Satan's Descent

is the 45th episode of Fairy Tail anime. It first aired on September 6, 2010.

Lucy Heartfilia, with the help of Loke, defeats Bickslow. Freed Justine, after fighting Cana Alberona, fights and tortures Elfman infront of his sister Mirajane's eyes. The sight allows her to unleash her dormant Magical power and with it, she fights Freed.

Synopsis
Loke and Lucy are fighting together to defeat Bickslow. Lucy gets close to Bickslow and attacks with her whip. Seeing this Bickslow uses his Figure Eyes. Happy orders everyone to close their eyes, and explains it's effects. Loke and Lucy keep their eyes closed, but by doing so they are open to Bickslow’s attacks. Loke suggests Lucy to close his gate and take shelter into Horologium, but Lucy, trusting Loke, asks him to find a solution. And so he does. He wants Lucy to charge in when he hears his signal.

Loke uses Lion Brilliance to illuminate the whole area, forcing Bickslow’s to close his eyes and Lucy attacks and traps him with her whip. Bickslow cries that Loke cannot defeat him, but Loke responds that he is not what he used to be. He explains that now that he has Lucy, he has regained all his Magical powers with her as his Master. He shouts that Love makes Spirits stronger, and attacks him with Regulus Impact, defeating Bickslow. Loke gives Lucy her keys (once more), but not before showing her an “I Love Lucy” sign.Seconds later Happy rolls his tongue to say He liiiiiikes you

At the guild, Gajeel, Levy and Natsu learn of Lucy’s victory. Gajeel is incredulous of this, but Natsu affirms that Lucy is strong. While they bicker, Levy finally cracks Freed’s code, and is able to release them. Elsewhere, Mirajane finds a wounded Elfman on the floor. She apologizes to him, feeling that during Fairy Tail’s crises she was unable to help. Elfman tries to calm her down by telling her to smile at anyone when the battle is over, but is ineffective and Mirajane sobs, feeling guilt-ridden.

Meanwhile, Cana and Juvia are looking for Laxus when they encounter Freed. He traps them inside his Jutsu Shiki, and forces them to fight each-other, if they want to leave. Juvia sacrifices herself by attacking one of the Lacrimas in the air, releasing the Jutsu Shiki. In her last conscious words, she expresses that she just wanted people to accept her as a member of Fairy Tail, but Cana says they already have. She cries that she is her friend and an amazing Fairy Tail wizard, which makes Juvia happy, as she faints, and makes Cana furious and attacks Freed.

Meanwhile, Natsu and Gajeel have split up and are looking for Laxus. Gajeel talks through a Shikigami to Master Ivan Dreyar, and he responds that for the time being his mission is to gain the Fairy Tail members' trust, and not to get discovered. He orders him to act as a full fledged Fairy Tail member, and adds that Fairy Tails punishment will soon come.

Mirajane and Elfman unknowingly enter Cana’s and Freed’s battlefield, and watch as Cana gets defeated. Elfman intervenes, but Freed, deeming him defeated and out of the game, attacks him with Dark Écriture, torturing him. Mirajane watches, feeling useless, and begs Freed to stop. He doesn’t and prepares to use his final spell, Dark Écriture: Death. This sends Mirajane in a state of shock, in which she remembers the final moments of Lisanna, the pain she went through, and imagines the death of her only living sibling.

Mirajane’s magical power awakens in a blast of light and she uses Satan Soul. She jumps at Freed, who is forced to use his Dark Écriture: Wings to try and evade her, but to no end. Mirajane releases her wings too, and follows him, and attacks with many Darkness Magic attacks. Freed uses his most dangerous spell on himself, Dark Écriture: Darkness.

This turns Freed into a demon too, but Mirajane still has the upper hand. While fighting, she uses various elemental Magic until she manages to incapacitate Freed. When she approaches to deliver the final blow, Lisanna’s face and last smile appear to her, and she deactivates Satan Soul. She loses the will to fight, and reminds Freed of their relationship as nakamas. This deeply touches Freed, who confesses that he never wanted to attack, and makes him cry in guilt.

With this, the battle of Fairy Tail is near its conclusion. Laxus is the only one left, alongside Natsu, Gajeel, Erza and Mystogan.

Fights

 * Lucy Heartfilia, Happy & Leo vs. Bickslow (concluded)
 * Cana Alberona vs. Freed Justine (started and concluded)
 * Elfman Strauss vs. Freed Justine (started and concluded)
 * Mirajane Strauss vs. Freed Justine (started and concluded)

Magic used

 * Shikigami Magic
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Satan Soul (サタンソウル Satan Sōru)
 * Shikigami Magic
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Satan Soul (サタンソウル Satan Sōru)
 * Shikigami Magic
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Satan Soul (サタンソウル Satan Sōru)
 * Shikigami Magic
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Satan Soul (サタンソウル Satan Sōru)
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Satan Soul (サタンソウル Satan Sōru)
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Satan Soul (サタンソウル Satan Sōru)

Spells used

 * Dark Écriture: Teleportation
 * Summoned Lightning
 * Beast Soul: Full-Body Take Over
 * Darkness Stream
 * Evil Spark
 * Evil Explosion
 * Soul Extinction
 * Beast Soul: Full-Body Take Over
 * Darkness Stream
 * Evil Spark
 * Evil Explosion
 * Soul Extinction
 * Darkness Stream
 * Evil Spark
 * Evil Explosion
 * Soul Extinction
 * Evil Explosion
 * Soul Extinction
 * Soul Extinction

Abilities used

 * Swordsmanship
 * Enhanced Strength
 * Enhanced Speed
 * Hand to Hand Combat

Weapons used

 * Whip
 * Magic Ring
 * Sword
 * Magic Cards

Manga & Anime Differences

 * When Loke showed Lucy his "Light of Love" in the manga he projected it onto a wall, but in the anime he shone it into the air.
 * When Natsu and Gajeel argued in the manga, their argument was only heard as it focused on Levy's face. But in the anime, there was a brief shot of them squaring up to each other with a puppet of a tortoise and a hare respectively.
 * When Freed 'ran away' he disappeared and reappeared by becoming runes in the anime, however in the manga, he physically ran.
 * Master Ivan was shown in the anime, but he remained unseen in the manga.
 * Cana was shown attacking Freed with her Card magic in the anime, but in the manga it only showed Freed defeating her.
 * Mirajane's flashback of Lisanna in the anime showed both Lisanna's grave and how she died; but in the manga it only showed Lisanna lying on the ground.