While fighting Mosquito, the demon tool Brew Kid was holding activates, enabling him to hold off Mosquito's attacks before the enemy gets away. Elsewhere in the castle, Kirikou fights alongside Ox with their weapons, and the final two castle locks are destroyed. Arachne attacks Maka's group with a mental attack, but they soon break through it. Maka, Soul, and Medusa enter Arachne's inner lair and surprisingly discover her lifeless corpse. Mosquito fights with Eibon, but is killed quickly, and soon after Kid is sucked into Eibon's book as Liz and Patty look on in horror.