11. The Whereabouts of Happiness
In the desert, Duo and Quatre meet and use a desert sandstorm to pass through the desert undetected. Meanwhile, Zechs asks Noin if he can take the Gundam shell back to the Lake Victoria Base. Zechs explains that the Gundam may be irreparable but since the Gundam is based on the Tallgeese then it uses the same basic technology. Noin asks him why he wishes to repair the Gundam. Zechs explains that inside him he feels the need to repair it so that if the pilot is still alive, they can finish their duel. Treize speaks with Lady Une. He tells her to go to space and locate the people who sent the Gundam. He tells her that since the space colonies resent military power she needs to loosen up. Lady Une acknowledges the order and leaves. Quatre leads Duo to a military base which is the home of his army the Maganacs. The Gundam go inside the underground base undetected by enemy forces because of the sandstorm. Inside, groups of people greet Quatre and treat both him and Duo as heroes. Duo discovers that Quatre is really Quatre Raberba Winner, the son of a rich space colony entrepreneur. Quatre meets with the leader of the Maganacs and explains that he thinks him for his hospitality and the help of the Maganac soldiers. Relena sees Lady Une on the TV responding to the most recent Gundam attack. Relena recognizes her as her father's assassin and goes to meet her. Relena goes to a palace in Moscow where she meets General Weridge who lets her into the assembly. Weridge seems extremely pleased to see Relena. Weridge tells Relena about the Peacecraft family. He explains that he was a friend of the Peacecraft but the Sanc Kingdom's pacifism disagreed with the policies of the Earth Sphere Alliance. Therefore, the Alliance took over the Sanc Kingdom. He tells Relena that Oz's recent actions angered him and so Treize sent one of his representatives to talk with him. Suddenly, mobile suits begin surrounding the premise. Lady Une arrives and all of the people seem to not appreciate her presence. Weridge meets with Lady Une who sees Relena and is surprised that she is there. Suddenly, Relena takes out a gun and points it at Lady Une. Une narrowly misses Relena's shot and Relena runs away. Une tries to stop her but Weridge and the others stop her and commend Relena on her bravery. In the desert city, Duo notices a party going on. Quatre explains it is for the return of their soldiers. Quatre explains that the nation is against Oz and therefore sees the Gundams as its saviors. Quatre and Duo talk and realize how similar they are and that they had the same order to destroy Oz and both love the space colonies. Suddenly, Oz soldiers enter the city. They explain that they are looking for traitors and leave boxes around the city. After the soldiers leave, the Maganacs look in the boxes. Inside are bomb that cannot be disarmed or moved. The leader of the Maganacs orders everyone to the underground base. That night the bombs go off and Oz goes in for the surprise attack. The leader of the Maganacs tells everyone that the Gundams cannot fight with them now and must leave immediately but that the Gundams will be their freedom. The Maganacs pop up from the ground and attack the Oz forces. Duo and Quatre leave in their carriers and Duo fires at the Oz forces from the air as they are leaving to help out the Maganac forces. In Moscow, Oz forces catch Relena. However, Noin arrives and tells them to let Relena go. The soldiers try to tell her they can't but Noin says the orders are from Treize. The soldiers leave and Noin tells Relena that she is to escort her. Noin calls Relena by her true name, Relena Peacecraft.

12. Bewildered Warriors
At the circus, Heero is lying bandaged in bed. Catherine comes in and Heero mistakes her for Relena. Catherine, seeing Heero awake, goes to get Trowa. Trowa comes in and explains to Heero that he is in a circus where he has been in hiding. Trowa explains to Heero that everyone has presumed that he id dead so Oz feels that he is no longer a treat. Heero asks him what has happened recently. Wufei is out in the wilderness. Soldiers led by Sally Po attack an Alliance base. The General of the base orders that the rebels be found and killed. As the soldiers return to camp, Leo suits appear and fire upon them. Sally realizes that she has little chance of destroying the suits but she tries anyway. Suddenly, a Gundam appears. Wufei tells the Leo pilots to leave. They begin attacking him until he finally retaliates and destroys them both. Sally can't believe that a Gundam was close by. Wufei comes out and questions why they fight if they can't win. Sally explains that they do it because someone has to. Wufei doesn't understand. Sally offers to let Wufei come back to camp with them to rest. He agrees. The leader of the Alliance base, Colonel Bund, gets the information that a Gundam destroyed his troops. He becomes wary of the same enemy that has been attacking Oz. Later, Sally and Wufei go into a nearby town to get food. There Alliance soldiers are harassing local store owners. Sally tries to stop them but gets kicked down Wufei stops the soldiers and saves Sally again. Wufei doesn't understand why Sally fights stronger enemies. He tells her that he is a coward who can only fight those weaker than himself because he was beaten by a stronger opponent. Sally tells him that he can't just quit because he was beaten. Wufei tells her that he is unable to pilot Nataku and leaves. Colonel Bund finds out where the guerillas are hiding. He is hesitant to send in forces against the Gundam though. He suggests teaming up with Oz to defeat the Gundam but his other officers tell him that they must not team up with Oz even if it means their death. Sally returns to camp alone. She talks with another rebel about Wufei. He thinks that Wufei is a coward but she tells him that Wufei is merely trying to overcome a failure. Suddenly, the Alliance forces attack. They locate the Gundam and find that the pilot is not inside. They tell Colonel Bund and begin attacking. Oz Aries begin coming in and attacking the Alliance suits. One of the officers asks what Bund id doing and Bund tells him that he has given the country over to Oz. The officer calls Bund a traitor before being killed. As Oz attacks the camp Wufei returns to find one of the rebels near death. Wufei tries to help him. The man tells Wufei that he is strong and must defeat the enemy. Sally appears and tells Wufei that she knows that he can defeat the enemy for them. She runs to attack the enemy suits as Wufei leaves. An enemy suits gets ready to attack when the Shenlong begins attacking. Bund gets all Oz forces to attack the Gundam but Wufei destroys them all and Bund's chopper. After the battle, Sally talks with Wufei. She tells him that he has a strong heart and when he is ready to pilot the Gundam again to come help her out. She thanks Wufei and leaves. At the circus, Trowa plans a big surprise for a nearby Oz base. He plans for it to be his final act

13. Catherine's Tears
Zechs performs a series of tests to try out the Tallgeese's abilities. Now that he has mastered the suit he wishes to find out how far he can push the limits. Elsewhere, Oz pilots, Alex and Muller, mercilessly attack an Alliance base and destroy everyone in the base even after a request for surrender. Alex and Muller return to the Lake Victoria base to resupply. There they find out that their instructor, Noin, is in Moscow. They find out that there is no one to help them take over another Alliance base. They begin to get angry at Zechs who is at the base, believing that he ordered the troops elsewhere. They decide that since they need more troops to go enlist his services. Zechs talks with a mechanic fixing the Wing Zero One. The man tells him that the pilot had superhuman skills. Zechs tells him that the pilot was specially trained. Alex and Muller tell Zechs that they came to the base to recruit some men. Zechs tells them that he will be their subordinate for their upcoming mission. As Alex and Mueller get ready to attack the Alliance base, one of their subordinates asks if they need to be wary of the base's famous Noventa cannon. Alex explains that the cannon will be aimed at Zechs who will be going ahead of them. Alex says that he wants to see Zechs's skills. Zechs's drops from a plane above the base. The Noventa cannon is fired but Zechs dodges it. The people in the base watch as the base is taken apart. Zechs orders them to surrender so they do. However, Alex and Muller still attack. Zechs is appalled at their behavior and destroys them both. Later at the Victoria Base, Zechs commends his mechanic on the performance of the Tallgeese. He then gives the report of Alex and Muller to the man to give to Noin. Meanwhile, Trowa prepares for the final show. The ringmaster lets Trowa have center stage. There in Heavyarms, he begins attacking the Alliance base. He attacks everything until he runs out of ammunition. He prepares to self detonate when Catherine appears telling him to stop. He does to his surprise. Heero and Trowa later leave the circus and the ringmaster and Catherine watch as they leave.

14. The Order to Destroy 01
Trowa stays with Heero as he goes around to all of the relatives of Marshal Noventa who he killed at the New Edwards Base asking them to decide his fate. He starts off with Noventa's granddaughter, Silvia Noventa. Meanwhile, Relena and Noin go to a meeting where the Romefeller Foundation is meeting. Noin explains to Relena that the true power behind Oz is the Romefeller Foundation, a group of elite nobles, who supplied mobile suits to the Alliance. They then created Oz which grew in the Alliance until it carried out its orders to overthrow the Alliance so that the Romefeller Foundation became the world power. Inside the meeting, Duke Dermail, the leader of Romefeller tells everyone that the Alliance didn't have the system of control that Romefeller has and now that Romefeller is in command than stability will follow. Noin explains that Oz dreamed that the Alliance was not strong enough so they overthrew it. Noin explains that the Romefeller's plan calls for continual war since the only way that they can function is to continue to win wars. Relena says that she believes that the Gundams can overthrow Romefeller. Noin says the Romefeller Foundation feels the same way and that is why they are willing to attack the colonies to prevent the Gundams from attacking. Duke Dermail then introduces Treize. Treize explains that humans have a need to be controlled and Oz offers that control. Relena tries to get up and speak out against what Romefeller says but Noin silences her telling her that now is not the time to do it. Meanwhile, Treize is talking with Dermail. Dermail says that he heard that Colonel Zechs Merquise was rebuilding the Gundam. Members of Romefeller then tell Treize that he need to have the Gundam completely destroyed. Noin overhears them and informs Zechs. He says that if Treize's superiors order him then there is nothing he can do. Zechs ask how much Relena knows about herself. Noin explains what her stepfather said but explains that she told Relena that he was only a soldier of the Sanc Kingdom. Zechs says that it is fine because now he is Zechs Merquise of Oz. In Marseilles, Silvia Noventa is ordered to evacuate by a soldier. He tells her that Marseilles is covered with Alliance soldiers and will probably be attacked by Oz soon. Silvia thanks him before leaving. Meanwhile, Heero and Trowa approach the city. Heero goes to search for Silvia while Trowa uses his Gundam to protect the city from enemy troops. Heero soon finds Silvia and Trowa rescue some Alliance troops from Oz. Realizing that he is friendly, the Alliance troops help out Trowa and get destroyed in the process. Trowa finished off the Oz suits and meets with Heero. Heero tells Silvia that he was the one who killed her grandfather. He offers her a gun to kill him if she likes. She calls him a coward and he explains that it is all he can do. She lets him live and he tells her that he is going to go talk with her grandmother who lives in Sicily. Elsewhere, a Romefeller official comes to make sure that Zechs has disposed of the Gundam. All evidence points that way but inspector Hahad knows that Zechs is keeping the Gundam hidden. He wants to reveal Zech's secret so that he can get glory from the Romefeller Foundation. Zechs shows Hahad the remains of the Gundam. Nearby at the bottom of the lake, Gundam Zero One which is rebuilt sits there. Zechs talks with the Tallgeese mechanic. He tells him that they had enough spare parts to build the fake Gundam shell but they had to take some of the Tallgeese's part in order to repair the Gundam. Zechs says that he'll just have to be careful not to damage the suit. The mechanic says that no one could harm him but Zechs tells him that there is one person.

15. To the Battleground, Antarctica
Heero goes to meet the last of the relatives of the men he killed. After doing so, Trowa notices someone following them. He figured that someone would find them sooner or later. They are able to shake the person following them but they then meet up with Noin. Noin explains she was sent by the man who Heero faced off with in Siberia. Noin explains that the pilot, Zechs, wants to finish the duel he and Heero fought in Siberia. Heero decides to take Noin up on her offer and Trowa even tells him that he can use Heavyarms to battle with. Meanwhile, Relena is searching for Heero, certain that he is alive. Her guardian, Pagan, finds information on Zechs who he finds out is rebuilding Heero's Gundam. Relena figures that Zechs must know where Heero is. Pagan tells her that there is one other person looking for him, Mrs. Noventa, the wife of the Marshal who was killed by Heero at New Edwards. Relena tells Pagan to get in contact with Mrs. Noventa. Noin contacts Zechs to tell her of her success. Zechs tells her to be careful because the search party is on her tail. She says that she'll deal with them. Hahad finds Noin and decides to follow her to Zechs. Treize finds out about Zechs's cover-up but doesn't seem worried. He knows however that Romefeller will want Zechs dead though. In the plane, Trowa explains to Heero about all of the systems in the Heavyarms for when he battles Zechs. Noin watches them and realizes how much they seem like everyday mobile suit pilots. Relena gets a letter from Mrs. Noventa telling her about Heero's visit. She also requests that Relena give the letter to Heero. In the letter, Mrs. Noventa tells Heero that war is war and that he shouldn't feel guilty that what he did was a mistake and that the ideas of Mr. Noventa will live on forever. Relena now knows that Heero is alive and she decides to visit Mrs. Noventa to find out Heero's location. Noin explains to the Gundam pilots that they are going to the South Pole where no one will see their battle. Zechs talks with the mechanic fixing the Wing Zero One who tells him that it will be done except for the arm. Zechs tells him to use parts from the arm of the Tallgeese to fix it. Noin discovers that a group of planes are following them. She tells the pilot to take the Gundam pilots onto the South Pole while she keeps the other planes busy. Noin and other pilot use Aries suits to attack the enemy. It is Hahad trying to find the location of Zechs so he can uncover his secret. He overpowers Noin and the other soldier but Trowa arrives and blasts the enemy suits to pieces. However, Hahad is able to get out the message that the Gundams are at the South Pole. Trowa and Noin return to the ship and head for the South Pole Base.

16. The Sorrowful Battle
Noin, Trowa, and Heero arrive at the Barclay Base in the South Pole. Trowa and Heero meet Zechs who shows them the rebuilt Wing Zero One. Heero expresses his surprise but decides to fight with the Heavyarms because he doesn't care for such extreme generosity. Heero promises Zechs that he will kill him. Zechs realizes that the Gundam pilot does but sees him as no great threat. Relena goes to the Lake Victoria base where she tries to find out where Zechs and Heero are. The man in charge won't tell her but Pagan is able to get the information she needs. The man in charge tells calls Noin to tell her that Relena is coming to join them. Noin figures that if Relena has found out where they are then the Romefeller Foundation won't be far behind. Noin and Zechs talk. Zechs tells Noin that he is so weak because he no longer has anything to fight for. He explains that the Gundams are fighting for the colonies but he has already won the Sanc Kingdom its freedom. Noin tells him that there is someone he must protect. Heero makes repairs to Heavyarms but gets tired. Trowa tells him that he will finish up. Heero thanks him and heads off. The next day, Heero and Zechs begin their battle. Zechs charges Noin to keep out all distractions. Noin promises that she will. The battle begins and both suits test the skills of the other. Trowa watches and says that the battle has no meaning to it. Heero uses up all of his ammunition so he drops one of Heavyarms's arms. Inside there is a beam saber. Heero thanks Trowa and both suits fight with their sabers. Relena soon arrives at the Barclay base as Zechs has the upper hand over Heero due to Heero's wounded arm. Relena's appearance causes both pilots to stop battling momentarily. Relena tries to tell them that the battle is pointless but Zechs doesn't listen. He almost destroys Heero so Relena tells Heero to beat him. Noin tells Relena she should never want anything bad to happen to her brother. It is then that Relena realizes that Zechs is her brother. The battle between Heero and Zechs is stopped because the Romefeller Foundation appears. Trowa takes the Wing Zero One out while Zechs also goes to battle them to give Relena and Noin and the Gundam pilots time to escape. Noin mentions that Zechs has finally found something to protect, Relena.

17. Betrayed By Home, Far Away
In space, a split personality of Lady Une has appeared getting colonies to come over to Oz. Lady Une preaches peace now that Oz is in control and her new personality wins over every colony she goes to. On earth, Duo and Quatre become aware of Oz's plans to expand into space. Quatre tells Duo that they need to return to space so that they can battle Oz there. Lady Une's original personality returns and she is able to discover small groups of resistance in the colonies. She finds 5 scientists each who worked on a Gundam of their own. The scientists are captured. On earth, Sandrock and Deathscythe attack the Singapore base. The defense is too great but Quatre tells them that they must keep fighting in order that the other Gundam pilots will know where they are at and what they need to do. In the colonies, the leaders see the Gundams as a threat to their alliance with Oz. One by one each of the colonies begins renouncing the Gundams and those who support them. Duo and Quatre hear about the colonies renouncing them and realize that Oz is behind everything. They are getting blasted however the other pilots realize what they are doing and come to help. Wufei arrives first to help out Duo and Quatre. Soon after comes Trowa and Heero too, returning from the Barclay base. On earth, the Gundam pilots are successful in getting shuttles to take them into space but Quatre fears that Oz will merely shoot them down before they get very far. He offers to stay behind. He decides that the best course of action is to self destruct Sandrock. He starts the self detonation device and Sandrock opens the pilot hatch. Quatre realizes that Sandrock wants him to get out. He does and gets a shuttle and leaves. As he does, Sandrock explodes, destroying everything in sight. In space, the Gundam scientists are reunited and Dr. J can't believe that they are here after 15 years ago when they began building their own Gundams. Lady Une orders the Gundam pilots shot down however the base shuts down. In the cell, Dr. J says that Oz will wish it had not kept them alive.

18. Tallgeese Destroyed
In space, an officer tells Lady Une about the backgrounds of the Gundam scientists. He tells her that they were the ones who built the design for the Tallgeese. Lady Une tells the officer that she wants the scientists to build a mobile suit more powerful than the Gundams. Zechs is captured and taken to Treize. He and Treize talk and Treize tells Zechs that if he will continue to fight with Oz and destroy the Gundams then what he did will be overlooked by Romefeller. Zechs explains that he can no longer fight with Romefeller and that his fight with the Gundams is personal. Treize says that the only other way out is if Zechs dies. Treize sets up a plan where attacking suits pretending to be Alliance soldiers will attack Zechs and he will die a hero. Zechs understands the orders. Meanwhile, Duke Dermail is being shown a new type of fighting machine the Mobile Dolls by engineer Tsubarov. Tsubarov explains that the Dolls are remote controlled and have the implication for eventually replacing human soldiers in battle. Dermail likes what he sees. Suddenly, a Leo attacks the Dolls. He tells Tsubarov that he is representing living humans in battle and orders that the Mobile Dolls attack him. Tsubarov agrees and Treize quickly dispatches of them all. He tells Tsubarov that he needs to have more understanding and compassion for humans. He then hopes that Zechs is able to survive his encounter so that he will be able to return to him. Alliance soldiers from a nearby space base see Quatre's shuttle. They recognize him as a Gundam pilot and figure that since he is fighting Oz that he must be on their side. Lady Une tries to convince the Gundam scientists to them to build her a suit more powerful than the Gundams. An Oz soldier tells her that some Alliance soldiers are trying to ally themselves with one of the Gundam pilots. Lady Une tells them to destroy the Gundam pilot and the Alliance soldiers. The Alliance soldiers see some incoming Tauros suits and are able to put Quatre in one of their mobile suits before his shuttle is destroyed. The Alliance soldier fight to protect Quatre because he will be there savior from Oz. All of the Alliance soldiers are killed. The suit Quatre is in is badly damaged but it survives the battle and Quatre floats through space unconscious. The scientists think bout it and agree to build a mobile suit superior to the Gundams if she lets Quatre live. She agrees. Zechs is on Earth preparing for the staged attack against him. He and the Tallgeese begin destroying the enemy mobile suits to prove that he can survive. His masks break apart and he says that he can no longer be friends with Treize. He finished destroying all of the mobile suits sent to attack him and thoroughly exhausted he flies away. In space, Heero transfers to a school under the name Duo Maxwell. He gives a speech that defines why humans fight. The teacher doesn't like what he says and tells him to stop reading. Heero wonders why people fight.

19. Assault on Barge
Zechs wakes up in a house by the ocean. There he meets a man named Howard. Howard tell Zechs that he was one of the scientists who designed the Tallgeese. Zechs asks Howard why he saved him. Howard explains that since Zechs is now Oz's enemy he is now his friend. Zechs sees a giant rocket booster and asks what it is for. Howard explains that it was for getting one of the Gundams into space. Howard tell Zechs that much is going to be going on in space and that he needs to go there. Lady Une's split personality gains more support for Oz in space. She is contacted by one of her officers telling her that they have found another Gundam pilot. Lady Une reverts back to her original personality and orders that he be shot down. Duo is in the shuttle and notices the Mobile Dolls coming after him. He fights but to his surprise they are extremely quick and they pulverize the Deathscythe. Duo is unable to attack and decides to use his self detonation device. Unfortunately for him it doesn't work and he is captured. Trowa sees on the news where Duo is captured and remarks that the colonies don't realize that the Gundams are their best hope for peace. Heero also sees Duo on the news and decides that he needs to be eliminated. Duo is interrogated but he doesn't break. The interrogator tells him that he is to be executed. A little later, Heero arrives to bust out Duo. Duo asks him if Heero is going to shoot him and Heero tells him only if he wants him to. The soldiers realize what they are doing and send the Mobile Dolls after them. Wufei arrives at Barge at Leos are sent after him. The Barge fires it cannon in an attempt to destroy Wufei. Wufei watches as the cannon destroys some of its own men. Wufei leaves. In the base, Heero decides to make the Mobile Dolls attack astro suits. This in effect destroys all the men coming after the two pilots. Heero and Duo use Mobile Suits to exit the base. Heero tells Duo that the Gundam scientists have been caught and must be executed. Zechs blasts off into space using the rocket booster.