Lelouch reminisces about his last meeting with his father; shortly after his mother's death, Lelouch questions Charles about it and is exiled to Japan along with his sister Nunnally vi Britannia. Cornelia issues a challenge to Zero at Saitama Ghetto. Lelouch accepts and infiltrates a soldier's Knightmare while giving orders to the Saitama rebels; the rebels disobey Lelouch's orders and are defeated. Cornelia, having anticipated that Zero would disguise himself as one of her soldiers, prepares an inspection. Lelouch is saved when C.C., disguised as Zero, distracts the Britannian Army, allowing him to escape. Lelouch blames his defeat on the undisciplined rebels and resolves to build his own army.
Original air date: November 17, 2006
Studio: Sunrise