Soul and Rein plummeted into the courtyard, the wind hissed and whistled in Soul's ears as he and Rein got closer and closer to the ground. Soul keeps his grip on Rein's shirt, hoping Rein would break the impact of his fall. Rein punched Soul in the face, trying to throw him off, but Soul held on, for probably his life depended on how he impacted.

"LET GO!" Rein roared in Soul's face.

Soul was able to subdue the insanity within him, but he knew he wouldn't last long. He just needed a few more minuts more of being sane to finish it.

"NEXT STOP, LEVEL 0!" Soul yelled as the two crashed into the ground.

Soul rolled off of Rein, feeling he had he broken a rib, maybe two. He looked to and saw Rein, mouth open, blood streaming out. He knew he wasn't dead, the wind knocked out, maybe, but not dead. Soul turned his head and saw Black*Star and Tsubaki tending to Maka.

'Good. Just get her out of here.' Soul said in his mind, unable to speak due to the lack of oxygen in his lungs.

"Ugh..." rein moaned, finally gaining consiousness and getting to his feet. "That supposed to kill me… Soul?" Rein asks with his cold grin. "Cause it failed…" He says, coughing blood. "Damn… my freaking lung… " He moaned, Soul grining and coughs.

"We're both done… why not just die and we'll call it a day huh?" Soul mutters, standing and wiping his chin of the blood.

"Hehehehe…." Rein chuckles, then lifts his head cackling. "HAHAHAHA! LOOKS LIKE THIS IS THE LAST ROUND HUH? WINNER TAKE ALL!" Rein yells, ripping his arm to create a new scythe. "And this time… you will die…" He says, before shoving the scythe into his abdomen, coughing a large amount of his black blood onto the ground.

"What the hell?" Soul mutters, seeing Rein laugh at his self-mutilation.

"My whole life has been a waste… I should've died a long time ago… but no… I will live… I WILL NOT LOSE TO YOU SOUL EVANS! I WILL HAVE THE HAPPY EVER AFTER! NOT YOU!" Rein roars, the Black Blood, beginning to crawl up his body. "I've used others fears to beat them… well I shall become your fear! TRY TO STOP ME SOUL!" Rein cackles, the Black Blood covering his whole body. "KILL ME! WHEN I BECOME YOUR TRULY GREATEST FEAR!" He says, transorming again. Soul takes a step back, trying to stop from being fased.

"No… not that…" He mutters, looking into the eyes of what had haunted his nightmares endlessly.

"Looks like its pretty bad…" Black*Star says, looking over at the battle. "Soul…" He said in a daze. He looked to Tsubaki, holding Maka who was still bleeding in her arms. "We've got to go. Now."

"SOOOO…. SCARED SOUL? TREMBLING IN FEAR?!" Rein yelled as he stoodin his newly finished form.

Soul looked into the eyes. He knew it as plain as day. It was his height, his face, his hair, his eyes… but it was different. 'I remember… this was when I was… a kishin…' Soul said to himself, remembering the one thing he told Blair, that he told no one else.

"One night… I did go full on. It was when I was homeless…. I had lost hope… knew my time was up. I had nothing. I couldn't stop thinking of Maka. How I had hurt her, how she probably hated me. One night, I bought a knife off a junky who lived in this alley… I held the knife to my heart… and pushed in…but it didn't work… the black blood hardened… not letting me even kill myself. I WASN'T EVEN ALLOWED TO OFF MYSELF! I had no control over anything… I went crazy… the kishin took me over… I was going to die a monster… I woke up randomly, no remembering a thing… but one memory stuck out… I had seen myself in a mirror. What I looked like… its haunted my nightmares every night since."

He had told the whole thing to Blair. Now the nightmarish creature stood in front of him. Its three red eyes twisting on the head, its wide grin almost eating his soul as he stared at them. It was about a foot taller than Soul, its grey hair spotted in red. Soul was scared, but he didn't want to show it.

"I can't beat him… there's no way…" Soul mutters, turning his arm into a scythe again.

"I HEAR THAT RIGHT? YOU'VE GIVEN UP? THROWN IN THE TOWEL? GOOD!" Rein grolwed, twisting his head around and around as he spoke. Soul takes a step forward, pausing Rein's self-celebration. "WHA…?"

"Like I said… I have a reason to fight… the girl I love… and not becoming the monster you are… for her…" Soul muttered, his scythe arm shining. Soul closed his eyes and focuses. 'Maka… if you can hear me… please… say something… I need your help…this once.' Soul says in his mind. 'We need to soul resonate.'

"Soul…" Maka muttered to herself, to Tsubaki's attention. Tsubaki looked over to Soul and saw his scythe arm shining.

"Can they really be… no… but they are." She muttered looking down at Maka, grinning.

"Soul…" Maka muttered again. 'I can hear you… lets do it…' Maka said mentally to Soul.

Souls scythe arm glowed and grew longer

"Never done this solo… HOPE IT WORKS!" Soul yelled and began charging towards Rein, who holds up his scythe.

"BRING IT!" Rein roared throwing his scythe back.

"MAJIN HUNT!" Soul yelled as well and slammed his scythe arm into Rein's. Rein's defense holds, trying to not let Soul hit him.

"NO! YOU WON'T KILL ME! THIS IS NOT HOW YOU WILL WIN!" Rein roared and Soul pushing and pushing the scythe arm.

Soul felt the Black Blood markings spreading throughout his body.

"No… Don't let it happen now…" Soul muttered to Rein's excitement. 'Maka… I'm sorry… I-' Soul said lowly…

Soul faded inside his own mind, sitting in front of the piano in the Black Blood room.

"I cant… I can't finish it… I'm a failure… I'm a monster…" Soul muttered, trying to complete the move. Maka appeared behind him as he plays. "I failed… Its..." He rambled, before Maka hugged him from behind.

"Soul… finish it… I believe in you…" She whispered in his ear.

"One good deed… before I go…" Soul muttered, as he broke through Reins scythe, and connected right into Rein's chest.

"NOOOOOOO!" Rein howled, the black blood covering his body burning away, allowing him to be impaled with Soul's scythe.

"Soul… good…" Maka muttered as Soul eased at his piano. Soul looked up as Maka's soul shined than disappeared.

"Maka… we did it…" He said, opening his eyes to the sight of Rein, blood streaming from his mouth and wound. "You lose." Soul said with a grin.

"It's not fair…. Why… can't I…" Rein muttered and coughed a laugh. "The better man won Soul..." Rein says, putting his arm behind his back, making another scythe. "BUT YOUR GOING WITH-" Rein yelled with a wicked grin, before he is shot in the arm, returning it to normal. "WHAT?!" Rein yelled again, looking over to see Kid, both Liz and Patty in hand.

"Try something else, I dare you." Kid said with a small grin.

"You're done Rein… DONE!" Soul yelled, punching Rein in the face, then punhing him in the gut. "I'LL SEND YOU TO HELL! STRAIGHT TO HELL!" He roared, continuing his assault to DWMA's steps where he stopped

"I… I… WILL GET YOU… SOUL…" Rein muttered again, his swollen eyes barely open as Soul threw his scythe arm back.

"GROW A HEART YOU BITCH!" Soul says, impaling Rein one more time in his heart. Reins head throws back, blood being coughed. "I'm not you… I'm not a monster…" Soul gasped, beginning to lose all strength in his arms.

"I'll see you in hell…" Rein said and fell back and toppled down the steps, stopping at the last three, his head on the ground and the resst of his body lying up on the steps. Rein's three eyes shined, before they darkened, and faded. Rein was defeated.

"Save me a seat then…" Soul spat down.

He looked over at his friends, as they all helped Maka which made Soul smiled

"We did it… Maka…" Soul muttered as he fell forward onto the ground and faded into darkness.