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In the Kardia Cathedral, Laxus Dreyar is fuming about Evergreen's defeat at the hands of Erza Scarlet and the loss of his hostages. Freed Justine comes in and declares that the game is over now that their hostages are gone. Makarov Dreyar would surely not give in. Laxus looks at him angrily and sends a bolt through the floor next to him. He proclaims that the game is not over and if he's chickening out, he should go because he doesn't want weaklings in Fairy Tail.
Makarov tells the girls the whole story of the Battle of Fairy Tail. He tells them that it's over now that they're not in stone anymore and that Laxus will surely face punishment later for his methods going too far. Natsu Dragneel interjects that Laxus was pretty screwed-up to force everyone in situations to fight each other but there's nothing wrong with his idea of finding out the strongest in Fairy Tail and so Makarov shouldn't be too hard on him. Makarov admires Natsu for a while but then suddenly Natsu exclaims that the Battle of Fairy Tail Round 2 has started and asks the girls who wants to challenge him. While Natsu's making a ruckus about not being able to anything earlier and challenging Lucy to fight, the merchant display boards suddenly appear and flood the guild. Laxus's voice erupts from them, declaring that to keep the Battle of Fairy Tail ongoing, he has activated the Thunder Palace. He adds that they only have an hour and ten minutes. Laxus taunts Makarov if they can defeat him or would he play nice already and retire. As the boards disappear, Makarov becomes enraged. This causes him to have a sudden heart attack and collapse.
Mirajane Strauss points the rest of girls to the outside. They all see thunder lacrima floating around in the air all around town. They realize that if all of those lacrima discharge, the whole town would be bombarded by massive lightning attacks, ultimately destroying everything. Bisca Mulan requips a sniper rifle gun and shoots down one of the lacrima. However, after destroying the lacrima, Bisca is electrocuted and collapses. They realize that the lacrimas are enchanted with Organic Link Magic and that destroying the lacrima would bring harm to them as well. Cana Alberona and Juvia Lockser head out to look for Laxus while Lucy leaves with Happy to evacuate townspeople.
Lucy walks around town deciding how to evacuate the townspeople. Happy argues that telling the people the truth about the lacrima would cause chaos and panic. While Lucy tries to figure out what she's supposed to do, she is ambushed by wooden dolls. They explode and Lucy is almost caught up in them if it weren't for Happy. Happy flies Lucy to a rooftop and they see Bickslow standing on the rooftop of an adjacent building. Bickslow acknowledges her as the "newbie he's heard of" and calls her the "Cosplay Maniac Queen."
Bickslow's dolls shoot Lucy and Happy and they both dodge. He apologizes to her for going too hard on her and justifies that it's because they're in the middle of the game. Lucy asks him if he seriously thinks he'll be forgiven by the Master after this and Bickslow replies that that's not necessary because after the game, Laxus will be the Master. The dolls shoot at Lucy again and she narrowly dodges. She realizes she needs to do something about Bickslow's dolls and summons the Archer Spirit, Sagittarius, and orders him to shoot down the dolls. Sagittarius successfully shoots all of them down. Bickslow cries out in agony for his destroyed "babies."
However, Bickslow reveals that his anguish had been a bluff and summons new dolls to attack Sagittarius. He is hit and disappears back into the Celestial Spirit World. Bickslow tells her that she can destroy his dolls all she wants but it won't stop the souls within them that he controls. He declares that he has the advantage as he stands above a toy store and can manipulate all the dolls he wants. One of the dolls grabs Lucy's Gate Keys and flies away with them, rendering her unable to summon her Celestial Spirits. Happy flies after the doll that took Lucy's keys but another doll kicks him out of the sky. Bickslow announces that it's the end for her and that their souls will be serving Laxus' purposes from now on. His dolls assume the Baryon Formation and shoot a very bright ray of light towards Lucy. It would have made a direct hit if it weren't for Loke, also known as Leo the Lion, who passed through the gate without her summoning him and carried her out of the way. Loke flirts with her a bit and says that it seems that the barrier between human and spirit crumbles to nothing before "their love" as he's the only one who can pass through the gate without her consent. Bickslow is stunned by Loke's sudden appearance as Loke states that it's time for him to fulfill his promise.
Since Loke formerly pretended to be a real human and joined Fairy Tail, Bickslow is familiar with him. Bickslow even recalls how he always had a feeling he was a Celestial Spirit. He asks Loke if he's going to bare his fangs at him even if he kept quiet about his secret and if he's joining the game. Lucy expresses her surprise with Bickslow's knowledge of Loke's secret and Happy mutters that it's because Bickslow can see human souls. Loke tells Bickslow that he doesn't really care much about what's happening around but hurting Lucy is something that he cannot forgive. This causes Bickslow to laugh at him and states that he never even beat him once in a battle and during those times, he had been going easy on him. Bickslow then laughs once more and sends his dolls charging at them. Loke tells Lucy to stay back but she disagrees, pulls out her whip and declares that she doesn't use her spirits as shields but rather, fights alongside them.
A barrage of dolls descends upon them and they both dodge. Loke tells Lucy that he'll take care of the dolls and once there's an opening, she goes in for Bickslow. She agrees and heads to Bickslow's position with Happy. Loke becomes engulfed in light as he activates Regulus. His hands are soon clad in light and destroys numerous dolls. Bickslow only laughs, tells him he can't land an attack on souls and sends forth a new batch of dolls. A few dolls head to Lucy and Loke quickly steps in to defend her. He declares that it doesn't matter how many he sends, he's not letting them anywhere near Lucy. Lucy sees an opportunity and jumps toward Bickslow. He is taken by surprise but manages to dodge Lucy's whip. Loke yells that she should send Bickslow back and that he himself doesn't have that much power. Lucy then manages to land a hit of her whip right on Bickslow's face. Annoyed, Bickslow mutters that there's no choice and takes off his visor, exposing his face.
He activates his Figure Eyes. Happy warns Loke and Lucy to not look in his eyes and they all quickly respond by turning away and closing their eyes. Happy adds that all of them in the Thunder God Tribe have secondary abilities in their eyes, although Evergreen uses hers as primary. If they look into Bickslow's eyes, they could become a doll and he could control them as he wants.
With their eyes closed, Bickslow is able to bombard them with tackles from his dolls and they are unable to dodge. Loke aimlessly tries to hit the dolls with his lighted hands. Bickslow guffaws and announces that no one in the world could beat his ultimate combo of Figure Eyes and Human Possession. Loke tells Lucy that he'll fall back for a minute so she should summon Horologium and harden her defenses. She reminds him that her keys were taken and firmly tells him that she trusts him to be able to do something about it.
This encourages Loke and he smiles. He tells her that when he gives the signal, she should open her eyes and go for an attack. She almost argues with this but Loke reminds her that she said she trusted him and so she agrees. Loke activates Lion Brilliance as light starts to surround him. Bickslow notices this, tells his dolls to not let Loke try to do anything funny and has them assume the Baryon Formation again. At that moment, Loke unleashes his Magic and a large amount of bright light covers a wide radius, temporarily blinding Bickslow and making him close his eyes. Loke signals Lucy to open her eyes and she does so. Lucy throws her whip, captures Bickslow and signals Loke to attack.
Bickslow struggles under Lucy's whip as he vows that there's no way Loke can defeat him. However, Loke dashes towards him and gathers light around his fist. He declares that since meeting Lucy, he recovered his original powers as a Celestial Spirit, or rather, meeting Lucy itself has made him stronger; he's not like the ridiculous dolls that he controls and that love gives a Celestial Spirit power. Loke punches him with his spell Regulus Impact and the face of a lion made of light appears and makes contact with Bickslow, defeating him.
Happy cheers for their victory. Lucy thanks Loke for what he's done. He responds by telling her to check out something as light emerges from his hands and the words "I Love Lucy" form in the air. Loke calls this the "Light of Love." Happy teases them as usual with a roll of his tongue. Lucy collapses on the ground, exhausted. Loke hands her the Gate Keys and tells her that he'll be there whenever she needs him. She takes the keys and thanks him once more.
In the guild, the battle status report shows Lucy's victory over Bickslow and this makes Gajeel Redfox incredibly surprised about how she could "actually fight." Natsu tells him that Lucy's strong and Gajeel refuses to believe it. Lucy's victory inspires Levy McGarden who's currently trying to overwrite Freed's runes and free Natsu and Gajeel to do her best. As Natsu and Gajeel argue about the "tortoise and the hare," Levy becomes frustrated with how she would manage to overwrite the runes. Something in Natsu and Gajeel's argument makes Levy realize something and she perks up, exclaiming "That's it!" and starts enthusiastically writing. She talks about deciphering the two separate grammars at different rates and converting them into other forms. After finishing what she's writing, she calls it done and stands up, amazing Natsu and Gajeel. Levy tells them to wait there as she overwrites the enchantment. She asks them if they're ready because it's time for them to take part of the Battle of Fairy Tail. They both eagerly reply in the positive.