Titania Falls is the 40th episode of the Fairy Tail anime.

Natsu's fight against Jellal continues, and after eating Etherion, he emerges victorious. But, the joy ends soon when Erza sacrifices herself to the Tower of Heaven in order to save her friends.


Natsu attacks the tower

Natsu attacks the Tower

With Natsu’s new plan in action, the battle resumes. Natsu’s aim is to destroy the tower, and Jellal, furious with this plan, attacks him. Natsu is able to evade most of his attacks, so the tower suffers the consequences. He then unleashes his Fire Dragon's Brilliant Flame upon the tower, an action which proves to damage the tower badly and bewilders Jellal, who decides to punish Natsu with his strongest attack, Altairis. He begins to charge this attack, but before he can release it Erza wakes and steps infront of Natsu, planning to block the attack herself.


Jellal's Altairis

Erza thinks that by using herself as a shield, Jellal will cease his attack, but Jellal states that the body Zeref needs can be any, as long as the person in question is as strong as one of the Ten Wizard Saints. He fires off Altairis onto both of them, but it never reaches it's target as Simon runs in and blocks both Natsu and Erza from the attack. Simon uses his Magic to try a fend Altairis off, but it proves to be too much for him. He collapses and though Erza tries to keep his eyes open, he proclaims his love for her and dies, remembering Erza when she was young and leaving the world with a smile.

Natsu's power up after consuming Etherion

Natsu after eating Etherion

While Erza cries for her lost friend, Jellal belittles him for his sacrifice. Natsu is furious to hear Jellal's words and punches him down. Then, meaning to replenish his strength, he eats burning Etherion. Both Erza and Jellal comment on the stupidity of such an action, because while Etherion does contain Fire Magic Power, it also has many other forms of Magic Power within it. At first Natsu's body doesn’t want to digest it, but soon, his powers increase, his skin becomes scaly, and he bulks up. An image of a burning Dragon appears after him; proof that his body is absorbing Etherion.

Natsu's counterattack is vicious. He punches Jellal several floors down through the tower, and even after Jellal activates Meteor, he is able to keep up with the speed. Jellal is at odds, and he retells his story with Zeref. He flies high, and starts activating Abyss Break in an attempt to destroy the tower with Natsu in it, but this fails due to the damage his body obtained from Erza’s earlier attacks. Natsu then flies up to Jellal, and as he punches him, he states that no freedom can exist for someone who is possessed by a ghost. He descents, and punches Jellal another time, ending Erza’s nightmare once and for all.

Tower falling

The tower begins to fall

However, the use of so much Magic Power proves to be too much for Natsu's body and he collapses. Not only that, but also the tower, having absorbed too much Etherion, is becoming increasingly unstable. The tremors are so strong that the group outside is feeling them, so Erza vows to get Natsu out before the tower collapses on them. This is pointless, as, even if they left, the explosion caused by the Magic release would envelop them. She concludes she has to become one with the Etherion, and hopes she will have the strength to channel the fleeting energy upwards into the sky. As she begins to fuse herself with the Lacrima, Natsu wakes up.

Natsu tries to stop her from fusing her body, but Erza states that this is the only way to protect those she loves, and that if it means the protection of everyone she would gladly give her body and life. Her fusion is then complete and she gives Natsu her farewell as the tower around her explodes. The explosion is however contained as the Magic Power heads up into the sky, and everyone but Erza is safe.

Erza death

Erza after she "dies"

The following scene is Erza's memory of the time Makarov took her to Porlyusica to heal her eye after it was injured while she was tortured in the Tower of Heaven. Porlyusica did heal it, but apparently something went wrong as Erza could only cry out of her left eye. Porlyusica offered to redo the medicine to try and fix it, but Erza brushed the idea off, saying that she already cried out half of her tears and that she didn't mind her eye being that way.

Finally Erza awakes, healed, floating in an unknown and strange space.

Characters in Order of Appearance

Battles & Events

Magic, Spells, and Abilities used

Magic used

Spells used

Abilities used

Armors used

Weapons used

Manga & Anime Differences

  • The design of the Tower of Heaven varies greatly between the anime and the manga. Even after the outer shell of the tower is destroyed, the Lacrima tower of the anime and manga still have a different appearance.
  • There are some extra scenes added into the anime of those in Juvia's Water Lock worrying about those in the tower.
  • After Simon blocked Jellal's Altairis attack, Erza has some flashbacks of Rob blocking attacks during their rebellion. These are not seen in the manga.
  • Jellal has some flashbacks of himself being possessed by "Zeref's Spirit". In the manga, this is not seen.
  • The anime adds a little clip showing Jellal's Wizard Saint badge falling after his defeat from Natsu.
  • There is some extra footage in the anime of Simon's body falling during the warping of the tower.
  • Though the manga never showed such a thing, Trinity Raven is shown escaping the tower.


Loke arc Tower of Heaven arc Battle of Fairy Tail arc
75 | 76 | 77 | 78 | 79 | 80 | 81 | 82 | 83 | 84 | 85 | 86 | 87 | 88 | 89 | 90 | 91 | 92 | 93 | 94 | 95 | 96 | 97 | 98 | 99 | 100 | 101 | 102
33 | 34 | 35 | 36 | 37 | 38 | 39 | 40
Community content is available under CC-BY-SA unless otherwise noted.