The surprise face-to-face meeting with the Elders and Bonerre does little to lift up M-21's spirit, knowing that Raizel's not in a good state to fight. The Elders question them about their identity, objective of presence. Receiving no response, the 11th Elder becomes enraged on their arrogance to ignore Elders. M-21 deems it impossible for Rai to use his powers and so tells him to escape while he stalls the opponents. At this words, Rai, for the very first time, shows an astonished expression.
M-21 causes an explosion to make a dust haze but as smoke clears up, he finds that his diversion plan has failed ~ Rai stands rooted to his spot with a smile on his face. Rai shares with M-21 that he is the only one other than Frankenstein who said he'd protect Rai; and it gives a good feeling. As a bemused M-21 stares at a smiling Rai, the ignored Elders can't help becoming angrier. The 11th Elder aims a powerful attack at them.
Meanwhile, Sangeen and Yonsu are rounding up the surrounding area and evacuates the inhabitants. After losing contact with Tao and Takeo, they contacted the director of Ye Ran High School and currently awaits for a response.
The 10th Elder chides the 11th for using way too much power but as the smoke clears up, it is revealed that even such amount of power was of no use as Rai has easily blocked the attack. This time both the Elders power up for attacking but a sudden intrusion attracts their attention. Frankenstein enters the scenario accompanied by Seira and Regis, and he is in no mood to forgive those who dared to make his master use his power.