The battle continues with Demon Spade still trying to make the guardians into what he wants them to be. Tsuna, finally in Hyper Mode, starts to battle his clone. Meanwhile, Giotto's Guardians questions Giotto again is he sure to let Demon do as he please. Giotto told them that regardless of what Demon had done, he's still his Guardian.
The girls find it increasingly hard to breathe in their dome until Uni uses her powers to ease the breathing. Chrome Dokuro too decides to find a way to break Demon Spade's Illusion using her own power.
Yamamoto battles his clone as well, but able to read Demon Spade's moves because of his uncontrollable bloodlust. He tells Demon that his sword carries his dad's soul, as well as his, and that he won't taint it by going against his beliefs.
Back at Tsuna's battle, Tsuna managed to guard against Demon Spade's attack and questioned what does he meant by eliminating him like he once did to Giotto. Demon states that what the Mafia world believes about Vongola Secondo forcing Giotto to step down as Vongola Boss is false. He states that it was him who made Giotto step down, as Giotto couldn't overcome his softness and unworthy to become Vongola Boss.
The Arcobaleno decides to break through Demon Spade's illusions with their own power. Fon goes off to find Verde, while Colonnello finds Mammon. Skull was assigned the fearful duty of bringing in Hibari. Skull tries to abandon his mission, but then thinks about Reborn, and, out of fear, decides to stick with his mission.
Tsuna battles Demon, with Demon having the upper hand. Demon manages to defend against Tsuna's attack, and even launch attacks of his own. Tsuna is pushed into using his X-Burner, but to his surprise, Demon too prepares to use it. As Tsuna was about to launch it, Gokudera's clone manages to hit Gokudera into the path of Demon and Tsuna, making Tsuna hesitates to launch his X-Burner, but Demon, however, launches his X-Burner.
The Arcobaleno have all gathered and start to use their power to break Demon Spade's illusion. All their Arcobaleno Pacifiers start to glow, and Mammon appears in front of Chrome and gives her advice on how to break Demon Spade's illusion.
Tsuna manages to stop Demon Spade's illusion's X-Burner with his Zero Point Breakthrough: First Edition, shocking Demon. Demon asks Tsuna that even with the power he has, why he refuses to use it to make the Vongola the strongest. Tsuna states that he wants power to protect his friends, and that he was going to break the Vongola tradition. At this, all the guardians appear beside Tsuna, as Hibari had gone on a rampage, breaking Demon Spade's illusion.
With everyone free, Demon states that he underestimated them, and that it was about time he got serious.