Arachne continues with her plans. Meanwhile at the DWMA, everyone assigned on the "Brew" mission is depressed about their defeat against Arachnophobia. However, Kid ponders Lord Death's association with Eibon and later interrogates Stein about what "Brew" is and why Lord Death sought to possess it, but their chat turns into an argument about Lord Death's and Kid's justified actions. Later, Maka questions her ability of using "Genie Hunter" while fighting Mosquito, discussing the matter to Lord Death, who informs her that it a technique used by her mother; determined to use "Genie Hunter" again, Maka and Soul make an attempt, but they fail to do so. Meanwhile, Crona learns of Stein's maddened state and feels guilty of causing it. At the end of the day, a man named Joe Buttataki arrives at Death City at Lord Death's request.