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After Beowulf had defeated Grendel the warriors slept in Heorot for the first time in years.
The warriors were unaware that Grendel had a living mother and when they were sleeping she came for her revenge.
Grendel mother raids the hall, takes his arm, and abducts one of the thanes.
Beowulf and and his men report to Hrothgar and they agree to get back at Grendel's mother.
Hrothgar leads Beowulf to the dark and evil place of Grendel's mother. When they get there Beowulf and Grendel's mother swim to her under water cave.
At first they fight hand to hand when the sword doesn't work but then he finds a better one and he decapitates her.