|Japanese Release:||October 22, 2008|
|English Release:||March 26, 2013|
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?!
Operation Baba Yaga Castle (Part 4)
Main article: Chapter 49 As an unexpected guest appears outside the Baba Yaga Castle, Death the Kid knows exactly who it is. Over three hundred hundred minions of Arachnophobia appear to prevent Black☆Star from getting inside, but Mifune interferes as he wants to battle one-on-one. Stating the hesitation within his soul is gone, Black☆Star reminisces the time he visited the family of Tsubaki. Through continuous training, he started to regain his Soul Menace technique and flow of his own Soul Wavelength. Sanjuro Nakatsukasa looks upon him, and questions his reason for fighting. Black☆Star goes on to say he wants to become strong so that everybody knows of his existence, even if it means taking the Path Of The Demon. Tsubaki Nakatsukasa thinks about her brother, Masamune Nakatsukasa, and how much his goals of mastering the Martial Way resembled Black☆Star's goals of becoming the strongest, and foresaw Black☆Star taking the same dark path of her brother. As the two begin to talk underneath the starry night sky, Black☆Star resolves that he'll need to visit the Will of Nakatsukasa within Tsubaki. Once inside, Black☆Star demands the Will to look inside his soul. Suddenly, hands from beneath Black☆Star grab him, and the Will states they are the souls of those who fought to become the strongest. The Will shows Black☆Star their attempted quests of becoming the strongest, and Black☆Star falls to his knees in despair. As the Will asks if he will continue his quest to become the strongest, Black☆Star begins to tear up. Saying he'll never give in, he claims that the path he will take is not the path of the demon, but the Path of the Warrior who brings the dead back to life, metaphorically saying he'll realize the dreams of those who died upon their journey. Back to Mifune, he realizes that Black☆Star is quite different from before, stating he won't be pulling punches. As Black☆Star uses Shadow☆Star First Form: Chain of Darkness and Mifune places all his swords across the area, the two begin their final fight.
Operation Baba Yaga Castle (Part 5)
Main article: Chapter 50 Mifune uses his Infinite One-Sword Style attack to confuse Black☆Star, but he counters with his Shadow☆Star First Form: Chain of Darkness. Realizing he needed to step up his game to defeat Mifune, Black☆Star summons his Shadow☆Star: Third Form - Severed Shadow. As Mifune fails to keep up with the speed of the technique, he begins to understand how Black☆Star and his doppelgangers are functioning. He then unleashes his Jumbled Lineup attack, forcing Black☆Star to do close-encounter attacks if he wants to land a hit. Back at Arachnophobia, the DWMA team manage to destroy the third, fifth and sixth towers, leaving only five left. Mosquito concludes that he'll go to the eighth tower to protect it himself, as Arachne is busy replenishing her Magic. While Soul, Maka and Medusa are in disguise as Arachnophobia minions, Soul brings up the topic of trusting Medusa to Maka, stating she'll double cross them. Kilik and his weapon partners get spotted fooling around in their disguise and get miscalculated as Demon Tool Soldiers, and are put inside the room with all the other Soldiers who seem to be psychotic and strange looking. Ox finds himself in trouble as he's bleeding from the stab wound Kim gave him, but Harvar appears to help him. Though Harvar knows Kim is not really herself due to the Morality Manipulation Machine, he claims that he'll do whatever it costs to protect his meister. As Kim and Jacqueline attempt to attack, Harvar fades away the fire temporarily blinding Kim in the process, and stabs Kim through her chest with his Lightning Spear.
Operation Baba Yaga Castle (Part 6)
Main article: Chapter 51 As Ox and Harvar relax due to Kim's fall, Jacqueline doesn't seem to be bothered by the matter of her meister dying, as she was manipulated by the machine too. Ox soon realizes Kim's stab wound is gone, and she awakens. A confused Harvar asks how she survived, in which she reveals her Tanuki magic powers, which allows her to regenerate. Kim counter attacks with her lantern weapon, and the two fall back. Harvar prepares to fight alone against the witch, but Ox intervenes and tells Harvar to turn into a weapon. As they fight, Kim converses about the Pull of Magic and how because she is a Tanuki Witch, she isn't socially accepted in the Witches' Realm, because Witches are known for their destructive forces. Ox brings about Kim's emotional side by showing his resolve and ripping out his two "precious pillars", the only hair he had on his head. Kim soon comes to her natural senses and is freed from the manipulation as a result of Ox's determination. Jacqueline transforms back into her human form in attack, but gets knocked out by Harvar temporarily. Out of kindness, Kim repairs Ox's hair and kisses him on the nose, to which the two blush. Back in the Security Operations Room of Arachnophobia, the minions review the mishaps of each towers and how tower four and seven are down as well as the fifth, third and sixth. As Tower One is being protected by Demon Tool Soldiers, Mosquito is protecting Tower Eight. While Kid and the Demon Twin Guns get closer to Tower Eight, Kid refrains from going any further as the direction they were taking was "Left, Right, Left, Right", and expected it to be another left, though turned out to be a right, messing up the symmetry. As they thoroughly pushed through, they encountered Mosquito. Free mistakenly showed up, thinking it was Tower Two.
Operation Baba Yaga Castle (Part 7)
Main article: Chapter 52 Ending up at Tower Eight other than Tower Two, Free concludes that him meeting Kid at the time of encountering Mosquito was meant to be. Mosquito declares he won't let them near the Demon Tool. Free and Kid briefly discuss how although they need to work together to defeat Mosquito, they have a pure hatred for each other for specific reasons. Mosquito transforms into his Form from 100 Years Ago, but is easily overcome by the efforts of Free's A Vasili, so he transforms into his form from 200 Years Ago, the time he was at his quickest and he had his sharpest noise. The two struggle against Mosquito as he barrages them through the walls leading to the Tower Eight control room, but Free regains his balance and tosses Mosquito away.Using various combination attacks including Ice Pillar with Kid physically attacking Mosquito when distracted, they managed to bind Mosquito in a pillar of ice and finish him off with Death Cannon and Demon Eye Cannon. A majorly wounded and partially torn apart Mosquito declares he will show them what true hell is, his Soul swells up as he transforms into his form from 800 Years Ago. Near the Queen Spider Room where Arachne rests, a stranger who undergoes the alias of "Eibon" appears to talk with a minion about how Arachne's magic replenishment is coming into its final phases. The new and powerful Mosquito dares Free and Kid to protect themselves from his attacks within the next four seconds, in which they both fail, as Free is split in half and Kid's arm is split apart, all in under a second.
Main article: GAIDEN 13
Atsushi-Ya Backstage Special Commemorating the Soul Eater Anime Adaptation!!