The anime series deviates from the manga considerably after episode 35. The anime series faithfully adapts the plot of the manga until after the DWMA's first major battle against Arachnophobia, upon which it deviates from the original plot considerably. After giving the DWMA information on Arachnophobia, Medusa takes advantage of Stein's increasing madness to lure him away with her. The DWMA manage to bring back Stein, and Maka defeats Medusa. Meanwhile, Arachne finds and forms an alliance with Asura, intending to spread his madness across the world. In the ensuing confrontation between the DWMA and Arachnophobia, Shinigami and Asura resume their fight, which ends with Asura defeating Shinigami, turning on Arachne and eating her soul. In the final battle, Maka, Black Star, and Death the Kid defeat Asura, and the world returns to normal.
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