The eleventh arc overall and third of the Academy Saga unleashes a primal fear that warps gravity and drags victims into the sky. As Asa unravels under the Falling Devil's influence, Denji races to save her while Fami maneuvers to starve and exploit the War Devil.
Told across chapters 121 through 131, this story follows the Dating Denji events and precedes the Chainsaw Man Church arc. It introduces the Falling Devil as one of the primal fears, formally raises the Prophecy of Nostradamus, and brings the Fake Chainsaw Man into the picture.
Yoshida coldly orders Asa to cut all ties with Denji, deepening her gloom, while Nayuta catches the foulest devil scent she has ever encountered and pushes a listless Denji to fight. Walking home rejected and unaware she is already under the Falling Devil's sway, Asa watches a man plummet to his death beside her, then looks up to see every resident of her building staring down at her. Yoru seizes control as dozens of people fall to their deaths, their bodies fusing into a single entity.
Elsewhere Fami reveals to Yoshida the name of the newly arrived primal fear. The Falling Devil proves immune to every human weapon, slaughtering devil hunters, harvesting eyeballs, ears, and apples, and announcing that Asa and Yoru are her intended main dish. Trapped between her own trauma and Yoru's clumsy attempts to help, Asa cycles through gravity reversals, nearly falling into the sky and into Hell as fear and pain pass control back and forth. Denji confronts the devil in his hybrid form but is beaten, only to be healed by a mysterious figure's blood.
The Falling Devil corners Asa and persuades her to accept death, but Denji leaps in to save her. Their argument turns sour when he names sex as his reason to keep going, and Asa's disgusted rejection sends him spiraling into Hell as well. He cradles the unconscious Asa and runs for a door out, reassembling himself after being decapitated, until the Falling Devil blocks his path and is suddenly impaled from behind by what looks like another Chainsaw Man, letting them flee.
Back in the real world, Asa feeds Denji her blood to revive him, and the two steal a motorcycle she transforms into a Super Chainsaw Man Motorcycle to escape the pursuing devil. The Falling Devil eventually kills that devil after it vomits Denji and Asa up, the work of Nayuta convincing it that humans taste awful. Fami explains to Nayuta that the Prophecy is coming true and that she intends to starve the War Devil into becoming her pawn before the ultimate terror descends. Nayuta declines to help, citing school. The arc introduces the Falling Devil, Asa's caretaker, the Justice Devil, and the Fake Chainsaw Man.

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The Falling Devil arc is told across chapters 121 through 131. It is the third arc of the Academy Saga and the eleventh arc overall, following the Dating Denji arc and preceding the Chainsaw Man Church arc.
The Falling Devil is a primal fear introduced in the Falling Devil arc that warps gravity and drags victims into the sky. It proves immune to every human weapon, slaughtering devil hunters and naming Asa and Yoru as its intended main dish.
Asa falls under the Falling Devil's sway and unravels as the devil cycles her through gravity reversals, nearly dropping her into the sky and into Hell. The Falling Devil corners her and persuades her to accept death, but Denji leaps in to save her.
Back in the real world, Asa feeds Denji her blood to revive him, then transforms a stolen motorcycle into a Super Chainsaw Man Motorcycle so they can flee. The Falling Devil eventually kills the pursuing devil after Nayuta convinces it that humans taste awful.
The Falling Devil arc formally raises the Prophecy of Nostradamus and introduces the Fake Chainsaw Man, who impales the Falling Devil from behind. Fami also reveals she intends to starve the War Devil into becoming her pawn before the ultimate terror descends.
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