So No One Sees the Tears

is the 24th episode of the Fairy Tail anime. It first aired on March 29, 2010.

The deactivation of the Magical Convergent Cannon - Jupiter is successful. However, Fairy Tail faces a new challenge as the Phantom Lord Guild activates its giant form and threatens to fire Abyss Break. Natsu Dragneel, Gray Fullbuster and Elfman split up in the guild to find its power source, with Elfman running into Sol of the Element 4 and is faced with the dilemma of Mirajane's capture.

Synopsis
The Lacrima is reaching its full potential. Neither Natsu Dragneel nor Totomaru seem to get the upper hand since both of their abilities make the other’s ineffective. Natsu then pretends to hit him with fire, but in fact spits, and Totomaru retaliates by releasing stinky fire. Natsu then gives up his fire and uses melee combat, but Totomaru has a Katana. Natsu then devises a plan; he expands his fires greatly, and using the Flames of Emotion, makes Totomaru unable to control them. He aims for the Lacrima and it is fortunately destroyed, making the cannon unusable. Natsu’s victory inspires the other members of the guild and they reinforce their counterattack.

The Shade Troopers retreat and the guild changes its appearance. The towers change into feet and a robot is created. Technically, the guild is moving, so Natsu’s motion sickness is activated. Jose Porla speaks and suggests that the Fairy Tail Mages beg for forgiveness. Totomaru seizes this opportunity and gets ready to launch his strongest attacks on Natsu. Gray Fullbuster intervenes and freezes him and then Elfman blows him away. Outside the robot is completing a Magic Circle, the one for Abyss Break. The guys have no choice other than to run and find the power source. At the Fairy Tail Guild, Mirajane says that the circle will need about ten minutes to activate. She learns that inside, besides Natsu and Gray, there’s also Elfman, which worries her. Cana Alberona tries to comfort her by saying that Elfman is a Fairy Tail Mage too. This however, doesn't make Mirajane any less worried, but Cana says that after the loss they suffered, Elfman tried to find a way to move forward. Mirajane wants to move forward too, so she gives in to Jose in Lucy's form, claiming to be her.

Jose sees through it and Mirajane feels the real weight of her powerlessness. Meanwhile, Elfman meets Sol of the Element 4. The two engage in battle and at the same time, Mirajane is kidnapped by Jose as punishment for attempting to deceive him. Her only hope of being released lies on the Mages inside to stop the giant. Elfman and Sol fight, but Sol is obviously superior. He begins to remind Elfman of Lisanna’s incident and uses a statue of Lisanna to block his attacks. This puts Elfman off and he tries to do a Full-Body Take Over, but Sol summons Lisanna statues and he loses his will to fight. Sol seizes his chance and punches Elfman out the wall where he sees Mirajane being crushed by the giant. Sol pressures and belittles Elfman, threatening him with the sight of his older sister's demise and tries to put him on a state of eternal torture using his ultimate magic, Merci la Vie.

Elfman remembers the burial of his parakeet, and it was Lisanna who comforted him, even though he pushed her away. Then, he reminisces the moment before they went on the mission where Lisanna died. He tries to stop her from going on the mission, but the vision fades away. Then, he sees himself as “The Beast” and the moment when the Beast killed Lisanna. Lisanna tried to make him reason, but The Beast had the control and by hitting her, the Beast provoked her death. The last memory is the one from Lisanna’s grave, when both he and Mirajane ceased being what they were.

The transformation into a statue is almost complete, but Mirajane’s words awaken Elfman. He remembers that he vowed not to see his sister cry again and attempts the Full Body Take Over, Beast Soul.

Fights

 * Natsu Dragneel, Gray Fullbuster, & Elfman Strauss vs. Totomaru (concluded)
 * Fairy Tail vs. Jose's Shades
 * Elfman Strauss vs. Sol (started)
 * Death of Lisanna Strauss (flashback)

Magic used

 * Rainbow Fire (七色の炎 Reinbō Faia)
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Animal Soul (アニマル・ソール Animaru Sōru)
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Animal Soul (アニマル・ソール Animaru Sōru)
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Animal Soul (アニマル・ソール Animaru Sōru)
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Animal Soul (アニマル・ソール Animaru Sōru)
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Animal Soul (アニマル・ソール Animaru Sōru)
 * Beast Soul (ビーストソウル Bīsuto Sōru)
 * Animal Soul (アニマル・ソール Animaru Sōru)

Spells used

 * Beast Arm: Reptile
 * Sable Dance
 * Roche Concerto
 * Earth Statues
 * Platre Sonata
 * Merci la Vie
 * Animal Soul: Bird
 * Sable Dance
 * Roche Concerto
 * Earth Statues
 * Platre Sonata
 * Merci la Vie
 * Animal Soul: Bird
 * Animal Soul: Bird
 * Animal Soul: Bird

Abilities used

 * Hand-to-Hand Combat
 * Swordsmanship
 * Memory Reading

Weapons used

 * Katana
 * Magic Cards
 * Magic Guns

Manga and Anime Differences

 * The anime showed Totomaru's sword puncturing Jupiter's lacrima before Natsu tried to pull another trick on him.
 * Totomaru wasn't shown casting his Rainbow Fire in the anime.
 * In the manga, Mirajane didn't have a brief flashback of Lisanna when she thought about moving forward just like Elfman.
 * Instead of being grabbed by the Super Mage Giant Phantom MK II as shown in the manga, Mirajane was instead teleported into its hands in the anime.
 * The manga showed Sol performing his Sable Dance while still in midair, but in the anime, he dropped to the ground first before casting the spell.
 * Elfman was shown performing his Iron Bull Takeover before being looped around by Sol in the manga.
 * Sequence of Events change:
 * Manga: Sol performs Roche Concerto, tells Elfman about his last Full Body Takeover which resulted in an accident, then he loops around Elfman and attacks him again.
 * Anime:Sol performs his Roche Concerto, next he loops around Elfman and attacks him again, and then tells him about his last Full Body Takeover which ended tragically.
 * While trying to do a Full Body Takeover, Elfman had a brief thought of Lisanna, in the manga. But in the anime, Sol's Earth Statues of Lisanna were shown instead.
 * The manga didn't show Sol performing his Merci la Vie on Elfman.
 * Elfman's flashback of Lisanna from the time they're still kids up to the point where she died was not shown in the manga.