After confirming her treachery, Gray take on Ultear, channeling the memory of his former teacher in a dangerous attempt to defeat the time-altering wizard. But as Ultear's history comes to light, it's more complicated than even she realizes.

Several members of the Dark Guild Grimoire Heart are back for revenge after their magic power has restored, and they're after the wounded Fairy Tail members. The remaining Fairy Tail members will have to hold them off if they are to protect their friends. Meanwhile Laxus does battle with Grimoire Hearts master Hades.