Cherreads

Chapter 61 - 20

Chapter 20: Tower of Heaven 

Part II

Era

At their Headquarters in the town of Era, the Magic Council had just earlier received information about the Tower of Heaven and the man in charge of it. A man named Jellal, who consequently happened to be Siegrain's twin brother. The nine council members were in a heated debate over what course of action should be taken against Jellal and the tower. However, they had been unable to come to an agreement.

"We must do something to stop Jellal!" Michello stated.

"We should gather information!" Leiji inputted.

"Dispatch the military!"Belno suggested.

Suddenly, Siegrain interrupted the other Councilors' bickering; his expression was now grave as a few trickles of sweat raced down his face.

"You ignorant fools!" Siegrain exclaimed.

Leiji turned to the blue haired Councilor in surprise and anger. "Siegrain!"

"How dare you..." Belno added.

Siegrain folded his arms over his chest. "Only fools would send in the military and risk the lives of hundreds of innocent soldiers. I'm telling you, it's far too dangerous!" He rebuked.

Org narrowed his left eye. "What do you propose we do?"

Siegrain lowered his head and closed his eyes. "This is a precarious situation..." He continued. "If we want to stop him, we'll have to completely destroy the Tower of Heaven... and there's only one way to do that..." The blue haired council member paused and opened his eyes for dramatic effect. "…Etherion."

Siegrain's proposal completely shocked the other eight Councilors, and they had every right to be. After all, what he was suggesting was insane. Etherion could cause destruction on a monumental scale.

"Are you insane?!" Org shouted.

"That's Cross-Dimensional Destruction magic!" Michello said crossly.

"We can't!" Belno disputed.

"Do you know how much devastation it would cause?!" Leiji shouted. "That weapon has the power to obliterate an entire nation!"

"Etherion is an absolute last resort! It is more dangerous than the R-System itself!" Belno mentioned.

"Just hear me out." Siegrain reasoned. "The Satellite Square can pinpoint a target anywhere in the region. If we focus it directly on the tower, we can cause less collateral damage, and destroy the structure."

Ultear raised her hand and declared, "I vote to fire."

Org turned to Ultear incredulously. "Not you too, have you gone mad?!"

"Three more in favor will give us the majority." Siegrain noted. "But we can't let deliberations delay us, time is of the essence! I urge you to vote with me. We cannot allow Jellal to activate the Tower of Heaven!"

Org turned to Siegrain. "But along with destroying the tower, an Etherion blast would no doubt kill your brother." He asserted.

Siegrain lowered his head. "...I realize that..." He replied grimly. "However... it's a sacrifice that must be made."

The giant green sphere structure at the top of the Tower of Heaven was known as the throne room. Inside, intricately designed pillars had been placed around the circumference of the circular-shaped room and many golden symbols were carved on the walls.

Sticking out from the center of the room was a large crystal lacrima with many shards jutting out from it. On the far side of the room, inside a small alcove, was a throne with a red eye-shaped symbol marked in a circle decorated on the wall behind it.

The room was rather dark and carried an eerie feel to it. Sitting on the throne was a man wearing a white collared shirt with a black trim, an onyx coat with a golden symbol emblazoned on the left side, and dark pants tucked inside laced boots. His hair was blue and on the right side of his face was a red tattoo; however, most of his facial features were shrouded in darkness via his coat's hood.

This was Jellal Fernandes, a demented wizard who was the ruler of the Tower of Heaven. Nothing went on inside the tower without him knowing about it.

Standing in front of Jellal was a mildly muscular man with extremely long black hair that reached far below his feet. He had two bangs that framed his face, both of which reached below his waist. He wore a white sleeved shirt with dark red trim, armbands, loose white pants, and shoes.

This was Vidaldus Taka, an attendant and intermediary for Jellal.

Vidaldus had just informed his master that Erza Scarlet had escaped her cell and knocked out Sho in the process. She was currently making her way up the tower, searching for Jellal.

In response, Jellal laughed manically; much to Vidaldus's confusion.

"Master Jellal...?" Vidaldus said.

Jellal ceased his laughing, though an ominous smile remained on his face. "Little Erza's grown into an amazing woman. I must say, I'm impressed." He confessed. "I can't wait to see how this all plays out. Will I prevail, or will it be her? We'll have a game that interweaves past and future. Life and death..."

After tying their boat off to the dock, Ben, Natsu, Gray, Lucy and Juvia stared up at the colossal, twisted body structure in awe and determination. The group then ran down the wooden dock with Ben at the front, each of them had a fire in their eyes; except for Natsu, who was lagging at the back thanks to him still suffering the effects of his motion sickness.

The terrain of the island was very rocky and jagged, devoid of any form of vegetation. The superhero and group of mages sprinted down a rocky path that circled around the shore. On their left were the rocky ledges that served as the base for the tower and on their right was the ocean.

As the team came across a bend in the road, Ben immediately stopped and gave his friends a signal to halt. When the wizards stopped, Ben gave them a hand gesture to take a look. They peeked from behind the rocky bend to see a flight of rock stairs further down the road that seemed to lead straight toward the tower.

However, above the stairs, standing on rocky outcroppings that jutted from the island were several sentries with bizarre-looking, four-legged creatures standing by them. They had small wings extending from their front two legs, large snouts full of sharp teeth, and spiked metal collars on their necks.

Ben wasn't necessarily worried about the guards or the "guard dogs". In fact, he was rather confident that he and his friends could handle them easily; nonetheless, the teen hero didn't want to risk putting Erza and Happy's lives in danger. This meant that their only other alternative was the stealth approach.

"They sure have a ton of lookouts." Gray noted dryly.

"Let's take 'em." Natsu suggested eagerly.

"Bad idea, Natsu" Ben reprimanded. "If we were to screw up in any way, we could be putting Erza and Happy's lives at risk."

"Man. This is gonna be tricky." Gray commented.

Suddenly, Juvia's head and chest popped out of the calm, ocean water on their right. "I found an underwater passageway into the tower." The rain woman informed.

"Seriously? Way to go!" Gray complimented.

Juvia blushed lightly, and then turned to Lucy with a smug expression. "You hear that, Lucy? I was just praised by Gray, not you!" Juvia taunted.

"Yeah, yeah" Lucy sighed nonchalantly.

Juvia climbed out of the water and onto the rocky path. "It's a little far, but I'm confident we can swim there in ten minutes."

Natsu folded his arms over his chest in a confident manner. "We can hold our breath for that long, right?"

Gray shrugged. "Probably"

Ben looked at Natsu and Gray incredulously. "You two are joking, right?"

"That's not humanly possible you two dopes!" Lucy exclaimed angrily.

Juvia held out her hand and summoned a sphere of water. "In that case, I suggest you wear these. It's a water shell containing oxygen. This way you can breathe while underwater."

"Wow. You're awesome." Natsu praised. "But…who are you again?"

Juvia gasped and paled so badly in dismay that Ben could have sworn that she had turned white for a second.

Ben sighed in exasperation and shook his head. "Don't take it personally." He assured Juvia. "He's…a little slow."

"I am not!" Natsu countered furiously. "I'll have you know that I can run real fast."

"He didn't mean that kind of slow, flame-brain." Gray deadpanned, annoyed.

"What'd you say!?" Flames ignited over Natsu's body due to his anger.

"Chill out!" Ben whispered harshly. "Before you alert the guards. Now, let's get a move on."

Juvia placed water shells on Gray, Natsu, and Lucy's heads. When she came to Ben, the teen hero held out his hand to stop her. "No need." Ben then activated the Omnitrix.

"Oh yeah, that's right. You can just change into that fish guy." Gray said, referring to Ripjaws.

Ben smirked as he scrolled through the Omnitrix playlist. "Nah, I've got someone else in mind for this job." Once he found the icon he wanted, he slapped down the dial.

After the usual emerald flash had disappeared, hovering in Ben's place was a blue and white jellyfish-like creature. It had six long tentacles that functioned as two pairs of arms and a pair of legs. It had no facial features, only two green eyes. The Omnitrix dial was positioned on its chest while a white Fairy Tail mark was stamped on his upper left tentacle.

"AmpFibian" Ben shouted in a raspy voice.

The group of wizards blinked in intrigue at yet another unforeseen transformation of Ben's.

"Whoa," Lucy breathed. "A jellyfish, huh?"

"Cool" Natsu grinned brightly.

"Remarkable." Juvia commented with wide eyes. "Your Take-Over magic is even more impressive in person."

"So what can this guy do?" Gray asked.

AmpFibian held out one of his tentacles and the group watched as it sizzled with blue electricity.

"Another guy with lightning powers?" Natsu said.

AmpFibian nodded. "I can also breathe underwater. Now let's get a move on!" He urged impatiently.

The superhero and group of wizards quietly entered the water and dived down. Since Juvia was a water mage, she didn't require a water shell to breathe underwater. The rain woman swam at the front of the pack while AmpFibian and the others followed her lead. As they swam further into the underwater cavern, AmpFibian glanced down at the rocky bottom to see it was littered with human bones and other debris.

Ben felt his stomach slightly twist at the sight of the human remains. 'What the hell has been happening here?' 

Ten minutes later, Juvia stopped and pointed straight up. They looked up to see a large opening at the roof of the cavern with light pouring in. AmpFibian gave Juvia a praising nod before he swam up to the surface, the others following behind him.

When they reached the surface, the group looked around to see that they were in a large, rocky cave with large, intricate metal pillars built around the perimeter and bridges interconnecting them. They then spotted a relatively flat island in the middle of the cave and climbed on it whilst AmpFibian simply hovered over to it.

Once they were standing on the flat rock, AmpFibian, Natsu, and Gray took a moment to scan their surroundings.

"So we're below the tower now, huh?" Gray said.

"I wonder where they're keeping Erza and Happy." Natsu wondered; his scarf was now wrapped around his forehead like a headband.

"No clue." AmpFibian admitted. "We'll just have to look everywhere until we find them."

Lucy, who was now attired in her white bikini, smiled as she took off her water shell. "They may look silly, but they sure do work."

Juvia turned to Lucy with an impish glint in her eyes. "I'm impressed you made it here because I purposely made your shell smaller so you would have trouble breathing."

The Celestial Spirit wizard sweat dropped. "Gee…thanks"

Suddenly, the team's attention was seized by an animalistic roar. They turned forward to see a couple of the bizarre-looking creatures from earlier flying toward them with two riders on them.

"INTRUDERS!" a rider shouted.

"Uh oh," Lucy remarked.

In less than a few seconds, several squadrons marched down the bridges intersecting the large pillars; each squad consisted of dozens of men. They were all armed with javelins or swords. There were also a few more of those pink-skinned creatures standing by them, snarling in rage.

"IDENTIFY YOURSELVES!" A regiment captain demanded.

"Guess we don't have a choice. We're gonna have to fight 'em." Gray stated determinedly.

AmpFibian narrowed his eyes. "Sounds good to me," he proclaimed as blue electricity sparked around his tentacles. "I've been itching to kick some butt for a while now."

Flames ignited over Natsu's body as he scowled at the guards. "You losers wanna know who we are?!" He held up his right arm and summoned a fiery magic circle above him. "We're the wizards who are gonna pound your faces in!"

Natsu punched the ground and caused a blazing, orange smoke cloud to erupt from beneath him and fill the cavern. The guards were all taken by surprise by the display of magic power.

"What the?" a guard stammered, shocked.

The superhero and team of wizards leaped high above the smoke cloud to where they could look down at the soldiers.

"We're from Fairy Tail!" Natsu roared.

The Dragon Slayer inhaled deeply and exhaled a powerful torrent of fire at the guards in front of him. They were easily blasted backwards with burns across their bodies.

"OW! SO HOT!" They cried simultaneously.

Still in midair, Gray quickly summoned an icy blue magical seal in front of him. "Okay, Ice Make: Lance!" 

A barrage of ice lances shot out from the seal and smashed into the guards, sending them careening back.

"AHH! SO COLD!" The group squealed.

Lucy landed on a bridge in front of a group of guards. They immediately had hearts in their eyes and dog whistled upon seeing her bikini-clad body.

"Ooh. She's wearing a bikini!" a guard yelled excitedly.

Lucy pulled out one of her Celestial Keys from her pouch. "Open, Gate of the Maiden: Virgo!" 

With the sound of a bell, a curvaceous pink haired maid with shackles on her wrists emerged from the ground.

"Did you summon me, princess?" Virgo asked politely.

Instantaneously, the guards flailed their arms around in excitement at the sight of the gorgeous maid.

"Whoa! It's a maid!" A man shouted exuberantly.

"Yeah, she's way cuter than the other one." Another guard remarked.

Lucy heard that comment and felt a vein on her temple throb in annoyance. "These pervs need to be punished." She stated, pointing toward them.

Virgo's pupils turned red while she complied, "As you wish."

Without warning, Virgo rushed forward at blinding speeds while swinging her shackles around. The group of men only saw a dust trail and a glimpse of pink before they were sent hurdling off the side of the bridge.

On the bridge a level above where Natsu, Gray, and Lucy were fighting, AmpFibian hovered over a large crowd of guards. The masked men held out their melee weapons and stared at Ben in bemusement and slight apprehension.

"Whoa. What is that thing?" A guard wondered.

"A flying jellyfish thing?" Someone suggested.

"You fools!" a squad captain shouted angrily. "Stop wondering what it is and attack it already!"

If AmpFibian had a mouth, he would be smirking smugly. "If you losers think you can beat me…" He held out four tentacles and discharged powerful bluish-white blasts of electricity at the guards, which sent them hurdling off the bridge with electrical burns across their bodies. "…then you're in for a big shock." He quipped.

"AH! IT STINGS!" The squads cried out painfully as they fell.

Meanwhile, below on the rocky island, a group of guards had surrounded Juvia. The rain woman stood nonchalantly as they attempted to attack her; however, they were shocked when their weapons simply went through her like water.

"Whoa!" A guy exclaimed. "What's with this chick?"

"It's like she's made of water!" Another man shouted.

"I bet our guns will affect her!"

The squadron pulled out their magical rifles and fired a bombardment of blue energy blasts at Juvia. Amazingly, her injured areas turned into water and merged with the rest of her body before returning to normal. The guards ceased their firing, noticing that their weapons were having zero effect on her.

"Whoa! But how?" A guard wondered, astonished.

Juvia reared back her hand. "Drip, drip, drop." she said before swiping her hand in an arc pattern. "Water Slicer!" 

Suddenly, an enormous wave of water erupted from beneath the guards' feet and sent them flying backwards.

In a short time, the team had easily beaten and subdued all the guards. The superhero and mages met back up on the rocky island at the bottom of the cavern. Around them was the rocky debris from the bridges that had been destroyed in their onslaught and many of the unconscious bodies of their adversaries.

"Well," Juvia commented, "that certainly did the job."

"Good work team." Gray praised.

"I hope we're not attracting attention to our…" Lucy paused and sighed, exasperated. "Oh, who am I kidding?"

"I am afraid so, miss." Virgo replied.

Natsu picked up a barely conscious guard by the front of his coat, glaring at him intensely. "So where's the Blockhead, buddy?"

AmpFibian then flew to Natsu's side; it was evident from his eyes that he was scowling at the man. "More importantly, where are Erza and Happy?"

All of a sudden, the team's attention was grabbed by a giant, decorative stone mask carved in the cavern wall above them. The mouth opened wide as a tongue-shaped ramp extended out to where they could reach it.

"Guess that's their way of telling us to come in." Gray suggested.

AmpFibian eyed the ramp warily. "Why would they let us in just like that?"

Meanwhile, in the tower's throne room, Jellal and Vidaldus had been watching the smack-down that Ben, Natsu, Gray, Lucy and Juvia had delivered to the tower's guards via a magic circle. The former watched with intrigue whilst the latter looked on in slight disbelief.

Vidaldus turned to Jellal, and inquired, "Master, why are you letting them into the tower?"

"As I said before, this is all one big game." Jellal responded smoothly. "They were lucky enough to clear the first stage, but they still have a ways to go. I'm just trying to make things interesting."

"But shouldn't we concentrate on the ceremony?" Vidaldus questioned. "It's only a matter of time before the Magic Council catches on to our plans."

"Now Vidaldus, how many times do I have to tell you not to worry about them." Jellal grinned darkly. "The Magic Council…only wishes they had the power to stop me."

After climbing the ramp that had been generously but suspiciously lowered for them, the members of Fairy Tail and Juvia were now in a large room that had stone-carved columns on the walls. But what really captured their attention, especially Natsu's, was a big table lined with various foods and dishes in the center of the room.

Ben had warned them that the food may have been poisoned; however, his warning fell on deaf ears as Natsu ran over and began to devour the feast. Hell, even Gray and Juvia sat down at the table and started to eat; although, the pair wasn't shoving it down like Natsu was. A few minutes passed and it was clear that the food wasn't poisoned. Perhaps this feast was intended for the guards or the Big Bad in charge of the tower?

Ben, Lucy, and Virgo stood off to the side of the table; the former groaning in annoyance.

"Seriously, what is with you guys and eating?" Ben, who had changed back to human earlier, muttered.

"HEY BLOCKHEAD!" Natsu yelled.

"Geez, keep it down!" Lucy barked.

"I don't see the point in sneaking around anymore." Gray countered, chewing on a drumstick. "Not after all the ruckus that went on downstairs."

"True," Ben folded his arms over his chest, "but that doesn't mean we have to deliberately draw attention to ourselves from this point on."

"Princess," Virgo turned to Lucy, "I would suggest you eat something too before there's nothing left."

Lucy sweat dropped. "No thanks."

After swallowing down a mouthful of rice, Juvia explained, "The door that let us in…was controlled by a magic-user."

"And they are well aware of our presence." Virgo added.

"Why would they let us in?" Lucy asked.

"You think they're trying to provoke us?" proposed Gray.

"Possible," Ben held his chin in contemplation. "I wouldn't be surprised if this was all some kind of elaborate trap."

"Not to be rude, but your bikini leaves little to the imagination." Virgo said to Lucy, changing the subject entirely.

Lucy flinched as her face flushed a bright shade of pink in embarrassment. "Should I change?"

The pink haired maid's pupils glowed red again as she held up her hands in an eager manner. "Yes, I'll help you."

"NO! Wait, right now?!" Lucy shrieked.

Suddenly, Virgo swiftly stripped Lucy of her bikini and began to dress her in a different set of clothes. Ben felt his face heat up a little as he quickly averted his gaze away. Gray, however, stared at the scene with wide eyes.

"Holy…" Gray trailed off.

"PLEASE STOP LOOKING AT HER, GRAY!" Juvia begged, tearing up.

A few seconds later, Lucy was now wearing a decorative green and light blue dress with a flower design on the front.

"I brought this over from the Celestial World." Virgo said.

The Celestial mage smiled in satisfaction and posed. "So boys, do I look super cute in this outfit or what?"

"Oh yeah," Gray complimented. "You look great!"

Ben simply nodded in agreement.

"DON'T COMPLIMENT HER!" Juvia shouted desperately.

"He loves her." Virgo stated teasingly.

Lucy, Gray, and Juvia turned white; the former two in exasperation and the latter in horror.

"Don't you start doing that, too." Lucy sighed.

Natsu crossed his arms over his chest and eyed the maid dubiously. "And since when were you hanging out with Happy, Virgo?"

Virgo ignored the Dragon Slayer's question and turned to her master. "I wish you luck, princess." She then disappeared in a flash of gold.

A sudden thought then came across Lucy's mind. "Oh," She turned to the boys, "did you want me to ask her to bring you guys a set of dry clothes too?"

"Nah," Gray replied as he dried off his black pants by a flaming Natsu. "This does the trick just fine."

"He's not a dryer, yah know!" Lucy exclaimed.

Ben didn't need to dry off since he was an alien at the time they were swimming in the underwater cavern. "Sure works like one though." He shrugged.

Without warning, a squad of half a dozen guards rushed into the room armed with javelins. "Intruders! We found them!" A guard yelled.

The team turned to the squad, prepared to fight; however, before they could act, a redheaded armor-clad woman rushed in and slashed her twin magical blades. As a result, the guards cried out as they were sent sprawling across the room, unconscious.

Ben and the others smiled brightly once they saw who the woman was. "ERZA!" They shouted simultaneously.

"Thank goodness you're okay." Lucy said, relieved.

"Ain't that the truth" Ben smiled. "We were worried sick about you."

"She's so cool." Juvia commented with a sparkle in her eyes.

Upon seeing her friends and teammates, Erza gasped as her eyes widened in shock. "It's you! What are you doing inside the tower?" She demanded.

Ben cocked a brow, confused. "Looking for you, of course."

"We haven't met. My name's Juvia…"

Juvia sentence was cut off when Erza regained her composure and stood tall. "GO HOME!" She commanded fiercely. "This place is far too dangerous!"

Everyone, including Ben, felt their jaws slightly gape open from Erza's outburst. Ben shook off his surprise quickly and looked at Erza incredulously. "Go home? Are you serious?!" He questioned. "We came here to rescue you!"

Natsu temporarily ignited his fists and punched an open palm. "You're not gonna scare me into leaving." He declared boldly. "I'm not going anywhere until I give that Blockhead a good taste of my fists! I'm gonna make him pay for shooting me in the mouth."

Ben sweat dropped, annoyed. "Seriously? That's what you're concerned about?"

"You have to go!" Erza ordered.

"But why?" inquired a worried Lucy.

"Your friends kidnapped Happy!" Natsu countered heatedly. "I'm not leaving without him!"

"They got him too?" Erza looked away for a moment. "It must've been Millianna."

"Where can I find him?" Natsu demanded.

"I'm not sure." Erza replied.

"This means war." Natsu stated, clenching a fist.

Gray sweat dropped. "Who are you declaring war against?"

Suddenly, Natsu rushed forward toward the giant door on the other side of the room, leaving a dust trail in his wake. "THE JERKS WHO KIDNAPPED MY LITTLE BUDDY!"

"Wait!" Erza cried. "Natsu!"

"What a moron." Gray muttered.

Ben sighed, resigned. "We better go help him."

Without warning, Erza held out her sword to stop them, making Gray, Lucy, and Juvia jump back in fear. Ben, however, stood his ground but was a bit unsettled by the sword.

"NO!" Erza said forcefully. "You don't have to worry about Happy. Millianna's a cat lover, she'd never do anything to hurt him." Erza then turned her back on the quartet. "I promise I'll bring them both back to the Guild with me, but you four need to leave immediately."

"Don't be ridiculous, let us help you!" Lucy argued.

"I don't want your help." Erza retorted strongly. "This is my problem; it doesn't involve you."

Gray took a step forward. "How can you say that?" He asked. "You saw Natsu. I'd say we're plenty involved."

Erza kept her back turned to them, remaining silent. Ben eyed Erza in bewilderment. Why was she acting this way? What was wrong with her?

"Erza," Ben asked firmly, "What is this tower? And who is this Jellal guy?"

Ben had remembered back in the casino that Sho had mentioned some guy named Jellal being happy to see Erza again. Needless to say, he and the others were curious.

Erza didn't reply and remained silent.

Ben sighed before continuing, "Look, I can understand if you don't want to tell us. You said those creeps that kidnapped you were old friends of yours, right? Well, we're your friends now and we're here to help you. No matter what we'll always have your back just like you'll have ours."

Gray and Lucy both smiled and nodded in agreement.

"Yeah, he's right." Gray agreed.

Erza hunched over a bit, clutching her swords even tighter. "Leave!" She demanded again.

"C'mon!" Lucy whined.

"You're freaking me out 'cause this isn't like you at all." Gray noted; his voice filled with concern. "What happened to the woman who'd tell us to 'shut up and come along' whether we wanted to or not? We wanna stay and help you out. Master taught us that even the strongest warriors need a little backup every once a while."

Ben smiled and nodded. "That's true. I can attest to that. No matter what, we're not leaving you behind, Erza."

Erza turned around. Her lower lip was quivering and tears were streaming out of her left eye. Gray, Lucy, and Juvia gasped in shock. Erza Scarlet, the strongest woman in Fairy Tail, was crying?

Ben's mouth opened a little as he looked at the redhead in bemusement and concern; needless to say, the sight of Erza's tears startled him as much as the other three. As Ben eyed her tears more, he felt his stomach twist in discomfort.

Ben then took note of something else. Erza was only crying out of her left eye. Why was that?

"I'm sorry." Erza wiped her tears away and looked to the floor, crossing her arms over her chest. "But you can't help me now. The odds are stacked against me. Win or lose this battle, I'm staring death in the face."

The three wizards and superhero were taken back by Erza's statement.

"What do you mean by that, Erza?" Ben asked, concerned.

Erza kept her eyes closed and clutched her right wrist guard. "There's no point in fighting what's inevitable. I can't." She paused as she looked at the four with a sad smile. "But what I can do is share my story with you…while I'm still here."

Ben eyes widened from the latter part of her sentence. 'While she's still here? What does she mean by that? Does she think she's going to die here?' Ben wondered.

"This building is the Tower of Heaven." Erza explained. "It's also called the R-System. Over a decade ago, a cult dedicated to Black Magic began its construction. Its purpose was to cast a forbidden spell that brings the dead back to life. The spell required multiple human sacrifices. So the cult abducted citizens of the surrounding areas and forced them to build the tower as their slaves."

Erza paused for a moment. "The only reason I know this is because I was one of those people."

Ben, Lucy, Gray and Juvia gasped from this startling revelation. They couldn't believe what they had heard. Erza was a victim of child slavery?

"Anyone who dared to resist the cult or tried to escape the tower would mysteriously disappear. We never had any peace of mind. We lived in constant fear. But we bonded and made friends despite that…even though we knew we wouldn't be together long. One of my friends in the tower was a boy named…Jellal."

Erza went on to explain how her friends had attempted to escape, but were caught by the cult. As punishment, Erza was taken to be tortured and she had lost her right eye in the process, which had been replaced by an artificial one later on.

However, Jellal had come along to save her and told her that they would have to fight to get out. When Jellal and Erza were captured again, Erza was thrown back into a cell with her friends while Jellal was taken to be tortured in Erza's place.

While in her cell, something inside Erza had snapped. She had grabbed a weapon and amazingly knocked out the guards with extreme force, shocking her friends and cellmates. Erza stated that the cult would never let them go and that they would have to fight for their freedom. Immediately, the other prisoners had rallied around her.

Erza paused from her explanation. Ben frowned sadly as he eyed the armor-clad mage with sympathy. The others shared similar expressions.

Ben was absolutely shocked to hear that Erza had experienced such horrors at a young age. He clenched his fists as he felt a part of him boil in rage at the cultists who had put her and countless other innocents through so much pain and terror.

He glanced over at Lucy, Gray, Juvia, and back to Erza. It was then that the teen hero had a realization. All of his teammates and friends had experienced a hard past life. Gray had lost his family and home to Deliora, Lucy lived with a demanding father who didn't care about her, Natsu was abandoned by his dragon father, and they now knew that Erza had been kidnapped from her home and forced into slavery as a child.

'Everyone on the team has had a rough, hard life.' Ben thought sadly. He looked to the floor, a tear threatening to fall from his right eye. '…Erza…I'm so sorry…'

"So we took a stand for our freedom." Erza continued. "We hoped to save our dear friend Jellal. He was like the leader of our group back then. He had a strong sense of justice that I truly admired." She paused and glanced back at the group with narrowed eyes. "However…something happened to him. It's almost as if he became an entirely different person. There's only one way I can describe Jellal's new persona…pure, unadulterated evil."

Erza continued her story of how she and the other prisoners of the Tower of Heaven had risen against the cult. Things had seemed hopeful until magic soldiers appeared and began to take them down. Erza would have been killed if not for Grandpa Rob, an old wizard who happened to be from Fairy Tail and a role model for Erza, who took a magic blast for her.

Ben felt his insides cringe painfully; it sounded vaguely familiar to something Ben had experienced not-so-long ago. He shook his head from the awful memory and refocused on Erza's story.

Just before Rob passed on, he told her that true freedom lied in her heart. In her darkest moment, just after Rob had died, Erza had awakened her magic power and telekinetically used the weapons and tools scattered across the construction site to attack the cultists; much to everyone's shock.

From that moment on, everyone's determination and resolve had been restored, and they all continued to fight on. In the end, they had won. The Black Magic cult had been defeated.

But despite their victory against their oppressors, the Jellal they had all known had been lost. Erza described to them how drastically Jellal had changed. He had truly become evil.

Despite her best efforts to convince him to leave, Jellal stated that he and the others would stay behind to complete the tower so that they may resurrect Zeref. Jellal then gave Erza an ultimatum: he would let her go free, but if she ever told anyone about the Tower of Heaven, he would destroy the tower and all her friends.

After that, Erza had woken up on a beach shore alone. Though she was free from the tower, she had lost so much in the process.

When Erza was finished, she sniffled while tears raced out of her left eye. Ben and the others remained speechless. They couldn't believe something so horrible had happened to Erza. Ben looked away with closed eyes, feeling his insides twist in pain once more. The ability to stay stoic and keep his emotions under check was becoming very difficult.

"I have to fight Jellal." Erza declared weakly. "I have no choice. I have to do it."

A moment of silence passed before Gray spoke up. "I don't know. Maybe it's just me, but for some reason the name Zeref does sound familiar."

"I'm sure." Erza replied. "He was a legendary Black Wizard."

"Wait a minute," said Lucy, "I remember someone saying that the monster that came out of the Lullaby flute was one of Zeref's demons."

"I never mentioned it, but I suspect that Deliora was one of the demons from the Book of Zeref as well." Erza replied.

Ben closed his eyes and mused, "Man. This Zeref guy sure liked making giant, killer monsters." He then opened his eyes and looked back at Erza. "So if this Zeref is as evil as you say, why would Jellal want to resurrect him?"

Erza turned back to him. "I don't understand his motives either; however, my old friend Sho mentioned something to me about Zeref getting them to heaven and when that happens the world will be reborn and they will become its rulers."

"Okay," Ben cocked a brow, "that sounds like a problem."

Lucy touched her chin in thought. "Erza, something still confuses me about these people who claimed to be old friends of yours. Why are they accusing you of betrayal? Don't they realize that Jellal is the bad guy here?"

"There's no doubt that Jellal's been feeding them all sorts of lies since he banished Erza from the tower." Ben deduced.

"Exactly," Erza concurred. The re-quip mage then lowered her head in shame. "But that doesn't change the fact that I abandoned them long ago. In the end, I guess you could say that I did betray them."

"Because he threatened to kill them if you ever came back, you couldn't have saved them!" Lucy argued.

"None of that matters anymore." Erza countered. She was silent for another short moment. "If I can defeat Jellal, then this will all be over. Leave it to me, okay?"

Ben narrowed his eyes at Erza suspiciously. He recalled something that Erza had proclaimed earlier. "The odds are stacked against me. Win or lose this battle, I'm staring death in the face."

'She's hiding something. It's clear that she thinks she's going to die in this battle. No matter what, I can't let that happen.' Ben thought determinedly.

Suddenly, before anyone could comment, Sho walked into the room while wearing an agitated frown. "Sister, that's not true. Why? Why are you lying to them?"

"Sho?" Erza said.

"You think by making yourself the martyr you're going to get sympathy from your friends? Tell them the truth!" Sho shouted angrily. "That's not how it happened and you know it! You blew up the boats we were going to use to escape, and then you left on your own.

"We would've wound up at the bottom of the sea if it hadn't been for Jellal. He saved us! He warned us not to trust wizards like you, the ones who hadn't learned to use their magic properly. He said that you had become drunk with magical power and that you didn't want anything to do with your past or the people you left behind!" Sho finished.

Ben narrowed his eyes angrily at the blonde haired card mage. He had plenty of reasons to be furious with Sho. Not only did Sho help kidnap Erza and kick him in the gut while he was tied up, but now Sho had the audacity to call Erza his 'sister' while he accused her of lying?!

Ben inwardly sighed. He knew that it wasn't all Sho's fault. Like he said earlier, Jellal was feeding him and the others all kinds of lies since Erza was cast out from the Tower of Heaven ten years ago. Still…

"Sho, did you ever think…that Jellal might be lying?" Ben inputted, glaring intensely at him.

"If you truly knew Erza you'd know that she'd never do something so horrible." Lucy added.

Sho's eyes widened. He took a step back as his body began to tremble slightly.

"You only think you know her." Sho disputed, tears beginning to fall from his eyes. "You weren't there back then. You don't know anything about us!"

He then turned his gaze on Erza. "After you left, Jellal's words were my only salvation. And that's why…I spent all these years working to finish the tower for him. I did it for his sake! Now you're trying to tell me it was all a lie?!" Sho paused as more tears raced down his face. "You really expect me to believe that's the truth and that Jellal's been lying to us this whole time?!"

"That's right." A male voice spoke out.

All of a sudden, a black haze materialized in front of the group as Simon appeared out from the darkness.

Gray clenched his teeth and narrowed his eyes in fury at the large man, who had attacked him back at the casino. "Why you…" Gray took a step toward him, but was stopped by Juvia's outstretched arm.

"Wait, he doesn't pose a threat, my dear." Juvia stated calmly. "He never meant you any harm. At the resort, he knew he was attacking your ice decoy."

Gray arched a brow, confused. "But how?"

"Since it was he who cast the darkness spell, it had no effect on him." Juvia answered. "I came along in the hopes of discovering why he spared you."

"I'd expect no less from a former member of Phantom's Element 4." Simon responded.

"I don't understand." Sho voiced, gaining the group's attention once more.

"I had to fool you and the others into thinking I had killed him, but I had hoped our attack would lure them here." Simon clarified.

Sho clenched his teeth and looked away while closing his eyes. "So you were lying to me too? How could you do that to me?"

Simon stepped forward and laid a comforting hand on Sho's right shoulder. "I'm sorry." He said sincerely. "Jellal had you under his spell and I couldn't convince you otherwise. So I played along until the time was right."

"So… you knew all along?" Erza realized.

Simon turned around and looked at Erza softly. "I've always believed in you, Erza, and there's nothing that can change that."

Erza gazed up at her old childhood friend and smiled warmly. Simon then took her right hand and held it gently. "I mean those words from the bottom of my heart."

"Simon," Was all Erza could say as she embraced him tightly.

Ben, Gray, Lucy and Juvia simply smiled at the heartwarming scene, the reunion between two old friends. Lucy even had to wipe a stray tear that leaked from her eye.

"I never knew." Sho had fallen to his knees with his eyes clenched closed and his teeth gritted together. "I can't believe I blindly followed him all these years. I doubted you." He then opened his eyes, more tears pouring out of them. "Cause you left me all alone. You have no idea how much that hurt!"

Sho hunched over and slammed his clenched fist on the floor, and finally broke down into a sobbing fit. "I don't know what to do! I don't know which one of you to believe in anymore!" He cried.

The team looked on with melancholic expressions at the crying wizard. They couldn't imagine how rough it was for Sho after Erza had been expelled from the tower all those years ago.

Erza stepped toward him and kneeled in front of him. "I know this must be hard, taking all this in at once. But Sho…there's something that you need to know. Though it's been many years, I have never once forgotten about any of you." declared Erza.

Sho ceased his crying at his 'sister's' words. Erza pulled Sho to her and hugged him gently. "I'm sorry I couldn't stand up to him, but I was so weak back then. Please forgive me."

"Now you're stronger and ready to face him." Simon stated. "Isn't that right?"

Erza simply nodded in response.

Simon turned to Ben, Gray, Lucy and Juvia. "I've waited all these years for this moment. A group of powerful wizards would gather here."

'I'm technically not a wizard, but I'm just as effective.' Ben mused.

The teen hero inwardly shook himself from his thoughts and returned to reality. "So, what do you have planned?" He asked.

"We're going to take down Jellal." Simon responded strongly. "We can do it if we work together."

The group nodded in determination. Erza stood up from the floor with a similar expression on her face. Sho, meanwhile, remained on his hands and knees, still trying to process everything that he had just heard.

"But first," continued Simon, "we must keep Salamander and Wally from clashing."

"Leave it to me." Ben affirmed as he activated the Omnitrix. "I'll find him and we'll met back up with you guys."

The group eyed the shape-shifter curiously.

"How do you plan to find him?" Simon asked.

Ben looked up at the tall, muscular wizard with a confident smirk. "Simple. I track his scent." Once he found the head icon he wanted, he pressed it, and then slapped down the core.

The group of wizards was forced to shield their eyes from the usual emerald lightshow. When the light died away, standing in Ben's place was a giant, car-sized dog creature covered in orange fur. It had sharp claws on its paws and black gills on the sides of its throat, but the most peculiar thing was that it had no eyes. The Omnitrix symbol was positioned on the creature's chest and a black Fairy Tail mark was on its front left shoulder.

This was one of Ben's original ten transformations, Wildmutt.

Ben let out a series of howls and snarls, exclaiming his name in the Vulpimancer language.

Lucy lightly squealed and took a frightful step back while the others simply stared at the orange creature in slight awe and intrigue.

"What is that form?" Juvia asked calmly, though her eyes were wide.

"Why doesn't it have any eyes?" Gray wondered.

"I believe Ben called this form, Wildmutt." Erza explained. "He told me that while in this form he is unable to talk; however, his sense of smell rivals that of Natsu's."

Wildmutt lifted his head as his gills sifted through the multitude of smells around him. He paused when he came across a smoky, campfire type scent. Wildmutt knew that smell could only belong to one person. The Vulpimancer raced forward toward the door and through the corridor, locked onto Natsu's scent.

"Looks like he's got Natsu's scent," Gray noted.

"You think he'll be alright?" Lucy inquired.

"From what I've gathered," said Simon, "your friend is very powerful. If anyone can get to Salamander in time, it's him."

Erza smiled and nodded in agreement. "Yes. I'm confident in Ben's abilities. He'll be okay."

Simon glanced at Erza and took note of a certain glint in her brown eyes. 'I've seen that look before…years ago.' He then looked in the direction where Wildmutt had run off. 'Hmm…I wonder…that Take-Over wizard? Yes…most likely…' 

Simon shook his head and returned to reality. "Nevertheless," he advised, "we need to get a move on quickly."

Era 

The Magic Council was still debating on whether or not to fire the Etherion Cannon. Most of them were still unsure as to if there were any other alternatives to the problem at hand.

"The time for action is now!" Siegrain proclaimed. "We must use the Satellite Square to fire an Etherion blast directly at the tower!"

"The R-System is forbidden magic that we cannot allow to become part of our recorded history; therefore it has to be destroyed." Ultear added. "Why can't you see that?"

"Etherion would obliterate everything in its path, including any innocent civilians within the tower!" Org argued.

"Not to mention your own brother's life is at stake!" Michello disputed. "If you fire the Etherion, he's sure to die! Would you be able to live with that guilt?"

"If it's for the greater good..." Siegrain claimed.

"Although lives of innocent civilians will be lost, we must stop him." Leiji lowered his head. "It's a sacrifice that must be made now..."

Org turned to Leiji incredulously. "How could you say that?! Can you imagine how we'd be vilified if we attack Caelum without warning? We'd go down in history as mass murderers!"

Belno closed her eyes and folded her arms over her chest. "I will sacrifice my reputation in order to save countless lives..."

Org looked at Belno in disbelief. "You can't be serious!"

"Think of how the R-System will affect future generations." Leiji asserted. "How can we teach our children the value of life if the dead can be resurrected?"

"We have to put an end to this." Belno raised her hand. "I would like to vote in favor of an Etherion attack."

"...We need one more..." Siegrain murmured.

...

In the Tower of Heaven's throne room, Jellal sat at his thrown, grinning forebodingly.

"Just a single vote..." Jellal rested his chin on his right hand. "That's all it will take, and then... it's game over..."

The evil, blue haired mage chuckled ominously as his mysterious plan began to unfold.

Meanwhile, in another section of the tower, Natsu was running down a long corridor with a full head of steam. When the pyromaniac spotted an open door on his right, he came to a halt and took a peek inside. Needless to say, he was a bit dumbfounded by what he saw.

The entire room was cat-based. The furniture, the wallpaper, the tiled floor, stuffed animals, and various items were all feline-themed.

"Geez, what's with this place?" Natsu wondered. "There are cats everywhere!"

Natsu walked in and looked around the room. His eyes widened as a bright smile grew on his face when he spotted one object in particular. Lying on a white dresser was a giant, rounded cat helmet. It was primarily mint green with three maroon markings on its face and a pink heart in the center of the forehead.

"Ooh! I like that giant kitty head!" Natsu shouted exuberantly.

He went over to it and picked it up. "Oh, it's some kind of mask!" In his excitement, Natsu placed the green cat helmet on his head.

Natsu began to take a few fighting poses. "Alright, let's go Happy!" He took on another stance. "Aye, sir! Ha-ha…ah, I'd make a good cat."

Natsu chuckled as he tried to pull the mask off; however, he discovered that it wouldn't come off. The fire wizard put more strength into his arms to remove the helmet, but was met with negative results.

"NNNOOOO!" Natsu yelled.

Realizing he couldn't get it off, Natsu slumped his shoulders in defeat. "Man. It's stuck on my giant noggin. What am I gonna do?" He asked no one. After a short moment, the Dragon Slayer perked back up, his positive attitude returning. "Oh well. It looks cool, so who cares?"

Meanwhile, standing by the door, a man whose body seemed to be comprised of blocks leaned against the door frame. He wore a royal blue suit and black, oval-shaped glasses. His right arm was transformed into a gray rifle with a black scope on top.

Wally tipped his hat and smiled roguishly while holding up his Polygon Rifle. "Well, ain't that dandy?" He remarked.

"Ha-ha, ha-ha, oh man! Happy's gonna freak out when he sees me!" Natsu laughed as he jumped around with his arms up. "Ooh, maybe I can scare Erza while I'm at it. He-he-heh…" the fire mage stopped when a sudden thought came across his mind. "Wait…I know Lucy's totally gonna jump out of her skin. It'll be hilarious!"

Wally aimed his rectangular-shaped rifle at the back of Natsu's head. "End of the road for you, boy." He grinned.

"Hah-hah-HAH-CHUUUU!" Natsu sneezed. "OH MAN! I can't wipe my face. GROSS! Man, I should really take this off." He tried to pull the helmet off again, but it still refused to budge.

"Let me give you a hand, pal." Wally smirked slyly.

Suddenly, just before Wally took the shot, an animalistic roar echoed down the corridor. Wally turned around only to see an orange blur rush into the room and crash into him. The block-shaped man fell to the floor and looked up to see a giant, orange dog-like creature standing over him; it was growling viciously down at him.

Without warning, Wildmutt bit down on Wally's Polygon Rifle and lifted him up, shaking him back-and-forth.

"WHAT THE?!" Wally yelled, shocked. "LET GO OF ME YAH MANGY MUTT!"

Wildmutt released his hold on the Blockhead while jerking his head hard and sent him crashing through the wall, leaving a rather big hole in it. Startled by the commotion, Natsu turned around to see a large, orange dog standing in the room; although, he could barely make out the details of the creature since his vision was limited thanks to the cat helmet.

"Huh? What? This tower's got giant guard dogs too?!" Natsu yelled, stunned.

Wildmutt turned to Natsu and knew that it was him, due to his voice and the strong smoky scent wafting off him. The Vulpimancer lifted his front, right paw and tapped the green hourglass disk on his chest. In a flash of green, Wildmutt transformed back to Ben.

"Natsu, glad I found you." Ben then blinked twice, performing a double take at the big, green cat helmet on Natsu's head.

"Ben? Is that you? How'd you find me?" the Dragon Slayer asked.

Ben blinked again, still dumbfounded by the cat helmet. He shook his head and replied, "Huh…I used Wildmutt to track your scent, but the bigger question is…why are you wearing that cat head?"

Natsu shrugged and folded his arms over his chest. "I thought it looked real cool so I put it on."

"Cool?" Ben laughed. "Ha…more like hilarious! Man. I wish I had my phone with me so I could take a picture of this."

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