As Ushio becomes depressed due to his inability to save Mikado Hizaki, Tora tried to fire him up by verbally insulting and fighting him, but leaves once it is proved useless. Kirio comes to steal the Beast Spear from Ushio along with a few supporters and snatches it from Ushio using the red cloth. When Nagare arrives to warn Ushio, he is joined by Tora in the search of Kirio. Hinowa joins Ushio in the search of the Spear. The group arrive at a facility and find the diary of Kyōra, the creator of the Elzaar Scythe. They come to know of a woman named Towako (who is the one who took the red cloth and acts as Kirio's mother) who helped him greatly in achieving success in his researches in creating the Elzaar Scythe, Kuin and even Kirio.

Mayuko, Kirio, and Kuin are all doing what they can to stop Hakumen no Mono. Meanwhile, Ushio runs into the exorcist, Hyou, again. Because of his magical eye, Hyou did not forget about Ushio's existence. Hyou comes to visit Ushio at his home, and they encounter azafuses as well as Guren, and learn what Tora might actually be.

Kirio tells Sumako and Mayuko that he found out something about the past of Tora and other Azafuses. Meanwhile, small pieces of the Beast Spear save Ushio from the bottom of ocean, and then, they kill Hiyou which has possessed billions of minds.