The Demon Eyes in Fairy Tail

Itachi ran towards the exit, when he reached the end of the tunnel he ended up in a forest where everyone else that passed the first trail was waiting for him, including master Makarov, Gray and Erza. The ones that had passed the first trail were, Cana, Freed, Evergreen and Itachi.

"Greetings brats! You all did well to get this far. Cana defeated Macao, Freed defeated Bickslow, Evergreen defeated Wakaba, and Itachi defeated Laxus." Makarov said with a smile while most of them looked at Itachi in shock, one in anger.

"H-He beat Laxus? How is that possible?" Freed questioned gritting his teeth as he glared at Itachi who looked calm.

"He must have cheated, right?" Evergreen questioned while sweating nervously.

"No, the master witnessed every fight. He couldn't have possibly cheated." Freed replied.

"Amazing onii-san!" Erza said with a big smile. "You were amazing!"

"Thanks, Erza." Itachi said and petted the redhead's hair.

"Got to admit, I never expected you to beat Laxus." Gray said while grinning.

"That should knock that brat down a notch." Makarov muttered to himself referring to Laxus's ego.

Cana looked at Itachi a little nervously, how could she win against him? Was the question going through her mind, heck it was going through the other two candidates' minds as well.

"Now on to the next trail. It will be a treasure hunt to find a certain key in these forests. That key will open the door to the final challenge on the other side of the island. Of course, you will have to fight all the monsters lurking around in those forests, plus each other. Whoever gets the key to the gate first wins the second trail. Understood!?" Makarov explained the second trail as he raised his arm.

""Yes!"" The challengers replied.

"And start!" Makarov said as he lowered his arm. The moment that happened Itachi leaped into the forest at high speed jumping from tree to tree. Everyone was left gaping while Makarov simply chuckled. "Better hurry up." When Makarov said that everyone else ran towards the forest. "Gray, Erza. Let's head to the gate for the final challenge."

"Yes master." Erza replied.

"Coming old man." Gray replied as both him and Erza followed the master.

With Itachi

Itachi jumped from tree to tree with his sharingan activated, as he looked around the area. "Would have been much easier with byakugan, but judging on how the master thinks. The key is probably in the center of the island, that way more of us will have a chance of stealing the key from another before whoever has the key reaches the gate for the final trail. Also, it should be in the area filled with most monsters in order to make it more of a challenge. That narrows it down, now where are most of the monsters?" Itachi questioned as he stopped on one tree branch looking around. "There are the others, and over there is the master, Erza and Gray heading towards the final trail. Hmm, there!" Itachi said and leaped towards that direction.

As Itachi jumped from tree to tree his eyes noticed something. 'Someone is following me.' Itachi thought.

With Makarov, Erza, Gray

They all looked into four different crystal balls that showed each of the contenders. "What's this? Seems Itachi figured it out pretty quickly." Makarov said.

"Of course he did, onii-san is the strongest smartest person there is." Erza said with confidence, well she hadn't meet anyone stronger than Itachi yet so it's understandable.

"Looks like someone else figured it would be best to follow him." Gray said looking into one of the crystal balls.

"Hmm, this should be interesting." Makarov said with a grin.

Back with Itachi

Itachi didn't pay any mind to the person following him, and focused more on what was ahead. Itachi jumped out from the woods and spotted something shiny sticking out from a mountain side. But the way to it was surrounded by different beasts, some that looked like some dinosaurs, other like some crocodiles, and other looked like rhinos. They all looked at Itachi who looked at them with his sharingan spinning. "Sleep." Was all Itachi said when suddenly they all began to look drowsy and fell down on the ground snoring. Itachi then leaped towards the key and pulled it out, when a bullet made out of light hit the ground beside him. "I was beginning to wonder when you would reveal yourself, Evergreen."

"Just hand over the key handsome, and I will let you walk away." Evergreen said with confidence.

Itachi then brought out a scroll, he opened in high speed and placed the key in the center of some marks. Then Itachi bit his finger drawing a trail of blood on the paper before making some hand signs and slamming his palm on the center of the marks. "Seal!" The key then vanished in a puff of smoke.

"Wh-What did you do?!" Evergreen questioned.

"I sealed the key inside of this scroll, and only I can open this seal." Itachi replied before placing the scroll in his pocket.

"Th-That's cheating!" Evergreen accused.

"No, I'm just being smart in order to insure my victory. Besides this isn't against the rules the master mentioned before the exams." Itachi argued. "Besides I defeated Laxus, what makes you think you stand a chance against me alone?" Itachi questioned.

"What makes you think she's alone?" Freed said as he stepped out from the forest.

"Let me guess, you decided to team up against me. Then once you beat me you will beat Cana and then fight each other for the key, right?" Itachi asked not seeming bothered about the odds.

"Precisely." Freed replied bringing out his sword.

"How foolish. It's about time I taught you a lesson that numbers don't always matter." Itachi said as his sharingan began to spin around.

"You underestimate us, just like Laxus underestimated you." Freed said pointing his sword at Itachi.

"You want to know something?" Itachi questioned.

"What?" Freed questioned.

"I didn't even use my full power against Laxus. Which by the way, he used all of his." Itachi replied.

Evergreen and Freed began to sweat a little before they put their game faces on. "Charge!" Freed ordered.

Fairy Machine Gun!

Evergreen released a torrent of energy needles that flew at Itachi at high speed. Itachi dodged every needle with his sharingan seeing everything moving in slow motion, making it easier for Itachi do avoid damage. Itachi then threw a kunai with a paper bomb tag on it that stabbed the ground in front of Evergreen. It exploded making some smoke when suddenly Evergreen flew out of the smoke with something that resembled fairy wings on her back.

Some walls of runes surrounded Itachi trapping him. "Good luck escaping that." Freed mocked. Itachi looked around with his sharingan then he looked at one spot on the wall and placed the palm of his hand on it and sent a surge of his energy through it, making the walls collapse. "W-What the?!" Freed questioned.

"My eyes can see the weak spot of your barrier." Itachi replied when he noticed one of Freed's eyes turned black with his pupil turning purple.

Dark Ecriture: Pain

Freed sliced his sword in the air sending some runes at Itachi. Itachi suddenly felt a surge of pain in his body. Freed continued to slice the air making the pain in Itachi increase. 'Wh-What is this? An illusion?' Itachi thought using his sharingan to look on his body seeing the signs of runes. 'This…' Itachi fell to his knees clutching his hands on his stomach as he had only felt this amount of pain in the early stages of his sickness.

"That's the end." Freed said with a smirk, then he widens his eyes in shock.

Itachi got up and leaped at Freed delivering a kick to his gut. "How could he move?!" Evergreen questioned as she saw Freed vomit out blood.

"With the pain I have seen others experience, and experienced myself. This is nothing." Itachi said as his eyes twitched in slight pain, although he was so used to being in pain that it didn't really bother him that much.

Dark Ecriture: Fear!

Freed sliced the air sending another wave of runes, this time Itachi dodged them with his sharingan as Freed continued to slice the air. As Itachi approached Freed with his fist raised.

Dark Ecriture: Wings!

Freed used the runes to form a pair of wings on his back as he flew up dodging Itachi's punch. "This is my trump card, I was hoping to save it for the final trail. Oh well."

Dark Ecriture: Darkness!

Freed's body transformed into some sort of demon. "Evergreen! Now!" The now demonic looking Freed shouted as Itachi was a little distracted from Freed's transformation.

Fairy Bomb!

Evergreen surrounded Itachi with some dust particles that made a powerful explosion. "Got him!" Evergreen said as when the smoke cleared all there was, was a wooden log "What the?" Itachi then appeared behind her, she slowly looked behind her and removed her glasses making them glow. "Now turn to stone!"

Itachi turned to stone making Evergreen let out a victories laugh. The laughter slowly died down when Itachi's began to appear all around her. "Wh-What is this?" Evergreen questioned in fear, in a desperate attempt she extended her arms.

Fairy Machine Gun!

Evergreen shoot out a various number of needles around her that just went through them like they were ghosts. "What's going on?" Evergreen questioned as they attacked her making her let out a scream. "AAAAAHHHHHH!"

Freed stared in shock as Evergreen feel down to the ground unconscious. "That takes care of her." Itachi said then turned his attention to Freed. "Now for you." Itachi said and despite still being in immense pain he walked towards Freed.

'His still in immense pain, and he keeps acting like it's nothing. And he defeated Evergreen like she was nothing.' Freed thought backing up a bit out of fear, then he narrowed his eyes and charged at Itachi. Freed delivered a punch which Itachi just dodged by leaning his head to the side, Itachi grabbed his wrist and threw Freed into the mountain.

Darkness Flare Bomb!

Freed shoot a sphere-like bomb made out of dark energy at Itachi from the rubble.

Fire style: Fire ball!

Itachi spitted out a large fire ball that collided with the sphere making an explosion between them. Freed then leaped out of the smoke with his fist raised, Itachi ducked from the punch and delivered a kick to Freed's face.

Freed then swung his arm at Itachi who blocked it with his arm in an x-formation. Freed then tried to kick Itachi in the face, when Itachi took his arm next to his face and blocked the kick pushing his leg back. Then Itachi kicked him in the chest sending him flying back. Freed then had his hands covered in dark energy.

Darkness Breath!

Freed charged dark energy and molded it into the shape of a destructive tornado. Itachi stared into the destructive tornado then he made a few hand signs.

Fire style: Majestic destroyer flame!

Itachi spitted out a massive wave of flames that spread itself to look like a large wall of flames, when it collided with Freed's tornado the flames began to burn more violently. Freed backed away from the flames and flew up in the air dodging the flames.

Darkness Flare Bomb!

Freed shoot out a sphere of dark energy towards Itachi who leaped away dodging it. Itachi leaped to the mountain side and bounced from it and towards Freed. Freed flew towards Itachi and threw a series of punches, Itachi jumped from one of Freed's fists and ended up behind him kicking him in the back sending him crashing into the rubble.

Freed crawled out of the rubble when he's demon form suddenly vanished and he collapsed. "Guess it's over." Itachi said as the pain vanished. "Now the only other contender is Cana." Itachi said as he used his sharingan to find her energy signature. "I don't see her in the area. She must have either gone further in, or is waiting to ambush whoever has the key." Itachi said as he made two clones that grabbed Freed and Evergreen. "Take them to the master." Itachi said and his clones nodded in response before they jumped away into the trees.

Itachi then leaped from tree to tree all the way to the finish line. When he arrived at the end of the forest there was a large wall in front of him with a large gate with a key hole. Itachi looked with his sharingan and saw several energy signatures that belonged to the master, Erza, Gray, Laxus, Freed, Evergreen, Macao, Wakaba and one more person with a huge amount of ethernano. 'Guessing whoever that is. Is the final trail.' Itachi thought when he suddenly jumped away as a few cards stabbed the ground and then exploded.

"Damn it!" Cana cursed as she got out from hiding, she had hidden herself in a bush.

"Figured you were hiding around here." Itachi said.

"Yeah well so what?!" Cana questioned.

"Question. Why didn't you use a sleeping spell card?" Itachi asked with a deadpan expression while Cana froze with her eyes wide and her mouth gapping. "Guess you forgot it."

"Shut up!" Cana shouted and threw some cards that send some bolts of lightning, waves of water, waves of flames, and wind.

Itachi dodged every attack. Then Itachi threw several kunai's with exploding tags while Cana threw some throwing cards, when the kunai's and the cards collided they exploded. Cana then brought out a card with a grin on her face. "This will end you!"

Sexy Lady Card!

Cana threw the card when it turned into a bunch of curvy woman that were only wearing a tiny bikini. The girls all went up and hugged and rubbed themselves up on Itachi. "Oh! Itachi-sama!" One of the girls said in a seducing voice.

"Come and play with us! Itachi-sama!" Another one said sending blowing kisses at Itachi.

"Yeah, we're lonely." Another one said grabbing his chin kissing his cheek.

""Itachi-sama!"" They all said hugging him.

"Now I got him!" Cana said and brought out some cards.

"I think I understand how you beat Macao now." Itachi said shocking Cana duo to his unfazed expression. "But trying to bring up bad memories from my days at the academy won't work, although I'm bound to have nightmares after this."

"Wh-Why? Why didn't you freeze in embarrassment? You're a guy, being surrounded by pretty girls should be your dream." Cana questioned as this seemed to be her first time coming in contact with a man that wasn't a pervert.

"Yeah, I don't really care about these kinds of things." Itachi replied with his deadpan expression.

"So, you like guys then? Cause I have a card for that too!" Cana brought out another card.

"No, I'm straight. I just think there are more important things in the world than female body parts." Itachi said as the women around him vanished.

"Then I have to beat you another way!" Cana said bringing out a deck of magic cards.

"You know that I'm way stronger than you, right?" Itachi questioned.

"I don't care! I have to win! I have to become S-class no matter what!" Cana said and threw five cards that sent different lightning bolts that had different colors. Itachi made a few hand signs.

Wind style: Vacuum bullets!

Itachi spitted out five bullets made out of wind that crashed into the lightning bolts nullifying them. "Why is this trail so important to you?" Itachi asked as he jumped away dodging an exploding card.

"None of your business!" Cana replied and threw a sleeping card spell that Itachi managed to dodge just in time.

"If you tell me I might let you win." Itachi said making her stop dead in her tracks.

"What? Why should I believe you?" Cana questioned.

"I don't really care if I become an S-class or not. The only reason I'm doing this is because it will give me more missions that go further in this world that I can explore." Itachi replied. "However, if you have a very good reason I might just let you win."

"What do you mean by might?" Cana questioned.

"It's exactly as it sounds like. If I let you win I would have agreed that you have a good reason, but if I don't let you win I mean that it's a stupid reason or a reason that can be solved another way." Itachi replied.

"Fine…." Cana said and took a long pause. "It's about my dad."

"Your dad?" Itachi questioned.

"He doesn't even know that he has a daughter, since my mother left him before I was born. And when she died I went out to look for him, and then I found him in Fairy Tail." Cana said.

"So, did you tell him?" Itachi asked.

"No. He was always busy with his jobs that I never found the time to tell him. I was also afraid that he wouldn't acknowledge me. So I thought that if I could become S-class he would-" Cana explained.

"Acknowledge you." Itachi finished to which she nodded and Itachi understood where she was coming from, Sasuke used to compete with Itachi to get acknowledged by their father, but Itachi although he knew what kind of struggle she was going through, knew there was a different solution. "I'm sorry but I can't let you win."

"What?! But you said-" Cana questioned.

"First of all, I said I might let you win. Secondly your reason is not a stupid one. However, I think you are foolish for thinking that your father won't acknowledge you despite you being an S-class or not." Itachi said.

"You don't understand! My father is-"

"Gildarts, correct?" Itachi questioned.

"How? How did you know?" Cana questioned.

"Judging by the fact that you thought you needed to be an S-class mage for his approval, means that he has to be one himself. And the only S-class mage in Fairy Tail is, Gildarts Clive." Itachi said making Cana widen her eyes in surprise.

"You don't know that he would acknowledge me. How could you know that?!" Cana said as tears ran down her cheeks.

"Simple, judging by the way people in our guild talks about him tells me that he is a nice guy. Besides what kind of father wouldn't love his only daughter." Itachi said making her tears run even more. "I'm not going to tell him anything don't worry. I'll let you tell him when you're ready. If you still think you need to be an S-class mage to get his approval then fine, but you're not winning it this year." Itachi said with a small smile. "Also, if you would like, I could help you train to perfect your magic skills for the next trail."

"Are you serious right now?" Cana questioned with a look of disbelief.

"Of course, my plan was to help anyone that needed help with their training in our guild." Itachi replied.

"Why?" Cana questioned.

"We're a part of a guild that helps each other perfect their magic skills, right?" Itachi asked with a smile. "Besides I want to see what all of you are made of." Itachi had planned this from the start ever since he and Erza got to the guild, not only to improve Erza's skills, but others that might need it as well.

"I-I surrender…" Cana said as she fell to her knees.

Itachi brought out his scroll and bit his finger drawing a new trail of blood on it before doing some hand signs. "Release!" The key puffed out of a cloud of smoke. Itachi took the key and opened the gate. When he walked through it he saw what looked like to be a battle ground, he then looked to the side to see all the others and then Cana walked towards to them while Itachi stood in the stage.

"So, you're my opponent huh?" A male voice asked. Itachi looked towards the source of the voice and saw a tall muscular man, with shoulder length orange hair that was slicked back, he had a stubby beard. He was wearing a long black tattered high-collared cloak with shoulder plates, he had a simple pair of loose-fitting black pants that was tucked inside simple boots.

"You are Gildarts Clive I presume." Itachi said getting ready to fight.

"And you're the new guy who beat Laxus. Itachi right?" Gildarts questioned to which Itachi nodded.

"For the final trail Itachi! All you have to do is either beat Gildarts or impress us with your skills fighting him! Do that and you will achieve the title of S-class!" Makarov informed.

"That Gildarts is very strong, right?" Erza asked her new friend Gray.

"Yeah, he's the strongest in the guild. I like your brother and all, but no way is he gonna win." Gray replied as he like most were confident that Gildarts would win with no difficulty.

"He might surprise you. Right Laxus?" Makarov said looking at his grandson that had a few bandages around him.

"Hmm, I'll admit the guy is strong. And I can tell that he held back when fighting me, so who knows what will happen." Laxus replied as he stared intensely at the battle field, ready to witness Itachi's true power.

"I'll admit the kids got talent but this is Gildarts we're talking about." Wakaba said while blowing his cigar.

"I know right." Macao agreed.

"Even if he doesn't have the strength, he could still outsmart Gildarts." Freed said.

"Begin!" Makarov shouted.

Itachi quickly made a few hand seals, and began to inhale. He didn't use that much chakra as he wanted to test out Gildarts' power first.

Fire style: Fire ball!

Itachi spitted out a fire ball that went straight for Gildarts. Gildarts raised his fist and punched the fire ball reducing it to small fire cubes. 'His magic is able to crack other attacks into pieces huh. That means a normal justu won't be enough. I have my illusions, but if he is stronger than Laxus I will need a very powerful one.' Itachi thought as his eyes turned into mangekyou sharingan. Itachi leaped at Gildarts he looked Gildarts in the eye.

Everything around Gildarts turned black and white. "An illusion?" Gildarts questioned when he suddenly spotted an army of Itachi's holding a sword each. Suddenly Gildarts's arms were trapped in a hold as well as his legs. The Itachi's approached him and proceeded to stabbing him.

"With my Mangekyou Sharingan I can cast you in a powerful genjutsu." The Itachi's said in unison as they kept stabbing Gildarts over and over again for hours.

Gildarts clenched his fist in pain and let out small grunts of pain. "Ugh! Gah! AHHHH!" Gildarts screamed in pain when he suddenly began to power up his magic power. Everything around him began to crack, as everything vanished. Gildarts looked around to see that everything was back to normal. "That…was way to close."

"He broke free? How?" Itachi questioned, he was surprised by this. It may not have been the Tsukuyomi since that was too dangerous to use for a friendly sparing match. But it was still a powerful genjutsu, usually one would need to be the level of a high ranked ANBU or kage to break free from that kind of genjutsu.

"I have faced many opponents using illusions, but this one is by far the most powerful one." Gildarts complimented as he had look of excitement. "This might be worth some effort."

Itachi concentrated his chakra and magic power to his hand. 'The fourth hokage's jutsu, might be the only attack I could use against this guy that he can't break. Although I can only use an imperfect version of it, it should still be enough to injure him.' Itachi thought as in his palm a blue orb was made. Itachi then charged at Gildarts.

"Heh, nice try." Gildarts said as he punched the ground making it crack up into several cubes. Itachi almost fell down into one of the cracks but then with his available hand he made a hand seal, and then his body vanished. "What the?" Gildarts questioned when Itachi appeared behind Gildarts, almost like he had teleported. Itachi then slammed the blue orb into Gildarts' back.

Rasengan!

The orb sent Gildarts flying crashing into a wall making rubble fall upon him. Suddenly that rubble was reduced to small cubes as Gildarts got back up, he dusted himself off and had a wide grin appear on his face. "I felt that one." Itachi brought out a few shurikens and threw them at Gildarts, the shuriken suddenly took a turn around him. "Are you even trying to beat me kid?" Gildarts questioned when he suddenly felt some wires around him that tied up his body. "What the?" Gildarts looked at Itachi who had the end of the wires in his mouth. Itachi made a few hand signs.

Fire style: Dragon flame!

Itachi spitted out a wave of fire at the shape of a dragon's head, it burned through the wires and crashed into Gildarts, letting out a violent blazing amount of flames. Itachi then made another set of hand seals.

Wind style: Vacuum blast!

Itachi sent a wave of wind at the flames making them burn more violently. The flames then also turned into cubes as Gildarts leaped out from them. Gildarts had a few burn marks on him as well as having his cloak burned away. Itachi was then suddenly in a flash in front of Gildarts and delivered a kick to his gut sending him back a few meters. "You're pretty strong for a teenager." Gildarts complimented. "But you can't beat me with those kinds of attacks."

Itachi concentrated both his chakra and ethernano as five magic circles appeared around him, one orange, one blue, one yellow, one green, one brown. "Here goes nothing."

Five element dragons!

Out of the magic circles pooped out five different Chinese like dragons made out of the different elements. One was made out of fire, another one was made out of water, another made out of wind, lightning, and earth. The five large element dragons crashed into Gildarts pushing him back.

When the dust cleared Gildarts looked up to see Itachi who had his leg raised up high, and then he delivered an axe kick to Gildarts's head. Gildarts then punched Itachi sending him flying back.

'He packs a powerful punch, I think he just broke one of my ribs. No matter what I do ninjutsu has very little effect on him, one of my more stronger illusions couldn't take care of him, and I can't win with shuriken. Then my only option is taijutsu, or use my mabgekyou abilities.'

Itachi charged at Gildarts and then delivered a powerful punch to his gut. Itachi then spun his body around, and elbowed Gildarts in his gut making him gasp for air. Itachi charged at Gildarts again, Itachi jumped in the air delivering a flying kick to Gildarts's face.

Gildarts smirked as he spitted out some blood, and punched Itachi whom dissolved into a murder of crows. Itachi reappeared out from the murder of crows kicking Gildarts in the cheek. Gildarts then kneed Itachi in the back and kicked him back a few steps.

Itachi panted and quickly formed a hand seal, and vanished at high speed, he then reappeared above Gildarts and delivered an axe-kick to his head, making the titan of a man almost fall to the ground.

Gildarts then quickly got up, turned his body around and raised his fist as Itachi did the same and their punches connected. They both tried to push each other back but none of them would budge. "Guess I need to take it up a notch." Gildarts said and powered up pushing Itachi back and punched him in the gut. Itachi then used the same vanishing move again, and vanished from one place to another, delivering either a punch or a kick at Gildarts who struggled to keep up with Itachi's speed. Itachi then punched Gildarts in the face as lightning flickered around him.

Chidori rotation!

Itachi let out a huge amount of lightning as his body span around delivering kicks to Gildarts's face as well as electrocuting him. Gildarts then again punched the ground cracking it up even more making Itachi loose balance. Gildarts then appeared in front of him and delivered a punch to Itachi's face. Itachi then turned into a puff of smoke as he jumped out of the ground with a new formed imperfect rasengan in his palm.

Rasengan!

Itachi pushed the blue sphere into Gildarts' gut sending him crashing into a mountain. Then Itachi appeared in front of Gildarts delivering an upper kick to Gildarts's jaw sending Gildarts flying up in the air. Itachi kept kicking Gildarts further and further up in the air before delivering and open-handed strike and a kick at the same time, sending Gildarts crashing into the ground.

Gildarts suddenly emerged from the ground and to everyone's shock. A trail of blood was running down from Gildarts's mouth as well as a cut on his forehead. "H-He made Gildarts bleed?!" Macao questioned with wide eyes in disbelief.

"There's no fricking way!" Wakaba shouted with the same expression.

Makarov let out a small chuckle, Erza smiled wildly cheering for her brother, while everyone else even Laxus was shocked, they had sweat running down their heads as well as slightly widened eyes.

Gildarts wiped the blood from his mouth and looked at his arm were the blood stain was. Gildarts then began to let out a laugh. "I never thought that anyone at your age could put up this much of a fight! I'm impressed kid!"

"Hey gramps, why not stop the fight? He's clearly S-class material." Gray said in a low tone.

"Your right, he's passed the trails now actually. But I want to see what more he can do." Makarov said in a whisper tone.

'With all the fighting I have done today, I barely have any chakra left. I have to finish this. If I merge my ethernano with my remaining chakra I should be able to pull off a Susano'o.' Itachi thought as he concentrated what was left of his power and then his eyes turned into mangekyou sharingan. A red ribcage formed itself around Itachi, and then it formed into a spectral red skeleton with glowing eyes.

"What the?" Gildarts questioned with a slightly shocked expression.

"That's what he almost used on me." Laxus said with sweat running down his forehead feeling an even greater pressure than the one back in the cave. He then clenched his fist. 'Just how much power was he hiding back then?'

The skeleton then swept its arm at Gildarts sending him flying into a wall. Gildarts then leaped towards Itachi at high speed with his fist raised, his fist was also letting out a glow of magic power. Itachi's susano'o grew flesh on one of its arms and threw a punch that collided with Gildarts's punch. The impact of the punch sent some shockwaves and cracked the ground below them. The susano'o then raised another one of its hands sending another punch at Gildarts, who caught it with his other hand. Gildarts then pushed the susano'o back a little and punched its ribcage. The susano'o began to crack.

Itachi then leaped back with the susano'o, then the susano'o began to grow flesh around it's body. Gildarts leaped at the susano'o again with even more magic power in his fist. When Gildarts threw the punch his fist collided with a large red spiritual shield. "What the?" Gildarts questioned when the force of his own attack was reflected back at him sending him flying back. "What is with that shield?"

"It's called the Yata mirror, and it's an unbreakable shield. It can reflect all of my opponents attacks back at them." Itachi replied as he began to sweat even more. 'I only have enough power for one attack.' Itachi thought. Itachi and the susano'o vanished at high speed and appeared in front of Gildarts, the susano'o then swung its arm sending Gildarts flying into the air. In the susanoo's palm began to from three magatama bound by a circle, making it look like a sharingan.

Yasaka Magatama!

The susano'o threw it like a shuriken headed towards Gildarts. It span rapidly and then it collided with Gildarts making a powerful explosion that looked like an exploding star.

Gildarts leaped out from the powerful explosion, and then landed on the ground with several bruise marks on his body as well as small trails of blood coming from his wounds, as well as his clothes looking torn. "That really hurt, I think you broke some bones there, kid." Gildarts said with a smirk but then gained a surprised expression, as the susano'o vanished.

Itachi stood there panting, after having fought so many battles in one day he was exhausted. He breathed heavily trying to catch his breath. "I don't have any more chakra or ethernano. Sasuke's kirin would have been quite handy to have right now." Itachi muttered.

"You're giving up?" Gildarts questioned. Itachi then took out a kunai that had a long line of paper bombs attached to it. Itachi then threw it above Gildarts. "You missed me kid."

"I wasn't aiming for you." Itachi said with a small smile.

Gildarts looked up to see the kunai heading towards what was left of the mountain behind him. It exploded causing a large boulder to fall upon Gildarts. "You think that will beat me?" Gildarts questioned and punched the boulder. But Itachi still smiled. Gildarts looked confused but then he noticed that the boulder he punched had several paper bomb tags attached to it. "Damn." Gildarts said as the tags exploded around him making a lot of smoke.

When the smoke cleared, it revealed Gildarts who was still standing with a few new burn marks on him. "Oh well, I had to try." Itachi said before he fell to the ground unconscious.

Later

Itachi woke up on the boat with Erza sleeping beside him. "She was really worried you know." Makarov said sitting on a chair with a bandaged Gildarts next to him.

"She didn't want to leave your side." Gildarts said as he drank some beer.

"I lost, didn't I?" Itachi questioned.

"Yeah, but look at me kid. I haven't been this much damaged in a long time." Gildarts said showing the bandages that were wrapped around his waist, torso, and his right arm. Plus, some on his cheeks.

Itachi looked at himself to see that most of his upper body was covered in bandages as well as his arms. "Guess I failed the exam then."

"No, you passed." Makarov said earning a confused look from Itachi.

"What do you mean?" Itachi questioned.

"You showed great skill, and you showed that you have the power of an S-class mage. So, congrats kiddo, you did it." Makarov replied with a smile as he drank his own beer. "We will announce it to the others when we get back."

"Onii-san?" Erza questioned as she rubbed her eyes.

"Hey Erza." Itachi replied making her instantly look at her brother. She then leaped in for a hug. "I worried you huh? I'm sorry."

"It's okay! Onii-san, you're so strong!" Erza said with a smile and a look of admiration that Itachi had only seen before in Sasuke.

"Yeah well, I'm not the strongest." Itachi said as he petted his sisters head.

"Onii-san. Do you think that one day I can become as strong as you?" Erza asked in a slight hopeful tone.

"Of course, you could, you have a lot of potential in you. Maybe you'll even surpass me." Itachi replied and he wasn't kidding, although Erza's potential remained unknown, she still had a lot. All though whether she would surpass him or not was a different question.

"No way. That's impossible for me to surpass you." Erza shook her head, and Itachi poked her forehead.

"Don't be like that. If you train hard enough, one day you might actually surpass me." Itachi said with a warm loving smile at Erza.

"Really?" Erza questioned with a smile.

"Anything is possible." Itachi replied.

"That's right Erza." Makarov agreed.

"Hear! Hear!" Gildarts cheered.

Later at the guild hall.

"It is with great pleasure that I say this! I hereby grant Itachi Uchiha the rank of S-class!" Makarov announced to everyone from a stage with Itachi next to him. "Now everyone! Let's celebrate our newest S-class member! Not only that, but the youngest one to have ever become S-class! Cheers!"

""Cheers!"" Everyone shouted and began to throw a party.

"You did well for a newb." Laxus said to Itachi from the corner of the stage.

"Thank you for the compliment I guess. You weren't so bad yourself." Itachi said making Laxus let out a small chuckle.

"Next time we fight, I won't lose to you my rival." Laxus said.

"Rival huh?" Itachi said then let out a small smirk. "I won't lose either."

"See you later." Laxus waved as he left.

Time skip: One week later

Itachi, Erza, Cana, and a small girl with short blue hair named Levy were out on a training field. "Erza! Focus your magic power into the swords to make them levitate! And send them to strike the target!" Itachi commanded.

"Right!" Erza replied and made her sword levitate and send them flying towards marked targets at full speed hitting them all dead center.

Flashback: Five days ago

Itachi and Erza were at the guild talking to Cana. "Train? Right now?" Cana questioned.

"Yes, you, me, Erza, and the whoever is the weakest member of our guild. Could you tell me who that is by the way?" Itachi asked.

"Um the weakest would be Levy Macgarden." Cana said and pointing to a little blue haired girl reading a book.

Itachi walked up to the petite little bookworm. "Levy Macgarden."

"Yes?" Levy questioned looking up from her book, and she looked quite surprised to see that it was Itachi as his reputation was very well known around the country now ever since he became the youngest one ever to become S-Class.

"How about you join us for a training session?" Itachi asked with a friendly smile.

"Training? Me? No, no, I will only get in the way I'm too weak after all." Levy replied.

"That's what training is for. What kind of magic do you use?" Itachi asked.

"Um, Solid Script magic. I can write a word and turn it into an actual substance." Levy replied as she wrote the word fire in the air, and the word was made out of fire.

"I think I can help you improve your fighting skills. If you would allow me." Itachi said.

"Really?" Levy questioned in hope.

"Really." Itachi replied.

Flashback end

"Cana! Throw your cards and try to hit it in the center!" Itach commanded as Cana threw her cards like shurikens hitting most of them in the center and some of them at the edge. "Try again!"

"Right!" Cana said and threw her cards again.

"Levy!" Itachi said.

Yes?!" Levy nervously questioned.

"Use your magic on my clone here." Itachi said as he made a clone.

"What?! But that's a lot harder then what they are doing." Levy complained.

"He won't fight back. All you have to do is damage him enough and he will vanish in a puff of smoke. Now do it!" Itachi commanded.

"Right!" Levy said as she wrote the word fire in the air with fire.

Solid Script: Fire!

Levy threw the fire at Itachi's clone who stood still and took the hit. When the smoke cleared, he was still standing there like nothing happened. "I can't do it."

"Try and combining fire with wind." Itachi said.

"What? But I have never done it at the same time." Levy argued.

"Just try." Itachi said.

"Understood." Levy sighed.

Solid Script: Fire! Wind!

Levy threw flames and wind at Itachi's clone, and when it collided the flames burned so violently that Itachi's clone vanished in a puff of smoke. "I-I did it. I did it!" Levy cheered.

Itachi smiled. "That's enough for today! Same time here tomorrow okay! Itachi said.

""Okay!"" The three girls said in unison.

Time skip: 1 year later. Year X777 July 7

Itachi was walking up the road to the guild with a bag of strawberry cakes for Erza. 'She's been good lately, and I did agree to give her a reward every time she's been good. But for me to buy ten of these is too much.' Itachi thought with a sweat drop.

"Fairy Tail?" The voice of a boy was heard. Itachi looked towards the guild hall to see the master talking to a boy with pink spiky hair, with a white scarf around his neck.

"Yes. Do Fairies have tails? Nobody even knows if they exist in the first place. That's why it's an eternal mystery. An eternal adventure. That's the meaning behind the name." Makarov said.

"I don't really get it, but awesome!" The boy said in excitement.

"Haven't heard that speech in a long time." Itachi said joining the conversation.

"Ah Itachi, you have returned I see." Makarov said and then turned towards the boy. "This is Itachi Uchiha, he's one of the strongest people in the guild. Itachi this is Natsu Dragneel our newest member."

"Pleasure." Itachi said and bowed to Natsu.

"Your strong huh? Then fight me!" Natsu said covering his fist in flames.

"I don't think you want to do that Natsu." Makarov warned.

"I suggest that you listen to the master, Natsu." Itachi said.

"No way!" Natsu charged with his flame fist and then he saw Itachi's eyes turn red and the next thing he knows he's asleep. Natsu laid there with a snot bobble that grew larger every time he snored.

"As always you solve things peacefully, really eases my stress." Makarov said with a sigh.

"Shall we wake him up?" Itachi asked.

"Go ahead." Makarov replied.

Itachi then undid the genjutsu but Natsu was still asleep. "Wake up!" Itachi raised his voice a little and Natsu slowly opened his eyes.

"Five more minutes." Natsu responded before going back to sleep.

"So, he's an idiot huh?" Itachi asked as this Natsu reminded him a little bit of a certain blond haired ninja.

"Pretty much." Makarov replied before slamming his hand upside Natsu's head.

"OW! What was that for?!" Natsu questioned with thick marks and flames coming out from his mouth.

"You fought me and lost. And we needed to wake you up." Itachi replied.

"No way how long did I last?" Natsu asked.

"About a second or less." Itachi replied which stunned Natsu that he lost that quickly.

"Shall we meet everyone else Natsu?" Makarov asked.

"Yeah!" Natsu replied with excitement.

They went in and saw that everyone was doing their own business. "Well Natsu this is Fairy Tail. Here you will meet some of greatest wizards of fior-"

"Master he left the moment you began to talk." Itachi interrupted and pointed at the table were Gray was with Natsu standing in front of him.

"What's your problem? I don't like your look." Gray said to the newcomer.

"Huh?!" Natsu questioned angrily.

"Oh, picking a fight?" Macao said from the bar.

"Do it! Do it!" Wakaba encouraged.

"Gray, your clothes!" Cana pointed out to Gray who was wearing nothing but his boxers.

"What the?!" The ice wizard questioned in shock.

"Oh, you're just a pervert!" Natsu insulted Gray.

"Who're you callin' a pervert, squinty eyes!" Gray said in anger now head to head with Natsu.

"I'm talking about you, droopy eyes!" Natsu responded.

"What was that!" Gray said as they both began to fight.

"Somethings around here never change." Itachi said.

"That's how it should be." Makarov said.

"Enough!" Erza demanded and got between them pushing them by the neck making a crack sound.

"You think I'm going to quit?" Natsu asked with an angry look. While Gray had a scared expression now as Erza was here.

"That idiot!" Gray said.

"Oh boy." Itachi sighed.

The next moment both Natsu and Gray had crashed into a wall.

"Fools…" Erza said.

"Why me too?" Gray questioned.

Erza then gained a scary expression. "No fighting."

"Yes!" A scared Gray said.

"Ow!" Itachi gently hit Erza on the top of her head.

"Don't go beating our newest member. Or I will throw these in the garbage." Itachi scolded holding up the bag of strawberry cakes.

"Okay. Onii-san" Erza said with a small tear running down her eye.

"Onii-san?!" Natsu questioned out of shock.

"Itachi's Erza's older brother, and he' way stronger." Gray informed the pink haired moron.

"What's your name?" Erza asked the newcomer.

"Natsu." Natsu replied looking away.

"Natsu, huh? Listen. Everyone who comes to Fairy Tail are like family. And this is our house. A family's house is not a place to fight. Do you understand?" Erza asked Natsu who just looked confused. "My name is Erza. Nice to meet you."

"Erza's scary…" Natsu muttered.

"I know." Gray agreed making them both look at each other and grin then they looked away in despise.

"Guess we should give you your guild mark then Natsu." Makarov said holding the stamp in his hand. "Now where do you want it and what color?" Makarov asked.

"Hmm, My right shoulder and I want it to be red like Igneel!" Natsu replied.

"Igneel?" Makarov questioned.

"Uhuh, my dad!" Natsu replied.

"Okay then why is your father red?" Itachi asked.

"He's a red fire dragon!" Natsu replied.

"Dragon?" Itachi questioned with a raised brow as he had heard of dragons in this world from books, but apparently, they were all extinct.

"There's no such thing as a dragon." Gray said.

"Yes there is!" Natsu argued.

"Then where is he?" Gray asked.

Natsu gained a sad expression. "I don't know…today he was just gone all of the sudden. So, I've gone out to look for him!"

"He just vanished one day, just like that?" Erza asked.

"Yes! He was just there one day and the next…gone." Natsu replied.

"I see, so you want to find him then is that it?" Itachi asked.

"Yes!" Natsu replied.

"Then good luck. Shouldn't be too hard, maybe a town will see him flying above them somewhere." Itachi said as it would be hard to miss a gigantic dragon.

"You really think so?" Natsu questioned.

"Well if he is a large dragon he shouldn't be that hard to spot." Itachi replied.

"Shall we get on with the marking then?" Makarov asked.

"Yeah." Natsu replied and rolled up his sleeve, it was just one problem.

"That's your left shoulder." Itachi pointed out making Natsu instantly switch to pulling up the other sleeve.

"And there!" Makarov said as he marked Natsu with the guild mark. "Welcome to Fairy Tail Natsu!"

"So cool! Now Itachi. Fight me!" Natsu charged at Itachi, who karate chopped him on the head making an instant K.O.

Time skip: 1 year later. Year X778

Itachi was now deep in the mountains training. Thunder clouds were floating around him as he concentrated lightning into his hand which now had lightning flickering around it. He raised his hand in the air, as a large dragon made out of lightning and thunder formed into the sky.

Kirin!

Itachi brought his hand down sending the lightning thunder dragon crashing into the mountain in front of him making it reduced into rubble. "Took me two years but I finally did it." Itachi said as he looked at his hand that had a few burn marks on it. "Guess I should head back." Ever since his loss to Gildarts, Itachi has been trying to master the Kirin, and to improve on his rasengan.

On the outskirts of Magnolia

Itachi walked through the woods on the outskirts of the town when he heard a voice. "Mira-nee, I'm hungry." It was the voice of a little young girl.

"I know Lisanna, but we don't have any food left." Another girls voice was heard sounding a little older.

"Maybe we could go into town and get something there?" A boy's voice was heard.

Itachi looked through the trees to see three kids. The first one was a little girl that was younger than Erza, she had short white hair in the style of a bole cut, blue eyes, and she was wearing a small pink dress. The boy was slightly tall for his age, he had short spiky white hair, he also had blue eyes, he had a slightly brown tan skin color, he was wearing a blue jacket with a white shirt under it, blue pants, and a red bow tie. The last one had a black cloak covering her but Itachi could see white hair sticking out from under the hood that was covering her face. Itachi was about to leave, but something in his gut told him not to. It was strange but that trio of siblings reminded him on Erza and Sasuke.

"I heard you guys are hungry." Itachi said making the little girl and the boy turn to him while the hooded girl tried to hide herself. "If you want I could treat you to some food back in my guild." Itachi offered as he couldn't just let them starve.

The two younger siblings looked happy for a moment but then they turned to the hooded girl. "Mira-nee?" The girl known as Lisanna questioned.

"Nee-san?" The boy known as Elfman questioned.

"Thank you for the offer, we will gladly accept it." The hooded girl known as Mira said, although with slight hesitation in her voice.

"Alright then follow me." Itachi said and walked towards the town with the three siblings following him from a small distance.

"Mister. What kind of guild are you a part of?" Lisanna asked.

"I'm from a magic guild called Fairy Tail, and my name is Itachi Uchiha. What's yours?" Itachi asked.

"I'm Lisanna Strauss, this is my older brother Elfman, and our big sister Mirajane." Lisanna introduced.

Itachi let out a small kind smile, and then he noticed that their older sister kept trying to hide her right arm. "Why do you keep on trying to hide your arm?" Itachi asked making Mirajane stop in her tracks using her cloak to cover her arm even more. "You don't want to tell me huh?" Itachi asked to which she shook her head. Itachi then activated his sharingan and saw a strange shaped arm filled with magic power. 'Her magic power is just as powerful as Erza.' Itachi thought. "My eyes can clearly see magic power coming from that arm. If you're thinking of attacking me I advise you not to."

"Magic?" Mirajane questioned.

"Your arm, your letting your magic power out through it." Itachi replied.

"It's not magic is a curse." Mirajane said and brought out her arm that looked like a demon's arm. "I'm possessed by a demon. If you're afraid and want to kill me or run away, I understand. Just don't hurt my younger siblings." Mira begged with tears running down her cheeks.

"A demon huh? Well people call me The Demon Eyes of Fairy Tail, so I'm not afraid of you." Itachi said making her look at his eyes that were red with three black tomoes and a black dot in the center.

"You're cursed by a demon too?" Mirajane asked.

"No, these are just a part of my bloodline. But with them I can see magic power as colors, and I see a lot coming from that arm of yours. Meaning it's a spell not a curse." Itachi replied making Mira gained a slightly confused expression. "I'll tell you what. How about after you guys have eaten, I will see if the master could identify what kind of spell that is. How does that sound?" Itachi asked with a caring kind smile making Mira blush a little but it wasn't noticeable due to her hood.

"Sounds good." Mira replied.

"Well then follow me." Itachi said and this time the siblings didn't keep that much of a distance from him.

They then arrived in front of the guild seeing Natsu, Gray, Cana and Levy from the window. "Here we are." Itachi said.

"Oh, what do we have here?" Makarov asked walking up to them. "Itachi I see that you're back from training. Who are your friends?"

"They are the Strauss siblings. The oldest of them is Mirajane, then it's the second eldest Elfman, and the youngest of them Lisanna." Itachi introduced them to Makarov. "This is the master. Makarov Dreyar."

"Hello." Mirajane said and bowed with her siblings.

"They haven't eaten in a while so I offered them some food. Mirajane also has something she would like to know." Itachi informed the master.

"I see, well come on in." Makarov said.

After explaining what happened with a Demon at their home village and how Mirajane defeated it. Makarov took a sip from his drink. "That's Take Over magic. Itachi is right, you're not possessed by a demon. The power of a demon resides within you."

"The power of a demon…" Mirajane said and her expression wasn't a relived one. 'I don't need that.' She thought.

Itachi saw her depressed expression. 'I'm guessing she doesn't want that kind of power.' Itachi thought and then looked over to her younger siblings. 'She really cares about them, maybe she will even join the guild for their sake.'

Time skip one month later.

Mirajane was sitting by the bar counter like always. Itachi then noticed that Erza walked up to her. "I've heard about you, Mirajane. Apparently, you're very talented." Erza said but Mirajane remained silent. "How's it going? Are you used to the guild?" Erza asked but then Mirajane walked away. "Hey!"

"Don't bother. She never talks or smiles." Macao said.

"She just looks dour all the time. Even though her little brother and sister have blended right in." Wakaba said.

Itachi saw that Mirajane left the guild hall and then followed after her. "Magic…Demon…I don't need this power. It's disgusting. I'm not human anymore…" Mira muttered and looked back at the guild hall. "It's a good guild. I know those two will be well taken care of. But I'm going to leave this town."

"Are you sure about that?" Itachi asked making her turn around.

"Are you going to stop me?" Mira questioned.

"No. Just wanting to make sure, that you're okay with leaving them behind." Itachi replied as he of all people knew how painful it was to leave someone he loved behind.

"Why do you care?" Mira asked.

"As an older sibling myself I understand what it's like to look after your younger sibling." Itachi replied.

"You mean Erza? She's not related to you by blood so how does that make you understand?" Mira asked.

"Even though she's not by the same blood as I am. Were a family none the less, same goes for anyone at our guild. But I do understand what it's like to have a younger sibling that is related by blood as well." Itachi replied and gained a little sad expression.

"What do you mean?" Mira questioned with a look of confusion.

"I had a little brother once. Before I met Erza I lived in a village with my family. All members of my family have these very eyes that I have." Itachi said activating his sharingan. "But having these eyes were considered to be a curse of hatred."

"A curse of hatred?" Mira questioned.

"These eyes were said to create hatred in a person, they said it was made out of hate when it actually was quite the opposite. These eyes respond to the feelings of love, the greater love you had the more powerful you would become. However, these eyes are triggered to evolve once you feel the pain of losing someone you love. That pain later made those who achieved great power with these eyes to be filled with hatred." Itachi said as he clenched his fist.

"Does that mean you lost someone you loved?" Mira asked.

"The first time when my eyes activated, a dear friend of mine was killed right before my eyes. The second time…" Itachi said as his sharingan turned into mangekyou. "My best friend took his own life right before my eyes. And my eyes evolved even further. Everything in my life seemed dark, but my little brother would always lighten up my mood. I prayed that the day would never come when he would get these eyes."

"But it did, didn't it?" Mira questioned with a sad expression.

"Yes, when he saw our parents dead and everyone related to us dead." Itachi said clenching his fist.

"Why what happened?" Mira asked with concern in her voice and also a hint of fear.

"A few years before that a monster attacked our village, a monster my family has been known to be able to control. So, everyone blamed us, we were discriminated against, kept far away from the village. And one day, one of the village elders sent an assassin to kill us when we were sleeping. I survived and was banished from the village." Itachi replied it wasn't a lie but it wasn't the full truth either.

"And what happened to your brother?" Mira asked afraid that she already knew the answer.

Itachi gulped and since he would never see Sasuke again. "He's dead." When Itachi said that all that was heard was silence and the wind blowing around them.

"I-I'm sorry." Mira said with a sad expression.

"That's why I ask you this. Do you really want to leave them behind?" Itachi asked again.

Tears ran down Mira's cheeks. "No I don't… But this power I don't want it…it's disgusting."

"A power can be beautiful or disgusting depending on how you use it. If you use your power to protect your siblings, in my book then that power is beautiful." Itachi said with a warm smile as he gently grabbed a hold of Mirajane's demon hand.

Mira let out a gasp as the wind blew of her hood revealing her long silver white hair blowing in the wind, with her large blue eyes looking back at Itachi. Itachi was stunned at what he saw, he didn't move, he didn't speak, he just looked at her hair blowing in the wind. Feeling as he was staring at pure light that shinned to his darkness.

"Mira-nee!" Lisanna's voice was heard and both Itachi and Mirajane were brought back to reality.

"Nee-chan!" Elfman's voice was heard as they ran up to their sister.

"Look!" Lisanna said with excitement.

"I bet you'll be surprised!" Elfman said with a big grin.

""Now!"" The two of them said in unison as a big puff of smoke surrounded them.

"Animal soul: Cat!" Lisanna gained a very questionable cat outfit. She had real cat ears sticking out from the top of her head, cat tail from her back, and cat paws, it looked like she was wearing grey tiger striped underwear since it only covered her chest area and her private area.

"Beast soul: Bear! Only a claw though." Elfman now had a bear claw on his right hand. Mira gained a little surprised expression. "They taught us."

"It's magic, just like yours!" Lisanna said with an innocent smile.

"Although I can only change my hand so far." Elfman said with a nervous chuckle.

Tears began to form in Mira's eyes. "You always look lonely, Mira-nee…" Lisanna said.

"…so now you won't be, right?" Elfman questioned.

"You two…" Mira said as she began to cry.

Itachi just smiled at this whole thing. "We'll always be together!" Lisanna said.

"And magic will be with us, too!" Elfman said.

"One-two!" Lisanna counted.

"Yo!" Elfman said as they were again covered in a puff of smoke.

"Huh? Huh?" Lisanna questioned as she suddenly turned into a little piglet with white hair. "It didn't work right!"

"Neither did mine!" Elfman said now that his hand was a giraffe's leg.

Mira let out a small chuckle and wiped the tears from her eyes. "Can you do work for the guild with magic like that?"

"Nee-chan, you used your power to protect us, and now we'll protect you." Elfman said.

"Right!" Lisanna agreed.

"Well considering how far behind they are with their magic skills, I'll say they will still need you to protect them." Itachi said with a smile.

Only first now did the two other Strauss siblings notice Itachi and Lisanna grew a smug expression. "Huh? Sorry for interrupting your date!"

"Date?!" Mira questioned with a small blush.

"No, no, your sister just seemed depressed so I tried to cheer her up. But I guess you guys are better at it then me." Itachi said with his kind smile. "Well I guess I will see you guys back at the guild. Later." Itachi said and walked away.

"Thank you. Itachi." Mira muttered in a whisper tone.

A few days later

"What do you mean I can't do S-class jobs?!" Mira questioned with a loud voice, ever since she accepted her powers she has achieved a dramatic change in personality. She was now less of a shy girl and more of a bad girl. Her clothing had changed into a more gothic look and more revealing. Her outfit now consisted of a dark skimpy sleeveless shirt adorned with some light curved motifs on the chest, a pair of leather shorts held up by a belt with a demonic looking buckle, thigh high boots, and her hair was tied up in a long high ponytail that reached to her back, it was tied with a dark ribbon, she also had dark nail polish.

"Only S-class mages can take those jobs and at the moment the only ones in the guild that are S-class are Gildarts, Laxus and Itachi." Makarov said as Laxus became an S-class this year.

"Itachi is S-class?" Mirajane questioned.

"Yes, he's the youngest one ever to become S-class, he took the exam when he was thirteen." Makarov replied taking a sip of his beer.

"There must be a way for me to do an S-class job? All the normal ones are boring." Mira complained.

"Well you could ask an S-class mage if you could tag along with him on his job." Makarov replied.

"Great! Where's Itachi?" Mira asked looking around the guild. "Hey cutie!" Mira shouted ("Cutie" became Itachi's official nickname from Mira) when she spotted him and rushed up to him. "Take me on an S-class job! And just you and me!" Mira demanded.

"A job? Sure." Itachi agreed and brought out a job request he had picked from the S-class board. "Some giant monster has destroyed an entire village, and they want us to get rid of it. Are you sure you want to tag along?" Itachi asked just to be safe.

"Yes! Come on! Let's go! Let's go!" Mira demanded.

"We'll leave tomorrow morning. Meet me outside of the guild then alright?" Itachi said.

"Why can't we go now?" Mira asked.

"Because I just finished a job with Erza and I'm tired." Itachi replied with an annoyed expression.

"Fine then tomorrow. And don't you dare ditch me!" Mira said before walking back to her siblings.

'If I did do that she would most likely try to kill me.' Itachi thought with a sweat drop and a nervous chuckle.

Next morning

Itachi was standing outside of the guild when he saw Mirajane coming with her siblings behind her. "I thought it would just be you and me?" Itachi questioned.

"It will. They are just here to see me off. Oh, and here." Mira handed Itachi a packed lunch box. "I-It's nothing special or anything I just bought it at the store." Mira said with a small faint blush on her cheeks.

"No she didn't. She spent all night working on it with her love." Lisanna teased with a small giggle.

"Huh?" Itachi questioned.

"No I didn't silly. Remember good girls don't lie." Mira said pinching Lisanna's cheeks with a dark expression that rivaled that of Erza's.

"I'm sorwwy!" Lisanna cried as Mira kept pinching her cheeks.

"Um anyway, thanks." Itachi said as he put the lunch box in his bag. "Shall we get going?"

"Yeah." Mira replied as she and Itachi walked to Magnolia train station.

After a long train ride they arrived at the village where the villagers told them that the monster was somewhere in the woods and that it will come out tonight. So Itachi and Mira set up camp where they waited until nightfall. "This is really good." Itachi said as he took a bite from the lunch box Mira gave him.

"Really?" Mira questioned.

"Hn, just like my mother's cooking. Haven't had this kind of delicious food in a while." Itachi complimented as he kept eating. "Where did you buy it?"

"Um. Actually, um…I-I made it." Mira replied with a small blush as her eyes avoided Itachi's and she pushed her finger up against each other while looking all nervously.

"Really? Can you make it for me some other time?" Itachi asked as this was truly the greatest food he had ever tasted.

"S-S-S-Sure I'll make it for you again." Mira replied now blushing even more.

"Thank you. Erza tries to cook for me every now and then, but if you ask me she should stick to fighting." Itachi said that last part with a nervous laughter.

"She can't cook huh?" Mira questioned with a smirk.

"Well no but it's just so…tasteless." Itachi replied with a sweat drop. "She's my sister and I love her and everything, but she isn't the best chef around." Itachi said making Mira chuckle. Suddenly they heard a roar.

"It's the monster." Mira said with an excited smirk.

"Let's finish it quickly." Itachi said with his deadpan expression.

"Aha, I will finish it. You just sit back and watch cutie." Mira said as she saw the monster approaching. It was so tall it's head went above the trees, it had long horns, and its head looked like a wolf, with the body that resembled a human body just way, way larger, also it had claws.

Satan soul!

Mira let out a dark purple glow. When the light died down her hair was standing up, her eyes looked soulless, and she had black lines around her body. Her forearms and hands are now covered in scales, and each sprouts a fin-like protrusion on its outer side. She has also grown a large stocky tail made of metal plates and scales. Her clothing changed into a dark, skimpy one-piece suit revealing her arms and legs, it is also open on the front and on the back, exposing her belly, her developing cleavage, her upper back. She also dons a pair of gauntlets covering the back part of her arms. She then grew wings and charged at the monster.

Soul Extinctor!

Mira gathered her hands together forming dark energy into them making a dark globe. Then she fired a large dark-purple beam that exploded right in the monster's face. She then flew at it delivering a punch to its face. It looked like it was faced a little but not that much.

Evil Explosion!

Mira formed a dark sphere in her hands and threw it at the monster's belly, when it collided it exploded and the monster grunted in pain. The monster then swung its arm at Mira sending her crashing into several trees. "Now this is challenging!" Mira said and leaped back at the monster, crashing into its gut sending it back a little.

Demon blast!

Mira charged up a ball of dark energy between her hands and then that ball shoot itself as a dark purple beam. It hit the monster in its right eye destroying it making it roar in pain and anger. It then spitted out a large wave from its mouth destroying most of the forest and making a hole in a mountain. Mira then flew at the beast at high speed with a dark purple sphere forming in her hands.

Evil Explosion!

She blasted the monster in its face. Then out of the smoke left from the explosion came the horns of the monster that extended. Mira dodged the horns and grabbed one of them. "Let's remove this toothpick!" Mira then broke it off.

"She's having fun I guess." Itachi commented watching the fight while standing on a tree top, although he made note that she could use a better fighting technique than just bombarding the opponent with powerful attacks, she had talent, but she could improve on her fighting skills.

Mira then flew up to the monster's face delivering a series of punches. Then the monster shoot out beams from its red glowing eyes cutting an entire mountain in two, and almost Mira if she didn't dodge just in time. "Damn! Ugly here almost got me!" Mira growled in anger. She then gathered dark energy into her palms that took the shape of a dark globe.

Soul Extinctor!

Mira blasted the monster with a dark purple wave that made a powerful explosion when it hit. The monster then emerged from the smoke delivering a punch at Mira sending her crashing into the ground making a small crater. Mira got back up now with an angry expression. "Wanna play big guy? Okay let's play!" Mira raised her arm above her head and began to charge dark magic into the form of a large sphere, it kept growing larger and larger.

Satanic Blast!

She then brought her arm down pointing it at the monster, sending the sphere at it. And when it collided it turned into a huge pillar of darkness magic covering the area. She then landed back on the ground as her Satan Soul form vanished and she returned back to normal. "Is it over?" Mira questioned when the monster emerged from the smoke shooting a wave of magic power directed at Mira. When it collided, it made a huge explosion and all that was left was a crater.

Suddenly Itachi appeared holding Mira in his arms bridal style. "I-Itachi." Mira said as Itachi gently put her down.

"Fun's over. I will finish it." Itachi said as he made a few hand signs.

Fire style: Dragon flame bomb!

Itachi spitted out several dragon head shaped flames that went past the monster and up in the dark clouds. "You didn't even hit it!" Mira shouted when the monster swung it's claws down on them. Itachi grabbed Mira and they vanished and then they appeared on the top of a tree, with some distance from the monster.

Itachi had Mira in his left arm holding her so close that her head rested on his chest. "Why didn't you hit it with that attack?" Mira asked, but Itachi raised his right hand with lightning flickering around it.

"Who said I was aiming for him with that?" Itachi said as a dragon made out of lightning and thunder formed itself into the sky.

Mira widened her eyes in shock. "I-Is this the power of an S-class?" She asked herself with a look of awe.

The monster roared at them. "Be gone. With the thunderclap." Itachi said as he brought his hand down.

Kirin!

The lightning thunder dragon struck down on the monster destroying most of the area around it, with Itachi and Mira at a safe distance of course. When the light cleared the body of the monster laid in the crater, with its right upper body gone as well as the lower left. It was dead. "Mission completed." Itachi said as he lifted Mira up bridal style and jumped down from the tree.

They headed back to the village and claimed the reward. And despite Itachi trying to give Mira more than half, she kept insisting that they would split it fifty, fifty. Mira had twisted her ankle so Itachi piggybacked her back to the train station, and on their way to the guild.

"You don't have to carry me you know." Mira complained with a small blush.

"Consider this punishment for being careless." Itachi said with a small smile.

"People are staring. I have been punished enough, I can walk by myself. Please." Mira begged but to no avail.

"Nope, a punishment is a punishment." Itachi said with a small chuckle as Mira pouted with a small blush.

"Fine." Mira pouted as she saw them now standing outside the guild hall.

Itachi then kicked the door opening it. "We're back!" Itachi shouted making Mira blush even more out of embarrassment. Everyone stared at them with wide eyes and then began to let out a laughter that echoed through the guildhall.

"What happened here?" Makarov asked with an amused grin on his face.

"She twisted her ankle so I carried her back." Itachi replied with his usual deadpan expression. He then noticed Erza looking at him with her eyes narrowed.

"You seem to be a bit too close with Mirajane, onii-san." Erza said in an annoyed tone.

"What do you mean by that?" Itachi questioned.

"You've never carried me like that." Erza said with an annoyed expression.

"Well you never twisted your ankle before." Itachi retorted.

"Oh, is Erza-chan jealous that her onii-san hasn't carried her like this. Maybe I'm more special." Mira teased Erza.

"You take that back demon!" Erza shouted.

"Make me!" Mira shouted back.

Erza was about to charge when. "We don't attack people who are injured." Itachi scolded.

"Baka onii-san." Erza muttered and walked away.

"Don't tease her like that please." Itachi pleaded Mira.

"I can't help it. She just makes me angry." Mira said.

Itachi let out a sigh. "Let's get you to the medical bay."

Time skip: 4 years later. Year X782

Itachi had just finished a mission and was headed back to the guild. He was far away from it actually, he heard that Mira who has now become S-class took a job with her siblings around this area. Itachi decided see if he could maybe meet up with them on the way. He then spotted two figures in front of him it was Mira who still had the same outfit as 4 years ago only this time she had developed her breast, she was supporting Elfman who now was way taller and muscular, but he looked injured. And Lisanna was nowhere to be seen. He could hear them sobbing. 'Something's wrong.' Itachi thought and ran up to them. "Mira! Elfman!" He shouted.

"I-Itachi?" Mira turned around and Itachi saw that she was crying.

"Itachi-san?" Elfman turned around also crying, he was about to fall down but Itachi caught him and held him up.

"What happened? Where's Lisanna?" Itachi asked and then noticed that their expressions darkened. "W-What happened?" Itachi asked.

"I-I killed her…" Elfman said as he began to cry. Itachi gained a shocked expression as thunder struck in the horizon. "I tried to take over a monster that was way out of my league…and I…I lost control…I couldn't stop myself…"

"He tried to save me by taking over that monster. And when he went wild. Lisanna tried to reason with him but then…" Mira said as she began to cry.

"Nee-chan I'm sorry…it's all my fault…" Elfman sobbed.

"No, it's not your fault." Mira argued.

"She's right it's not your fault Elfman." Itachi said with a sadden expression. "Where's the body?" Itachi asked.

"She just suddenly got taken by a light. It took her up in the sky and she vanished." Mira replied crying.

"I see." Itachi said as that light reminded him of something, someone from the guild had told him about, a very close friend.

"What are you even doing here?" Mira asked.

"I finished a job, and remembered you were on a job in this area. I thought I would meet up with you and we could walk back to the guild together." Itachi replied. "If I had maybe just gotten here sooner, I could have done something." Itachi said clenching his fist.

"It's definitely not your fault. You can't blame yourself for that." Mira said.

Images of the dead bodies of Itachi's parents laying before his feet then came to his mind. "...Let's head back to the guild." Itachi said as they began to walk.

When they reached back everyone looked confused on why they looked sad, and when they said what happened. Everyone began to shed tears. The one that took the news the hardest was Natsu. At first, he screamed saying that they were lying. Until Itachi said that it was true and Natsu saw Mira and Elfman just crying. He ran outside into the rain and didn't come back for a few days.

A few days later

Mira sat by the lake hugging her legs watching the sun go down. "You alright?" Itachi asked and sat next to her.

"Itachi?" Mira said in a weak voice.

"Yes?" Itachi questioned.

"You know what it's like to lose someone you love. Tell me does the pain ever go away?" Mira asked as she leaned her head against Itachi's shoulder.

"The pain will go away, but the memories will haunt you forever. I could lie and say that everything will be alright, that you will be fine, that everything will be fine. But I won't lie, you will always remember the sadness and pain that you felt. But you will also remember the love, the joy, the fun you had with that person who's gone. And with those memories you will keep them alive in your heart. It's not going to be easy to move on, but eventually one day. It won't hurt so much anymore." Itachi said as he hugged her. "If you keep their will alive in you, if you keep the memory of them alive, they will never really be gone."

Mira had tears running down her cheeks. "I can't use my magic anymore. No matter how hard I try nothing happens. Ever since Lisanna died, I haven't been able to use it."

"Have you told the master?" Itachi asked.

"Yes, I have also quit being a mage. I will start to work as a barmaid at the guild from now on." Mira replied as she cried into Itachi's shoulder. "Promise me. Promise that you will never get killed."

"You know I can-" Itachi said looking like he was hiding something.

"Please…promise me…" Mira begged.

"….I promise." Itachi said when suddenly he felt a stabbing pain in his chest. 'No not now.' Itachi thought and forced on his normal expression.

After sometime later Mira went back home. And Itachi headed towards the woods. "Did she tell you?" Makarov asked arriving at the scene.

"About her magic, yes she told me." Itachi replied.

"Where are you going my boy?" Makarov questioned.

"Porlyusica." Itachi replied.

"Why?" Makarov asked.

"To make sure that I keep a promise." Itachi replied and walked into the woods.

Itachi walked until he came across a tree that looked like a house, he went up to the door and knocked. The door opened revealing an old woman with pink hair tied in a bun on the back of her head, her eyes were red, she wore a red cape with a wide collar decorated with dragon horn-like decorations. "What do you want?"

"A medical examination." Itachi replied as he clutched his hand over his chest and began to cough up blood.

"Come on in and take a seat." Porlyusica said.

A few hours later.

"Well?" Itachi questioned.

"This sickness, I have never encountered anything like this before. Your saying that in your world when this happened your eyes began to go blind as well?" Porlyusica asked.

"It was related to it yeah. But my eye sight is fine now. Why I do not know." Itachi replied.

"I think I do. It seems your eyes are absorbing the ethernano around you. Supplying your eyes with their power preventing it from going blind, also supplying it with an endless source of power. However due to this sickness of yours, you can only tap in to a small amount of your full power." Porlyusica explained.

"How much?" Itachi asked.

"Should be just as much as you could use back in your own world, when you had this sickness. I would say if you use about more than 40% of your power, it will drain you of your life energy." Porlyusica replied as she brought out a note and began to write on it.

"So, if I use more than that I will die?" Itachi asked as it was just like it was for him back at the Element of Nations.

"Yes." Porlyusica said and walked up to Itachi handing him a note. "Unless you can get me these medical herbs that is."

"These herbs will make me a cure?" Itachi asked to which Porlyusica nodded.

"Where can I find them?" Itachi questioned.

"Far at the edge of this country. It will be a long journey, and you don't have much time." Porlyusica replied.

"How long do I have?" Itachi asked.

"Two years, three if you're lucky." Porlyusica said. "I suggest you inform this to Makarov in order to help you find the herbs."

"No, I don't want the others to know. They will just worry themselves, it's better if fewer people knew about this. I will inform the Master and Mystogan, the guy seems to be able to keep secrets." Itachi said.

"That stubbornness might be your downfall." Porlyusica said.

"Then so be it." Itachi said and walked away.

"Stupid brat."

Back at the guild hall

"Master I need to talk to you." Itachi said.

"What is it my boy?" Makarov questioned.

"In private." Itachi said, then they walked into Makarov's office and Itachi began to explain.

"Y-Your dying?" Makarov questioned with sweat running down his forehead and with a worried and terrified look.

"Yes." Itachi replied and brought out a note that he ripped in half. "Give this to Mystogan." Itachi handed one of the halves to Makarov.

"What is it?" Makarov asked.

"A list over herbs Porlyusica needs in order to make a cure." Itachi replied.

"Why Mystogan?" Makarov questioned.

"He's the only one I trust to keep this a secret from everyone else." Itachi replied. "Master please don't tell anyone other than Mystogan about this."

"But Itachi, the more help you have-" Makarov said.

"Mira just lost her sister, knowing that I will die also will crush her, it will destroy Erza. Not only that but if everyone tries and fails, they will blame themselves for the rest of their lives. And yet I can't do this alone, so that's why I want you to give that to Mystogan and only show it to Mystogan." Itachi said with a stern serious look. "I will look for half, he will look for half."

"What about Gildarts?" Makarov asked.

"I doubt you will be able to contact him when he's on his one-hundred-year long mission." Itachi replied as the strongest mage of Fairy Tail left last year on his one-hundred-year long quest, the highest ranked quest there was.

Makarov let out a sigh. "Fine you win. How long do you have?" Makarov asked.

"Two years, three if I'm lucky." Itachi replied. "I'll leave now." Itachi said and walked out from the office.

"Good luck my boy." Makarov muttered.

Itachi walked towards the door. "Onii-san where are you going?" Erza asked with Natsu, Gray, Mirajane, Elfman, Cana and Levy behind her.

"I'm going on a job. I will be gone for a while." Itachi replied.

"How long?" Mira asked.

"Two years." Itachi replied and opened the door.

"Can I come with you?" Erza asked.

Itachi looked at her and waved his hand for her to come closer. Erza walked up to Itachi but then. Itachi poked her forehead, and the force was enough to make her back up a few steps.

"Sorry Erza. Some other time okay?" Itachi apologized with a smile.

"Very well… until next time then, onii-san." Erza replied with a smile as she rubbed the spot on her forehead where Itachi poked her.

"Later." Itachi said and walked out of the guild.

Time skip: 2 years later. Year X784

The guild was being attacked by Phantom Lord, as the Fairy Tail members stood together and fought back. "Have you been able to contact anyone for help?!" Mira asked who now had changed her appearance. She had her bangs in front of her forehead tied into an upwards ponytail, she was wearing a red dress with a pink bowtie.

"No good! Laxus is being an asshole! And I can't contact Mystogan or Itachi!" Cana replied. Who now had long mid-back brown hair, she was wearing a light blue bikini top over her fully grown large breast and a pair of camouflage pants. When suddenly they heard crows in the distance flying in circles over the edge of Magnolia.

"Looks like Itachi's here." Mira said with a relived smile as she would recognize those crows anywhere.

On the edge of town was a man with long raven black hair tied into a ponytail, he had black eyes and tear lines on his face. He was wearing a black open leather jacket with a large red Fairy Tail symbol sowed on the back, he had a pair of blue jeans. Crow feathers fell around him as he walked towards the battle field. Itachi had returned.