"Be careful." The guard tells Spirit by his side once more as Spirit arrives again at the dark depths of the Shibusen prison ground where the guard tries to warn Spirit.

"Thank you I'll be fine from here." Spirit assures the guard opening the door for Spirit, holding a tray of food in his hands.

"Meal time." Spirit hollers entering the dark depths of the prison, the flickering flame of the candle being the only source of light for the cell as he glares at the smirking Medusa kneeling down to her height.

"Feeding someone like you like this makes me remember when my daughter was small. You have a child too so you probably understand? That body…give it back." Fondly, Spirit smiles softly at the sense of nostalgia flowing through him. He spoons feeds the child body of Medusa happily taking said food before furrowing his brow turning serious as he places the tray to the side scowling at the girl before him.

"What's this so suddenly?" Amused, Medusa arches a brow bemused by Spirit's attempts at being serious.

"Our investigation was in luck, Rachel Boyd five years old a child who approximately one month ago had a disappearance investigation started." Scowling, Spirit takes out a photo of said girl displaying it before Medusa making her smile widen when seeing the innocent victim's missing poster.

"I'm only borrowing it until my magic has been gathered. I'll return it…eventually." Proudly, Medusa assures Spirit.

"As long as you're using Rachel's body as a shield we can't raise a hand against you. You're such a dirty person." Poisonously, Spirit sneers disgust drenching his frowning facial features.

"Don't misunderstand me. I don't have that sort of intention. My shield is my information the info the Shibusen wants the utmost." Calmly, Medusa reassures Spirit.

"You're a lair. That's the way of someone who is preparing two fold and three fold guarantees." Paranoid, Spirit snaps scowling.

"Then did you find BREW?" Bemused, Medusa queries quirking her head to the side smirking smugly when noting Spirit's scowl at the question proposed.

"Yeah. It was right where you said it would be according to expert opinion it's the real thing." Spirit sighs giving her that much remembering Sid digging up the box containing BREW just as per instructions.

"Then couldn't you give me a little bit of credence? I don't mean something in exchange for BREW but could you take off these restraints? My body is already all stiff. It's not like I could put up much of a fight in the middle of the academy like this." Pouting, Medusa stands hearing the brief ring of metal and crinkle of chains ringing. She whines pouting moving her body about trying to feign cuteness but…

"I would have thought if it was you. You could have taken it off when you felt like it." Irritated, Spirit points out gesturing to the leather straps clapped coiled around her body.

"There's no meaning in doing it myself. There's much more meanings in favours." Frowning, Medusa points out feigning disappointment.

"Nnnnn…" Medusa stretches as Spirit sighs remembering his orders as he unclasps the leather straps coiled around her.

"I'm not a child so you don't have to go that far. I can do it myself." Medusa tells him furrowing her brow when while she stretches he pats her butt.

"Sh…shut up! You're mistake! Before anything else the thing we want to know if the location of Arachne." Angrily, Spirit snaps, a faint ruby red tint to his cheeks, a blistering blush burning his cheeks from her words.

"The three witches list, the magic tool BREW those are things I've handed voer without charge but from here on it's different…a trade." Slyly, she smirks up at Spirit hands on her hips as she explains her side of the deal, her request…

"Medusa wants to speak with me in person?" Perturbed, Death does a doubletake from the news.

"Yes it doesn't seem she'll be at peace with me as an intermediary." Spirit sighs bowing his head at the fact.

"Hmm…What a surprise who would have guessed Medusa was alive and that she would surrender herself to the DWMA." Death exclaims still stunned surprised even by the turn of events looking over at Ava by his side seated on the pedestal platform of the mirror as Spirit reports the news to both lord and lady Death.

"To be fair snakes are known to be rather troublesome to kill." Ava remarks as she leans back, her hands flat on the podium pedestal below her, her leg over the other.

"I'm sorry, I was certain that we had defeated her then but…" Guilty, Spirit bows his head as Ava grimaces from his words.

"It's fine if anything I should have ended her but my mind was on other matters." Honestly, Ava confesses, stating the fact of the matter making her wince, glancing over to the side solemnly, sadly at the fact of the matter thinking back to a certain seal.

"Well either way this is a witch we're dealing with anything's possible with them. The real problem is what happens now. We're dealing with Medusa after all she's one tough and tricky customer." Death reminds the two breaking the still silence of guilt hanging heavily in the air.

"Not to mention she's using the body of that child doesn't help matters." Ava adds.

"Does it?" Death quirks his head to the side.

"Sweetie I am not going into details again about this do I?" Irritated, Ava pinches the bridge of her nose exasperated.

"Weeeellll." Death draws out making Ava groan head in hands.

"Urgh…" Ava slams her face into her hands as Spirit sighs pitying the woman.

"Medusa is also scheming something but to defeat Arachnophobia Medusa's information is essential to us. Moreover, she was able to revive the sleeping Kishin in Shibusen with just four people. She has war potential." Death concludes.

"She hasn't presented the concrete details of the trade yet but….are you going to listen to Medusa's story?" Spirit asks.

"Yes the most troubling thing right now is Arachnophobia…the enemy of my enemy is my friend doesn't it seem like we have to use Medusa here too…" Sighing, Death states the fact of the matter meaning it was time to meet with the witch Medusa.

"Naigus what is the meaning of this!? What did Kim and Jackie do!?" Mad, Maka demands from Naigus after the scene. She still had no clue what happened everything seemed fine, normal even albeit different with the rude looking men in suits wandering around Shibusen not saying a word but as soon as Kim and Jackie arrive, upon their broom of sorts they scared her. They grabbed Jackie acting as if she were a felon, a thief as they tried to take Kim and Jackie only for them to escape fleeing high in the sky, going who knows where…

"Everybody calm down." Sternly, Kid approaches the group grimly noting the outburst of his classmates.

"Kid." Maka turns to him.

"Naigus please let me tell everybody precisely about Kim, noy as a Shinigami but certainly as a comrade." Civilly, Kid requests off from the teacher who nods her head backing down leaving the group for Kid to tell the truth to his classmates.

"What you said Kim is a witch!?" Kilik gawks at the news.

"Shibusen didn't unilaterally take Kim in under suspicious instead we were preparing to hear her out. However more than we had initially thought a witch in Shibusen became neurotic if we had moved with a little more care." Kid sighs sadly, furrowing his brow at the lack of professionalism.

"If there was information that Kim was a witch why didn't you tell us? Instead you rounded two suspects you barely know and they got scared and ran. If we had been the ones to say it then they…" Annoyed, Kilik argues.

"I'm sorry." Kid bows his head.

"Kid had also just returned from his extra lessons don't blame him like that. There was a witch amongst the students that's a severe problem the adults probably came up with the solution." Fairly, Ox points out.

"Kim left. Don't act so calm like that." Angrily, Kilik snaps at Ox.

"Everyone here is agitated even so don't get needily worked up and act stupid like you usually do." Ox states.

"They'll probably return securely shut up baldly!" Enraged, Kilik snaps scowling.

"Kilik you saw it to right? They're not in Death City anymore it's not like you could catch up with them on your feet." Ox argues.

"You are all just irritating. I'm going to search for places they could be at." Kilik turns on his heel storming off.

"Kilik I'll go with you." Soul tells Kilik.

"Hey Kid where did you get this information from?" Mystified, Maka asks him.

"…That is…Medusa. I don't know what her aim is but Medusa surrendered to Shibusen under her own volition she's currently being contained in a prison cell." Grimly, Kid confesses to Maka making her greens dilate, drenched in fury from the name alone that is the witch Medusa.

"Yep this is BREW alright." Ava confirms brow furrowed as she tosses the box up and down swiftly catching it, looking over at the device bestowed upon her by Spirit.

"So even you know your mother's work?" Surprised, Spirit arches a brow impressed.

"I grew up around this crap." Coldly, Ava grumbles glaring at it.

"That crap is a piece of history, an artefact of…" Sternly, Spirit argues.

"Of for the…I would prefer if we don't speak of such relics." Annoyed, Ava grumbles glaring at the blonde before her.

"This coming from the god." Teasingly, Spirit smirks.

"Demi god." Curtly, Ava corrects her.

"Still a god." Smirking, Spirit states.

"Tch…" Scowling, Ava glares to the side.

"Are you sure it's the real one? Not a fabrication?" Frowning, Spirit questions her as she looks over at BREW brow furrowed.

"Look at the bottom." Ava sighs tossing said device over to Spirit.

"The bottom?" Stunned, Spirit complies staring down at the box, his blues widening when seeing the M engraved on the bottom.

"See that insignia it's my mother's. She always had her mark on her most favourite trinkets." Bitterly, Ava sneers poison dripping down her tense tone. She remembered her mother's fondness of her devices. She preferred the ice cold company of machines over people, Ava knew that she knew how hard her mother pushed in creating BREW but she never did quite really know why she was like this. She remembered her mother using BREW a fair few times in a way to escape, to increase her magic to make her smokescreen when they fled much more effective or if needed to deal with monsters or issues if things get out hand. She didn't know what these writing were or markings, some glyphs she recognised but it would take a witch to understand the language, she knew that far too well.

"She gave you Brew in order for you to allow her to speak to me directly…?" Death gathers brow furrowed.

"She's insisting on it. Apparently she wants to make a deal with us." Spirit shoves his hands into his pockets.

"A deal huh…" Death exclaims.

"I have no damn clue what that witch has up her sleeve why is she willing to hand over BREW to us so easily?" Annoyed, Spirit curses.

"To gain something better." Ava answers.

"But what could be better than BREW?" Befuddled, Death ponders.

"The death of Arachne perhaps." Ava offers.

"But they're sisters?" Spirit argues earning a small chuckle from Ava.

"So…? What I want to know is how she got her hands on it." Amused, Ava arches a brow bemused by Spirit's innocence before falters furrowing her brow.

"There's a lot to this we don't understand." Death sighs.

"I don't know what she's up to but there's one thing we can count on. She wants to use us somehow." Ava states.

"I'm sure of that." Death agrees.

"But by what means is another issue." Ava says.

"Still I should speak with her I want you to bring her here immediately." Death tells Spirit.

"Are you sure?" Spirit furrows his brow.

"I'm sure." Death nods his head as he watches Spirit leave, going to go fetch Medusa.

"Soooo?" Death quirks his body to the side as he stares down at Medusa staring up at the god of death, the child body before him shudders, shakes from the sheer sight of the god of death towering over the small framed form of Medusa.

"…Grim Reaper." Medusa smirks strained up at the god of death.

"Yeah, yeah you're enjoying yourself immensely aren't you? Because of you the world is on the brink of total disaster." Death taunts her unfazed as he sways his body back and forth swaying slightly to the side acting like a spring almost as Ava sighs shaking her head at her husband.

"That may be true but I still like to show my gratitude for speaking with me." Medusa tries to be polite looking up at Lord Death.

"Hmm.." Death hums simply staring down at the witch.

"Let's get to the point first let's get out the matter of these restraints perhaps you could remove them? They are quite uncomfortable and surely with you standing right there they aren't really necessary." Hopeful, Medusa requests gesturing to the leather straps coiled around her form having been returned to being wrapped around her as Spirit holds her by a chain shackle lead.

"Don't play with me if you wanted these restraints off you could have removed them yourself a long time ago." Annoyed, Death points out pointing at her.

"But it would be meaningless for me to put them off." Mischievously, Medusa winks smirking smugly.

"Hmph." Death grumbles gesturing to Spirit.

"Don't think about it I wont think twice about ripping you apart." Sighing, Spirit kneels down releasing Medusa.

"Nnnn…" Pleased, Medusa stretches her limbs.

"REAPER CHOP!" Death roars swiftly slamming his hand down on Medusa's head.

"DEATH! WHAT ARE YOU DOING!?" Angrily, Ava roars at her husband horrified.

"Aw come on after all she's done she deserved one chop." Whining, Death leans on his wife slightly pouting.

"She's possessing a child's body!" Furiously, Ava roars bearing her husband.

"Chop, chop, chop." Death calls out chopping at the open air as Ava steps aside as Death pouts like a child.

"S-Sir please stop!" Scared, Spirit cries out narrowly missing the barrage of hits thrown his way by Death making Ava sigh sweat dropping at the two.

"Death I swear if you don't put the hand down you'll be sleeping on the sofa tonight." Coldly, Ava warns Death.

"But I like sleeping in our bed." Pouting, Death whines.

"Well it won't be happening if you keep at it." Irritated, Ava crosses her arms over her chest.

"But…" Whining, Death begins.

"Death…" Ava's eyes narrow seething.

"Come on lord Death let's just…" Spirit smiles uneasily.

"Chop, chop, chop!" Death continues his swift strikes into the air open that Spirit narrowly misses.

"Urgh…" Ava groans sweat dropping at the morons before her.

The reaper chop that's the thing I hated most about the academy. Even as the school nurse I lived in fear of that chop. Sniffling, Medusa cradles her head huddled in the corner, placing her hood over her head, sniffling.

"Come here now what deal were you talking about?" Impatiently, Death pinches the end of Medusa's hood holding her up.

"Sir that isn't how you hold a child?" Spirit tells Death as Medusa sways slightly from side to side by Death.

"Is it not now?" Confused, Death ponders.

"And you wonder why I never left you alone with Kid." Frustrated, Ava huffs annoyed.

"My bloomers are showing!" Blushing, Medusa gasps, swiftly shoving her skirt down trying to hide said bloomers blushing.

"Nyaah…" Spirit squeals at the sight.

"Death you do not wave a child about!" Angrily, Ava snaps scowling at her husband.

"It's what I did with Kid." Childishly, Death disputes continuing to swing slightly from side to side.

"And why do you think I held him half the time!? Put her down now." Firmly, she snaps at him.

"Fiiine spoil sport." Death sighs dropping her.

He's treating me like a child I miscalculated. If this was why Lord Death treated his son, no wonder the kid is such a neurotic worrywart…for her to have to deal with them both…Medusa couldn't help but feel a pinch of rest towards Ava as she sees Ava berate Death himself.

"Bloomers! Adorable! My Maka wore those when she was little. Sweet little baby bloomers!" Squalling, Spirit gushes his baby blues shimmering, shining.

"Spirit you're making this weird." Ava deadpans exasperated.

"Now if we can return to the topic at present." Politely, Medusa hints as she frees herself from the two men, snakes spewing out of the hoodie, holding her up as Medusa crosses her legs over the other sat in a crossed legged position.

"So here's a question how do you think bloomers will look like on a grown woman?" Spirit asks Death making both Ava and Medusa flinch from her words.

"It's been done centuries ago people used to wear them all the time." Death answers Spirit.

"But if they did it now wouldn't it be creepy?" Spirit argues.

"A philosophical discussion on woman's underwear? Medusa's eyes narrow at the men before her before looking up at the annoyed Ava.

"This is the man you married?" Medusa questions Ava watching on ashamed.

"This is the man I'm stuck with." Deflated, Ava sighs solemnly, pinching the bridge of her nose tiredly.

"Stop it right now!" Mad, Medusa snaps at the two.

"Oh right we shouldn't talk about this stuff in front of ladies." Death exclaims.

"Really now you realize that?" Tiredly, Ava's eyes narrow at him.

"Right. Now about this deal of yours…" Death picks Medusa by the hood once more.

"Put me down right now!" Fuming, Medusa snaps scowling.

"Wibble Bloomers again!" Spirit squeals as Death pits her down once more.

"If you don't stop that I'm going to kill you!" Enraged, Medusa seethes snarling as arrows of purple spew out of her directed at the curled-up form of the smiling Spirit.

"What's her problem? Can't she take a joke?" Spirit sighs.

"And it was expertly executed too repetition is the foundation of humour." Death praises him.

"Three times is best." Spirit tells him.

"Absolutely I agree." Death nods his head as Ava's eye twitches.

"However since we were interrupted we'll have to…" Spirit begins but…

"And where do you think you're going?" Ava furrows her brow swiftly taking Medusa by her hood stopping her.

"Put me down I am not going anywhere near them!" Medusa scowls at her.

"Look I don't blame you just hold a moment. Spirit, Death get your act together this is serious!" Sternly, she snaps dropping Medusa as she swiftly slams her fist down on both boys.

"We're just joking." Pouting, Death whines bowing his head looking up at his wife towering over him.

"Now is not the time for jokes need I remind you who is out there right now wrecking havoc thanks to us!?" Angrily, Ava roars. Medusa stares feeling nothing but both pity and respect for Ava, having to deal with the two only growing to see the god so many fear the god of death fall so easily to Ava.

"What do you say Reaper what do you think of this affair if anything you're getting the better end of the bargain. What I'm offering is the answer to the question weighing heaviest on your mind right now." Medusa offers.

"We wont agree until we hear your conditions." Ava argues.

"Fine if you don't want to tell us I'll picky you up by the hood again." Death adds.

"Hey you promised!" Medusa snaps scowling as Death picks Medusa up once more.

"Sweet adorable bloomers." Smiling, Spirit squeals.

"Quit that already its creepy!" Medusa snarls.

"That's enough! Need I remind you that you are both grown ass men one of you is over 500 hundred years old and should be taking responsibility for what he helped create and sealed away all those years ago!?" Fuming, Ava crosses her arms over her chest.

"…You're no fun." Death pouts once more.

It's clear who wears the pants in this relationship. Medusa furrows her brow at the couple.

"Arachnophobia headquarters I'll tell you the location of Baba Yaga's castle and I'll give you information to capture said castle in exchange I want you to let me take full command of operation capture Baba Yaga's castle that is it." Seriously, Medusa informs the three.

"Don't say something so stupid you think we can accept such a condition! This is an important military operation we can't just entrust it to you." Spirit snaps at her.

"Spirit calm down." Ava places her hand on Spirit's shoulder stopping him.

"If you can't accept my conditions you'll be easily manipulated by Arachne the way you are currently." Coldly, Medusa states.

"We'll need time to think about this." Ava sighs.

"Of course but know this you don't have forever Lord and Lady Death." Medusa warns them.

"We understand." Ava and Death share a look nodding their head watching on as Spirit takes Medusa away and leaves, leaving them to think of their next move.

"We can't entrust the full command to you giving you this much power is reckless we demand to have our own separate group in their own high position." Sternly, Death tells Medusa after accepting her aid as Ava, Spirit and Death stands before Medusa, the four having tea as they discuss the battle plan.

"No it's been decided for me to go to the battlefield. I'm the only that that can't be removed from these plans." Firmly, Medusa states the fact of the matter.

"What do you mean? First of all shouldn't you ask about the details?" Spirit's eyes narrow.

"Arachnophobia led by Arachne is very powerful trying to smash that large of an organisation I'm assuming that will be a very large battle right? But don't think of me as a high risk. Even if this operation is a failure the risk you bear is small isn't it? The plan is for the operation to be carried out by a small group pf people." Medusa elaborates her point.

"Anyone in particular?" Ava's eyes narrow, her gold glaring into Medusa's yellow, a mustard yellow paling in comparison to Ava's avian gold.

"Not really. Still is it okay entrusting Shibusen students to you? We want to know why nobody outside of you can be in command. The number is not the problem." Spirit states.

"Is it for the sake of avoiding getting stuck in her net. Around the perimeter of the castle are countless sensors stuck in the shape of spider webs if you get trapped Arachne will know the side's movement." Medusa says.

"A smart plan the smaller the group the better." Ava states.

"Exactly but those nets are redone once every few days if you move too slowly the information, I have will become obsolete. Even if you can infiltrate Baba Yaga's castle how will you fight with a small number of people?" Perplexed, Death questions.

"There won't be a problem with the problem of people. You don't remember but on the event of the anniversary the seal that you did was undone by four people plus a little extra the members from that time are already hiding in the castle." Confidently, Medusa answers.

"Will he be there?" Ava queries brow furrowed.

"If you mean your brother no he will be providing me intel from the sky." Smirking, Medusa answers.

"Right…" Ava trails off warily.

"Let me chose the members to take. If you ut too much though into it, it will hinder progress I'm reluctant but without information defeating arachnophobia would be difficult so…we should entrust the full command of operation capture baba yaga's castle to Medusa". Death states.

"You expect us to leave the kids in your care? Are you a fool?" Fuming, Ava scowls at her husband.

"Even if I'm not in charge the power of the students in in the arachnophobia opposition are also necessary don't you think. Need I remind you I worked here for I understand your faithfulness towards Shinigami to protect your companions is the first thing to execute in this operation. The intelligence I carry will become obsolete in five days within the next two whether you accept or not will you give me a response?" Medusa reminds them before departing returning to her cell.

"The deadline is today, what will you do Lord Death?" Spirit asks as Ava stands by Death's side.

"I'm reluctant but with only our information defeating would be difficult so we should entrust the full command of operation capture baba yaga to Medusa." Death sighs.

"The participating students have been decided?" Medusa asks as she arrives on the scene.

"I think your request have been granted fairly, the members data." Death says as Spirit passes her the file.

"However we have conditions." Curtly, Ava answers.

"Oh really?" Amused, Medusa raises a brow.

"Kid, Liz, Patty, could you come here please?" Politely, Ava calls out to the three.

"We're here!" Perkily, Patty smiles.

"Yes, thank you, these three will be your guards I'm sure you know what they are capable of." Aloofly, Ava places her hand on Patty's head ruffling her locks as she happily leans into the tender touch.

"Along with that, outside the limit of Arachne's nets one of the death scythes, Yumi Azusa will be commanding a group to observe if you make any improper moves they will shoot you understand." Death adds.

"I understand, I expect as much but still really throwing your own son into the fray not mother of the year material are you Ava?" Antagonistically, Medusa smirks slyly at the pokerfaced woman.

"WHAT DID YOU SAY SKANK!?" Surprised, Medusa flinches form the dark face formed upon patty snarling seething at the child as Liz holds her back.

"N-Now Patty let's just calm down! Even if it is laughable hearing her speak of motherhood above all things." Passive aggressively, Liz remarks pulling Patty back as Ava sighs at her family.

"Liz Patty we are better than stooping to her level, we need her just as she needs us. As for your words Medusa, my mother places her faith in me because she trusts us she knows we are capable of." Coldly, Kid remarks his gold glaring at Medusa.

"Guys as much as I appreciate the back-up it's not needed." Tiredly, Ava tells the two.

"If needed Ava will be on standby Baba Yaga's castle capture team depart!" Death tells her before turning to the other students hired for the job Maka and Soul having been recruited. They had tried Blackstar but…nevertheless, the group head off towards the castle to end the wicked witch Arachne and Arachnophobia…

"Hey Kid this soul what should we do with it?" Kilik asks after defeating the guardian of the river being a squid of some sort offering said soul to the reaper since his weapons couldn't share it between themselves. They head into the cavern leading them inside the castle courtesy of a certain mouse witch.

"The soul of that squid from before right? I'll hold on to it, collect." Kid collects said soul just as some strange light flashes catching the attention of the others.

"Hey now something just light up from your butt Kid." Soul points out alarming Kid.

"What? Eh…Yeah probably the light switch I was carrying switched on. Anyway maybe because I'm a Shinigami if I lose focus all kinds of places light up particularly in the lower back area." Anxiously, Kid smiles lying through his teeth brushing it off as the others buy it all for one, a certain witch…

That blue light just now was without the doubt the light of brew but why in this kind of place? Ava definitely wouldn't have given it to him…Shinigami are you going to use it right away? Or is this some sort sick poetic crap you're trying to pull…using her device against Arachne…Medusa ponders to herself brow furrowed as they head further into the cavern heading into the castle of Arachnophobia, her gold glaring up at a familiar figure flying high above the soaring skies as she and the others descend down into the dark depths of the cavern entrance.

"Hey just now with those explosions in addition 3…5…6 tower 4 and 7 have also fallen what is going on!? Tower 1 has the magical tool army sir Mosquito is headed for tower 8 should that should be secure." Panicked, the arachnophobia grunt gawks at the map as they and the other followers of the witch gawk at the tower's interior map being destroyed having no idea what's going on…

"Give it a rest Kid." Liz snaps scowling at her meister clinging to the stone wall of the castle as the two twins try to tug him off it.

"No let me go! Why!? We've gone right, left right, left, right ,eft, why must we make another left? I'm disgusted! This is why I have no confidence in Medusa's guidance after you turn left the next is right isn't it!?" Wailing, Kid whimpers pained his golds begins to turn into spiralling swirls.

"Did you hear that explosion from Blackstar outside? While he's fighting a swordsman that could very well kill him with everybody steadily destroying the tools only one would be left if you grumble about it hallway there! Can't you agree!? Are you gonna linger here or are you going to destroy that tool!?" Liz reminds Kid remembering the swordsman having come all the way from Japan to here to fight against Mifune.

"Ahhh you're making me make the ultimate choice." Hurt, Kid whimpers bowing his head sorrowfully.

"However you think about it there's only one option. If you close your eyes we'll make that left in no time." Liz offers placing her hands over Kid's eyes gently guiding him with Patty's aid.

"Really? Is that true?" Hopeful, Kid asks.

"Geeently now…" Liz smiles heading him towards the destination at hand.

"Is that it? Are we there yet? Unbelievable am I turning left? Am I facing left? Can't I go back to right? This is left isn't it? what's going on Liz? I'm not right anymore am I?" Hopeful, Kid questions frantically fear laced in his tone.

"Wait patty!" Liz cries out as swiftly Patty slams kid to the left.

"Wee! Left!" Patty cheers.

"Kay let's go forward." Liz smiles as Kid groans leaning against the wall for support when finding himself in a hallway of sorts.

"Where is this?" Confused, Kid questions only then to freeze from the crisp click of footsteps.

"Forward? You won't be able to go forward any more than this. So you finally come, Shinigami…" Mosquito reveals himself from the dark depths of the end of the hallway greeting Kid.

"You're…Liz Patty transform he won't let us pass easily." Seriously, Kid orders the two transforming as he arms himself ready for whatever will be thrown his way.

"How about you let me taste it you're D type blood?" Hungrily, Mosquito beams brightly at the thought.

"Alright, a left here." A voice calls out.

"Huh?" Free blinks.

"Hm?" Kid turns.

"Muh?" Mosquito exclaims.

"Free I told you not to wander off-Oh hey Kiddo." Frowning, Ingram peers into the hallway only then to furrow his brow about to scold Free only to perk up beaming brightly at the sight of Kid.

"What are you doing here?!" Kid scowls his gold glaring at his uncle.

"Working with Medusa. Someone has to make sure this moron didn't get lost." Ingram points to Free.

"I'm right here." Free crosses his arms over his chest.

"Well you failed at that." Kid states making Ingram furrow his brow.

"I did?" Ingram quirks his head to the side befuddled.

"A werewolf working with the likes of Shibusen. The world really is ending." Mosquito brings back the focus on him.

"Well, well if it isn't the lowly squat that stole my mother's research." Disgusted, Ingram sneers scowling glaring daggers.

"Still bitter about that I see." Mosquito takes off his top hat brushing off any dust on it.

"You and your mistress will be rotting in hell!" Hollering, Ingram snarls.

"What should we do? That guy's strong…" Kid warns his uncle noting his temper.

"Look you want Arachne stopped I want her dead and Free wants to pay Medusa back. I'm sensing a match made in heaven. I'll lend a hand, even if a untied front with a Shinigami is irritating though at least I'll get to spend time with my nephew." Perkily, Ingram offers beaming brightly.

"You are nothing to me understand. Same here I'm disgusted. Releasing the kishin into this world leaving the world scattered about…however that being said Liz, Patty let me repeat the debt from the brew battle." Kid snarls aiming his guns at Mosquito.

"What could you brats do? Making a rude entrance and entering Lady Arachne's castle with your shoes on. That's too much for a prank." Seething, Mosquito snarls.

"Probably shouldn't mention the bird shit either." Smugly, Ingram looks over at his nails.

"YOU DID THAT!?" Mad, Mosquito snaps his nose extending out. Enraged, he transforms himself into a more insect-like appearance rather than human. His arms grow long and thin, tipped with large hands with long fingers. His legs take on a more animal-like structure, heavily muscled but ending in small slim points, with the toes touching the ground and having a longer nose.

"Oh so you noticed." Ingram smirks smugly.

"You will PAY!" He charges at Ingram, his drill like nose aimed at Ingram who darts at him.

"Our objective is the destruction of the magic tool locks if there's a chance go for it." Logically, Kid tells Free as the two stand side by side, Kid trying to shoot him down but it does nothing.

"Fine by me." Free smirks as he charges his blast in his mouth.

"And leave you to this guy?" Ingram scowls in disproval swiftly slamming his shoe down on Mosquito's nose making him cry out denting said nose, hearing the crisp crunch of the bone.

"I can handle this myself." Mad, Kid snaps.

"Kid you couldn't handle holding one gun." Ingram flips over to his side as Free fires his own werewolf canon of sorts at Mosquito.

"Magic!?" Mosquito gawks at the sight as he barely avoids said blast.

"Gwah! Fool watch where you're throwing things geez." Angrily, Kid snaps as feather spews out of Ingrams coat pinning Mosquito to the side alongside Free slamming his foot to the ground ice encasing Mosquito.

"Let's see what you can do now Kid!" Ingram calls out smirking to see his nephew knelt form, soul resonance stabilising as Free nods and gets into position perplexing Mosquito but before he could question it.

"Death cannon." Kid bellows blasting a huge beam of energy at Mosquito.

"Heh pretty good work kid." Impressed, Ingram smirks at his nephew, a part of him tempted to high five him when…

"Stubborn… " The three jolt up at the voice turning to the bloodied bleeding Mosquito barely standing.

"Unbelievable up until now my 200 year past self hadn't lost Shinigami, half breed looks like I was looking down on you." Disgusted, Mosquito sneers seething snarling as his body begins to change form.

"Why is it you mosquitos have to make things harder on everyone else? Why can't you just do us all a favour and keel over already geez." Impatiently, Ingram huffs glaring at the monster beginning to shift his form.

"What's causing all the trouble outside?" Bored, the door to Arachne opens revealing a male with tattoos of ink peeling out of his tattooed arms as he questions the subordinate standing by on guard.

"People from the academy have come to invade the castle." The arachnophobe reports to the male.

"That's a serious matter however the blessed Arachne's magic is about to enter the final stage." Smirking, the male asserts amused.

"Yes that comes before everything else lord Eibon." The arachnophobe bows his head to the male that is Eibon…no longer in his garb bare before the world.

"His wavelength it's sweeling up!" Kid's gold widen when sensing said soul wavelength intensifying.

"This is the power from 400 years ago." Proudly, Mosquito declares making Ingram's eyes expand alarmed.

"Kid get down!" Seriously, Ingram warns Kid but…

"What a boring form." Liz remarks brow furrowed at the new form of Mosquito. Mosquito takes the appearance of a handsome, tanned skinned young man with neatly combed, slick, black hair. Like his previous forms, he still retains his butler appearance, wearing a well-fitting, highly formalized and entirely black suit, accented by a traditional white cravat encircling his neck. He also adopts more obvious vampire-like motif when in this form, constantly surrounded by bats which made up his own body.

"Never judge a book by its cover kids." Warily, Ingram's eyes narrow, sweat sliding down his tense temple at the sight.

"I've gone all the way back to 400 years ago try to last for at least 4 seconds." Sighing, Mosquito reveals regally as before both boys could act, Mosquito swiftly strikes Kid down.

"Not even 1 second?" Disappointed, Mosquito sighs staring down at the bloodied boy falling flat to the ground.

"Kid!" Liz cries out horrified.

"Kid…whatever you…don't look at your arm." Wincing, Ingram warns him.

"So…right now my arms aren't symmetrical at all…" Kid heaves.

"Kid!" Patty is about to turn into her human form when…

"Idiot don't switch into your human form just stay where you are!" Angrily, Kid berates Patty.

"Huh, he really has improved." Impressed, Ingram takes note of.

"Shinigami or not you are still bound by the body of a mortal, a mere mortal child at that and the lines of Senzu too are still incomplete." Tutting, Mosquito seers down at the bloodied Kid, his arm casted to the side, torn from his socket.

"My story sets me apart from the likes of you. For eight hundred years what have the Shinigami done? Wasted their time on the academy, a gathering of snotty brats." Mosquito berates Kid.

"Are you insulting my father?" Fuming, Kid shakily stands.

"Kid don't!" Ingram calls out only to cry out as Mosquito swiftly strikes him down, pinning him to the ground slamming his foot down on his back, his arms on the brink of breaking.

"Shinigami supervision is no longer enough to hold Arachnophobia in check it is only a matter of time before my mistress takes her place as the master of this world." Proudly, Mosquito proclaims just as the crisp crunch of bone breaks. Ingram simply stares ahead as he wing falls flat to the ground crooked crimson comes gushing out staining his feathers.

"I will never allow such scum like you to become responsible for the souls of human! You will regret ever darting to infiltrate upon the domain of gods!" Enraged, Kid snarls as suddenly a burst of light flashes form behind Kid engulfing him.

"This is…" Mosquito does a double take at the sight.

"M-Mother?" Meekly, Ingram whispers watching on his and Kid's yellows widening when seeing the fleeting figure flicker out of a woman smirking sadistically, a gleam glint in her proud golds glaring down at the bloodied, bruised, battered Kid, amused almost at the scene playing out.

"What is…BREW!?" Mosquito gawk gaping at the souls swelling up before his very eyed.

"You're telling me you brought BREW with you!? Kid you could have stomped this freak from the start if you used it idiot!" Ingram berates the boy ignoring the faint flicker of pain when the woman disperses before his very eyes.

"BREW!? How could it be!?" Baffled, Mosquito demands as Ingram smirks smugly cradling his broken wing.

"You didn't think you lot took everything from us did you?" Chuckling, Ingram smirks as the pop of bone echoes as he slides his broken bone back into his socket smirking.

"But the BREW we took was destroyed so how….?" Mosquito turns to Ingram.

"You really think I'd let you take everything from me that day…" Ingram chuckles shaking his head at him.

"You…" Mosquito reels his fist back ready to end the bird but…

"You along with Shinigami took my mother from me, my sister, you inflicted upon her body by stealing her research and having your mistress become the super pod mother of the demon weapons. Even if it means dirtying my hands by working with that skeletal scumbag so long as that bitch Arachne dies…I don't give a shit what happens…this will be poetic even having the grandson of Morrigan kill Arachne." Angry, Ingram seethes snarls smirking smugly. Kid's gold glare at Mosquito, the sound of his soul's wellbeing making him hear nothing but ringing.

"The…the grandson of…Morrigan." Mosquito takes a shaky step back, fear plastered upon his face when gazing into Kid's gleaming golds and briefly seeing…No…no…not her…not…!

"Kid one of your lines…" Liz points out shocked.

"You don't have to tell me. In any other situation I would be obsessing over it now…" Kid remarks smirking.

"Look at you…" Impressed, Ingram smirks up at his nephew who only glares down at him.

"Don't. I'm not here for you, nor your poetic justice I'm here to stop Arachne that's all. Now Uncle I take it you know what to do." Civilly, Kid remarks.

"That I do little buddy." Shakily, Ingram smiles looking over at Free just as the sound of explosions resonate from behind Mosquito.

"What!? You won't get away with this!" Mad, Mosquito snarls snapping at the two.

"Death arm blocking the stance of punishment is more defensive than that of the sin, Liz Patty Soul resonance." Swiftly, Kid blocks said strike from Mosquito talking to his guns as they evolve almost.

"Incredible! The soul wavelengths that we can fire from just went from 38 soul widths to 42!" Amazed, Liz gushes at their improved weapon forms.

"Yes four hundred years ago I was legion will you be able to catch all of me?" Mosquito sneers his body begins dispersing bats spewing out of his frail form.

"There are so many…What is this?!" Stunned, Kid grimaces as he is ambushed all he sees is darkness as he hears the harsh screams of the bats before him.

"Darkness Discord. I'll destroy you from the inside out!" Mosquito snarls as he sends his bats at Kid.

"If you must fly then line up and fly in an orderly manner, I'll shoot every one of you out of the sky! Senzu river shot! Senzu falls shot!" Kid fires his blast, but it doesn't do much as suddenly a gusty gale burst out batting the storm of bats away as Kid turns to stare stunned at his uncle with one broken wing while the other he uses to create a whirlwind of sorts. Kid notes the fleeting figures of bats that come crashing down, impaled by familiar metallic feathers.

"Damn you…at this rate mistress Arachne will be in danger." Mosquito curses when hearing another explosion from behind as his body bursts fully into bats dispersing and fleeing from them, fleeing from the fight.

"So Brew is here…I like it." Sadistically, the male going by Eibon grins manically at the screen showing said battle before his very eyes, grinning from ear to ear eager to see what the Halfbreed has in store for the likes of Eibon's entertainment.

"Death!" Anxiously, Ava rushes to her husband's side, holding him as he falters, falling slightly but is caught by his wife.

"Don't worry I'm fine Ava." Softly, Death assures his wife.

"Don't tell me Kid has…" Ava trails off brow furrowed.

"Uh huh isn't this great!? He's going to be so happy." Happily, Death cheers unaware of the anguished Ava.

"Death…" Gently, Ava whispers clearly concerned for her husband.

"I'm so proud of him. Oh come now don't show that kind of face. We're his parents our child is improving as we speak. We should be proud!" Earnestly, Death reminds Ava blinking back the tears threatening to fall.

"But at what cost?" Hurt, Ava questions him.

"Ava…" Death sighs sadly at his wife, the two knew what this mean, no words needed to be shared between the two, their grip tightening around one another at the sad truth of reality.

That strength is because of Brew that caused my Shinigami power to be released from my body, is that why father gave me BREW? He knew mother wouldn't like it but…still who was that woman who appeared just then? Her eyes…they looked…no it doesn't matter what matters is focusing on the plan and causing as much noise as possible for the others to complete their mission. Kid furrows his brow at the faint figure of the woman, who she was…

"I must live up to father's expectations." Kid brushes it off, brow furrowed, he had to, both his parents were gods he couldn't let them down.

"Hey Kid there are only two locks left right? Is it not okay for us to leave them?" Liz calls out confused.

"I've contacted Medusa Eruka and Mizune are taking care of Free's lock and the other one as we speak which from the sounds of it…the locks have been opened." Kid takes note of brow furrowed from the faint sound of chaos behind him.

"Huh what's going on…?" Kid stops in his tracks, glued to the wall where he peers over the corner.

"Mosquito sir your injury are you okay?" Concerned, the robed arachnophobe catches him only then to cry out as his life is swiftly snuffed out.

"Why are you here? Aren't you supposed to be lady Arachne's bodyguards?" Bellowing, mosquito demands from the guard.

"Yes because Lord Eibon ordered us to be dismissed so we came back here." The guard reveals to him.

"What!? Making decision on your own…" Furious, Mosquito sneers down at him.

"No I too was only following Lady Arachne's orders." The figure steps forward adjusting his hat as he turns towards Mosquito.

"Don't tell me bullshit what are you after ghastly mage!?" Mosquito snarls snapping at the figure smirking. The figure is a dark-skinned male with silky black hair. He wears a plaid military cap, with a two metal rings attached to the left side. Alongside his plaid cap is a plaid-coloured, long-sleeved, collared shirt that is hanging from his waist.

"Sir Giriko! Sir Giriko! What should I do if I barge in I'll get beaten up…" Frantically, one of the arachnophobe's bangs on the door but is met by the loud snoring of said male slumped against the sofa, out of it.

"Where did Mosquito go? This wavelength over here?" Humming, Kid traces the wavelength determined to finish off the threat.

"Even for Kid he had a hard time eliminating one enemy." Cockily, Liz smirks.

"If its us we can take out an enemy in no time." Perkily, Patty cheers.

"Hmm? What are you on about? What do you guys sound so smug?" Confused, Kid furrows his brow.

"We had a little drink with one of Arachne's goons. We added a little something in it. that will keep him out of sight and out of mind for quite a while." Liz reveals to Kid.

"I didn't expect that you would carry this sort of stuff." Kid sweat drops slightly unnerved by the truth.

"It's a trick we always used before. I remember when lady Ava first found the stuff on us and told us to keep it. Heh, we were lucky to have found Maka in time when we found her." Perkily Patty smiles at the memory.

"My mother condoned it!?" Kid gawks at the news while the two think back on that close call.

"You're late I asked once in 30 minutes for cleaning and it became all messed up. What's wrong? Hurry up and do it!" Grumpily, Giriko greets the robed figure having been thrown into his room after the others had snuck in, wearing the robes of the arachnophobia only then to be split up due to the roster.

"Y-Yes right away!" Messily, Maka tries to but…

"What are you...a woman?" Giriko grabs the masks about to tear it off much to Maka's horror.

"Yeeees." Maka draws out anxiously.

"Hmm…take off your mask and look here I want to take a look. Hurry up or I'll cut off that face mask." Giriko threatens her just as the door bursts open to reveal…

"Who are you…?" Giriko begins furrowing his brow at both Liz and Patty wearing maid uniforms.

"I'm Liz." Liz winks.

"I'm Patty." Patty smiles.

"We came to clean the room." Liz reveals while internally noting how nice he looks.

"Forget the cleaning let's go for an evening drink." Giriko drapes his arm over both broads.

"Really? As you wish." Liz goes with it.

"Um I…" Meekly, Maka begins.

"Forget the small one you are good.. Go ahead and leave." Giriko orders.

"Ha good!" Maka smiles relieved only then to cry out as she trips on a spare bottle and comes crashing down, her mask casted to the side.

"…" Silently, she stares up at Giriko.

"…" Scowling, Giriko glares down at the girl.

"In 7 years…no in 10 years feel free to come back." Giriko tells her then turns his back to her as she is swiftly kicked out.

"That is rep-Wait we're getting closer to Mosquito's wavelength over there!" Disgusted, Kid begins but cuts himself off his hues widening when sensing said soul length.

Is this…a battle between allies!? Kid ponders staring stunned to see both soul wavelengths of Mosquito and a figure both looking ready to fight to the death. On one side is Mosquito and on the other…his soul feels credible calm and yet it radiates a sense of bottomless terror just who is that man!? Mystifed, Kid ponders only then to gasp when the figure looks over at him.

He spotted me!? Or did I just image it…!? Urgently, Kid dives down hoping he hid hoping he wasn't spotted.

"I never liked you from the moment I first set eyes on you as lady Arachne's steward it was wrong of me to ever leave her side. I should never have trusted a mage such as yourself. You are an eyesore Eibon I will eliminate you." Determined, Mosquito proclaims glaring figures. Kid stares stunned at the supposed father of the demon tools. He also wears a white tank top that is worn beneath an opened black, open-collared jacket. He also wears black pants and shoes. He has two necklaces of different lengths; the longer one has a crystal-like red colour and the shorter necklace appears to be similar to a dog tag necklace. Noah appears to have several belts strapped around his upper body, over his white tank top but under his jacket. He has two belts strapped around his right thigh and two strapped around his lower left leg. He has a book strapped to the left of his waist.

"Eibon!?" Shocked, Kid does a doubletake staring stunned at the father of demon tools Eibon.

"Or perhaps it would be more accurate to refer to you as an imposter using the name of Eibon." Coldly, Mosquito proposes stretching his arms out either side scowling at the thought. Numerous bat wings sprout out from his back. He glares daggers at the male opposite him. Sweating, Kid stays hidden glued to the stone wall behind him. He stares stunned at the paper ball surrounding Eibon his soul almost with numerous texts, parchments and all sorts of papers glued together some crinkled up some flopping flying in the wind surrounding both of them as he holds his book out, a black smoke of sorts oozing out of it revealing a creature of the book, a worm wiggling about in the open air.

"Heh, you can call me what you wish the book of Eibon that I hold this and Brew. I am estranged from Eibon himself. If you wish to call me an imposter, then feel free I have no particular attachment to any name. I call myself Eibon purely for the brand recognising as it were after all there are so many people in this world to whom brand is everything. Eibon, don't you think it has a certain charm to it, a power to collect up anything and everything!? I will obtain everything and that includes the Kishin, everything in this world will become part of my collection. I will draw everything into the book of Eibon and when it is complete, I will be everything." Intensely, Eibon declares as glyphs or patterns spread across his body smearing upon his face. He explains it how it is cryptically critically to the already bloodied bruised wounded Mosquito as he stretches his open palm out greedily grabbing at the open air as he explains his role, his goal.

"My power of eight hundred years past the age when I was at my most incredible!" Loudly, Mosquito bellows snarling to the high heavens as coal black bat wings sprout out from the ground waving wildly in the air as he snarls screeching to the high heavens expanding his soul wavelength, only then for the sphere creature of the woman to smash into him, slamming him into the robust steel pipes and boards of the headquarters, glass impaling into the back of Mosquito.

"Wha…whaaaat?" Hoarsely, Mosquito whispers, wheezing it out, his face no longer human, nothing more than the insect he took after as he lies limp helpless within the jaws of the beast about to consume him in one fell swoop.

"There's no use trying to rn from me Mosquito you may be terrifying powerful and resilient but you have no place in my collection. A pity…would you like to hear my true name before your end?" Disappointed, Eibon tuts sighing sadly as he states the fact of the matter bowing his head, the tip of his hat shielding his face as he tries to offer a sense of comfort of kindness to the dying man but…

"Hah…I have no interest in hearing the name of an audacious and despicable man." Mosquito smirks smugly despite the crimson currents descending down his bruised busted lip as he lays limp on top of the monster about to kill him as he wheezes out said fact.

"Indeed I am an avaricious collector by the name of Noah." Smugly, Noah answers as Kid's eyes widen when the worms head expands almost like a balloon as Kid had thought the creator would chomp Mosquito but instead releases a hug bright beam of light swiftly snuffing out Mosquito who with his final breath bellows…

"LADY ARACHNNNE I OFFER MY DEEPEST APOLOGIES!" Anguished, Mosquito cries out to the high heavens pained to have failed his lady, the tears freely fall as he is engulfed by the creator coming forth from the parchment papers of the book before Kid's eyes watching shocked as the male that has practically destroyed him be swiftly snuffed out with a flick of a wrist.

"Yes, I think this will do nicely." Lovingly, Noah coos as he reaches down, picking up the last ruin remnants of Mosquito, a bat, burnt, crisp to the ground. He picks it up pinching the wing with his forefinger, smirking softly at the sight of the crooked bat.

His soul wavelength disappeared completely…Mosquito defeated in an instant. That man is far too dangerous and yet were I to change him I would have no hope of victory….I should withdraw for the… Logically, Kid concludes to himself ignoring the sweat sliding down his temple as he turns to leave…

"Now here's something worth collecting! Lovely to meet you Shinigami…" Stunned, Kid stops dead in his tracks his eyes wide, his body glued to the wall where he slowly turns, his gold staring stunned into a pair of intense hues.

"NO! Swiftly, Kid curses as Noah raises the book high in the air, the pages fluttering wildly.

"KID!" Alarmed Liz and Patty chorus concerned as they are thrown to the floor.

"AHHHHH!" Screeching, Kid cries out as a pair of teeth form from the book engulfing Kid whole.

"Now this is a little lucky I've got my hands on brew and a Shinigami all at once…wasn't planning on going after you do you really want to let that fortune go to waste?" Pleased, Noah smirks smugly down at his book now laid flat on the floor about to leave when he hears the cock of a gun.

"Give…Kid back!" Liz demands aiming Patty's gun at him.

"Sorry but beauty alone isn't enough to make you worth collecting. I'll be going now." Aloofly, Noah turns his back to Liz seeing her body shaking, quivering, quaking.

"Sis let me handle this." Patty calls out from her gun form as Liz goes slack, bowing her head, siffling letting him go.

"No…it's no use neither of us have a hope standing up to him…" Liz slumps against the wall.

"What about Kid!? Are you just going to let him go!?" Enraged, Patty shouts at her.

"Shut the hell up!" Liz snaps back.

"You little coward!" Patty screams as tears collect in her own hues.

"It's not like I don't want to save Kid but it's not like I can let you get killed either! So please don't put me on the spot like this." Upset, Liz whimpers, the tears freely falling from the eldest of the Thompson twins.

"Dammit it all how are we going to tell Ava this…?" Pained, Patty sighs at Liz's words as she turns back to her human form, patting her sister's head, both of their hearts aching, breaking at the thought of telling their mother figure the sad fate of her son.