Deep in the belly of Baba Yaga Castle, Maka, Soul, and Medusa prepare to face Arachne in her own chambers. Arachne has grown even stronger since their last meeting, and even the crafty Medusa is caught in her sister's twisted web. As Arachne's intense madness threatens everyone in and around the castle, Soul must perform a string concerto that will move his audience to their very souls...or be caught in the witch's net himself!

Soul must use his healing music to save everyone in Yaga Castle from Arachne's madness.

Like the other members of the newly formed Spartoi unit, Maka and Soul undergo rigorous training, probing the boundaries of Soul's hard-won new potential as a weapon. Maka's soul perception ability has made her the enemy's next target, and she and Soul will have to kick it up to a whole new level-and fast! Noah and his followers are coming, ready or not!!

As Maka and a team of DWMA students slip into Baba Yaga Castle in the guise of Arachnophobian guards, Black*Star opts for his usual style of entrance: loud and without a trace of subtlety! But although Black*Star doesn't seem to have changed much on the outside, inwardly he has at last found the way to harness the true power of the Uncanny Sword. And that means he's ready to test his blade in a round three rematch against swordsman Mifune! Will Black*Star's transformation be enough? Or will he once again find himself at the mercy of the great samurai?!

Kid's sense of order stands in sharp contrast to the unpredictable madness of the Kishin. But order and madness are two sides of the same coin. When Asura challenges the "tyrannical" Shinigami and his laws that serve to control humans' lives, Kid can feel the tendrils of madness within himself seeking purchase. The bonds of his friendships and his faith in order are tested to their limits as Asura makes his final stand against the forces of DWMA. When the moondust settles, who will emerge as lord of this world--Shinigami or Kishin?

Kid enters the witches' realm to appeal for help! Though they have been DWMA's enemies for years, the witches share a respect for order--and are equally threatened by the Kishin. Kid's immediate goal is to deal with the situation on the moon, but he hopes that the negotiations will forge a new pact between DWMA and witches in the future--assuming anyone survives the Kishin's madness!

Maka is a weapon meister, determined to turn her partner, a living scythe named Soul Eater, into a powerful death scythe - the ultimate weapon of Death himself! Charged with the task of collecting and devouring the tainted souls of ninety-nine humans and one witch, Maka and her fellow meisters strive to master their weapons as they face off against the bizarre and dangerous minions of the underworld. But the meisters' own personal quirks may prove a bigger obstacle than any sultry enchantress!