Shirley attends her father Joseph’s funeral and is joined by her mother and the student council. Shirley’s mother collapses in tears when the gravedigger begins to shovel dirt onto the coffin. Rivalz apologizes for posting on message boards about how cool he thought the Black Knights were. Shirley says it’s ok, and Milly tells her it’s best to cry now rather than try to hold it in until later. Suzaku suddenly says that Zero and the Black Knights are despicable, and their results are meaningless if they use the wrong methods. Everyone then walks off, leaving Shirley alone with Lelouch. Shirley apologizes to Lelouch for being manipulative when she kissed him, and she runs off. Later, C.C. asks Lelouch if he regrets involving the father of a friend. She reminds him that he called Kirihara weak, but she says he’s the weak one. She states that he’s killed lots of people up to now, and they had families too. She asks how resolute he is, and he angrily responds that he’s been resolute since the moment he killed Clovis. Lelouch knocks C.C. to the bed, and she says that he has to take action and not disappoint her. At the Lancelot‘s hangar, Lloyd wonders if the order that Suzaku participate in the next operation means that he’s being recognized, or being used as bait. Elsewhere, Ohgi objects to Lelouch’s plan to give a tanker to the JLF so they can escape overseas. Lelouch is acting on information from Diethard that Cornelia is deploying naval forces to capture Katase and the JLF alive. Lelouch says that the JLF doesn’t have the power to fight since Tohdoh isn’t present, so they have to count on the funds from the liquid Sakuradite they’re using to escape. Lelouch declares that they will rescue the surviving JLF members by destroying Cornelia’s forces. Although Darlton has doubts about using an Eleven, he tells Suzaku that his mission is to help capture Katase and exterminate everyone else. Darlton tells Suzaku that if he proves his loyalty to Britannia, he might get a promotion. After Darlton leaves, Lloyd teases Suzaku that he’s being tested.
Lelouch swims underwater and carries a large object with him. Shirley searches for Lelouch after following him to a warehouse district. Earlier in the day, Viletta approached her and told her that Lelouch may be a member of the Black Knights, but Shirley didn’t believe it. Unbeknownst to Shirley, she’s being followed by Viletta. Viletta wants to discover what Lelouch’s connection is to Zero so that she doesn’t end up dead and with a ruined reputation like Jeremiah. Kallen walks in on the hangar where Lelouch is drying off. He asks her if she feels confused by his plan, and she asks him if their actions can really change the world. Lelouch says they have to change the world, even if it means using despicable methods. He tells Kallen she can still back out, but she declines. At the appointed time, Cornelia orders the amphibious Portman Knightmares to launch. They dive underwater and fire their torpedoes at a dock. Ohgi tells Lelouch that the Britannians have made their move, but Lelouch says it’s not the right time for them to act because Cornelia is acting earlier than he expected. From the shore, the Sutherlands fire micro bullets at the tanker to snipe the JLF members and avoid hitting the Sakuradite. Katase demands to know where Tohdoh is, but he’s told they don’t know where Tohdoh and the Holy Swords are. The JLF broadcasts a surrender announcement, but Suzaku is told to ignore it because it’s a tactic to buy time. As the tanker moves away from the dock, Ohgi tells Lelouch they’ll be too late if they don’t act soon. Several Portmans board the tanker, and Lelouch gives the order to attack. Just then, he fires a projectile that he placed in the water, which ignites the Sakuradite and destroys the ship. Lelouch announces that it’s just like the JLF to lure in the Britannians and commit suicide. Diethard realizes Lelouch’s plan and runs to have a closer look, but Ohgi shoots at him because he assumes Diethard is deserting. The Black Knights suddenly emerge from a ship in their Knightmares and launch a surprise attack. Lelouch attacks Cornelia as she powers up her custom Gloucester, but she manages to fire her slash harkens and blow off his left arm. Kallen uses her slash harkens to knock away Cornelia’s rifle. Lelouch targets the Gloucester, but he hesitates when he spots Shirley standing nearby. At that moment, Suzaku jumps in and kicks the Burai in the head, knocking it to the ground. The Burai is no match for the Lancelot, but Kallen is occupied with Cornelia and can’t help. Lelouch uses a slash harken to boost himself away, but Suzaku hits the Burai and causes it to slam into the ground and eject the cockpit. Kallen’s Guren then breaks away from Cornelia and attacks the Lancelot. Shirley walks over to the smashed cockpit and picks up Zero’s gun to shoot, but she stops when she sees his mask fall off.
As things continue to unfold, Shirley is drawn further into the intrigue surrounding Lelouch’s double life as Zero. That’s facilitated by Viletta, who is out to prove that Lelouch is somehow connected to Zero and her memory loss. Lelouch is seriously bothered by what happened with Shirley’s father, and C.C. accuses him of being naive because he’s killed plenty of people so far. She does have a point – he didn’t know any of those people, but they have families as well. Although it’s strange that he reacts to the death of Shirley’s father, but killing Clovis directly had no effect on him. Lelouch declares that he’ll win by whatever means, and he’s certainly dedicated to that by destroying the JLF leadership and making it seem as though they sacrificed themselves. Once again, his plans are interrupted by Suzaku, and this time it’s further complicated by Shirley, who wants revenge for her father.