![]() The distraction gives Gray and opening and he defeats her with Ice-Make: Gungnir. Ultear sees the past through her mother's eyes: she was informed that Ultear has died and greatly despaired over it. However, her mother's voice and memories interrupt her train of thought. Her anger led her to Hades and Grimoire Heart. As they fall, Ultear recalls how she was abandoned and replaced by her mother and was painfully experimented on in a facility. She becomes furious when he comments on her blood relation to Ur and their confrontation sends them tumbling down a cliff. Much to Gray's surprise, Ultear strikes back with an Ice-Make spell very similar to Ur's, Ice-Make: Rosen Krone. Gray breaks his own flesh, freezes his own blood and lands a direct hit on Ultear with a bloody version of Ice Blade: Seven Slice Dance, with Ultear unable to manipulate it due to it being a living entity. He proclaims that he will defeat her with Ur's Magic. When Ultear declares that she learned that Magic in order to kill Mages like her mother, Gray becomes enraged. Gray and Ultear resume their battle, with Ultear gaining the upper hand due to her Arc of Time Magic neutralizing Gray's Ice-Make. Ultear orders Meredy to take Zeref and leave while Juvia pursues her due to Gray's orders. Gray striking Ultear with his frozen blood ![]()
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