After a recap of the previous episode, Mr. Bicross is shown being made back into a human after his Mutation. His assistant Megumi Shion assures him that Deathferd will eliminate Guyferd, and she already has a plan to do it, but Bicross claims that he must kill Guyferd himself. Megumi is then introduced and placed under the influence of Zodiac, who urges her to abandon the Guyborg line, and come under the control of Metal Master. The show cuts to Masato Kazama speaking to Rei Kujou, apologizing for putting her and the other protagonists in danger as they tried to rescue him. He urges her and the others to stop going after Crown, because he and Gou can handle it, but she refuses. Gou is then shown to be discussing his brother with Docrot Takeo Shiroishi, who is suspicious of Masato's Guyborg conversion. Takeo questions why, if Masato was made into a Guyborg, then his brain would have also been modified like the rest, and so Masato must not really be all Guyborg. Gou is irritated by this, and seems to believe that Takeo wants to keep them from stopping Crown. At this time, Masato, Rei, and Yuu Kujou appear at the apartment and Gou claims that it is time to strike Crown. They leave the city to use Shiroishi and Yuu's tracking device to locate the new Crown Headquarters. On learning this, Gou insists that he and Masato advance alone, much to the dismay of Rei and Yuu. The brothers ride toward the tracker signal, and soon see the Crown lighthouse on a high bluff. The two part ways as Gou tries to find a way in and Masato fights off the incoming Fangs. The others begin to drive toward the tracker signal, on account of Dr. Shiroishi's suspecting something amiss about Masato. Gou soon is confronted by the re-Mutian-ed Mr. Bicross, and the two begin to fight. Inside, Megumi seems to have totally been consumed by the influence of Zodiac, as the Crown board room is destroyed with its members dead, and she is planting explosives throughout the facility. she is confronted by Minoh, whom she proceeds to shoot. After commercials, Shiroishi, Rei, and Yuu arrive at the lighthouse, just in time to see it begin to explode. Inside, Gou and Masato meet up. Gou claims to have defeated Mr. Bicross and the two prepare to leave, but before they can, Masato attacks Gou, revealing that he has resented Gou's superior fighting skills since they were young, and he always wanted to fight Gou, but Gou always ran away. Masato reveals his Deathferd identity, and the show cuts to Megumi escaping with some soldiers. on the rocky shore below the lighthouse, she encounters Yuu, Rei, and her former colleague Dr. Shiroishi. Much to Gou's dismay, Masato transforms into Deathferd, but flees immediately to service Shion. Gou chases him, and attracts his attention before he can harm his friends. Rei and Yuu begin to fight the soldiers while Gou tries his best to avoid fighting Masato and the professor chases after Megumi. Takeo retrieves Megumi's data that she had saved from the lighthouse, and she falls to her death. Gou eventually transforms to fight his brother, but the two teleport away. they are shown to still be fighting on a beach, where they eventually revert to their human forms. Masato then teleports away, into the lighthouse. the building explodes ,presumably killing Masato, leaving Gou to weep on the beach.