Of course, she had heard about Axel but she didn't know how he looked. She knew fighting with Axel will give her only one result, defeat. She immediately turned around and tried to run away but as soon as she tried to take the first step her body stopped responding. She was still using the transformation magic.
Axel: Please don't run. I just want to chat with you.
Zalty: So what do you want?
Axel: It's rude to talk like this why don't you take down the transformation magic.
Ultear complies and takes down her transformation magic.
Axel: You are beautiful, shame you hid it.
Ultear: So what will you do to me now? Kill me or hand me over to magic knights?
Axel: Nothing like that, do you know the ice in which Deliora is trapped is made up of your mother's soul.
Ultear: Don't talk to me about her, I know what that ice is. That gives me one more reason to do this.
Axel: Then let me ask, why do you hate your mother?
Ultear: Why? You ask me why….!!?? Because she abandoned me because I was sick and she was not happy with a daughter like me. That is why she took boys as her children and she was happy with them. Are you happy now….??!!
Axel: Your mother never abandoned you.
Ultear: How the hell do you know that??
Axel: That is not important for now, but you should at least hear me.
Ultear: It is not like I can run away but before that prove yourself that I can trust you.
Axel: Ok, you are doing all these atrocities because someone told you that in Ultimate Magic World you can travel to the past. To change the past, to live your life as you wanted isn't that your objective?
Ultear was shaking now but she had a complete shocked expression on her face now. Only Master Hades and she herself knew all about these. How can this man even get to know these? Her mind was protected by the thought protection spell, then how?
Ultear: H—How do you know about that?
Axel: I know a lot of stuff so do you believe me now?
Ultear: My thought protection spell is working so how the hell did you read my thoughts…???!!!
Axel: Trade secret, so now, your mother never abandoned you. After you were born you were your mother's true happiness. She was crying tears of joy that is why she named you Ultear which means Ur's tear.
Ultear: But then why did she left me?
Axel: I was coming to that, she was really happy until one day she found out that your body contained too much magic power which was causing you a fever. That is why she decided to take you to the Bureau of Magical Development in hopes of curing you. But when she returned to take you back she was lied to. They told your mother that you died and they were unable to save you. Your mother demanded to see your body and they lied again saying that your body was too much ravaged to look at.
Ultear was already crying now but she still had some disbelief in her eyes. Axel saw her but he decided to continue with the story.
Axel: At first she didn't believe them, but soon she started to lose hope and she was completely devastated by her loss. After much of their persuasion, she gave in to the lies and believed them.
Ultear: Lies, you are lying, then why was she happy with her students.
Axel: Yes, she was happy but she never tried to replace you by them. She was proud of her students' yes that happened by she never gave them your place. She even hit Lyon once, when he was saying that Ur was using them to replace you. If you don't believe me then you can ask Gray or Lyon and confirm this.
Ultear: So you are saying that I just misunderstood her. All of this is just a misunderstanding??
Axel: Unfortunately yes.
Ultear by this time was genuinely crying her eyes out. Axel saw that and sat beside her and started to pat her back. After 15 minutes of continuous crying, she was able to collect herself.
Ultear: Then that gives me more reason to fulfill my objective.
Axel: You don't need to go back in time because I can bring her back.
Ultear: ...I have looked everywhere but I never found a way to reverse Iced Shell.
Axel: I can revive her but can you promise that you will leave all these evil behind and change yourself?
Ultear: You know everything about me, why I did all these. If you can bring her back I would have no more reason to continue all this.
Axel: Very well then, let's go. I need to collect your mother's soul now.
Both of them started to walk towards the temple and tears were still falling from time to time from her eyes.
Axel: You can cry later.
Ultear wiped off all her tears and looked at Axel with a serious face.
Ultear: Yes.
Ultear showed Axel a secret path that directly led them towards the sealed demon Deliora. The seal was now almost broken and the temple was shaking because of the fight happening upstairs. Axel raised his right arm and his arm guard started to shine.
Axel: Valefor resides within me.
Axel then raised his hand towards the seal and he started to gather some water which then became ice and started to cover the damaged Iced Shell. Soon the Iced Shell was fixed and the seal started to compress itself while Axel was replacing the spell's ice with his own ice so that Deliora becomes free. He soon compresses the seal into a pendant and comes flying into his hand. By this time Natsu, Gray and Lucy had joined them. They were confused to see what was happening.
Natsu: Who is this girl? What are you doing here?
Axel: Natsu if you don't mind can you shatter that ice block?
Gray: Wait Natsu, don't do that Deliora will become free.
But it was too late Natsu has already jumped in the sir with his fist on fire and punched the ice block with his full power. The ice cracked along with Deliora inside it. Natsu and Gray's jaws were hanging by the floor. Ultear went towards Gray which brought him out of his stupor.
Gray: Who are you? Why do you feel so much familiar?
Ultear: My name is Ultear and I am the daughter of Ur...