Ultear Milkovich

Ultear Milkovich (ウルティア・ミルコビッチ Urutia Mirukobicchi) is a female Mage and a former member of Grimoire Heart. She was the eldest of the Seven Kin of Purgatory, the strongest team in her guild. Currently she's a independent Mage of Crime Sorcière.


Appearance
Ultear is a pale skinned woman with long black hair, and black eyes. How she wears her hair varies from time to time. Ultear has a rather voluptuous figure, and she wears a long revealing dress, sporting a striped pattern. In combat she changes to a tight fitting battle outfit. Gray also remarks on Ultear's strong resemblance to her mother, Ur.

When she appeared in year x791, it was shown that under her guild new mark she receives somehow a large "x" shaped scar.

Personality
Ultear is a manipulative, ruthless and ambitious woman. Ultear regards her mother with cold disdain, classifying her as weak. She is rather calm and considerate when it comes to Meredy. However, she does not like it when Meredy calls her "Ul", possibly indicating that she has issues as well as hatred towards her late mother, although later on Meredy claims that because of Ur's death she has suffered. Meredy treated her as her mother because she saved her and gave her the words to live on. She has no problem with sacrificing lives to obtain what she wants, even going as far as controlling children.

Ultear is determined to find and reawaken Zeref because he can apparently save her from something that is troubling her. When she found him she even started to cry from happiness, and hugged his unconscious body, claiming that he was hers.

However it is later revealed that Ultear is not truly evil but rather, the victim of an unfortunate history. After thinking her mother abandoned her, finds her self under the tutelage of Hades and from it learns the magic of the Arc of time. From it she was led to believe that once she reaches the ultimate Magic World she would be able to complete the Arc of time and with it, be able to go back in time to relive and change her past.

This is the reason why she was able to commit all the atrocities she did: because she thought she would be able to undo them once she completes the Arc of time, to go back and live the life she wanted, but once learning the truth about her mother from Gray - realizes her mistakes. She finally admits her wrongdoings and confesses her feelings for Meredy, once forgiven they embrace in mutual love for each other, marking the change in Ultear for the better.

History

Ultear was born to Ur and was her daughter up until early childhood. However one day, Ur discovered that Ultear had too much magical power in her which was giving her a fever and took her to a doctor. The doctors went to treat Ultear, but in truth abducted her; when Ur returned for her daughter, the doctors lied to Ur, saying her daughter had died and her body was too ravaged for her to look at. Devastated, Ur accepted the lies and believed her daughter was dead.
Ultear's being experimented on

Ultear, who survived, did not know that her mother had been lied to and assumed that Ur had abandoned her. She was experimented on over time, being kept in a prison when she wasn't. Ultear, however, managed to escape once and make her way back home. However, when she saw Ur with Gray and Lyon as her new apprentices, Ultear assumed she had been replaced, especially seeing Ur happy and vowed revenge. She returned to the laboratories and willingly let them continue their experiments till she gained her magic powers before escaping again, this time destroying the labs with her new found power.

As she grew up, Hades took Ultear under his wing, raising and mentoring her to learn a form of Lost Magic: Arc of time. Convincing her that in the "World of Magic" one could travel back in time to change the past. At some point she stumbled upon a young Meredy, along with a few of her comrades in some city ruins and invited her to Grimoire Heart.

Synopsis

She was introduced as a member of Magic Council. She spent the entire session playing with her teal orb, for which she was admonished by Org.
Galuna Island arc
Ultear as Zalty

She later disguises herself as a masked individual named Zalty and joins Lyon Bastia to attempt to revive the demon Deliora. The group comes into a confrontation with Team Natsu, where she takes on Natsu Dragneel herself, though in the end is beaten (though not before Natsu states that while she in the Zalty guise, she has the scent of a woman). In the end, it turns out it was a plot by Siegrain to revive the demon and control it. But since it was already long dead, the mission was a failure. She also ends up getting a bump on her face from the fight with Natsu and mentions that she didn't even use half her power against him. After Deliora was defeated, she restored the destroyed village on Galuna Island back to normal, and was later on impressed by the fact that Erza figured out the mystery behind the curse of the Galuna Island's inhabitants.
Tower of Heaven arc
Ultear destroying the Council

She was seen during the council situation involving Jellal Fernandes and the threat of the Tower of Heaven. Both Siegrain and herself manipulate the council into firing Etherion (a satellite beam of gigantic concentrated Magic) at it. The whole thing, however, is nothing more than a plot by Siegrain, who is a psychic projection of Jellal used to fool the council into using the Etherion to complete the tower and create the R-System, a tower of Lacrima crystals which he hopes to use to revive the Dark Mage Zeref. Once the tower is completed, Ultear uses her Magic to destroy the council's HQ and throw them into turmoil.

However, after the events at the Tower of Heaven and Jellal's defeat, Ultear revealed herself to have manipulated Jellal all along, since Zeref was never killed - just sealed away. Her true goal was to unseal Zeref, using Jellal to get one of the keys to unseal him.

Oración Seis arc

Ultear as a member of Grimoire Heart

Events take place in the Oración Seis arc in manga but Fighting Festivals arc in the anime

She is revealed to actually be a member of the Dark Guild: Grimoire Heart. She is seen in Chapter 131 talking to her master about searching for the Keys to Zeref's seal, Grimoire Heart already having at least one of them in their possession.

In the anime, Ultear talks to her master atop a rocky summit through a round green orb rather than the airship.

Tenrou Island arc

Battle Outfit

As Zeref starts using his Magic, Ultear and her guild locate him and prepare to retrieve him at Tenrou Island in their airship. While en route to the island, her teammates start acting up, but she doesn't give them attention, except for Meredy whom she asked if she could fight in the forecoming battle with Fairy Tail. Later, they are all seen preparing for the battle, with Ultear having changed clothes and when Meredy calls her Ur, she angrily scolds her, telling her to never call her Ur again. Then, she, with the rest of the Kin (except Azuma), notices a giant monster, Makarov's Full Body Titan form, and they all are taken aback, although the Guild Master, Hades, was unaffected.

Ultear blushes

After Makarov damaged a large section of the airship, Ultear completely repaired it using her time Magic. She was then transported to Tenrou Island by Caprico's bubble Magic. She blushes at the prospect of meeting Zeref at last. She then begins running toward an unknown location, saying for Zeref to wait. Ultear continues walking, talking to herself about how the path to find Zeref was far and hard, but today it'll all pay off and her dream will come true. Once she has Zeref in her hands, she claims she will be saved. Just then, Zeref appears behind her. He states that the Grimoire Heart members are "the apple of the discord here" as she excitedly tears up at seeing him in the flesh. Zeref then prepares to attack, claiming that they have angered him greatly.

Ultear bowing to Zeref

As Zeref asks her what they wish to do with him, she bows to him, replying that they need his entire existence. However, Zeref then says he doesn't want to kill anymore and that he wants Grimoire Heart to leave the island and reasserts his anger, giving chills to Ultear in the process. The two then have a short battle and, though moderately injured, Ultear is shown to be the victor. She mentions that she is the eldest of the Seven Kin and that Zeref in his sleeping state is weak. She then prepares to release him, shouting into the air with glee that she has captured Zeref. She then brings the unconscious Zeref to a tree and hugs him tightly, saying she'll make him the king of the ultimate Magic world. Meanwhile, Natsu detects her familiar scent and runs toward her location.

Natsu mets Ultear

As Natsu makes a noisy ruckus in getting to her, Ultear detects his presence and hides. Natsu and Happy see Zeref unconscious by a tree, and Ultear uses her Magic to make a sprout in the ground grow into a giant tree that almost hits the pair in the process. Sitting on one of the high branches of a tree, Ultear introduces herself as the leader of the Seven Kin. She wonders aloud if Fairy Tail also wants Zeref, but Natsu quickly responds no and yells out that he will never forgive Grimoire Heart. As he begins climbing the tree to get to her, she produces an orb from her armpiece and knocks him away with it. She then follows up by producing numerous orbs in the air and has their "time paths" all pinpoint to Natsu, which results in a devastating attack. Smirking, she comments that the fun has only just begun.

An angry Kain and Ultear facing off against Natsu and Lucy

When Kain is kicked over towards her by Natsu, she asks him what he was doing there, to which he replied that he had been chasing that girl. She is then seen with Kain facing off against Lucy and Natsu. Kain then asks her to leave because he would handle Lucy and Natsu by himself. She agrees and says that she must take Zeref to Hades much to Kain's joy.

Ultear discovers Gray

She is later seen carrying Zeref back to Hades, when Gray spots her and mistakes her momentarily for Ur. He almost catches her attention when he cried out in pain because of the Sensory Link Magic cast on him by Meredy. Ultear then appears behind Gray, and asks if he was following her. She then goes on to explain that she is the daughter of Ur and that he shouldn't fear her because she is on Gray's side.

A skeptical Gray questions what Ultear means that they are allies. She tells him she holds no grudge against him because she knows that he didn't kill Ur, and in the end it was just pride, 'a mother protecting her child' which provokes Gray to remark that she's done evil things and that she shouldn't say that what she did was Ur's pride. Ultear then states that everything she did was the will of Ur, which suprised Gray.

Ultear is later seen with Gray Fullbuster when Azuma uprooted the great Tenrou Tree. The pair is seen again after Azuma's defeat and she remarks that the magical energy is back to normal. As Gray contemplates Ur's will, she says it's up to him whether to believe him or not; she says she'll take Zeref off the island and tells Gray he must defeat Hades. She says with Ur's Iced Shell, he can beat Hades and is the only one who can answer their prayers. Gray agrees with her in using Iced Shell to defeat Hades, claiming that he's not doing it for her nor Ur, but for the guild.