Azuma transforms into a tree as a result of overusing his Arboreal Arc, but makes good on his promise to Erza and returns the guild's magical power, giving Gildarts, Fried and Bickslow enough strength to defeat Blue Note and Rustyrose. Meanwhile, Ultear tells Gray that the only spell that can defeat Hades is Iced Shell. She then takes Zeref and returns to Merudy, revealing to her that she is actually trying to trick Gray into defeating Hades for her so she can keep Zeref for herself. However, Gray is not fooled by her deception and, catching onto her true motives, engages her in a duel.