Mifune defeats Black Star, and Sid destroys the research facility.
Medusa explains that there are eight locks to Arachne's throne room, and that the group will have to separate to destroy them.
Inside the factory, Maka encounters a clown that is a product of the madness Asura created throughout the world.
To defeat Crona, Maka and Soul draw upon the power of the black blood, which drives Maka insane.
Description: Inside his soul, the little ogre tries again to submit him to the power of madness but Soul still refuses and finds his own self back.