As Maka and Soul go to Italy to pick up on some extra-curricular lessons and to increase their quota of evil souls they find Crona and Ragnarok the evil Meister and weapon team. Crona and Ragnarok are only a few souls away from becoming a full blown Keishin a incredibly strong demon. During the fight between Maka and Crona, Soul was struck down by Ragnarok and is in critical condition but before Crona can deal the finishing blow Dr. Stein and Spirit (Maka’s father) come blazing in to save Soul.
Dr. Stein and Spirit are known to be an unbeatable team but even Crona and Ragnarok give them a run for their money as the battle is much tougher then both teams has anticipated. But Stein comes up with a much better plan as he uses Spirit as a shield to block all of the attacks and uses is own Soul Force to strike offensive blows. They are able to beat Crona and Ragnarok but they get away since Soul is in such bad shape and needs medical attention.
Medusa comes out of hiding to attack Dr. Stein and Spirit one last time to see how powerful they are.