In the mothership, Boddole Zer watches Shao Pai Lon and the combat footage from the Ontario battle. If miclones really do possess such power, he thinks they are to be feared. On Vrlitwhai's ship, Loli and the others continue to show soldiers items from the Macross. The singing Minmay doll seems to be the favorite, and all the soldiers want to know more about her. More and more soldiers begin to abandon their posts to see the Minmay doll sing. Oigul informs Quamzin that men on their ship and Vrlitwhai's want to surrender and go to live on the Macross. Quamzin thinks that deserting to the miclones is unspeakable and damns the Macross. Boddole Zer calls Vrlitwhai and orders him to capture some humans. He says he believes that the humans are indeed Protoculture, and he wants to study them more before proceeding with the final stage. He says that culture has always affected the Zentradi badly, so they must learn as much about the civilization as they can and destroy it. Vrlitwhai orders the attack to begin, and the soldiers realize that if they attack the Macross they could kill Minmay. Loli suggests that they all surrender and defect. However, they first have to become miclones, so they convince a technician to help them. On the Macross, Hikaru thinks about Roy and Kakizaki and wonders why he's fighting in a fight he can't win. He walks through the ship and sees a poster of Minmay, and he decides if he fights to protect her it will be enough to keep him from running away. In the city, Minmay performs in concert and begins to sing "Love Drifts Away." On the bridge, Shammy, Vanessa and Kim relax on a coffee break and notice Claudia staring out into nothing. Claudia remembers walking down a street with Roy, and the girls realize the sad lyrics of the song must remind her of Roy. They notice Misa acting strangely, and she thinks of Kaifun as she listens to the song. Minmay finishes the song, and Kaifun thinks to himself about how beautiful she looks today. Exsedol tells Vrlitwhai that they should try to trick the Macross into performing a Daedalus Attack. Vrlitwhai asks why, and he says if they position things in the right way they can get Regults to board the Macross after it attacks. However, it will mean deliberately aiming the bow of their ship at the Macross and having it heavily damaged. As the Regults prepare to launch, Loli and the other micloned Zentradi hide inside several units to prepare to escape. They don't understand why they suddenly have to move to the bow of the ship, but they know the target is still the Macross. Quamzin gets into his Glaug and launches with a squad of Regults. His orders from Vrlitwhai are to attack the first wave of Valkyries in space, and he's happy to oblige that kind of order. Global is informed of the approaching 30 ships, so he orders the Valkyries to launch and tells Misa to prepare a Daedalus Attack. Misa tells Hikaru to be careful because the Zentradi seem to be using strange formations. Hikaru and Max launch and become locked in combat with Quamzin. The city rocks from the attacks, and the citizens begin to flee from the concert hall. Kaifun jumps on stage and urges them to stay and let the concert continue. He tells Minmay to sing, so she begins "My Boyfriend is a Pilot." Vrlitwhai's ship approaches the Macross, and Global orders a Daedalus Attack. Vrlitwhai's ship is damaged, and Destroid Defenders coming out of the Daedalus are ambushed and destroyed by Regults. The Regults enter the Macross before it pulls away and begin to destroy the city. Misa calls Hikaru and orders him to return to the ship because the Regults are destroying the city. He asks about the concert hall, but she doesn't have any details. He and Max retreat and are followed into the ship by Quamzin and his men. Minmay performs "Shao Pai Lon" and stops when two Regults approach. The Zentradi soldiers look at the destruction they've cause and stand down. A stray blast hits the concert hall, and Kaifun is hit with a falling spotlight while trying to protect Minmay. Hikaru finds Regults that aren't fighting, and Milia watches Max in battle. Hikaru takes on several Regults alone while he heads for the concert hall to save Minmay. After two episodes of some character and plot developments, we're treated to some battles here. This time the Zentradi get the upper hand, and Global's tactics are far too predictable and end up working against him. Now the Zentradi are inside the ship and are destroying the city. However, many don't seem to want to do this thanks to being exposed to culture by Loli, Conda and Warera. They even go far enough to get a bunch of other Zentradi to become miclones and defect. We also hear Boddole Zer mentioning the 'final stage', which means the destruction of humanity. Finally, it seems that Hikaru has lost faith in what he is fighting for and fixates on Minmay as a reason to keep on fighting. She's probably not a good choice since the two of them are so distant now.
Elenco: 长谷有洋 , 饭岛真理 , Mika Doi , Akira Kamiya , Eiji Kanie , Eri Takeda , Hiromi Tsuru , Hirotaka Suzuoki , Michio Hazama , Sanae Miyuki , Noriko Ohara , Run Sasaki , Ryūsuke Ōbayashi , Show Hayami , Kōsuke Meguro , Atsuko Yoneyama , Hirotaka Suzuoki , Katsumi Suzuki , Katsumi Suzuki , Kumiko Mizukura , Minoru Inaba , Minoru Inaba , Minoru Inaba .