Soul Eater Chapter 42 - Cover
Chapter Name
English Title

The Clown (Part 2)

Chapter Data Report

Volume 11

Chapter #


Chapter Guide
Chapter 41: "The Clown (Part 1)" Chapter 43: "The Clown (Part 3)"
List of Chapters |Image Gallery
When Maka falls into the madness of The Clown, Soul shows her what is necessary to overcome madness: courage.

The Clown (Part 2) is the forty-second serialized chapter of the manga Soul Eater. It was reprinted in tankōbon form in Volume 11.

Featured Appearances


DWMA Students, Staff, and Allies

The Nidhogg Monster Factory





Inside the Borscht Seven Factory, Russia

Maka Albarn realizes The Clown's wavelength is the same as that of the Kishin Asura. The Clown describes itself as the very embodiment of the madness contagion, produced in this factory and who will lure Maka into madness. Maka is petrified.

The Clown wraps its fingers around its nose—and removes it, a new nose forming. The Clown flicks his nose into the air, and Maka sees that nose duplicate and circle around The Clown's head. The Clown then tosses the noses onto the floor, ricocheting around the factory as Maka dodges, but it is too late: as Maka is shocked at the horror of this clown, she is hit repeatedly by the ricocheting noses. She tells herself to stand against the madness, and with Soul Eater, she swings at the noses, knocking many of them at once to hit The Clown in its neck.

Soul Eater Chapter 42 - Maka Clown

The Clown assumes Maka's face

From the noses hitting The Clown's face, portions of its face chip away, revealing a face, one familiar to Soul and Maka: it is her own face. The Flying Dutchman, observing from afar, curses The Clown for what will be an abortive attempt: The Clown has successfully infected Maka with madness, and Soul cannot reach her.

As the Dutchman criticizes The Clown, he spies eyes in the shadow, at floor level. A tendril with a face--Zukun—leaps from the shadows and seizes the hat from atop the Flying Dutchman's head. Blair, in cat form, giggles as she places the Dutchman's hat atop her own, bouncing away before the Dutchman can catch her. The Dutchman yells that he will not allow anyone to outrun him in his own Nidhogg Factory: he calls to Nidhogg, the factory's pipes spraying Blair, knocking her to the floor, before wrapping around her and sucking her into the factory's high-heat cooker. The Dutchman turns on the cooker, ready to melt Blair's soul. But then the Dutchman realizes that, as Blair still possesses his hat, it will burn with Blair. He cries loudly.

Outside the Borscht Seven Factory

Someone else cries as well: Death the Kid, still divided whether he should return home to confirm he left Gallows Mansion in order, or enter the factory to help Maka and Soul. Liz Thompson refers to Kid as "the worst" for being inactive. Kid responds by mis-quoting Shakespeare: "To go in, or to go home. That is the question." Liz admits she is too afraid to enter the factory as well, but at least Blair is with Maka and Soul. Patty mocks Liz for being as afraid as Kid. But Liz responds: "Let the world go to hell, as long as I don't run into any monsters." Patty replies that "princesses are the worst."

Inside the Borscht Seven Factory

Facing the Clown that now assumes her appearance, Maka collapses to her knees. Soul shouts at Maka, but The Clown mocks him for failing to understand. The Clown's soul reaches out to Maka, possessing her soul and drawing her body closer to its own. Maka whispers, "No...Soul..." The Clown tries to calm Maka, promising her "the only true freedom you'll ever know." Soul transforms and dashes for his meister, but The Clown uses the factory's pipes to encase it and Maka away from the weapon.


There is only blackness, and then Maka appears. A hand reaches out to her, and a voice asks, "Here...Are you hurt? Can you get up?" Maka, her hand now small, replies, "Yes, Papa." It is a memory of the past, or perhaps an inducement of madness, as Maka imagines herself as a toddler, her father helping her back to her feet and complimenting this "big girl" for standing up again without crying. Maka answers she must not cry if she is to join the DWMA with Spirit, but he reminds her she is too young. Maka points to a boy nearby, asking why he is present at the DWMA. Spirit explains that Black☆Star was taken into the DWMA on the same day when Maka was born and is not now a student. Impressed at how "cool" Black☆Star is when he practices his kicks with a DWMA employee, Spirit chastises her as being 20 years too young for a boyfriend.

Soul Eater Chapter 42 - Maka's friends are dead

Maka discovers her friend and father are dead.

Then Maka sees the DWMA employee, Black☆Star, and her father collapsed on the floor. From these three person and herself, tendrils—the madness of Asura—emerge from the bodies. Maka, crying, clutches her father, begging him to awaken.

But a voice tells Maka it is too late: she looks up to see herself, at her current age and her current attire, informing her that these three persons are dead. In the next few moments, Maka and The Clown will trade roles as Maka at her current age, and Maka as a toddler. Maka, as a child, begs this Clown version of teenage self to know why they are dead. Maka, now a teenager, realizes that these DWMA peers died because she was too weak, just as she was too weak to save Crona: she clutches herself, tears come to her eyes, and she falls to her knees before The Clown, appearing as toddler Maka, who looks at the mourning armband Maka wears, honoring the death of someone at the DWMA. The Clown, as toddler Maka, smiles, informing teenage Maka that tomorrow she may die, and at that point, everyone will wear a mourning armband for her. Teenage Maka shakes.

Then Maka becomes her toddler self, and The Clown becomes the teenage Maka: Maka says she cares less what happens to her soul but wants her father back, and The Clown mocks her, saying her weakness can do nothing—just as it will do nothing for her friends, as Maka sees Soul, Black☆Star, Kid, Tsubaki, and the Thompsons collapse, dead, before her.

The Clown now assumes the form of both the toddler and teenage forms of Maka, as Maka and The Clown struggle for possession of that teenage form, alternating between sobbing and a mad smile.

Outside of this madness, The Clown's mask comes across the crying face of Maka. The Clown informs Maka that the two of them are now one, and Maka gives into the madness, this "feeling of freedom" and the real truth, "the real me."

Darkness hides all. From that darkness, Soul screams through the factory's pipes, asking Maka to hear him and to sense his soul wavelength. Maka, although The Clown's mask remains on her face, listens, and closes her eyes.

Black Room

Soul Eater Chapter 42 - Soul's piano

Soul's wavelength reaches Maka.

Maka arrives in a whiter form of Soul's Black Room, in which only the two of them and a piano are present. Soul, dressed in his pinstripe suit, smiles, and puts a hand to Maka's mask.

Soul asks Maka to take a seat at his piano. She saves a space for him to sit—but he tells her not at the end, at the center. She appears in her usual attire when in the Black Room, yet the mask remains on her face. Soul lifts the cover over the piano's keys, asking her to sense the madness when he plays his piano. Maka disagrees, saying that she loves his music. But Soul responds that it is something about madness that attracts people. Soul explains that madness gives power, but when he played his piano during the Brew battle, he realized something Maka already knows better than anyone else: even in fear, there is something within a soul that resists madness, and that is where true strength lies. Madness may be the source of strength, but he wants to hear Maka answer: what is that strength called? The mask on Maka's face starts to crack. She answers: courage. Soul gently mocks the answer: " 'Madness is the source of courage'--it might be a little too convenient, but I say we place our faith in that." Soul concludes that they must tell Crona about courage and madness as well. Maka closes her eyes, sensing her soul: it is not as powerful as that of Black☆Star or Kid, so she must draw upon her well of courage, and she is "not even close to seeing the bottom of it."

Soul takes Maka's hand to the piano's keys. "I can't see sould like you can," Soul explains: he hears them, by just one note. He asks Maka to pick any key, any note, on the piano for him to hear her soul. Maka stares at the keys, Soul closes his eyes, and Maka chooses.

Inside the Borscht Seven Factory

Soul Eater Chapter 42 - Devil Hunt Slash

Maka unveils Devil-Hunt Slash

From the pipes of the factory, an explosion of soul wavelength energy rips the pipes apart. The Flying Dutchman is shocked at this powerful Anti-Demon Wavelength. Soul smirks, recognizing the key—G--as honest and straightforward, suitable for Maka. The Clown is surprised to see the last parts of Maka's mask chip away, as her soul wavelength enlarges. Without a word, Soul transforms into weapon form into Maka's hand. The two initiate Soul Resonance.

The Flying Dutchman curses The Clown for this failed attempt to corrupt Maka, as he knew it would not work to turn her as it did for "the other one." Blair as well is surprised at how bright this light is—shocking the Dutchman that Blair is still alive.

Despite facing Maka, The Clown laughs: a Witch-Hunt Slash will not hurt such a being. But Maka feels something different about this technique, which Soul claims to be "beyond the usual Witch-Hunt Slash," a Devil-Hunt Slash. Maka says, "Let's do it."

Manga and Anime Differences


  • The Yen Press English translation for Volume 11 incorrectly lists this chapter as Chapter 41.
  • The sound effects associated with the Flying Dutchman include "gripper" ("guri") and "crystal" ("chuppa"). His gasp when losing his hat is, appropriately, "hatto."[1]
  • Death the Kid misquotes from William Shakespeare's Hamlet famous monologue, "To be, or not to be."
  • Liz's misquoted motto to Patty while in Russia is, aptly, an allusion to Russian writer Fyodor Dostoyevsky's Notes from Underground: "I say let the world go to hell, so long as I can have my tea whenever I want it."[2]
  • In Maka's madness-induced hallucination of her father, Spirit Albarn tells Maka that Black☆Star was taken into the DWMA on the very same day when Maka was born.
  • Blair survives the Flying Dutchman's attempt to melt her, whether by using her own magic to protect herself, or because, as she told Maka and Soul, she has seven souls and can spare one.


  1. Soul Eater Volume 11: Yen Press English translation, page 186
  2. Soul Eater Volume 11: Yen Press English translation, page 186

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