Euphemia hops into a Gloucester and orders the soldiers to kill every Japanese person on sight. Lelouch announces that they’ve been betrayed by Euphemia and orders the Black Knights to charge forward. Kallen and Tohdoh lead the Burais as they attack Sutherlands and Gloucesters. Suzaku searches for Euphemia from the air and comes under attack from Burais on the ground. Inside the stadium, Ohgi destroys a Sutherland and escorts Kirihara to safety. Outside, the Guren attacks Euphemia’s Gloucester and prepares to make the killing blow, but Lelouch arrives and states that he’ll take care of it. Using the Gawain‘s slash harken fingers, Lelouch slices the Gloucester apart. Euphemia then climbs out of the cockpit and grabs a machine gun, which she fires at the Gawain. When she runs out of ammo, Lelouch climbs down to the ground, and she recognizes him. Euphemia tells Lelouch she’d like to announce the SAZ with him, and he says he’d like to do that as well. Suzaku reaches the area just as Lelouch shoots Euphemia. After firing, Lelouch thinks to himself that Euphemia was probably his first love. The Lancelot charges in from above, and C.C. fires the hadron cannons at Suzaku. He kicks the Gawain and picks up Euphemia, but Kallen tries to block him. He then forcefully punches the Guren, which destroys his right forearm. Suzaku flies to the Avalon and carries Euphemia’s bloodied body to the sickbay for immediate treatment. Elsewhere, Cornelia heads to the area with a Knightmare VTOL, and Guilford reports that Darlton has gone missing and that the Black Knights have captured the Mt. Fuji area. On the ground, the Black Knights seize control of the G-1 Base. Diethard plans to use the facilities to edit footage and distribute it online to show the world who’s just. Rakshata says he has no loyalty to Britannia, and he explains that Britannia is finished. Lelouch meets Kaguya and recalls that she’s a relative of Suzaku’s. Kirihara asks what their next move will be under Kyoto’s guidance, and Lelouch demands that they do what he commands if they want to live. On the Avalon, a doctor concludes that Euphemia won’t survive the trip back to the government office at the Tokyo settlement. Suzaku sits by Euphemia’s side and asks why she gave that order, but she doesn’t remember. When she realizes he’s Japanese her eyes begin to glow red, but she fights the Geass order and returns to normal. Euphemia asks if she did well with the ceremony, and Suzaku tells her it was a great success. On the ground, Lelouch addresses an angry crowd and tells them that Britannia has shown its true face. He says it’s time for a new Japan where the strong don’t oppress the weak, and he announces the founding of the United States of Japan. With her last breath, Euphemia holds Suzaku’s hand and tells him she wants to go to school with him. The crowd in the stadium chants Zero’s name, and Cornelia is shocked to hear about Euphemia’s death.
In a private room, C.C. asks Lelouch if he plans to attack the Tokyo settlement, and he tells her now is the perfect time. He realizes he can’t go back to school now that his Geass is uncontrollable. Nunnally calls him on his cell phone and says she wants to talk to Euphemia so that they can go to the postponed school festival. Lelouch asks if she heard anything on the news, and she tells him the radio broadcast was interrupted. She asks if something happened, and he says he’ll explain once he comes back in the morning. C.C. asks if there were any other problems with the Geass, and Lelouch explains that Euphemia tried to resist the order. At first he thought it was because his power was weakening, but he concluded that it was probably because the order went completely against her character. Lelouch begins to shake, and C.C. holds him and tells him she’ll be the only one to remain beside him because of their contract. Officers report to Guilford that there are riots across the country and that tens of thousands of Japanese have joined with the Black Knights as they head toward the Tokyo settlement. Guilford says they can’t act without orders, and an officer points out that since giving the order to cease combat, Cornelia has locked herself away in Euphemia’s room. Cornelia is catatonic, and at Ashford Academy, Nina screams when she hears the news about Euphemia. As the Black Knights travel through a ghetto, Kallen hopes that the student council managed to escape safely. C.C. speaks in the air to Marianne and says she’d forgotten what kindness was. Ohgi speaks to Viletta on the phone and calls her Chigusa (since he doesn’t know her real name). He tells her he wants to talk about something important when he returns. After hanging up, several men bash down the apartment door and accuse Viletta of being a Britannian spy. At school, Nunnally wonders if the settlement will become a battlefield. Rivalz is worried that Lelouch hasn’t returned, and he tells Shirley she should just patch things up with him. In another part of the school, Nina works on the Ganymede and vows she will avenge Euphemia. On the Avalon, Suzaku sits next to Euphemia’s body and wonders why she would do what she did. An effeminate boy introduces himself as V.V. and offers to tell Suzaku what he wants to know. Cornelia emerges from isolation and orders all forces to deploy to the settlement’s edge. On the G-1, Kaguya chides Lelouch for leaving her side and tells him she wants to see how her future husband will fight. She thinks he’ll need a wife to compensate for his hidden identity. He asks her if she thinks they’ll win the battle, and she tells him she’s the goddess of victory. Lelouch then says he can’t talk to goddesses because he’s already made a deal with the devil. At Bartley’s secret lab, a cyborg-ified Jeremiah breaks out of his containment chamber. Lelouch and C.C. launch in the Gawain, and he announces that he’ll wait until midnight for them to surrender. He then gets a call from Euphemia’s cell phone, but it’s Suzaku on the other end. Suzaku asks Lelouch if there’s anyone he hates enough to want to kill, and Lelouch answers yes. Suzaku says he’d always tried to avoid thinking that way, but now he’s consumed by hate. Lelouch tells him it’s ok to feel hatred if it’s for Euphemia’s sake. He says he’s made his decision and not turning back, all for Nunnally’s sake. At the stroke of midnight, the edge of the Tokyo settlement suddenly begins to collapse when a purge is initiated.
Things go from bad to even worse after the events of the last episode. Euphemia’s massacre is devastating, and in the end, Lelouch decides to eliminate her. That action has been criticized as evil, but there’s really not many alternatives open to him on the spot. However, it’s clear that he does feel regret over what he’s done, especially since he reveals that Euphemia was probably his first love. Of course, her death also has a devastating impact on Suzaku, Cornelia and Nina. And right at Suzaku’s moment of weakness, a mysterious boy named V.V. shows up with information. Given his name, he’s obviously connected to Geass, and we’ve seen glimpses of him ever since the events that happened at Kaminejima. The tone of Lelouch and Suzaku’s phone call is rather creepy, and it certainly gives the impression that Suzaku has figured out Zero’s identity. On the other hand of this massacre, Lelouch now has the overwhelming support of Japanese citizens who want to fight Britannia. Add in that midnight surprise of his, and he’s certainly got the advantage right now.