After Grimoire Heart lands on Tenrou Island, Mirajane and Lisanna are confronted by some lower members of the Dark Guild, Grimoire Heart. The two sisters fight them off without much effort. After they defeated the lower members, Azuma then confronts the pair, and Mirajane tells Lisanna to get back, Lisanna however, states that she will fight as well.
Azuma begins using his Great Tree Arc Magic to attack Mirajane and Lisanna. Lisanna is amazed at Azuma's incredible Magic Power, but says that she isn't going to hold back and uses Animal Soul: Harpy and tries to attack Azuma with the claws. Azuma grabs it effortlessly and Lisanna transforms into a giant penguin to try to smash Azuma, but he evades it. Mirajane is surprised that her sister can chain Take Overs instantly and asks herself since when has she been able to do such a high level technique. Lisanna transforms by using Animal Soul: Rabbit and Azuma uses Bleve. From the smoke, Lisanna as a giant bird takes flight, and in the sky, she transforms into a feline. She falls to the ground and tries attacking Azuma with continuous scratches, which he evades and then attacks her with an explosion.
Azuma says tells Lisanna that she can fight better he thought she would, so he was going to show them how far apart his level of Magic Power is from theirs. Azuma creates some explosions which blow Mirajane and Lisanna away. Azuma then starts talking about how spirit and faith don't make a worthy opponent, but he is cut off by Mirajane who attacks him swiftly and quietly from behind. Mirajane tells Lisanna to go search for everyone else and that she would keep him busy. Azuma wonders how the woman who he barely felt any Magic Power from, suddenly released an incredible amount of power. Lisanna tells her sister that they would fight together and Mirajane tells Azuma that he will pay for underestimating the power of Fairy Tail, their family.
Azuma blasts the ground under them and Lisanna recommends that Mirajane use Satan Soul to defeat Azuma, but Mirajane doesn't respond to her and thinks to herself that Satan Soul isn't a spell she can use in consecutive enterprises. Azuma then realizes he is fighting the Demon Mirajane, and requests a serious match against her in her Demon form.
Mirajane ignores Azuma's request and tells Lisanna to run away, because she can tell Azuma is very strong. Since Mirajane doesn't respond, he traps Lisanna in a ticking time bomb. As Mirajane rushes over to Lisanna and attempts to free her from the bomb, Azuma tells her that the bomb will not go off unless she defeats him in three minutes. She calls him a coward, but he says he will do anything to face the demon. Without a choice, she uses Satan's Soul, even though she knows she won't be able to retain it for long.
Mirajane then charges at Azuma and kicks him in the stomach. Azuma says that the feeling of being in battle is the best, and he blasts Mirajane with his Explosive Magic. Mirajane then glances over at the time bomb which is at 113 seconds. Lisanna urges her to keep fighting and not pay attention to the time. Azuma then uses his spell, Chain Burst on Mirajane, and it binds her legs and arms. Mirajane struggles to escape the chains, and Azuma activates it which causes multiple explosions to run up the length of the chain towards her.
Mirajane then grows wings and escapes the attack before it makes it to her. Mirajane then flies towards Azuma and the two start fighting using Hand-to-Hand combat. Mirajane yells at Azuma to release Lisanna, but Azuma just comments on how he loves the thrill of fighting someone as strong as her. Mirajane then glances back over at the clock, which is now at 62 seconds.
Azuma, angered at her lack of attention, flings her up in the air and uses Burst Claw. Lisanna screams Mirajane's name out of worry for her, and Mirajane shoots a powerful blast at Azuma. Azuma defends himself and tells Mirajane that they should enjoy the fight some more. Mirajane then glances over at a worried Lisanna and notices the clock is down to 24 seconds. She realizes she doesn't have enough time to defeat him, and she flies over to Lisanna and deactivates Satan Soul.
Mirajane then apologizes to Lisanna, telling her she is unable to defeat Azuma due to the lack of time left, but she believes there is someone in the guild who can. She then tells her she's going to forfeit, but not to worry, because Lisanna was the one person she would not let die. The bomb goes off with her hugging Lisanna. After the explosion, Mirajane's heavily damaged body covers Lisanna, saving her from the blast. Her sister calls her name, but she gives no response. Azuma, disappointed, walks away.