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.