Neliel's past is revealed through her fight with Nnoitra. Meanwhile, Pesche and Dondochakka mounts an offensive against Szayel after seeing Renji struggling against the Espada. Pesche thinks back to the time when Nnoitra attacked Neliel for power which ultimately ended with breaking Neliel's mask through the guidance of Szayel. She is dumped by Nnoitra, along with Pesche and Dondochakka back out of Aizen's palace. Neliel obtains amnesia as her broken mask renders her into a child. To the present, Nnoitra taunts Neliel in regards to their past. Neliel then releases her Zanpakuto, shouting "Declare...!".
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