Ai sat there, dumbfounded. In front of hair was a blue-haired teen wielding a giant sword and a decapitated girl that had just tried to kill her.

"S-Shidou-san…?" Indeed, the teen wielding the oversized weapon was no other than Itsuka Shidou, the one boy that Ai(as well as Mai and Mii) despised with everything she had. He was the last person she expected to come to her rescue. He turned, having a never-before-seen(atleast for the Ai-Mai-Mii trio and the general population) warm and protecting smile.

"Are you ok? Can you stand?" Shidou asked with genuine concern as he stretched out his free hand, offering his assistance. Ai almost took it, before remembering how much she hated him, let alone touching him. Ai tried to stand, but her legs were numb and shaky. The moment she tried to take a step, Ai lost her balance and braced for impact. Again, she didn't feel pain. Instead, Ai felt a warm embrace and opened her eyes. Shidou had caught her and began carrying her.

"Wha-Hey! PUT ME DOWN!" The both flustered and disgusted Ai demanded as she began to squirm in his arms, kicking and swinging about.

"Now's not the time to worry about grudges." Shidou stated calmly. He was about to head outside to get Ai out of the school when he saw something… unpleasant. As he looked through the double door's windows, hundreds of Kurumi clones surrounded the school. He quickly shushed the still squirming Ai and ducked down, nearly dropping her.

"What was that for!?" Ai yelled as she finally broke from his grasp. She quickly stood up and pointed a finger accusingly at him, about to begin interrogation. Before she could even get a word in, he covered her mouth and brought her down under the window, hoping that they weren't spotted by one of the clones. Ai was about to start another tantrum when she was interrupted again.

"Shh. Look." Shidou slowly rose his head, and Ai did the same. He kept a hand on her head so that he could push her back down if she was too slow to avoid the gazes of the clones of Kurumi. The minutes Ai's eyes met the crowd, she covered her mouth and ducked back down much much quicker than Shidou expected. Ai screamed into her hand and began to cry. With hundreds of cannibalistic clones in and out of the school, she was convinced that it was over and broke down on the spot.

"Don't worry, you're safe." Ai's eyes widened at what she just heard. She was enraged at the blatant lie.

"Hundreds of cannibalistic super-human women blocking every possible path and exit!? YOU CALL THAT SAFE-!?" Shidou covered her mouth.

"Shhh, they'll hear us!" He whispered. Ai regained her composure(somewhat) and nodded. Then, she saw Shidou… talking to himself?

"Pfft, weirdo…" She didn't realize, nor did she care that she said that out loud. The teen sent her an exasperated look as he continued his whispering.

"Kotori. We've got a situation, I found Ai getting chased by one of the Kurumis. We're currently trapped, I can't fight freely if I have to protect her. Can you teleport her up to Fraxinus?" Ai pouted. "Can't fight freely if I have to protect her"? Was she just excess baggage? And look at that loser bragging, he makes it sound like he could take them if she weren't here. Wait, did he just say telepor- Ai's thoughts were cut off by a flash of light, causing her to close her eyes. When she reopened them, she found herself in the main control room of Fraxinus, though she didn't know that yet. Kotori was sitting cross-legged at her commander's seat, located a couple feet behind where Ai was standing, at a slightly higher elevation. The red-head sighed.

"This'll be troublesome… Yamabuki-san!" Kotori called Ai's name, but got no response. The blonde was still in complete and utter shock. First hundreds of clones, then Shidou appears with a giant sword, then she's teleported into this unknown(but awesome-looking) place. Her awe, however, was short-lived. Kotori walked up to Ai from behind and gave a sharp karate chop to her head, knocking her out of her trance. Ai was holding her head in pain.

"OW! What'd you do that for!?" Ai complained, turning to face her attacker. "How'd someone that small girl hit so hard-!?" Ai's thoughts were cut off by another chop. A vein was popping out of Kotori's head.

"It's not my fault I'm small!" The girl whined. "Jeez, talk about self-esteem issues." Ai thought, since she immediately figured out that Kotori took her comment(which she didn't mean to say out loud) the wrong way.

Kotori coughed and regained her composure, as well as her usual condescending tone.

"You experienced a lot of unusual stuff in the past half hour, no?" Kotori asked-no, more like interrogated.

"I'll say!" Ai responded, a little shaky as the earlier events flooded her mind.

"I'm going to explain everything. From scratch. It'll take a couple of hours, but everything I'm about to tell you is very important. Make sure to pay attention!" Kotori stated with authority. Ai wasn't sure how much she could trust this little girl, but she sure as hell wanted an explanation for what happened.

"Hai!" Ai responded with a salute. Then, Kotori really did begin to explain everything from scratch. From Phantom, to an explanation of Shidou's powers and Fraxinus' mission, to the exact play-by-play of how each spirit was captured. Shortly put, it was easily the most rigorous two and a half hours of Ai's life.

Back to the school

Shidou, happy to have ensured his classmate's safety, went back to doing what he came here to do. He was killing wave after wave of Kurumi clones. He figured she'd run low on time eventually. In which case, she'd probably come out here to deal with him personally so that she could use her remaining time more efficiently. But wow, did he underestimate how much time Kurumi absorbed from the students in this school. Luckily, he'd long since received confirmation from Fraxinus that all the students in the building were dead, meaning he didn't have to hold back. Shidou, being able to summon Sandalphon's true, enlarged sword, could take out hundreds of charging clones with a single slash. But the reiryoku cost was high, and he was pushing his boundaries by keeping it summoned for longer than a couple minutes. He's been at it for almost an hour now.

"Damn there's no end to them!" Shidou yelled to himself as he took out another 50 or so clones with a huge horizontal swing. Sandalphon began rapidly shrinking in Shidou's hands.

"Shimatta!" In that moment, the number of clones seem to almost triple. She… she was waiting for the moment that he ran out of reiryoku! They all charged him and he was submerged in the sea of Kurumis. Just then, the real Kurumi floated from the top of the now broken down school building and began walking towards the crowd of clones(they were clearing a path for her, of course). She kept walking until she was face-to-face with a bloody, restrained Shidou.

"Ara, ara. I can't wait to get my reward for using up all this time!" She licked her lips and was about to take another step forward when a vortex of darkness suddenly ignited, blowing away everything in sight, the real Kurumi included. While the clones dissipated, the real one was struggling to get out of the crater in the wall caused by the harsh blowback. When Kurumi took one glance at Shidou, she feared for her life for the first time. Moreso than when she was cornered by Kotori.

"Ugh… Shidou… kun?" Shidou's eyes were a dark purple with white pupils, the tips of his strands of hair were black, and he was wearing a huge evil grin that far surpassed Kurumi's. He'd willfully inversed! It was a little trick he picked up when the Yamai's and Miku died. His reiryoku had inversed then, but it didn't transform him since he wasn't as reliant on it as spirits. Though he was able to get back to normal due to the collective effort of the survivors, he never really got rid of the evil side born from that incident. The long time he spent wavering between the two made it that much easier for him to teach himself to inverse and to revert to normal. He figured that as soon as he ran out of reiryoku, he could inverse, thus switching to a totally different kind of energy altogether while his reiryoku recharged. Considering the fact that he could also switch to other spirits' powers and inverses as well, Shidou abandoned his humanity for the sake of becoming... the ultimate spirit!