In a.t.b. 1997, Marianne and C.C. sit by the water while V.V. speaks to Charles. He asks Charles what he’s learned now that he’s Emperor, and Charles answers that everyone is a liar. V.V. asks him if he’s forgotten their pact, but Charles says he remembers their vow to kill the gods and destroy the world’s lies. In the present, Lelouch kneels over Shirley’s lifeless body when Rolo approaches. Rolo tells him it was a close call because she was chasing him with a gun. Lelouch asks him if he killed Shirley, and Rolo says he has to eliminate all of Lelouch’s enemies. Lelouch then thanks Rolo for helping him keep his secret, and he says they now have to destroy the Geass Order. Cornelia asks V.V. if he’s going to kill her or control her with Geass like Euphemia, and V.V. says he’s touched that she would give up everything to clear her sister’s name. He adds that he thinks the relationships between siblings is the most beautiful thing in the world. A doctor tells Suzaku that Shirley died of blood loss from a self-inflicted gunshot wound. Later, at the funeral Shirley’s mother cries as the coffin is lowered down into the plot. Most of the student council is in attendance, except for Lelouch. Nina gets a call from Milly about Shirley’s death and discusses it with Kanon. She says she had a hard time with Shirley, and Kanon thinks she was envious. Nina is surprised that she’s crying for Shirley, so Kanon hugs her and tells her it’s ok. At Penglai, C.C. complains to Marianne about being Lelouch’s messenger. Lelouch then calls her and says he’s determined the location of the Geass Order thanks to Rolo and Jeremiah, so he wants her to deploy the elite Zero team and annihilate the Order. He tells her that Shirley was killed by Geass, and C.C. asks him if he’s going to destroy the Order as atonement. He says that if Geass is the power of kings, one person is enough to bear that burden, and he thinks it’s the least he can do for Shirley. C.C. asks him what he’s going to do about V.V., and Lelouch answers that he can neutralize him the same way Clovis did to her. Lelouch asks C.C. what her wish is, but she tells him it has nothing to do with the current operation. V.V. is informed that there’s a call from Jeremiah, but instead it’s Lelouch on the other end at school. Lelouch asks V.V. if he was the one who kidnapped Nunnally and brought him and Suzaku to Kaminejima, and V.V. says he was. V.V. says that asking that must mean Lelouch has his memories back, and Lelouch admits he’s Zero. Lelouch says it’s a personal war between them, but V.V. points out that by the time Lelouch gets there, they’ll be gone. Just then, an Akatsuki squad led by C.C. blasts into the Order’s underground facility. Lelouch says he only had to buy some time, and the walls around him collapse, revealing that he was already in the desert. Inside, Akatsukis mow down Geass researchers, and V.V. tells his men to prepare his unit. In captivity, Kallen meets with Nunnally and is surprised to learn she’s a princess. Nunnally explains that she longs for the days she was at school with Lelouch and everyone. Kallen asks her what kind of brother Lelouch was, but Suzaku interrupts them. In China, some of the Black Knights pilots express doubt at killing researchers and children, but Lelouch arrives in the Shinkirou and explains they’re spies. Bartley gets cut down by gunfire and is shocked to see C.C.
In a video conference, Diethard tells Li, Tohdoh and Chiba that Zero is conducting a secret operation to destroy a Britannian military facility in China. Tohdoh thinks they have to quickly ratify the United States Constitution, and Li asks Diethard to contact them once Zero is back. After the conference, Diethard asks Sayoko if that’s ok, and she says the mission has to be protected. He then asks her to follow Ohgi because he’s acting strangely. At an airport, Viletta tries to book a special diplomatic flight to China. A Black Knights pilot named Mori gets out of his cockpit when he spots several children, and they use Geass to make him kill another pilot. Rolo arrives and uses his Geass to get near the children. He freezes their minds and kills them, followed by Mori. Lelouch thinks that he’s cornered V.V. now and simply has to set off the bomb on Rolo’s Vincent. He’s shocked when the Siegfried suddenly smashes out of a wall, with V.V. at the controls. V.V. fires one of the large harkens at Lelouch, sending the Shinkirou out of the complex. V.V. chases Lelouch, and Lelouch tells C.C. to stay back because she’s the target. Jeremiah’s Sutherland and the Akatsuki squad open fire on the Siegfried, but V.V. easily destroys many of them. V.V. points out that Jeremiah hated Zero, and Jeremiah answers that’s because he thought he couldn’t serve the royal family anymore. V.V. then becomes enraged when Jeremiah mentions Marianne’s name and presses his attack. Underground, Cornelia escapes and listens in to the battle on an Akatsuki’s radio. Suzaku tells Kallen that Shirley committed suicide, but Kallen doesn’t believe it. She says Shirley wasn’t that kind of girl, and Suzaku says he suspects Lelouch killed her. As the battle continues, Lelouch tells Rolo to get onto the Siegfried because he has a plan to take it out. Rolo dodges V.V.’s attacks and gets close enough to destroy a target. V.V. is informed that the escape train is ready, and he says he’ll join them shortly. V.V. tells Rolo that he’s a failure because his heart stops whenever he uses Geass. V.V. destroys one of the Vincent’s legs, so Rolo ejects them and grabs onto the Siegfried, where he suffers an electrical shock attack. Just as Lelouch is about the press the trigger, Cornelia appears with a heavily armed Akatsuki and opens fire on the Siegfried. Lelouch and Cornelia open fire, causing heavy damage to the Siegfried. Jeremiah rescues Cornelia as the Siegfried crashes into the ground and explodes. Just as the escape train is about to launch, C.C.’s Akatsuki Zikisan appears in the tunnel and destroys it. Suzaku tells Kallen that he’s always suspected Lelouch of being Zero, and he say he’ll use any method to find out, so he pulls out a Refrain vial and injector. At the Order facility, wounded V.V. crawls toward an open doorway and is greeted by Charles. Looking at the body bags, a pilot named Kinoshita wonders if they’re any different from the Britannians now. Lelouch flies into the room where V.V. is and gets sucked in by energy tendrils. He then finds himself outside of the Shinkirou at the Sword of Akasha, facing off against Charles.
Fueled by rage over Shirley’s death, Lelouch launches an attack on the Geass Order to completely wipe it out. Although he succeeds, his mission has the unfortunate consequence of sowing the seeds of doubt into the Black Knights. He can’t really tell them about Geass, so he uses the term “experimental bodies,” but it still isn’t enough to quell their misgivings. He certainly gets the upper hand on V.V. by making it look like he was in Area 11, but V.V. returns the favor by busting out with the Siegfried. Since he isn’t batty like Jeremiah was earlier, he manages to make much better use of the Siegfried, but in the end he gets taken down by Lelouch and Cornelia. Poor Bartley meets his end here, and you have to feel sorry for this guy who keeps getting in over his head into such big messes. Lelouch also plans on killing Rolo to avenge Shirley, but he’s robbed of that chance by Cornelia. On another front, Suzaku certainly stoops to a new low in his quest to unmask Zero by threatening to use Refrain on Kallen. Just when he does something to redeem himself a bit, he does something else to make me dislike him again. The episode ends with another cliffhanger, this time with Lelouch finding himself with Charles at the Sword of Akasha. That’ll certainly be fun.