Ichigo tries to fend off Ulquiorra's attacks with mixed results. However, he declares that he will never give up even if this arrancar is stronger than he is. Ulquiorra responds by transforming into his second release, which he claims Aizen himself has not seen. Ichigo attempts to defend himself and get in an attack, but Ulquiorra is too fast and powerful for him. Eventually, when Orihime and Uryū reach the surface, they discover that Ichigo has already been defeated and captured by Ulquiorra, who then tells Orihime to watch how he will extinguish her last hope by killing Ichigo. With that, he punches a hole through Ichigo's chest by firing his Cero Oscuras.