On the Satellite Base Meganebula in Mars orbit, Fraternity HQ is located. Lal’C tries to scrub the soot off of Nono. Lal’C comments that if Nono was any closer to the explosion, she’d look like a crow. Nono asks what a crow is, and Lal’C muses that she’s probably never been to Earth. Casio Takashiro peeks on them, but Nicola Vacheron catches him. Casio says there’s nothing wrong with it since Nono is a robot. Nicola notes that unregistered robots are common around Pluto. The two guys notice a fleet of Lala-class heavy cruisers from the Wars Warning and Control Force approaching the station. Nicola wonders why they’re making such a big deal, but Casio says it’s the first time a Space Monster reached the surface of the planet. Lal’C is amazed at how realistic Nono is and asks why she calls her “big sister.” Nono says it’s because Lal’C is a hero of justice. Nono introduces herself to Nicola and Casio, asking to let her join the Fraternity. Nicola thinks she’s interesting. The Lala-class signal the base, and Casio says they want to hear the testimony of the ones who were at the scene. Lal’C doesn’t want to go, so Nicola drags her off to the side. He lets her listen to his heartbeat as a reward for beating the Space Monster. She says the sound of it calms her down for some reason. Lal’C prepares to make the report, but Nono tells her not to go. Lal’C tells her to stop calling her “big sister” and that if Nono wants to join, she has to pilot a Buster Machine. Lal’C puts on a space suit while Nono goes to Dix-Neuf’s hanger. Nono notices its scars, and Nicola explains that Dix-Neuf is the oldest Buster Machine in service. Casio asks if it’s ok to let Nono wander around, but Nicola says it’s unheard for Dix-Neuf to stop itself in battle. Casio says there can’t be a robot Topless, but Nicola says it is possible, but there’s no precedent. Nicola tells Nono that if she’s a Topless, she should be able to hear Dix-Neuf’s voice. Nono asks if she’s supposed to strip. Lal’C heads over to the Martian Flagship Lalahcharn and meets with its captain, Hatori. The crew members ask for Lal’C autograph. Lal’C is restrained due to procedure and explains what happened to Hatori. Hatori explains that he was a Topless as a kid, but his abilities weren’t good enough for the Fraternity. Hatori questions her about Nicola and wonders if his expiration date is approaching. He admits that the Topless are the only things that can stand up to the Space Monsters. Nono climbs into Dix-Neuf’s cockpit while Nicolas explains how a Topless powers it. Hatori goes on to say that another theory is that the Space Monsters are attacking because Topless exists, noting how the monsters didn’t show up again until the Topless appeared. Hatori views both as humanity’s enemies and says that with their new model battleship, Topless aren’t needed. Nono tries to climb into the pilot seat, but Casio notes that nothing is happening. The alarms go off and Hatori is informed of a Space Monster.
The Space Monster begins to warp out. Nicola figures it’s there to retrieve the other Space Monsters that landed earlier. Hatori’s fleet go to engage it. Hatori drags Lal’C to the bridge and says that he’ll take care of the Space Monster. The Space Monster is identified as a Beastron-class and Hatori’s ships fire their laser cannons at it. The Beastron-class takes no damage and fires back, damaging the Lala-class ships. Nono tries to get Dix-Neuf to move while Lal’C tells Hatori he can’t beat the Space Monsters. The Beastron-class flies past and Hatori tries to pursue, but the ships move on their own. The ships move irregularly, and Hatori realises it’s Nicola. Nicola launches in his Buster Machine Vignt-Sept and activates his exotic manoeuvre. Nicola controls the Lala-classes and has them attack the Beastron-class. The ships grow teeth and bite into the Space Monster. Lal’C gets her arms out from behind her back and takes off her seal, summoning Dix-Neuf. Lal’C boards Dix-Neuf, but sees that Nono is inside. The Lalahcharn falls off the Beastron-class, and Dix-Neuf bursts out of it. Lal’C goes to attack the Beastron-class with Nicola, but Nono notices the Lalahcharn falling towards Mars. Dix-Neuf fires a Buster Beam, but the Beastron-class evades. Nicola sees how fast it is and says they’ll use the Buster X attack. Nono tells Lal’C about the Lalahcharn being in danger, but Lal’C says the Space Monster takes priority. Nono says Dix-Neuf wants to save them, but Lal’C says Dix-Neuf only does what she says. Nono says a hero of justice would go save the Lalahcharn. After some hesitation, Lal’C goes to save the Lalahcharn, much to Nicola’s dismay. Dix-Neuf tries to push the Lalahcharn back into space, but Lal’C can only use one of the controls because her hands are still bound. She asks Nono to push the other one, and Dix-Neuf’s power goes up. The Lalahcharn is pushed to safety as Nicola cuts the Beastron-class in two. Afterwards, Hatori leaves and reminds Nicola that every Topless hits their expiration date eventually. Nicola is contacted by two women who ask him a favour. In Dix-Neuf’s cockpit, Nono says that her heart is still pounding. Lal’C wonders if she even has a heart, and Nono lets her listen. On her return to Fraternity, Tycho complains that they beat the Space Monsters without her. Lal’C brings in Nono, who introduces herself as a Fraternity trainee.
This episode introduces us to the Fraternity and reveals that Nono is actually a robot. Casio is supposed to be the Coach character this time around, but he couldn’t be more different than Ohta. Nicola is a big brother like character, and it appears Lal’C has feelings for him. We meet Hatori, who is a typical “I don’t like you special people! We don’t need you now that we have this new toy!” kind of character. He does drop some useful information, though, such as Topless having an expiration date. Nono tries to pilot Dix-Neuf so she can join the Fraternity, but she still thinks being a Topless means taking your shirt off. Nicola shows off some funky powers, and Lal’C saves Hatori with the help of Nono. Nono ends up joining the Fraternity, but as a whole, this episode is a little underwhelming.