The fighting rages on at the research institute. George is overpowered by Schnurzi, a new type of shirogane-O, who then reveals why he has sided with Faceless. Meanwhile, Ashihana squares off against Pantalone, looking to settle an old score from the Sahara. Recalling Fou's advice, he analyzes Pantalone's attacks and manages to spot an opening. However, the automaton will not be easily defeated...