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Claude Faustus speaks with the Trancy household workers, opening a box of Red Moon Shadow Tea, containing Alois Trancy's ring. Within it, Claude says that it resides Alois Trancy's soul. He then questions the other servants for what his use for it should be, only to have the triplets try and guess it, showing their answers in the form of drawings on large paper and crayon—probably used for comic effect. Claude then turns to Hannah Annafellows for an answer, to which she replies: "The furnishings have changed." Claude then judges that as the correct answer, ensuing in him dancing, describing the change of the colour scheme of the furniture from dark blue to midnight blue; giving it a deeper meaning in the form of Ciel Phantomhive's and Alois Trancy's souls, indicating that their souls share a similarity at its root—their pasts.
At the Phantomhive household, Sebastian Michaelis has retrieved a letter and knocks on Ciel's bedroom. After Sebastian enters, Ciel comments about him stabbing Alois Trancy, saying that he wanted him to die immediately. Ciel then orders Sebastian to talk to him, as he cannot fall into a slumber. Instead of meaningless talk that he expected, Sebastian takes this opportunity to mention the letter he retrieved, revealing that it belonged to the Queen.
The scene changes to the perspective of a normal street boy, who is running away from danger in the middle of London at night, only to scream from the pain the villain evidently inflicted on him once he was caught.
It then returns to daylight, where Sebastian relates facts about the crime to Ciel on their way to get an account from the latest victim. Sebastian mentions that there had been many incidents of something gouging out eyeballs, whose target happens to be young boys, regardless of social status, as Ciel has a flashback of Alois Trancy crying out to him after he had been stabbed, about the demons and their similarities, only to have Sebastian interrupt his recollection.
The boy that had survived the attack gives Ciel the vague characteristics of his attacker, only to have them match a rich, noble young boy.
At Trancy Manor Claude makes a large doily in the shape of a spider's web; as he slowly makes it, he makes references to the souls, saying "that a demon has taken time and effort to raise a soul stitch by stitch..."
The scene then returns to Ciel as he finds a pattern between the Phantomhive household and the Trancy household on the map. After marking and connecting all the crime locations plus his mansion, it forms the shape of a spider web, drawing his conclusion that the Trancy are mocking them and that it was Alois Trancy's doing, despite his death; however Ciel takes it that he survived his injuries, and praises his stubbornness, showing his lack of knowledge of his rival's condition. He then asks Sebastian if he knows anything about Alois' being, but he replies with a smirk that he does not.
Sebastian senses something and proceeds to secure Ciel in a box before fighting the Grim Reapers, Ronald Knox, a new character, and William T. Spears. It is revealed that the reason the Grim Reapers were present is that Grell Sutcliff did not collect the soul of Alois Trancy (Jim Macken), causing problems up there.
As Ciel waits for Sebastian to finish his fights, he has violent flashbacks of the incidents and events that occurred in his past and Season 1 that he forgot because of his suffering from amnesia. He runs out of the box in anger, as he recalls Sebastian ordering him to not get out.
This is the part when scenes return back and forth to Sebastian and Claude, both adding the pieces together for Claude's main motive; Sebastian confirms Alois Trancy's death, and Claude mentions, in a form of a metaphor, that spiders gather around pure souls, "gather together, the first, the second... then the third one."
It returns to Ciel's view, where he runs towards Sebastian, only to find Alois running away from him—resulting in Ciel chasing him to a wall. He then gets taken by Scotland Yard, who are saying that he is Alois Trancy based on Hannah's claims. Ciel then points to where he believes he had trapped the real Alois Trancy, only to see that he had escaped and that he is to be taken away. The man then notices Ciel's confusion, only to have Hannah blame it on his state of mentality being destroyed due to his hatred for the crest in his eye and the fact that he was abused by the Trancy predecessor. She continues to reason that he is also the perpetrator behind the gouging incidents as she points out her condition and the fact that Ciel’s eye is also evidence—giving Scotland Yard enough reason to take Ciel away.
Just after Ronald managed to get his Death Scythe working, (also in the form of a garden tool, like the other Grim Reapers) Sebastian escapes by using a knife to dislocate William's glasses, delaying both of them on chasing him. Due to William's loss of his glasses. Before the intermission, Claude is seen finished with his spider web doily, licking his lips as he says that he cannot wait to "slowly suck out Ciel's sensual soul."
Ciel is taken to a mental institution, only to be diagnosed with a severe illness and is given the "special treatment." which is getting strapped to a chair and is lowered into a glass box full of water repeatedly. Sebastian finds his way to Ciel using the map drawn by Ciel earlier, giving him a clue to his location. He then fights Hannah, who acts as a distraction so Claude can manipulate and mix Ciel’s and Alois’s memories together while Ciel is in a state of mental vulnerability.
Sebastian defeated Hannah as she had run out of ammunition. He chokes her, and angrily snaps at her, saying that the Trancy servants "aren't fit to even lick his [Ciel's] soul." Only to have her reply that it is true, if it is completely Ciel, meaning that their plan to mix both Ciel and Alois nullifies that.
Ciel is still being manipulated by Claude, who uses Alois; memories of Luka to push Ciel into thinking he is actually Alois Trancy even more. He then remembers the fire and the destruction of the village, and when he sees Sebastian's image, he immediately screams in horror, to which Sebastian responds by locating where Ciel had been taken after the treatment.
Sebastian enters the room in horror, seeing Ciel on the floor, soaking wet with his clothes on. When he approaches to care for him, Ciel recoils in horror, thinking that Sebastian had been the one to kill his parents in the same fire that he started in the village where Luka had his soul taken too. Sebastian turns to Claude, saying to him that he did not think that he would go this far as to "muddy the taste of the soul." Claude replies by going to Ciel, him thinking that his butler was actually Claude, and telling him that he should use this as an opportunity to order Sebastian to "disappear from his sight." This causes Sebastian to be horrified and Claude seems to have attained absolute victory. Sebastian, after Claude's remark about master's orders being absolute, leaves. Ciel falls from exhaustion and then finally sleeps without help.
Sebastian walks out of the institution and into the woods, emitting a visible demonic aura while muttering about dinner being served but not before the spiders are cleaned up.
After the ending themes, it is shown that Claude returns to the Trancy household carrying a sleeping Ciel covered in the spider web doily Claude made earlier. As Claude walks in, the servants welcome them home. It is then shown that the Alois Trancy that Ciel encountered was merely a disguise made by one of the Triplets. Claude says his quote: "Golden to deep blue, deep blue to midnight blue... And... Alois Trancy to Ciel Phantomhive" showing that his plan for a transformation had occurred. He then gives the servants orders, as if everything was normal, except for Claude's addressing of his master—he changes it from Lord "danna-sama" (旦那様) to Young Master "bocchan" (坊ちゃん.)
Characters in Order of Appearance
- Claude Faustus
- Canterbury, Timber, and Thompson
- Hannah Annafellows
- Sebastian Michaelis
- Ciel Phantomhive
- Ronald Knox
- William T. Spears