The 3 elites are gloating over their success when Kōga and Muramasa appear. Kōga kills them, and Ginrei is informed. Muramasa talks to Kōga to try and help him over his anger, but they are found by Ginrei. He inform Kōga the likely sentence for killing the Elites is execution, and Kōga goes insane. Muramasa tries to possess Ginrei’s Zanpakutō, but phases through Ginrei. Kōga removes his hairpiece, and departs. He then goes on a killing spree. Muramasa tries to reason with him but fails, lamenting that he can’t hear Kōga anymore. Yamamoto is informed of what’s going on, and Ginrei tells them how to resist Muramasa’s power, and Yamamoto volunteers to help. Kōga rants at Muramasa and threatens him. He meets Ginrei and Yamamoto for a showdown. He tries to use Muramasa on them, but he won’t release. They use this opportunity to arm with the spears used to seal Kōga’s coffin. These immobilise his limbs, allowing Yamamoto to use Kidō to imprison him. Back in the present, Kōga thinks Muramasa betrayed him, but Muramasa claims he never heard him. Kōga removes his blade from Muramasa, and tries to kill him, but Byakuya blocks the blow and challenges him.

The episode was rated 7.76 from 45 votes.

Ichigo continues fighting Senbonzakura while Kenpachi fights Byakuya, but Ashisogi Jizo appears and using its bankai, spraying poison gas over the battlefield, enabling Senbonzakura and Byakuya to escape. Yachiru chases Ashisogi Jizo and he gets captured by Zaraki. Mayuri blows up Ashisogi Jizo, causing it to return sealed form and break. Soifon has difficulty hitting the small Suzumebachi, but manages to defeat her, and Yoruichi congratulates her. Unohana arrives to treat the victims of Ashisogi Jizo's poisoning, including Momo, Isane, Rangiku and Iba. Yoruichi meets with Ichigo and the captains, and reveals that she knows Yamamoto's location. Yamamoto is then shown as a prisoner of the zanpakuto, with Sogyo no Kotowari, Katen Kyokotsu, and Minazuki encasing him in a barrier.

The episode was rated 7.79 from 52 votes.

Rukia is found by the 4th Division and sent to recover from her injuries. Hisagi and his men patrol Seireitei and are attacked by the sadistic Kazeshini. Renji searches the ruins for any clues of the missing Byakuya, who was last seen hit by Senbonzakura's attack. He instead encounters Zabimaru in its baboon and snake humanoid form. Both entities of Zabimaru have no intention of returning to their original owner and attacks Renji. Ichigo wakes up in Zangetsu's dimension but the old man is missing. He sees Muramasa and attacks him, but the man immediately incapacitates him and summons his hollow form out as a separate entity. Muramasa has begun to take an interest in the hollow form and uses his powers to freeze it in place. Thinking that it has been subdued, Muramasa approaches it but the hollow form merely tricks him with its act and lashes out straight at him.

The episode was rated 7.81 from 57 votes.

Ichigo finds Rukia injured in the world of the living, and that she is being attacked by a strange woman, who uses rukia's abilties. It is revealed to be that this woman is Rukia's Zapakuto, Sode no Shirayuki. Ichigo successfully forces the renegade zapakuto into submission, and Sode no Shirayuki retreats back to soul society. Ichigo brings Rukia to the Urahara shop, where she reveals that the Shinigami's zanpakuto's have attacked their masters, and reveals that Byakuya was seemingly defeated fighting by his own zanpakuto, Senbonzakura. The remaining shinigami of the gotei 13 squads regroup to the 4th Division headquarters while they try to re-establish their defenses, and learn more about the zanpakuto rebellion. and Urahara observes that only the Zapakuto in Soul Soceity are affected and that those in the real world are unaffected, and decides to try to capture one of the materialized zanpakuto in an attempt to learn more about their new enemy. In the middle of the night, Rukia leaves for Soul Society, apparently in search of Byakuya. Ichigo and Yoruichi leave for soul society in an attempt to go after Rukia and save soul society.

The episode was rated 7.81 from 52 votes.

Kyoraku and Ukitake discuss the possibility that defeating the zanpakutō spirits will destroy the zanpakutō themselves. Renji continues fighting with Zabimaru, who taunts him for his weakness. Hisagi fights with Kazeshini, and, disgusted by his desire to take life, plans on killing him even if he loses his zanpakutō. Ichigo's inner hollow fights with Muramasa inside his mind until Muramasa uses his powers to restrain him. Ichigo then steps up to fight, stating that the hollow is a part of him, too. Ichigo manages to force Muramasa outside of his mind and continues the fight with him there. When Zabimaru threatens to kill Rukia, Renji regains his resolve, and manages to activate Zabimaru's shikai.

The episode was rated 7.83 from 54 votes.

As the dome grows unstable and the Soul Reapers fight the Gillians outside, Ichigo fights Muramasa inside his inner realm, which is collapsing from the grudges of the hollows he consumed to sustain himself. Ichigo questions Muramasa's devotion to Kouga in spite of his apparent motives for freeing the zanpakutos, and insists that he should know what a true bond between a Soul Reaper and a zanpakuto is. Ichigo defeats Muramasa, causing the two to leave his inner world. Muramasa dies after realizing the error of his ways and Byakuya thanks Ichigo.

The episode was rated 7.87 from 46 votes.

Isane and Iba come face to face with Ashisogi Jizou, Tobiume and Haineko. It is then up to Hinamori and Matsumoto to help them out. Soi Fon continues her fight against Gonryoumaru and Tengen but things quickly become more complicated when Suzumebachi joins the fray. Ayasegawa is also having a hard time in his fight against Ruri'iro Kujaku. Meanwhile, Ichigo and Senbonzakura are both going all out to end their own fight.

The episode was rated 7.88 from 49 votes.

Whilst trying to rescue Captain-Commander Yamamoto Kyouraku faces off against Katen Kyoukotsu, Ukitake takes on Sougyo No Kotowari, Kenpachi fights against Gonryoumaru and Tengen and Yoruichi is left to deal with Haineko and Tobiume. However, it soon becomes clear that the Zanpakutou are simply trying to delay their opponents as long as possible. Meanwhile, Ichigo is once again forced to fight Muramasa.

The episode was rated 7.92 from 50 votes.

Hisagi is wounded in a surprise attack by Kazeshini, but Izuru intervenes to help him, and using kido, binds Kazehini long enough for the two of them to escape. Renji's fight with Zabimaru continues, and Zabimaru takes the advantage when they are able to activate bankai while Renji, no longer able to control them, cannot. Renji considers his own weaknesses, and tricks Zabimaru into taking his sword, then breaks it with a Red Flame Cannon kido spell and uses Higa Zekkou to defeat Zabimaru by firing the broken shards at them. Ichigo fights Zangetsu, and struggles when Zangetsu activates Bankai. He uses a new Getsuga Tenshou working together with his inner hollow to defeat Zangetsu, and forces Muramasa to retreat. Zangetsu reveals that Muramasa is using a technique to awaken the zanpakutos' instincts and by doing so, he can control them.

The episode was rated 7.93 from 58 votes.

The Captains begin planning on how they're going to rescue Yamamoto, knowing that they're going to run into high class zanpakuto. Meanwhile Kazeshini comes back to the hideout and faints from exhaustion. Kenpachi, Ukitake, and Kyoraku head into the cave while Yoruichi and Ichigo head in another way. In the cave, Ukitake and Kyoraku meet their materialized zanpakuto. In the meantime, Ichigo and Yoruichi encounter Haineko and Tobiume, and both are defeated by Yoruichi. Ichigo heads on, and is lead into Kazeshini by Minazuki. Kazeshini is easily defeated, breaking, as Ichigo moves on to find the Captain-Commander.

The episode was rated 7.94 from 51 votes.

Ichigo is still trapped in the ice prison Hyorinmaru imprisoned him in as Toshiro and Hyorinmaru confront each other. Meanwhile, Momo and Rangiku fight their zanpakutos in the woods and finally manage to overpower them with kido spells. As Hyorinmaru and Toshiro begin to fight, Toushiro tries to seal him but is shocked as Hyorinmaru effortlessly dissolves the seal into fragments of ice. As their fight continues, Hyorinmaru's tremendous power turns the whole of Soul Society's sky black.

The episode was rated 7.98 from 50 votes.

After Kouga's defeat, Muramasa becomes unstable, as he had absorbed hollows in order to sustain himself without a master. Many hollows spill forth from his body, and he transforms into a form similar to an Arrancar. Orihime tries to reach out to him to save him from his sorrow, but he attacks the group. Ichigo manages to slash through Muramasa, but he becomes even more unstable and becomes a larger dome-shaped mass, engulfing him in the process. The formerly rebellious Zanpakuto return with their owners to help Ichigo and his friends in the battle.

The episode was rated 8.02 from 46 votes.

Rukia rushes back to the 6th Division HQ and is reunited with Renji. However, Byakuya's status remains unknown after the night of the zanpakutōs' attack. Ichigo and Yoriuchi arrive in Soul Society and split up to search for clues. Rukia returns to Byakuya's compound and finds Sode no Shirayuki attacking and freezing the shinigami there. She tries to reason with her zanpakutō but Shirayuki demands her freedom. After a fierce battle, Rukia loses to Shirayuki and is about to be frozen to death when Ichigo arrives to rescue her. However, he too is defeated by Shirayuki. Rukia attempts to get Sode no Shirayuki back to her by telling the zanpakutō how important she is to her. Using her kidō powers to restrain Sode no Shirayuki and herself, Rukia attempts to sacrifice themselves both in order to convince Shirayuki one could not live without the other. The resulting explosion injures Rukia severely. Sode no Shirayuki has a change of heart and attempts to reach out to her master, but Muramasa arrives and holds her back. Muramasa introduces himself to Ichigo and states that he is a zanpakutō.

The episode was rated 8.04 from 48 votes.

Muramasa sends Sode no Shirayuki away, and Ichigo asks why he wanted the zanpakutō to gain independence over the shinigami. Although he does not give the reason, Muramasa replies that zanpakutōs can seperate themselves away regardless of being the soul of a shinigami, and he is a good example of one. Ichigo cannot accept this view and attacks him. Muramasa uses illusions to overwhelm Ichigo and pins him to the ground, where he proceeds to drag Zangetsu out of him. Once Zangetsu manifests, he immediately attacks Ichigo. Meanwhile, Mayuri begins experimenting on himself in order to research the zanpakutōs' manifestation. After Zangetsu seemingly defeats Ichigo, Ichigo transforms into his hollow form and strikes back. After a while, he transforms into his stronger form and easily beats down Zangetsu. Muramasa tries a sneak attack but Ichigo immediately regenerates and attacks him. Before the hollow form can do anything else, Ichigo manages to return to his shinigami form and falls unconscious at Muramasa's feet.

The episode was rated 8.05 from 57 votes.

Kōga Kuchiki sees Byakuya Kuchiki’s scarf and hairpiece and, having never met Byakuya before, concludes that he is from the Kuchiki clan, which Byakuya confirms. Kōga enquires if Ginrei Kuchiki is still alive, which Bykuya refuses to answer. Ichigo and Rukia ask how Byakuya knows about Kōga, but Senbonzakura appears and tells them to just watch. Byakuya had defeated Senbonzakura right at the start of the rebellion and, on hearing Senbonzakura’s summation, immediately recognised Kōga's abilities, having been told of him by Ginrei. They decided to work as double agents to find Kōga. Byakuya states he will kill Kōga for disgracing the Kuchiki family. Muramasa offers to help Kōga, but Kōga breaks his Zanpakutō, saying he’ll just get in the way. Muramasa, in a rage, summons the Menos he’d been keeping inside himself. Ichigo destroys several, saying he and Rukia would fight the Menos while Byakuya fights Kōga. Neither can outmatch the other in terms of swordsmanship, so Kōga switches to using Kidō, again with neither able to gain an advantage, until Kōga uses a large scale ice spell which seemingly freezes Byakuya, though Senbonzakura releases him. Kōga catches him with an immobilizing spell similar to Muramasa’s, but Senbonzakura cuts the threads. Byakuya sems to have won, but Kōga starts using illusions to confuse him, and begins to land some hits. Kōga states that he sends his Reiatsu into his enemy to manipulate their senses, and that Ginrei and Yamamoto were immune due to closing their hearts. Byakuya says he didn’t close his, because now he can kill Kōga, instead of sealing him. Koga attacks with the sealing spears and more kidō to immobilize him agin, and tries to finish the fight, only for Senbonzakura to block the attack and free him. Byakuya activates Senkei, and the two continue to battle, with Byakuya gaining the upper hand. Byakuya decides to finish the battle, and as a mark of respect attacks with Shukei.

The episode was rated 8.08 from 49 votes.