Simon, who is assigned by the Church to keep an eye on Elias, visits with some business. One of his requests brings Chise and Elias to the ends of the earth, where they meet Elias' mentor, Lindel, along with an old race on the verge of extinction. An old one, about to return to the earth, spends his last moments sharing a dream with Chise.

Long ago, the humans and cats of Ulthar, city of cats, were struck by a great tragedy. For generations, the souls of those who were at the center of this tragedy have been sealed away by the king of cats. Chise and Elias travel to Ulthar in order to complete Simon's second task: to purify the spirits that remain.