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Chapter 94 - 8.2

Somewhere back in time, a young Elfman was crying in front of a grave. A grave of his dead parakeet, as he was on his knees, sobbing at the loss. "Big Brother Elf," a familiar voice cried out, as a younger Lisanna ran up to him. He saw what terrible pain he was in, and knelt down to hug him, as she sadly smiled, "It's okay, Big Brother. You had nothing to do with his death. All living things die at some time. But as long as you remember them, they'll live on forever in your heart."

But Elfman pushed her away, as he ran off, "Shut up! You don't understand how I feel!"

Lisanna looked at his brother running off, and then sob.

The next memory, it was of the time the three siblings had gone on their S-Class mission. They said their goodbye to Natsu and Happy. However, Natsu said he wanted to come, but Elfman shot back that he didn't want someone like him helping him.

While in a trance, Elfman sees old memories he shared with Lisanna. The first one is when he was still young, crying at his dead parakeet's grave and Lisanna came to comfort him and says that all living things die some time, but if he remembers them they'll live forever in his heart. Young Elfman rejects Lisanna's comfort and this makes her cry.

The second memory is of the time they went to help Mirajane in an S-Class quest and they were saying goodbye to Natsu and Happy for a while. Elfman tries to tell them to not go to that mission or at least take Natsu with them, but the memory fades out.

The third and probably the worst memory is when he was taken over by The Beast and lost his reason. He injured Mirajane, who told Lisanna to run. But Lisanna didn't leave and tried to talk to Elfman, saying that he can't have forgotten her and Mirajane because they both love him very much and they should head home. This didn't snap Elfman back to reason and he tosses Lisanna away with much force and this causes her supposed "death".

The fourth memory came, and it was of him and Mirajane crying at Lisanna's grave. In the memory, he is seen blaming himself for Lisanna's "death", but Mirajane tells him that it isn't his fault and that Lisanna told him that all living things die some time. They promise to live on to their fullest in Lisanna's stead during that time. The almost-statue Elfman sheds a tear when he is snapped back into consciousness by Mirajane's voice.

As Elfman was slowly being engulfed in stone, Elfman managed to see Mirajane, as she cried out, "ELFMAN! PLEASE, SNAP OUT OF IT!" She then began to sob, as she tearfully looked to him, "I can't lose you too."

Sol stepped towards him, as he taunted, "And now for the Cue de Gras."

Elfman snarled, as he growled under his breath, "I swore… I swore back then I would never make her cry… EVER AGAIN!"

Sol was getting fed up with this, as he blew a raspberry in disgust, "Oh, don't talk such trash, you monster."

Suddenly, the rock shattered around Elfman, as a yellow glow appeared to blind almost those who looked at it. "WHY IS SHE CRYING!?"

Mirajane suddenly paled, as she whispered, "Oh no, that light. ELFMAN, NO!"

"Fool," Sol taunted. "You're not strong enough for a Full Body Take Over." But then the light intensified, as it suddenly died down. Once it did, Sol blinked in amazement, "Mon dieu."

In the dust, a hulking figure kneeled hunched over, as a guttural growling voice boomed out, "Lisanna died because I was weak. I never want to feel that way… EVER AGAIN!"

The figure stood up, as the dust cleared, revealing the form that was once Elfman Strauss. He was a hulk-like beastly creature. His size was exponential, with his arms grown longer, larger, and sprouted sharp claw, becoming thick with fur, and his abdominal and pectorals prominent in the middle. His hair took on a mane-like appearance, his ears and canine teeth became pointed, and he grew a pair of striped horns pointing upward, starting from a bone plate on the forehead. The legs had become larger and were now dark hooved, gaining a pair of protrusions sprouting from the shoulders, similar to the appearance of the horns. Luckily, he still had his pants. This form that Elfman took, was the same one on that S-Class mission that cost Lisanna her life. The Beast, or more described once, as the King of Monsters.

Sol paled, as he realized the situation, "Zut alore… he did it."

"A…Full-Body Transformation," Mirajane groaned out fearfully as she shook not for herself, but for Elfman. "Beast Soul!"

At that moment, as Elfman's Beast form looked at Sol, his calm demeanor sank back, and he began to panic as he was scared at such a sight. "NO, nonononononononono," he began to gulp, as he tried to get his way out of this, as he tried to justify his actions. "Zis is all a big misunderstanding, nespa!? I wasn't trying to hurt you; I simply was trying to help you. Monami! Eez true, ze past is hard at times, but ez a harsh trial for us to overcome, no? and with my help, you have indeed become the crem de la crème. A real man, no? Nespa?"

But Elfman's form simply looked at him, his eyes glowing with rage. Sol gulped at this, as he slowly backed away, "Well, I should be going now. Tootaloo."

However, before he got far, Elfman simply swiped his hand forward, like a dog shaking its paw. And smacked Sol across the room, crying out in pain. He stopped, as he flipped in the air, and glared at the beast, "Okay, if zat's what you want, zen so be it! PLATRE SONATA!"

Suddenly materializing from flying earth all around, a giant punching fist shot right at Elfman. However, it didn't have the desired effect on Elfman as he wanted. Instead, Elfman smashed through it, making it into pebbles and debris, as he charged at Sol, who gulped.

"Eh, se bu?" he whimpered. But Elfman smashed his fist downward, burying him into the floor.

He continued to do this, as he was smashing the heck out of Sol. Mirajane could only watch, as she pleaded, "Stop it. Please, Elfman…"

But her words didn't go heard, as Elfman continued to beat the living snot out of the whimpering Frenchman. He continued to do so, until he stopped to take a breather and allow the dust to settle away. Once that was done, Sol was visible again, as he whimpered, his face a bruised and beaten version of himself again. Sol managed to whimper out again, as he weakly pleaded, "Have Merci, nes pa?"

This only angered the Soul Beast that was Elfman further, as he continuously smashed Sol even more. Only this time, it was more rapid and furious, as it looked like he was going faster his with smashing punches. Mirajane couldn't take this anymore, seeing her brother lost in his rage, as she finally cried out, "ELFMAN, PLEASE STOP!"

Once the scream echoed into his pointy ears, the Beast stopped, as he looked down at Sol. The poor bruised up French Mage was half-conscious, as he was knocked out completely. Elfman had won the battle, and merely huffed at the man, as he stomped away, heading outside.

He hopped outside, and onto the arm that held Mirajane. Once she saw him slowly approach her, she became nervous at this sight, as her thoughts screamed in worry, 'Oh no. please don't tell me he lost his reason? Please, Elfman…' as he approached her slowly, she pleaded to him, "Elfman, please. You're still in there. It's me, Mirajane." Once he was close to her, he stood over her, like he was about to eat her now. Tears streamed down her face, as she pleaded, "Elfman, look at me! It's me!"

He lunged at the hand, and pulled it open, releasing her. But before she could fall, he easily caught her in his free arm, and held her close to his chest. Stunned by this, she didn't expect what would come next. "I'm sorry I made you cry like that, Sis."

Mirajane blinked at that, as she whispered, "Elfman…?"

"I'm so sorry," he apologized. He then suddenly changed back into his human form again. "I know you never wanted to see me that way again. It was because I couldn't control that form that Lisanna died that day."

Mirajane's eyes went wide with surprise on that, and then hugged her brother, comforting him, as she consoled him, "You didn't have a choice, Elfman. You wanted to protect Fairy Tail, and you wanted to save me. But in the end, you came back." She then looked up to him, and brought him to look at her, "It wasn't your fault that Lisanna died that day. You tried your best to protect both of us back then."

But Elfman couldn't believe that, as he insisted, "But I…"

"No," Mirajane sternly but gently comforted him. "She's still with us. As long as we remain with our decision to live a full life then I know she's happy… we're doing this for Lisanna's sake."

At that moment, Elfman broke down, crying in his sister's arms, "I'm just so glad you're alright."

Mirajane smiled, as she returned the hug, "And I'm glad you're alright too, little brother."

However, their heartwarming moment stopped, as Mirajane realized something, when she turned to see the Giant make the Abyss Circle. "Elfman look," she pointed out, getting her brother to turn and see it himself, "The Giant. It's slowing down."

Elfman blinked at this as well, as he asked aloud, "What the…? Why now?"

It was then that she turned to see Sol down and out, and then realized it, "Wait a minute. The Abyss Spell. It must require a lot of Magic energy to make it possible. I think that the Element 4 must be tied to it somehow." She looked to her brother, and asked, "How many of the Element 4 do you think might still be about?"

"I don't know," Elfman confessed. "I didn't have time to ask Natsu when I saw him crash in the Water. Let alone Happy when he went after him."

"Two are down and two are left." a new voice suddenly popped up. The siblings looked as to where the voice came from and saw a small cloaked figure standing at the edge of the hole that Elfman had jumped out of. "Ben unintentionally defeated Totomaru of the Element 4 when the Jupiter Cannon was destroyed. And you just defeated Sol, so now there are only two left."

The little figure was about to leave, until Mirajane called out, "Hey wait a minute! Who are you?"

The little figure turned sideways to face her, and allowed a smirk to appear on his shadowed face, as he simply answered "Well now… that would be telling." And then he disappeared from view as he flew back into the Giant.

The two Strauss siblings blinked at that, as Elfman pondered, "What kind of Man says that?"

"That doesn't' matter," Mirajane looked to her brother, "We've got to find the others and tell them what we know!"

Elsewhere

Gray continued to sprint down a long corridor with a high ceiling and giant, stone carved demons sitting on Roman-like pillars. He had split up with Natsu, Ben, and Erza to cover more ground in hopes of finding the Abyss Break's power source. The Teen Ice Mage had been running down the hall for several minutes, coming up against zero Phantom opposition.

'Why don't they have any guards or something patrolling the halls?' Gray wondered. 'Do they want intruders to be able to break in this easily? Eh, whatever. Makes things easier for me.'

Gray ran through the end of the corridor and into a large room that had a red carpet stretching down the center of the room and up a grand staircase at the other end. Running along the carpet were brown pillars with light-emitting lacrimas on top.

Gray stopped and observed his surroundings. "Hmm," he tapped his chin in thought, "maybe the power source is up those stairs?"

Suddenly, within the blink of an eye, Gray yelped in surprise as he was lifted off the ground by a powerful gust of wind. He landed on his back with a grunt, trying to comprehend what had happened.

"How sad." a voice commented.

The shirtless Ice Mage lifted his head up to see a swirling twister of air a few meters in front of him. The twister vanished and in its place was a big man wearing a long green coat, a yellow shirt, loose paints, and a green top hat.

"I have seen your power, quite impressive; nonetheless, no matter what form your magic takes, I shall blow you away with my might." The man stated.

Gray got up from the floor and scowled at him. "Let me guess, you're one of the Element 4."

The man lifted up his head, and Gray was kind of taken back to see that his eyes were covered by a blindfold. However, what really confused the teen hero was that rivers of tears were streaming down his face.

"Indeed. My name is Aria," he replied, "I am the strongest of the Element 4. I've come in hopes of slaying the Legion of Fairy Tail… seeing as how he was immune to my Metros attack."

'Metros? Is that what drained Gramps of his magic?' Gray blinked.

"I don't care what you came here to do and I'm afraid you'll have to settle with me. All I know is that I have to destroy that Abyss spell's power source, and if I have to take you down to get to it…then so be it." Gray declared coolly.

Atop the Giant's Head

A minute later, grey storm clouds were forming over the Giant Phantom. Thunder rumbled through the air as it began to rain. Ben climbed through a broken window to get outside, hoping that it would make it easier to find the Abyss Break's power source. He had come up here thinking that the head section was where the power source would be at since that was where it usually was in robots… well they also tended to be in the chest area but Ben already came from there when they all snuck inside.

When he felt the rain hit his body, he glanced up at the sky in confusion. "That's weird." He noted, as he pulled his hood over his head. "When did it start raining?"

"Drip, drip, drop," a monotonous feminine voice called.

Ben immediately turned around to see a young woman approach him. She was a Caucasian pale beauty with a curvaceous figure, blue hair that was curled at the base, dark blue eyes, and pale skin. She wore a navy blue coat, a fur shawl, and a hat that Ben would later find similar to that of a Russian Cossack. She was holding a pink umbrella with a white frilly trim at the base over her head as she walked toward him. He had to admit she was attractive like many girls in this world although her hair style was a turn off for him.

"Hello," she said, "My name is Juvia Lockser, and I am the Rain Woman of the Element 4. Drip, drip, drop."

'So much for finding that French weirdo to settle the score, I guess I'll have to deal with her first,' Ben glared hard at the Phantom Mage, immediately recognizing her. "So you're one of them too, huh? And you're the one; the Water Witch that took Lucy away. Well then, bring it on."

But Juvia pointed out, "If you wish to duel, at least give me your name. so that I may engrave it with your buried remains."

Ben huffed, as he answered, "Ben Tennyson, the Legion of Fairy Tail. And like Jose, I'll make you remember it."

"I must say, I'm quite impressed that your Guild was able to defeat two of the Elements," Juvia confessed stoically. "However, you must not underestimate the remaining two."

"Listen lady, if you're looking for a fight I'll give you one," Ben said in a dead serious tone, as he pulled his hood back, allowing his wet hair to flip in the rain. It made him look rather… handsome. "But let's get something straight. I'm not gonna hold back just because you're a girl. I'm an equal opportunist fighter."

A moment of silence passed while Ben and Juvia stared at each other. The tension could be cut with a knife. Unexpectedly, a hearty blush appeared on Juvia's pale face.

"Well then," She turned around and began to slowly walk away, "I give up. You win. Goodbye."

"Yeah that's what I… WAIT WHAT!?" Ben blinked in confusion at this feeling this was a rather rushed defeat, as he stated, "Are you serious!? Just like that?!"

Juvia ignored him as she continued to walk away. But as she did, she shielded her heart with her hand, as she had trouble controlling her head, as her breathing was becoming deeper, her blush remaining on her face, as so many thoughts were rushing into her head. "What's the matter with me." she asked herself, feeling frightened by this feeling inside her. "Th-That was Ben Tennyson. The one from the stories we heard about in the guild. I heard his bravery was unrivaled. That his strength and power knows no equal, but… none of those stories ever mentioned he was so… so… handsome." Her heart beat even faster, as her cheeks felt hot and burning, as she silently asked herself, "What's going on with me? Why is my heart beating so fast? And my cheeks burning red?"

But Ben snapped out of trying to figure out why she gave up so easily, and chased after her, asking aloud, "Hold on! If you're going to surrender, then can you please tell me how to stop the Giant!"

Juvia ignored him as she continued forward. Her hand was placed over her chest. Her breathing was becoming deeper and the blush on her face remained.

Juvia stopped in her tracks. Her dark blue eyes were twinkling with an emotion she had never felt before, or ever thought she'd feel ever. "I can't explain why, but I have this strong urge to make him mine. I just can't help myself anymore." She held out her hand and chanted, "WATER LOCK!"

Without warning, Ben was instantly trapped inside a big ball of water. The brown haired teen groaned in pain, as he tried to hold his breath, but was beginning to choke in there.

"Oh no!" Juvia cried in panic. "He's drowning! I had no idea this would happen! I don't know what to do! I guess I should probably release him."

Suddenly, Juvia was snapped out of her ranting as the ball of water she had trapped suddenly erupted into a whirlwind of water, spreading out. Juvia stood her ground, as the water breezed away from the target. Once the water died down, she was able to see again, and was stunned to see Tennyson freed. But this time, he was in a different form.

Before her, kneeling on one leg, appeared a red, mollusk-like creature. He had four eyes that were green, as well as two on his chest and his mouth didn't move when he spoke. He also had a rough hood on his head, along with a retractable visor, and on his torso, crab-like legs. Behind his legs and on the top of his arms, are small barnacles. He also had spikes on his forearms and on the back of his calves. On the palms of both of his hands there were port holes. He had fingers with claws on them and on each one of his feet, there was a grey spike. His lower torso is grey, with 2 spikes on the side of them. And on his chest was the Omnitrix symbol.

Omnitrix Encyclopedia

Orishan AKA Water Hazard

Water Hazard is an Orishan, a species of naturally armored aliens from an unknown planet in the Andromeda Galaxy. Orishans have an armored exoskeleton which protects their body from damage, including radiation. It also grants them increased strength, able to smash or tear through steel. Orishans can absorb moisture, including from the air, through the port holes in their hands. Orishans can launch pressurized water blasts from these same holes. Their exoskeleton was desired by Aggregor because he believed it made them invulnerable but it was later revealed that it was only against physical attacks they were protected from while energy attacks can harm them.

According to the Plummer database, Orishans are able to manipulate water and even mold it into a wide variety of shapes. Ben has made some progress in learning this power but has yet to master the ability.

"A Take-Over Mage," Juvia realized. "But when he attacked Sol, he turned into a savage beast and back at Phantom he could transformed into an armored being that manipulated earth. I never knew he had a form that controlled water as well."

'I've never witnessed a Take-Over Mage that was this powerful, other than the legends surrounding The She-Devil Mirajane. He's amazing!' Juvia thought. Then, the water mage began to have dreamy visions of her and Ben together as lovers. 'To think my opponent would be someone like me. He's a Take-Over Mage and I'm a Water Mage. Our magic powers are connected. Just as water changes temperature and can take on many shapes and forms, he can also change his form to many things as well,' Juvia thought to herself in fantasy land. 'This must be fate saying we're meant to be together, I've finally found my handsome prince.' She blushed madly, as she thought to herself 'And right now, he's before me in armor and on one knee. It's like he's about to propose to me right here and now…'

Water Hazard coughed out all the water, as he groaned and looked at Juvia. "You're a real piece of work you know that. You say you give up but then you turn around to attack me. Well it didn't work and I'm not going to drop my guard again," he admitted. "So you can keep trying to play dirty all you want, but I'm not falling for it."

Juvia held her beating heart and wailed happily, a perverted thought flowing into her mind. Water-Hazard blinked, as he asked, "Uh… are you alright?"

Water Hazard stood defiantly, ignoring the girl's sudden bizarre ways. "I don't want to have to fight a girl, but I will if I have to," he stated. "So you better surrender; otherwise, I'll be forced to hurt you!"

He brought up both his hands, as he fired a powerful double blast torrent of water. They were fired right at Juvia at blinding speed, with the double power of two fire hoses. The rain woman, however, didn't attempt to dodge the projectiles at all; instead, they went straight through her! Instead of blood pouring out, her injured areas took the form of water and merged with the rest of her body and returned to normal.

Water-Hazard blinked at this, as he lightly gasped and stared at Juvia in bewilderment.

"My body is made entirely of water," the blue haired mage explained. "Surprised? Drip, drip, drop."

His eyes widened further from shock.

"Yes," she mumbled in disappointment as she brought her hand to her cheek. "My love is also my enemy. We are on opposite sides of this war. I have no choice but to attack." She turned her attention back to Ben, almost hurt by what she would do next to him. "It seems that this is farewell, my prince." She then held out her hand and summoned a blue magical circle. "WATER SLICER!"

Three water whips shot out from her magic circle. Water Hazard's eyes widened before he jumped to the side to avoid them as they hit the top of a steel pillar. The top half was swiftly cut into tiny fragments, much to Ben's surprise.

"You see, given the right amount of force, water is strong enough to slice through steel," Juvia enlightened. "Underestimate its powers and you'll find yourself in a world of pain."

'Man I have got to learn how to do that,'Water Hazard thought to himself in awe at what he could do with moves like that before he shook his thoughts since now wasn't the time for it. "I see, but I'm not ending this battle on my cooked shell!" Suddenly, a wave of water erupted from Water Hazard and sliced Juvia in half. However, the water that comprised her body quickly connected back together.

"Can't you see that you're wasting your time?" Juvia said nonchalantly. "Your attacks have no effect on my body made of water. Drip, drip, drop."

'Great, so then what can I do?' Water Hazard questioned himself before an idea came to mind. "Well let's see what you against this!" he shouted before charging at her.

Juvia didn't move as she felt his attempts at harming her were useless but that didn't mean she was going to just make it easy for him. She raised her hand as a torrent of water shot out but Water Hazard merely used his own hand to fire a torrent of water to block hers and keep moving forward before he suddenly jumped over it and landed right in front of Juvia to her surprise.

Water Hazard got right in front of her and then punched her in the stomach where his fist just went right through her as her gut area turned to water and began to reform itself to normal.

"I told you, my body is made of water. Nothing you do will harm me," Juvia said while raising her hand to fire an attack when all of a sudden Water Hazard's eyes seemed to narrow in glee. The next thing she knew was that he slammed his hands into her stomach area that was still reforming.

"I know, so how about I try something different!" Water Hazard said before his port holes opened up and began to actually suck her water body inside.

"WHAT!" Juvia cried out as she felt herself being absorbed inside Water Hazard. She tried to fight the pull but a large part of her body had already been absorbed and she couldn't fight back. In mere moments she was completely sucked into the drains that were Water Hazards port holes before they closed themselves trapping her inside.

"Wow I didn't think that would work." Water Hazard said to himself in revelation before turning around to head for the window he came in from. "Well then I guess I better… GAHHH!" he shouted as he suddenly wrapped his arms around his chest as he felt pain coming from inside his body.

"Let me out! Please let me out! It's dark, cold and cramped in here and I think I'm losing air!" the muffled voice of Juvia cried out in panic from inside Water Hazard to his amazement since he didn't think her voice could be heard through his thick shell.

"URGH!" Water Hazard was unable to answer as the pain was increasing and becoming unbearable. "Why the hell did I think this was a good idea?" he questioned himself before he quickly raised his hands, opened his port holes and shot out a large twin torrent of water at a wall which quickly reformed into Juvia before she fell to the ground painfully.

Water Hazard however felt relief. "Ahh that feels so much better. That's the last time I do something like that."

Juvia slowly got up since she felt a little dizzy from being inside Water Hazard but then a realization came to her as she blushed heatedly. 'I was inside him, I was inside him! OUR BODIES WERE TOGETHER AS ONE, AND I WAS INSIDE HIM!' she thought hotly as perverted thoughts of her and Ben together in bed uniting their bodies flooded her mind only this time she was imagining that he was the one inside her.

"Hey are you ok? Please don't tell me I left you permanently traumatized or something?" Water Hazard questioned after recalling how scared she sounded when she was trapped in his body. He may have been trying to defeat her but he didn't want to do something like cripple her physically or mentally.

Ben's words broke Juvia out of her daydream as her blushed increase. 'He wants to know about my well being. He's so considerate,' Juvia thought to herself before answering. "I'm just fine, my dear. And I have thought of a way we can both come to an agreement."

If Water Hazard had eye brows then one of them would be raised in bewilderment "What do you mean?" But then he blinked in confusion, as he asked himself, "Wait. Did she just call me 'dear'?"

"It's clear that it doesn't matter what you do, you cannot beat me." Juvia stated. "But there is one way you and your Guild may be spared. All we ask is that you hand over Miss Lucy Heartfilia. Do that and I'll ask our master to call off his attack on Fairy Tail and never bother you again."

"Ah c'mon, don't you dare give me that crap!" Water Hazard yelled. This in turn caused Juvia to look at him confused, and rather shocked at that outburst, as he continued, "You and I both know we're past the point of no return. Jose's not gonna stop until Fairy Tail's nothing but rubble, even if we give Lucy to him. And besides, Lucy is one of us, and out of all this, she's the one taking this hard. Even my friend Cana is taking this hard too thinking we don't have a chance. I'd rather give my life than hand her over to you, or to see any of my guild mates like that again!"

At that statement, Juvia dropped her umbrella. Her mind going into a frenzy as she looked like she was spacing out. 'He'd rather give his life, give his life, give his life?! Lucy and Cana are my rivals! Lucy and Cana are my rivals! HE LOVES THEM BOTH!'

All of a sudden, Juvia screamed loudly as she covered her face. "AAAAAAAAAAH! Oh the pain!" she sobbed miserably, as she hugged herself, hiding her breaking heart. "How can fate be so cruel!? My heart feels like it's been torn to bits! It hurts, oh it hurts!"

"What's wrong?" Water Hazard asked worriedly. "Why are you in pain? I didn't even injure you, did I!?"

Juvia ceased her crying. The sadness in her eyes was now replaced by rage and heartbreak. Water Hazard actually stepped back from seeing such a look on her face, not knowing what the heck was going on. "They're not worthy of my prince." She muttered. Then, she roared out, as steam shot from under her skirt, sleeve collars, and her ears, "LUCY HEARTFILIA AND CANA MUST NOT BE ALLOWED TO LIVE!"

Water Hazard only watched with a dumbfounded expression, a sweat drop falling down his face, "Uh, did I miss something?"

Without warning, Juvia shot out a blast of water at Water Hazard. As he skidded back a few meters, he quickly took note that the water was hot.

"It burns?" Water Hazard questioned. He turned his hard glare at the blue haired young woman. "What's your deal? What's your problem with Lucy and Cana?"

No sooner had he said this his body flashed green as he returned to normal since the timer rant out. 'OH, COME ON! NOT NOW, DAMN IT!'Ben shouted to himself as this was the worst timing to change back.

Juvia did not answer him or seem to care he reverted back to normal. She only fired another raging torrent of water at Ben. He swiftly leaped in the air to avoid the blow, but he was surprised by the speed in Juvia's attack. He immediately dodged it and took off his soaked jacket as he tossed it to the side.

This action he took, much to the embarrassment, shock, and pleasure of Juvia, stopped her from attacking for a moment, as her thoughts spun out of control. "He's starting to take off his clothes!" She cried inwardly. "But I'm not ready for this, we just met! Wait, can't we take things slowly!?' but she immediately snapped out of it, as she scowled at him, "Using his sex appeal to distract me in a battle. He's rather devious if he thinks he can tempt me with lust!"

"Jeez she's fast," he murmured, "I don't know if I can keep up." But he smirked, as he activated the Omnitrix, "But I think I have just the guy to cool you off!" And slammed the lens down.

In a green flash, Ben transformed into Big Chill, as he unfurled his wings to outmaneuver her shots in the air. The water torrent that Big Chill dodged came back and circled around Juvia before being blasted back at the Necrofriggian again. The teenage Necrofriggian flew to the side; however, once he landed back on the ground, his feet lost traction on the wet ground and caused him to slip toward the edge. Luckily, Big Chill was able to catch his balance wings unfurled again, just before he would've plummeted over.

"Whew, man that was close," He sighed in relief, as his wings folded back into Cloak Mode.

"Ever since the day I was born I've been followed by the rain." Juvia said. "It gives me strength. It makes me invincible."

"It also seems to go up when you get angry," Big Chill pointed out. "Although I gotta say, you'd be excellent as a living sauna."

She stopped and held up her arm, convening a magic circle above her. "Prepare to be scolded by my jealous rage!"

She fired a few streams of boiling water at Big Chill, but the Necrofriggian skillfully jumped back to narrowly avoid the attacks.

"What are you jealous of!?" He yelled in confusion. But then it suddenly dawned onto him, as he blinked, "Wait. Is this about Lucy and Cana?" However, he didn't get an answer from her, as she shot another blast at him.

He spread his legs to make a wide base before he fired his fists forward, and with his breath, he combined both freeze beams and ice breath to fight against the scolding water. A shield of ice instantly appeared in front of Big Chill, blocking Juvia's blow. However, he wasn't certain that he could hold it up. The water in Juvia's attack was hotter than ever.

"Man, this water is boiling hot," Big Chill said. "I don't think I can keep this up for long."

"Like I told you," Juvia responded angrily, "I am at my most powerful in the rain. You will never be able to defeat me."

Juvia continued shooting her hot water surge until steam shrouded Big Chill's form. When she heard a crash, she immediately stopped. The mist faded, Big Chill was gone. She sauntered toward the broken window upon which he had been previously standing.

"He used the steam as a smokescreen," she realized. "He's not just powerful and handsome, he's also smart too." A warm smile appeared on her face, as well as her blush became pink again, as she gazed into the broken glass. "I truly am in love..." she whispered, as she came to that conclusion.

Inside

Meanwhile, Big Chill was flying down a hallway that had windows on both sides of the walls and even on the ceiling too. All while trying to get away from Juvia, figuring he couldn't win until he came up with a real plan, "I can't waste another moment fighting that crazy girl." He looked outside, as he noticed the Giant's movements slow down, "It's slowing down? Well, at least the others are holding their part, now I just…"

All of a sudden, an inundation of hot water broke through a window on the ceiling, carrying Big Chill away.

"It's burning my skin!" he yelled in pain which disrupted his concentration and prevented him from going intangible as his head broke the water's surface for a moment.

Outside

The water gush blasted through a window in front of Juvia and threw Big Chill into the air. "It's all over now!" she cried, shooting another water torrent at him.

Anger and determination crossed the Necrofriggian's face as he turned around in midair, as his wings opened up, and he held out his palms. "NOTHING'S OVER WHILE I'M STILL BREATHING!"

However, instead of dodging it, he goes through it, freezing it in the process, much to Juvia's shock and surprise. "No," Juvia said in disbelief, "It can't be!"

He flew through further, freezing it more as he grew closer to her. Finally, he froze her in a block of ice Suddenly, Juvia's body and the water around her immediately hardened into a large, spiked iceberg. Inside the iceberg, Juvia's thoughts were ablaze at the moment, 'I know I should be angry with him… but…'

Big Chill was about to smirk in victory until he noticed something. His lower arms were trapped in the ice as well, and his hands had ended up grasping the valley between Juvia's breasts when he had actually been aiming for her neck to try and restrain her. And this in turn caused Juvia to blush like crazy in the ice. This however, made him freak out. "AHHH!" he screamed frantically. "It's not what it looks like! I didn't mean to!"

Inside the ice, Juvia's thoughts were only those of a warm but confused thought, 'Will I be stuck like this forever? I know it's embarrassing, but his touch…'

"I'M SORRY!" Big Chill frantically said, as he fazed her out, before he transformed back into Ben.

The young woman fell into his arms, as he still held on to her. She looked up and gazed at Ben warmly, as she thought, 'Even though I'm his enemy, he released me. He's such a nice guy!'

"Let's just start over, okay?" Ben offered, nervous sweat drops falling from his face after the embarrassing incident. "I mean, without all the... you know."

Juvia pulled away from him, and replied, "Let's not. Honestly, I don't wanna hurt you so there's no point in us fighting anymore."

"Huh?" Ben said puzzlingly. "Is this your way of admitting that you can't beat me or something?"

"You know, I'm much stronger than Lucy or this Cana. If you let me, I would be happy to protect you," Juvia responded, looking at him, but rather shy at him.

Ben blinked at that, as he asked, "Protect me? From what? And more importantly why?"

Juvia struggled to come up with an answer, feeling more nervous than before, "W-Well, from anything that might try to hurt you. Because I think you're a really nice guy…" But as she tried to say her answer, the rain began to pour down harder by this action. "And I… I think I'm…"

Ben couldn't make sense of what she was saying, but then he noticed her blushing face. He stopped listening, as he paid attention to the rain, "Is it just me or is all this rain getting worse?"

However, Juvia shook her head comically, as she screamed in her thoughts, 'OOOH! THIS IS SO FRUSTRATING!'

"Hey, you wanna go inside to finish this?" Ben asked, not understanding that the rain was coming from her. "I mean, I don't mind a sprinkle or two, but all this rain and grey clouds seems so… well, gloomy."

Juvia froze instantly, as the word 'gloomy' echoed in her mind. The words continued to echo in her mind, as she realized that he was no different from all the others. She fell to her knees, realizing that this crush she had on him was worthless.

Ben turned to see what was wrong with Juvia, "Hey, are you alright?"

"I thought you were different." Juvia mumbled in ire and misery, her face looking down on the puddle full ground. He could only hear her voice break as she tried to hide her broken heart, "You're just the same as everyone else." She clenched her fists tightly, as she suddenly stood right back up, and water shrouding her enraged form, as she bellowed, "HOW COULD YOU BE SO CRUEL AND HEARTLESS?!"

"What are you talking about?" Ben gulped in panic.

'I won't let my feelings be persuaded by him any longer!' the rain woman shouted inwardly.

Before Ben could react, a blast of hot water slammed into him. He was carried back a few meters before he found some footing and managed to stand against the raging water. The wielder of the Omnitrix held out his hands, trying to activate the Omnitrix, but the force of the water was pushing him back.

'I can't reach the Omnitrix! And the water's even hotter than before!' Ben thought, as he tried to fight the water current, but it was to no avail, as he was beginning to lose consciousness.

The water blast was so powerful; it sent him smashing him into the wall. She lowered her assault so that Ben's face wasn't being flooded with hot water which allowed him to breathe a little, as she shouted, "I'M THROUGH WITH LOVE!" And then she looked at him, with tear-filled eyes, from which she saw, as she screamed out, "AND I'M THROUGH WITH YOU!"

And then finally, as the water poured further, Ben blacked out.

Suddenly, Ben shot up; awake as he gasped for air, seeing he was out of Juvia's attack. He blinked as he looked up, seeing that he wasn't on the Giant anymore. He stood up, realizing he was lying down, as he looked around, seeing he was in nothing but darkness, as he gulped, "Am I dead? I'm dead."

But then he noticed a patch of light, as he wondered, "Should I? I mean the whole walk towards the light doesn't sound very…"

But then he heard voices coming from it, and decided to run towards it. Once he got close to it, he realized it was what he thought it was… 

It was actually a school of sorts, on a rainy day, and he was inside the building, in a hallway. As he walked around, trying to figure out where he was, he spotted a little girl, standing alone by the wall outside a lit classroom. Ben walked over to her, hoping to figure out where he was, "Hey, little girl. Do you know where I…"

But then he went wide eye with surprise. For the little girl standing in the hallway… was a ten year old Juvia Lockser.

Ben blinked at this realization, as he questioned, "J-Juvia? What the…? You're a little kid."

"Man, this rain won't let up." a boy from the classroom spoke up. Ben stood back up, as he peeked in the classroom, and saw her classmates talking behind her back, ignoring the fact that she was outside hiding at the doorway.

"I hope Juvia doesn't come on our school fieldtrip." another one spoke out.

"Yeah, the last thing we want is Gloomy Juvia ruining our spring field trip." another one pointed out.

Ben couldn't believe that these kids were talking about her behind her back like that. They didn't even care that she could hear them from her spot. He turned to see what her reaction would be, probably spray them with scolding water. But she didn't, as she just look saddened and hurt by their words.

Suddenly, Ben saw the scene change to one that he was in a girls' bedroom. He then heard sobbing, as the rain was pouring down outside. He walked to the other side of the bed, and saw the ten-year old Juvia again, crying as she was sewing up a batch of ghost dolls. She cried the whole time, as she said, "Why… why can't I stop the rain?"

Ben was starting to figure it out to some degree now, but then the scene changed, as he was now outside, and like the other two memories, it was raining outside, in a park. Ben was wondering what this memory held, but then he heard a little girl being pushed, and fall to the ground. He ran over to where the cry came from, and spotted an eleven year old Juvia, shoved in the mud.

"It's always gloomy when you're around," one of the girls spoke out. "You've got magic. So why can't you stop this rainstorm?"

"I don't know why I can't stop it," Juvia whimpered out, the rain hiding her tears. "I can't control this; I'm sorry."

"Then why don't you disappear," a boy shouted, as they all scooped up and threw mud balls at her.

"Disappear, disappear, disappear, disappear," they all chanted, as Juvia could only curl up into a ball, and whimper.

Ben couldn't help but feel sorry for her with every memory that he saw.

Suddenly, Ben was in another memory, as he saw Juvia, now fifteen years old, and with a man a little older than her. It was raining like it was before, but they both had umbrellas with them. But the man seemed a bit upset, as he looked to a depressed Juvia, "Can't you stop the rain? We can't do anything fun while we're going out."

But Juvia could only weep, as she replied, "I wish I could, but I just don't know how."

The man huffed as he walked away, "Well, I can't take all this gloom. I think we should see other people."

The same had gone with other memories, as Ben saw Juvia become more depressed, as she witnessed couples stating how gloomy it was with the rain around. It only made it worse for her, as she knew she was the one who brought it everywhere she went. Ben was beginning to feel sympathetic for this girl the more it became obvious.

He suddenly found himself dry as a bone, and saw the fifteen year old Juvia, sitting in a cathedral, all alone, and as usual, it was raining outside. Ben wanted to walk over to her, and maybe assure her that she wasn't as alone as she thought, but he remembered that this was all just a memory. And all he could do was watch, as this one unfolded.

She brought her legs up, and cried, "This stupid rain. Why did I have to be born like this? All I bring is misery and gloom wherever I go. I wish I could just disappear…"

"Now if that were true, then I'd never recruit you to my guild," a familiar voice spoke out.

Juvia, and an unnoticeable Ben, looked to see someone walking into the cathedral. It was none other than Jose, the Guild Master of Phantom Lord. Juvia stood up, unsure of what was to come. She had probably assumed he was sent here to eliminate her in order for the rain to stop. But he reassured her, "Come now, dear. I'm not here to hurt you, I'm here to welcome you."

"Welcome me?" she asked. "To… to Phantom Lord? Why?"

"Why? Those fools that have tormented your life couldn't see past your rain to notice you have potential to become an S-Class Mage for my guild," he baited her. "I offer you the chance to join us. To become part of something grand and prideful. And I promise if you join us, no one will ever call you gloomy again."

At that realization, Ben tried to shout to her, "No! Don't listen to him; he's just gonna use you for…"

His words were deafened, as everything went black, and he felt himself coming back to the waking world.

Ben managed to come to, coughing out water from his lungs. He groggily started to see things a bit better now, and focused, as he saw Juvia walk towards him. "Ever since I was a little girl, I've lived my life as a gloomy Rain Woman. But Phantom Lord accepted me with open arms." She readied to attack Ben one last time, ensuring that she'd finish him off. No matter how much it hurt her to do this. "I am one of the Element 4; a proud Phantom Lord Mage!"

Ben clenched his eyes, as he knew this was it.

Suddenly, a little cloaked figure, perched overhead, shot a bola at her, tying her up temporarily. Ben blinked, as he opened his eyes, and saw Juvia struggling to break herself free from a bola. Ben looked up, and saw the little cloaked figure, as the Omnitrix bearer, as he asked, "What the? Who are you?"

The figure looked to Ben, as he struggled to get back up, as he shouted, "No time for answers Ben! Defeat her and stop these Dark Mages from destroying your friends! Hurry!"

"You don't have to tell me twice," Ben stated, as he got up painfully and switched on the Omnitrix.

Juvia immediately got free, transforming her body into water allowing the bolas to fall to her feet, as she shot forward, "I will defeat you! For Phantom Lord!"

But she was too late, as Ben transformed slammed the lens down fast. And in a green flash, he had transformed yet again.

This new form had an appearance similar to the classic depiction of Victor Frankenstein's monster, hence the name. He had a muscular body and a human nose. He had greenish-grey skin with several uneven seams, combining grey-brown skin with darker grey skin. He also had large pink scars across his chest and right arm. A short black hairstyle with sideburns, and two tower-like conductor coils on his back. He wore black-greenish pants with lines on them with a triangle dash in the middle that glowed green. He had stitch-like lines on his arms (right arm: half of his shoulder and left arm: half way from his glove). He had brown gauntlets with his fingers showing, and bolts on the knuckles. He had one black bolt on each side of his neck, shoulder, elbow, and three in his back; all bolts were bronze and resembled a fathead screw with a green light in the crease. He had a green belt with white stripes, with white bolts in them, and another bolt as a buckle. His had copper 'boots' with three green slits in them. His teeth were yellowed and uneven, and seem to bore out when he talked. The Omnitrix symbol was embedded in the flesh of his right pectoral, with several deep scars protruding from where it resided.

"Not if Frankenstrike has anything to say about it!" The new alien spoke up.

Omnitrix Encyclopedia

Transylian AKA Frankenstrike

Transylians are an extraterrestrial species of Frankenstein-like humanoids from the planet Anur Transyl. Anur Transyl used to be home to two different races, the Transylians and the Vladats. Transylians were the Vladats main source of food, feeding on their energy. But the Transylians rebelled against the Vladats, using superior technology that they had developed in secret, they hunted all Vladats on Anur Transyl into extinction and became the dominant species on Anur Transyl. However like the other inhabitants of the Anur Belt, they have become enslaved by the Ectonurites. Transylians have two conductor coils on their backs that allow them to generate and manipulate lightning and electromagnetism. They can emit powerful lightning bolts and magnetize their feet to attach to metal structures.

They also possess enhanced strength and durability and can survive in the vacuum of space. They also seem to be able to control machines via connecting them through electrokenesis. The two generators on Frankenstrike's shoulders are the source of his electricity, which means his opponents can also absorb his electricity through them.

Frankenstrike charged up his fists, as he glared at Juvia, who converted her body to water, allowing the bolas to fall to the ground. But even if she had seen him transform, she was stunned to see such an imposing… yet muscular, transformation from the fabled Legion of Fairy Tail.

"Your Phantom Friends destroyed the Fairy Tail Guild Hall, injured Shadow Gear, kidnapped Lucy without hesitation, harmed Makarov, threatened to destroy Fairy Tail and then your precious headmaster attempts to kill all of us," Frankenstrike roared, as he charged. "Tell me, where is the pride in all that cowardice and cruelty?! They're no better than the ones that bullied and shunned you your whole life!"

"SHUT UP!" she screamed as she shot a massive blast of water at him, "YOU DON'T KNOW WHAT IT'S LIKE TO BE SHUNNED OR BULLIED LIKE I WAS!"

With a mighty yell, Frankenstrike punched the water torrent, which electrified the water instantly. As Juvia descended to the ground, she noticed that the rain droplets around her had been sparking with electricity, turning it into a bedazzled light show.

"He's electrifying the water! He's amazing!" she said, amazed at another power he possessed.

"IT'S OVER, JUVIA!" Frankenstrike roared, as he slammed his fist into the floor.

All of a sudden, a giant geyser of lightning sprouted out from the ground bellow Juvia, and trapped her in midair. She screamed in pain from the electricity dancing all over her body. Seconds later, the mixture of water and electrical power dissipated, as it all fell on the roof. As did Juvia, as she was blown off the roof. Everything was in slow motion, as she realized she was going to fall to her death.

'I lost,' she thought, as she saw only the rainy sky above her, as she fell, 'It's all over now. I'm going to fall to the ground, and like a raindrop… I'll splatter.' She closed her eyes, accepting her death, 'I guess it's only fitting for a lonely gloomy Rain Woman.' But then she allowed one tear to leak out from her eye, as she felt saddened to such an end, 'Farewell… Gloomy Juvia…'

But suddenly, Juvia was snapped out of her thoughts, as she felt a strong hand grab her wrist. She looked up to see Ben on the edge of the roof, holding on to her tightly and looking tired. Unknown to Juvia was that Frankenstrike's attack had also harmed him severely since his body and the entire field was wet from all the rain which in literally sense caused his attack to spread and hit anything soaked from the rain. It was only thanks to the fact Frankenstrike could tolerate electricity that he didn't get knocked out. It seemed he couldn't absorb it if his body was wet since that disrupted the flow of electricity.

"Just hold on!" he assured her, "I swear, I won't let you fall!"

Feeling despair, she closed her eyes, allowing her tears to flow and be hidden by the rain. "What are you doing? Just let me go!" she begged him, as she confessed, "You were right. There was no pride in what I did. But this… this was all I deserve. Just let me die and finish the fight. And maybe… finally… the rain will stop…"

Once those words were uttered, Ben's mind flashed back to a moment.

It had been a terrible battle against Vilgax that day, and the Plumber's base was a wreck. Ben was cradling a broken arm, as he stood up, and looked down. In front of him was a female plumber around his age, who was huddled to the ground… with Vilgax's sword deep in her chest. Ben managed to kneel down, and cradle the girl, as she was able to use the last of her strength to caress his cheek, wiping away his tear… and then…

Ben grunted, as he suddenly lifted her up; her hat blowing off of her head, as a few strands of hair draped down her face. He then brought her in his arms, as he whispered, "Don't you dare think like that. Do you honestly think that if you die right here and now, things would get better? Well, they won't!" he then pulled back, as he and Juvia were eye-to-eye on this, as he calmly stated, "Because even if you die… the rain will still fall, because the battle ended like this."

Juvia was stunned to hear that, deeply moved by both his selfless heroism, and that he would be sad if she died.

After a moment, Ben used his strength to pull them both back onto the safe part of the roof. He gently sat her behind him, and allowed her to lean on his back. Not facing one another, the two had remained silent, but only allowed the softness of the rain blur out the sounds.

"Why did you save me after everything I did?" Juvia asked softly from behind.

Ben thought about it for a moment, and shrugged "Heroes don't really need a reason to save someone." He then smiled at her, as he answered, "And besides… even though they were enemies, you aren't a bad person."

She looked saddened by that, as she asked, "But… you hardly know me, what would make you believe…?"

"I don't know how exactly but when you were shooting me with a high pressured water attack, I somehow saw your whole childhood, up to the point where Jose recruited you." Ben answered, feeling a bit embarrassed at confessing how he knew.

Juvia blushed at that, realizing that somehow her magic transferred her memories into his mind. 'But that's… a prio-memory transfer? I thought those were only fairy tale romance rumors. Of how one can find a partner with… with compatibility…'

He then casually scratched his chin, as he smirked, "After learning the whole story that way, you just need a friend. And I think you'd be better off with me, than Phantom Lord."

Stunned by this, touched by his kindness, she allowed a tear of joy to streak down her cheek. 'He saved my life...'she said in her mind. 'In more ways than one…'

Juvia did not answer. She stared longingly at Ben, tears beginning to leak from her dark blue eyes. Suddenly, she had to close her eyes as a bright, warm light struck her face. As her vision adjusted, she looked up in shock. The rain clouds that always followed her whole life, that had always been the source of her misery, began retreating. In its place was a beautiful blue sky, and the yellow sun beaming brightly.

"The rain?" she gasped. "It stopped?"

"Hey look at that," Ben said, as he smiled, "The suns coming out."

At that moment, Juvia felt a warmth deep in her that she didn't think was possible, as she looked up at the clear blue sky. "The blue sky," she bumbled, as she looked at it with wide eyes. "I've never…seen it before. Much less the sun."

Ben blinked at that, "Seriously? This is your first time?" He then smirked, as he asked, "Well, is it everything as beautiful as you imagined it to be?"

Juvia was silent for just a moment, as she leaned on Ben's back. The Omnitrix Bearer didn't mind at all, as she admired the beautiful blue sky. Starry eyed, she answered in genuine honesty, "It is… truly beautiful. More than I dreamed it to be."

Then Ben broke the ice, as he turned around, and asked her with a toothy grin, "So… you wanna enjoy the view later?"

Unknown to her, he was talking about the view itself. But Juvia thought was talking about something else. She thought he had just asked her out on a date. Responding to that, Juvia blushed like crazy, as she howled girlishly with a smile on her face. She then fainted from joy; the smile still remaining on her face.

Ben blinked as he realized she must have mistook what he had said. He was about to try to wake her up, but looked at Juvia's blissful and blushing smile as she fainted from what he said. He stopped himself and smirked, "What a goof." But then he thought to himself out loud, "Just who the heck was that guy that saved my butt?"

Not Far from the Giant

The little figure was perched on a roof away from the Phantom Lord Giant, with a mini proto-tool on his shoulder. He was still cloaked but a smile appeared on his face, "Well Ben. That… would be telling."

Back Down at Fairy Tail

Meanwhile, down in the Fairy Tail courtyard, the number of phantom soldiers attacking the Guild was growing smaller so the battle was beginning to win in Fairy Tail's favor. As Cana and the others engaged the small groups of phantoms, they began to notice that the Giant was drawing the magic circle very slowly now.

'I'm confused. That thing should've cast the spell by now.' Cana thought. 'Why is it taking so long?'

"That thing still hasn't cast the spell." Wakaba voiced.

"This stress is bad for my heart." Macao commented. "We have got to put an end to this."

"Hey, doesn't it seem like the Giant is being turtle-ish right now?" asked feminine voice.

The voice belonged to a slim young Caucasian woman of average height with straight, pale lavender hair set in a bowl cut-like style, with her fringe covering the left part of her forehead, and the right side exposed. She had brown eyes, and a large, dark-colored ribbon adorning the top of her head. She was always shown wearing a pair of simple glasses with oval lenses. Her outfit was composed of a light-colored coat reaching down below her waist, with dark cuffs retaining the original color on their back edges, a dark cravat tie around the collar, tight-fitting dark pants tucked inside light-colored boots with dark soles, and light colored gloves. She also had a small, dark satchel adorned by a pair of small hearts hanging on her right hip, seemingly attached to her waist. Her name was Laki Olietta, a Fairy Tail wizard who specialized in Wood-Make Magic.

"Huh?" Wakaba said, looking back at her in confusion, "Say what about turtles?"

"She's trying to say the Giant's moving slower." Macao explained. He then glanced back at Laki and said, "Try thinking before you speak Laki."

"It made perfect sense to me! You guys are just dense!" She said while pouting and flailing her arms around.

Cana slashed through the last phantom trooper in the courtyard. She walked toward the group and explained, "Natsu, Ben, and the others are in there doing their best to stop that thing, and now…we're going to lend them a hand."

She then turned her attention to another wave of phantoms swarming toward them.

"The last thing they need is these things distracting them! Let's wipe them out!" She exclaimed.

"It's time to take care of business, kids!" Macao added. "Now let's do this!"

At that, the group of wizards charged forward at the next phantom wave.

Back in the Giant

Unknown Room

Erza ran down what had to be the third hall so far. She had been searching every corner she could find but so far hadn't had any luck in finding this things power source. She even tore down walls and captured some phantom members she just so happened to find and interrogated them for information. Luckily it proved successful as she learned that the Element Four were the ones powering the Giant. So after that she had begun to look for one of the remaining 3 but hadn't found any of them or even Gajeel. She had been hoping to run into Aria like Ben had planned but it seemed luck wasn't in their favor.

She continued running down the hall until she saw a door at the end which she immediately burst open with her sword in hand. The doors fell to the ground unhooked from their hinges as Erza surveyed the room she was now in.

It was basically empty except for some pillars and the stairs in front of her which split into two paths going sideways.

"I wonder which one I should take?" Erza asked herself out loud while wondering where they lead to.

"You won't be going anywhere," A sinister voice spoke up startling Erza as she looked up to see none other than Jose who was standing on a roof column over the stairs and looking down at her with his superior smirk.

"JOSE!" Erza said angrily at seeing the one responsible for everything.

In response to her outburst Jose jumped off the column and landed easily on the ground.

"Well this is certainly a surprise and disappointment," Jose said which earned a confused look from Erza.

"What're you talking about?" The Titania of Fairy Tail questioned.

"What I'm referring to is my disappointment in being faced with you instead of that wretched brat, Tennyson. I was looking forward to bringing him to his knees, but it seems that I'll have to settle with you for now."

Erza narrowed her eyes dangerously at Jose as he began to chuckle to himself and release a tremendous amount of dark magic power that began to make Erza's skin crawl with nervousness for a moment.

"So, Titania, will you entertain me?" Jose said sinisterly before a large blast of dark magic was fired from his hand.

The final battle had already begun.

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