Toguro and Genkai are facing off to settle their fifty-year-old differences, with Yusuke running to the battle as fast as he can. Toguro asks Genkai if she has anything that she wants to do before she dies, and Genkai says that everything is in order. Toguro tells Genkai to pay attention, so she can she the power that she could have had. Genkai says that she was such a foolish girl, and she should have forseen how Toguro would turn out.
*Flashback* Genkai thinks back to how Toguro feared getting old and becoming weak; all he wanted to do was further his powers. Toguro's worst fear was for someone weak to kill him when he's old, and swears not to let that happen. Toguro is angry about his human life and says that humans are only around long enough to know what they want, and then it erodes. Genkai tries to comfort him by saying that she will get old just like he will. *End Flashback*
Genkai tells Toguro how selfish he was, while Toguro says that he had the guts to go after everything he wanted. Toguro powers up, and Genkai knows she only has enough power for three shots to use against Toguro. Genkai lunges forward and fires a shot at Toguro, who easily takes the hit, although it puts a hole in his shoulder.. Toguro takes a swipe at Genkai, who dodges. Toguro comments that Genkai has improved her dodging. Toguro tells her that the committee made his body extremely well, and the hole in his shoulder heals. Toguro powers up to 80% power, telling Genkai that only four living souls will have seen him at this level: Karasu, Bui, Elder Toguro, and now her. But then he adds that Genkai won't be a living soul for long.
Toguro says that demon energy may not always be as powerful as spirit energy, but it gives a much more pleasurable sensation when used. Toguro tries to punch Genkai, but he misses, creating a huge crater in the ground. Genkai fires another blast at him, but Toguro simply sticks out his hand to stop it. Toguro's hand is barely singed, and he tells Genkai that he truly has strength absolute. He can't believe that they used to be almost equal in power. Toguro says that demons want Genkai dead not just because of the fights that she's won, but because she denied the chance to be great. They each now get ready to launch their final attacks.
Toguro tells Genkai that he hopes that she's happy with the way she's wasted her life. Genkai replies that her only regret is that her Spirit Wave technique could not cure Toguro's madness. Toguro charges toward Genkai, who launches her final energy blast. Toguro plows through it and punches Genkai right through the chest, and she falls to the ground in a pile of blood. Right as Genkai hits the ground, Yusuke arrives on the scene. Yusuke stares at Toguro, who says that Genkai's final attack didn't even scratch his body. Yusuke ignores him and runs over to Genkai, impressing Toguro with his speed.
Genkai tells Yusuke that she knew she was going to die. Dark Tournament officials visited her three months ago and informed her of the upcoming Tournament. She told them to leave, because her wish when she won was to be left alone. However, the officials say that without a strong fifth member, Team Urameshi's chances of surviving weren't good. She never wanted to return to the Dark Tournament, but once she heard that Yusuke and the others had been forced into it, she knew that she must go too, and she would also settle her score with Toguro.
Genkai tells Yusuke about her she and Toguro were once teammates, and they won the Dark Tournament together fifty years ago. Toguro wished to become a demon with strength absolute. Genkai says that everyone has to fight to find their place before death, but Toguro ran from that fight. Genkai tells Yusuke to never do the same. She says that no human is a one-man show, and that every decision Yusuke makes will affect the countless people that care about him. Then, Genkai dies.
Toguro tells Yusuke that Genkai died a long time ago, and that a fighter has two choices: die, or get stronger. Toguro says that Genkai chose to die, but Yusuke says that he doesn't have a clue. Yusuke charges at Toguro, enraged, and punches him. Toguro catches Yusuke's punch, and then punches Yusuke in the face with his other fist. Yusuke is sent flying and hits a tree. Looking at his burnt and bloody hand, Toguro is impressed. Impressed, and glad that he will have to use 100% power.
Yusuke sits with his back to the tree, remembering his training with Genkai and everything that she taught him. With his thoughts on Genkai, Yusuke is pissed that he couldn't do more to save her. With a swollen cheek, Yusuke stands up and begins punching the tree, until he punches all the way through and the tree falls over. Yusuke announces that he will never forgive Toguro for what he did. Never.
