Kazuma is attacked by both Ayase and Biff whose Alters have been enhanced by HOLY. Kazuma escapes to a cave where Ayase follows him, and apologizes for attacking him. She explains that she accepted to work for HOLY as her sick younger brother Akira are treated by their doctor and hopes Kazuma will use his newfound powers to bring salvation to the Lost Ground. However Kazuma refuses, unwilling to subject others to the side effects of Shell Bullet. As Ayase decides to end Kazuma's life, Kimishima's spirit snaps him out accepting his fate. However, Ayase's brother dies, causing Ayase to lose the will to live. Kazuma then briefly faces Mujo who reveals he is the one behind Ayase's and other Alter's enhancements and plans to obtain more Alter powers from the Other Side.