Kallen is woken up by a large noise in her hallway. She goes outside and finds that the clumsy maid has broken a chandelier. The maid asks Kallen if she’s made any friends at school, but Kallen answers that it’s none of her business. At night, the Black Knights shoot their way into a warehouse where a deal is going down. The next morning, Kallen dozes off in class and accidentally shouts out the name Black Knights. Rivalz tells her she should learn from Lelouch, who’s a master of sleeping in class. Cornelia tells Euphemia that she has several issues to attend to, such as closing the Chinese transport routes for the illegal drug Refrain, which is highly used by Elevens. Euphemia asks about the Black Knights, and Cornelia says she’ll let them run around for a while because she owes them for saving Euphemia’s life. At school, Kallen walks into the student council room and finds Lelouch being forcefully dressed into a cat costume for Arthur the cat’s welcome party. Rivalz asks Shirley what it’s like to be a TV star, and she says it’s very annoying because people are constantly asking questions. Suzaku begins to cry because he’s happy everyone is back together, and Rivalz playfully knocks him to the ground. Over time, the Black Knights gain more support from the Japanese resistance and acquire Knightmares. The members of the Four Holy Swords discuss with Tohdoh how the financiers of the Kyoto House plan to give the Guren Mk-II to the Black Knights. Milly comes to Kallen’s house to deliver something. Kallen’s moody mother provokes her, and the clumsy maid accidentally knocks over a flower vase. Milly delivers Kallen’s junior high school grades on behalf of her grandfather, and Kallen sees that the secret is out about her being half Eleven. She explains that the woman earlier is just her stepmother, while her real mother is the clumsy maid. Kallen says her real mother is a fool, and Milly asks Kallen if she hates her. In her small room, Kallen’s mother pulls a vial of Refrain out of a drawer.
Lelouch asks Suzaku if he’s embarrassed about crying earlier, and Suzaku says that he’s just sentimental. Lelouch comments that it’s good everyone was rescued by the Black Knights, and Suzaku says they should’ve waited for the police to arrest the culprits. Lelouch says they might have thought the police were incompetent, and Suzaku counters that even if they are, they could change internally. As they continue to argue, Suzaku says that the Black Knights are just justifying their own actions. Shirley enters the council room, and Suzaku says he has to get back to the army. Shirley tries to ask Lelouch out on a date, but Lelouch ignores her and asks if the army is really where Suzaku belongs. Kallen gets a call from Ohgi, who says they have to do something about Refrain. The drug makes you think you’re back in the past, which makes it very popular with Elevens. Kallen spots several Britannians beating up an Eleven hot dog vendor, but Lelouch tells her not to interfere because the Eleven has chosen to be a slave. The Britannians come over and ask Lelouch what he thinks, and he uses Geass to order them to be bored of harassing Elevens. Kallen talks about the issue with Lelouch and says that he seems smart, but he’s all talk and doesn’t do anything. Lelouch says that it’s easy for people to live lowering their heads to Britannians, and Kallen thinks of her mother and slaps him. At a bar, Viletta asks Jeremiah if he really lost his memory when Suzaku escaped, and he says he doesn’t expect her to believe him. Viletta reveals that she had memory loss at Shinjuku when her Sutherland was stolen. She only recalls seeing a Britannian student, but she wants to investigate. Elsewhere, the Black Knights assemble to crackdown a Refrain dealer. Tamaki complains that they’re acting like the police now, and Kallen asks if they’re doing the right thing. The Black Knights blast into the warehouse, and Kallen chases the dealers away with her custom red Burai. She blasts into a darkened room and finds it filled with people high on Refrain. She spots her mother there, caught up in an illusion and talking about Kallen’s brother Naoto. Kallen grabs her mother, and suddenly a Knightpolice busts in and blows off the Burai’s right arm. Kallen grabs her mother and is chased by the Knightpolice. She wants to drop her mother and fight, but can’t bring herself to do it. The Burai crashes into the ground, and Kallen’s mother stands up and says she’s always with her. Kallen then realizes that her mother has endured humiliation to be with her. The Knightpolice tries to stab her, but she fires a slash harken and propels the Knightpolice against a large shelf, smashing its cockpit. Kallen’s mother is taken to a hospital, and she’s sentenced to 20 years in prison for using Refrain. A crying Kallen vows that she will create world she and her mother can live in.
This episode switches gears and gives us some background on Kallen and her double life. Aside from pretending to have a weak body, she lives with a moody stepmother, and her real mother suffers scorn as a clumsy maid. All this time, Kallen has looked down on her mother in contempt. We’re introduced to the concept of Refrain, an illegal drug that makes people think they’re reliving the past. Obviously, for the conquered Japanese, it’s a very alluring drug, and Kallen’s mother falls victim to it. Shirley tries to make a move on Lelouch, but he’s too distracted by Suzaku to even notice. Lelouch is also balancing two lives, and although Kallen likes Zero, she hates Lelouch. That, of course, may be deliberate on his part to avoid attracting attention to him as Zero. But that may happen anyway since Viletta confides in Jeremiah about her memory loss and wants to investigate the issue. Although this episode did provide background on Kallen and her family, in the end it really didn’t do much for me.