Kyouhei and Maya prepare to launch, but Alvis detects an incoming UN fleet. Kyouhei says they probably want the treasures inside the island and he takes off. The UN fires at them and Kyouhei manages to dodge but the G forces knock Maya out. The UN launches their Fafners but Fumihiko won’t let their Fafners launch. He says he can’t let them fight other humans. Fumihiko prepares to surrender but Soushi objects. Fumihiko says that they’re after the Fafners and the island’s Core, but they won’t be able to control them. The UN attacks but Fumihiko refuses to fight back. Yukie wonders why they aren’t counterattacking but Burns sees that they can’t fight humans. He orders them to land and take over the island. As troops invade, the tube containing the little girl opens up. The citizens of Tatsumiya evacuate as Michio comments on how the island hasn’t changed and hopes they don’t fight back. The little girl wanders to the surface and troops lead by Yukie break into Alvis. She thinks about how glad she is that she can be of use to Mitsuhiro. Fumihiko orders everyone in the commander center to escape while he stays behind and Soushi asks if he is going to give up without fighting. Fumihiko asks Soushi if he can order his pilots to fight other humans. Yukie makes it down to where the island’s core should be, but the tube is empty. Fumihiko tells everyone to leave, but they insist they stay and see things through. Fumihiko tells Yumiko to take Rina and go to the shelters since there might be injured. The little girl gets some clothes from a house. Maya finally wakes up and Kyouhei tells her they’re almost there. He says she should think up some loving words that will bring Kazuki back. Seri Tategami wanders around lost in the forest and calls for her mother. She hears some one else call for her mother and turns to see the little girl. She says mother was the first thing she said after she was born and Seri screams.
Mitsuhiro tells Youji that they will gain the power to destroy all the Festum. Youji tells him the new Fafner isn’t just about destroying Festum, but Mitsuhiro says that’s all Fafners were made for. Youji says he’ll use the Mir from Japan and Mitsuhiro says he can die in solitude. Youji says the 5 years they spent together wasn’t bad and Mitsuhiro says he’ll see him in hell. Esther wonder if Youji betrayed him, but Mitsuhiro says it’s fine since they’re going to get a new core. Youji wants Akane to take the new Fafner to Kazuki, but she says they won’t let her. Youji says she just has to hand over the Fafner and it should be easy for her to locate the children from Alvis. Akane says one is on the ground and another is coming from the sky. Kyouhei wonders how they’re going to land on the island when Youji contacts them and gives them a landing marker. Idun transforms into a giant Festum and attacks Kazuki and a squad of Fafners. Idun asks if he’s there, and Kazuki says that he is and they attack. Kyouhei lands and him and Maya go off into the facility. Yukie and Burns make it to Tatsumiya’s control center and Fumihiko asks what they want. Burns says certain people want the toys they have. Soushi says Yukie has some nerve to come back but she wonders who the real traitors are. Soushi asks what side Kazuki is on and Yukie says he’s probably dead. She then demands to know where the core went and the others are shocked to hear that. Seri and the girl sit with some citizens in the forest away from the troops. Seri complains that she was planning on catching some stag beetles for the biology club. The girl stands up and starts listing things that are in nature thoughtfully. Burns questions Fumihiko and Soushi about the location of the core, but they say if she is awake, then they can only listen to her will. Yukie thinks they’re lying and demands to know where the core is. Burns says that since the island is still functioning, the core is still around. Everyone is thrown in a holding cell and the Fafner pilots are thrown in with them. Mamoru says they took Youko somewhere and Fumihiko says the UN cannot control the Fafners that easily. Youji asks Akane why she hasn’t moved yet and wonders if she’s worried about him. He says that their Mir is probably influencing her and a Festum attacks them. Kyouhei shows up and destroys it and Youji is surprised to see Maya and identifies her as Mitsuhiro’s daughter. Akane says Youji isn’t alone anymore and teleports away. Youji gives Maya a disk and tells her it has research data on the Mark Sein. He says that he will stay there and Akane gets into the Mark Sein. Kyouhei recognizes her and demands to know why she’s there. Youji says she is going to give the Mark Sein to Kazuki. He tells Maya to tell Michio that he’s sorry and sends her away. Another Festum attacks him but Youji blows up a bomb killing himself and the Festum. Idun destroys more Fafners and says that life is worth nothing. Kazuki says that’s not true and attacks. Idun disables his Fafner and goes in for the kill but the Mark Sein appears and destroys Idun. Akane flies out of the Mark Sein and Kazuki can’t believe it.
Lots happening in this episode. The UN invades Tatsumiya and is met with no resistance. Fumihiko says that the UN can’t control the Fafners or the core so he doesn’t fight back. The core leaves her tube and wanders around the island. It’s good to know she didn’t turn out to be evil and annoying like Idun. It is revealed that Maya is actually Mitsuhiro’s daughter and I can’t help but wonder what Chizuru saw in an evil guy like him. Youji dies in this episode, and it’s sad to see him go since he was such a likeable guy. Idun appears to have been destroyed in this episode also, but I suspect he’ll be back. Akane seems to be breaking away from the other Festum and gives the Mark Sein to Kazuki. Now that Kazuki has a shiny new mech, he’ll be back to kicking Festum butt in no time.