A funeral is held for Shirley's father, who died in the landslide at Narita. After the service concludes, Shirley's classmates offer their condolences, while Suzaku condemns Zero's actions. While the others make their way back to school, Shirley talks with Lelouch, who is still reeling from the fact that his actions as Zero resulted in the death of her father. She apologizes for the kiss the other night, and runs off.
After returning home, C.C. asks Lelouch if he had not grasped the concept that the people he killed had friends and families. Lelouch, still reeling from the death of Shirley's father, claims that he knew that fact from the moment he gunned down Clovis. C.C. reminds him that he has come too far, and that he cannot turn back from his chosen path now.
That evening, Zero receives word from a Britannian turncoat, Diethard Reid, that Cornelia is planning to attack the leaders of the JLF, including General Katase, while they attempt to flee the country; with Tohdoh is too far away to provide aid, their only defense is the fact that the liquid Sakuradite on their escape vessel is high volatile and would explode if they were attacked. Zero declares that the Black Knights would destroy Cornelia and ensure the JLF's escape.
Under General Darlton, who isn't as reluctant about having Elevens help in missions as Cornelia, Suzaku is tasked with providing support to Cornelia's marine Knightmare, and killing any JLF stragglers. Even though this is a chance for Suzaku to advance his military career, he feels conflicted over killing his countrymen...
Shirley arrives at the port that night, having been told by Villetta that Lelouch could be tied in with the Black Knights. Shirley can't believe it, but she comes to the port to confirm her suspicions, with Villetta stealthily following her.
Before the operation begins, Kallen voices her doubts to Zero, her own soul heavy with guilt from Narita and the landslide she caused that killed Shirley's father. Zero tells her that the cost will be great and sacrifices have to be made, even of innocent lives, but that they must succeed if they hope to end the killing of people's families. He gives Kallen a chance to turn back, but she steadfastly decides to stay by Zero's side.
The battle begins, and Cornelia's units begin to close in on the JLF's escape vessel. As they start to board the ship, Zero sets off a bomb that he had stealthily planted on the underside of the ship, igniting the liquid Sakuradite and destroying both the marine Knightmares and the ship. Zero claims the JLF committed suicide, and orders the Black Knights to capture Cornelia. Zero and Kallen rush Cornelia before she can activate her Knightmare and pin her in a corner. Just as Zero is about to force Cornelia out of her Knightmare, he is distracted when he sees Shirley out of the corner of his eye, hiding behind some crates. As a result, the Lancelot is able to catch Zero off guard, disabling his Burai and forcing an ejection that leaves Zero concussed and unconscious.
Shirley approaches the damaged escape pod, taking Zero's gun in her hand. Before she can shoot Zero, however, his helmet falls off, revealing his face underneath...
