Getting up from the rubble, 9th Division Captain Kensei Muguruma launches himself toward Mask De Masculine, who disappears before hitting Kensei with his Star Eagle Kick. As Kensei coughs up blood, Mask grabs his head before hitting Kensei with his Star Headbutt. Turning his brass knuckles into spiked knuckles, Kensei punches Mask, who blocks with his forearm. As an explosion occurs, James tells Mask to do his best. As the smoke clears, Mask holds Kensei's fist and proclaims it will not work on him before slamming Kensei into the ground below. As Kensei groans in pain, Mask smashes into him before noting he does not need to count to 10.
As Mask expresses surprise, 3rd Division Captain Rōjūrō Ōtoribashi bifurcates James with Kinshara. As Mask demands to know how he could attack a simple fan, Rose notes Mask cannot use his full potential without James and states he cannot waste this opening before activating his Bankai, Kinshara Butōdan. As several large beings appear around him, Rose says they are the dancers of death before using Sea Drift. As water swirls around Mask, Rose uses Prometeus, prompting the figures to engulf Mask in flames.
When Mask proclaims this must be an illusion because there cannot be a Zanpakutō which uses both water and fire, Rose confirms this and admits his techniques are tricks before revealing he controls music which can cause his opponent to trick themselves into believing they have been injured. As Rose prepares to use Ein Heldenleben, Mask kneels with his fingers in his ears before pulling them out to reveal they are covered with blood. As a shocked Rose notes he crushed his eardrums, Mask fires a star-shaped beam of energy from the star on his mask. As Rose falls over with a star-shaped hole in his chest, Mask laughs loudly before noticing Rose twitching. When Mask fires his star-shaped beam at Rose again, 6th Division Lieutenant Renji Abarai blocks it with Zabimaru before stating he is a villain.
While Rukia Kuchiki takes care of the wounded captains, Renji begins battle with Mask.
As Mask looks on, Rukia arrives and is told to look after the injured captains by Renji, who says he is enough to defeat Mask. After briefly assessing the Sternritter, she agrees to do so and leaves with Rose and Kensei.
Mask is disappointed that she leaves with the injured captains, having anticipated a two on one battle. As they exchange insults, Mask realizes that he cannot hear Renji and has James heal him with his cheers. He then tries to attack Renji, but the lieutenant dodges the attack and elbows Mask into the ground. Saying that Renji has made him angry, Mask states that his anger makes him even stronger and punches him. Renji blocks the blow and taunts Mask, prompting him to become even angrier and attack in blind rage. Mask is surprised to find out that Renji escaped the attack and inflicted multiple wounds on James. When Mask again calls him a coward, Renji responds by saying that all villains are just cowards before slashing his abdomen.
Mask continues his fight against Renji, benefiting from the renewed cheers of James. He overpowers him by activating his Vollständig.
As Mask tries to squeeze his wound, numerous miniature James' emerge from the diced up remains of Mask's subordinate. They cheer him on, leading to Mask's wound healing and a new, more powerful form for the Sternritter.
As Mask remembers that he had fought Renji in the previous invasion, he launches a barrage of Star Lariat attacks. Renji is unable to hold his ground and is knocked back a considerable distance. As Mask gloats, he follows up by activating his Vollständig and using his Star Flash Super Nova ability. However, Renji emerges from the smoke with a new blade.
Mask hovers above the devastation caused by his Star Beam, stating that James, who was hit alongside Renji, will be reborn because they are one being. James agrees before turning to ash. As the smoke from the blast clears, Mask witnesses Renji's new Bankai, Sōō Zabimaru, and asks if Renji activated it just before dying. Mask suddenly realizes that the Bankai has changed shape.
Renji recalls his time at the Soul King's palace, when Ichibei revealed that he was the one who named everything in Soul Society, including Zanpakutō, Shikai and Bankai. Ichibei received his title, Manako Oshō, from the Soul King, and the name means "the one who calls the real name." Ichibei then offered to teach a startled Renji Hihiō Zabimaru's real name: Sōō Zabimaru.
Back at the fight, Renji's new Bankai's form is revealed as a snake-headed blade on his right arm and a baboon-like arm floating above his left arm. Stating that the Bankai is dangerous, Mask launches an attack but is grabbed by Sōō Zabimaru's arm, and his arm is broken before he is hurled into a building. Enraged, Mask surfaces, only for Renji to call on Orochiō, the snake-headed sword, and pierce Mask in midair. As Mask is impaled on Renji's sword, Renji uses his new technique Zaga Teppō to horizontally bifurcate Mask and reduce him to ash, and the fight ends.
Jugram Haschwalth tells Uryū Ishida about Yhwach's origins and how parts of his soul were placed within other people.
The baby could not use any of its senses, nor could it move. But despite this, it was not afraid, because it knew it could survive. Those around it treated it as a priceless treasure because it had the ability to heal those who touched it; the infant had the ability to distribute parts of its soul to others.
The part of the soul which was distributed would heal the one who took it in, and it would absorb all power and all talents of the one who was healed. Anyone who touched the child would soon die, and the piece of the soul would return to the baby. But even though anyone who touched it died, people still continued to use the baby's power. Every time a portion of its soul returned, the infant began to gain access to its senses and be capable of movement. Eventually the child was able to hear, and once it could hear, it realized that those around it said a name. The baby knew this to be the name of the God the people worshipped, but it decided to make the name its own, thus taking on the name Yhwach.
Yhwach, sleeping, notices James's death and calls him back. Meanwhile, Uryū tries to enter Yhwach's room. However, he is interrupted by Haschwalth, who questions his intentions. Haschwalth states that Yhwach must sleep for only then does he become the father of the Quincy again and store his power. Haschwalth asks Uryū about his intentions again, only for Uryū to say that he doesn’t need to tell Haschwalth what he wants to ask Yhwach. He further notes that Haschwalth seems different from how he was during the day. Haschwalth answers by saying that he and Yhwach are different sides of the scale and he takes on the mask of the ruler when Yhwach becomes father of the Quincy. He continues by noting that he is connected to Yhwach, as are all Quincy.
He explains Yhwach’s special power and his capability of writing an initial of a power directly into a soul. Uryū, shocked by this, asks how it is possible to carve something into someone’s soul. After telling Uryū that Yhwach has already carved an initial into his soul through having him drink the cup of blood from Yhwach, Haschwalth moves forward and pins Uryū to the wall.
Saying that even though he probably only joined the Wandenreich to avenge his mother, Uryū hasn’t had a way out since the beginning, Haschwalth explains that Yhwach becomes more powerful every time someone who has had an initial carved into their soul by him is killed. Haschwalth further elaborates that Yhwach must continue to fight; for without absorbing souls he will revert to the state he was born in. All Sternritter live and die for the sake of their king. Haschwalth then makes note of the rising sun and says that their emperor will awaken soon.
Yhwach, waking up, thanks the souls of the fallen for his ability to perceive the world.
Renji recalls a discussion he had with Rukia prior to the time they landed in Soul Society. Rukia tells him that after each fight with a Sternritter, they should hide for a while before finding another opponent to fight. Renji reluctantly agrees.
Back in Soul Society, Renji wakes up and notices that it's morning. He stretches and heads off to find another Sternritter to fight. As he's walking away, NaNaNa Najahkoop, who was observing him while he slept, expresses some surprise that he actually did fall asleep and that it wasn't some sort of trap to lure an enemy in. As NaNaNa watches Renji leave, he states that the Shinigami's luck has just run out.
As Rukia is off searching for an opponent, she notices that she can't sense the Reiatsu of any other Shinigami other than Lieutenant Isane Kotetsu, and wonders if this means that the Shinigami really are inferior to the Sternritter. However, she also notices that she can't sense the Reiatsu of any enemies either. She stops and considers waiting for Renji so they can attack the Wandenreich's base together.
While stopped, Rukia's hand is grabbed, causing her to pull it back and wonder whose Reiatsu she sensed. A figure rises up, saying it feels "lonely" without its Senbonzakura. Rukia quickly realizes that she is standing in front of the Sternritter who stole her brother's Bankai, Äs Nödt. Äs asks Rukia where Byakuya is, but Rukia decides not to answer. Äs asks if he will come to the battlefield if he kills Rukia, to which she states that he might, prompting the Quincy to manifest his Spirit Weapon and attack. Rukia recognizes that the thorns that Äs is firing are spreading "Fear", and releases her Zanpakutō. The ice from Sode no Shirayuki is unable to block the fear, causing Rukia to be struck by it. Äs, saying ice cannot block fear, explains that Rukia cannot move because of the fear she is experiencing. Rukia then asks Äs what his own fear is, and if his greatest fear is facing an opponent that it cannot defeat with "Fear".
Rukia explains the reason for her immunity to Äs Nödt's Fear and reveals the true power of her Sode no Shirayuki while swiftly overwhelming the Sternritter.
Äs states it is not possible for fear to be ineffective, causing Rukia to invite him to attack her again. She proceeds to tell him to fear the true Sode no Shirayuki. The Sternritter then attacks her again, but she blocks the thorns and freezes them. Äs ridicules her previous attempts to avoid them, prompting Rukia to explain that her body needed time to adjust itself to her Shikai's true power. Äs, saying that freezing the thorns won't help her since the fear enters through the initial contact rather than the wound, elaborates that every living being fears something and that every fear comes down to fear of death in the end, therefore Rukia will always feel fear as long as she is alive.
Rukia agrees, but continues to say that is precisely the reason fear doesn't work on her: because she's not alive. Confused, Äs asks her what she means. Rukia answers by explaining that her Zanpakutō has the power to lower the temperature of her body below zero, making it so anything she touches freezes, thus making the sword but an extension of the weapon. Äs rejects this as nonsense because if it were true Rukia would be dead, prompting Rukia to say that she is dead, as she can kill herself momentarily by controlling her Reishi.
Äs stands still, repeating that it is impossible. Rukia appears next to him and slices him in the shoulder with her blade at a temperature of minus 18 degrees. After noting that no blood will come out of the wound at this temperature, Rukia lowers her temperature to minus 50 degrees, effectively causing the earth to tremble because of the water in the ground being frozen. Rukia then lowers her temperature to minus 273.15 degrees. After noting that she will finish this quickly since she can only move for four seconds at this temperature, Rukia attacks again. Äs, completely frozen, wonders if what he is feeling is fear.
As Rukia slowly increases the temperature of her own body, she notices a small cut on her finger and wonders if she remained at absolute zero for more than 4 seconds. Wondering if he is feeling fear, Äs proclaims he only fears losing his body and being punished by Yhwach. As his mask disintegrates, Äs proclaims this battle is not scary at all before activating his Quincy: Vollständig, gaining a halo and tears of blood. When Rukia attempts to freeze him, Äs moves behind her as Rukia realizes she cannot move. Revealing his fear ability is now based on sight rather than on contact with his thorns, Äs explains his Tatarforas ability and surrounds Rukia with innumerable copies of his eyes. As Äs tells Rukia to finally feel fear, Byakuya cuts through the eyes behind Äs.
Byakuya reveals that he has improved his Shikai and praises Rukia's growth, before leaving her to battle Äs with her new power.
As Byakuya steps forward, Äs starts taunting him about how he literally tore out Byakuya's organs during their last fight. Byakuya ignores the Sternritter's taunts. Rukia, realizing how Äs fought her only to get her brother to appear, calls out to him to avoid eye contact with Äs. Surrounding him with eyes, Äs exclaims it's too late. Byakuya, destroying the eyes using his Zanpakutō, asks for whom it was too late. Äs, saying the captain surrounded the area with his Bankai, expresses how much he would have liked to keep it.
After answering by explaining to the Sternritter that he's using Shikai, confusing the Quincy, Byakuya thanks him for giving him this opportunity to understand his Zanpakutō better, infuriating Äs. As his stomach is torn open and he begins to transform, Äs declares he will not kill him but rather make him experience such fear he would have preferred to die.
During Äs' transformation, Byakuya tells Rukia he felt her Reiatsu during his descent, saying she has become strong. Rukia is deeply touched by this and has tears brought to her eyes. Stating fear can be born out of any small reason, Byakuya asks Rukia if she's still afraid, to which she answers she's not. Äs, now in a gigantic monstrous form, proclaims the end has come. Byakuya, saying the end has indeed come, states Rukia will end the fight, making Äs tell him to cease the mockery. After being told by Byakuya she will see Äs' own fear if she herself has no fear, Rukia calmly releases her Bankai, Hakka no Togame, resulting in a brightly white pillar formation.
Lying in a hospital bed with a machine connected to him helping him breathing, thinking he is still alive, he wondered why he had to be alive as it was so painful. He thought about what he had been told about heaven and hell, thinking in heaven there would be no pain and about his fear of hell. At this moment, he was approached by Yhwach who said he appeared to be one of the survivors and then telling him he will grant him power.
Thinking he is scared of hell and wondering if he will go there, Äs asks Yhwach to forgive him. With his entire body frozen and part of his head cut off by Rukia's Bankai, Äs dies. Rukia, standing in her Bankai form amidst the frost produced by it, begins slowly deactivating Hakka no Togame. Byakuya says she should melt slowly and proceeds to state her Bankai is splendid and how dangerous it is before saying she should use it carefully. The two then head out to protect Soul Society.
As Isane heals the wounded, Yachiru Kusajishi arrives and brings Isane supplies. After telling her to be quieter, Isane apologizes to Yachiru for the dangerous job she entrusted her with. Yachiru, saying she doesn't mind since Kenpachi Zaraki is not yet back, says the job anyway just involves her grabbing the necessary things and then running away. Thinking it's quite astonishing they haven't been found considering Yachiru's way of doing things, Isane is surprised when a voice deduces her thoughts. Unable to locate the source of the voice, which asks her where she's looking, Isane is grabbed from behind by a Quincy. The Sternritter laughs and says he will disappear again, but he is knocked away by Yachiru. After the Quincy disappears the moment she hits him, Yachiru wonders if she didn't try to punch someone and who she was trying to hit, before being struck by her adversary. Isane, shocked by this, is further shocked when the voice laughs and introduces himself as Sternritter V, Vanishing Point, Guenael.