It starts out with one of the Bal Masque members with an army of Tomogaras attacking an Outlaw facility. They easily destroy the place. Back at campus, Ike brings up with Ogata her relationship with Tanaka. He tells her she should invite Tanaka to her volleyball game. Tanaka, on the other hand, is still bothered from the recent events.

As Sato returns home, he overhears Margery and Wilhelmina talking about Outlaw. Wilhelmina explains that the information she receives are useless and has no bearing to the inquiries she sent in for. She believes something is happening to Outlaw internally. Margery calls Sato in as she senses his presence. He brings up Outlaw, but Margery stares him down and he walks away. Elsewhere, Yuji and Shana increases their training. Shana and Alastor explain they will throw in a few striking blows against Yuji, but Yuji demands that Shana include more of these attacks.

After seeing the opening minutes, it makes me wonder why the enemy doesn’t just send an army against one Flame Haze. Would probably make life easy on them, but I guess they’re in it for feeding on humans, not to kill Flame Hazes. Why does this sound like vampires and vampire slayers?? As for Yuji, his desire for increased training seems to be directly related to the experiments Bal Masque is doing on the apparent Silver. Perhaps altering Yuji’s state of mind.

The next day, Sato calls Shana out to the rooftop to ask her about Outlaw without Yuji or others knowing about it. The scene cuts over to Tanaka and Ogata having lunch together where Ogata points out he’s not the way he was before and walks off. After school, Sato meets up with Tanaka and explains to him he wants to work for Outlaw as Outlaw has regular humans working there. It would be a way for them to follow Margery and not be in the frontlines of battle. Tanaka does not want to join him and walks away.

It’s trouble in paradise between these two, but I guess they’ve been pushing this angle for a number of episodes already, so they have to follow through.

At Shana’s place, Wilhelmina stresses that they should be worried about Sabrac. She goes on to explain that she was once saved by Pheles and Johan from being killed by Sabrac. She used to travel with them, and so she would always distract Sabrac long enough for Pheles to blow him away with her powers. During one of their encounters, Sabrac managed to kill Johan. Back at Sato’s place, Sato tells her he wants to work for Outlaw. Margery explains to Sato that one of the key Outlaw facilities was recently destroyed, which was the same facility in the beginning of the episode. Not only that, but other facilities all around the world are experiencing similar attacks as well. At the volleyball game, Tanaka shows up at the game as Ike told him about the game. Watching her play, he makes the resolve about his future.

This scene gave a little bit of history between Wilhelmina and Pheles. What I found weird was that she was still wearing her maid gown. If this was something that happened a long time ago, shouldn’t she be wearing something else instead. She did during the flashback of the previous Flame Haze that Shana replaced. Should have been the same for this case. I guess they were lazy with the animation.

Back at Yuji and Shana, Yuji finally manages to sense Shana’s killing intent and parry’s her weapon away, only to receive a kick to the ribs. Alastor wants to end the training, but Yuji demands for more. Elsewhere, Tanaka calls Sato out to a convenience store to talk about his decision to not follow Margery anymore. He gives Sato the device that Margery gave them to have free roaming inside a Fuzetsu and asks that he give it back to her as he won’t be needing it any longer.

Shana is such a tsundere, unwilling to admit that she got outdone and so knocks Yuji down to avoid her embarrassment. That’s probably what makes her relationship with Yuji work so well in this series. Overall, the episode was quite boring. No real development, just a bunch of mini events that were remotely chronological in order. Oh well.