The sub docks at the UN base and Kazuki is taken away. Cannon asks what will happen to him and Michio says he’ll probably be a lab rat. Kazuki is examined while Mitsuhiro and Esther watch on. A scientist says that Kazuki is similar to a human, but his genetics are different. Mitsuhiro says that Kazuki is a new type of human designed to fight the Festum. He says that thirty years ago, a toxin from the Festum core took away Japanese women’s ability to get pregnant. Japan was wiped out along with the core and the remnants became Alvis. He explains that they reproduced through artificial uteruses and developed abilities to fight the Festum. The scientist says they’re like a criminal group and Esther asks Mitsuhiro if he was one of them. He says he was just using them. All he wants to do is destroy the Festums. At school, Kenji, Mamoru and Sakura talk about those that left the island. Maya leaves and Kenji and Mamoru realize that her father also left. In the command center they pick up a UN broadcast. Esther appears on the screen. She says that they have gotten a great power and shows video of the Fafners in battle. Cannon says they only have one Nothung model but Michio says they’re going to steal more. Fumihiko says this proves that Kazuki is with the UN and might be contributing a lot. Kyouhei says he might think he can be the world’s saviour, but Maya says he’s wrong. She says he didn’t want to be remembered like that and that’s why he left. Youji Hino, Michio’s father, visits Kazuki in his room. He asks him to forgive his son for being so aggressive and Kazuki asks what they’re going to do to him. Youji asks if he’ll fight for the UN and Kazuki asks if there are any other options. Youji says people can either fight, help those who fight or get killed. Kazuki says it wasn’t like that on the island and Youji says the island is just a place to store things they want to forget. Kazuki asks why he left and Youji says it was to make weapons. He says it’s not about destroying one more enemy, but it’s about saving one more soldier. He says he can show Kazuki a path other than fighting. He asks why Kazuki left the island and he replies he didn’t know what he was fighting for. Youji says Fumihiko would be proud of him and leaves. Idun and a woman look at the Mark Elf’s core and says it isn’t them. Idun says they will move soon and teleports away. Youji walks in and says that that is their only hope and that the true reasons Festums came to Earth was to understand humans. He says he didn’t tell Mitsuhiro about it and the woman says that Akane Makabe doesn’t exist anymore. Youji says he wants her to meet Kazuki just to be sure. Fumihiko talks to Chizuru about how the UN has changed under Mitsuhiro’s power. She says they’re the only ones who haven’t change and Fumihiko says they are changing slowly because everything changes. Chizuru wants to ask Kazuki what he thinks. Fumihiko says Maya scolded him earlier, saying you shouldn’t act without understanding other’s thoughts. Chizuru said that Akane said the same thing about the Festums. She says she prays for Kazuki and Akane to return safely. Youji talks about the Zarubatoru model Fafner and wonders who they can get to pilot it since Michio can’t do it. Youji tells Akane that she’ll see Kazuki tomorrow, but she says that their forces will arrive soon. Idun assimilates a computer and the alarm sounds.
The Festums land on the island and Esther says she’d better escape. Kazuki’s door opens and he runs out. Akane says that they won’t let her meet Kazuki and Youji asks why their Mir is rejecting the UN’s. Akane says they only allow her to make things into nothingness so they can ascend. She says they have no such thing as progress and Youji says he’ll show it to her. The UN can’t prevent Festums from getting in because Idun is stopping the defense system. They fight back with Fafners, but are ineffective. Kazuki runs to the hanger and gets into a UN Fafner. Esther and Mitsuhiro escape and say they’re going to Tatsumiya to ask for their assistance because humanity needs to unite to win. Idun broadcasts the battle all over the world and Kyouhei wonders if the Festum understand their feelings. A Fafner is shown on the screen and Soushi recognizes the movement as Kazuki’s. Maya says they have to go save him, but Fumihiko says there’s no proof that’s him. Maya says she’ll go if no one else will or else Shouko wouldn’t forgive her. Fumihiko won’t let her go and Kyouhei says he has some spare time so he’ll go take a walk to the UN base. Fumihiko won’t let him but Kyouhei says he has orders from Akane to protect Fumihiko and Kazuki. Kyouhei asks Maya if she wants to tag along and she accepts. Mitsuhiro tells the UN forces they’re abandoning the base and that they’re going to take control of Alvis. The commander tells Yukie that he hopes she’ll be of good help. Yumiko tries to stop Maya but she says she finally understands how Shouko felt, not being able to do anything. She says she’s going for Shouko’s sake and she promises she’ll come back. She asks Soushi to promise he’ll talk to Kazuki when he gets back. Akane says she was Kazuki’s mother and Youji says that’s why he’s giving him a new Fafner. Maya asks Kyouhei why he’s bringing her along and he says Kazuki would be happy to see her, but she doesn’t think so.
There was a lot of talking going on in this episode and it’s easy to get lost in all the conversation. It is revealed that the kids of Tatsumiya were born in tubes and are designed to fight Festums. This would explain why some people are more concerned about Fafners than the pilots. We met Youji Hino and the assimilated Akane Makabe. Youji is a nice guy and I like his take on weapons. “It’s not about destroying one more enemy, it’s about saving one more soldier.” Idun also returns in this episode, and he’s as annoying as ever. Idun and Akane have a weird habit of speaking in second person. This shows that Festums are all connected to one mind. Youji reveals a new Fafner, so it’s time for Kazuki’s mid-series upgrade.