Lord Demon summons the Devil General Zannin to destroy Devilman. Lord Demon goes into a history about how the demons and the devil were buried in ice and then revived. Demon tells Zannin to pick another demon to go with him and he chooses Bedora. Zannin unlike the other demons is ordered to kill Devilman indirectly planning strategies and leading other demons to kill Devilman but never doing it himself.
Bedora is a demon which has magical powers of a spider. It can launch spiders from it’s mouth that control anyone it touches. Bedora’s spider do damage in Japan. Bedore himself masquerades a beautiful girl in Miki’s school. Tone and one of the teachers become infected. Akira is there to stop situations from getting worse. He confronts Bedora and beats him but Bedora runs away. Zannin lashes out at Bedora for failing and sends him back to kill Devilman.
Bedora takes the form of a police officer and gets inside Miki’s house. Miki’s parents get the mysterious spider on them and try to attack Miki. Akira intervenes and fights again with Bedora. Bedora shoots a spider web all over Devilman. Devil tries to fight against it but can’t move. Bedora drops him in the ocean and this enable the cobweb to become less sticky. Devilman kills Bedora with the Arrow of Devil. Bedora goes back to Zannin but Zannin doesn’t want to hear his excuses and kills Bedora. Zannin then calls upon the witch Zorudoba to kill Devilman.
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