Chapter 90 - 5-

Chapter 5: The Big Switch Over; Chaos in the Flesh

A Few Days Later…

In the Frontier Lands Far from the Hammer

The only survivor of the Scout Air Ship, Reina, was walking through the desert volcanic landscape of the Frontier. Her comrade had been shot just before they could even make distance. She should have fought back, but she was too scared. She had never seen anything like these creatures in her life. They resembled nothing of what her books about the humanoid demon creatures of this world that were recorded. And that large one, the one they called Vilgax had just up and declared war on all of Fiore without any hesitation, as if he knew he already knew he was going to win. Not to mention that she had survived and been spared for the sole purpose of delivering a message to the Magical Council in Era which was many miles away.

She had walked back to her ship to try and contact the council for help but the communication lacrimas were shattered and the ship was beyond disrepair leaving her stranded. So she took the emergency food and water which had thankfully survived in its storage kit. It was packed in the event they were stranded and now she was the one experiencing first hand why the Frontier Lands was called the Desert of Hell.

She had walked for days now trying to reach civilization but knew she was far from sanctuary. Her clothes were tattered from the burning land, her cape she threw away when it was just dragging her down, her armor; she had to remove it in order to make sure the heated materials didn't burn her skin, thereby adding more heat. Right now, her shoes had become torn and tattered, and she had to dump them a while ago, now she was walking bare footed and her feet were the what was hurting the most as the scorching earth made her feel like they were burning her skin off. But even if she were to strip down and walk all the way to Era completely naked, there was no chance of that. She had no air ship, no way to make contact with any nearby ships, and even if she did, there were no ships anywhere near the border of the Frontier to make contact. She was sent on a mission with no chance of survival. She continued to walk on the dune line, feeling the heat affect her as she strode through the sands. The black darkened soot skies didn't help to cool her down at all. Her emergency supplies had run out and she was now left without anything to keep her alive other than determination and will power which she could feel draining away quickly.

"This land… truly is Hell," she wheezed out. "And now it's inhabited by real devils…"

Suddenly, she stumbled and lost her footing, falling down. She rolled down the sandy hill, knocking the air out of her already hurting lungs, as she landed on her back and now looked up at the dark and crimson sky. "Mom…dad…I guess I'll see you soon up there." she said, as she felt she would join her dead parents. She closed her eyes, welcoming death, unaware of the sound of a roaring engine, coming closer to her.

The sound of an engine was all too true, as a rocket-powered hover motorcycle flew on in. Its driver was none other than Death, as he parked it on top of the hill. He spotted her not too far from where he was, as he hopped off, grabbed a water canteen, and slid down the sandy landscape, as harsh hot winds blew in. Once he reached the bottom, he walked on over to her, his shadow now providing her face with shade but regardless she didn't awake or show signs of feeling even the slightest comfort.

He looked down at her as he looked her over from neck to feet and then to her face. He extended his hand towards her but when he did, he froze as his mind developed a flash of a memory…of his mother lying dead the same way… with a blade wound from her stomach to her upper chest going across leaving her bleeding out and exposing the inside of her body. He returned to the present, shaking his head angrily to rid himself of the images as he sighed, "I hate the past…" he whispered to himself, "It never shines as bright as they say. Just grimy like the present and future."

He took the water bottle and knelt down opening it, as he lightly poured it on her neck. Steam let off a little and then he reached down to lift her head up a bit. He then gently poured a little water down her mouth, as she suddenly coughed. Her eyes opened wide, as she spotted the canteen and took it without question as her mind didn't notice her guest and only saw the thing that could bring her relieve. She gulped the sweet cleansing water down as fast as she could but ended up coughing it out a bit more, as she felt someone gently pat her back and then rub it comfortably.

"You should take it easy." Death assured her. "If you drink it down that fast, you're more likely to choke yourself rather than rehydrate your body."

Once her vision cleared and saw who was in front of her, she shock herself out of his arms and backed away frightened, "You…"

Death smirked amusingly, "You don't look so hot." He looked at her up and down and tried to take a peek to see if she was wearing panties, but she drew her legs down when she caught his stare and made sure he didn't get a peek. He shrugged a little disappointedly as he stood up, "Well, you do look hot literally, considering the state you're in. I mean, your skin looks pretty dry as well as your lips."

"What do you want?" she demanded to know. "Why did you follow me? To finish the job back from back there?" But she stopped talking as she drank the canteen more but this time slowly to ensure she didn't choke and waste anymore.

Death merely shrugged, "If you so desperately wish to know, Vilgax sent me to make sure you got back to Earthland. To make sure his message was sent. Seeing as how you wouldn't be much of a messenger if you died out here and failed to deliver the message. It'd be a real headache to wait for another team to come by and figure out what happened to you and your friends." He then reached out a hand, "Here, need a hand?"

She swatted it away from him, as she attempted to get back up, "I can get up myself" but then fell back on her butt, in a weakened state.

Death smirked, "Cute. But I don't have the time to wait for you to pick your strength." He then walked over to her and knelt down, scooping her up in his arms, "Okay, here we go."

"Hey, what the…"she protested, as she kicked and tried to pry herself away from him "What do you think your doing? Put me down now!"

But he didn't, instead he just kept walking up the hill and towards his bike. And gently set her down, as she felt flustered by being helped by a monster like him. He then sat down in the driver seat, as he revved up the engine, "I'd hold on if I were you."

She looked around to try and find handles, as she asked, "Hold on to what? There aren't any spare handles."

"Hold on to me," he said bluntly as he revved up the engine.

Before she could object, his bike shook before levitating off the ground and then took off at high speed. As they went fast, she grabbed on to him out of reflex, pulling herself close to him. Once she realized what she did, she backed off a little, but still had her hands around his hips. While they were riding, she took notice of a nasty looking dagger in his boots. When she did her thought ran to what she could do. She could take that dagger and kill him since his back was turned to her but if she did where would that leave her. She wasn't sure about how to drive this flying bike he had her on. It seemed to be far more advanced than anything the council possessed.

For a long while she remained quiet they flew over the sands of the desert. Reina had been looking at the controls in front of her to see how Death piloted it and saw that they were pretty simple. The controls only required applying pressure to handles and pressing a few small buttons. Feeling that she's learned enough she quickly grabbed the dagger from his boot and then without hesitation, stabbed it right in his back, all the way to the hilt.

She didn't hear a gasp of pain or see him show any signs of pain other than seeing his body momentarily jerk but then she heard a low growl groan. He suddenly turned around looking at her with an overwhelming glare as his eyes seemed to have turned red with great displeasure but not anger, surprising her deeply as he reached back and pulled the dagger out and his wound began to heal up perfectly, leaving only a scar before he placed it on the front of his bike where she couldn't get to it anymore.

"Here's some advice. If you want to kill someone then aim for the fourth and fifth rib; it's where the lung is. Fifth and sixth, you hit nothing, no fatality. However that wont work on me since my body's internal structure is different from you humans and my species heal and regenerate faster than your kind ever will."

Reina breathed deeply, until she finally asked, "Back there…where you shot my partner. Why didn't' you kill me?"

"Excuse me?" Death asked as he turned to look at her.

"You could have shot me and my partner could have delivered the message." Reina questioned as she couldn't understand the figure in front of her whose name meant the end of life. One moment he's smashing their ship apart and killing her allies, then he flirts with her when she's captured, kills her last comrade before she journeys through the desert alone and in despair and then he suddenly shows up to help and is now taking her home. It was like he was constantly switching personalities or something. "So why did you choose me to be the one who'll deliver your dumb message? Is it because you think I'm beautiful? Is that why?"

Death shrugged, "Well, mostly because women are a lot smarter than the males, they'll actually take you seriously. Although I'm referring to your kind, not mine. I also happen to have a soft spot for girls with pretty faces and tough exteriors." He stayed quiet for a while, as they continued to fly through the Frontier lands and then spoke up again, "And I don't kill girls for personal reasons that I won't tell you."

Reina seemed to relax a little, realizing he was a lot smarter than he looked and that he truly wasn't going to harm her. "You know, I thought you were a big dumb brute when I first saw you," she confessed, as she rested herself on his back. "I could have forgiven a big dumb brute." She said before her eyes shut as she uncontrollably fell asleep peacefully for the first time since entering the Frontier Lands.

Magnolia

The Kingdom of Fiore. A world where magic was an integral part of people's lives. However… what we will be presenting to you today is a very eerie magic... For the next 30 minutes anyone who tried to play reason of this in their mind would leave their body and head deep into this magic...

But for the moment, it was an ordinary day for the members of the Fairy Tail Guild. Or rather, just for three of its members, as apparently they were competing on the same job. Three crooks were getting away on a magic-fueled vehicle, speeding down the driveway, nearly running over people and stands in the process. However, chasing after them were Natsu and Happy, as he was flying due to Happy helping him. Ben was along with them on this job, as he rode his hover board to catch up along with them.

So far, they had been chasing after them for about thirty minutes, as Ben asked, "Okay, so who are these guys again? And what did they do?"

"They're a bunch of punks that are causing vandalism all across Magnolia," Happy chirped. "So far they've been doing a lot of protection Insurance. But they're actually a bunch of louses that can't scare a bunch of senior citizens. In other words, they're just a bunch of clumsy crooks who can't make good on their threats."

"And yet the Mayor put a 20,000 Jewel price for the job," Ben suggested, and then quoted, "And it said, 'To anyone who can end their reign of terror'. More like a Reign of Clumsiness, right?"

"Tell me about it," Natsu groaned, and then fired up, "BUT I'M GETTING' THAT MONEY BEFORE YOU DO, BEN!"

"In your dreams," Ben smirked, as he went through his Omnitrix, and hopped off his board, grabbing it and putting it away on his back in midair, as he slammed on the dial. "Fasttrack is going to leave you in the dust!"

And in a green flash…Rath showed up as he ran. Once he realized what had happened, he roared in annoyance, "RATH?" He groaned, as he looked at the symbol on his belt, "LEMME TELL YA SOMETHING, NEW OMNITRIX. RATH IS SICK OF YOU DOING THIS!" He then sighed as he ran, "IT WASN'T FUNNY WHEN YOU WERE A PROTOTYPE, WHEN YOU WERE THE UPDATED VERSION, THE ULTIMATRIX OR PREVIOUS MODEL AND IT ISN'T FUNNY NOW!"

"Aw, what's wrong, Rath?" Natsu taunted, as he and Happy were getting in the lead. "The big scary Tiger Man not fast enough to catch a couple of lame thieves?" Rath was far behind, as Natsu cackled like a madman, "THAT'S KIND OF PATHETIC, REALLY! AHAHAHAHAHAHAHAAA!"

Rath growled as he roared out, "NOBODY MAKES FUN OF RATH! OR LEAVES HIM IN THE DUST… WITHOUT GETTING A MAJOR SMACKDOWN!" And suddenly, he slammed his claws in front of them in the ground, shooting himself in the air. Apparently he was able to sling-shot himself like that, as he flew past Natsu and Happy. He roared out, "LEMME TELL YA SOMETHING, STUPID INSURANCE CROOKS: NOBODY BEATS RATH OR SOME FLYING CAT WHEN IT COMES TO OUTRUNNING RATH!"

One of the crooks managed to whine out, "That doesn't make any sense!"

Seeing this, Happy smirked, "You know, Rath's the kind of guy you wanna watch work, while you're sitting down with a bowl of fried fish sticks."

"I know, right," Natsu smirked. "Out of most of Ben's aliens, he's awesome!"

"Are you saying that because he's the toughest and funniest," Happy asked, as he sweat dropped. "Or are you saying that because of that incident with Gray and Elfman the other day?"

Natsu deviously smirked, "It's a bit of both, I think."

Rath hopped up in the air, as he landed on a wall, and hopped form wall to wall, as he was speeding up to the wagon, as he groaned, "RATH'S GETTING TIRED OF THIS CHASE. TIME TO SWITCH IT UP!"

He hopped towards the wagon and touched the Omnitrix symbol, as he changed in a flash.

At the moment, the driver was doing his best to lose the two Fairy Tail Mages. "I think I lost one of them," the driver guessed. He looked to his buddies and asked, "You think we lost them?"

One of his buddies looked over, and saw only Happy and Natsu, as he told them, "Just Salamander and his pet cat. Aside from those two, we lost the third guy. So yeah, we lost one of them."

The Driver smirked, "Hehehe. Alright, aside from Salamander, we're good."

THUNK!

Something caused the trio to look up front and see someone crouched on the hood of their wagon.

From what it was, it resembled a combination of a rooster and a hawk heavy muscled humanoid about seven feet tall. He has sharp claws on his toes and talons on his hands, as well as two larger talons protruding from his arms. He has a short beak, was covered in brown feathers and also has a white mohawk. He wore a green mask, a green belt with a white stripe, and black underwear. He wore a strap vest with the Omnitrix symbol on the vest hooker.

Omnitrix Encyclopedia

Pultronian AKA Kickin Hawk

Kickin Hawk is a Pultronian from an unknown planet and system. Not much is known about this race, but this species has a very wide variety in plumage and their king looks like a peacock. Kickin Hawk can retract talons from his fingers, and scythe-like blades from his elbows. He can cut objects by using the sharp blades on his arms. Kickin Hawk has enhanced strength, durability, agility and reflexes. Kickin Hawk can generate powerful shockwave-like kicks which sends his enemies flying. Kickin Hawk is capable of withstanding the vacuum of space, but he still needs to breathe. Without an oxygen-supply, Kicken Hawk is limited to holding his breath. Kickin Hawk's legs have surprising flexibility as he is able to reach out and grab objects much like an arm. This gives him an edge in close-quarters combat. 

Kickin Hawk's three-claws and talons are able to work simple movements such as grabbing, holding and pulling the trigger of a blaster, but they are not suited for fine-manipulation, as he was unable to work a cellphone.

"Sorry, fellahs," Kickin Hawk smirked, "But you're anything but good."

He then flipped upward, and kicked hard on the bumper, sending a massive shockwave into the ground and the wagon. The massive shockwave sent the wagon flying overhead, as Kickin Hawk slid under they flying care. It then crashed at the end of the street, as the thieves were all in a daze, as they tried to make sense that a chicken man had just flipped their magic-powered car in the air.

They were about to get away… until Natsu charged in with his Fire Dragon Wing. He kicked the car, sending it flying across the distance, with the crooks whining out in panic. The car disappeared over the horizon, as Kickin Hawk pouted, "Natsu, you idiot! Now how are we gonna collect the reward?" He turned around to face him, "We were supposed to bring them…" but then sweat dropped, as he saw Natsu, licking his lips and staring at him. He was gonna regret asking but he did it anyway, and asked, "Why are you looking at me like that?"

Happy flew off of him, and looked at Natsu, and then back at Kickin Hawk, and then back and forth. Until it finally clicked in, as he screamed, "OH NO! NATSU DIDN'T EAT BREAKFAST THIS MORNING! HE THINKS YOU'RE LUNCH, BEN!"

Kickin Hawk backed away, shocked at that, as he gulped, "Are you serious?"

Natsu drooled over, as he looked at Kickin Hawk, "Look at those… delicious thighs… and wings…"

Kickin Hawk gulped, as he tried to reason with him, "C'mon, Natsu… it's me. Ben, remember?"

"All I see is barbecue chicken, roasting on some sweet sauce." Natsu slurped up, and pounced at him, "I'M HAVING CHICKEN FOR LUNCH, HAPPY!"

All of a sudden, Kickin Hawk let out a scared Ba-kaw and high-tailed it away from a starving Natsu, who followed after him. He kept shouting on how he was gonna strip and sauté his featherless body in so many spices and have the feast of his lifetime. The two ran away all around the place in the most comical sense, as Happy sweat dropped, "I take it back. Kickin Hawk's the alien you wanna watch in entertainment. Natsu'll be chasing after him for hours."

Later on

Fairy Tail Guild

Ben and Happy, along with a starving Natsu managed to get back to the guild. Although for Ben's appearance, he looked like somebody had been gnawing at his head for an hour. The two walked on, completely down in the dumps on failure to collect the reward for the job. Well, Natsu was bummed out on the job failure, Ben was just half exhausted from running away from Natsu trying to eat him, and when he did catch him, spent the next five minutes kicking him up in the air, or on the wall back and forth to keep him from it. Luckily for Ben, the Omnitrix timed out before the Fire Dragon Slayer had the chance to fully swallow his head whole. Although he was wishing that he had just undone his transformation and turned back into himself. He could've just saved himself the trouble but apparently had lost his sense when he was running for his life as Kickin Hawk who had survival in mind. Clear this showed what happens when you panic and don't think clearly.

Natsu just fell to a table, and grumbled, "Hungry… need food…"

Ben plopped on the table as well, groaning, "Need aspirin…and a lot of mouth wash."

Happy blinked, as he sat on the table, "You wanted the reward money for mouth wash?"

"No, for Natsu. You didn't smell his breath," Ben grumbled, and sighed. "At least Neb wouldn't have gotten it wrong the first time."

Happy blinked, "Neb? Who's Neb?"

Ben figured he hadn't told the little guy out yet, so when Lucy showed up, he told them about his first job, and that he had met a cat similar to Happy. Once the little blue cat heard this, he hopped into the air, as he smiled, "There's another cat like me out there? WHOO-HOO!"

"OH YEAH," Natsu hopped up on the table, as he cried out, "Time for the Happy Dance!"

The two then hopped around, waving their hands in the air, as they both cried out, "CHICA-CHICA-CHI-CA! CHICA-CHICA-CHI-CA! CHICA-CHICA-CHI-CA! YEAAAAAAAAAAH!"

"WHAT'S GOING ON!?" Erza bellowed out, causing the two to fall over the table, as Lucy and Ben shivered from her outburst.

However, Mirajane walked towards her and smiled as usual, "Well, hello, Erza. You seem more riled up than ever."

"I was hoping to find Master Makarov," Erza confessed, looking all around. "But so far, I haven't seen a gray hair anywhere."

"Oh that." Macao pointed out, "He got called to the Magic Council in Era. Something to do with what happened in Hargeon. It was all last-minute though; he's been gone since yesterday."

Erza, her team and especially Ben, nearly sparked an interest in that part. The only ones who actually knew what really happened were all of them but no one else. They just had to hope that whatever decision they had, it involved something good. And if they found out about Ben… it was curtains for him. So now, the only thing to do was keep quiet.

So Erza mere shrugged, "I see. Well let me know when he returns, alright?" She glared daggers at Gray, Natsu, and Lucy, "I still need to usher in punishment on these three."

The three of them paled at this, realizing that it had been a week, and they still had not been punished for doing an S-Class mission. Wakaba simply shrugged, "I feel sorry for you guys. I really do."

"Don't say you're sorry, help us out here," Lucy pleaded, and turned to the Bench, "Ben! You seem like a reasonable…" But then blinked when he saw he was gone. She whimpered, "I should've taken his chance, and run away like he did."

"I didn't run away," Ben called out, getting everyone's attention to the Job board.

Lucy immediately rushed over, as she asked, "What you got there? Another job? Need some help? I'd be grateful to come along…"

"Nobody's going on any jobs until the Master returns," Erza shouted.

Ben shook his head, "No, it's not that." He pointed to one job in particular, "This one seems like a complete mystery."

"YOU'RE NOT GOING ON A JOB!" Erza roared out, feeling ignored by these two. Although Ben had nothing to do with it, so her anger was just redirected off him.

"Oh, come on," Ben stated, as he pulled the job off the board for everyone to see. "Don't tell me you don't think this job looks mysterious?"

They all took a good long look at it, and blinked as they saw it. It was all covered in blackness, with white writing on it. Two mysterious and eerie looking eyes were upon the paper, and it was written in a language that nobody could understand.

Natsu grimaced as he confessed, "Ugh, that's one creepy-looking job request."

Gray popped up, as he agreed, "Sure is."

"If you look at it long enough, it feels like it's just staring right back at you," Lucy shivered at the mere thought of it.

"It's like it's haunted, Luuuuuucyyyyy," Happy spoke out in an eerie way, using his dark gaze to freak her out.

"WHAAAAA!" Lucy jumped, as she shivered, "Don't do that, Happy!"

"DIDN'T I JUST SAY YOU'RE NOT TAKING ANY REQUESTS UNITL YOUR PUNISHMENT IS DEALT!" Erza roared out.

Cana grumbled, as she was drinking down, "Yeesh, can't those guys get any louder?"

"They've gotta be loud," Elfman nodded, as he roared out loud. "BECAUSE THEY'RE REAL MEN THERE!"

SMASH!

Cana smashed a barrel on top of Elfman's head, as she shouted, "Stop yelling! I've got a major hangover here!"

"Decipher this text, and I'll see that you're wealth is increased by 500,000 Jewel," Natsu read aloud. He smirked, as he turned towards Happy, "Seems easy enough, what do you think?"

"I say we go for it, Sir," Happy cried out.

"So it's a translation job," Gray asked. "That's a weird request for a guild."

"Seems too good to be true," Ben scratched his chin.

Fifteen Minutes Later

Everyone had been wracking their brains on trying to translate the message. Ben thought of using one of his aliens for it, but his head was hurting too much to even think about it right now, not to mention that he had been using Grey Matter to learn all about magical writing but so far he has yet to learn it plus even if he did only his brainy aliens would comprehend it while he would remain clueless. At the moment, the request form was laying on the table, while the others sat around it, trying to make sense of it. But from the look at how they were now… that wasn't gonna happen anytime soon.

"Wait a minute," Gray finally spoke up, as he took the paper and checked it out, "This ancient text. Nobody's gonna be able to read this."

Ben grumbled, as he finally groaned out, "You know, you could've told us this some time ago, right?"

But then Happy looked at it on Gray's shoulder, and then pointed out, "Hey, wait a minute! It's written in modern letters too."

Ben snatched it away, as he looked it over, and then blinked, as he shouted, "It was so obvious! Why didn't anyone see that before!?"

Erza merely grumbled, "Sometimes we're a bunch of idiots." But then she sternly reminded them, "And didn't I tell you no jobs!"

But then Natsu swiped it away, as he checked it over, "Oh wait, I can totally read it." He looked it over, and read it aloud, "Okay, let's see: Uugo Daru Rosso Chi Burru Kania." But then he blinked, as he shouted, "THAT DOESN'T MAKE ANY SENSE!"

Suddenly, a rainbow aura suddenly lit up from the request page, bathing the six of them, as they blinked in surprise. But it didn't go ignored, as everyone in the guild watched what was happening. The only ones to comment on it, was Macao and Wakaba, as Macao asked, "What the? What's going on over there?"

"Poor kids," Wakaba sobbed. "They're so scared of the Master's punishment plan, they're all sweating rainbows. Even Poor Ben there and he didn't do a thing."

"Okay, that's enough booze for you," Macao stated.

Once the light died down, the others blinked in surprise at the whole light show didn't do anything. Although nothing seemed wrong, but things started becoming weird, as Gray suddenly shivered, and started spitting out ice cubes, "So… cc-c-c-cold…"

"What the heck? Ice wizards don't get cold," Elfman pointed out. "For crying out loud, Gray: Be a man, for once!"

But Gray didn't listen to him, as he shivered and wrapped his arms around himself, as he continued to shiver, "Ooooh! Guys, I'm serious; somebody turn up the heat in here! I'm freezing! P-p-p-p-pretty please?"

The others just sweat dropped and were a bit stunned by this. But got even more confused, as Lucy started acting weird too. "Huh? What's going on," she suddenly spoke up, her voice sounding deeper and more manly as she complained, "Why does my chest feel so heavy?" She then arched her back, trying to support it, as she stated, "And my back… my back's killing me."

"Hey, are you feeling okay, Lucy," Macao asked, getting really concerned for these guys. "I mean, your voice sounds very low."

Gray turned towards him and responded, "What are you talking about? I…" but then paled, as he saw Lucy, and screamed out, "WHAT THE….?!"

Happy groaned a little, as he suddenly started acting like Natsu, "What the….? Solve the riddle of the request and get 500,000 Jewel, my flaming Butt! What a rip off!"

"Uh, sir…." Natsu spoke out, looking a little shaky, getting Happy's attention.

The little blue cat paled, as did Natsu, as they both screamed out, "AAAAAAAAAAAAAAAAAH!"

"Sheesh, what the heck is your problem, Natsu," Lucy shot out, "You're acting even dumber than usual, dragon breath!"

"YOU WANNA PIECE OF ME, ICEHEAD!" Happy roared out. But then blinked at this situation, as he looked to Lucy, and asked, "Gray? Is that you?"

"Yeah, it's me," Lucy/Gray pointed out. But then blinked, as he/she asked, "Wait, why do I sound like a girl?"

Then both Macao and Happy/Natsu pointed out, "Because you are a girl."

"Why is everyone behaving so foolishly," Ben suddenly roared out, firm and composed. "You people are acting like a bunch of unruly children. Knock it off!" He then turned towards Lucy, Natsu, Happy, and Gray, as he pointed out, "And what did I say? Until Master Makarov returns from the Council Meeting…. NO JOBS!"

"Yeah, but Erza only told us that, not you, Ben," Natsu/Happy pointed out, as he was suddenly drooling a little bit of flame.

"Of course I told you that," Erza/Ben stated, as she/he stated, but then paled, as she/he asked, "Wait. Why did you call me Ben?"

"Yeah," Ben/Erza pointed out, as he/she was looking in the mirror, seeing only Erza's body, as he/she paled at the realization, "Considering I'm not Erza…"

Ben/Erza's eyes went wide with shock, as he/she cried out in despair, "WHAT THE HELL!? WHY AM I OVER…." But then caught his/her reflection in the mirror as well, as he/she screamed out, "AAAAAAAAAAAAAAAH! WHY DO I LOOK LIKE BEN!?"

"Okay, seriously," Erza/Ben pointed out. As he suddenly placed his arm underneath Erza's chest and pushed them up a little as if he was trying to straighten them as she/he was freaking out, "Jeez these sure throw off my balance. I don't see why girls have these at such a large size. Sure they're great to look at, but these things are a havoc on your back."

The guys were blushing like crazy, as they watched Erza/Ben messing with her/his chest. However, Ben/Erza was fuming mad, as he/she charged at him with a fist, "YOU BASTARD! I DON'T CARE HOW CONFUSED AND SHOCKED YOU ARE, I'LL TEACH YOU TO GROPE A MAIDEN'S CHEST!"

And then suddenly punched a metal chest plate, as Ben/Erza somehow reequipped her default armor. Erza/Ben commented, "Whoa, this stuff just equipped itself. I gotta admit, Erza, that's pretty handy."

At the moment, Ben/Erza was cradling his/her bruised hand, as he/she whined, "Don't act all impressed right now. My… your hand hurts." He/she suddenly fell to his/her knees, all stunned, as the realization came to mind, "I don't understand. I've never felt this exposed and weak before. It's as if I've been reequipped into the body of a boy."

"That's because you're in the body of a boy." Erza/Ben pointed out. But then she/he frowned, "And who are you calling weak!? I'll have you know that I work out. Maybe not as freakishly as you guys do, but I doubt that's anyway weak."

Cana on the other hand groaned, as she rubbed her sore temple, "Why do they have to ruin my quality drinking time?"

"Okay, I'm starting to totally freak out here." Gray/Lucy slowly started to get unsettled by all of this. "First I'm freezing and now I'm seeing a crazy double lookalike of me."

"What are you talking about?" Lucy/Gray asked.

"How can you all be such idiots? Don't you realize what's happened to us!?" Ben/Erza asked them, earning all their silence.

But before Ben/Erza could say anything, Erza/Ben beat him/her to it, as she/he shouted, "You knuckleheads! We've all switched bodies!" She/he then folded her/his arms, as she/he looked to Ben/Erza, "Even I figured that much out."

Happy/Natsu asked, "What do you mean, Ben?"

"I am Erza," Ben/Erza shouted in annoyance.

"And I'm Ben, Happy… I mean, Natsu," Erza/Ben shouted. But then she/he blinked at this, "Wait a minute, then that means Happy's…"

"ALRIGHT, I'M IN NATSU'S BODY," Natsu/Happy jumped up and down in joy.

"SILENCE," Ben/Erza shouted.

"Seriously, seeing as how Erza… I mean Ben's got it all figured out," Gray/Lucy shivered, as he/she looked to her/him, and advised, "Maybe you should make sense out of it for us."

Erza/Ben sighed, as she/he walked over to a board, and drew it out, "Okay, it's like this: Happy and Natsu switched bodies together, no big surprise there. Lucy and Gray swapped with each other…." And then she/he pointed to herself/himself, and pointed to Ben/Erza, "And we…"

"The worst of it all," Ben/Erza shivered with fear, "Ben and I have switched bodies!"

Erza/Ben frowned at him/her, and asked, "What do you mean, 'worst of all' I would think I'm the best you could end up in considering your not shivering like Lucy is?"

Everyone was all deeply confused by all this, as Mirajane asked, "But how did all of this happen?"

"The Ancient Changeling spell." A new voice spoke from the entrance.

They all turned to the door and saw Master Makarov standing there, obviously returning from his Council Meeting Era. Ben/Erza ran over to him, and tearfully bowed to him, "Master, you've returned."

"And a good thing too," Makarov stroked his beard. "You kids really got stuck in it this time. And you involved poor Ben in this too, I see."

"Yeah, I get into situations like this a lot," Erza/Ben sheepishly confessed. "Though honestly, I've never been in a woman's body before." Although there was that one time he and Gwen got switched as kids because of Charmcaster but there was no way he was going to count that since they're related. Then, she/he looked to Master Makarov and asked, "By the way, Gramps. You said this was the Changeling Spell, right? What else do you know about it?"

"Well, I've noticed that request on the board for some time now." Makarov explained. "By reading the contents of that page aloud, you've swapped not just your personalities, but also your minds into opposite bodies. And that spell is called the Changeling, henceforth."

Gray/Lucy paled at this, as he/she whimpered, "The Changeling? That sounds scary."

Lucy/Gray didn't seem fazed by it at all, as she/he shrugged and looked to Happy, "So you're really Natsu, right?"

Happy/Natsu nodded, "Yeah, so?"

And then was kicked hard to the other end of the room, slamming head first into the bar, as Lucy/Gray shouted, "YOU IDIOT! WHAT DID YOU DO TO US!?"

Happy/Natsu raced over back to Lucy/Gray, climbed up her/his body and got face-to-face with her/him, as he shouted, "ME?! ALL I DID WAS TRY TO READ THE STUPID JOB REQUEST!"

"That's enough, Lucy…er Gray," Makarov said, while trying to remember who was who at the moment. "For Wizards, this spell does more than just switch bodies…It also switches your magic, as well."

"Yeah, no kidding," Natsu/Happy spoke out, as streams of fire came drooling out of his mouth. "I can tell."

Once that all sunk in, all six of them shouted together, "WHAAAAAAAAAAAAAAAAAAAAA?!"

"But that's not the important thing you should know about it," Makarov stated.

"That's not the important part? There's something more important than the rest," Gray/Lucy shouted.

Makarov nodded, "If the Changeling Spell is not undone within thirty minutes of the time it was cast… you'll be stuck the way you are now than the way you were before. Or so says the legend."

Erza/Ben ran over to Elfman and Mirajane, and asked, "Does anybody know how long it's been since the spell was cast?"

Mirajane thought about it for a moment, and answered, "I think it's been sixteen minutes…" and then became more serious, as she pointed out, "…which means you have fourteen left."

After realizing they didn't have a whole lot of time, they all started to freak out, as Happy/Natsu turned around, and begged, "Gramps, isn't there a way to reverse this?"

Gramps turned around, as he stated, "Hmmm, since this is such an ancient magic, it would only stand to reason…that…" and sharply turned to them, and acted rather serious, "…I don't know." All this got was shocked expressions from the six swapped people looking at him. "I must say, I was looking forward to punishing you on that Galuna job." Makarov shrugged, as he walked past them. "Well, this seems more like punishment enough for you. I hope you all get back to the way you were before." But then he stopped, as he turned to look at Erza, "Oh and Erza…I mean Ben."

Erza/Ben snapped out of his shocked expression and turned to Makarov, "Yeah Makarov sir?"

"First of all, call me Gramps." Makarov shrugged that off, and then stated, "And secondly, when you get back to normal again, I'd like to talk with you alone in private. Just some things I need to ask you, is all." And then walked back to his office.

Erza/Ben looked on in thought. "Huh I wonder what he wants?"

Finally, Lucy/Gray snapped, as she/he was lifting up his shirt, "OKAY, THAT'S IT! I CAN'T TAKE IT ANYMORE!"

All the boys rushed over to see the supposed strip show that Lucy/Gray was gonna unfortunately make, but Gray/Lucy stopped him/her in time, "Gray, get a hold of yourself!"

"Lemme go," Lucy/Gray roared out.

But then Erza/Ben thought of something for a second, "Wait a minute."

"Wait a minute, what," Ben/Erza asked.

"If we have each other's magic," Erza/Ben smirked, "I can try that Reequipping spell you do so often."

Suddenly he/she had a horrified look. "DON'T YOU EVEN DARE!" Ben/Erza shouted.

"Ah come on it wouldn't hurt to try. Okay, here I go," Erza/Ben started, "REQUIP!"

But as the magic began to surface, Ben/Erza roared out, "STOP THIS AT ONCE! I COMMAND YOU!"

But it was too late, as Erza's body was stripped of her armor, her body glowed brightly and in a flash, Erza/Ben was equipped…with an airplane stewardess's uniform that hugged at her chest which showed a bit of cleavage since the top 2 buttons were undone and was small at the skirt. With black pantyhose and high heel shoes, complete with a hat. Erza/Ben blinked at this as he realized it wasn't armor, "What!? What the hell!? A stewardess uniform!? I wanted cool armor, not to look like a sexy airline girl! Although I gotta admit your body definitely looks really good in it." He/she said the last part with a blush as he resisted the temptation to strike a pose.

"WHOA, ERZA LOOKS SUPER HOT," was all that the guys said.

"BEEEEEEEEEEN!" Ben/Erza roared out, as he/she instinctively activated the Omnitrix, "I think I'll give you a disciplinary lesson as one of your forms; perhaps Diamondhead or maybe Rath would be a good punishment for you. Yeah I'll go with Rath!" But all he/she got was an interrupted blip. He/she blinked at this, as he/she tapped on the touchpad, trying to get it to work, "What the…? Why isn't this thing working? I SAID CHANGE ME! NOW!"

"INCORRECT ACTION, SCANNING SUBJECT" The Omnitrix's A.I. spoke out, it's green pattern on the screen lighting up and scanned Ben/Erzas face until finally it was done. "SCAN COMPLETE, SUBJECT: BEN TENNYSON."

"Yes, yes, I'm Ben Tennyson," Ben/Erza only half-told the truth. "AND I WANT TO CHANGE INTO RATH!"

"ANOMALLY HAS BEEN DETECTED WITHING SUBJECTS CEREBRAL CORTEX. PLEASE IMPUT DIGIT PASSCODE FOR OMNITRIX AUTHORIZATION." The A.I. requested.

"Passcode?" Ben/Erza went wide eyed with confused shock, "But Ben's never put in a passcode! All he does is select the form of what he wants and then slams down the dial!"

"Oh, um…yeah…let me clear that up," Erza/Ben stated, seemingly sheepish on the info to come, "See the Omnitrix has a security feature that detects any strange abnormalities in my body where if it does then it locks down and the transformation function can't be used until a code is dialed in to reactivate the function. It's a new safety feature in case I ever get brainwashed or something like getting my mind swapped…which we did."

"WHAT THE HELL!? YOU'RE TELLING ME I CAN'T USE YOUR WATCH UNLESS I KNOW SOME STUPID CODE!?" Ben/Erza shouted in disbelief.

"That about sums it up, unless of course I told you the code to reactivate it." Erza/Ben answered.

"TELL ME THE CODE RIGHT NOW!" Ben/Erza demanded angrily.

"So you can transform and hurt me? No thank you, even though this isn't my body I have no interest in letting you deal me a world of pain." Ben/Erza responded with his/her arms crossed in the same way Erza herself would do in her sarcastic or stubborn gesture.

"THAT'S NOT FAIR! YOU'RE ABLE TO USE SOME OF MY MAGIC WHILE I CAN'T USE ANY OF YOUR POWERS!" Ben/Erza shouted in objection.

"Yeah well too bad cause I'm not coughing it up." Erza/Ben stated before she/he looked at her/himself again and asked "So why exactly do you have a Stewardess uniform in your armor selection?" She/he then got a teasing smile on her/his face, "What other embarrassing outfits do you have?"

Ben/Erza blushed fiercely, as he/she shouted, "TH-THAT IS NONE OF YOUR BUSINESS!" soon the horrible revelation hit his/her hard, "No, this can't be. I was a powerful S-Class Mage of Fairy Tail. Now I'm stuck in the body of someone of average strength and a watch I can't even use."

FLASH!

"Easy for you to say," Erza/Ben pointed out, as now she/he was dressed as a construction worker. The outfit was baggy and covered most of her body, and had a hard hat with her hair tied up in a ponytail, "I'm trying the best I can to equip armor on, but all I keep getting are these cosplay outfits."

"I get it now," Happy/Natsu shouted out, as he was flying uncontrollably in the air, "We all swapped our magic along with our bodies, but now we all suck at it completely!"

"Hey, Happy," Wakaba replied, but then got confused, "Or whoever's inside of him."

"IT'S ME, NATSU," the little flying blue cat stated.

"YEAH, I'M HAPPY," Natsu/Happy shouted, spew out hot fire blasts at them by accident. He slumped to the floor, as he cried out, "THIS IS SO HORRIBLE!"

"Why not eat a fish," Happy/Natsu said, as he gnawed on one for himself, "That always cheers you up, little buddy."

"I would, but they keep burning up, as soon as they enter my mouth," Natsu/Happy whined out, crying out streams at this plight.

Wakaba sweat dropped, "Hmmm, that is a problem."

"We must not be discouraged by this, we must find a way to change back at once," Ben/Erza shot out.

Gray/Lucy whined out, "Ooooh, what are we gonna do?" and then he/she started drooling out ice cubes.

Mirajane sweat dropped at the sight, and pointed out, "Um, Gray… I mean, Lucy, you're spitting out ice cubes."

Realizing that, Gray/Lucy whined out more, "I hate this. Why me?"

"Not to worry, Lucy," somebody shouted at the door. "I got this!"

Everyone turned to the doorway to see who it was, and spotted three individuals.

The first one was a seventeen-year-old Caucasian female Mage. She was a rather young, petite teenage girl of a slender build who stood at a rather below-average height for her age. Her shoulder-length blue hair, which had eyebrow-length bangs, was normally tied up with a colorful bandana around her head. While initially portrayed as having rather straight hair, her hair has a more wavy wild look, with more locks hanging down the sides of her face. She wore an orange tank top dress that ended at her mid-thighs, black pantyhose stockings, and red high heel boots that ended at her ankles. Her Fairy Tail mark was orange and located on the left shoulder blade. Her name was Levy McFadden, a mage that dealt with Solid Script Magic, which went well with her boundless interest in books as well as writing and words, allowing her to generate words in the air and make them solid, subsequently throwing them at the enemies with different effects. She was also the leader of the Fairy Tail team, Shadow Gear.

The second member was an eighteen year old Caucasian male, tall and slim with black hair kept in an unusual distinctive hairstyle, with a tuft of hair on top of his head jutting upward and then curving frontward, being reminiscent of a plant's stem. He had dark eyes and thin dark eyebrows, pointing downwards at their outer edges. He wore a simple white shirt, green checkered pants, and dark shoes with lighter soles. He was also sporting a pair of distinctive belts crossing his chest, each passing over his shoulders. These belts were reminiscent of bandoliers, sporting rectangular cases on them, which contained special Live-Coal' used for his magic. His Fairy Tail mark was colored orange and located on his left shoulder blade. This was Droy, a member of Shadow Gear, and a Mage at using plants in his magic.

And finally the third was another eighteen year old Caucasian male, slim and of average height, with orange hair that jutted backwards at the sides of his head. He had a sharp face, a prominent, flat and defined nose pointing downwards, and distinctive teeth, with a protruding, sharp, triangular-shaped upper molar complemented by a chipped portion on the lower row, something which allowed him to close his teeth completely despite such a peculiar physical irregularity. He wore an open light-brown coat with yellowish fur trimmings on its edges and sleeves, which reached down below his elbows. Below it was a high-collared purple shirt, with its collar mostly open, which was sometimes seen left hanging over the checkered belt below it, with a rectangular buckle, and others tucked inside the baggy dark pants covering his legs, in turn tucked inside dark boots. The most distinctive piece of his attire was probably the fancy, extremely high hat matching his coat, with a large brim and fur trimmings over its entire length, at regular intervals, plus a large furry ball on top. Like Jet's his Fairy Tail mark was orange too, and located in the same area. This was Jet, a Mage dealing with Speed, and always claimed to be the fastest of Fairy Tail.

This was the infamous team of Fairy Tail, Shadow Gear.

Gray/Lucy cried out with joy, "Levy, it's you."

Erza/Ben leaned over to Natsu/Happy, as she/he asked, "Who are those guys?"

"Oh, that's the team, Shadow Gear," Natsu/Happy pointed out. "There are plenty of teams in Fairy Tail; Mages who team up and take on the harder jobs. Shadow Gear's one of them."

"Team Shadow Gear is here to save the day," Droy called out, acting all confident. "So don't you worry, guys."

"That's right," Jet agreed with Droy. "If anyone can figure this out, it's our Levy."

And then the two boys cried out, "Now do your thing, Levy!"

"When you boys say 'we', you mean Levy, right," Mirajane asked.

"You're so sweet to help us," Gray/Lucy said, with a reassured smile and gesture that only Lucy would make.

"Thanks a lot," Erza/Ben replied, now dressed in a lovely white and pink ball gown, decorated with rose patterns, with the shoulders revealed and her hair tied in a ponytail.

"Not at all, Lucy. I always help out a friend," she reassured her, and then turned to Erza/Ben. "And I'm guessing that you're Ben Tennyson. At least mentally you are considering Erza is in your body right?" she said while pointing to her/his body which Erza was inhabiting.

Erza/Ben nodded. "Yep."

"I heard about that job you did in Malcon, and then that other one dealing with that crazy priest's cult. Pretty amazing for one Mage to take on those jobs alone."

Erza/Ben blushed in embarrassment, "Oh, that's nothing."

"Um, can I ask something," Levy asked, as she pointed to the ball gown, "What's with the ball gown?"

"Oh, this," Erza/Ben groaned. "I've been trying to equip armor all this time but so far I've just been getting stuff like this."

Happy/Natsu flew up clumsily, as he asked, "What are you gonna do?"

Levy sat down at the table to where the job request was located, and answered, "Well, I know a thing or two about ancient text, so it'll be a breeze to translate this, and find the reverse spell on it."

"Sounds good, but do it quick," Lucy/Gray insisted.

Ben/Erza nodded, "Listen everybody, we need to let Levy work in peace." But then she looked to Erza/Ben, as she shouted, "And why are you dressed like that?!"

Erza/Ben was now in a runner's outfit, which was a white skin-tight black spandex shirt with a white tank top shirt that showed her midriff and seemed a little on the small side considering how her breasts seemed to be pushing against the fabric, short shorts colored yellow with a white stripe that covered barely any of her thighs and running shoes, along with a red sweat band on her head. "What do you think? I've been trying to equip armor this whole time, hello?" Erza/Ben stated, as he turned around, causing her breasts to bounce with the spandex.

But Ben/Erza slumped to the floor, pleadingly whining, "Please…stop doing that…."

Later On

Levy, being an avid reader, possessed a pair of enchanted reading glasses that allows her to read at an extremely accelerated rate. Her specific model of Gale-Force Reading Glasses were Model 18x, something which let her read books eighteen times faster. This was necessary right now, because the others were running out of time, as she researched on the counter spell for the Changeling.

"Please, hurry," Happy/Natsu pointed out, "We only have ten minutes left."

Lucy/Gray took notice that Levy was reading the words out loud, as she/he asked, "You sure that's a good idea? Reading the words out loud like that?"

"Don't worry, it's perfectly safe so long as you don't read the whole thing in the correct order," Levy stated, as she kept focus on the task at hand.

"AAAAAAAAAAAAAH! WE'RE RUNNING OUT OF TIME!" Natsu/Happy cried out in panic. "I'LL NEVER EAT RAW FISH AGAIN AT THIS RATE!" But then he noticed Erza/Ben, fidgeting in her/his seat, and blinked, "What's wrong with you?"

"I have to go to the bathroom." she/he said, as now she/he was now dressed in a lovely white sundress that left a bit of her cleavage exposed and ended at her knees. It looked to be one of her modest dresses that helped show off her natural beauty rather than her bodies sexiness in exposing outfits. She/he was nudging her/his legs together uncomfortably showing the attempt she/he was making to hold it in.

"DON'T YOU DARE!" Ben/Erza roared out in rage, holding a chair in his/her hands like a club. She had already suffered from Ben changing into different outfits unintentionally when he continued attempting to switch into armor although she was now starting to suspect he might be doing it on purpose. There was no way in hell he/she was going to let her/him go use a toilet with his/her body especially when it meant he'd have to undress it.

"We might be stuck like this forever; I might as well have a look at your body with nothing on it," Erza/Ben confessed, feeling like they were doomed. Most of the guys all blushed and got nosebleeds looking at Ben. Suddenly, Erza/Ben produced a mace club, as she/he smacked them across the room, as she/he growled, "You even think about it, and I'll smash your heads in worse than this!" but then blinked, as she/he held the mace club in her/his hands, "Wait, I can summon the weapons but not the armor? WHAT THE HELL KIND OF SICK JOKE IS THIS!?"

"I SWEAR IF YOU KEEP THIS UP, BEN, I'LL CASTRATE YOU," Ben/Erza threatened as she tried turning into an alien again by slamming the Omnitrix.

"INCORRECT ACTION PLEASE INPUT VERIFYCATION PASSCODE." The A.I requested again.

"GAAAARRRHHH I HATE THIS!" Ben/Erza roared out in frustration.

Back with Shadow Gear

Levy was hard at work figuring out the text. She sighed for a moment… and stumped aloud, "Man, I can't figure this out!"

The six groaned over, as they felt this was gonna be a waste, as Ben/Erza groaned, "I never thought I would spend the rest of my days as a seventeen year old boy." His/her thoughts became even absurd, as he/she realized, "I'll have to learn how a male body works."

"What's so terrible about that," Erza/Ben shot back.

But Lucy/Gray roared out, "AAAAAAAAAAAAAAH! I CAN'T TAKE THIS ANYMORE!" and started to pull her/his shirt off, causing the boys to blush uncontrollably, awaiting the strip show.

However, it was put on hold, as Erza and Ben rushed over to stop him. "We asked you not to do that," Gray/Lucy panicked.

All six of them were freaking out, but Levy reassured them, "Look, I know you guys are freaking out, but I'm still working on it. Okay?"

Erza/Ben rushed over, and asked Macao, "How much time do we have left?"

"About eight minutes left," Macao answered. "I hate to say it, but you might want to start preparing for the worst."

The six paled in utter defeat on this, believing that what Macao should have been put to use. However, their attentions were turned back to Team Shadow Gear. There, Jet and Droy were dressed up in school thug uniforms, blowing a whistle and banging a drum, in a bizarre attempt to encourage Levy.

"Go, go, Levy!" They cheered continuously.

"So they're nothing but a cheering squad now," Wakaba asked.

"I see…" Ben/Erza realized and he/she prepared to accept his/her inevitable fate, "So from now on… I'll exist as an odd boy."

"I am not odd! If anything I'm more sane than most of everyone in here." Erza/Ben shot back. She/he then sighed in defeat, "Although, I have to admit, being terrifying might not be such a bad thing. I mean, fear's always a good way to stop a fight. I learned that from using Toepick once in a while."

"Who are you calling scary!?" Ben/Erza shot back but then blinked, "And who on Earth is Toepick anyway?"

"One of my forms," Erza/Ben replied, as she/he explained, "See he's this ogre-looking fellow with an iron mask on his face. Once I open it up, my opponents see the face underneath. It's so scary that it turns my enemies white with fear and they freak out like scared little kids. The face is so scary, that even Toepick's species can get freaked out if they see their face; that's why they always wear the masks so they can walk in public and not cause a panic."

"Sounds like a hard life for that lifeform," Ben/Erza grimaced.

"Not really, they don't mind wearing the masks at all. Besides no one's stupid enough to try and rip their masks open. They all know better." Erza/Ben clarified.

But just then, Gray/Lucy spoke up, "I just realized something." Everyone got his/her attention as he/she stated, "If we get stuck like this forever where none of us know how to use our magic properly and that Ben can't use the Omnitrix…"

Then they all figured it out, as they shouted, "THEN WE'LL BE THE WEAKEST LINKS IN FAIRY TAIL!"

"NOOOOOOOOOOO! WHAT'S THE POINT OF LIVING IF I CAN'T BURN STUFF ANYMORE," Happy/Natsu roared out in turmoil.

"I'M AN S-CALLS MAGE, AND I REFUSE TO BE TEAMED UP WITH THE WEAKEST TEAM IN THE GUILD!" Ben/Erza shouted. He/she fell to their knees, as he/she wallowed in self-pity, "If only I wasn't trapped in this form."

"Easy for you to say," Erza/Ben shot out, "You think I wanna live like this? A life with PMS, mood swings and pregnancy? Not to mention this!" She/he pointed to her/himself, as they all saw she/he was in a sexy black dress with an X-shaped bra that wrapped around her neck and that the skirt was cut up all the way to the hip. "JUST WHAT THE HECK WERE YOU PLANNING TO DO WITH THIS DRESS, ERZA!? GO UNDERCOVER AS A PROSTITUTE?!"

"Yes, that's it," Levy shouted, "I think I found it!"

The six rushed over, as their smiles couldn't get any bigger than what they were now. "REALLY?"

"Really," Happy/Natsu smiled, "Then you can fix this?"

"C'mon, do it!" Lucy/Gray shot out.

"This is what it says: May this exchange, give you eternal happiness," Levy smiled. "Kind of cute, isn't it?"

"Awww, that is kind of cute." Gray/Lucy pointed out.

"Great, but what does that mean?" Ben/Erza asked.

"It means whoever this spell is cast upon, shall live happily ever after." Levy answered.

For the moment, it was happy, but then Happy/Natsu flew clumsily in her face, as he shouted, "OH COME ON, ARE YOU TELLING US THAT THIS WILL LAST FOREVER?!"

"We wanted you to lift this spell, not translate it," Lucy/Gray groaned.

"Oops, my bad," she said, and got back to work, "I can get that done soon."

"GO, LEVY, GO! GO, LEVY GO!"

Wakaba sweat dropped at Droy and Jet's cheering, as he asked, "Isn't that gonna distract her?"

"Nah! They're just trying to encourage her," Elfman pointed out, as he ran over to assist them, "AND THEY'RE GONNA NEED ALL THE HELP THEY CAN GET!"

Macao slid in, as he announced, "Three minutes left."

"Three minutes," Gray/Lucy cried out.

"This is it." Ben/Erza slid to his/her knees, "My life…as a boy beging. Scratching in awkward places, waking up with a third leg in bed…COMPLETELY UNABLE TO USE A WATCH THAT TRANFORMS ME INTO POWERFUL WARRIORS! I'LL HAVE NO CHOICE BUT TO RESIGN FROM FAIRY TAIL!"

Erza/Ben walked over, as she/he placed a hand on her shoulder, as he reassured her, "Believe me, I know how messed up this is. But hey, it could be worse."

"How?" he/she asked, as he/she turned to face him, only to see Erza/Ben crossing her/his legs awkwardly, "What are you…?"

"You could need to go to the bathroom and not know the plumbing of your own body." Erza/Ben strained to hold it in.

Ben/Erza sweat dropped, "I see…"

"Have you figured it out yet," Happy/Natsu shouted.

"The situation's getting worse," Macao replied, "With only just one minute left to go!"

"WILL YOU STOP THAT," Happy and Natsu shouted in Macao's face. "NONE OF US RECALL ASKING YOU TO CALL IT OUT CONTINUOUSLY, SO SHUT YER TRAP! OKAY!?"

"Jeez, I was just trying to help," Macao sweat dropped.

At that moment, Makarov walked in, and noticed the scene before him. The six, still in different bodies, and Levy trying to break the code, with Droy, Jet, and now Elfman, cheering her on. "I take it the Changeling spell's still in effect." he asked.

"Look, if you're trying to teach us a lesson from taking an S-Class Mission, we get it already!" Lucy/Gray stated.

"Oh!" Makarov lit up; as if something he remembered pop into his head.

Ben/Erza rushed over, and asked, "Yes, Master. What is it?"

A short pause was held, until Master Makarov shrugged, "Nope, never mind. I'm drawing a blank." This in turn caused the six to face vault into the ground.

Lucy/Gray began to slowly start lifting her/his shirt up, as he roared, "AAAAAARH! I'M NOT GONNA MAKE IT!"

But at that moment, both Gray/Lucy, and Ben/Erza tackled him, to prevent the shirt from coming off, as Gray/Lucy pointed out, "Taking my shirt off is not gonna solve this problem, Gray!"

"LET GO OF ME," Lucy/Gray roared out.

"You guys have about 40 seconds left," Macao pointed out. "More or less…starting now!"

"WHAT DO YOU MEAN, MORE OR LESS," Happy/Natsu roared out in fear.

Master Makarov then suddenly lit up, "Oh wait! I just remembered something about the spell!"

The six rushed over, as Erza/Ben asked, "What is it, Gramps?"

"While it can be lifted, I'm afraid that it will work on only one pair at a time," Makarov stated, causing everyone to face vault to the floor, as he finished, "Meaning changing all of you at once would be impossible… at least that's what the books say will happen."

"WHAT," Happy/Natsu shouted in annoyance.

"Not to bring more doom and gloom to you guys," Macao said, as he pointed to a watch, "But you've guys got thirty seconds left."

"UGH, why do we have to cut these things so close dam it!?" Erza/Ben grumbled.

"Which pair's going first?" Lucy/Gray asked.

"Isn't it obvious, it should be me and Happy." Happy/Natsu suggested.

"I'm good with whomever." Natsu/Happy smiled out.

"That's ridiculous!" Gray/Lucy pointed out. "And so not fair! I think it should be me and Gray."

"Now hold on," Ben/Erza objected, "As Fairy Tail's Strongest female wizard, I should go first!"

"And besides," Erza/Ben winched, as she/he held themselves in a crouching and holding position, "I really really think Erza's body needs to go to the bathroom!"

All six of them continued through a petty argument on who should go first. Wakaba commented, "Oy, what a situation."

"At least they don't have their magic to fight against each other," Mirajane pointed out.

"Just fifteen seconds left." Macao pointed out.

"Hold on, you guys!" Levy shouted, as she jumped from her seat. "I got it!"

"Better hurry, we've got twelve seconds left… and counting," Macao pointed out.

"No time to explain things, just hurry!" Happy/Natsu shouted… after he decked Macao hard an unconscious.

"Okay," Levy started to chant aloud, "IMAC SARAC, IKKIMAK KORU!"

She continued to chant out the spell, as a light was beginning to build around her. Suddenly, as before the six of them were lit up by a rainbow aura, nearly blanketing the entire Guild Hall. The light was bright enough, until finally it died down, and things seemed to go normally.

Gray blinked a moment, and looked to see his own hands, and shirt. He had returned to normal, "Man that was close." But then he grimaced, as he was spitting out ice cubes.

Wakaba chuckled, "So you're still doing that, eh?"

Lucy smiled, as she saw that she had returned back to her own body, and ran over to Levy, hugging, "I'm back, I'm back! I knew you could do it!"

"That's right." Levy smirked.

"Oh yeah, Levy did it." Droy smirked.

"Our cheering worked." Jet commented.

"Well, for at least one group." Ben grimaced, as he tried to hold his bladder…But felt nothing to hold. He groaned, "Great, Erza's gonna kill me "

"Ben, relax," Erza appeared, as she got him to look…at herself.

Realizing that was the case, Ben hopped up, as he looked at himself, "I'm me again. And you're you again!"

"And we're us again!" Natsu pointed out, as Happy flew all over the room, not even crashing into anything.

"I guess that whole one group at a time thing was just a rumored fact," Erza pointed out.

"I'm glad," Ben smirked, but then turned towards her, as he apologized, "Sorry about trying to equip into armor and all."

"Apology accepted." she said, and then hobbled off.

Ben blinked, "What's wrong?"

"GOTTA GO! GOTTA GO! GOTTA GO! GOTTA GO!" she chanted in a hurry, and rushed into the bathroom.

Natsu blinked, "Yeesh, what's her problem?"

"When you gotta go, you gotta go." Ben surmised. But then he looked to Levy, and asked, "How'd you figure out how to reverse it?"

"By reversing the words." she confessed. "Back then, spells weren't as creative as they are today. Back then, the only way to reverse the spell was to say it backwards. I just had to learn how to say it backwards again. Though I'm surprised that all of you got fixed in the process?"

"That's a relief." Ben groaned. "I don't' think I'd ever figure out a female's body in time just to take a leak."

"Well, I'm just glad things are back to normal." Makarov told them…in a higher tone.

Both boys blinked at this, as Ben asked, "Gramps? Are you feeling okay?"

"I'm fine, but why are you calling me Gramps," he asked. "It's me: Mirajane." Both boys blinked at this, as did the others, as he/she asked, "Why is everyone so much taller?"

"I think it seems that the spell worked, but with an added side effect," Mirajane spoke out, as she sat atop the bar table, with her legs crossed and hunched over with Makarov's staff perched on her back. It was obvious that the two swapped bodies, as the others had previously been to as well.

Ben groaned, "Not again."

"Hey, you don't hear me complaining." Mirajane/Makarov said, as she/he struck a sexy pose.

"AAAAAAAAAH," Makarov/Mirajane hopped in panic, as she asked, "What the heck's going on here?"

"Though I don't think Mirajane and I were the only ones." Mirajane/Makarov stated, as she/he pointed all around.

The others, as well as Erza rejoining them after her quick 'evacuation', turned to see who else got affected by the spell.

"All of you need to get over it and just man up, okay!" Cana stated, talking like Elfman. She/he blinked in that realization of sounding like a woman, and then sniffed her/his musk, "Why does my body smell like a brewery?"

Elfman, drinking a huge keg, stopped, as the alcohol was affecting his/her body, "Oh man, I… I need to take a bit of a nap right now…I'm seeing myself in the other…" and then passed out from so much to drink.

It was also at that moment that Jet and Droy pointed to each other, "HEY MAN, STOP LOOKING LIKE ME!"

Mirajane/Makarov sighed, "Looks like those two were switched as well. But I don't think anyone's gonna be able to tell the difference between you two." She/he then smirked, as he made another sexy pose, and winked, "But in this case, having a body like this is a dream come true!"

But Makarov/Mirajane was screaming like crazy in a panic, "He's creeping me out! Levy, please! Help me!"

As everyone began to panic, Levy slumped down in her chair, as she confessed, "I think I'm in way over my head on this."

30 Minutes of Panic and Confusion Later.

This was without a doubt most terrifying halve hour that everyone in Fairy Tail had experienced. It was utter panic as everyone going nuts at their change in bodies and poor Levi got pressure from everyone to fix them. While she hit the books again to try and fix everyone at once they had gone through some embarrassing moments.

Makarov in Mirajanes body had gotten to cope a feel of her butt and breasts before Mirajane in Makarovs body had whispered a very threatening punishment she would inflict if he did it again. Needless to say he/she kept his/her hands to him/herself. Elfman is Cana's body suffered a kind of breakdown in his/her man speeches considering he wasn't one anymore. Cana in Elfman's body remained out cold for the whole time as apparently his/her body couldn't hold his liquor. Jet and Droy in eachothers bodies just kept arguing and fighting with one another in a good old fashioned fist fight.

Thankfully Levi came through and they all switched back to normal but they definitely weren't going to forget this experience, Ben in particular certainly knew he wasn't going too after all the images he saw from Erza's outfit collection.

Once things had been back to normal, Ben had gone to Makarov's office, as he saw the Guild Master sitting at his chair. As soon as he saw Ben come in, he motioned for him to take a seat. Once they we're both comfortable, Ben asked, "You wanted to see me about something?"

"You've been keeping secrets, Ben." Makarov calmly stated, as he stroked his beard. He saw the confused look on Ben's face, "I'm pretty sure you know what I'm talking about."

Ben couldn't figure what he was referring to, so he asked, "I'm not sure what you mean?"

"I'm referring to an old acquaintance of yours, Benjamin." Makarov stated. "One whose name is Vilgax."

Ben's face was nearly drained of color at that moment, as he nearly shot out of the chair, as he asked, "How do you know that name?"

"Well, I'll answer my question if your answer is equal to my own question." Makarov stated, and then asked, "Just who exactly is this Vilgax? And what exactly is the story between you two?"

Ben sighed, as he sat back down, feeling a little less tense as Makarov gave him the chance to explain his whole story. So Ben had gone through the story about how everything started when he was 10 years old and on summer vacation. One the very first night of camping with his Grandpa and cousin Gwen, he found some containment unit that he opened and found the Omnitrix which lashed out and attached itself to him. Since then he's been using its powers to help people and fight against evil. He had faced plenty of enemies he'd beaten until Vilgax came to face him personally. Apparently Vilgax desired the Omnitrix for mass production in order to have an unbeatable army of shape shifting aliens who would help him gain control of the entire universe. His very first fight against the space conqueror had ended with him barely achieving victory thanks to his Grandpa and a malfunctioning Omnitrix that had him changing forms as if it was in randomizer mode.

However Vilgax wasn't done with him as he had relentlessly chased after him time after time with every fight being his toughest. The lifelong warring struggle had gone on to obtain such a device, as well as Ben's growth into using it and carrying the responsibility that came to bearing it. He even told him about the Plumbers and their role in the universe, on how in some ways it was similar to how it was in Fairy Tail, minus the constant brawls that the guild always got into and being paid for their work. He even explained the event that had brought him and the Hammer here in this dimension, was a failed scheme to destroy all versions of him from existence and obtain the watch, which now led to the present time.

After Ben had told him everything, it was Makarov's turn.

"So how did you learn about him?" Ben asked wanting to know.

Makarov hummed in thought at how to describe it specifically. "Well it started while I was attending that council meeting…"

Flashback

Magic Council Meeting Room

The members of the Magic Council had gathered, along with the most powerful wizards in all of Earthland. These wizards were known as the Ten Saint Wizards. And Lord Makarov was one of them, as he sat with the only eight showing up, the ninth being Jose not even bothering attending. Once they were all gathered, well except for the one that was missing, they could attend and begin the meeting. If Makarov could wake up at that moment, as he was asleep while standing up holding his cane, snoring up a snot bubble.

Yajima, an old friend of Makarov, sweat dropped, as he chuckled, "Still same old Makarov…."

"MAKAROV, WAKE UP!" the elderly woman member shouted.

Makarov immediately woke up, popping the bubble as he straightened himself up, "About time, let's get this meeting over with, shall we?" In the council, only Siegrain chuckled at the sight, seeing one of the most powerful wizards of the Ten Wizard Saints, in such a state.

The members began the meeting, conveying of the incident that had happened three weeks ago. The remains of what was the Iron Giant had been brought in to be investigated. They had discovered it was powered by a source not Lacrima based or even Magic based from what they looked at. No matter what Lacrima they tried to use to power at least the fingers, nothing seemed to make it budge. The material was also rather bizarre, stating that it matched nothing of the periodic table, much less the crystal that was still embedded in it.

Makarov blinked at that, as he asked, "Crystal?"

Siegrain nodded, "Yes, from what we've seen and studied, a mass vein of crystal had somehow grown into the giant, killing it in an instant. Reports stated that a bipedal golem made of the same crystal was what attacked and defeated it."

"Incident reports stated that there were also peculiar monsters that appeared and fought against it as well," Yajima reported. "Some witness saying they saw a lighting fast lizard appear within the city. Next a muscled tiger man, and then came the crystal golem. And everyone saying it was the same individual."

"And therein lies the problem," Michelle stated. "We didn't get a good look at this wizard. No one has."

"Has anybody stopped to think that this wizard may not be the problem," Makarov asked, thinking they were going to blame the man that had saved Hargeon. "I think it'd be best if we talked to whoever this is, instead of hunting them down…"

"Makarov, it's not our place to decide of this being's a villain or not," Bob, the leader of Blue Pegasus stated.

"Yes, and as of this point, we don't even know where they are," Siegrain pointed out. "But we do know where the air ship that the giant came from is still located in: The Frontier Lands."

Hearing that name sent shivers down everyone's spine to learn that such a place would house these beings. Some thought that whoever crash landed there had to be dead now from either dehydration or from being eaten by the wildlife. They stated that they sent a scout ship three weeks ago.

"However, we haven't heard back from the team for quite some time now," Yajima stated, growing a bit worried in this fact. "We were thinking of sending in another search team, but…"

"Sir," a guard busted in, interrupting their meeting, as he called their attention, "I'm sorry to interrupt, but it's urgent."

"It had better be important for interrupting us, so what is it?" Orga questioned impatiently.

"The scout team has returned, but…" the guard answered and then warily finished it, "Only one returned."

At that moment, Reina walked in, looking as she did from when she was leaving the Frontier Lands. Her clothes were torn, her skin was sunburned, her feet burned but wrapped in bandages from some kind of black cloth and hair and face looked a little dry which they suspected was from recent rehydration that improved her appearance.

Makarov went wide eye with surprise, as he whispered, "My goodness, that poor girl. I knew the Frontier Land was a harsh and forbidden wasteland, but not this bad."

"Report," one of the Council members spoke up, not even giving her time to recuperate.

But regardless she answered, "When we had arrived at the Frontier to locate the Airship…we were under attack by its occupants. They commanded iron golems with devastating beams of light that easily brought our ship down. And then my crew was slaughtered by one warrior; a white skinned demon that looked like a man, but… he wasn't. Their Leader, a green humanoid giant that looked like Cthulhu, let me and another survivor live to bring a message."

"Then where's the other survivor?" Ultear demanded.

Reina lowered her head, as she answered, "They thought it would be best to have only one deliver the message." Whispers and rumors spoke up, as Reina produced a small metal orb that Death had given her before he dropped her off and after he wrapped her feet in a torn piece of his clothing in quite a gently way for a guy who murdered her comrades in cold blood but she didn't say that out loud for fear of being though off as deluded or brainwashed. "I was brought here and given this. I'm not sure what…"

But then to everyone's shock, the little orb sprouted legs, and hopped out of her hand. Then some of the council members charged up their magic and got ready to destroy the crawling orb. However the little spider orb skittered across the floor and into the center of the chamber as a projected light appeared before them. And with it, the visage of the Chimerian Vilgax was displayed in a large holographic projection, showing his face in a large display that covered most of the center in front of them.

Finally, the Council Members spoke up, as Michele roared out, "Who are you!?"

"What do you want?" Org spoke out.

"Why have you come here?" Leiji demanded an answer.

"The first thing I want is for all of you pitiful fools to stop asking such stupid questions," Vilgax spoke up, earning roars of insulted accusations for his rudeness. "And secondly, I have this message to send to you all."

"Attention Magic Council of Era…you are not alone in this world...My name is Vilgax, ruler of Vilgaxia and of the Chimerian Sui, Conqueror of Ten Worlds and Destroyer of Five. I have come from a world and dimension far and separate from your own."

"Well then, Vilgax, if there's anything we can do to help…" Yajima offered but was immediately interrupted.

"SILENCE YOU WORM!" Vilgax roared. "I did not seek aide from Level 2 intelligent life forms such as humans for help. Especially when you have no technology to offer me that could be useful."

"Then why have you contacted us?" Gran Doma questioned.

"You fools sent a bunch of ingrates to investigate me. So now I'm giving you a complete look at who you're dealing with. I'm speaking with all of you now because I came to deliver an ultimatum. For some time since I've arrived here, your world has sheltered an enemy and target of mine. If you find him, I demand that you return this individual to my custody immediately. For reasons unknown, he has chosen to keep his existence a secret from you and he'll have made efforts to blend in. He may look like you, he may even have powers that may seem like magic to you but let me assure you…he is not one of you." He scanned the room as he spoke to all. "To those of you who may know of his current location: the fate of your planet now rests in your hands. And if he's in this very room, let me deliver this message to you, Tennyson…" Makarov's eyes went wide as he heard that familiar name.

"Is he talking about Ben?" He thought at that.

Bob took notice of Makarov's expression, and whispered, "Something wrong, Makarov?"

Makarov blinked, as he sweat dropped a whisper, "Oh, it's nothing, Bob. Probably just gas."

"I say this: surrender yourself and the Omnitrix to me, or I promise you that you and all those who have allied themselves behind you will watch this world suffer the consequences."

Finally, one of the elder council members roared, "What gives you the audacity to declare war on the entire continent of Fiore?"

"Do you honestly believe we'll cave in like this!?" one of the others spoke out.

Another one stood defiant, as they shot out, "The guilds that we have are strong. And our armies are invincible. You are just one being with a limited army…"

To the council members surprise Vilgax just laughed as if he thought they were a joke. "Invincible you say? And yet your people couldn't do a thing against one of my drones as it attacked a city," Vilgax smirked, witnessing the looks of stern stubbornness in admitting their own weakness. "Despite your cultures advances in manipulating energies as well as the elements of your world and bodies…you're still just a level 2-intellect species. You are barely even advanced in space travel. You and your armies pose no threat to me. Also…" Vilgax smirked at what he was going to say next. "What makes you think my army is actually limited?"

Many of the council members eyes widened at hearing that.

The Cat-eared member, growled, "You bastard…"

Vilgax ignored the insult "I will rule this world, and you will all submit to me and my demands…or face total annihilation." He then reverted back to a serious face, "However, as I said before, the one named Tennyson could be your bargaining chip to prevent your eradication. So I give you the choice again: fight me and all of you will die. Surrender Tennyson and your forces to me… in which case, only some of you will die. I await your response soon."

And then the transmission ended and the spider drone reverted back into a sphere leaving the council to deliberate like a bunch of politics would.

"What do we do?" one member asked.

"We need to launch a preemptive strike at the Frontier Lands!" another shouted.

"I say we negotiate with this Vilgax." another pointed out. "We shouldn't add fire to this ever-growing flame now."

"There's no reasoning with a monster like that!" the other shouted.

"Oh, come on," one member pointed out. "He has only one ship. We have our own army at our disposal. We can easily wipe him out."

"That's what our captain thought," Reina weakly replied. "But we were taken out by only a handful of his iron golems. And all of my crewmates were taken down by one warrior. If Vilgax has at least only a few, they can wipe out many. We can't underestimate him or what he's capable of."

"Or we could follow with his demand," Ultear pointed out. "Find this Tennyson and give him to Vilgax. Surely, our people shouldn't suffer because of one life especially since that life isn't even from our world."

"I have a feeling that this Vilgax won't stop at one," Makarov suddenly spoke up, as he looked serious on this. "If anything, if this Vilgax is so desperate to get a hold of this Tennyson, it's only due to fear or the fact he considers him a much bigger threat. In this statement, it's only more likely that this Tennyson might be the only one who can even stop him. Period."

They were going to disagree with it, until Siegrain stood up, "I think Master Makarov is right. If this Tennyson is sought after by Vilgax, it's only because he may be powerful enough to stand against him. If we were to turn him over, we would lose the only chance to defend or bargain against this tyrant. I say instead of hunting him down like a dog and turning him over to Vilgax, we should allow him to come to us in time, and fight this common enemy."

"You're out of your mind, Siegrain!" one of the members shouted.

"If we don't give him what he wants, then he might make good on his threat and wipe us all out!" another shouted.

"No, I agree with Siegrain and Makarov," Yajima spoke up. "This Tennyson might be our best chance. However, I think it would be a matter of time before Vilgax makes good on his threat of invasion. Remember: he said he comes from another world, meaning he's as much a stranger to our world, as we are to him." He looked to Reina, as he asked, "Tell me, what condition was his ship in when you were brought as a prisoner?"

Reina remembered as best she could and then answered, "Well, from what I remembered, they had their iron golems start repairing damages. The ship is mostly intact but torn to pieces but the repairs seem to be going smoothly. There's no telling how long it'll take them to finish rebuilding it."

"Then that settles it." Siegrain spoke up, "This should give us some time to come up with an attack against this Vilgax. As well as time to let Tennyson reveal himself to us."

However, they argued continuously, saying that they should still give Tennyson up in order to save themselves, and to avoid a war. Others still said they had to band together and fight this world-threatening crisis. However Siegrain looked to Ultear and spoke telepathically, "It seems a new player has entered the game of chess."

"But won't this complicate things for your pet project?" Ultear questioned.

"I doubt it." Siegrain remarked. "If this Vilgax becomes an ally, he can help us in ways we can't even imagine. And if not…well, he'll make a perfect distraction. Either way, he'll be helping us all out, so long as it benefits the completion of the Tower of Heaven."

As the council and Ten Wizard Saints conversed with one another about this Tennyson, and whether or not they should give in to Vilgax's demands, Makarov silently and secretly grimaced on his thoughts, "Oh, Ben…what have you not told us?"

Flashback End

After hearing everything Ben sank deep in his chair as he felt that he was put in a corner, which Makarov easily noticed as he said, "I can tell a lot about a person and I can tell you're not as heartless as your adversary. I also know from the survivor Reina that Vilgax's ship is about as air worthy as a one-winged pigeon. It will be a while before he can even plan an attack."

"What about the council?" Ben asked.

"They're still in decision about tossing you to the wolves or using you to fight as their personal lapdog and not get involved," he answered, not too happy on either decision. But then he calmly assured him, "Although to be honest, I say to hell with either decision." He hopped in his chair, "This Vilgax is about as much as any megalomaniac: a load of hot air, and deluded to thinking he can win at anything. AND I SAY IF HE WANTS A FIGHT, THEN FAIRY TAIL WILL GIVE HIM ONE THAT'LL HAUNT HIS NIGHTMARES!"

Ben sweat dropped at that his lack of concern as he commented, "No offense but I don't think you realize how dangerous Vilgax really is. I mean we're talking about a guy who blew up entire planets and conquered others. How many mages do you know that could do that?"

Makarov was silent for a moment as no one came to mind. Then again with what he was asking it was no surprise. "No one that I know."

Ben sighed while still looking serious. "Then you need to take him serious. He's not some pushover who wastes time trash talking and fooling around. He's a vicious Warlord who would have no problem killing anyone in the guild if they so much as looked at him the wrong way."

Suddenly Makarovs eyes became narrowed with conviction that startled Ben at how fierce he suddenly looked despite not growing any bigger. "I won't let that happen. I won't allow any of my precious children to be killed by some overgrown squid man who thinks he can just enter our world and take whatever he wants."

Ben now smiled at his determination. "That's good to hear." He said before his lip took a neutral expression. "However I feel that I should be the one who faces Vilgax. No offense to the others but I don't think they've really faced an enemy who wants to just outright kill them."

Makarov looked to Ben for a moment before he spoke. "Is he really that strong?" he asked in wonder.

Ben shook his head. "Strong is an understatement considering how many times I needed help to win before I grew good enough to fight him on my own. He's strong, smart and relentless which is a horrifying combination. Physically he could crumble a mountain with his bare claws, he is fast enough to catch up to anyone not specializing in speed, has a body capable of taking almost any punishment you give him and has highly advanced weapons to aid him. You're basically up against someone who's ready for almost anything and never lets his guard down."

Makarov said nothing for a moment as he just took in what Ben said. His mind flashed back to when Natsu fought Ben and how he lost when Ben turned into an alien that grew stronger from eating fire and couldn't be touched by mere physical brute force. Natsu was one of Fairy Tails best A-Class mages and for Ben to say that this Vilgax could easily beat him made caution enter his mind. Especially from hearing how he had destroyed entire civilizations and killed who knows how many people when their planets were destroyed.

"Hmm I can agree about keeping Natsu and the others away from him but out of curiosity what about Erza and the other S-Class members. Wouldn't they stand a better chance in taking him down?" Makarov questioned.

Ben hummed in thought as he remembered Erza's armor requip skills. "Well with how Erza seems to have an armor for many situations I think she could have a chance against Vilgax but unless I see her skills personally I can't be sure. Not to mention that I haven't seen the other S-Class members yet."

Accepting that assessment Makarov changed the subject as he stated, "Now then…about the others…" he could see the tension in his face, in fear of anyone else knowing who he was or where he really came from. "Eventually you'll have to tell them about your origins sooner or later," Makarov pondered aloud, as he looked to Ben seriously. "But until then, I'll let you decide on when or where that should be. One thing about this guild is that we don't tattle on others. So don't feel that you have to be forced to tell the truth."

"Well…" Ben began a bit unnerved at what he was going to say. "Actually Erza, Natsu, Gray, Lucy and Happy know the truth about me already. Althought they don't actually believe my story about being from another world."

However instead of looking surprised he just smiled. "Oh I already knew that. After all Erza isn't someone who just lets anyone join our guild without first getting to know them better. When I saw she didn't mind you joining after the interview I suspected she knew more about you than she was letting on."

Ben felt relieved, as he bowed his head, "Thank you, Master Makarov…"

BONK!

Ben was conked on the head by Makarov's staff, as he was rubbing a sore spot on his head, as the old man grumbled, "Didn't I tell you to call me Gramps?"

"Sorry…Gramps."

"Now that's more like it. As for Erza and the others I'm sure they'll believe you. Just give it some time and I'm sure they'll come around. Heck I didn't believe it until I saw Vilgax explain it in clear threats." Makarov said simply.

"Hmm thanks I guess." Ben said before turning around.

"Oh wait before you go, I have a question to ask you!" Makarov started, as he got Ben's full attention. He leaned in close and asked, "What was it like being in Erza's body for those sweet 30 minutes?"

Ben nearly face vaulted, as he sighed, "This place really isn't like Plumbers HQ…"

Back at the Frontier Lands

Death was flying his bike back to their base. However what was noticeable was that there was a large bag in the back of his bike. He had gone into town to acquire some food and whatever good materials he could find for Albedo to use. He had used an ID mask to disguise himself so he wouldn't draw any attention to himself since Vilgax said they shouldn't draw any attention to themselves just yet. At least not until he had everything ready for launching an assault against Fiore.

"Well out of the city and back into hell I go." He said to no one as he kept flying back. "I hope Vilgax has some more work for me to do cause I just know I'll go crazy if I have noth…ARGH!" he said in pain all of a sudden as he spiraled out of control and crash landed on the ground with his bag of supplies spilling everywhere.

Death convulsed on the ground momentarily as he looked like he was having a spasm. He clawed at the burning ground with his nails piercing through and leaving marks. After a moment he seemed to recover as he got up a little sluggishly. Once he got up, he growled in anger at knowing what happened to him.

"Damm it, I'm reaching my time limit!" he growled out before he took a deep breath to calm himself. "I thought I had more time but it seems it's come earlier this year." He said before got back to his bike, lifted it back up and then pressed a button. In a second a holographic window display appeared as Vilgax's image was shown.

"What is it D'arke?" The space conqueror questioned his enforcer.

"Vilgax we officially have a problem." D'arke said without any of his usual wit or disturbed playful tone.

"What is it and why are you just standing there when you should be returning back here?" Vilgax questioned.

"I'm reaching that time again." D'arke said which to anyone who knew Vilgax would've been surprised to see him suddenly widen his eyes in surprise before they narrowed.

"Then there's no time to waste. Return here as fast as you can and I'll then leave to fix your… condition. I can't have you going on a rampage like last time." Vilgax said while seeming to sigh at a memory of the past.

"I will." D'arke nodded before he quickly gathered all the supplies and then speed up back to base like if there was no tomorrow.