City units travel across the wilderness, led by the Bachclone. Some silhouette engines head back to assist one that is falling behind. Sara and Bello look and think they’ll need to slow down to perform repairs. Bello wonders where Gainer is. Mamado comes in and asks where Gainer is as well, as some kid trying to sell phones is sitting at his classroom desk. Gainer meanwhile is with Princess Ana, saying he isn’t going to school since Sara, Bello and Mamado all are part of Exodus, which he is against. Ana asks why he doesn’t want to have any adventures and thinks he’s acting like a child. Suddenly an alarm goes off. Thinking that the Siberian Railway is after them, Bello and Sara head over to the Bachclone. Gainer rushes towards the King Gainer and runs into Sara. Sara asks Gainer why he hasn’t come to school, surprising him with the timing of her question. At the dock, Lioubov looks for Gain, wanting to give him a good luck charm. Cona gets upset at her, thinking she doesn’t believe in her maintenance. Gainer gets into the King Gainer. Outside, some Dogodzo units attack and one is shot down by Gain in his Gotchko. Enge drops off Adette at one of the city units. Gainer avoids some Dogodzo shots and immediately gets into an argument with Gainer. Sara also starts yelling at him for missing the last month of school. Sara’s Panther is immediately knocked over by a Dogodzo, but King Gainer chops through it with its chain gun. Sara and Gainer continue to argue over how much time he’s missed with school as well as when he doesn’t chase after a Dogodzo that runs off. The remaining Dogodzo units run off. The Gauli Squad cheers over their victory and Gainer whines about it. Gain tells them to collect the remaining parts from the defeated Dogodzos. Enge picks up Kejinan and they discuss Adette infiltrating the Exodus city units. Adette drives through a city unit, thinking Ana will be near the Five Wise Men. She comes across Gain, who almost runs into her with his Gotchko. Gain comes off to apologize to her and Adette, recognizing her tries to hide her face. Not recognizing her, Gain invites her out to dinner and Adette comments on being hungry since the Exodus came without warning. Elsewhere, where the Siberian Railway forces are stationed, Duke Medaiyu complains to Yassaba about his failure to find and return Princess Ana, thinking it is because they have been attacking. Yassaba says there isn’t a need to worry. Kejinan and Enge return and Yassaba says they’ll head out in 30 minutes. Yassaba has decided to turn off the limiters on his Rush Rod, which will enable him to use the banned Overskills. In one of the city units, Gainer works on taping a tarp to cover a large hole in a wall, but it quickly blows off. Gainer complains about the Exodus. Sara is watching nearby and talks to him. Gain has a dinner with Adette but is quickly found by Dr. Pelhar, who gives him a list. Pelhar tells him they are short on supplies since they feared storing too much would have given away the Exodus. Gain gives him keys to a warehouse in the Plushenko district where some drugs he gathered are stored. Adette looks outside and sees a rainbow, wondering if Yassaba has made his move. Gain thinks that people will get sick more easily due to climate changes they’ll encounter during the Exodus.
Sara tells Gainer that Meeya is going through her Exodus all alone and they discuss the fact that the performance of hers was staged based on footage from earlier years. Sara says the Gauli Squad and the Five Wise Men cooperated on it. Bello contacts them and says that enemies are approaching. Gainer and Sara arrive in the dock of the Bachclone and Hughes asks them if they know where Gain is. Gainer tells Sara he’s different from Gain and she asks him to show her. Meanwhile Lioubov has found the Gotchko and runs into Adette as she leaves the building. Adette knocks her out with a punch to the stomach. Gainer leads a series of Panthers heading out. Sara continues to try and convince him that the Exodus is a positive thing. They see Yassaba’ s Rush Rod on the horizon. Sara’s Panther heads towards him and the Rush Rod steps right over her. Other Panthers charge towards the Rush Rod. Sara wonders what the rainbow light being emitted is. Hughes’ Panther is also knocked away by the Rush Rod, which knocks away another Panther soon after. Gainer thinks something is wrong and believes he should avoid the rainbows being emitted by the Rush Rod. Yassaba charges towards him and King Gainer jumps in the air to avoid it. Sara fires at the Rush Rod but it is able to cause the bullets to stop in mid-air. Gainer realizes that the rainbows permit the Rush Rod to stop time. King Gainer flies over the Rush Rod and fires at it with its chain gun. Rush Rod heads to the air and returns fire. Nann and Toun depart the Bachclone to provide help to the downed Panthers, but Adette drives in while they have the door open. Kejinan heads back towards the city units in a Dogodzo in order to pick up Adette and Princess Ana. Adette drives into a guard, knocking him out, and heads into Princess Ana’s room, asking her if she wants to return to her father. Gain, who was hiding under a pile of stuffed animals reveals himself. Gain reveals he recognized Adette the whole time but kept it a secret. Adette throws a knife at Gain, which he uses a stuffed animal to block. Gain holds off Adette’s punches. King Gainer jumps onto an ice mound, but it was actually a trick from Yassaba, who had frozen an avalanche in time. He releases it, causing the King Gainer to become buried by the avalanche. Sara comes by in her Panther and pulls him out. She tells him not to lose on purpose just because he hates the Exodus. Gain defeats Adette and holds her at gunpoint with her own gun, but she uses a spray in her wrist to escape. The Rush Rod stands atop Sara’s Panther, which explodes shortly after her escaping. Yassaba proclaims he’ll kill everyone involved with Exodus. King Gainer miraculously manages to avoid the shots from the Rush Rod and knock it away. Sara tells Gainer that he should pull back. Gainer tells Sara that his parents were killed with anti-Exodus fliers in their hands and he stayed inside for 27 straight days playing video games instead of looking for their killer. Gainer says he hates innocent people being killed and swings his chain gun at the Rush Rod. He tricks Yassaba into thinking a chunk of snow is the King Gainer and he attacks the Rush Rod from below, managing to slice off its leg. Yassaba realizes that the King Gainer can control time as well. Jaboli tells him that Adette has failed in her mission due to Gain. Duke Medaiyu says he is going to start negotiations and the Siberian Railway needs to back off. Sara apologizes to Gainer. Bello tells Gainer and Sara that this was all a decoy but Gain stopped the enemy from taking Princess Ana. Later, Gainer returns to class and Sara gives him notes for the classes that he missed.
The scenery changes for this episode as our heroes are now away from the Domepolis and travel through the snowy wilderness. It works a bit better as things aren’t as gloomy and cluttered as they seemed for the first two episodes. As often is the case in many mecha shows (particularly Tomino ones), Gainer has some big reservations to what he has gotten involved with, and is completely against the Exodus (the facts behind which come to light by the episode’s end). Our heroes need some more experience as Adette was able to infiltrate things fairly easily. The fight between the King Gainer and the Rush Rod was an interesting one, with the Rush Rod’s unique ability to stop time during battle. Overall, the best episode thus far.