Disclaimer: Hey guys! Firestorm40 here with a new chapter for you all. 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 in the town of Shirotsume, inside the building of a Dark Guild by the name of Ghoul Spirit, they were being attacked.

Inside the building which looked like a guild hall a person was thrown back by someone while the rest of the onlookers view the situation.

Three figures appeared from the shadows. On the left, a tall figure was wearing a long sleeved body suit on the top half of his body it was black with white vertical stripes with images of skulls on his shoulders, his eyes were covered by visor that old knights would use, he had green arm bandages. He had dark blue pants that were covered by a light blue skirt that split four ways, they each had a black 'x' on them.

The middle figure wore a red coat with light pink accents, a black belt was on his torso, he had a rapier on the left side of his body with a Fairy Tail emblem on it. A green Fairy Tail insignia was seen on his left hand. He had long green hair with two spikes protruding from his sides. He was light skinned in complexion and had a beauty mark under his left eye.

On the far right, a woman with light skin and light brown hair that was tied with a band that had a purple rose. She stood with a fan in front of her lower face. She wore clear glasses that covered her eyes. She was wearing a short green dress with dark green accents, long green gloves covered her hands to her forarms, and she had dark, sea green stockings. She also appeared to have pinkish white wings on her back.

The guild members began charging to the three intruders.

"Honestly, what does a guild like yours, that sneaks among the shadows, think they are doing making fun of an official guild...?" the woman in green asked. She lowered her glasses to reveal her eyes and in doing so, the two men speeding to them were frozen in place. Soon they were turned to stone.

"Get 'em!" a member of Ghoul Spirit yelled. Everyone now proceeded to jump the three intruders.

The tall figure had a grin on his face. "Go get them, babies!" he yelled, suddenly five totem stumps with different faces appeared behind the tall figure and they sped to the oncoming Dark Guild members. Each of the totems was blasting green energy beams at the members. Once he saw the carnage they were producing, he began laughing.

"That's enough, Bickslow." The source of the voice came from the green haired figure in the red coat.

"Huh, that's it?" Bickslow asked looking at the green haired figure.

"How dare they form a guild as weak as they are?" the green haired figure said as all the members of the guild were now on the floor, defeated.

"My babies ain't had enough fun yet." Bickslow said.

"More! More!" the 'babies' chanted.

"Then I've got something perfect for you..." He moved some hair from blue eyes revealing his green Fairy Tail emblem on his right hand.

The woman who had her face covered with her fan was next to respond. "Oh, you mean what Laxus was talking about?" she revealed a Fairy Tail insignia on her chest just above her right breast.

"Oh yeah! I've been waiting for this moment forever! So have my babies!" he outstretched his tongue revealing a black Fairy Tail insignia on it.

"Just three of them, wiped us all out!" one of the beaten members of Ghoul Spirit said.

Another member recognized the three. "That's Fairy Tail's Thunder Legion... Laxus' personal guard!"

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Meanwhile in an unknown location Laxus was sitting on a rock with a wicked smile on his face. "My Thunder Legion has returned. Finally, my moment has come." He looked at an over view of Magnolia at night. "Time for the Fairies to destroy each other." He stood and grew a very positive smirk. "Old man, your time is over!"

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The next day, Magnolia has begun decorating the entire city for the Harvest Festival. Makarov and Mira were out shopping for supplies. "The whole city is focused on the Harvest Festival."

"Everyone said they're busy preparing for the Fantasia." Mira said.

"Of course! People will come from all over to see our parade. We can't let them down." Makarov smiled.

"Though it'd be nice if Laxus would participate." Mira said.

"Enough about him." Makarov said wanting to end the subject about Laxus.

"I heard from Levy that he's returned to town."

"He what?" Makarov now looked genuinely concerned.

"Master?" Mira said trying to get his attention.

"He had to come back now, of all times..."

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On the day of the festival, bells were chiming all around the city. Roxas, Natsu and Happy were outside by some food stalls. Roxas was helping Natsu walk around.

"The Festival has begun!" Happy exclaimed happily.

"C'mon Natsu, easy does it." Roxas said trying to keep him on his feet.

"Its time to chow down! Must... eat... must eat everything in sight." Natsu said despite his condition.

Roxas sweatdropped. "Let's Eat!" Happy yelled.

"I'd go easy if I were you." Roxas said. "You still look sick."

Behind them Gray, Lucy and Juvia were watching them. "He still doesn't seem alright." Lucy said as she was wearing a pink jackets over her outfit.

"Is he okay?" Juvia asked.

"Nah, just leave him be..." Gray said.

"You never change do you." They all heard. The four looked behind them to see Warren. He was dressed in a brown and maroon jacket with white and black pants, he had fair skin with dark hair with some highlights in it as well. "I made it back for the Harvest Festival, somehow."

"You take on too many jobs at once, man!" Gray said.

"Wow!" Lucy said astounded.

"I'm the new recruit, Juvia." Juvia said introducing myself.

"Oh, I've heard about you."

"Warren Rocco. He has telepathic abilities." Gray explained.

"Nice to meet you." Warren said.

"It's nice to meet you too." Juvia said. "But... there are so many people."

"People have come from all over to see Fantasia." Warren explained.

"I want to see it too!" Lucy excitedly said.

"Uh, Lucy. You're kind of in it, remember?" Gray reminded.

"Oh yeah! That reminds me, The Miss Fairy Tail Contest is starting soon." She then took away very swiftly. "My Rent!" she yelled while her screams were now getting softer as she got further away.

A light blue aura was now surrounding Juvia as she had an angry face. "Juvia cannot allow herself to lose to Lucy-san."

Gray looked confused and looked to the water mage. "You're going to participate too?" he asked.

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Inside the Fairy Tail guild hall, it was packed with a flood of people. "The battle of the beauties begins! Let's start the Miss Fairy Tail Contest!" Max was on stage but now he was wearing a purple suit with a huge red bow below the collar. "I am Max, the sand wizard, and I will be your host!" While many people were cheering. Roxas, Gray, Natsu, Happy and Elfman were sitting at a table, Happy was resting on Roxas's shoulder. Natsu was eating bread, while Elfman had his arms folded.

"You three don't care about this stuff, right?" Gray asked.

"Hey, I'm hungry!" Natsu said.

"I'm a man!" Elfman gruffly said.

"Where is Ariel?" Happy asked.

"She lost a bet to me in an eating contest, now she has to compete in the Miss Fairy Tail contest." Elfman replied.

"Why would Ariel agree to that?" Roxas asked.

"Maybe she was feeling confident?" Gray suggested.

"It must be embarrassing for her." Happy said.

"Nah, Ariel's got this." Natsu said, still eating.

Max now introduced the first contestant. "Entry number one! The exotic beauty with a bottomless pit for a stomach, Cana Alberona." She was dressed in her regular outfit. The crowd began cheering for her. "Now perform for the crowd, your magic!" Cana lifted a deck of her card before they began to spin and dance around her body. "The cards are hiding Cana's body..." The cards made a huge flash and Cana was now seen in her orange and green bikini swimsuit. "She changed into a swimsuit!"

"I'll take that beer money, thanks." Cana said with a giggle and winked to the crowd.

Lucy looked from behind the curtains. "A swimsuit? No Fair!"

Erza in her armor looked as well. "I see... That's a good idea."

"You're participating too, Erza?"

"When I hear there is a contest nearby, I can't help but get motivated."

"My rent is slipping away." Lucy said with tears falling from her face.

"You guys entered too?" They heard. The four looked to see Ariel behind them wearing a white jacket over her clothes .

"You too Ariel!?" Lucy said in shock.

"Blame Elfman for this. Damn eating contest..."

Max now introduced the next contestant. "Entry number two: She might be new but her skills are S-class. Rain or shine, this woman will steal your heart! Juvia Lockser!"

"May these feelings reach you, Gray-sama!" Juvia softly said to herself. Juvia turns most of her body to water which makes a huge wave. What is seen next is Juvia in a blue and light blue polka dotted swimsuit. "Gray-sama! Did you see!"

Lucy was fuming back stage. "Another one going for sex appeal!?" she angrily said. Erza who was still there nodded.

"At least I'm sure there's a pattern." Ariel added.

"Entry Number three:" Max announced. "Everyone's favorite poster girl of the guild..." Max then clenched his fist in excitement. "Her beauty is known throughout the land! Mirajane!" The crowd were specifically exited to see Mira on stage as she happily waved back to the crowd. "Now appeal to the audience!"

"My specialty is transformation magic, so I'll transform!" When Mira put her hands over her head, the crowd was getting excited. However what happened next was a huge shock as she now had the face of Happy replacing her head. "Head-only Happy! Aye!" she said in Happy's voice. Once this happened many of the crowd were very shocked so see this. Many of those with hearts in their eyes were broken. She changed her face again. "Head-only Gajeel!" Gajeel in the background performed a spit take. While Happy and Roxas were laughing at their table, Elfman looked shocked, Gray smirked and Natsu kept eating.

"You're the only ones happy about this." Gray said to Happy and Roxas.

"Oh man that was great!" Roxas said as he was laughing and pointing.

"Wow..." Was all Ariel could say.

From backstage Lucy was elated. "The crowd favorite just shot herself in the foot!" Lucy said while giggling evilly.

"Entry Number Four: She needs no explanation... Titania!" Max exclaimed.

"That's my cue!" Erza exclaimed. She jumped from backstage and frontflipped to land on the stage.

"Erza Scarlet!"

When Lucy and Ariel heard the cheering the realized how popular Erza was. "She's so popular."

"Well she is Fairy Tail's strongest woman." Ariel reminded.

Erza on stage began to speak. "I will show you a very special requip." Erza was now surrounded in a storm of purple smoke. When her new outfit appeared it was a black short dress that had long sleeves, she wore black legging and was wearing a white blouse underneath it, her hair was tied in a ponytail with a black bow and it was in a pony tail, her bangs in the front of her face stretched down to her chest.

"G-Goth!" Lucy yelled.

"Wow I don't think I've ever seen Erza dress like that." Ariel said

In the crowd Macao looked slightly disturbed. "That's a new look for her."

Entry Number Five! The little Fairy with cutes and Intelligence... Levy McGarden!"

"Levy!" Droy and Jet cheered from the crowd.

"Solid Script!" Levy chanted and made four word appear around her. 'Snow' which was made of white snow. 'METAL' which was made of metal with bolts in the 'E' and a nut formed the 'T'. 'BUTTERFLY' which had several butterflies around the word and had blue and yellow butterfly patterns within the words, and 'FLOWER' which was in green but was surrounded by vines and flowers.

Jet and Droy chanted her name with hearts in their eyes.

"Entry Number Six! The sexy sniper Bisca Mulan!" Bisca was dressed in a purple bikini and had coins with hearts in them in between her right fingers.

She threw them up above the stage. "Requip!" she exclaimed, her magical sniper rifle appeared, she pointed up at the coins she just threw. "The Gunner!" she shot a beam right through the four coins perfectly. She caught them in her hand. Alzack looked at her with hearts in his eyes while muttering how hot she was.

"Entry Number Seven! She's new to the guild, but don't let her appearance fool you, her water dragon slayer magic is simply spectacular! Ariel Vallière!"

As Max said her name she was on stage, five large urns of water shot up into the air and formed a huge water whip that fell on top of her and made a wave of water that quickly evaporated into steam. When the steam cleared Ariel was in a different outfit, she had a blue and white long sleeved shirt that showed her midriff, but it was off her right shoulder and arm altogether, she had a dark blue skirt with black leggings stretching halfway down her legs, and her feet were covered with blue shoes. Her hair was let loose and seemed to float behind her.

Misty made more water from the urns spin around her, making a whirlpool under her making her rise from the ground. Three water blobs shoot to the ceiling, before splashing together, making sparkling little droplets appear all over the room. Ariel made the whirlpool gently let her to the ground and stretched her arms out in a pose with a smile.

Natsu who saw all of had his mouth agape, was blushing and his heart rate rose. "That... was... wow..." he said to himself clearly flustered.

"That was pretty cool." Roxas said.

"Yeah I guess it was pretty awesome." Gray said, but he noticed Nastu had the same impression from a few seconds ago. "Hey, Earthland to Natsu!" he waved his hand in front of his face but it was ineffective. The Dragon slayer looked like he was in a trance.

"He Liiiikes her!" Happy teased.

Lucy saw Ariel's performance from backstage "Wow! She was awesome, everyone is doing their best."

Max now continued with the contest. "Entry number Eight: Our guild's super rookie!"

"That's me!"

"This upcoming star will sparkle with the guidance of Celestial Spirits! Lucy Heart-"

"AHH! Don't say my last name!" Lucy yelled while flailing her arms up and down as she appeared in front of Max. When the crowd began commenting on how cute she was, she gave a smile and waved to them. "If they find out who my dad is, they'll never award me the 500,000!" Lucy was seen to be wearing a blue cheerleader outfit with the Fairy Tail emblem in gold on the left side of her chest, she also had red, yellow striped wristbands with white knee high socks with a single horizontal blue line going across the top part of her socks.

"Knock em' dead, Lu!" Roxas cheered.

Lucy blushed and shyly waved at him, remembering their accidental kiss the other night.

"Now, appeal to the audience!"

"Uh, I'm going to do a cheer dance routine with my Spirits." Lucy pulled out her pink pom-poms and the crowd got excited, that was until...

"Entry number Nine:-" a woman's voice said.

Lucy began dancing on the stage. "Hey! I'm not done appealing yet!"

"If you want a Fairy, then you want me. If you want beauty, then you want me. Yes, I am all you want!" the woman now appeared on stage and was wearing a green dress, she had a fan covering the lower part of her face. "The winner is me! Evergreen!" she exclaimed. "Okay! The idiotic contest is now over!" Lucy screamed comically on the stage.

Back at the table Gray and Elfman looked concerned. "Evergreen?" Gray said.

"She's back!" Elfman said.

"Who is that?" Roxas said, narrowing his eyes.' And why do I got a bad feeling...?'

"What's going on?" Gray asked. "Hey Natsu, what do you think... Natsu." He looked to see Natsu was still in his awe daze, so Gray shook him out of it, literally. "What. Is. With. You?!" Gray yelled while shaking him. Natsu snapped out of it.

"Huh? Did I miss anything... Oh look its Lucy's turn... and Evergreen?" Natsu said while rubbing his eyes.

Makarov had a terrified look on his face.

"Hey, don't get in my way!" Lucy said to Evergreen. "My rent is counting on this, you know!"

Gray had to intervene. "Lucy! Don't look into her eyes!"

Lucy was confused by this statement as Evergreen lifted her glasses and looked to Lucy. "What's with this kid?" her eyes had a multicolour glow Lucy looked into them and in no longer than a second, she was turned to stone.

"LUCY!" Roxas yelled in shock.

Gray Makarov and Max were also shocked by this. The crowd began to wonder what was happening, as they weren't expecting Lucy to be turned to stone.

"This is bad." Max muttered. "Everyone, quickly escape!" he yelled to the audience. Once they got the message they ran as fast as their legs would take them in a huge panic.

Once all of the spectators escaped. Gray, Elfman, Roxas, Happy and Makarov approached the stage.

"What's going on!? Who are you!?" Roxas angrily asked.

"What are you doing, Evergreen?" Makarov yelled. "Do you plan on ruining the festival!?"

Evergreen chuckled at this. "You need some entertainment for a festival, yes?" the rear curtains opened revealing all the girls in the contest were turned to stone just like Lucy.

"Sister!" Elfman yelled.

"Even Ariel and Erza!" Happy added.

"You fool!" Makarov said. "Return them to normal at once!" After he said this a ball of lightning appear, a bolt from that ball struck the stage causing a white flash.

Out of the flash. Laxus with an evil smirk looked at them. "Hey you Fairy Fails. The festival's just getting started!"

"Laxus?" Makarov said.

"You again!?" Roxas angrily said. He then looked up at a pillar elsewhere in the room. "Who's that?"

"Freed?" Gray said in shock. He looked to the opposite side. "Bickslow?"

"The Thunder Legion..." Macao nervously said.

"Laxus' personal guard!" Wakaba finished.

"Ready to play old man?" Laxus asked.

"Enough of this foolishness! Return them to normal at once!" Makarov yelled.

"...Or else!" Roxas finished already now in a fighting stance.

"'Or else'?" Laxus smirked after Roxas' comment. "You really have no idea who you are dealing with do you, Fox brat!? I wonder how many will be left to be in the Fantasia?" A ball of lightning appeared above Lucy.

"Don't!" Makarov said.

"Lucy!" Roxas worriedly yelled but the lightning strike just misses.

Laxus puts his arm around Lucy's stone figure. "These women are my hostages. If you break the rules, I'll shatter them, one by one."

"This isn't funny, Laxus!" Makarov yelled.

"I'm serious."

Freed jumped onto the stage. "Let's just see who the strongest is in Fairy Tail." He said.

"Time for fun!" Bickslow said after he jumped on the stage.

"The rules are simple. The last one standing is the winner!" Everyone aside from Laxus' Thunder God Tribe we're angrily looking at the stage. "Battle of Fairy Tail!"

A punch was heard. They all saw Natsu getting up after punching the table. "I like it! Simple! I'm getting fired up!"

"I like that eager spirit of yours." Laxus complimented.

"Natsu!" Makarov started.

"It's a festival, Gramps. Let's do this!"

"Don't you remember when you got beat by Laxus before?" Warren reminded.

"I was just a kid."

"It was last year!" he said with an annoyed face.

"I was a kid last year!" Natsu said with a smirk as he ran to Laxus.

Laxus remained confident as Natsu was speeding to him. "But I hate that you have no sense of flair. So cool down." Without even moving, Laxus struck Natsu with a lightning bolt.

"Natsu!" Gray yelled, while Warren facepalmed at Natsu's futile attempt.

"See what I said!" Warren said.

"What a man..."

Natsu fell to the ground with a knocked out 'happy' expression on his face.

"Aww, and he just recovered." Happy said flying to Natsu's smoking body.

"That's enough! Whatever you're planning! I'm putting a stop to it!" Roxas yelled.

"So that's the 'Fox Slayer' hmm?" Evergreen began. "I didn't think he'd be this handsome."

Freed looked to Roxas. "I've been curious to see just how strong he is, now's the time to find out."

"What do you say kid? In the mood for some fun?" Bickslow said.

"Fun! Fun!" Bickslow's babies repeated.

Roxas looked to Laxus who kept his evil smirk. Roxas began running to Laxus while performing a battle cry.

"Roxas wait!" Gray warned. Roxas spun in the air forcing a shockwave to hit Laxus, but Laxus moved out of the way in a huge bolt of thunder.

When Roxas was on the stage he couldn't see Laxus anymore. "Too slow brat!" he appeared in front of Roxas, but before he could kick him, Roxas backflipped off the stage. After Roxas landed on the ground he saw a bolt of Laxus' thunder speeding to him, he then engulfed his arm in blue fire and knocked the thunderbolt through the ceiling and into the sky.

"Seems you got spunk, Fox-Boy." Laxus mocked.

"Heh, barely felt it." Roxas shot back.

"If you want these girls returned to normal, you must defeat us!" Evergreen said.

"There are 4 of us, and around 100 of you, right?" Bickslow added.

"100 on 4!" Bickslow's babies chanted.

You have three hours. After that, they just turn to dust, I'm afraid." Evergreen continued.

Laxus continued the explanation "The field of battle is the entirety of Magnolia. When you find us, the battle begins."

"Laxus!" Makarov angrily said. "Stop this foolishness!" he yelled. The guild master, clearly having enough of this now grew using his Titan magic.

"Now, now. I told you to cool off. Its entertainment for the festival, see?" Laxus said. The entire stage was covered in a blinding yellow glow. "Battle of Fairy Tail...Begin!" the Thunder Legion disappeared from the stage.

"Damn it!" Elfman yelled. "We have to save my sister and the others!"

Most of the males now were speeding out of the guild to find Laxus. Alzack followed them after looking at Bisca's stone figure, and he promised to save her.

"That fool!" Makarov yelled. "I'll... I'll stop you!"

Gray tapped Roxas' shoulder. "Roxas we have to go! If we don't the girls will-"

"I know. I can't say if Laxus is serious, but he's taking this way too far. Let's get him!" Roxas yelled as now he .Makarov and Gray were speeding to the exit. Suddenly Makarov and Roxas ran into an invisible force that kept them from leaving the guild.

"Gramps!" Gray yelled. "Roxas!"

"An invisible wall?" Makarov said.

"He's right! I can't get through!" Roxas said with an annoyed tone.

"Don't be silly!" Gray said, as he tried to pull both of them through the 'invisible wall' but they were making no progress.

"What's going on?" Gray asked, struggling to pull his guildmaster and friend from through the wall. Gray then looked up. "What's this? There are characters floating in the air..."

"Freed's Runes." Makarov said.

"Runes?"

"A type of barrier, anyone who steps in its boundary is bound by the rules." Makarov explained. "If you don't obey them, you can't get out." As he said this, a huge dark purple magic circle surrounded the guild. "Establishment Magic."

"What's written?" Gray asked.

" 'Those older than 80 or stone statues may not pass.' " Makarov read.

"Hold on a minute! You're seventeen. How does this rule effect you!?" Gray asked looking at Roxas.

"I have no idea!" Roxas grabbed his head. "There's no way I could be that old!"

"A magic where the guy who sets the rules wins?" Gray asked.

"It takes a long time to write the runes. It is not suited for a sudden battle, but when it comes to setting traps, there's nothing better."

"Well can't you destroy it?" Gray asked "I mean you are the guildmaster and all!"

"The rune's rules are absolute!"

"So we're trapped here?!" Roxas realized.

"Man they planned for everything." Gray turned around. "So I guess we'll have to handle it ourselves."

"Gray..." Makarov said concerned

"Fine, I'll go by myself. I don't care if he's your grandson or whatever, I ain't holdin' back." He said with a dark tone. "I'll get Laxus."

Makarov turned around before thinking to himself. 'Is there anyone who's strong enough to beat Laxus?' he looked to Erza's stone statue figure. 'Erza might be able to... but in her condition...'

"Man, how are we going to get out of this one?" Roxas asked himself, he noticed Makarov look to his left after walking back inside from the exit.

"Who's there?" Makarov asked. Reedus flinched and retreated to hid behind the pillar. "Reedus?"

"You didn't leave with the others?" Roxas asked.

"I-I'm scared of Laxus..." he said.

"Fine, fine. Instead, I'd like you to pay a visit to Porlyusica in the East Forest. She might have some potion that'll cure petrification."

"Oui." Reedus said.

Natsu's nose flickered and he quickly got up and screamed. "You're awake." Happy said with his smile.

"Huh?" Natsu began to look around. "Where's Laxus. And wait, everyone's gone!"

Roxas walked to him. "Oh well I guess you weren't awake for that part."

'Well if Roxas and I are trapped here? Then maybe if Natsu really got serious, then perhaps...' Makarov thought.

Natsu, Roxas and Happy walked to Makarov. "Gramps, where did everyone go?" the Dragonslayer asked.

'Should I really count on his latent ability?' "Natsu! The festival has started! Laxus is somewhere within Magnolia! Get out there and beat 'im!" He yelled while pointing to the exit.

"Alright!" Natsu yelled in jubilation. "Just you wait, Laxus!" he yelled in huge excitement but he slammed into the invisible wall and red coloured runes appeared around the spot where he hit. Roxas, Reedus, Happy and Makarov were shocked. "Why?"

Roxas quickly had a thought. "Hold on. If that Freed guy could set Rune traps anywhere he wants...?" he planted his fist on his palm. "He could set them all over the city."

Soon, the purple runes above them now added new symbols. "Huh? 'Current status report'?" Makarov said. "'Jet vs. Droy vs. Alzack?'" he read. "What is this!?"

"This doesn't make sense! Why are they fighting against each other?"

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A few minutes later....

At the guild, a new line of Runes appeared only this time it read. "'Winner: Alzack. Jet and Droy: Out of action.'" Makarov read.

"What!" Natsu and Roxas exclaimed.

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Meanwhile Laxus is at an unknown location. "I wonder how long you can stand to see the Fairires destroying each other, old man..."

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Next Time: Melee in Magnolia

While Natsu, Roxas and Makarov are stuck in the guild, members of Fairy Tail are now pitted against each other. Will they be able to get out? Who will prevail?

I will be skipping over the fights since they go as canon. Hope you all enjoyed the chapter! Until then, see ya!!!