After Shino finishes preparing his insects, he goes against Guren's crystal style. Elsewhere, while Shizune, Sakura, Ino and Hinata are bringing the sealing barrier to the Sanbi, they are being watched by Tobi and Rinji.

Itachi reveals to Sasuke that Madara is the second culprit behind the Uchiha massacre, as well as the history of the Mangekyo Sharingan and the first two Uchiha to obtain it: Madara and his brother. One question still remains: Why did Itachi really spare Sasuke's life?