Soul Eater Chapter 55 - Cover
Chapter Name
English Title

Operation Capture Baba Yaga Castle (Part 10)

Chapter Data Report


Chapter #


Story Arc

Operation Capture Baba Yaga Arc

Chapter Guide
Chapter 54 Chapter 56
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Arachne's Magic Attack has sent Soul Eater into a hallucination, in which he confronts his past and struggles to determine what is his goal for moving forward. Saved by Maka Albarn, Soul rejoins her and Medusa Gorgon to confront Arachne in her Spider Queen Room, only to find the witch seems to be dead. Meanwhile, Death the Kid has caught up to Mosquito's location but is surprised to find he is already in another fight against one of his own Arachnophobia teammates, Eibon.

Operation Capture Baba Yaga Castle (Part 10) is the fifty-fifth chapter of the manga Soul Eater. It is collected as part of Volume 14.

Featured AppearancesEdit




Medusa's Army

Evans Family and Associates

  • Wes Evans (first appearance)
  • Performance attendees





Baba Yaga Castle, Outside the Spider Queen RoomEdit

After Medusa's Army and Shibusen students destroyed all the Demon Tool Locks, Maka Albarn, Soul Evans, and Medusa Gorgon had prepared to enter the Spider Queen Room. Once the doors opened, however, Arachne's Magic Attack broke through, putting Maka, Soul, and Medusa into a hallucination in which they imagined themselves to be marionettes.

Soul feels all strength dissipate out of his body, transformed into a marionette, causing him to fall to the floor. The shadow of his collapsed body stretches along the form, until it gains substance, forming a pedestal upon which sits the Little Ogre. Soul is surprised to see this creature, who proceeds to call Soul "a wreck," which "is who you really are." The Ogre encourages Soul to "pull yourself together and get up." Unlike other occasions, the Ogre does not ask Soul to seek Madness but simply to overcome his fear and to cut through the darkness.

Soul lifts the right arm, whose shadow forms the Ogre's pedestal. Then Soul's arm falls down to the floor with a crash. The Ogre continues: "This is you. Acting so in sarcastic...You're pathetic."

Chapter 55 - Soul and Wes in a Flashback

Soul remembers a reception with Wes

Soul then remembers attending the after-party to a violin performance by his older brother, Wes Evans. Wes is surrounded by attendees who praise his skill playing the violin. With a drink in his hand, Wes asks what is bothering Soul and encourages him to hang out with him and the attendees. As Wes identifies his brother, the attendees similarly praise Soul as a "musical talent" with the piano and a desire to hear him perform. But all Soul can think about is that "anyone with an ear for music" can tell he is "nowhere near as good as Wes...and I never will be."

Soul wonders, if he is insufficient at the piano compared to his brother's performance on the violin, when "what is there that I can do?" He looks at his left hand, as he stretches his index and middle fingers as if he is forming the shape of scissors. The scene changes to Soul in a park, that left hand now transformed into his scythe blade. Wes sits behind him on a bench, surprised to see that in "a musical family like ours" that there is any weapon blood in their family. "You sure surprised the hell out of Grandma too," Wes says. As Soul studies his blade, he realizes that he has "an excuse to get away."

The memories end as Soul resumes his marionette form. The Ogre, still seated atop his shadow pedestal, compliments Soul for his calmness, his sensitivity, and his insightfulness, especially at such a young age, as well as his ability to make wise choices and stick to his goals. But the Ogre complains that Soul's goals emerge out of his cynicism: "You found it by rejecting all the other paths...cynically dismissing everything until you wound up on this one." The Ogre urges Soul to tell him how he wishes to proceed with his life, but as he is a marionette, all Soul's mouth can do is flap with no voice emerging. The Ogre gives up, telling Soul he can "spend your whole life crawling in the dirt," like the "coward" he is, "unable to make any move forward except by process of elimination" and "grumbling about the shit hand you've been dealt." The Ogre extends the shadow and levitates away.

Alone, Soul thinks he has to get up, but he does not know what to do. He thinks he can "transcend the gods" before discounting that option as not available for "a silly loser like me." Soul considers that he deserves this fate, yet he resists. Caught between these opposite desires, to give up and to persevere, he feels his body slack yet still cling.

Soul Eater Chapter 55 - Arachne possesses Soul Evans

Arachne possesses Soul

Threads appear along Soul's body, like a marionette's puppet strings. But these strings are the threads of a spider, forming atop what was the Ogre's shadow pedestal. One thread lifts Soul's right arm. He asks for help to get off this ground. The threads are attached to Arachne's fingers, which she moves to lift Soul's head. All but his lower legs are now upright as he looks up to Arachne, and she looks down to him. Arachne is revealed to be formed from the shadow coming from Soul's body. Arachne offers to guide Soul, to make all choices for him. He can only repeat, "Help me." She refers to the shadow that give sher form: "This darkness binds us together, Soul. You mustn't try to cut free of it." Soul finally says, "Yes!" and feels he is saved.

"Maka Chop!" comes a cry that surprised Arachne, as the book-wielding Maka Albarn, no longer a marionette, destroys the shadow connecting Soul to Arachne, severing the puppet strings along his body. Maka then proceeds to complete the Maka Chop upon Soul's head. The hallucination ceases: Soul is no longer a marionette. Maka stands up and holds a hand for Soul to take. They grip each other's wrist as she helps him stand again.

But Soul still remembers Wes's words: "Does this mean you're gonna quit playing piano?" Soul is not sure. Wes responds, "I for one love your sound, Soul." Soul is surprised but thanks his older brother. Soul considers how that question, "What do I want to do?" no longer has the same meaning it did in his past. He thinks now it is obvious what he wants to do: "Maka's sound is always there to cut through the darkness for me. What I want is to become strong...for her. And that's what I'll do."

While Maka is confused, a voice, perhaps that of Wes or the Ogre, says, "Put your soul into it, Soul."

Maka asks Medusa what kind of magic just attacked them to produce such a powerful hallucination. Medusa explains that Arachne was attempting to coerce them to her side, attempting to take advantage of their weaknesses. Medusa then explains that, whereas direct attacks are effective against herself, they will not be against Arachne's magic. Instead, Arachne will attack from within, haunting their minds and souls. Therefore, Maka's Soul Perception and Anti-Demon Wavelength will be necessary to win this battle.

Soul Eater Chapter 55 - Maka senses Arachne's wavelength

Maka discovers Arachne's new Soul Wavelength

The doors of the Spider Queen Room open. Dark magic swirls out, taking a shape reminiscent of the legs and eyes of a spider. Soul transforms into his meister's hand, and Maka begins to sense "Arachne's hideous Soul Wavelength."

Baba Yaga Castle, Spider Queen RoomEdit

She and Medusa enter the shadows, but Soul is surprised at what fills up this throne room: a spiderweb that blocks their path. Medusa uses her Vector Arrows to push a path through the web, as Maka's Soul Perception guides them to Arachne's Soul Wavelength. Medusa strikes with more Vector Arrows to clear their path.

Cutting through the last of the web, Medusa and Maka see Arachne seated on the pedestal of her throne, motionless. Maka is confused: while she can still sense Medusa's Soul Wavelength, she cannot sense Arachne's.

Then Arachne's body falls to the floor, as if she is dead. While Maka looks down, the scene changes to the shadowy, spiderweb-covered ceiling, as if something hides there.

Baba Yaga Castle, Security Operations RoomEdit

Bats flutter into the room, resuming the form of the younger but inured Mosquito. Eibon looks askance at his colleague as Arachnophobia agents ask whether Mosquito is okay. Mosquito, however, is more concerned why these agents are here rather than guarding Arachne. The agents explain Eibon ordered that they stand down and return. Shocked, Mosquito turns to the smirking Eibon for an explanation. Eibon explains he was simply following Arachne's orders, but Mosquito does not believe this lie.

Baba Yaga Castle, Giriko's RoomEdit

An Arachnophobia agent pounds on the door to Giriko's room, urging him to answer. But the saw weapon is asleep on his couch. The agent fears entering the room lest Giriko pummel them for this interruption.

Baba Yaga Castle, Near the Security Operations RoomEdit

Sleeping Powder

Patty laced Giriko's drink with sleeping powder

Death the Kid is lost, unsure to where Mosquito has escaped but following what he assumes is the monster's Soul Wavelength. Patty Thompson says to Liz Thompson that it is surprising how even someone as powerful as Kid has a difficult time defeating one of Arachnophobia's members. Liz replies that the two of them were able to take out "these kinds of goons" almost effortlessly. Kid is confused and asks for an explanation. While Patty giggles, Liz explains that they had played "companions" to one of Arachne's inebriated members, Giriko, "so we dosed the bastard." While Liz talked up Giriko, Patty slipped sleeping powder into his drink. Kid is more surprised that the siblings carry sleeping powder with them, which the siblings explain was a trick of theirs "from the old days."

Kid refocuses his attention on Mosquito's Wavelength, which he locates straight ahead.

Baba Yaga Castle, Security Operations RoomEdit

Soul Eater Chapter 55 - Mosquito faces Noah

Mosquito faces Noah

Kid is shocked to see Mosquito preparing to fight the smirking Eibon, who has summoned a Magic Worm, a large, levitating monster slithering out of the Book of Eibon.


  • The Ogre's conversation with Soul is similar to the Shadow's earlier conversation with Crona, as one party (the Ogre and the Shadow) engages with most of the dialogue while the other party (Soul and the Shadow) feels too overwhelmed to respond. The Ogre and the Shadow also share similarities in their reliance on shadows, the Ogre forming a pedestal out of Soul's and the Shadow existing as one of Crona. And in both cases, Maka's intervention helps Soul and Crona deal with the problems posed by these shadowy figures.
  • Soul considers the option to "transcend the gods," mimicking a frequent goal by Black☆Star.


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