Me again! Thanks for reading. I'm having a great time writing this, if you couldn't tell.

Dodge, parry, parry, strike, strike, defend.

Maka finds herself repeating the words over and over to herself as her sword clangs angrily against the sword of her opponent; her hair whipping round each time she attacks, throwing her whole body weight around with ease.

The boy she's fighting is starting to wane, she feels. He's backing against a corner, he's being pushed back. Maka takes that as her chance to 'finish' him off, using a three-pronged attack to completely back him against a stone wall. With three loud, metallic clangs of metal, he's suddenly completely at her mercy.

"Okay, okay," the boy in front of her pants, throwing down his bronze weapon with an almighty clatter onto the stone steps in front of them. "I give up. Stop," he wheezes, out of breath and clutching his stomach. "You win." He stands up from where he's cowering and turns to look at a white-coated figure in the distance. "Sir, she won again!"

A small smile tickles Maka's lips and she holds out the sword in her hand. It quickly disintegrates, shifting back into a smiling, pretty Japanese woman.

"Well done, Maka!" Tsubaki clasps her hands together as they high-five in the air. "That was your quickest one yet!" she grins. "I think you're getting stronger."

Maka allows herself a proud smile, but only for a second. "You did a lot of the work, didn't you…"

Tsubaki hesitates, shrugging before she places a comforting hand on Maka's shoulder. "Less and less each time, I promise."

Maka groans. "Are you sure?" she asks. "Please don't lie to me, I need to know if I'm getting stronger. I… I don't want to rely on my weapon. I want to be like my mother," she says with a grim face of determination. "She never relied on anyone."

Tsubaki nods enthusiastically. "Maka, you've made an amazing amount of progress in just a few weeks. It's almost unheard of. You're already beating two-stars weapon-meister teams." She grins. "Not to mention, you're capable of resonating with almost any of the weapons that Stein's given you."

"It's true," a deep voice cuts in at that moment, confirming Tsubaki's words of praise. "You are making startling progress. It's very encouraging."

Maka's head whips round to see Professor Stein approaching the two of them, having watched and carefully analysed her last fight. "Thank you, Professor." She presses her hands together in thanks and bows down to the formidable doctor. "I appreciate it."

"But..." he continues, making her heart sink. "You have a long way to go."

Maka sighs, nodding in agreement. "I know," she bites her lip. "But… you can teach me! My mother and my father took so much away from me, keeping all this from me. I… I just want to catch up on all the missed years of training," she pauses. "And, uhh…"

"Yes?"

"Well, I've decided. I want Tsubaki to be my weapon partner. For now. If that's okay?" she asks. "I just…" her gaze casts for a second over the smiling sword-type. "I just felt like we worked together as a team really well..."

Stein hums and shifts his gaze to Tsubaki, who nods in accordance. "I want that, too. Maka's unusually powerful, for such a junior meister. And we resonate very well together. I haven't resonated so strongly with somebody since… well, since Black Star."

There's a strange chill that seems to go through them all at the mention of his name, but Maka quickly changes the subject. "Yeah, it's the same for me and… and Soul," she bites her lip. "Maybe we could even learn to resonate better than I could with Soul…" she suggests.

Professor Stein smiles. "You are free to choose your own weapon partners," he starts off, but his voice contains a hint of warning. "But you should also be warned that soul resonance is not something that can be forced, or learned. It happens naturally between two compatible souls. Only very talented meisters and weapons can force resonance, and even then…" he hesitates. "It seldom ends well."

Tsubaki smiles. "Thank you, Professor."

Maka bites her lip.

"And Maka…?" Stein continues, apparently not finished with his warning. "I should also mention that the rate of resonance you and Soul achieved together is extremely rare. I have only ever seen a few weapon-meister partners come close to that kind of resonance." He nods at the two girls. "I only say this so that you won't be disappointed if you can't recreate that kind of attack with Tsubaki. However, I am sure that the two of you will excel as partners – you are two of my most diligent students, after all!" he finishes, complete with a proud twinkle in his eye.

Maka frowns and her gaze falters. "Thanks…" she says, but something in her tone is off.

Was that really true? Could she really only resonate like that with Soul?

But why him?

Why did it have to be the one person who she would probably never see again? The one person who had left her, his friends, and the academy behind?

She spares a quick glance up at Tsubaki, wondering if she feels the same thing about Black Star. After all, she'd been left by her partner too. And Tsubaki and Black Star been a team for years and years, something that she couldn't claim to rival.

There's a brief moment of pause, before Stein clears his throat.

"Anyway, good job today, girls. Keep up the training. I'll check in on you tomorrow – and in a few days, I'd like to see how the two of you fare against a real threat," he says with a terrifying glint in his eye. "Goodbye!"

"Bye," Maka murmurs as he turns on his heel. She watches him with a little suspicion as he stalks across the balcony, presumably back to his lab to run more tests. Under her breath, she whispers, "Creep," and then giggles at herself. That was Soul's influence.

She's surprised to find herself thinking about him.

It had been a few weeks since she last saw him. Mostly, she was coping by spending every spare second training; running, sparring, learning, and meditating. By all accounts it was working – she'd managed to successfully avoid processing Soul's departure for quite a while.

But at night, she would spend hours trying and failing to fall asleep. She sometimes woke up in cold sweats, plagued with awful nightmares where he's been killed, or turned into a zombie, or some other horrible fate. As a result, she'd sought out Professor Stein to give her some sleeping tablets. He had obliged, although whatever he had given her was far stronger than she had expected and she had ended up conking out for around fourteen hours.

So ignoring her feelings had become the only option. She rationalised it: time was a good healer, and it wasn't like he was ever coming back. He was best forgotte about - she just had to get over it. She had to grow stronger; better.

That's what all the training was for; what all of the silly sparring matches were for.

It's her new life in Death City.

It's a big city, especially for someone who spent much of the last few years locked up inside a small home.

And there's a lot of things she still didn't understand about the academy. Things here were more than a little strange, at the best of times, and Maka herself finds herself having odd run-ins with bizarre events all the time. Walking into the bathrooms to find that all of the toilets had been mysteriously smashed to smithereens, for example. When she'd asked Tsubaki that, the girl had just shuddered and advised her that Stein and Marie were probably fighting, and it was best to avoid the topic completely.

And Kid, too. The whole symmetry thing bugged her out - the other week, he'd insisted that if she was going to stay at the academy, she would have to start wearing her hair in pigtails again. Pigtails! She was an adult!

Sometimes, Stein would ask to take her blood. She wasn't sure why, but he'd said that he wanted to run tests. She shudders to think about the kind of strange experiments that he's running in that creepy, patchwork laboratory of his but if giving him a blood sample every now and then would keep him from trying to take it himself… well, she really doesn't mind.

Tsubaki seems worried about her. Every time she wins another sparring match, or makes a new bout of progress, Tsubaki's always standing there with that proud smile, betraying only the slightest hint of worry, or concern.

Maka doesn't understand that, either.

Kid leans back onto the soft leather of his office chair, feeling it creak with the pressure of his weight. He sighs loudly, irritably.

There were three people in his office. Three was not Kid's favourite number, not by a long shot. Three could not be divided by anything except 3 and 1. He hated prime numbers.

Professor Stein, Marie Mjolnir, Nygus.

"Where is Sid?" he asks, more irritated at the lack of symmetry than Sid's actual absence.

"He's held up with some work," Nygus explains calmly. Nygus was one of those presences that managed to be the coolest person in any room she was in, by default. This was no exception. Between Kid's neuroses, Marie's histrionics and Stein's full-blown-sociopathy… she was the only sane person here.

Kid blows air out his noise in frustration. "Fine."

"As I was saying, Kid…" Marie fidgets with her fingers, continuing on from where she was before Kid's outburst. "We're just not sure about the current plan."

"The current plan being?"

"Pretend like everything is normal and hope that we can defeat the witches," Marie clarifies. "Arachne's organisation is stronger than us," she pauses. "They're cleverer. They have magic."

Kid raises his head up from the desk and makes a narrow expression. "If they were stronger than us, they would have attacked already. It's like… it's like they're biding their time. Waiting for something. I wish I knew what."

Professor Stein clears his throat, signalling that he's about to speak. All three other occupants of the room turn to look – he was generally much more subdued when they discussed strategy, preferring to weigh in on science or medical matters instead. "For us to leave Death City, perhaps?" he ventures. "After all, while Lord Death's spell remains on this place, witches cannot enter the premises."

"We're self-sustaining, are we not?" he frowns.

"For now, yes."

"Hm," Kid replies in a clipped tone. "Still. It will be a rather long wait, if that's the case."

Nygus speaks up, too. "It's Arache, Kid. It's safe to assume that they have a pretty solid plan. They aren't just idiots that would come marching up to the barrier and just wait there. They're doing something. I can… I can sense it."

"Me too," Marie agrees, biting her lip.

Kid's frown falls deeper. "They can't get in. End of story."

There's a brief silence.

Professor Stein pushes his glasses further up his face. "I hate to remind you of this, Kid. But… they're already in."

"What?"

"Medusa."

Kid bristles at the mere name, but he tries to disguise it. "What about her? She's locked away in the dungeons. If she wanted to escape, she would have done it eons ago. She needs help, and her help are all stuck behind the barriers of Death City," he reasons. "Do you think that she might be part of the plan?" he wonders.

"Arache and her are sisters," Nygus points out. "It wouldn't be beyond the realms of possibility that they might have devised some sort of scheme to get her out…" she shrugs. "I don't know how witches think, I'll admit," she holds up her hands defensively. "I just know that they are clever, they are powerful… and they have the Grand Witch's approval." She hesitates. "And that can't be a good thing, Kid."

Kid's mouth turns downwards. "No," he agrees, and then turns to the Professor. "If they breach the barrier… what chance do we have of winning this?"

Professor Stein tilts his head to the side, calculating in his head. "Slim, probably. We have several very strong fighters. We have you, Kid, and the twins. Nygus and Sid. Marie and I. Ox and Harvar. Jackie… Kilik… the others," he hesitates. "And… well, Maka."

"Maka?" Kid questions. "Surely she can't be on the same list as the rest of us…?" he wonders.

"She's not. Not yet," Stein answers honestly. "But… well, if I may speak theoretically?"

"Go ahead."

"I sense something in her attacks; in her soul wavelength. It's hard to explain, but it reminds me of a move that her mother used." He clears his throat. "It's called witch-hunter. I've only ever seen it used once, by Maka's mother. It has a very unique ability to actually heal any evil it touches, and spread good… when used correctly, it's a very powerful tool."

"This is just hearsay," Kid starts, but Marie joins in, shaking her head in tandem with her husband.

"No, Kid, Frank is right. Witch-hunter can only be performed by those with the purest of souls… called Grigori souls, if we're being technical..." she smiles at her partner supportively. "Frank has been working with her to understand how we could unlock the potential of her soul, but, well…"

"It's slow-going," Stein finishes for her. "She's making a lot of progress in her training, but we're already on borrowed time. I've been analysing and testing samples of her blood. So far, I haven't found anything particularly useful, but I plan to continue my research."

Kid frowns. "You think this witch-hunter move has the potential to kill Arachne?"

Stein smiles. "I think there's a chance it could even… reserve the effects of the virus, if utilised correctly," he admits, lowly. A shocked gasp ripples through the room, through Nygus and Kid simultaneously. Marie's face reflects the grim determination of her husband's.

"Really?"

"It's critical that we gather more information. I don't want to push her too far – I haven't even told her this much, yet - but we haven't got much time…"

Kid nods understandingly. "Push her, Stein," he instructs. "If you're right… then we might be able to win this."

The professor nods in accordance. "I will test her skills against mine, in a few days. I'll report back to you on her progress."

"ARGH!" Liz's yell echoes out through ancient stone walls and floors, reverberating unpleasantly from every single cobblestone in sight. She slaps a hand over her mouth with widened eyes, and then glances at her sister.

"Ssh!" Patty presses a finger to her lips, sending her sister a stern look. "Stop yelling," she whispers.

"Sorry," Liz removes one of the hands to hiss in response. "But I thought I saw a spider!"

Patty giggles. "There's probably loads of spiders, sis. You gotta quit shouting, though. Or else someone's gonna hear us. And I'm pretty sure that we're not meant to be down here…"

Liz clears her throat and grumbles at her sister. They creep a few steps further down into the depths of the basement below Shibusen – at least of part of which was a dungeon complex where they kept their most dangerous prisoners. It was creepy, to say the least. There was no light except the burning sconces on the walls. The only thing that told you where exactly you were was a series of increasingly confusing mounted maps, and Liz wasn't much of a navigator at the best of times.

Descending the staircase to the lower levels of Shibusen is in many way, not completely unlike descending some sort of spiralling staircase to the pits of hell. Liz starts to have second thoughts about their little excursion. She says as much to Patty. "Are you sure we should be doing this? I feel like we're probably not going to find anything, and it's so weird down here…" she starts off, biting her lip.

Patty frowns and shakes her head. "Being scared is not a good reason not to do something, Lizzy. You should know this," she pauses. "Besides, we've been putting this off for weeks. Kid's been working us to the bone – we gotta do this while we still have the chance. While he's distracted! He'll never let us in, otherwise."

"Yeah, what's up with that?" Liz questions, scratching her head. "He's so cagey, that kid."

"He's weird," Patty giggles in agreement, twisting a finger into her temple to imitate a corkscrew. "Come on," she hisses, tilting her head to the side in a gesture that Liz should hurry up and follow her.

"Slow down! These shoes were not made for walking."

Eventually, the two girls descend to the dungeon levels. There's a ghostly chill permeating the corridor, and the faintest of scraping noises.

They share a look.

Liz's teeth chatter. "This is scary, Pat," she comments, her voice a little quieter.

Patty swallows, presumably in agreement, as they both stare down the long, lit hallway. "I'm guessing that the doors on either side are prisoner's cells…" she says slowly. "Woah."

"Woah indeed," Liz says with disgust, her teeth set on edge. "It's cold. It's creepy. Can we go now?" she asks, her voice sounding a little desperate.

"No!" Patty exclaims suddenly, causing Liz to jump and send her a glare. "We've come this far. We've got to at least peek inside one of the cells, sis!"

Liz groans. "Fine, fine. But if I get turned into a newt… I'm so blaming you."

They pad across yards and yards of empty cells, and a few occupied ones that neither sister has the courage to look inside. The empty ones are bad enough, though. The better accommodation contains a stone slab for a bed, a small hole for a toilet, and not much else.

The worse ones are just chains and cages.

"Oh my God," Liz whispers, pointing at one room which looked like someone had drawn on the walls with blood. "What the hell? Who do they keep down here?"

"Kishin," Patty muses. "Come on, I want to look inside one of the closed ones."

"Be my guest," Liz shakes her head.

Patty excitedly trots up to one of the tiny windows which separate the endless corridor from the various prison cells and sticks her nose right up to the hatch. "Here we go," she says trepidatiously, and slides the small hatch all the way to the left.

There's a second long pause in which Liz waits expectantly.

Then, Patty gasps and slams the hatch closed with a metallic 'clang'.

"What was inside?" Liz asks curiously, staring wide-eyed at her sibling. "Pat, are you okay?"

Patty's eyes are like saucers and she points to the door with one trembling finger. "You should take a look yourself," she advises.

Liz frowns, her curiosity effectively piqued, and she eyes up the small window. "Alright," she says to herself, squaring up to do it. "Fine."

She slides the hatch open a lot more cautiously than her sister had and peeks into the small window herself. Inside, she's face to face with a humanoid creature – something the same shape as a human, but not quite. It's an infected human – she can tell from the red eyes, the rashy skin, the rabid look on it's face.

"What the hell is one of those doing down here?" she hisses, recoiling a few paces. "Surely there's enough of them outside the walls that they don't need to keep them down here, too?!"

Patty shrugs, her eyes narrowed. "Do you think that all the cells down here contain zombies?" she ponders. "You gotta wonder why they'd even bother with that."

"No," Liz shakes her head. "No, Kid says something about keeping kishin souls down here. It can't just be zombies," she thinks for a second. "My guess is they use these dungeons for whatever they need to. It's what I'd do…"

"But why do they need zombies?"

Liz opens her mouth to speak, before realising that she doesn't know the answer to that question.

Just that second, the girls are interrupted by a jarring, female voice emanating from a few yards away.

"Excuse me," the voice says in a small, polite tone. Liz and Patty both jump out of their skin and a small shriek of terror escapes Liz's mouth. "Sorry to bother you."

The voice comes from a tall, slender figure wearing a black robe. Underneath the sleeves of the robe, the crisp white cuffs of a dress shirt poke out. "W-who are you?" Liz takes a sharp breath in, her stance automatically moving in front of her sister as if to protect her.

"Oh, nobody really…" the voice sounds almost on the verge of tears. "I'm just looking for my mother. Have you seen her?"

Liz and Patty turn to face either other, both equally as stricken by the strange sight before them. "Uh… whose your mom?"

"She told me to come and find her, so I could let her out. She's in one of these dungeon's cells… I just don't know which one!" the voice suddenly wails, getting louder and more shrill. "I can't deal with this!"

Liz and Patty's expression grow more concerned.

"D-did you say your mom's in one of these cells?" she repeats, hoping that she heard wrong. "And that you're here to let her out?"

"That's right, I'm here to let her out. That's what I need to do, that's what she told me to do. I just wish that it was easier!" the voice moans again. "I don't know how to deal with all this…" the white hands fly out of the side of the robe to grab his hooded head in despair.

Liz mistakes the movement for an attack and in a split second, Patty has melded into gun-form and is prepped and ready in Liz's hand.

"Don't move or I'll shoot, kid," Liz hisses, channeling her most badass inner-Brooklyn accent. "I'm not kidding."

The figure slowly lets down their hood, revealing a pale, ghostly boy with choppy, pastel pink hair. His expression is stern, sad, somehow searching.

"Oh, no. Please don't do that," she asks politely, reaching round with his arms to scratch his own back. Liz doesn't move her gun one inch.

"Hands up, kid," she hisses.

"No, no. You can't shoot me. You won't shoot me…" the boy starts to take measured, small steps towards where Liz is standing and she breaks out in a cold sweat. "You're not going to hurt me," he says, his voice almost exactly the same but just a modicum more sinister. He tilts his head all the way to the side and opens his mouth again. "Do you know how I know?"

"H-how?" Liz spits out, her gun beginning to tremble in her hands.

"Just try…" the boy replies. His grin now stretches almost from ear to ear; a horrible, mocking rictus which shouldn't be physically possible on any normal human face.

Liz swears and squeezes the trigger of Patty's gun.

The wavelength bullet blasts out from the end with a whip crack, tunnelling straight through the boy's chest.

Liz freezes, stuck in place. She wants to vomit, scream and run away - all in unison. Inside her weapon form, Patty is uncharacteristically quiet.

The boy doesn't fall. He doesn't bleed. He doesn't even flinch.

He just smiles.

The wound in his chest heals up almost immediately; his skin fusing messily together in a black, sticky haze on his skin.

"My blood is black," he says, almost in a whimper.

And that's when it appears.

On his back, seemingly a part of his own person, another silhouetted figure appears. A giant, black metal, hulking thing shooting out from the boy's own spine – still attached at the waist – and snarls menacingly at the two girls.

"Kill them, Crona," it growls.

This is the end of part 2!

Check this fic for updates, I'll put any in the next chapter. :)