"Maka… " Soul mutters again as Maka wabbles, holding the blade of the scythe that penetrated her chest. She falls forward as Soul reacts, grabbing her by the shoulders. "Maka…. No…" He frantically mutters, pulling the scythe from out of her back and holding her. Soul began to cry, as he looked over her; her eyes were softly open and partly dazed.

'No… this isn't real… let me be dead and in hell… dead in hell oh please…' he thinks as he hugs Maka, choking back tears.

"How dare you… who… who the hell do you think you are huh…?" Soul mutters, shaking. "Leaving me like you are… I TOLD YOU TO FUC-" He yells as he feels something cold touch his cheek. He looks down at Maka's smiling face, blood running from her mouth.

"Soul… I'm sorry…" She mutters to him. Soul bites his lip; hoping feeling physical pain would lessen his hurting heart. "I… should've waited… for you…should've trusted you'd come back… I…" She rambles, her eyes glazing.

"Shh… don't speak… conserve your energy. You're going to live…" Soul rambles, trying so hard not to cry more.

"Soul… I want you to know… I… I…" Maka coughs trying to say. "That I've loved you since that day we met… Since the first day I saw you… I've loved…" Maka says before her head falls back in Soul's arms.

"Maka… Maka… DON'T YOU DARE DIE ON ME! DON'T LEAVE ME DAMNIT… DON'T LEAVE ME…" Soul cries, holding Maka's body to his tightly. "I promise I'll do anything! Just don't go… not when I have nothing else left…" He says his eyes shut hard.

"HAHAHAHAHAHAHA!" A voice cackles, making Souls tear drenched eyes look up. Rein stands, arms dangling and laughing like a mad man.

"WHATS SO DAMN FUNNY YOU SICK FREAK?!" Soul yells, his teeth barred.

"HAHA… HA… how pathetic this is… crying over someone long gone…" Rein mutters with a crazed grin.

"You said you loved her…and this is how you act…?" Soul mutters, twitching from his anger.

"She's gone… when you die… that's it, gone forever!" Rein yells, ripping his left arm out. "But… the soul stays…" He continues, his new arm forming from the ripped hole. "And I'll eat her soul… THEN ME AND MAKA WILL BE TOGETHER FOREVER!" He cackles, turning the limb into a new scythe. He grins as Soul's head lowers; he sees the markings cover Soul again.

"You made one fatal mistake you piece of garbage…" Soul mutters, the markings turning red, then black.

"And… that would be?" Rein asks, grinning in excitement.

"You took my only reason I had to keep from falling to the Black Blood… now there is nothing left keeping me alive…" Soul mutters, looking up with shining red eyes. Rein takes a step back, getting in a fighting stance. "Nothing left from me going all out kishin… AND KILLING YOU!" Soul roars, turning his arm into its scythe form and charging.


"Damnit… I'm worried. Soul hasn't come back… what if he needs help with that Rein guy?" Black*Star asks Kid as the two stand on top of the Shinigami's mansion, looking towards DWMA.

"I don't sense he is in trouble. For a split second, he was. Then both of their souls went dark. Now they're back at it." Kid says, looking down, sensing the two fighters souls. Kid grabs his head and eye shoot wide with shock. "Oh no…" Kid mutters, holding his head. "I sense…" Kid says looking up. He pulls out his communicator and yell. "TECH! I WANT A SCAN ON SOUL EVANS' KISHIN DEVICE, PRONTO!" Kid yells in, looking out at DWMA, ten turning to head into the building.

"You don't think he's… you know?" Star asks, looking out at the academy. Kid stops.

"I want to be sure. If so, be ready." Kid says as he walks back into the building. Star looks out and sighs.

"Guess this is it… huh Soul?" Star asks the open air, turning back into the building himself.


Soul and Rein clash. They hold their own, leaning into the other trying to get and edge on the other. They separate as Soul leaps, foaming at the mouth with crazed eyes. Rein blocks and uppercuts Soul into the air. Soul lands on his feet and rolls out of the way just as Rein brings down his scythe.

"JUST DIE WILL YOU?!" Rein yells swinging again. Soul jumps to dodge and punches Rein in the face, making him stumble back. "FINE THEN!" Rein yells, ripping his jacket, revealing a long sleeved black shirt. "LETS DO THIS!" Rein roars, a giant claw of Black Blood coming out of his back, wielding its own scythe.

"Damn…" Soul grunts with his now raspy voice. "Gotta do something… without… giving… no… I have to… to…" He rambles, looking over at Maka as she laid, dead or unconscious he wasn't sure. "Even if she's gone… you still need to keep control…" Soul tells himself. "Ok… just gotta…" He mutters, looking back just in time to jump back from the giant scythe smashing into the ground.

"STOP DAY DREAMING YOU IDIOT! FIGHT ME!" Rein yells. He looks around, not seeing any of Soul. "WHERE ARE YOU!? COME OUT! NOW!" Rein roars in the dark.

"HEY!" Soul yells, standing on the roof, looking down at Reins grotesque appearance. Reins Black Blood covered half his face and body, his silver hair now blood red. 'He's giving in…' Soul says to himself. "LETS CHANGE THE SCENERY A BIT! COME ON UP!" Soul yells down at Rein, who smiles wickedly.

"WHY NOT?!" Rein yells up, forming two more giant claws from his back and climbing up, chasing Soul as Soul climbs quickly to DWMA's top. Soul makes it halfway as he sees a shadow covering him. "The hell… CRAP!" He yells, moving as a shuriken hits the spot he just stood. Tsubaki's face appears in the shine and she awkwardly smiles.

"Soul… you're not a Kishin yet…." She says wide eyed as Black*Star lads and balances on one of the shuriken spikes.

"My bad… Kid's scanner said you lost it." Black*Star mutters to Souls annoyed face.

"I was for a second… Reins losing it though, It's given me a plan, but Maka's hurt. Get her out of her! Leave Rein to me." Soul states, resuming his climbing.

"Got it!" Star exclaims, thumbs up. "Oh, and Soul…" Star says, looking up at his longtime friend, who looks back. "Good-"

"GO AWAY!" Rein roars, using a claw to grab and throw Black*Star off the Academy. Tsubaki changes to her normal form and slides right under Rein to grab Star's hand to keep him from falling.

"Thanks baby." Black*Star says, looking at Rein stand behind Tsubaki, holding up his scythe.

"NO ONE RUINS THIS FOR ME! NO ONE!" Rein roars as Soul jumps down on his back, wrapping an arm around his neck.

"LEAVE MY FRIENDS ALONE! YOU'RE FIGHTING ME, RMEMBER?!" Soul yells, choking Rein. Rein uses the claws to slingshot him and Soul upwards, them disappearing to DWMA's top. Tsubaki manages to pull Star up, and looks up to the buildings top in concern.

"Should we help him?" She asks as Star looks up with a determined look.

"We do what he said. Save Maka. Leave Rein to him. I know whatever he's got planned, it'll work." Black*Star says, turning and sliding down the academy's roof with Tsubaki following.


"COME ON! GET OFF ME!" Rein roars, trying to reach behind him to grab Soul as Soul tries to choke the crazed man. Rein jumps and falls to his back, crushing Soul.

"Damn…" Soul coughs. Rein slides to his feet and stands on Soul, putting a scythe to his throat.

"Come on Soul… give it up… you've lost…" Rein says, his long hair covering his face.

"Yes little brother… just except it."

"Die Soul… like me…"

Two voices moan from behind Rein. Two of the claws appear from behind, now being heads of Wes and Blair both. Soul's eyes widen, and he cringes in anger.

"It's over… you're either giving into being like me… or I kill you… you've got a minute…" Rein hisses. "Don't die… don't let my sacrifice mean nothing Soul…" He mutters in a voice that drives Soul into a cold sweat.

"Don't you dare… you bastard…." Soul mutters, the markings on his face beginning to shine.

"Did I mention how gooood Rein was Soul…? HOW HE SATISFIES A WOMAN LIKE A MAN?!" Rein cackles, with Maka's face in a disturbing and horrifying grin. Soul looks up, all three faces begin to twist and distort, becoming hideous before resembling skulls. "Its over Soul, you're dead…" Rein mutters, pushing his scythe slowly into Soul's throat.


"Tsubaki! HERE SHE IS!" Black*Star yells, holding Maka in his arms. "She's barely conscious!" He yells as Tsubaki rushes up, getting on her knees next to Maka.

"Maka… Maka sweetie you have to stay with us now, ok?" Tsubaki softly says, rubbing Maka's head.

"Soul… is he…?" Maka asks, sweating as Star holds her wound to keep the blood from draining more.

"Yes. He's fighting Rein. He'll be fine Maka." Star says, nodding with a grin.

"Good… that's… good…" Maka says, leaning her head to the side as Tsubaki lightly slaps Maka's face on the cheek repeatedly.

"No. You've got to keep your eyes open. Look at me Maka." Tsubaki says, as Maka reopens her eyes.

"Soul… I…" Maka mutters, looking to the buildings top. "I see his soul… he's… gone…"


Rein sits, barely an inch from the edge, his eyes as wide as the blood red eyes will allow to be.

"This… this is the power of…" Rein mutters in astonishment as Soul stands on the roofs middle, cackling.

"Rein… you want to use the things I love to beat me…?" Soul says, still laughing.

"What are you…?" Rein questions as a blast hits him in the face.

"THEN IM GOING TO KILL YOU!" Soul yells, smiling wide. He grabs Rein by his shirt and throws him back on the roof. Rein falls on his back coughing blood. He leans only for Soul to grabs his face, smashing his head repeatedly into the roofing. "GONNA FREAKING KILL YOU! GONNA FREAKING KILL YOU!" Soul cackles repeatedly. "LETS GO FOR A RIDE!" Soul yells tossing Rein by the leg of the roof. Soul runs and jumps off the building, curb stomping Rein in the gut, driving him to the roofs next level. Rein barely goes through, leaving a dent in the roof, while Soul gets to his feet cackling. "THIS IS REALLY FUN!" Soul chuckles, his grin growing wider and his three kishin eyes shining. Rein stumbles to his feet, shaking in anger and annoyment.

"SHUT UP! THIS IS MY FUN!" Rein roars, his black blood claws erupting from his back with their scythes. "I WILL KILL YOU AND MAKA WILL BE MINE!" Rein yells, charging and swinging his claws. Soul dodges, chuckling and laughing like a madman before reaching Rein.

"YOUR GONNA DIE YOU SON OF A BITCH!" Soul cackles, punching Rein in the gut. Rein looks up and grabs Soul.

"STOP LAUGHING! SCREAM!" Rein yells, turning his face again into Wes.

"HAHAHA! MY BROTHERS DEAD! YOURE NOT HIM!" Soul cackles as Rein shakes in anger.

"JUST LET HIM KILL YOU! LIKE YOU LET HIM KILL ME!" Rein roars with Blair's face.

"HAAHAHA! BLAIR HAD A BIGGER RACK THEN THAT!" Soul laughs, tearing fro the madness.

"SHUT UP! YOU THINK YOURE GONNA WIN GOING INTO INSANITY?! ILL SHOW YOU!" Rein yells, twisting his face into Maka's. "WELL?! GONNA LAUGH?! HUH?!" Rein yells, as Soul slowly stops laughing, looking at Rein's face in Maka's form.

"Maka…. MAKA!" Soul yells, grabbing Rein and pushing into him.

"WHAT ARE YOU DOING?!" Rein yells, being pushed down the roof.

"Thanks for reminding me what I'm fighting for dumb ass, now I'm going to finish this, for good." Soul mutters, pushing him and Rein clear off the roof, sending them into the courtyard below.