A/N: Here's chapter sixty-four! The fight between Erza and Midnight finally comes to a conclusion, while the Emerald Knight and his allies face a much stronger foe!

Disclaimer: I do not own Fairy Tail

"Do your worst, Erza." Midnight held a taunting hand out, "Let's see what your second wind gives you." He smiled, "Even still…none of your attacks will land…"

Jellal watched uneasily from the ground, "Please…Erza…you can do this…"

She darted forward, a lot faster than she had moved since she had started the fight. She reeled back her new naginata back to slice into Midnight. "Move as fast as you'd like, nothing breaks through my reflector." Midnight held his arms out, the blade as before just bouncing off his body. As her blade bounced off, she prepared her other hand, reeling back her palm to smash it into his chest.

Midnight's eyes widened as he flew back, crashing through the nearest building. "W-What…?" He got up quickly, brushing the debris off himself.

She stood tall, chin held high. "Your magic has two weak points." She stated.

Jellal smiled and relaxed once she started her lecture. She had this fight in the bag.

"You might be able to manipulate magic, but you can't do a thing with the body. If you could, you would have choked me rather than my armor."

Midnight's gaze hardened, "It doesn't matter…I could still strangle you with the cloth you're wearing now!" He held a hand out, and Erza's outfit began to wrap around her once more.

"And the other thing." As the robes were wrapping around her tighter, dozens of blades appeared above his head and started falling.

Midnight looked up, his eyes bulging out of his head, "Ah!" The swords cut through him and downed him easily, blood everywhere.

"When you were manipulating my armor earlier, you moved to avoid my sword. Seems you can't multitask. You're either using magic on me, or Reflector magic."

"I…I can't believe she determined how to defeat him so quickly…" Jellal said quietly.

"This armor I'm in." She pulled her arms away like he was hardly using any magic on her, "Infinity Robes. It can stretch far and wide." She smirked, "Hmm. Seems I've found a third weakness."

"Damn it…" Midnight growled, "Just a little sooner…"

"This battle is over." She said firmly.

"If you died just a little sooner…" Midnight licked his lips, "You wouldn't have to see…my ultimate Nightmare!"

The ground started shaking, as Midnight's body began to grow and transform into a dark monstrous state.

Jellal's jaw dropped, "That's impossible!"

Midnight laughed, now a large, black hulking monster, "Say goodbye, you fool!" He held a hand out, a dark energy ball forming in it, once he tossed it at the duo, it exploded,

As they were dazed by the incredible dark light, Midnight sent out shadowy vines. One of them impaled Jellal immediately. He coughed and choked, covered in so much blood it was debatable as to whether or not he was alive. "No, Jellal!" Erza screeched before one impaled her as well.

"Don't you dare even think about dying so easily!" Midnight laughed, "I've just started having my fun with you!" She wheezed out blood, crying out in pain as the tentacle thrashed around inside her.

And then she had enough.

Her eye shut as she swung her blade down across him, slicing him open right across his chest. As blood dribbled from his lips, Erza took a deep breath, "Optical magic does not work on me." She kept her false eye open.

Jellal looked at the ground, where he had been laying this entire time, "But…but Erza and I…he killed us…I saw it…what happened?"

Midnight slowly fell to the ground, a huge scar across his chest now, "No…she…didn't fall for my illusion…"

Jellal's eyes widened, "So it was an illusion…"

"This can't be…" Midnight held his hands up to the sky, "I'm the strongest member of the Oración Seis! Just like father…I…I…no wizard could ever defeat me!"

"One who laughs at the pain of others…" Erza opened both eyes, "Is still very far from reaching such heights…"

Midnight continued looking at the sky. My prayer…was just to find a quiet place to sleep…a nice…quiet place…

Jellal looked surprised, yet relieved, "Erza won…"

"If your wish is to truly be unstoppable," She turned over her shoulder, "You must learn your own weaknesses. Only then will you be able to become a much gentler person."

Brain's staff launched countless volts of blue lightning, reverberating around the tiny dark room they were all in. The attack stopped Natsu and Gray in their tracks, not only causing them pain but stunning them too, "Damn it!" The latter said.

"Stay behind me." The Emerald Knight said, "Electric-based attacks are greatly resisted when used against me."

Natsu and Gray exchanged a glance, moving back behind the Emerald Knight. This time when Brain's staff attacked, not only did the Emerald Knight's shield block it, but his armor absorbed some of the volts that went especially awry.

The staff paused, rubbing his lower jaw with his wooden base, as if stroking his chin in thought. "What's with this emerald brat?" He asked himself, "I'm not going to make any progress on these fools if he's around."

Brain's staff attacked again, but with the Emerald Knight's shield up, the attack was blocked yet again. "Hmm…" He said, then his expression went shocked, "Wait a minute…the…the six demons are…all defeated?" The blue gem in his mouth fell out, "Oh no! This is horrible! He's coming! He's coming!" He screamed.

"What?" Gray asked.

"Oh no…oh no, oh no, oh no…"

"Okay…now he's freaking out…"

"Brain has an alternate personality." His staff explained, "His public face is 'Brain', the man who loves knowledge. But the personality within is 'Zero', the man who loves destruction!"

"Zero?" Happy asked.

"Zero was absurdly strong with magic power, violent, and unpredictable. For that reason, Brain had him sealed away with six keys!"

Gray's eyes widened slowly with realization, "No way…the Oración Seis!"

The staff nodded with sorrow, "Once the organic link magic provided by the Six Demons is destroyed…Zero will be freed once again."

The staff suddenly screamed, looking at the doorway, "Uh…why…hello! Master Zero…" He bowed, (or at least he bowed as well as a sentient staff could bow), "Welcome back!"

The Emerald Knight felt his heat sink, "He woke up already?"

"It seems things have gotten interesting, Klodoa." A growl echoed in the tiny dark room. "It seems even Midnight has been defeated!"

"Yes sir…I-I…I'm so sorry to report…s-sir!" Klodoa said.

"But even so…" The man snarled. It was a complete one-eighty from how Brain talked, how Brain functioned. Brain's voice was cool, cold, a hint of wisdom in it, although sinister. This personality barked like a mad dog, he talked in yells. It was hard to believe that they were supposed to be the same person. "This body…this magic force…it's great to be in charge once again!"

A glow went around Zero as his clothes changed, "I will handle these weaklings, Klodoa." He said, facing Natsu, Gray, Happy, and the Emerald Knight, "Listen closely…you have wreaked havoc on my guild…and as its Master…I intend on repaying that debt in full!" He said. And with a green, militaristic jacket, glowing blood red eyes, and overall paler skin, his looks were more than frightening enough to back up that threat.

The Emerald Knight felt himself shudder. His throat was completely dry. This man was so powerful that even someone with cruddy gauging on magic power like the Emerald Knight himself could feel something emanating from him.

"So does taking down this guy fire you up?" Gray smiled at Natsu.

"Oh, you bet." Natsu smiled back, "This guy and his creepy magic are going down!"

The Emerald Knight looked at both of them in shock. They were insane. How were they supposed to beat this man when they most likely couldn't even defeat Brain? Even together, the odds were against them.

"Although…perhaps I should start with the old fool who managed to inflict so much damage on Brain's body!" Zero aimed a hand at Jura, the frightened dark green magic power flowing around his hand.

Gray stood protectively in front of him, "You're gonna attack someone who can't even fight back? Where the hell's the dignity in that, you freak!"

"Movement in the enemy makes little difference…" Zero said, "As long as they have a tangible form…then they need to be reduced to nothingness!" Zero held his hand up high, "Dark Rondo!" He blasted the huge overarching attack of darkness that was even more effective given the cramped interior.

"Ice-Make Shield!" Gray held his hands out, and a huge dome of ice protected them. Unfortunately Zero's attack destroyed Gray's shield like it was made of paper, and Gray was knocked out immediately, covered in blood. Zero's eyes slid over to Natsu, running at him in full force. Zero held a hand out, blasting more dark magic out. Natsu and Happy were each defeated with one move each.

The Emerald Knight felt his chest tense up even more. It was completely silent, as Zero looked towards his last opponent. The Emerald Knight frowned, he wasn't going to cave in now. He had to fight, "Swords of Retribution!" He held his lance up, launching twelve swords of plasma Zero's way.

Zero snickered like a madman as he ran towards them, holding a hand out, "Dark Capriccio!" He fired off his flaming green beam.

"He dodged them all?" The Emerald Knight asked, moving is shield in front of them to block the attack.

Zero's blinked in surprise, "You…blocked Dark Capriccio?" He asked, "That should be impossible…what's that shield of yours made out of?"

"Emerald Hawk!" He fired out a bird of plasma at Zero, hoping that they were close enough for Zero not to dodge it.

Zero held his hand out, "Dark Capriccio!" He fired his beam again, destroying the Emerald Hawk in a matter of seconds. The Emerald Knight hastily held his shield up to block the attack.

He was full on panicking at this point, but he didn't care. He had on ace in the hole at the moment, and it didn't even directly involve him. But he would be damned if he was to be harmed so early after Wendy had gone through all that trouble to heal him.

The tip of his lance burned with a green flame. He aimed it towards Natsu, maybe it would wake him up and restore him, make him even stronger than he was before, "Flare Star!"

"Oh, I don't think so! Dark Capriccio!" Zero fired his beam again.

Focusing his aim towards Natsu made him completely sidetracked when it came to his shield. It was a headshot. The Emerald Knight screamed and coughed up blood, as his helmet flew off. He collapsed on the ground, making a horrible sound as the heavy armored man thudded against the ground.

"Ha, ha…" Klodoa laughed nervously, since he was basically the only living creature left aside from Zero himself, "That's our Master Zero for you! Well done, sir! Well done! You completely destroyed those pestering brats with hardly a struggle!"

Zero held his hands out, "Well, they're not dead yet."

"…what?"

"I think they're still breathing!" Zero screamed, "These brats need to be taught a lesson once they reach hell!"

"Master Zero! There's no need!" Klodoa said, once Zero glared at him, he recoiled, "I…I mean…Cait Shelter is quickly approaching…" He floated towards the exit.

"Hmm…" Zero followed him out towards the King's Hall.

Klodoa surveyed the land in front of them. Sure enough, Cait Shelter was coming fast, "That guild houses the clan that sealed Nirvana away! All we have to do is crush them and it'll never get sealed away again!"

"How pathetic."

"What?"

"It's pathetic!" Zero grabbed Klodoa, burning away his wooden base with dark magic.

The skull fell to the ground, "I'm…I'm so sorry Master Zero! Please…please f-forgive me! Ah!" Zero stomped on him, crushing him to bits.

"I just want to destroy! Anything and everything!" He said, as the front of Nirvana revealed a cannon, "This will be the first shot I take! I don't need a reason! Everything needs to be destroyed! I will turn this pitiful guild to ruins!"

The cannon warmed up with a glowing white light, about to let loose its humungous laser beam, "Nirvana, fire!"

A/N: Eh, this one's kind of short, but hey, I had the Emerald Knight fight back. (Lucy just kinda stood there). I don't know, I don't intend to be mean to Lucy (though the fact I outright replaced her in this fic pretty much reveals what I think of her) but some of her fights are just…ugh…

Take for example, Lucy and Juvia vs. Vildaldus. Vildaldus aims his guitar at Juvia and says 'you're gonna be my succubus.' And Lucy…just, freaking stands there, and lets it happen. I mean, I get it, Vildaldus was a powerful foe at the time, and neither of them probably understood what the hell he meant, but I mean…come on. If a villain if going to announce something so obvious, then you should at least try to thwart them in the attack, even if it has a 100% fail rate. Thus, I had the Emerald Knight stun Vildaldus, and Juvia was never turned into a succubus like in the canon.

Again, not specifically hating on Lucy, sometimes her fights are just scripted to take as long as humanly possible. Which is fine for me, I guess. More stuff to rewrite.

I'd also like to thank SagelyGuy for the review and the kind words. In less than a handful of chapters, the Nirvana arc will conclude, and we'll be into some fluffage before Edolas.