It turns out that Kyosuke asking Kei out was a ploy on his part as a lead in to ask her if she wanted to star in an amateur film he is making for an upcoming film festival. Hiro and Kyosuke get into an argument over the differences between being a professional and an amateur, however Kei interjects in her indecision on whether or not to be cast in Kyosuke’s film. Later, Kei informs Miyako in an intense discussion that Miyako will eventually disappear from Hiro’s heart. On Sunday, Kei gets hurt at the basketball match, and Hiro ignores his date with Miyako in order to make sure Kei was all right. Meanwhile, Chihiro continues to write her novel, and Renji helps her by borrowing a uniform from Kuze so that they can enter the school’s library to research materials for the novel.

Renji brings Chihiro to his home where she meets his mother Sumire Aso and his neighbor Shuichi Kuze, though she has merely forgotten the latter many times over. After they eat, Chihiro gives Renji a notebook with her notes for her novel which he reads after she leaves for the day. He finds that the novel is rather depressing and representative of Chihiro’s life. At school, Kei tries to get Miyako to leave Hiro alone so he will not have to repeat a year of school, but Miyako talks down to her the entire time. Kyosuke films Kei in the morning while she is taking a basketball shot, and she punches him in the gut for filming her without permission. He later asks her to go out with him via Hiro’s help.

Renji sees Chihiro for the first time after she gets over her cold and apologizes for not coming last time. Renji asks her if she would like to write a novel with him, as she had said earlier that it was her dream to write one, but Chihiro gets very defensive and angry at his request. After talking with her more on the issue, Chihiro finally gives in to his persistence. Kyosuke sees Kei again in town and finally realizes she was the one he filmed on Christmas. Hiro meets with Miyako in town and she goes back to his place while he works on his manga. Miyako reads some of Hiro’s manga, and as an act to show her gratitude, she cooks food for him. Kei walks in on them together, and runs off.

Renji continues to meet with Chihiro every day after school, though he wonders if he should continue with such a half-hearted attitude. It rains one day after school, so Renji does not go to meet Chihiro, thinking that she would not come under the circumstances, but she comes anyway and manages to catch a cold, something Renji feels terrible about later on. Hiro goes out during school with Miyako into town and they have lunch at a café. After Hiro accidentally forgets her given name, Miyako leaves him behind at the café. Kyosuke quits the film club, and even breaks up with his girlfriend.

Chihiro tells Yuko and Kei about Renji. Kei wakes Hiro and forces him to get up and go to school. While ditching classes, Hiro runs into Miyako again, and finds out that they are in the same year at the same school, though in different classes. He tells her that the reason why he does not attend classes much is that he is already an established manga author. Kyosuke continues to ponder over the brief shot he got of Kei running through the city on Christmas, though he does not recognize her. Renji meets again with Chihiro and becomes closer with her. He eventually finds out from her that she has a memory defect where she cannot remember anything past thirteen hours previous.

Renji Aso meets Chihiro Shindo at an abandoned train station one day after school, and returns to the same station several days in a row to see her again, finally declaring friendship with her on the third day. Kyosuke Tsutsumi is out with his girlfriend on Christmas night when he is distracted by Kei Shindo running down the street, but a passing truck spoils his shot. On his way to Kei’s Christmas party, Hiro Hirono stops at a church to do research, where he is surprised to see Yuko Amamiya, then Miyako Miyamura rides off on his bike in pursuit of a purse snatcher. In the same church, Renji asks Yu Himura for career advice and is told to follow his passion. Miyako winds up spending the night with Hiro after crashing his bike and knocking herself out, and Hiro never makes it to Kei’s party.

“School Days” “Sukūru Deizu” (スクールデイズ)

Sekai disappears, and Makoto is wandering around aimlessly until he meets up with Kotonoha again, under the town’s Christmas tree. As they pass the night together and Sekai witnesses the two of them heading back to Makoto’s place. Just to make sure her eyes weren’t playing tricks on her, Sekai heads over to his place…

“To the Successors” “Uketsugu mono e” (受け継ぐものへ)

Clare, nearly fully awakened, continues the battle, but Priscilla still dominates the fight with apparent ease, until Clare, spurred by flashbacks of Teresa, finally hits her with multiple devastating attacks. Priscilla reverts to her human form and is about to be killed when Raki intervenes, but Clare, unable to control herself, attacks him as well. Jean takes the blow instead and, although fatally wounded, manages to have Clare revert to her human form, leaving Clare tormented with grief for the death of her comrade. Priscilla is then retrieved by Isley. In the last scenes, Miria, Helen, Deneve, and Clare announce their wish to leave the Organization and depart on separate journeys, with Helen traveling with Deneve, and Raki with Clare.

“The Farewell Wedding Ceremony” “Sayonara no Kekkonshiki” (さよならの結婚式)

Saito rescued Louise from the rebellion. Later, Louise was secretly approached by Henrietta’s adviser, Mazarin, and is asked to hold the enemy off while the Queen and everybody prepare their escape; she accepts. Knowing it’s a suicide mission since Albion has assemble an army of 70.000, Louise plans to send Saito to safety, but first expresses her desire to marry. They both buy two magical flowers. Saito knows of Louise’s plan, so he uses the sleeping potion on her after they wed, and asks Julio to take care of her as he sets out to meet Albion’s advancing troops. Louise faints before she can tell him she has always and still loves him. Despite his valiant efforts, Saito falls on the battlefield and dies. Back at the Tristain academy, almost everyone is saddened for the loss of their hero - Saito. Louise collapses in grief at Saito’s death; however, suddenly the magical flower that is connected to Saito comes back to life. Louise runs out and meets Saito who is very much alive. Saying that a Fairy saved and revived him, but mentions that she had large breasts; Louise flies into a jealous rage and shoots explosion spells at Saito again.

“For Whose Sake” “Ta ga tame ni” (誰が為に)

The fight between Clare and Priscilla rages on inside of a volcano while Isley observes the battle. Priscilla, who does not realize that she is an Awakened Being, easily repels Clare, who she believes to be Teresa. Meanwhile, Jean and Raki travel towards the battleground. As Clare is about to be killed by Priscilla, Miria, Helen, and Deneve save her. They manage to acquire an advantage, but Priscilla fully releases her power, as she had not fully awakened at that point. She effortlessly defeats the three Claymores. Determined to avenge Teresa, Clare fully releases her energy in an effort to defeat her.

“The Silver Pentecost” “Shirogane no Kōrinsai” (銀の降臨祭)

Henrietta’s forces enter Gothia and claim it as their own. Meanwhile, Louise gets mad at Saito for not understanding her, while Saito thinks the same thing about her. A while later, Henrietta asks for Louise and Saito to scout the enemy forces. As Louise sees Saito, who is fixing the plane, she asks Julio to do the mission with her instead, as he agrees; Saito comes and is confused with what they are doing. Filled with fury, Louise orders Julio to go soon and he did. Albion’s dragon forces attack them, but they manage to get away. As they come back, Louise is advised by Derflinger to exchange roles with Saito for a day. Saito unexpectedly meets Siesta and her uncle and cousin whose revealed to be Scarron and Jessica. The gang discovers Louise in a cat costume; she lies to Saito saying it was for Julio. As Guiche arrive and shows his Medal of Honor for coming back from the dead, no one believed him. Saito becomes frustrated with Louise about her arrogant ways of being loyal to the Queen. Siesta takes Saito to a room alone and kisses him then gives him a sleeping potion as a gift. Meanwhile, Sheffield, uses the Ring of Andavari to make Henrietta’s army follow her orders and causes a rebellion. They soon attack Henrietta, which causes the death of Henrietta’s general, Porche.

“Everyone’s Makoto” “Minna no Makoto” (みんなの誠)

Christmas is coming around the corner, and although Makoto is dating Sekai, it seems as if he wants out of it. So it appears as if he is haphazardly getting himself involved in other relationships, despite his promise to Setsuna. Now things are going terribly wrong, as Kotonoha loses herself, Sekai finds out about Makoto’s infidelity, Setsuna’s move to France and most importantly a sudden change to her body…

“Critical Point (Part 2)” “Rinkai ten (II)” (臨界点(II))

Unable to return to her normal state, Clare requests that Helen decapitate her so she will not awaken, while Raki takes refuge in an alleyway. Meanwhile, Priscilla recognizes Clare’s energy, and believing her to be Teresa, has her memories return. Noting Priscilla’s presence, Clare gives chase to Priscilla. Intrigued by the situation, Isley orders his forces to remain on the sidelines as he observes the situation. In response to the situation, the Organization dispatches Galatea to examine the conflict in the north.

“The Enemy on Snowy Alps” “Setsurei no Teki” (雪嶺の敵)

Louise and Saito are sent to Albion and assigned a special mission by Princess Henrietta to attack the enemies` line of defense, the City of South Gotha. The plan is to attack the town with Louise’s Void magic to disable the enemy from engaging in battle and to prevent the death of innocent people during the crossfire. Louise accepts the mission, but Saito is reluctant to join the war because of what he had been told by the late Mr. Colbert. During the attack, Louise is unable to perform her Void magic; they are attacked by air fighters, and the Zero Fighter plane is forced to abort the mission and land in a snowfall. The Queen must then send her Army head on into battle. Governor Sheffield learns of a flying dragon made of steel (the crash-landed Zero fighter plane) and arranges to have it recovered. Saito and Louise found an enemy air fighter named Henry Stalford who is badly injured and unable to fight, and Saito carries him to safety and made truce with him. As the Albion troops arrive to recover the plane and kill the enemy, the two are rescued by Julio just in time. Henry hopes to see the two again someday.

“Mind and Body” “Kokoro to Karada” (心と体)

As the school festival comes to an end and Makoto and Sekai dance at the bonfire, it finally seems like they’re happy together and things have settled down. However, Kotonoha watches from the shadows, and obstiantly denies what has happened still believing that their still going out. Meanwhile, as Setsuna prepares to move to France she is doing some final preparations to ensure that her best friend - Sekai - will be taken care of…

“Critical Point (Part 1)” “Rinkai ten (I)” (臨界点(I))

As Raki travels towards Pieta, Clare reveals that she only allowed her legs to awaken, granting her a massive increase in speed. However, her speed is uncontrollable, allowing Rigaldo to regain the upper hand in the battle. Rigaldo, excited at the prospect of a worthy opponent since his defeat at Isley’s hands, releases his full power. Raki arrives, and witnesses the partially awakened Clare. Determined to avenge Jean’s apparent death, Clare releases dangerous amounts of energy, and eventually slashes Rigaldo into pieces as Jean regains consciousness.

“The Atonement of Flames” “Honō no Shokuzai” (炎の贖罪)

Mr. Colbert and Saito devise a plan to enter into the building to save the hostages. Benubiro explains to Agnès how his captain ruthlessly burnt D’Angleterre to ashes. The team uses their combined magic to enter the building. During the attack, Benubiro recognizes Colbert who is in fact his captain, Snake of the Flame. The two begin a heated battle. Agnès becomes furious and charges towards Colbert. Benubiro fires a lethal fireball towards Agnès to stop her from interrupting them, and Colbert pushes her away from the blast and is struck in the crossfire. Agnès takes revenge for her town upon Benubiro and kills him. Agnès recognizes that Colbert was also the person who saved her. Mr. Colbert in his last moments explains what had occurred on that fateful night. He had been given orders to destroy D’Angleterre as it had been reported to be struck with a deadly plague. After discovering there was no plague, he found a girl (Agnès) the only survivor and he carries her to safety. Kirche, Louise, and Saito arrive in time. Agnès is still infuriated and she holds up her sword to strike a final blow to Colbert, but he dies before she can do so. Louise and Saito are saddened by the death of their teacher as they read a letter written by him saying how much Colbert wanted to see Saito’s world (Earth), whereas Agnès is still undecided about ever forgiving him.

“After Evening Festival” “Kōyasai” (後夜祭)

Makoto makes a promise to Sekai to dance with her during the School Festival’s folkdance; however, he also made the same promise to Kotonoha. As Kotonoha mans the front desk at her class’ school festival activity, she ferverously texts Makoto and awaits for a single response back…

“Invasion of Pieta (Part 2)” “Pieta shinkō (II)” (ピエタ侵攻(II))

Clare and the rest of the surviving Claymores continue their battle against Rigaldo. Meanwhile Raki is comforting Priscilla, and Isley tells him the horror of her past. As Rigaldo begins to exclusively attack Miria, the other Claymores attempt to help, but are easily repelled by Rigaldo. Even Miria is quickly outmatched by Rigaldo, and as she is about to be slain, Rigaldo’s arm is removed by a seemingly awakened Clare.

“The Magic Institute’s Crisis” “Mahō Gakuin no Kiki” (魔法学院の危機)

At night, Eléonore puts Louise in jail to prevent her from going into war; even Saito and Colbert agree and doesn’t wish to see more people get hurt. Sheffield sends hired mercenaries to make a surprise attack on the Magic Academy to take all of the female members of royal families’ hostage. Tabitha noticed it and warns people. The Musketeer Force surrounds the academy but the mercenaries counteracts. Saito releases Lousie, and their friends plan on how they will rescue the hostages as it will take too long for the reinforcements to come from the palace. Agnès fights Benubiro the vice-captain. It is discovered Benubiro is one of those who attacked Agnès’ D’Angleterre and burnt it to the ground 20 years ago.