"The fear of death follows from the fear of life," As Nodt uttered softly, the spikes of his mask unfastening one by one as needles of spiritual energy formed all around him. "I am your fear, your deepest nightmares unleashed. You are fools to face this fear, and will fall like those before you."

"Shut up! If you didn't steal my Captain's Bankai, you would have never defeated him!" Renji roared through clenched teeth which only served to rouse As Nodt's memory.

"Ah, you mean that Captain I fought in the Seireitei?" As Nodt recalled with derision. "Confident one he was, but a coward he proved to be in the face of true fear."

"You take that back! My brother was no coward!" Rukia screamed, eyes bloodshot while a circular cylinder of ice threatened to encompass As Nodt in full. It did so, but promptly shattered while As Nodt was entirely unaffected.

Renji's subsequent follow up with Zabimaru in Bankai form, a towering snake head formed of jutted snake spines, also did little to effect As Nodt who batted it away.

The difference between combatants was just this large, the gap unbridgeable in the immediate short term.

Admittedly this wasn't a fight, but an emotionally induced suicide.

Neither Renji or Ruki had the training or experience to be fighting at this current level, and had only stayed behind for the Zero Squad out of impulse.

It was admirable, but in the end foolish beyond all measure of doubt and As Nodt knew this better than either Renji or Rukia did.

"You are both outmatched, yet you fight even still," As Nodt stated more in confusion than anything else. "Do you not know of fear, or is that you've yet to truly experience it?"

"As if we'd fear you!" Renji remarked with a glower, Rukia's hands bleeding from how tightly she gripped her sword wanting nothing more than to skewer As Nodt through.

"Then you both are ignorant," As Nodt declared. "All beings have things that cause them to feel comfort, and things that cause them to feel fear. When they enter a place that causes them comfort, if questioned as to why they feel comfortable there, they cannot form a clear answer, merely saying things such as 'because I do,' and what not."

As Nodt could see the unease creeping into Rukia and Renji features as the subtlety of his eerie tone grated within their ears.

"Let me tell you, but when they enter a place that causes them fear, even the dullest of fools can identify the causes of that fear." As Nodt raised a hand, the properties of 'the Fear' manifesting as writhing shadows. "Darkness, cold, height, confinement, pain, contamination. People can list any number of reasons to be afraid. This is because at the most fundamental level, 'comfort' leads to 'life', whilst 'fear' leads to 'death'. While people cannot give a clear answer why they want to live, they can give any number of answers why they do not wish to die."

"What are you getting at!?" Renji thinned his lips, complexion pale when As Nodt's dilated pupils regarded him solely. He shivered.

"It is in the nature of all life to avoid death, and therefore, to avoid 'fear.'" As Nodt stated simply. "All living beings go through life for the purpose of evading fear. It is to better escape fear that they train themselves. It is to better escape fear that they grow and evolve. Thus, it is impossible to be unaffected by fear as long as you are alive, and hence your actions confound me on a certain level."

With a single inspection, As Nodt could sense Rukia and Renji's growing apprehension and fear, but then why did that drive them to willingly jump towards it?

Revenge was a likely conclusion, but shouldn't the fear of death trump all?

No matter. Their presence wasn't of particular consequence.

As Nodt raised a palm and numerous black needles formed and hovered him. Grabbing one, the needle elongated to the length of a sword callously tossed in Renji and Rukia's direction.

Casual as the attack seemed, it was too quick for either of the two to properly react. The fear permeating within them itself practically rooted them in place, immobilizing them. If not for sheer dumb luck, they may have just perished there and then. As fortune would have it, the ground beneath them suddenly blackened and rotted away, letting them fall through and the attack to sail overhead.

Renji felt relief swell within him from such a close shave with death, but grew more fearful for Rukia than himself when he noticed the reason for the sudden decaying of the ground beneath them.

Barragan Louisenbairn appeared, having been tailing the Zero Squad after noticing certain anomalies with them. It would seem that his suspicions weren't unfounded.

The Arrancar saved them?

Renji took in a breath, but knew better.

Baraggan didn't even give Renji or Rukia a passing glance. Instead, as shadows stretched beyond a miasmic haze, hollow sockets black as night leered equally upon all.

A coincidence then?

Renji gritted his teeth, the hands gripping his sword matting with sweat as a shudder travelled down his back. This was bad.

Among all reports in the Seireitei during the battle of the Fake Karakura Town, the reports regarding Baraggan were of the highest danger level among ally and foe alike. When Baraggan moved, he alone was enough.

A hissing noise echoed as gaseous mist escaped Baraggan's mouth, a sigh equating eternity found in the fleetingness of a moment. Even a touch would accelerate one to old age then to dust.

Renji didn't know who he should be more wary of in this moment. As Nodt who'd killed his formidable Captain, or Baraggan who'd never once considered Shinigami within his notice. Even now, Baraggan was disregarding them which in a way gave a measure of safety.

Baraggan would neither actively try to kill them, but he wouldn't actively provide aid either.

Renji didn't know how to feel at this fact, but knew that he at least had to stay in front of Rukia as both foes before them were too dangerous.

Renji and Rukia tensed as Baraggan's gaze surveyed over all before focusing on the direction where the Zero Squad's members had left through, lingering spiritual energy marking the path.

"Scheming things…" Baraggan muttered darkly while assessing the speed of the Zero Squad's breaching into the Palace and comparing it to the Vasto of White's forces before grimacing. The Zero Squad was obviously holding out, proving Baraggan right to have trailed them rather than help lead his fellow hollows.

No matter, Baraggan simmered. "This Emperor will entertain them first."

Baraggan said not another word and took off.

However, As Nodt barred the way.

"Not so fast." As Nodt hissed behind his half-masked face, head tilted oddly while wide eyes dilated. It was almost deranged how easily As Nodt's odd caricature and demeanor could unnerve anyone. "The King's palace is not a place where others can just come and go."

Renji sucked in a breath, inching towards Rukia who had gone deathly silent at the pervading purple miasma Baraggan abruptly exuded in full.

'To dare block the path of a God…'

"Impudence," Baraggan said before grudgingly scoffing.

He paid As Nodt no mind, carrying forward and letting the haze around him to dissuade any from approaching. None of this was worth his attention when he was keen enough to know that it would only a be a distraction for where he truly needed to be.

As Nodt didn't take the small mercy for what it was, instead launching out several dark needles that pierced into the thick haze, formed with enough spiritual density to propel forward despite time eating away at them.

Subsequently, As Nodt's needles pricked Baraggan's arms reinforced with his Hierro, but although they nicked him, they just bounced off with no effect. Suddenly, Baraggan who hadn't been giving much attention to As Nodt paused and stared down at As Nodt's arrogance.

Where did such confidence stem from?

Anger in indignation bubbled from the depths of Baraggan's being, unbidden to As Nodt's continued ignorance.

"Your resistance is strong, but your fear will whittle away at your mind in due time," As Nodt craned his neck up without pause, eyes rolling erratically. "All power and resistance mean nothing in the face of terror."

"Fear?" Baraggan trembled, the clacking of bones resounding. "Would a God of know of fear?" The skeleton whispered, annoyed.

It was one thing to obtain mercy as Baraggan had his priorities, but it didn't mean that he wouldn't pass judgment once provoked.

The eyes of a God of Death leered down upon the unsuspecting as hot anger shifted into a turbid iciness. He no longer moved, the intensity of his gaze magnifying several folds as whispers reverberated in the stillness of a purple haze.

"I am desolation…"

Whispers of the apocalypse.

Soft exclamations escaped all as more and more mist formed a spiralling dark cloud, writhing and squirming into the visage of a despairing ghoul.

"I am ruin…"

The voices continued unabated, echoing with the dull clarity of an abyss.

"I am despair…" A hand burst through the haze, grasping out towards As Nodt's face who hurriedly retreated back yet was too slow on the uptake.

The degree of improvement Baraggan had spent in the Dangai wasn't to be underestimated. In an instant, he was before As Nodt, the area around him passing at an unbearably agonizing crawl.

-Time dilation.

"I am the sovereign of time and aging," a voice solemnly declared. "The Primera Espada! The Grand Emperor of Skulls!"

As Nodt found that he could no longer move quick enough. Like the scythe of a reaper, boney fingers reached out to caress his form, hollow sockets bearing down on him with impunity. The scent of decay wafted, the air rippling at the tips of Baraggan's fingers.

Judgement would be passed here.

The hand bearing death as its namesake reached forward, mere inches away from As Nodt, and all As Nodt could see was a dark specter. It was almost uncanny how he knew that he absolutely couldn't allow that touch to reach him. Even with the strength of Vollstandig, that power of Old Age would continue unabated until there was nothing left.

Previous reports regarding the strength of the Arrancar were no doubt vastly underreported.

What sort of Hollow was this? Was it truly a God?

Never before had As Nodt felt this stifled.

"Know of death found in the truest fear and speak of its name no longer," Baraggan intoned with finality before a flurry of petals flew in from the wind.

"Wait," a voice spoke in the deathly silence of Baraggan's overbearing aura. "On my behalf, will you leave this one to me?"

An armoured figure materialized before all to see, standing with a red demon's mask over its face, its body covered in bound red-lacquered iron plates. A Kusazuri shielded the thighs while armour beneath elegant flowing purple robes covered the rest accentuated by the regal top-knot of the figure's dark hair.


Baraggan hummed in thought, regarding the armoured man who stood before him keenly. The man was one of those spirits materialized through Shirou's will…an ally Barragan supposed before considering his reply. Was it worth it to expend anymore strength on this insect?

Baraggan regarded As Nodt coldly, before scoffing in derision and removing the effects of his time dilation.

"What a waste of time." Baraggan grunted before hurling As Nodt away with a burst of spiritual energy before stemming the flow of his Respira.

As Nodt panted for breath, phantom chills racking up and down his body, but neither the armoured man or Baraggan were paying attention to him.

"Do as you see fit," Baraggan addressed the figure before directly giving chase to the Zero Squad, no one daring to bar his path this time.

As Nodt rubbed at his throat, unnerved with how close his own demise had come, and equally confused at the man who had arguably saved him from a harrowing ordeal. Like most Quincy stationed in the Soul King's Palace, none of them were briefed on the Zanpakuto spirits Shirou materialized.


Just as As Nodt tried to speak, he was cut off immediately as the armoured man raised his sword and pointed it forward.

The message was clear. The man hadn't aided As Nodt as an act of mercy, but to accomplish the deed himself.

Very well then. As Nodt had all the confidence. The presence of this man didn't have the same suffocating effect as Baraggan's powers had, but was instead refined and almost subdued. That pervading sense of danger from before could no longer be felt.

"Do I know you?" As Nodt spoke flippantly, head almost twisted sideways in a leer before his eyes blinked from the flow of the wind and the pink blossoms carried in the breeze.

"My name need not concern you."

The armoured man gradually retracted his sword from a pointed stance in order to direct the tip downward, a single hand held over the hilt before the sword was dropped. The stance was all too familiar, and for Renji, he heard Rukia stifling a gasp while As Nodt's eyes glimmered in realization.

"This sword form," As Nodt features widened in recognition. "It's you, but you're not truly him either."

"Senbonzakura," Renji uttered the Zanpakuto Spirit's name. "Captain," he then murmured.

"Brother…" Rukia clutched at her heart, pangs of grief racking across her body.

The sword was dropped from Senbonzakura's grip, and the blade itself fragmented into thousands of razor petals flowing in the faint wind coiling around his form.

As Nodt wasn't impressed. "Oh, I have that too."

Grinning, As Nodt produced a particular badge that when utilized produced an identical shower of razor petals. It was entirely mocking in tact and demeanor, but Senbonzakura remained unmoved despite the fraction of a second it took to reel in the spike of madness born from blinding range consuming him from within.

Senbonzakura did not speak, nor rise up to the blatant provocation. Like Byakuya whom he shared his origin with, he was never a man of words. Noble in posture, graceful in etiquette, and flawlessly refined in battle; the fall of Kuchiki was an untimely tragedy born from cowardice.

Senbonzakura stared beyond As Nodt and looked upon the distance horizon, imagining the same sky once looked upon in the memory of his wielder. His hands balled into fists, muscles tensing from an insufferable feeling of loss and self blame before leveling his stare fully upon As Nodt.

'This power, did you not fear it by daring to steal it?'

The cherry blossoms swirl upon the wind, steadily growing in intensity as the clinking of armour sounded out in the storm.

'Let me show you, the depth of your folly.'

An armoured arm gradually raised up, the scattering leaves of numerous blade edges acting in tandem to the will of a spirit who no longer had any reservations and would take full advantage of the opportunity granted by the Vasto of White.

"Slaughter-scape," Senbonzakura pushed his right palm outward, grasping with his fingers and twisting. "Senkai."

Petals scatter in the wind upon this barren world, moving to the will of one and dispersing into a ring encompassing a three-dimensional field in which only he and his opponent existed.

The spiritual pressure forced both Renji and Rukia back as they spectated, but As Nodt took it in stride.

"Oh, I remember this. That Captain used the same move," As Nodt mocked, mimicking Senbonzakura's gesture and producing a similar result. "Is that all?"

'No. No it wasn't.'

The fight began not with any sort of subtility, but with the furor of crashing waves. Storms of minutely sized blades clashed in a tsunami of spiritual power, needles of black weaving within the gale of drifting cherry petals Senbonzakura was all too aware of. Although Senbonzakura was a Zanpakuto Spirit from Hueco Mundo, the unique connection Shinigami shared with their Zanpakuto was still accessible to him.

Meeting As Nodt again was as good as a second encounter and not the first.

The power of 'the Fear' would only truly spread upon contact with those needles, but so what?

Without warning, Senbonzakura removed all obstruction of the hidden needles, allowing them to strike him and ripple with the malefic energy of 'the Fear.'

"I finally seemed to have bypassed your defence, and now it begins…" As Nodt welled up with a sense of satisfaction. "Fear can be overcome through experience. Those who know battle often come to believe this. 'Fear that comes from reason' is kind. It can be conquered through force of will or through experience. It is possible to suppress such reasoned fear by severing it at its source. But true fear is without reason. It is not an emotion, but an instinct. True fear occurs without rationality, without bounds. It is like a swarm of insects crawling up the body. We cannot escape from our instincts."

Senbonzakura uttered not a word, the tide of tiny pink blades seemingly unaffected while a hand began to systematically remove each needle leaking with dark energy.

Looking from the needles in his palm, then back to As Nodt, Senbonzakura tossed the needles into the wind.

This sensation within him…

This growing emotion, was this what his wielder had felt?

Only by experiencing this sensation itself could Senbonzakura come to peace with a single thought.

'My wielder was better than this.'

Senbonzakura balled his hands tightly into fists, shudders travelling down his back mistakenly assumed by As Nodt as a sign of effectiveness. This wasn't the case.

'It wasn't fear that overwhelmed my partner, but the unexpected loss of my support which left him vulnerable. It's my regret…my deepest regret.'

"What's wrong, not speaking?" As Nodt derided with derision. "Where is the arrogance you carried in challenging the symbol of fear itself?"

Senbonzakura's countenance swelled, feeling the spiritual energy welling up from within him before craning his gaze up to glare impassively at his foe like a superior being to an ant.

"I am not arrogant; it is you who is arrogant for believing that we were ever on the same level."

Senbonzakura's arms fell to his side, his disposition assuming one of inevitability; the fear infecting him from As Nodt's needles overcome not by sheer will but by discarding everything that made him who he was as an individual. It was like As Nodt had said, true fear is without reason and is instead an instinct.

At his base, Senbonzakura like many Zanpakuto Spirits was neither Hollow, Human, or Shinigami, but a sword.

A question is therefore beckoned: what is the instinct of a sword, it's base purpose?

In the face of overwhelming odds, a sword did not cower.

In the face of the inevitable, a sword would remain held aloft.

The natural intimidation of a predator and the primal terror sparked by it meant nothing.

This power of fear would never work on him if the only response was to cut it down.

All too quickly, the intensity of Senbonzakura's blade petals magnified several folds, devouring the flower petals As Nodt released before resonance occurred.

'My power was never yours to begin with.'

Senbonzakura gestured with his hands, and commandeered the razor petals before him, directing their flow with the simple movement of his fingers, and causing As Nodt's eyes to widen in alarm.

"Petals fall from up high, dancing in the ensuing flurry."

As Nodt dodged and weaved while thousands upon thousands of flowing cherry blossoms pursued him relentlessly.

"Cut, tear, shred, the thousand blossoms carry the vestiges of a vibrant storm."

The ring formed by the blossoms became a dome, trapping As Nodt within. Like grains of shifting sand, they inevitably reached and coarsely grated against As Nodt's Blut Vein.

"Quincy: Vollständig!"

As Nodt's eyes rolled backwards revealing the emblem of the Wandenreich, a burst of spiritual energy forcing back the ocean of ebbing blades while tears of blood trickled down his face.

"Tatarforas!" As Nodt declared, his Quincy robes tearing to reveal stitches all the way down from his mouth to his chest as his long hair waved ominously with dark shadows.

The needles were no longer required. Any who looked upon him would experience the power of 'the Fear,' yet Senbonzakura did so without hesitation.

He remained unperturbed whilst coming to a decision.

The power As Nodt exuded was too great to contend against in his current state when even Renji and Rukia who were spectating were frozen stiff in terror.

"The Final verse," Senbonzakura intoned, his body beginning to glow and emanate with the finality of an ephemeral moment.

All at once, Senbonzakura entered his Final State, web-like cracks forming over his skin and armour throughout his entire person. The pressure around him rose even to an extent above As Nodt's own, taking the man utterly aback.

"Senkai, a world, a space encompassing the distance between you and I," Senbonzakura intoned brokenly, voice steely and resolved as the thousand cherry blossoms vanished altogether, becoming too small to even be seen. "This world will be your grave where nothing will remain."

"Ah?" As Nodt glanced mutedly at his own body, blood, skin, and bone gradually being eaten away by what seemed like grains of unseen sand. He was appalled, stunned. The Fear in which he prided himself on proved useless in this instance. Even the spiritual energy he sued to shield himself was being rapidly cut away. Such a thing was unimaginable. "Y-You're not alive. Only an object could not feel an ounce of terror at my image."

"I never said I was," Senbonzakura made a gesture, his fingers squeezing as if gripping a ball and crushing it in his grip.

The sound of tearing flesh and bone resounded as As Nodt exploded into a mist of blood that didn't even get the chance to splatter before each individual drop was intercepted and cut away.

Senbonzakura stood alone in the space, neither reacting nor responding despite Renji and Rukia working up the courage to approach.

"S-Senbonzakura, you're my brother's Zanpakuto," Rukia called out tentatively, hands trembling in agitation and seeking clarification. She stubbornly clung to the hope that since Senbonzakura was here, the body of her brother may be alive.

Needless to say, but hope was a fickle thing. Rukia had already seen even her own Zanpakuto Spirit manifest in this war, but it had nothing to do with her status of dead or alive.

The same would apply to Senbonzakura and Byakuya, but even if this hope was minuscule, it was still something Rukia insistently couldn't let go of.

Senbonzakura didn't respond with nothing except a side-eyed stare that seemed less like it was looking at Rukia, but at something else far off.

By Rukia's side, Renji seemed to have understood something at Senbonzakura's continued silence.

Carefully placing a hand on Rukia's shoulder, Renji shook his head solemnly. "Rukia, it's enough. Let him go."

Rukia glanced between Senbonzakura, then to Renji, then back to Senbonzakura before pursing her lips. Just like the disposition of her brother, Senbonzakura seemed to remain aloof even until the end.

A sob escaped Rukia's mouth before she covered it with both hands and let the grief she was repressing drop her to her knees where Renji silently consoled her.

Senbonzakura continued to say not a word.

This was how it should be.

Senbonzakura looked up upon the void in memory of the Master whom shared half of his soul now avenged. All that was left were lingering regrets, and doubts that could no longer be answered.

Was this all worth it? Was it not?

It didn't change what had already transpired.

He shut his eyes and faded away into motes of spiritual energy like the cherry blossoms falling in the spring. Such was the cost of a Zanpakuto entering its Final State until next the Vasto of White may allow materialization…that is if Senbonzakura even had the will to return.

"Thus, kindly I scatter…"

Only a fleeting voice trailed in the breeze, heralding the end of one of four pivotal battles by ensuring Baraggan's swift pursuit of the King's Royal Guard.

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