A mobster and his goons are gunning for a witch, and Black☆Star and Tsubaki want the souls of all involved. Their plan runs into trouble when the witch’s bodyguard draws his sword.

Death the Kid shows up for his first day at Death Weapon Meister Academy, and Black☆Star and Soul decide to welcome him with closed fists instead of open arms.

Physical pain and mental anguish are guaranteed when Crona and Marie enter the treacherous confines of Medusa’s lair to confront the little witch and the insane Dr. Stein.

Arachnophobia is crumbling, but the Kishin is stronger than ever. Maka, Death the Kid, Black☆Star, and their Weapons attack with all their might, but when Soul slips into unconsciousness, all could be lost.

With her friends fallen, Maka must find the strength to face the Kishin alone. The world is in jeopardy and evil is poised for certain victory - until something stirs deep inside the young Meister’s heart.