Disclaimer: Hey guys! Firestorm40 here with a new chapter for you all. I do not own any of the characters except my own OCs. Fairy Tail belongs to Hiro Mashima.

Special thanks to the reviewers and to the readers who Fav/Alert this story, I really appreciate it. So without further ado, Enjoy!

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Somewhere outside Magnolia...

"What can we do...against all these Faces...?" Carla asked as she, Wendy, Lexi and Kiki gazed at the statues in the distance.

"We gotta do something about these things." Lexi said.

"She's right. Doranbolt," Wendy spoke as she turned to face the man standing behind them. "how long does it take to reach Magnolia with the direct line?" Direct Line is a Teleportation Spell that allows the user to teleport to any location in, as the names says, a direct linear line.

"If we go from here we'll have to do a few stopovers..." The ex-council member replied. "No less than 5 minutes."

"That should be more than enough time." Kiki calculated.

"Do you want to join the others?" Carla asked, questioning their intentions to which the sky dragon slayer revealed that she wanted to get in contact with all of the guilds on the continent and in order to accomplish that she needed Warren help.

"With the power of all the guilds...maybe we can do something against Face."

"I agree." Lexi nodded.

"Let's hurry then." Doranbolt said and the group rushes into action back to Magnolia by using his Direct Line skill.

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"The false story ends, and the real one begins." Ki-su spoke as he faced off against Juvia. The Fairy Tail mage had some cuts on her body and her clothes were damaged from the demon's attack but she was still okay to fight.

"Dead? Gray's father?!" The water mage spoke in confusion. "That's just..."

"My prediction turned into human karma."

"Who are you...?" Juvia asked before somersaulting back to avoid getting hit by the demon's attack.

'Can you hear me, girl?' Suddenly a voice spoke to her and her eyes widened in surprise. Are you, uh...Gray's woman!?

"UWAHN!" She squealed, her face flushing full on red at the statement.'N-No...well...are you his father!?'

'It's okay, I'll just tell you something.' Silver's voice continued. 'Defeat Ki-su, the skull in front of you. He's not so strong compared to the other Demon Gates...But he's a Necromancer. He's controlling the president of the council to make him activate the 2,000 Faces.'

'2,000 Faces!?' Juvia thought with worry. This was the first time she heard news about anything regarding Face.

'If you beat him the president won't move and you'll be able to stop Face's activation.'

'B-But if I do that...' The water mage turned her head off to the side with a worried expression. 'You'll also...'

'What...did you know?' Silver asked her even though there was a smile on his face. 'You have to do it...for Gray's sake too.'

"WORAAAAHHH!" Natsu yelled as he punched Tempester with his fist set aflame. Unfazed by the punch, the demon returned the favor by blowing the slayer away with an explosion.

"RAAAAH!" Sora shouted, as he launched at Tempester, who began to dodge them.

"I didn't think there were humans this strong."

"You're a tough shark..." Gajeel and Torafuzar praise each others prowess while Lucy watches on, worried that the trio are having such hard time.

"Wah!" Juvia yelped as Ki-su slashed at her, drawing some blood from her shoulder. 'Father!' She attempted to get in contact with Silver as she dodged some more. 'Can you hear me, Father? I can't hear him anymore. Do I really have to do this? Will it really be good for Gray?'

"I knew that Silver wanted to rebel against us." Ki-su spoke as she dodged again. "He became strong and master Ice Demon slaying magic...he wanted to take revenge on us. But that was fine. I realized that his anger and desire for revenge were the driving force that allowed him to live on. He was a very interesting...and pleasant puppet."

"How can you be so cruel..." Juvia said with disgust.

"Father and son, dead and living will kill each other. This is my story. A story in which I try to create more perfect dead bodies."

"What do you think human beings are?!"

"Tools for my experiments." Ki-su simply stated. "Nice tools."

"Humans..." Juvia snarled at him as she prepared to attack. "won't do as you please!"

"I can make them do so." Ki-su laughed, avoiding her water attack and rushed at her. "Next time I'll kill you...and use your corpse to kill your friends."

"I won't...allow you to do that!" Juvia stated before finding herself trapped by the demon, his entire body entangled with hers

"Then try to destroy me." He whispered into her ear, watching her struggle against him. "The moment he loses his master...Silver will also end."

"Juvia! Kyaah!" Lucy shouted and attempted to get up to assist her but ended up being pinned down by a skeleton under Ki-su's control. "Wh-What is this...?" She exclaimed as the bony face hovered over her.

"Lucy!" Sora noticed that she was in trouble but couldn't do anything since Tempester continued to attack him and Natsu. "Shit!"

"This is the city of corpses." Torafuzar explained as he blocked a punch from Gajeel. "To Ki-su it's like a treasure box."

"What? Aren't you going to erase the ghost of that boy's father?" Ki-su baited the water mage, watching and waiting to see what she does from behind his mask. "Cut the bond between father and son."

"I can't do it..." Juvia cries, refusing to make Gray upset and sad.

"That's why humans are fools. We know humans. Feelings get in the way of reason." Belittling humans, the demon wrapped the water mage in a black mass before ordering it to explode. "They're ugly...lumps of ego."

"Juvia!" Natsu, Sora, Gajeel and Lucy screamed in unison, horrified at what just happened.

"First one." Ki-su grinned underneath his mask as the Fairy Tail mages glared at him with hatred.

'I can't do it...' Juvia's voice suddenly came through, causing everyone to realize that she entered the enemy's body. 'You can't sever the bond between two humans!'

"Gwooohh...she became water...!" Ki-su's body started to contort and shape shift as something from within threatened to burst through. "I wasn't careful! How could I fall into the trap of human magic...?"

'Gray's feelings...His father's feelings...they'll reach each other!' Letting out one last cry of defeat, Ki-su's body blew up and the water mage reappeared without any harm. "Even if they physically vanish...their feelings remain in the others' hearts! I believe in people's power of love!"

"Ki-su was...defeated...?!" The other Demon gates looked at her with shocked expressions.

'Gray...I'm sorry. I'm sorry...I'm sorry...' Juvia apologized over and over as her body trembled.

'That's okay.' Silver's voice floated through her mind. 'Thank you.'

'Father?!' Juvia gasped when she could hear him again.

'Thanks to you I can finally go to heaven.' Silver told her with a grateful expression on his face. We now have a chance to stop Face.

'I'm so...'

'Don't say anything.' Silver told her gently as his body disappeared into little balls of light, leaving Gray standing alone. 'I leave Gray to you.'

"Yes..." Juvia spoke as she buried her face in her hands.

"Dad...rest in peace." Gray said from where he stood, watching the little lights disappear into the sky.

'I leave the rest to you.' Silver's smiling face popped into his mind. 'The reason why I mastered Ice demon slayer magic...is that END is a flame demon. This power...will go from father to son.' Soon three dark bands appeared on Gray's arm like a tattoo.

"As an Ice Devil slayer..." Gray swore as he looked at his new gift from his late father. "I'll be the one to destroy END." Having successfully defeated Ki-su, an exhausted and injured Juvia collapses to the ground as Torafuzar and Tempester remark that Ki-su's Magical Barrier Particle body have grievously ailed her, making her unable to fight anymore.

"I want to...see Gray." Juvia stated tearfully despite how injured she was.

"You will." Coming to the water mage's aid, Lucy pulled her into an embrace. "You'll see him...very soon! ' "Yeah." Juvia agreed as she clung to the blonde for emotional support.

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Meanwhile...

"Certainly looks like you weren't all talk when you said you had the dragon slaying magic..." Mard Geer muses as he continued his fight with Sting and Rogue.

"I'll be taking Lady back to our guild." Sting said.

"And for that to happen, you're going down!" Rogue added.

"You know, for a human, you're the first to be able to stand up against me. The Mard Geer." The demon complemented them in his arrogant way, flipping his hair over his shoulder with a hand. "So I do kind of understand how you'd get so full of yourself."

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"Are you sure this is the way?" Erza asked, looking at the demon in her hand. Somewhere along the way Minerva decided that Erza should be the one to hold onto their hostage.

"Of...Of course...heh..." Franmalth replied truthfully.

"I wonder how Sting and Rogue are doing." The Saber woman mused to herself.

"Believe in them!" Erza told her. "That's all you can do for now. We've got bigger problems to worry about now."

"Yeah..."

"Lady is getting all worried about Sting and the rest of them...it makes me cry..." Lector said tearfully as he wiped away a tear with his paw.

"Frosch agrees!"

"Regardless of the stuff they've done during the Grand Magic games, they might actually be good people." Lily concluded.

"Y'know. Lady is actually a really good cook!" Lector told them.

"What?"

"Can she do fish!" Happy asked with excitement as his tail wiggled back and forth with elation. "Something like pan fried salted mackerel!?" Lily stood still as he imagined the Saber woman in the kitchen.

"She'd make an amazing wife." Lucas remarked.

"That imagination of yours is definitely biased." Lector frowned.

"Get a move on or we'll be leaving you behind..." Erza said, noticing that the Exceeds had stopped walking. They scrambled after her without hesitation, not wanting to anger her anymore.

'Gajeel...I hope he's doing alright...' Lily thought as he followed his comrades deeper down the hall.

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Back to the fight...

"We've got to take care of these guys fast." Natsu said as he, Sora and Gajeel stood side by side.

"I'm bored." Tempester stated with a straight face.

"Yeah...it's time we acknowledge them." Torafuzar agreed. "Not as humans, but as dragon mages." Some weird aura started to surround the two demons, coating them in some brilliant light. "So unless the Etherious' real power is released...we can't destroy them, huh. Then let's...get serious!"

"This looks really bad!" Lucy exclaimed as she watched the transformation.

"No, this is great!" Sora stated, as he entered Solar Angel Dragon mode.

"Well, we're gonna...

"Be serious too!" Not worried at all, Natsu and Gajeel kicked it up one more level too, entering Lightning Fire dragon mode and Iron Shadow dragon mode respectively. The demons had entered their own Etherious form and they didn't look as scary as the dragon slayers.

Torafuzar, in his much larger form, enhanced his aquatic characteristics even further. Massive muscular arms, larger and sharper teeth and finally growing two small fins at his head's sides, whereas the darker section on top of it takes on the appearance of a single, massive webbed fin.

His chin plate becomes more prominent and squared, now sporting a vertical line of studs on each end. In this state, he loses his arm blades, but in turn gains much larger forearms and hands, the latter ones bearing resemblance to gauntlets due to their segmented appearance; the same could be said for his now exposed lower legs, which have taken on a more beastly appearance, sporting talons.

Tempester on the other hand, looked like a massive anthropomorphic lion. His hair becomes much longer and wilder, jutting out in various directions, and he gains a beard, dark snout, and larger and sharper teeth. His body became much more muscular and his arms and lower body were covered in a dark mist of Magical Barrier Particles.

"Gajeel, what is that?!" Lucy asked as she stared at the iron dragon slayer's new appearance.

"That is so cool!" Sora exclaimed in awe.

"Since when did you get like that!?" Natsu added as he glared at the slayer. "Man, that looks really nasty!"

"Geehihihihi...I don't wanna hear that shit from you." Gajeel answered with a smirk. " I ate Rogue's shadow powers. And now I've become stronger than you!"

"Whatever, man!" Natsu spat, feeling his blood boiling. "I have Laxus' lighting, you know! It's way better than yours!"

"Please! I'm stronger than both of you!" Sora smirked.

"Then let's prove it!" Gajeel growled back. "The first to defeat the enemy is the winner!"

"Bring it on, Iron bastard!"

"Alright, the loser has to make a praise song for the winner, how does that sound?!" Sora grinned.

"Oh come on, not now..." The blonde sighed as she watched her boyfriend and two friends bicker.

"I'll be the first!" The trio shouted in unison as they lunged forward, taking both demons by surprise when they were pushed back by the slayers' massive upgrade.

"Solar Angel Dragon's Radiant SunBurst!" Sora yelled, hurling a large golden sphere with white wisps circling it.

"Crimson Lotus: Exploding Lighting Blade!" Natsu roared, swinging his arms around to create a highly destructive vortex of fire and lightning.

"Iron Shadow Dragon's Roar!" Simultaneously, Gajeel gathered and released a large amount of iron and shadows from his mouth, generating a very large, powerful and destructive blast.

"What's with these three?!" Torafuzar growled as he tried to block the iron shadow dragon slayer's attack the best he could. "They're like demons themselves."

"I'll be the winner!" However their next strikes hit each other instead of the demons; the trio were still completely determined to beat the other and win their bet. Angry at one another the three of them continued their bickering.

'Oh dear...' Lucy sighed as she watched them argue. "Guys...can you really not do this right now?"

"Love rival..." Juvia murmured from where she lay on the ground.

"And you..." Lucy looked at the water mage with an agitated expression. "Don't start getting caught up in this while you're talking in your sleep! I have Sora!"

"I'm gonna win!" Natsu shouted.

"Screw that, I'm gonna kick his ass!" Gajeel yelled back.

"Not if I do it first!" Sora challenged.

"We will." Torafuzar decided to step in, cutting off their quarrel immediately. "I invite you...to the deep seas of Hades. Tenchi Kaimei!"  his hands out to the side as he summoned what looked like large tides of black water that ended up flowing all around Cube, even pouring out of the nearby windows like miniature waterfalls.

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"What is all this black water?!" Macao  said, seeing the flood.

"Run for it-!?" Cana shouted.

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"Where is this water coming from?!" Levy wondered as she watched the overwhelming tide come at her from another section of the structure. It didn't take long before she was swept off her feet and tumbled through the current. As she tried to figure out what was going on, something caught her attention, something familiar that was being carried by the current. 'Just now! That was Gajeel's voice.' Strengthen her resolve, she righted herself in the water and tried her best to locate him through the murky liquid. 'I have to find him!

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'Just how vast and extensive is his water magic?!' The iron dragon slayer thought as he looked around the dark material as best he could.

'Where's the surface?' Sora thought looking around.

'I'm running out of breath...' Lucy placed a hand over her mouth in an attempt to keep some air in her lungs. Making his first move, the demon attacked the unsuspecting slayers with his newly enhanced speed.

'You!' Natsu tumbled through the water in an attempt to retaliate but realized that his magic doesn't work.'My flames won't come out!'

"Wahaha!" Torafuzar just laughs at the sad attempt and kicks his enemies away with both his legs, sending them flying in three different directions.

'How does he have that kind of speed underwater?!' Gajeel thought before noticing that Tempester wasn't moving an inch, sitting cross-legged on the floor looking bored out of his mind. 'Meanwhile the other one is just spectating? They're toying with us!'

"It appears they've swallowed some of the black water of darkness." Torafuzar explained as the iron dragon slayer observed his comrades' unconscious bodies, noticing that they weren't responding back to him when he yelled at them to get away. "This water is poison...it brings death within five minutes. Not that human would be able to hold their breath for five minutes underwater anyways..."

Gashink~ Gashink~ Gashink~

'I gotta whop this guy's ass before it's too late!'Gajeel decided after sewing his mouth shut with iron, charging at the demon with his hands pulled back.

"You're not getting away! I've submerged the entire floor!" The demon crowed as he nimbly dodged the attack.

'He's so fast!'

"Deep Impact!" Utilizing his superior underwater speed, Torafuzar came at Gajeel from above with a devastating punch which sent the dragon slayer spiraling downward and crashing into the floor. "Go join Davy Jones' locker at the bottom of this sea of darkness!"

I've got one way to move faster than him in this water! Gajeel thought as he got back on his feet, glaring at the demon with narrowed red eyes. 'My shadow!' Zooming over the demon's head, he turned around and struck out with Iron Dragon's Sword, his blade-like arm slashing across the scaly back.

"Heh!" The water demon smirked, unfazed by the attack and went on the offensive, brutalizing the slayer with a barrage of strong punches. "Nice try!"

'Uggh! He's a friggin...beast!' Gajeel gagged as his body bounced around like a toy, crashing into all sorts of objects.

"This is Tartaros!" Torafuzar roared as he punched Gajeel one last time.

'I can't...breathe...' The iron dragon slayer was unable to move as his comrades continued to float lifelessly around him. The iron bars that sealed his mouth shut were destroyed and he could feel his conscious fading in and out. 'If only there was air...I could take him...Shit...everything's going black...'

'It's our win.' Torafuzar grinned as he watched the floating Fairy Tail mages, crossing his arms over his chest. 'There's nothing else for those puny humans to do anymore.'

'What the hell is with this darkness...' Gajeel thought with disgust. 'Am I gonna die...hmm? Light?'Out of the corner of his eye he saw a small orb of brightness penetrating through the dark and it seemed to be getting brighter and brighter. 'I don't need that right now! Air...give me air!'

'Gajeel!' Having located the iron dragon slayer at last, Levy pulls him closer and gives him mouth-to-mouth. His conscious returns and he could only stare in wonder as his lungs were filled with precious air.

"Gbuh!" The girl couldn't hold her breath any longer and started to drift away from the iron slayer, giving Torafuzar the opportunity to strike as the demon descended upon her unconscious form like the shark he was.

"Where the hell did you sneak in from?! You little rat!"

'THE HELL! HANDS OFF YOU BASTARD!' Reentering his Iron Shadow Dragon mode for a second and wrapping an arm protectively around Levy's frame, Gajeel slammed his elbow into Torafuzar's head and knocked the water demon away.

"Oof!" The demon grunted, kicking up dust and debris as his body collided with the floor.

'Levy!' Gajeel said with worry as he shakes her gently by the shoulder.'Get it together! Levy!' When she opened her eyes he stared at her intently with wide eyes. 'You gave me air didn't you?! Do it once more!'

'Once more...' The blue-haired girl thought about it and the image of their kiss flashed through her mind. A blush appeared on her face. 'No...I was just sharing my air with him...'

'Hurry it up already! Give some to Salamander, Lionheart and the girlies too!'

'I can't...' She shook her head at him, the blush still evident on her face. 'I don't have any air left...and besides, I just gave it to Gajeel because he happened to be the closest.'

'Don't space out!' Gageel snapped his teeth in fury, angry bubbles coming out from the side of his mouth. 'I meant magic! Make some air!'

'That's right! I should have used air magic from the start...' Levy berated herself for not thinking about it before. 'How embarrassing...'

'She's such an airhead sometimes...I swear...' The iron dragon slayer sighed to himself as Levy quickly used a hand to write in the water. 'But a cute airhead nonetheless...'

'Solid Script: 'Air'! The bubble letters formed into a giant air bubble and both slayer and mage quickly stuck their heads in for rejuvenation.

"BWAH!" The iron dragon slayer wheezed, filling his lungs back up with some much needed oxygen.

"Sorry!" Levy apologized for not thinking about it sooner, feeling Gajeel's arm around her.

"Air?!" Torafuzar spat in surprise as he brushed some of the dirt off of his arms and shoulders. "Impossible!"

"Take care of the rest of them!" Gajeel told her, taking a huge breath before diving back to the demon.

"Okay." She replied before taking a breath as well and started to swim towards Natsu.

'Thanks, Levy.' Gajeel thanked her and continued to overwhelm the demon with strength and speed. Going in for a punch, his hand connected with the demon's body but he noticed that his iron coating was shattered and he reeled back with a pained cry.

"I can change the hardness of my body." Torafuzar explained to him, showing off his metallic body. "I, Torafuzar, have the strongest defense of all the Nine Demon gates. You can't break it with your 'steel'. And because you coated your skin in your iron defense you didn't absorb the water's toxins as fast...but it seems it's getting to you now."

'Guh...crap!' Gajeel winced before he was grabbed in the demon's mighty hand.

"You're out of time. Soon Tenchi Kaimei's poison will have spread throughout your body completely." Torafuzar chuckled as he looked around and within his own mind he could envisioned all the other mages suspended in the water. "Everyone submerged in this area...will lose their lives."

'We'll make do with the air but this water...' Levy wince'd as she tried to think of a way to help. 'If we keep taking in this carbon...

"This is your limit." The demon spoke as he continued to squeeze his prey with his hand.

"Ga...jeel..." Levy whispered as she felt the air bubble surrounding her disappear. Seeing everyone around him begin to die, Gajeel felt his mind flash back to just over seven years prior.

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Flashback...

"You again? Gajeel of Phantom Lord." At the time before Phantom Lord waged war on Fairy Tail, the iron dragon slayer was brought before the Magic Council to stand trial for laws he broke. The one who spoke to him was none other than Belno and she didn't look very pleased.

"Whaddaya want now?" He had asked when she approached him outside of the council building after his hearing.

"I know I've told you many times before but...I still think it's better you left Phantom."

"You nag too much." Gajeel spat at her, gritting his teeth together. "Keep your nose out of my business won'tcha."

"Phantom has been getting out of hand recently, and at this rate..." Belno gazed at him with thoughtful eyes.

"Oi, old bat. Who do you think you're ordering around?" He stomped his feet with anger. "I'm Gajeel, the Iron dragon slayer, you know."

"I'll say it as many times as needed." She repeated, unfazed by his threatening tone. "I've seen plenty of tough young one's like you in my time...and despite their actions all of them are just a little lonely inside."

"What the..."

"I'm not telling you that you should live the right way." She continued. "But...at least learn to live a meaningful one."

"Of course I've got one!" Gajeel stated arrogantly, laughing at her with a broad grin. "I'mma be wiping the floor with those Fairy asses soon!"

'A meaningful life huh...' Flashing forward to a point after Belno was assassinated and expressed his anger for being too late, the iron dragon slayer sat on a nearby house roof to reflect on her words. 'I didn't get to have a decent conversation with ya, Old lady...Even after all you've done for me when I was young...Tears dribbled down his face and his hands clenched into fists. I was never able to repay your kindness. He wiped his tears away with the back of a hand. I promise...after everything settles down...I'm gonna focus on those words you once told me...Using all my might...This is all I can do for you. You actually said that to me...didn't you?'

"You're a lot like my son that passed away you know..." Belno had told him once, a small smile on her wrinkly face.

Flashback ends

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'That's...UNLUCKY!' Regaining his grip on the present, Gajeel breaks free from Torafuzar's grip with a mighty roar. 'Watch me from Heaven, Old Lady! I'm no longer that bratty kid you once knew!' He swung his fist at the demon, honoring the ex-council woman's words.'Sure, I might not understand much about the whole meaningful life crap...but...I want to protect those around me!'

"Arrrgh! What's wrong with him all of a sudden?!" The demon growled before getting pummeled by more fists to the face.

'No...I will! And that's my meaning of life!'

"Impossible!" Torafuzar stared in horror as he is beaten away by the dragon slayer. "How could he shatter my defense with just iron?!"

"This isn't just any iron." Gajeel spoke to him, curling his hand into a tight fist. "By absorbing the tiny carbon particles that float in a world covered in darkness..."

'Iron plus Carbon...equals Steel.' Levy smiled as she watched the dragon slayer fight.

"It became steel...?!"

"OOOOOOOOOOO! Steel Dragon Sword!" Enhancing his Iron Dragon's sword with the new carbon element, his hand still took the form of a long sword except it was now made out of steel. Moving quickly, he slashed through Torafuzar's hardened skin like it was nothing but cheese. Immediately, the Tenchi Kaimei is dispelled and mages everywhere fell back to the ground after being released from their water prison. Gajeel stood triumphantly and with pride as Torafuzar lay defeated not too far away. "Don't...forget the song, Lionheart, Salamander."

That's a wrap for this chapter! Hope you all enjoyed it. Next chapter will be updated soon, look forward to it. Comment on your favorite parts and don't forget to vote!

Be sure to review. Until then, see ya!!!