, who was staring at him in a daze. "Um...Natsu..."

The Salamander didn't respond as he continued to stare hard at Ben. For the briefest moment, Natsu thought he saw a familiar red Fire Dragon standing in his place.

"Natsu!" Ben spoke louder.

"H-huh..." the Dragon Slayer blinked twice and snapped out of his trance. He then gasped in shock and pointed at Ben. "Y-You're a DRAGON!"

"Yeah... we've already established that, Natsu." Happy deadpanned.

"Hold on! Since when can you turn into a Dragon?!" Natsu shouted, sounding slightly miffed. "You've been hiding this form the whole time or something?!"

Ben sighed from Natsu's accusation; however, he could understand the fire-user's reaction to an extent. After all, this was most likely the first time he had seen a dragon since Igneel had disappeared seven years ago.

"No. I just now unlocked this transformation." He calmly replied. "Besides, this dragon form isn't quite what you think it is."

"Huh? What do you mean?" Natsu cocked a brow in confusion.

"I'll explain later. Right now, we need to find that last Slamworm."

"But it ran away. So that means the fight's over, right?" Happy inquired.

Before Ben could respond, an animalistic shriek rang out from outside of the crater. The alien dragon, Dragon Slayer, and flying feline looked out to the crater's rim and instantly recognized the sound as the Slamworm's screech.

Ben spread out his draconic wings and flapped them once to fly up. Happy followed his lead and picked up Natsu by the back of his vest. They flew out of the hole and came to a landing, seeing the Slamworm about fifty yards ahead.

Currently, the beast was slapping its tail into the invisible barrier trying to escape. Its efforts were futile, and it expressed its anger with ear-piercing shrills.

"The barrier is keeping the worm trapped in here too?" Happy said, confused.

"Makes sense. The Rune says until we, the worms, or all of us die, the barrier will remain up." Ben mentioned.

The emerald dragon narrowed his eyes and studied the worm for a short moment. He could see the soot and burn marks on the worm's beak and head area. In addition, trails of smoke were visibly wafting out of the predator's mouth. Ben was honestly impressed that the Slamworm was still alive after having the equivalent of a flame-thrower shot down its mouth.

"Looks like you injured it pretty good, Natsu," Ben stated.

"Shouldn't be too hard to take out now." Happy commented.

"No." Natsu refuted with a serious voice, eyeing the monster attentively. "It's cornered and injured. That makes this thing even more dangerous than before."

Ben and Happy couldn't help but feel mildly taken aback by Natsu's sudden serious demeanor and logical reasoning.

The dragon-alien nodded in agreement before returning his focus on the Slamworm. "Yeah, you're right. We need to finish this now."

The Slamworm stopped when its senses were piqued by a mix of new and familiar scents. It turned around and visibly flinched when it spotted Natsu. But the moment its eyes laid upon Ben's dragon form, their enemy coiled its head back and squawked in seeming intimidation.

"Happy, I need ya to fly back a safe distance. This attack's gonna be intense." Ben cautioned.

The alien-dragon narrowed his eyes. 'I hate that we have to kill the Slamworm when it just wants to leave... but we have no other choice.'

"Aye, sir!" Happy saluted before he flew back.

"Natsu, we're gonna give it all we have from the start. We can't mess around with this thing."

Natsu nodded in confirmation and ignited his arms in flames.


Ben spread out his wings and leaped into the air, flapping them a couple of times to gain altitude. Natsu, meanwhile, rushed forward with his arms hanging back.

Seeing the incoming threats, the Slamworm reacted by trying to eliminate the closest one in Natsu. It stretched out its tail to smack him with it. The Dragon Slayer, however, had anticipated this move and swiftly jumped into the air to avoid the slap. He shot fire out of his heels to propel himself to the side, out of the range of the worm's strike.

The predatory worm then glanced up to see Ben flying towards it. Despite its orifice injuries, the Slamworm fired a salvo of acid-balls at the dragon-alien.

'I still need a name for this form. What should I call it?' the Omnitrix wearer pondered while easily evading the incoming acid projectiles. He swerved to the left and then soared higher into the air.

The Slamworm screeched in primal infuriation from missing both of its targets.

'Let's see... Draco? No, not creative enough. Salamancer? No, sounds too much like Natsu's nickname. Draconaut? Hmm... not bad, but I don't think that name really suits this form.'

As Ben inwardly debated, he inhaled deeply and charged up a powerful energy at the back of his throat.

"Sorry, Slimy," Natsu enveloped his body in an intense inferno, causing sections of sand nearby to instantly turn to glass.

The Slamworm coiled away from the heat, daring not to go near the Salamander.

Natsu crouched low and leapt into the air. "Dragon Slayer Secret Art:" The flames coursing around him became even hotter. Long torrents of fire extended from his arms and moved toward the Slamworm in a spiraling formation. "Flame Lotus, Exploding Flame Blade!"

A bright yellow light illuminated from Ben's draconic mouth. Confident he had produced enough power; he opened his maw wide to fire a brilliant yellowish-green laser-beam.

The Slamworm could only shriek in shocked fear before it was engulfed by a spiraling inferno and a powerful laser. An intense conflagration consumed the area around the worm and shook the ground violently. Clouds of smoke and sand were thrown up into the air as a result.

The aftershock sent Natsu careening back and tumbling across the sand in a comedic fashion. Ben momentarily faltered in his flight due to the shockwave; with a couple of flaps of his wings, he was able to regain control.

He blinked as he was slightly taken aback by the powerful explosion. His bird-like snout then shifted into an apparent grin.

"I've got it... Laserscale!" He then let out a loud and high-pitched roar of victory.

Laserscale paused and remained flying in midair, keeping his gaze transfixed on the smoke cloud and scanning for any signs of life. A moment passed before the air cleared up enough to reveal the Slamworm lying motionlessly in a hole. What remained of its body was a charred black and smoking husk.

The last of the Slamworms was dead.

Laserscale glanced to the side and was relieved to see the crimson Rune letters disappear, signaling that the enchantment spell had been broken.

The alien dragon looked down to see Natsu picking himself up while Happy levitated by his side. He descended toward them and came to a smooth landing in front of the duo. Slapping the Omnitrix dial, Ben transformed back to human in a green flash.

"Well, that's that," Ben stated.

Happy sighed in relief. "Glad that's all over. Although, that worm went down fast. Pretty anticlimactic, if I'm being honest."

Ben shrugged. "Like Natsu said, the most dangerous kind of animal is a cornered and injured one. We had to finish it off fast."

"Yeah, I know. Still though..."

"Well, that was fun!" Natsu grinned while placing his hands behind his head, "I dunno about you guys, but I'm ready for round three! Who's with me?!"

Ben and Happy both shot the pyromaniac a deadpanned expression.

"Tsk," Natsu pouted and crossed his arms over his chest, "you guys are no fun."

"I think I've had enough fun for one day," Ben replied wryly.

"Aye," Happy agreed.

"By the way, Happy, were you able to find the Olga Leaves?" the brunet asked.

Happy smiled while pulling the lacrima out of his knapsack. "Yep! Got 'em right here!"

"Thank goodness." Ben breathed a sigh of relief. "I was afraid it melted in acid or something. The universe usually enjoys pulling stuff like that on me."

"I think we should be heading home now," Happy suggested, placing the orb back in his knapsack. "Ya know before anymore worm-monsters show up. And it's pretty hot out here. Can you call Vanessa, so she can bring us home?"

"The communication-lacrima Vanessa gave us was dissolved in Slamworm acid. No worries though," he activated the Omnitrix and scrolled across the holo-ring, "I'll just change into Ultimate Chromastone and teleport us back to the guild hall myself."

"Wait!" Natsu held out his hand.

"What is it, Natsu?" Ben inquired.

"C'mon, Natsu! It's burning up out here!" Happy whined, slumping his shoulders in heated exhaustion. "We don't have time to fight more worms!"

"This isn't about the worms," Natsu adorned a serious expression. "Instead of teleporting us... do you think you could...uh," He glanced away while rubbing the back of his neck sheepishly; his words caught in his throat.

Ben cocked a brow in puzzlement. He had never seen Natsu like this. What could be making him so nervous?

"What's on your mind?"

Unexpectedly, Natsu put his palms together and bowed his head. "Could you please fly us back to Magnolia in your dragon form?!"

"Huh?" Ben and Happy were both equally confounded. Where had this sudden request come from?

"Come again?" Ben asked, ensuring he had heard the Dragon Slayer correctly.

"I said that I want you to fly us to Magnolia as a dragon!"

"Why? You'll just get motion sick like the other times I try to fly you around." The brunet pointed out.

"I won't get sick! Trust me." Natsu strongly proclaimed.

"Okay... but you still haven't answered my question yet."

Natsu sighed and lowered his head. "Alright, alright... ..." he relented, "the truth is I want to ride on your dragon form because... I haven't seen a Dragon since Igneel disappeared, let alone rode on one. I just think it'd be cool, ya know? Getting to relive that whole experience and all..."

The fire-wizard smiled as fond child memories resurfaced in his mind.

"Natsu..." Happy said empathetically.

Ben couldn't help but smile as well. He could understand the reasoning behind Natsu's request. Laserscale was the first dragon that he had seen in seven years, so it made sense he'd want to re-experience a time from when he and his father were together.

"Okay, I hear yah. But I think you should know that Laserscale isn't the same kind of dragon as the Dragons in this world." Ben mentioned. "They're two completely different species."

"I don't care if he's the exact same or not." Natsu shrugged nonchalantly. "A Dragon's a Dragon to me."

"But they're from two different universes..."

"If it looks like a Dragon, walks like a Dragon, and flies like a Dragon... then it must be a Dragon!" Natsu broadly grinned. "That's what I think anyway."

Ben shook his head and smiled due to his comrade's simple yet true words. He could hardly turn Natsu's request down now.

"Okay, fine." The teen hero relented.

"ALL RIGHT!" Natsu exclaimed excitedly.

"We're gonna fly home on a dragon?! That's so cool!" Happy added.

'Please don't say 'so cool',' Ben inwardly cringed, remembering a certain eccentric reporter. 'Anyways, I guess this will also give me a chance to get more familiar with Laserscale.'

Ben activated the Omnitrix, selected the draconic head icon, and slapped down the dial. In another emerald flash, he had transformed back into Laserscale.

"Hop aboard, guys," Laserscale said.

"Man... this is so awesome!" Natsu smiled brightly as he jumped up onto Laserscale's back. He proceeded to climb up his neck and straddle the spot behind his head.

"Make sure those Olga Leaves are secured, Happy," the alien-dragon advised.

"Aye, sir!" Happy flew up to sit in front of his partner, patting his knapsack. "Herbs are secured!"

"Alright then. Hang on tight!"

Laserscale spread out his wings and crouched down. With one mighty leap and a couple flaps of his wings, the emerald dragon was airborne. He continued to ascend at an almost vertical angle, forcing Natsu and Happy to significantly tighten their holds to avoid falling off.

Upon reaching a height of several hundred feet, Laserscale leveled out and flew horizontally – allowing the Dragon Slayer and feline to slightly loosen their grips.

Natsu and Happy looked around at the desert landscape below them. However, there wasn't much to see even at this height. There was only an empty and vast plain of sand that stretched onto the horizon.

"Whoa," Natsu and Happy marveled, but not at the desolate wasteland, rather the fact that they were flying on a Dragon! To make things crazier, this Dragon was actually their otherworldly guildmate!

Happy's eyes shone with astonishment while he laughed in excitement. "I can't believe we're actually flying on a Dragon, Natsu! Even if it is really Ben. This is amazing!"

"Yeah," Natsu softly replied. "I'm with ya, buddy."

"Natsu... you're not motion sick!" Happy realized, sounding surprised.

"No way! I could never get sick riding a dragon." He stated.

Laserscale looked back and smiled at his friends' expressions. Like Happy, he was also slightly taken aback that Natsu wasn't feeling nauseous. With any of his other flying aliens, Natsu would have been as sick as a dog instantly.

'I guess Laserscale reminds him so much of Igneel he can't get sick? Not sure how that works, but whatever.' He mused. 'At least he won't be puking on me.'

"You guys better hang on to your butts. I'm about to really kick up our speed!"

Natsu tightened his grasp on Laserscale while hunching his body forward, making them a little more aerodynamic. He kept his arms on either side of Happy to prevent the wind from blowing him away.

"Bring it on! Let's see how fast you really are!" Natsu shouted fervently.

Laserscale smiled roguishly. "If you say so."

With several wing-flaps, Laserscale doubled his speed to nearly a hundred miles-per-hour; nevertheless, Natsu and Happy continued to hold on tight.

Laserscale knew that even at this speed they still wouldn't make it back to Magnolia before the Omnitrix timed out. He glanced up and spotted thin strips of clouds moving high above them. With two years of flying experience in the Rustbucket-3, Ben immediately recognized them as the jet stream.

Laserscale smirked. 'That'll definitely give us a boost.'

He started flying higher while increasing his incline at a gradual pace – not wanting Natsu and Happy to fall off. The fire-wizard and blue cat could feel the air get colder and thinner the higher they rose. It was a welcome relief from the dry, desert heat for Happy while Natsu wasn't affected either way.

A short moment later, the trio finally reached the jet stream and, instantaneously, their speed rapidly increased. Natsu and Happy could both feel their cheeks flapping in the fast-flowing air current; the latter being pushed up against the former's torso. Impressively, the Dragon Slayer remained firm on Laserscale's neck. Thanks to his time with Igneel, Natsu knew how to hang onto a Dragon – even flying at this speed.

"So... fast..." Happy managed to say.

Laserscale flapped his wings several more times to push himself even faster inside the jet stream. From the ground, he appeared to be a green dot shooting across the sky like a rocket.

Natsu continued to look on in excitement despite the chilling, fast-flowing wind. Memories of his time with Igneel replayed in his mind.

'Dad... wherever you are... I know we'll be together again someday. Whether it's because I find you or by fate, it doesn't matter.' Natsu thought determinedly. 'Then... I'll introduce you to all my friends!'


Over an hour had passed since the DSL's live coverage of Ben, Natsu, and Happy's mission had mysteriously cut off. After witnessing the trio secure the Olga Leaves and force the Olga Worm to retreat, everyone in the guild hall had presumed the mission was accomplished and they'd be returning soon. However, that had not been the case.

Minutes passed and Vanessa never received a call from the trio. She had attempted many times to contact them herself, but strangely, a connection could never be established. This development baffled the master crafter.

The communication-lacrima she had given them was an enhanced model that her company had recently created. Capable of connecting with its counterpart models from anywhere across the world (and even included a mapping feature of the known world map), it was leagues above standard-issue communication-lacrimas.

Vanessa was currently sitting at the edge of a table trying to contact Ben, Natsu, and Happy once more. The present members of the Ultimate Team, Team Shadow Gear, and Juvia and Elfman were sitting or standing around her. Everyone was growing more concerned for their three guildmates.

Vanessa's lacrima glowed a bright red, indicating that the connection had failed. She sighed as her frustration mounted. "Oh poo! I still can't get ahold of those three."

"I don't understand. Natsu, Happy, and Ben finished the mission. So, why haven't they contacted us yet?" Lucy sounded worried.

"You mentioned that your lacrimas could connect from anywhere in the world," Erza said, standing to Vanessa's right. "Is there any reason why the connection would fail?"

"The only possible explanation that comes to mind, dear, is that their lacrima was damaged somehow."

'That... or perhaps the same interference that damaged the DSL is responsible.' Vanessa furrowed her brows. 'Something is definitely fishy here...'

"That's probably what happened then." Gray sat across from Vanessa, with Juvia sitting by him. "Wouldn't be surprised if Flame-brain broke it."

"That does sound like something Natsu would do," Juvia calmly added.

"Even if that were the case, that wouldn't mean they'd be stranded. Ben has a form capable of teleportation." Erza mentioned, referring to Ultimate Chromastone. "He could easily use it to teleport them back to the guild hall."

'He can teleport too? I wonder what Benji can't do.' Vanessa pondered.

"Then I wonder why he hasn't yet," Levy stood nearby, holding her chin in contemplation.

"I'm not sure either," Erza lowered her head, concern written on her countenance.

"Something must've happened after the screen broke," Elfman grimly stated.

"If that's the case, I'll have to go fetch those three. The Devils Frontier is too dangerous of a place to be stuck in for an extended amount of time." Vanessa declared, sounding serious.

"You shouldn't have to go, Vanessa. It's too dangerous." Erza insisted. "Let us handle bringing Ben, Natsu, and Happy home."

"Even if I were to teleport you there, my dear, I don't have another communication-lacrima for you to call me and lock onto your position whenever you're ready to return," Vanessa explained. "I'd have to go regardless in order to bring us back."

"Yes... you're right. I forgot about that..." Erza admitted.

"Besides," Vanessa stood up from the table, "I'm fully capable of handling myself. Although, if any of you wish to come along to aid me, I won't stop you." She looked over to the scarlet knight and winked. "I don't believe I have to ask if you want to come along, Erza."

Erza nodded. "Naturally."

Gray sighed as he stood up. "I'll go. Guess I'll have to save Natsu's butt again."

"You're such a wonderful friend, my love!" Juvia exclaimed with hearts in her eyes.

"You coming, Lucy?" the ice-wizard looked over at the blonde.

"Don't pay attention to her!" Juvia exclaimed angrily.

Lucy nodded. "Count on it."

The blonde beauty was not thrilled about heading to the most hostile environment on Earthland. Regardless, she wouldn't stay behind while her teammates were possibly in trouble.

Master Makarov, meanwhile, watched the scene from the bar with a stone-faced expression. The old master was usually against wizards intervening in another wizard's job unless necessary – believing guildmates should have faith in one another to complete their requests. However, this situation was an exception in Makarov's case. The Devils Frontier was not a place he wanted anyone, especially his 'children', spending a prolonged amount of time in.

Just as the rescue party was being assembled, Alzack rushed through the main doors with trepidation plastered on his face. "EVERYONE! Come outside to the courtyard! RIGHT NOW!"

Seeing the urgency Alzack was expressing, everyone rushed out to the exit into the courtyard to see what the cause of the sudden commotion was.

The Gun Mage looked over to Gajeel sitting casually at a table, eating a bowl of bolts. "You too, Gajeel!"

"Why me?" He grumbled in vexation.

Gajeel's nose suddenly caught wind of a scent that made his eyes widen. This scent...it was strangely familiar, yet it was different somehow.

"On second thought," With his curiosity peaked, the iron-wizard stood up and ran out the main door.

As the Fairy Tail wizards gathered in the courtyard, they looked around searching for any kind of disturbance but didn't spot anything out of the ordinary.

"What's the deal, Alzack?" Wakaba gripped.

"Yeah. What's got yah so spooked?" Macao asked.

Bisca pointed to the sky. "UP THERE!"

Everyone looked up into the eastern sky and narrowed their eyes, spotting a green object flying out of the clouds. They could hardly tell from the distance what it was, but it appeared to be descending. In fact, it appeared this object was heading towards the guild hall.

"What is that?" Droy placed his hand above his eyes, trying to block out the sun.

"It... looks like it's alive..." Levy noted.

The object descended above the lake and started flying toward them. A pair of large wings, a tail, and long neck could now be seen. It was then everyone was able to identify that this object was, and immediately felt their blood go cold.

Gajeel gapped, his body tensing up. "No way... it can't be..."

"Is... that what I think it is..." Gray gasped.

The guild wizards gasped in shock, including Vanessa. Were their eyes deceiving them? Many blinked and slapped themselves in the face to ensure what they were seeing was real – and it was.

"It's a-a..." Erza stammered.

"DRAGON!" Lucy screamed fearfully.

The green dragon flew over the guild hall and made a sharp left turn to circle back. The emerald beast hovered over an empty area near the cliffside before gently landing on the ground. A gust of wind was produced from the dragon's wings, causing some of the ladies (including Lucy) to cry out while holding their skirts down.

The flying reptile turned its head and looked at the Fairy Tail wizards with an unreadable expression.

"I don't believe it... an actual Dragon..." Makarov stuttered with visible sweat on his forehead.

"I thought they were all extinct..." Vanessa murmured, equally stunned. 'Well, except for the Black Dragon...'

"I never thought I'd ever see one again..." Gajeel was astonished. "What the heck's it doin' here?"

"Wow!" A familiar voice shouted out. "That was so awesome!"

"Aye, sir!"

'AYE, SIR?!' Everyone inwardly yelled.

Natsu stood up from behind the dragon's head with Happy floating beside him. The former's spiky hair was comically blown back as a bright smile was stretched across his face.

"NATSU!? HAPPY?!" the crowd shouted, dumbfounded.

"Hey, guys," the pyromaniac waved nonchalantly. "We made it back alive!"

"We're home!"

Nobody responded. The Fairy Tail wizards continued to stare in shocked disbelief.

Laserscale was confused by everyone's stupefied expressions until the realization hit him like a ton of bricks. He realized now how idiotic it was of him to land in the guild hall's courtyard in his current form.

'Of course, everyone's freaked out. Dragons are supposed to be pretty powerful and rare in this world.' He glanced over to Vanessa, who was staring at him with wide and fearful eyes. 'Great... how am I gonna explain this to her?'

"Hold on..." Erza stepped forward, analyzing the green dragon closely. She gaped as soon as she noticed the Omnitrix dial on the beast's chest. "Ben?!"

"Wait a second! That's TENNYSON?!" Gajeel exclaimed incredulously.

"Yeah..." Laserscale spoke, which startled several of the wizards. "Um...hey everyone?"

The Fairy Tail guild was simply dumbfounded. Their otherworldly Take-Over wizard could transform into a Dragon?!

Gray unexpectedly fainted and fell backward, the shock too much for him to bear.

"Gray! My darling!" Juvia panicked and rushed to his side.

'How can this be? How can a Take-Over wizard be capable of this?!' a flustered Vanessa shouted inwardly.

As Natsu and Happy jumped off of Laserscale's back, the Omnitrix dial started bleeping and turning red. In a brilliant red flash, Laserscale transformed back to Ben.

The brunet hero faced the flabbergasted crowd with a sheepish expression while rubbing the back of his head. "Um... anyone order some Olga Leaves?"

With three words, Gajeel basically summed up everyone's reaction.



After the initial shock of Laserscale's landing had faded, everyone regathered in the guild hall. The guild demanded how it was possible that Ben could transform into a Dragon; however, the teen hero made it clear that now was not the time and he would explain later. Understandably, the group was disappointed, but respected Ben's wishes.

From there, Ben proceeded to explain how the mission unfolded until Vanessa interrupted him. She had sheepishly confessed that they already knew how the mission played out via the Detection Scrying Lacrima, much to the trio's shocked discomfort. Ben, Natsu, and Happy understandably were perturbed by the fact that they were being watched during their mission.

'Wait a minute,' went through Ben's head.

"Hold on," said Ben, "if you were watching us the whole time, then why didn't you come to help us while we were stuck in that barrier fighting the Slamworms? We were in a life and death situation, ya know!"

"Huh?" Everyone uttered in puzzlement.

"What are you talking about, Ben?" Erza inquired, confused. "What barrier?"

"And what are these 'Slamworms', dear?" Vanessa blinked in bafflement. "I've never heard of such a creature."

"What do yah mean?" Natsu demanded. "You're saying none of you saw us fight those three giant worms?"

"We saw you get your butt smacked around by the Olga Worm," Gray mentioned dryly.

"Say that to my face, ice stripper!" Natsu shouted indignantly.

"Guys, please," Ben held out his hands, not in the mood for the fire and ice duo's antics. He turned his attention back to the onyx-haired noblewoman. "Okay, let's back up. At what point did you stop watching us?"

"The DSL malfunctioned after you three drove off the Olga Worm," Vanessa answered. "I had assumed you would call me immediately to bring you back, but you never did. I tried calling you myself several times but could never establish a connection either."

'So, their live-feed was cut off right before the Slamworm showed up, huh,' Ben thought pensively. 'That's suspicious...'

"Okay. Well," Ben said, "I'll fill you in on everything that happened then."

For the next ten minutes, Ben gave a brief yet descriptive account of everything that happened after the Olga Worm had retreated. From the Slamworms' sudden appearance and killing of the Olga Worm, finding themselves trapped in an enchantment, and being forced to battle the Slamworms to the death. He mentioned the worm's strange obsession with Armodrillo and concluded with the final events of him transforming into Laserscale and combining his power with Natsu to kill the last Slamworm off.

After Ben finished his explanation, a moment of silence passed as everyone processed the information.

"I see," Vanessa said thoughtfully. "It sounds like you three were in quite a pickle."

"More or less," Ben shrugged.

"Forgive me, darlings," Vanessa hung her head in guilt. "Had I known you were in such danger; I would've come and helped immediately."

"No need to apologize, Miss V," Natsu replied, interlocking his fingers behind his head casually. "You didn't know."

"We're not mad at you," Ben added.

"Aye," Happy agreed.

"Still, I should've teleported out there to check on you when my calls failed to connect." Vanessa insisted. "I hope you can forgive me."

"There's nothing to forgive. Really." Ben reassured. "What I'm really concerned about is that enchantment. Any clue on how or why it was in the middle of a desert?"

Vanessa took a seat at a nearby barstool and shook her head. "It's hard to say. My only guess is it was set up by poachers hunting the Olga Worm. As for why they worded the enchantment's rules as you described, I have no earthly idea." She confessed in cluelessness. "Unless they were thrill-seekers or something of that sort."

"More like the stupid sort," Gray sagely remarked.

"So, we have no answers on who set up the enchantment then." Erza sounded disappointed.

"Interesting," Makarov, who was sitting at the bar, held his head low in contemplation.

Vanessa sighed deeply. "I'll look into this mysterious enchantment. I have connections in many places across Ishgar. Perhaps I can find something."

She picked up her mug and chugged all of its alcoholic contents in a few gulps, causing Ben to sweat-drop.

"I'll be sure to inform you all if I find anything."

"Thanks. We'd appreciate that."

"Now," the dark-haired beauty laid the empty mug down and stood up, "I hope that despite the troubles you three endured that you were still able to secure the Olga Leaves?"

"Aye, sir!" Happy pulled the turquoise ball out of his knapsack. He flew over and handed it to Vanessa.

"Ooh! Great job, you three!" She said giddily. "I knew I could count on you!"

"All in a day's work," Ben commented.

An impish grin spread on Natsu's face as he turned to his icy rival. "How do you like that, Gray? Happy and I are about to be rich!"

"Like I care!" Gray exclaimed indignantly. "You'll blow it all in a week!"

"Actually, he'll be paying for his long-overdue food bills. Right, Natsu?" Mirajane spoke up from behind the bar, wearing a sweet-looking yet ominous-feeling smile.

"Uh..." Natsu shuddered from that look, reminded of the days when she was the She-Devil. "Yes, ma'am!"

"Huh," Vanessa eyed the turquoise lacrima astutely. "Is this all there is? I was honestly expecting more."

"Sorry, Vanessa," Happy apologized, "but that's all the leaves I could find in the worm's mouth. In fact, it looked like the plant they were growing on was sick or something."

"I see. If that's the case then, it sounds like that Olga Worm was malnourished." She proclaimed.

'Wait! That Olga was starving while we were fighting it? Damn... I hesitate to think how much tougher it would've been to subdue if it were at full strength.' Ben pondered.

"Poor thing. It's a shame it was killed by that invasive Slamworm species." Vanessa remarked.

"Invasive?" Ben said, confused.

"What do you mean by that?" Gray asked. "I thought killer worm-monsters was the norm for that place."

"You really think these 'Slamworms' are not native to the Devils Frontier, Vanessa?" Erza questioned.

Vanessa nodded, and explained, "I spent quite a bit of time researching the Devils Frontier ecosystem, admittedly because of the Olga Leaves. But I don't remember ever seeing a mention of a creature that fits the description of this Slamworm. So, my suspicion is that these creatures either migrated from another area or were intentionally put there by someone."

"If that's true, I wonder why someone would go through the effort of putting those monsters there." Lucy wondered.

"I can't say." Vanessa shrugged. "This is honestly all just speculation, darling."

'Sounds like we've got more questions and hardly any answers.' Ben mused, mildly annoyed.

"Well, we can all ruminate on this later." Vanessa placed the Olga Leaves container in her purse and pulled out a white checkbook. "It's time I reward you handsome heroes for all your hard work."

Vanessa then wrote out three checks to Ben, Natsu, and Happy; twenty-million Jewels for the former and ten-million Jewels for the latter two. Happy proceeded to fly around excitedly while Natsu waved it around and bragged in Gray's face, causing multiple tick marks to pulse on his temples.

Ben momentarily looked down at the check, assessing how he could use it responsibly. He and Natsu had already promised to help Lucy out with her rent this month (despite her objections), but that still left him with a considerable amount of money.

He could use it to pay off the remaining mortgage on his house. Doing the numbers in his head, Ben calculated he was still left with at least eight-million Jewels. What could he do with the rest of it?

Ben's eyes widened slightly as a smirk adorned his face. Over the last few months, there was a couple of projects he had wanted to start on yet lacked the proper funding to do so. Now that he had money, he could take them off the shelf and get to work.

Before Ben could ponder further, he was snapped out of his musings as Vanessa pulled him, Natsu, and Happy into a tight hug. Consequently, their faces were pushed up against her ample bosom. Unsurprisingly, angry tick-marks appeared on Erza's forehead as her fists tightened.

"Thank you very much, you three! You have no idea how much this helps me." She said gratefully.

"Um… glad we could help," Ben replied awkwardly, his face turning red.

"I… can't breathe…" Happy wheezed.

"It was no biggie, V," Natsu said, his words muffled.

Lucy watched the scene with an irritated frown.

"Okay, Vanessa. I believe that's enough!" Erza said crossly.

"Oh, relax, darling," Vanessa said coolly. "Remember what I told you yesterday?"

Erza lightly blushed and looked away. "Y-Yes..."

Vanessa's eyes widened in shock for a brief moment before immediately settling herself down. As she pulled away from the trio, she ignited her right hand in flames; much to Ben's surprise.

"Whoa! How did-"

"Oh... yes. I suppose no one told you, Benji. I use magic called Mimic. Essentially, it allows me to copy another wizard's magic."

"That's... really cool." Ben complimented. "So, you just copied Natsu's Dragon Slayer magic?"

Vanessa smiled and nodded. "Yes, indeed." She then turned to said Dragon Slayer. "I hope you don't mind, Natsu, dear. Things were getting a little chilly at my place. I hope you understand." She bowed with her hands between her thighs.

"It's cool with me," Natsu replied indifferently.

"I appreciate your understanding. You three have made this guild proud." She looked over to Makarov at the bar. "Great job, Maki! You've certainly raised these kiddies well."

The purple-eyed beauty's sincere praise and lovely smile caused Makarov's heart to beat faster. "Thank you, gorgeous! That means a lot coming from you!" he replied dumbly.

"Well, now that this request is completed, I suppose I should be heading back home now."

"Aww..." The majority of the guild wailed in disappointment.

"Do you really have to go so soon, Vanessa?" Mirajane frowned.

Vanessa sighed in dejection. "Sadly, yes. There's so much work back at Crystal Philter headquarters that I need to do. If there wasn't, trust me I would stay longer. I'm sorry, kiddies."

"We understand, V," Erza assured. "There's no need to apologize."

"But whenever you get time off," Macao spoke, "you should come visit!"

"Yeah!" Wakaba added. "We'd love for you to stop by soon."

"Oh, you know I will," Vanessa smiled brightly. As she turned around, she waved farewell to the rowdy Fairy Tail wizards. "You kiddies take care. Until we meet again!"

"Goodbye, Vanessa!" Nearly everyone shouted while waving back to their guild's number one sponsor.

"Oh! Ben, darling," She turned back to the jacket-wearing hero. "Would you mind walking with me out to the front gate, please?"

"Uh, sure," Ben shrugged.

He was confused by the sudden request; nevertheless, he went over and walked beside her on the way to the main doors.

Erza watched them both amble out of the guild hall, tilting her head in confusion. "I wonder why Vanessa suddenly asked Ben to accompany her?"

"Who knows? Maybe she plans to ask Ben on a date?" Cana slyly suggested.

"WHAT?!" The scarlet knight's expression became incredibly flustered. "She wouldn't! She already knows Ben and I are dating. Besides, Ben's much too young for her!"

"I dunno," Cana said unsurely. "She's certainly got the looks of a young woman. Huh... come to think of it, I actually don't know how old Vanessa is. Do you, master?"

"Nope." He replied simply before taking a swig of beer. "A man never asks a woman her age. But... I do recall meeting her a couple of years before Laxus was born. That was twenty-three years ago. She seemed just as young then as she does now."

"Seriously? And you never noticed?" Lucy inquired.

Makarov shrugged nonchalantly. "Never gave it much thought, honestly. I personally believe it's a blessing she has stayed so sexy throughout these years. Heh-heh-heh."

The girls ignored their master's perversion and continued with their discussion.

"Well, Vanessa is the richest person in Ishgar," Mirajane stated. "I'm sure she has access to a myriad of products to help with her looks. Most of which wouldn't be available to the general public. So, if you think about it, it does make sense."

The girls nodded in agreement with that logical explanation.

"Yes, I suppose that's true." Erza agreed.

"Which means you might have some competition after all, Erza," Cana smirked.

Erza clenched her fists and ground her teeth angrily, a deadly aura wafting off of her. Anyone who was near the redhead instinctively backed away, fearing for their lives.

Meanwhile, Ben and Vanessa had stepped out of the guild hall and into the courtyard. Glancing around, she was pleased to find no one was around to potentially eavesdrop.


"Uh... yes, Vanessa?" He was slightly taken aback by her sudden serious tone.

"Tell me..." She shot him a critical expression. "What is your true power, dear?"

"Huh!" Ben's eyes widened in alarm. "W-What do you mean? I'm a Take-Over wizard."

"Oh? Earlier when I was hugging you, I was unable to copy your magic like I did with Natsu. As a matter of fact, I couldn't sense any magical power residing inside you." Vanessa sternly retorted. "Plus, your left eye twitched just then. So, you're not being truthful with me, Benji."

Ben instinctively covered his left eye. "Huh... well..."

The businesswoman rested her hands on her hips and squinted her eyes at him, silently demanding an explanation.

The teen hero heavily sighed and lowered his arm. There was no way to wiggle out of this one.

"Okay... you caught me." He admitted. "I'm not really a wizard."

"Clearly. Then, pray tell, what exactly are you? Are you some kind of monster or demon?" She demanded.

"No! No!" He held out his hands in a placating manner. "I'm one-hundred percent human. Really! Well... except for the times when I transform."

"Then how is it possible for you to transform into those creatures without magic?"

Seeing no point in hiding it, Ben held up his left arm and pulled down his sleeve to reveal the Omnitrix. "With this. It's called the Omnitrix."

"Your wristwatch?" She leaned in closer and eyed the device quizzically. "That is how you transform? Remarkable. Where did you acquire such a device?"

'Now that I think about it, he was pressing the dial on his chest to transform. I suppose it does make sense now.' Vanessa thought.

"That's a long story. I'll give you the abridged version though."

From there, Ben spent the next few minutes explaining his situation to the aristocrat. Everything from his otherworldly origins, the Omnitrix, how he arrived in Earthland and concluded with how he ended up in Fairy Tail. While doing so, the duo walked slowly and came to a stop underneath the front gate.

"That was several months ago at the beginning of the summer." Ben finished. "Since then, I've joined Fairy Tail and have been taking requests and fighting bad guys. Typical hero stuff."

"I see..." Vanessa's eyes were closed as she processed everything Ben had told her. "So, that Dragon form of yours is..."

"Part of an alien race from my universe, yeah," Ben answered.

"Hmm. Even so, if I were you, I'd refrain from using that form around people. You wouldn't want the Magic Council to find out about it." Vanessa cautioned.

"Yeah, I understand." Ben nodded.

"With that said," She sported an austere visage, "is there a reason why you initially chose to hide all this from me?"

"It was nothing personal, honest. I just don't know you, Lady Masters, and I-"

"Vanessa," She corrected.

"R-Right. Anyways, Vanessa, I'd rather this information not get leaked out to the public. The fewer people who know the better." He affirmed.

Vanessa nodded in agreement. "Yes. You certainly don't want the common folk to know your true power; much less those in high places." She sighed heavily, and continued, "Still, I will admit I am a bit saddened that all of you didn't think you could tell me about this; however, I completely understand." A charming smile adorned her face. "You can trust your secret with me, darling."

"Thank you. I really appreciate that." Ben smiled, grateful for her understanding. "And I apologize I wasn't honest about myself upfront with you. Everyone else in the guild loves and respects you. That should've been enough to know I could trust you."

Vanessa pulled Ben into a hug, pressing his face into her breasts once more; much to his embarrassment. "Oh, it's no biggie, Benji! Erza's so lucky to have you!"

The ebony-haired woman paused and separated herself from the teen, sporting an acute visage. "Ben, there's something important I need to tell you."

"What's that?" He asked curiously.

"It should come as no surprise that you're a very powerful and capable individual. I've witnessed it several times on the DSL today. However, I have a strong suspicion that there's far more you can do."

"Y-Yeah... you'd be right."

"And you have no intention of ceasing your 'hero work', as you call it, anytime soon?" She questioned.

"Not in the slightest." He confidently replied.

A small smile tugged at Vanessa's lips. "I figured as much. Well, if that's the case, I'll get right to the point. You may already be aware of this, but if you continue on your current path, your fame will skyrocket across the land whether you like it or not. Titania and Salamander are household names here in Fiore, but yours could be known around the entire world someday."

"You think so, huh?"

"I know so. There will be many who will love and hate you due to your exploits. And, of course, there will be plenty of fangirls who'll rave all over you, darling."

"Great..." Ben said unenthusiastically.

While many men would've leaped at the opportunity of having fangirls, Ben had already been down that hectic road before and he'd rather not travel down it again. It honestly wasn't worth the ride.

"As someone who has experienced the rapid ascension to fame and fortune, I feel it's my responsibility to warn you how dangerous it can be. If you're not careful, you can find yourself instantly turning into an egotistical snob overnight." Vanessa briefly paused, seemingly reflecting on bad memories, and continued, "It not only affects you but those close to you as well. Friends and family... you can suddenly find yourself treating them in a manner you never would have before."

Vanessa then grabbed Ben's right hand while adopting a pleading look. "I beg of you, Ben... please... remember who you are! Don't let the fame change you. Not just for your sake, but for your guildmates... and Erza's too."

Ben listened to the aristocrat's words and firmly nodded. "Don't worry. I promise I won't."

'Besides, I've already had to learn that lesson the hard way...'

Post-Highbreed Invasion memories of his arrogant and egotistical attitude resurfaced in his mind. After the way he had acted, he was surprised Gwen and Kevin didn't ditch him. Additionally, it had put a strain on his relationship with Julie that nearly broke them apart. One of his biggest regrets, however, was ignoring Azmuth's orders and attempting to hack the Omnitrix, mutating Kevin in the process.

He internally winced from it all, especially from a statement that Grandpa Max had made in a conversation concerning taking down Ultimate Kevin during his rampage a couple of years ago.

"When I thought you were dead, I had to do a lot of growing up."

"You did fine," Max replied.

"For a while. But I let my fame get to my head. I've been as big of a jerk these last few months as I ever was..." When his grandfather didn't respond, he had asked, "Aren't you gonna argue with me?"

"Not when you're right."

Hearing his grandfather verbally confirm his statement had stung him at the time, but Ben knew he could only blame himself. Shortly following Julie's death, Ben had vowed to never let fame control him ever again.

'No matter what, I'll never allow myself to act like that again.' He inwardly vowed. 'I'll stay true to myself.'

Vanessa smiled warmly, seeing that Ben was sincere in his statement. 'This guild never ceases to amaze me.'

"That's good to hear. You're mature beyond your years, Ben."

"It's no biggie. I just had to do a lot of growing up over the last couple of years," Ben rubbed his neck sheepishly.

Vanessa nodded in understanding before her eyes lit up. "Oh! One more thing, Ben! Completely unrelated, but if you ever need any lacrima, magical weapons, armor, or potions, be sure to come to me! I'll set you up nicely, dear. It's the least I can do." She then shot him a wink. "Plus, I'd love to sponsor you in your future endeavors one day."

"You would do that?" Ben asked, genuinely surprised.

"Of course, dear! It'd be my genuine pleasure." She grinned brightly.

'If she can provide the materials I need, starting on my projects will go a lot smoother.'

"Huh... well, I may just take you up on your offer then," Ben responded.

"Excellent! Well, I should be heading back now." Vanessa turned and took a few steps out from under the gate. "It was a pleasure getting to meet you, Benji. I look forward to seeing you and the others soon!"

"Same here," Ben's eyes then widened as an idea entered his head. "Oh, Vanessa!"

"Yes?" She looked back.

"Before you go, could I ask a favor?"

"Of course, darling! Just tell me what do you need."

Ben glanced at her purse for a short moment and then back to her. "Well..."


In the center region of Fiore (five miles north of the capital city, Crocus) was a large section of land totaling nearly a hundred acres. A ten-foot-tall stone wall surrounded the perimeter with the main entrance sporting an enchanted steel gate with intricate lettering emblazoned, Crystal Philter.

This land was the property of Vanessa Masters and the headquarters for her empire, Crystal Philter.

Multiple brick buildings and warehouses were arranged in a grid-like fashion, and categorized by three separate districts: Chemical, Lacrima, and Weapons. These names essentially summarized the work these districts focused on. The Chemical District processed potions, the Lacrima District mined and refined lacrimas for a plethora of uses, and the Weapons District manufactured various magical weapons and armors.

These districts were separated by sections of land that served as parks, which included paved trails, benches, pavilions and gazebos spread out across gorgeous meadows, ponds, and forests. Lady Master had deemed these parks be reserved for the workers to escape the industrial setting on their off-time, and to ensure her land wasn't completely overrun with factories.

Thousands of men and women were scattered across the three districts, working on their respective duties. Despite the increased workload, quality hadn't dropped off in any of their products. The workers took too much pride in their work to allow that. Additionally, Lady Masters herself promised to award her employees handsomely once the kingdom and Council's orders were completed. This provided even more motivation not to slack off.

Even though Crystal Philter's headquarters wasn't far from Crocus, there were many workers who preferred a shorter commute. As a result, Lady Masters had many homes and businesses built around her land to accommodate them. Over time, schools, churches, parks, and a marketplace were constructed for the many folks who had migrated for a fresh start in life with Crystal Philter.

This bustling company town was referred to by many as Honeysuckle Village.

Even though the settlement lacked a mystic history or ornate buildings (such as, the neighboring capital city), the residents still loved their town for what it was and the blue-collar charm it provided.

Meanwhile, inside one of the processing plants in the Lacrima District, Vanessa Masters was hard at work. Her appearance and attire at the moment certainly wouldn't match her wealthy and esteemed status.

She was dressed in a dirty pair of blue jeans (which hugged her curves nicely), an old white t-shirt that exposed her midriff, and a pair of work-boots. Her long dark hair was tied back into a ponytail while a purple mask covered her mouth and nose. Sweat glistened off of her porcelain skin in the dim light.

Vanessa was standing in front of a steel-plated, spherical-shaped apparatus with a large pair of tongs in hand. Various tubes and machinery were connected to this construct, with a command console extending out of the ground to its right. Similar apparatuses were lined up parallel from each other around the building.

This machine the businesswoman was working with was dubbed a Lacrima Refining Unit, or LRU, for short. There was nothing particularly special about the LRU that Vanessa was working with; it just happened to be the nearest one when she teleported inside the building.

Fiery-orange light shone from a small, open porthole in the LRU. Vanessa's face scrunched up in concentration as she extended her tongs through the hole, beads of sweat racing down her face. She carefully pulled out a glowing orange crystal that seemingly hummed with unknown power.

Turning to her right, Vanessa steadily lowered the crystal into a custom-made metal briefcase on the concrete floor. Once the glowing item was placed in the container, Vanessa threw the tongs aside before she promptly shut and locked the case.

With that, the buxom noble exhaled a deep sigh of relief, taking off her mask. "Done. And it only took..." she glanced at her watch and her eyes widened in surprise, "eight hours?! Oh my..."

'I must've entered that 'Master Work Mode' as Brennen says,' Vanessa mused.

"Well, no matter." Vanessa stepped to the LRU's console and pressed a button, which deactivated the machine. She then reached down to pick up the briefcase. "That man is coming soon. I had better check on Brennen's progress before getting myself ready."

Vanessa activated her copied Teleportation Magic to transport herself out of the building. In a purple flash, she instantly appeared in the middle of the main lobby of her lavish mansion.

"Yeep!" A nearby maid yelped. She had short orange hair and amber-colored eyes, also adorned in the standard maid outfit. "Oh! Um… Welcome back, Lady Masters!"

Vanessa smiled and nodded. "Good to be back, Amber."

"I hope your trip to Fairy Tail was successful." The maid named Amber said. "But may I ask why you're dressed in such attire, ma'am?"

"I've told you before, darling, to call me, Vanessa or V." Vanessa lightly chided. "Hearing you say 'ma'am' just makes me feel old. But to answer your question, there was a job I needed to do right away after arriving back from Magnolia."

Amber nodded in understanding. "I see."

The Mimic wizard surveyed the large, ornate lobby, looking for someone particular.

"Have you seen Brennen around, Amber? I wanted to check on his progress with the elixir. The client is coming soon."

"Present," a male voice said.

Vanessa turned and smiled as the individual in question stepped into the room.

He was a light-skinned man of average build with a good frame. He had short, dirty blonde hair with bangs spiked up. A pair of glasses rested over his vague blue eyes. His attire consisted of a pair of black slacks, tennis shoes, and a plain grey V-neck beneath a charcoal-grey unbuttoned jacket with the sleeves rolled up to his elbows.

This young man was Brennen Kings, Vanessa's personal butler, top attendant, and best friend.

"Gotta say," Brennen smirked leerily, "I'm loving the new look, V."

Vanessa glanced down at herself and playfully blushed, realizing her sweaty clothes were tightly hugging her figure.

"Oh, stop you!" Vanessa lightly pushed the blonde butler in the chest.

"If you'll excuse me, Miss." Amber politely bowed and ambled out of the room.

"Sorry. I couldn't help myself. Anyways," Brennen reached into his jacket pocket and pulled out a small blue-glassed bottle, "I finished making that Olga Elixir you wanted. Came out to around a pint."

"Thank you, Brennen. I appreciate you taking time out of your day to do this." She smiled warmly.

"Always a pleasure, V. I'll admit it was definitely a challenge processing enough elixir with the small amount of Olga Leaves you gave me."

"Yes, apologies, dear." Vanessa replied. "But I'm afraid that's all the Fairy Tail wizards I hired could come back with. And, unfortunately, it may be the last."

Brennen frowned. "So, those wizards killed the Olga Worm, huh?"

"No. Not exactly." Vanessa sighed heavily. "It's a long story. I'll inform you later. For now, can you take these items to my office? The client is coming by soon and I need to get cleaned up."

"Sure," He placed the bottle back into his jacket before picking up the metal briefcase. "So, why'd did you insist on making this other item yourself? Couldn't you've just got one of the guys at the Lacrima District to do it?"

"Because," Vanessa stepped by him, "it was something only I could make. My workers are exceptional, but I couldn't trust them with this."

"Vanessa," Brennen adopted a serious visage, "this had better not be what I think it is."

The Crystal Philter founder stopped and didn't respond.

Brennen furrowed her brows, aggravated. "It is, isn't it? Vanessa... I thought you said you would never make these again!"

Vanessa kept her back turned, remaining silent.

"What's this guy paying, huh?! No amount of money is-"

"This isn't about money!" Vanessa snapped.

Brennen flinched in surprise.

Vanessa's eyes widened as her expression shifted into regret. "I'm... sorry." She said softly. "But this isn't what you think it is."

"Yeah? Then what is it?" He cocked a brow, unconvinced.

"Just put those items in my office, Brennen. Please."

In a violet flash, the Mimic wizard teleported out of the lobby.

Brennen lowered his head and sighed, disappointed. "Oh, Vanessa... what are you doing?"

The blonde-haired butler then proceeded toward the grand staircase in front of him.


Nearly an hour later, Vanessa was sitting in her luxurious office behind her desk. Her office was rather spacious and both sides were lined with bookshelves filled with books, lacrimas, and various trinkets. At the end was a wide mahogany desk with a set of large windows behind it, offering a view of the estate's beautiful gardens. The sun rested above the western horizon, casting an orange light over the land. Overall, the office had a rather 'Oval Office' sort of look to it.

Vanessa adopted an indifferent expression as she stared at her client, sitting in a chair across her desk.

"I assume these are the items you promised?" the client inquired in a smooth, masculine voice while twirling his staff.

He was an older man with a well-built frame for his age. He had black and grey-tipped curly hair that was tied back into a bun via a red headband. He sported a fancy red jacket, black dress pants and dress shoes.

Vanessa narrowed her eyes at the man. His skin was unusually pale and his eyes were golden, seemingly burning with mystery. Additionally, his staff was creepy-looking with a carved bird head on the top. Practically everything about this man screamed ominous.

Normally, she would never do business with a character such as this. However, this man had something she needed that she couldn't retrieve from anywhere else in the world.

"Naturally," She answered sourly. "When it comes to deals, both business and personal, I always uphold my end. The question is... do you, Mr. Six?"

The man, Mr. Six, sneered. "Of course."

He reached into his chest pocket to pull out a small glass bottle filled with clear liquid, handing it to the businesswoman.

"As agreed, Lady Masters."

She took the vial and keenly examined it. "Is this really it? This is hardly an ounce!"

Mr. Six frowned, and retorted, "That... is all that is left of the fountain. The rest was evaporated years ago. You should be grateful I managed to obtain that much."

Vanessa shut her eyes and exhaled deeply. "Yes. However, for everything I had to do, I was expecting more."

"You're a brilliant, resourceful woman. I'm sure you'll figure something out. As for me," He stood up and took the items on the desk. He placed the elixir bottle in his jacket while holding the briefcase with his left hand. "I have what I wanted."

"You should know... that bottle of Olga Elixir is possibly the last that will ever be made." Vanessa revealed.

"Is it? Well, I'm certainly a lucky man then." Mr. Six slyly smirked, walking to the door.

"And... the case... I had to betray people I cared about to make that." Vanessa growled.

A short moment of silence passed before Mr. Six replied, "Here's a sad truth of reality, Lady Masters... when you set out to fulfill a goal, no matter how noble it is... you will always be the villain in someone else's eyes. It's inevitable."

Vanessa briefly gazed at the bottle and turned away in shame.

"I'll be taking my leave now. A pleasure doing business with you, Lady Masters."

The ebony-haired woman didn't respond as the seemingly malign character, Mr. Six, walked out of her office. Unbeknownst to her, the man grinned wickedly before vanishing in a pink flash.

Inside the office, Vanessa buried her face into her arms on the desk and cried. The dam holding back the flood of emotions she had stored up had finally broken.

"I'm sorry... I'm truly sorry everyone." She whimpered loudly.

Minutes passed and the sun had set, shrouding the office in darkness.


Meanwhile, in the outskirts of Magnolia, Ben was walking up to his house. He'd had a long day after fighting desert-worms, dealing with Natsu and Happy's antics, and flying the duo back as Laserscale across the continent. He was ready for a hot shower, a smoothie, and sleeping in his own bed.

Ben paused when he noticed that his front door was slightly ajar. He remembered locking it yesterday morning before heading to the guild hall. The teen hero frowned and pulled up his sleeve to activate the Omnitrix. He swiftly kicked the door open before rushing in with his hand over the Omnitrix core.

"Alright! Who's the wise – huh?"

A collection of scrap metal was littered across his living room floor. "What the-"

"Is that seriously how you enter your own house?" a gruff voice remarked.

Ben turned to the voice and was surprised to see the guild's new Iron Dragon Slayer in his home. He was shirtless and reclining on the couch, his boots resting on the coffee table. He took a bite out of the top of a wrench before tossing it at Ben's feet.

"Uh... what is this?" Ben asked.

"That? Oh, that's a Monkey Wrench... or at least what's left of one." Gajeel replied. "Hmm... come to think of it, I think there's a Plumber Wrench over there somewhere. Could you bring it over? It had a nice texture to it."

"I'm not picking up any wrenches! Or any of the scrap that's on the floor either!" Ben declared. "Come to think of it, why is there scrap on my floor?!"

Gajeel shrugged. "Didn't know where to put it, and quite frankly, I didn't care."

"Which raises the main question," the Omnitrix bearer frowned at Black Steel, "why are you in my house?" He walked over to kick Gajeel's legs off of his table. "Feet off the table!"

"Whoa! Is that any way to treat your new roommate?" Gajeel snarled.

Ben froze and looked at Gajeel in shocked confusion. "Come again? I think I may have heard something crazy in my ear."

"What? Didn't Mira tell yah?" Gajeel smirked as he leaned back with his arms behind his head, placing his feet back on the coffee table. "I'm your new roommate, bro."

Ben was speechless. His right eye twitched as he stared at the Iron Dragon Slayer.


Typing Monkey's Add-On: Ultimate10's DeviantArt page should still be up for the Ultimate Fairy art.

Next chapter...

Chapter 42: Oracion Seis Pt I – the start of one of the better Fairy Tail arcs with Ben Tennyson added to the mix. Will things go the same?