Allen and Kanda struggle to protect the Innocence from Pierrot and are forced into hiding in a secret underground chamber beneath the city, where they learn that the Ghost of Mater is not Guzol but the young girl that is always with him. They also learn that the Ghost of Mater is not really a ghost but a moving and singing doll.
Long Summary Edit
Pierrot, who now looks like Allen, explains that he has the ability to copy people along with their powers. With this, he sheds his skin to remove the form of Allen, but the power of his anti-Akuma weapon remains. He explains that when an Akuma advances to level 2 they gain new abilities and in his case he has the ability to copy anything he touches and make it a part of himself. He again sheds his skin to take on the appearance of Allen and the two begin to battle while Toma watches from a distance. After Pierrot incapacitates Allen he sets his sights on Timcanpy.
Meanwhile, in their hiding place, Kanda explains the nature of the Akuma to Guzol and his companion. He explains how level 2 Akuma are much more powerful and Allen is going to struggle to defeat Pierrot. Guzol realises this is why they want the Innocence, and Kanda tells him bluntly that they need it right away.
Guzol raises his head and removes his hat, to reveal he is wearing a mask. When asked what he is, Guzol explains he is a doll known as the Ghost of Mater. Kanda, however, does not believe him. Despite this, Guzol persists and begins to explain that Mater became known as "The Land Forsaken by God" and the people there wished to forget their troubles. As a result they created a doll that would sing and dance for them, but as the people of the city died, the doll continued to live on. He claims to have lived for 500 years thanks to the Innocence, which serves as his heart.
Wasting no time, Kanda tells Guzol that he will cut the Innocence out of him, however, the girl jumps to his defence, telling Kanda they can just hide. When asked who she is, Guzol claims she is simply a child he took in after she was abandoned by humans. Kanda relents, asking her if she knows of a safe place to go. At that moment Toma makes contact through Kanda’s golem, telling him that Allen’s current condition is unknown and that Pierrot has started to chase Timcanpy. With that, Kanda tells Toma meet up with him at their hideout. However, not long after this, Pierrot intercepts Toma.
Back at the hiding place, Kanda turns around after sending his golem out to guide Toma to his location, to find Guzol and the girl had escaped while his back was turned. Some time later, Allen regains consciousness and sets out to find Kanda but quickly becomes lost in the city.
Meanwhile, Toma finally reaches the hiding place where Kanda tells him that the Ghost of Mater has escaped. Toma produces Timcanpy and Kanda reviews its recorded memories to find out more about the level 2 Akuma. They find out it has the ability to create mirror images. In the meantime, the girl, who Guzol refers to as Lala, guides him through a dark, underground passageway to a safe hiding spot.
After gathering all the information about Pierrot they can from Timcanpy, Kanda and Toma learn of its copy ability. Kanda notices that the left and right side of the copy are reversed, like a reflection. As they leave their hiding place, they notice who they believe to be Allen, standing nearby and Kanda is immediately suspicious. On top of this Toma points out that Allen’s scar is on the opposite side of his face. Kanda begins to attack despite Allen's weak protests. But at that moment, Kanda’s attack is blocked by none other than the real Allen.
Enraged, Kanda asks Allen why he would defend an Akuma. Allen explains that he can tell it is not an Akuma, and by peeling back the skin, they find that this person is in fact Toma. They immediately realise the Toma with Kanda is in fact Pierrot, who had copied Toma’s image. The Akuma wastes no time in grabbing Kanda and pinning him to a wall before dealing a powerful blow, rejoicing in the belief he has killed him. However, Kanda is still conscious and tells Pierrot he will not die until he finds a certain someone. However, Pierrot simply continues to attack Kanda before Allen intervenes and pushes it back.
Despite all the blows he was dealt, Pierrot manages to get back to his feet, but not before Allen carries the injured Toma and Kanda to safety. He begins to search for them as Allen desperately finds a place to hide.
Meanwhile, in their underground hideout, Lala asks Guzol why he told Kanda he is a doll. Guzol tells her it was to protect her, before going into violent a coughing fit. He lays down and Lala sings him a lullaby. The singing reaches surface and Allen hears it, enabling him to find a secret entrance to the underground passageway. Deciding it will be a safe place to hide, Allen carries Kanda and Toma inside, following the sound of Lala’s voice. When Allen reaches their location, it is revealed that Lala is indeed the doll and Ghost of Mater.
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