Black screen, then abruptly, the title appears.

Slow fade to the empty Arena of Duels, the castle above still bright. Fade out.

Fade to Akagi Ritsuko and Ohtori Akio, looking out from the Chairman's Tower. Fade out. Fade to the abandoned Ohtori Academy. Fade out.

Fade to Evangelion Unit 00 in the cooling cages of NERV. Fade out.

Fade to Tenjou Utena and Ayanami Rei, also inside NERV. They are in the cooling cages looking at Evangelion 00. Fade out.

Fade to the quiet NERV Headquarters inside the Geo-Front. Fade out.

Fade to Katsuragi Misato, speaking on a cellular phone, standing next to her car on the hillside overlooking what used to be Tokyo-3. Focus on the cellular, where the name Kaji Ryouji is on the calling display.

Fade out, then to NERV Control. It is empty for the moment, save for Gendo. Shigeru, Maya, and Huyga walk in and take their stations. Fade out.

Fade to Arisugawa Juri, sitting in a darkened corner. Her locket hangs from her neck. She is holding her Rose Signet, turning it over and over again with her fingers. Fade out.

Fade to Evangelion Unit 01, also in the cooling cages of NERV. Fade out

Fade to Ikari Shinji inside NERV. Shinohara Wakaba is with him. They are sitting in what looks like spare quarters, on a bed. He is looking at the palms of his hands. Fade out. Fade into an image of the destroyed Tokyo-3. Fade out.

Soundtrack begins. Production Credits begin.

We hear a girl panting while the screen is still black. It sounds like sexual panting.

Akio (off): How does it feel?

The panting continues. A whimper is interspersed in the breaths.

Akio (off): Do you like it...Anthy?

Fade into opening image. We see Rei's face. There is perspiration on it, and she looks exhausted. She is right next to the floor, just centimeters above it. Her hands are holding her up. She is still breathing hard.

Rei (between gasps): I'm...not...Anthy.

Pull back. Rei is on all fours, fully clothed. It's obvious by her posture, and the occasional spasm, that she's in great pain, and this isn't sexual at all. Or, if it is, no person is touching her. We are in Akio's room. Akio stands above Rei; we see his feet and the lower half of his legs. Slowly pan up on Akio as Rei continues to struggle.

Akio to Rei: Himemiya Anthy was my sister. The Bride of the Rose. She who sacrificed her body for the Prince. This is not some mere occupation; not some title that can be passed to a willing successor. If you are the Rose Bride, then, who else can you be?

Akio begins walking around Rei. Rei is holding her stomach with one hand, her forehead now resting on the floor as she grimaces.

Akio to Rei: The Swords of the World's Hate...you feel them. That is the destiny of the Rose Bride, to draw the Swords away from the Prince. If the world can cause you so much pain, does it matter whose face you wear...Anthy?

Rei's fist clenches. Akio looks over his shoulder, where Ritsuko is standing in the doorway.

Akio to Ritsuko: Is everything ready?

Ritsuko to Akio: The Rose Gate has been prepared as you asked, yes.

Akio to Ritsuko: We have very little time before SEELE will make their move. The last letter has been sent.

He looks down at Rei.

Akio to Rei: It's time.

Rei looks up, still in pain. She sees the abandoned picture of Touga and Nanami half a meter in front of her. Slow pan to the picture as the scene changes.

Switch scenes: Utena is waking up. She is in the spare quarters inside NERV that she had been moved into last episode. At the foot of her bed, resting on the blankets above her ankles, is a letter from End of the World. She blinks her eyes, the image blurry as she slowly focuses her barely-conscious sight upon it. Once it is in focus, she stares at it. One hand slowly moves forward, taking it. As the view switches, we hear it being opened. We now see Utena sitting up in bed, reading it.

Switch scenes: Ritsuko and Misato are speaking with Shigeru, Maya, and Hyuga in NERV control. Gendo is not there.

Maya: The Fifth Children's synch ratio has still not improved.

Misato to Maya: Is the system data in Unit 00 still set for her?

Maya to Misato: Yes, ma'am.

Misato to Maya: We might have to have the system data switched back to Tenjou-san.

Ritsuko (quiet) to Misato: You want to put the One Engaged back into an Entry Plug, now, of all times?

Misato (quiet) to Ritsuko: We might not have a choice.

Shigeru to Ritsuko: Begging your pardon, Vice-Commander, but is that necessary? Wasn't that girl the final Angel?

Ritsuko to Shigeru: For the time being, we're still on alert status. Until we stand down, we will continue acting on alert status. That includes guaranteeing the readiness of the remaining Evangelion Units.

Shigeru to Ritsuko: Yes, Vice-Commander.

Ritsuko turns back to Misato. Hyuga turns to Shigeru.

Ritsuko (quiet) to Misato: Is everyone accounted for?

Misato (quiet) to Ritsuko: The Third, Fourth, and Fifth Children are all within the Geo-Front. Rei's presence is also confirmed, as is our "guest."

Ritsuko nods.

Ritsuko to Shigeru: Aoba-kun, elevate alarm status. All access to and from the Geo Front is prohibited.

Hyuga (quiet) to Shigeru: I guess we remain on alert until the Revolutionary Project begins.

Shigeru (quiet) to Hyuga: Yeah, but what will happen to us then?

Hyuga (quiet) to Shigeru: NERV will probably be disbanded.

Maya (quiet): But will happen to the Evas?

Switch to Shinji and Wakaba in the spare quarters room we saw them initially. Wakaba has a little plastic badge attached to her blouse that has her name and picture on it, with the words VISITOR CLEARANCE ONLY emblazoned in red across it the top and bottom.

Wakaba to Shinji: It was nice of Katsuragi-san to allow me to stay here.

Shinji doesn't respond. He looks very preoccupied. Wakaba notices this. She gets concerned, but doesn't ask him about it yet.

Wakaba to Shinji: Ayanami-san, Tenjou-san and Arisugawa-sempai are here as well. We almost have enough of us here to continue classes. If we had teachers here.

Wakaba's attempt at humor is lost on him. Now she gets really concerned.

Wakaba to Shinji: Hey. Hey, Shinji-kun...?

Shinji to Wakaba: She was just like us, Wakaba.

Wakaba tilts her head.

Shinji to Wakaba: Nanami-kun. Just like you and me. And I...

He looks at his hands.

Brief flash of the silhouette of Nanami's head falling into the LCL pool in Episode XXIV.

Shinji to Wakaba: There's no difference between us...

Wakaba to Shinji: Shinji...

Shinji to Wakaba: If Nanami-kun was like us, were the other Angels like her? The things she said, about wanting to live...is that all they wanted too?

Shinji lowers his hands and looks up.

Shinji to Wakaba: And now there are no more like her. No more Angels.

Shinji looks at Wakaba.

Shinji to Wakaba: What have we done, Wakaba?

Wakaba looks confused and hurt.

Wakaba to Shinji: Miki-kun and Kozue-chan were hurt because of Angels. Hikari's father. Toji-kun protecting his sister.

Wakaba clenches her fist.

Wakaba to Shinji: Asuka...

Shinji to Wakaba: Wakaba...

Wakaba to Shinji: So don't regret it. Don't regret protecting everyone. Please, Shinji. I don't know what that girl said to you, but everyone knows you and the other pilots saved everyone from a Third Impact. So please, don't regret saving the world.

Switch scenes: Utena has finished dressing. Even though she's not in school, she still wears her black school tunic. She turns, and Rei is standing in the door. Utena jumps, startled.

Utena to Rei: Ayanami!

Rei to Utena: Tenjou-sama.

Small silence. Rei sees the letter resting on Utena's bed. Utena watches Rei's eyes.

Utena to Rei: A letter from End of the World. The first I've received since we were shown the castle.

Rei to Utena: Oh.

Utena to Rei: It says that I am the one selected to bring to this world a revolution. That I will meet my Prince.

Rei to Utena: Oh. Do you still want to meet him?

Utena pauses, choosing her words carefully.

Utena to Rei: I need to know that he was real.

Utena holds up her Rose Signet.

Utena to Rei: This ring is the only proof I have that I ever met him. But...

Utena struggles for her composure.

Utena to Rei: The others have one as well. Miki-kun, Kozue-san, Saionji-sempai, Ikari-kun, Juri-sempai...

Utena fights back tears.

Utena to Rei: Asuka and Touga...you...all of us who have worn a Rose Signet have suffered because of it...how the can the Prince that saved me be the same one forcing all of this to happen?

Another silence while Utena regains her poise.

Rei to Utena: I want to show you something.

Switch scenes, focusing now on Juri, in Plug Suit, sitting in front of Unit 00 in the cooling chambers. She is resting her head on her knees, arms holding her legs. We don't see her face.

Footsteps. Misato walks in. She stops directly before Juri. Silence.

Misato to Juri: Juri-chan.

Juri doesn't respond.

Misato to Juri: Come on, don't sit here like this. This isn't like you at all.

Juri still doesn't respond.

Misato (stern) to Juri: Fifth Children.

Juri slowly lifts her head.

Juri: I'd always thought I'd treasure the day those words were said to me. Before Tenjou-san was selected as the Fourth, there was part of me that longed for a second chance. No. Even before that. Before you brought Shinji-kun in as the Third, I thought Mikage-san would walk in one day and tell me that all the scientists were incorrect, and that those few hours of my birth meant nothing at all. I was simply doing something wrong. And that they'd isolated what it was, and would give me another chance.

Juri begins crumbling.

Juri: But...but...the day Eva accepted me...is the day I killed Asuka.

Misato stiffens.

Misato to Juri: You didn't kill Asuka.

Juri to Misato: Didn't I? It was the one thing she held onto. The only part of her pride that I hadn't taken...the only thing she was better at than me...

Misato to Juri: Stop it. Don't belittle what Asuka did by saying such things.

Juri continues crumbling.

Juri: I didn't know...if I did...I would have never challenged Utena...better to have never piloted Eva than have to deal with this...if I didn't become the Fifth Children she wouldn't have felt the need to...

Misato reaches down, taking Juri by the arm. She forces Juri to stand. Juri remains broken.

Misato to Juri: Stop it! Stop it, Juri-chan!

Juri to Misato: Now Evangelion rejects me once more! I've hurt Utena! Asuka is gone! All of this is my fault! If I had reached for the Prog' Katana while the Angel was taut between us...then maybe...

Misato holds Juri against her. Juri sobs into Misato's shoulder.

Juri: She tried apologizing and I just ignored her...it's all my fault...

Switch scenes: Utena is walking with Rei. It is dark, we see very little of them.

Utena to Rei: This is pretty far underneath everything. Are we even supposed to be here?

Rei flips a switch. Lights come up, and we see the LCL aquarium tanks that line the perimeter of the room. In the middle of the room is the cylinder where Rei was during the creation of the Dummy system. Inside the LCL aquarium, though, are perhaps 20 other Rei's. Floating lazily, they peer out of the tanks with lifeless, distant eyes. Cut to Utena's shocked face, then back to the Rei's, then back again.

Utena: What is this...?

Rei to Utena: This is me. The whole of me. The me that is not unique.

Utena looks around at all the other Rei's in horror.

Rei to Utena: The part of me that was made for Eva. That part which could be replaced, that which has been replaced.

Utena to Rei: Replaced? This is you? What do you mean?

Rei to Utena: Replaceable. Interchangeable. The me that is the Dummy system.

Utena to Rei: Dummy system?

Rei to Utena: But Eva did not accept me. Eva sensed what I did not understand.

Rei turns and looks at her soulless counterparts.

Rei to Utena: There was another Bride of the Rose before me. Part of me is her. I am merely her replacement.

She turns back to Utena, half-cloaked in shadow. As she does, the shadow hides her albino features, and therefore she looks like a dead ringer for Ikari Yui.

Rei to Utena: This face is not mine. Another wore it before I did. A substitute for one who still lives inside Eva.

Utena softly looks back to Rei, her expression becoming more compassionate.

Utena to Rei: Ayanami...

Rei looks somber.

Rei to Utena: In all ways, I am a replacement for someone who came before.

Rei places her hand upon the glass.

Rei to Utena: Even though I am not the first Bride of the Rose, I am not the first of her substitutes. There was another of me, I think. I think I am the second. The replacement of a replacement.

Flash of the first Rei being strangled by Naoko in Episode XXII.

Rei to Utena: But that one was not the Bride of the Rose.

Focus on one Rei in the LCL, the real Rei's hand pressed on the glass nearby.

Rei (off): And if I die, the one to take my place may not be the Bride of the Rose either.

Utena walks to Rei, standing close.

Utena to Rei: Rei...

They look at the doppelgangers in silence.

Rei to Utena: You didn't replace me.

Utena to Rei: No.

Rei to Utena: Why are you here, Utena-sama? You don't agree with any of this. You don't want the power of miracles.

Utena to Rei: I'm here because this is what you want.

Rei slowly turns her head. Silence. And then Rei smiles. Genuinely and fully for the first time, just her lips without showing her teeth.

Cut to their waists, where their fingers brush against each other.

Switch scenes: SEELE conference. The monoliths, minus 13, are in a circular formation surrounding Gendo, at his desk, and Ritsuko, standing next to him.

Keel: The promised time is now upon us. Without the Spear of Longinus, the Project cannot be initiated with Lilith. The only method remaining to us is to use Evangelion Unit 01, the sole clone of Lilth.

Gendo: Mankind should evolve into a new world. That is why Eva was created. While different from the original scenario-

SEELE 06: We have no intention of foregoing our human forms merely to enter the Ark of Eva.

SEELE 04: Humanity has reached its limits as a colony of single, flawed beings.

SEELE 11: The only way for humanity to evolve further, for instrumentality to happen, is to revolutionize the world, Ikari-kun.

SEELE 07: You and Mikage-sensei presented this scenario to us, remember?

SEELE 09: An ideal world awaits. Humanity will become a single, perfect being.

Ritsuko: The revolution brought by instrumentality-

SEELE 12: It is merely a rite of passage. A rebirth for those who are imprisoned.

Ritsuko: We have other options available to us. Destruction should only be-

SEELE 03: The fate of destruction is also the joy of rebirth, Dr. Akagi.

SEELE 08: A means to unite God, man, and all life in death.

Gendo: Death can give birth to nothing.

Keel: Then death is what we shall bring to you.

The monoliths all go dim.

Brief panning shot of the ruins of Tokyo-3. It is mid-afternoon.

Rei and Utena stand side by side. As they step into an elevator, the soundtrack "Absolute Destiny Apocalypse" begins and will continue until they arrive in Terminal Dogma. Shots of the elevator descending into Terminal Dogma. Shots of Rei's clothes dissolving and the Rose Bride gown materializing. The elevator stops. The pair walks down a long corridor until they get to the large doors that guard Terminal Dogma. Ritsuko is there, brief shot of her sliding her card through the lock, and the doors opening. Rei and Utena enter, the doors closing behind them.

Utena looks up at the massive, crucified figure of Lilith, and gasps.

Soundtrack ends.

Utena: So that's what Juri saw...

She looks down at the pool of liquid at Lilith's feet.

Utena: LCL?

At the far end of Terminal Dogma, there is the sound of lights being turned on. Utena turns her head and she sees, lit by spotlights, a large white, stylized orb with Dios resting atop it. This is almost the size of Lilith, and unmoving, so by all appearances could be a statue.

Utena: The Prince?

Akio (off): Yes, the Prince.

We see Akio, in the white prince garb, walking towards Utena and Rei from the direction of Dios.

Akio: Dios and Lilith.

Utena looks back to the crucified figure.

Utena: Lilith?

Akio: A Demon and an Angel. Did you know that all Demons were once Angels? Filled with the light of the divine, yet subservient to the will of another. It is said that the brightest Angel, Lucifer, the Morning Star, gave up this light in order to be free. He was not the only Angel to do this. Others followed him, and in the end, found that they no longer possessed the divine light that had once allowed them to shine.

Akio is almost to Rei and Utena. They both look at him.

Akio: Their freedom came at a price greater than they could have ever imagined. But it was freedom, nonetheless. Because of this, because they gave up their light in order to be free, they were called Demons. In stories and tales that came later, they became the darkness used to terrify little children. Eventually, they became known as little more than unspeakable horrors ready to swallow whole anyone who might follow the path they had forged. Each human soul, it was said, had one lusting after it, waiting to drag it screaming into the Ends of the World.

Utena's eyes widen, then narrow.

Akio: But regardless of these stories, the truth of the matter is this: despite their freedom, every single one of the beings now called Demons longed to return to the light, and would do anything to have it again.

Switch scenes back to NERV control. It is business as normal, except that Juri is there sitting near Misato. She hasn't changed clothes. Ritsuko walks in. Misato looks over to her. Ritsuko nods, and Misato nods back.

Then switch back to Terminal Dogma. Utena's eyes are still narrow and suspicious.

Utena to Akio: You are End of the World, then?

Akio to Utena: Indeed. I am also your Prince.

Utena hesitates. Akio looks exactly like what an older version of that Prince would be.

Utena to Akio: You?

Akio to Utena: My judgement was sound. Long ago, when I took you out of your coffin and gave that ring to you. It was I who gave you the nobility and strength to make it this far. And you have found your way here, just as you swore to me on that day.

Rei suddenly clutches at her chest, gasping. Utena turns quickly to her.

Utena to Rei: Ayanami!

Rei falls to one knee, then the other, supporting her torso with her left hand and holding her heart with her right. Utena kneels beside her, trying to help Rei support herself.

Switch back to NERV control. Alarms start sounding madly.

Ritsuko: What?

Shigeru: The Magi system is being hacked! Main communications have been severed!

Misato: Switch to blue emergency communications. Use the satellites if necessary.

On the main screen, we see a diagram of the Magi system. 5 other Magi systems are shown on the screen as well, one labeled United States, one Germany, one China, one Tokyo-2, and the other Russia.

Shigeru: Invasion of the Magi superstructure has begun! Information feeding in from all external nodes!

Ritsuko: Not just the Magi-2 unit in Matsushiro...five-to-one odds.

Hyuga: Confirmed. Magi systems in China, the United States, Russia...

Misato: Not good. If they can control the Magi, they control everything...

Shigeru: System lock out failed! Firewalls 4, 6, and 9 breached!

On the main screen, the Magi are rapidly being taken over by the outside Magi systems. Juri watches everything but says nothing.

Ritsuko to Maya: Maya, come with me.

Maya to Ritsuko: Yes, Vice-Commander.

As Maya and Ritsuko rise and move towards the Magi bases, Misato looks at Juri and then back to the main display.

Misato (thought): It's begun.

Switch back to Terminal Dogma. No alarms are sounding there. Akio stands before the kneeling Rei and Utena.

Akio to Utena: You needn't be alarmed.

Utena looks up at Akio, still at Rei's side.

Akio to Utena: She has felt this pain all along. It is nothing new. And there is nothing you can do to lessen it.

Utena to Akio: You don't care about her, do you? You're behind all these duels we've had to endure, and you don't care about her at all.

Akio to Utena: Care about her? I would have kept her dear to me. Loved her as I loved my sister before her. It is she who has chosen this path, willingly. She is the one who chose to walk it without me.

Rei (gasping): I...am not...your sister...

Akio to Rei: So you keep insisting, and thus your suffering is greater than hers. So desperate are you for meaning, for a reason to be needed, that you embrace the idea of being the Rose Bride, yet, you ignore what that means.

Utena to Akio: What are you talking about?

Akio to Utena: Like you, I gave her purpose. I brought light to her, illuminated the path she couldn't find on her own. Do you remember the way she was before? Like you, she trapped herself in a coffin, unable to face the world. It was I that opened the lid and gave her the strength to continue on.

Switch back to NERV Control. Ritsuko and Maya are inside the guts of the Magi base CASPER. There are cables lying around the crawlspace everywhere, with smaller patch cables leading to the laptop each of them are using.

Tech one (off): Third Hakone back-up circuit still inoperable.

Tech two (off): Goura ground circuit recovery rate only at point-two percent.

Angles switch back up to the command level.

Hyuga to Misato: She works quickly. Only two more minutes until the deployment of a primary firewall.

Misato (quiet) to Juri: They won't stop there. The Magi are merely the preliminary skirmish. Their real target will be the takeover of NERV and the two Evangelion Units.

Juri nods slowly, understanding.

Misato (quiet) to Juri: Go get Shinji-kun and get into the Entry Plugs.

Juri (quiet) to Misato: You know that won't work for me now. Isn't Utena-san supposed to be taking my place?

Misato pauses.

Misato (quiet) to Juri: That's not possible any longer.

Juri looks hesitant.

Misato to Juri: Go now, Fifth Children.

Juri gets up and leaves. Back on the main screen, the Magi return to their normal state.

Shigeru: Intrusion of the Magi computers has ceased! A Type-B Danang defense screen has been erected. External access to the Magi will be impossible for sixty-two hours.

Angles switch back to the Magi base. Ritsuko takes off her glasses and leans back in the cramped crawlspace. She looks over at Maya and smiles softly.

Ritsuko to Maya: Very well done, Lieutenant.

Maya blushes slightly.

Maya to Ritsuko: Thank you, sempai...I mean, Vice-Commander.

Switch back to Terminal Dogma. Utena rises to her feet, standing in front of Rei.

Utena to Akio: You're no Prince.

Akio to Utena: There was a time in both of your lives when reality had crushed you. You both struggled but were unable to break free. You found a coffin, and she turned her body into one. Both of you hid inside, separating yourselves from the world. I was the one who brought you into the light. I was a Prince to you then, just as I was to her. But I am the same, then and now.

Akio tilts his head, taking a single step closer.

Akio to Utena: And look at you both now, defiant and noble. Beautiful.

Akio takes another step. He is almost within arm's reach. Utena's eyes are still narrow and determined.

Akio to Utena: The look in your eyes...you hate me. Am I so deserving of this? What have I done aside from give you the power to face the world again?

Utena to Akio: We are not your creations.

Akio to Utena: I never said that you were. Nor did I say that I expected recompense for what I have given you, though you seem to think that is why I am here. Could I not have easily taken you under my wing, and molded you, an orphan, from the start if that had been my intention? No, I merely gave you the strength you needed, and you traveled the rest of this way on your own. Is that not what you would have done, were our positions reversed?

This makes Utena pause. Her guard starts going down.

Switch scenes: the SEELE monoliths without anyone else there.

SEELE 06: A Type-666 protection has been executed into the Magi. Breaching it will take several hours.

SEELE 07: Acquisition of the Magi will have to be forgotten.

Keel: A bloodless resolution to this situation has now become impossible. While regrettable, we must now take NERV headquarters by force.

Switch scenes, now outside NERV headquarters. The JSSDF soldiers begin moving in stealthily. Aircraft and tanks begin moving into position. A commanding officer with a radio speaks.

JSSDF officer: Order A-801 has been given. Commence operation as planned.

Missiles fly, taking out radar stations and what's left of the Tokyo-3 weaponry. The JSSDF aircraft take into open air and begin eliminating anything that could be a threat.

Switch to NERV Control.

Tech one (off): Radar stations eight through seventeen have ceased transmission!

Shigeru: Goura defense perimeter has been breached by a JSSDF battalion!

Hyuga: Two JSSDF battalions approaching the Gotemba perimeter!

Maya turns to Ritsuko, her face terrified.

Maya: Tokyo-2 has just issued special directive A-801!

Misato to Ritsuko: Abolishment of special legal protection for NERV and transfer of all military control back to the Japanese government.

Ritsuko frowns, and looks at Gendo.

Gendo: General Quarters. Go to level-one battle stations.

Tech two (off): Three air squadrons confirmed from Mishima!

Misato (quiet) to herself: Kaji, it appears that this is it.

Misato steels herself.

Misato to Hyuga: Their targets will be the two Evangelions and their pilots. When the pilots are inside the Entry Plugs, be ready to sortie.

Maya to Misato: But the enemy isn't an Angel!

Ritsuko to Maya: They don't think that way, though.

Switch scenes: Various explosions. NERV guards killed by gunshot or assassins. JSSDF soldiers are entering the NERV gates.

Switch scenes: Wakaba is holding onto Shinji as Juri reaches their room. The sirens are going off, and Wakaba looks terrified. The door opens and both of them look at the out of breath Juri. There is the sound of distant gunfire.

Tech two (off): All non-combat personnel evacuate immediately by route 87! All non-combat personnel evacuate immediately by route 87!

Juri laughs sadly.

Juri to Shinji: It seems that even now, I have to race to bring you to Eva.

Shinji to Juri: What's happening? I thought all the Angels were destroyed?

Juri to Shinji: The JSSDF is assaulting headquarters.

Wakaba: What? You mean the government is attacking us? Why?

Juri doesn't answer. Shinji hesitates.

Shinji to Juri: They want us to pilot Eva against...people?

Juri pauses.

Juri to Shinji: I...I don't know. Maybe.

Shinji to Juri: I can't kill a person!

Juri looks down.

Juri to Shinji: They will kill you. Me, Misato-sempai, Ritsuko-san, Tenjou-san.

She looks at Wakaba.

Juri to Shinji: Her.

Shinji looks at Wakaba. That's enough reason for him.

Shinji (softly): Okay.

Juri turns to leave.

Shinji to Juri: Juri-sempai!

Juri turns back to him.

Shinji to Juri: I can't leave her here. And she doesn't have any way to get around headquarters. We can't leave her in this room.

Juri looks at the two of them.

Juri: You're right.

Juri to Wakaba: You'll have to come with us.

Switch scenes: The JSSDF is now inside NERV, shooting anyone they run across. One NERV employee raises his hands in surrender, and is shot in the head.

2nd JSSDF officer (off): Approaching Command Center.

JSSDF officer (into radio): Terminate Evangelion pilots on site. The unconditional execution of non-combat personnel is also authorized.

3rd JSSDF officer (off): Level 2 secured.

Switch to Terminal Dogma. Utena is still considering Akio's last statement.

Utena (uncertain) to Akio: What about all these duels? Or all the pain that they have caused us?

Akio smiles softly.

Akio to Utena: You remind me of my former self. So innocent. Long ago, I might have felt as you do now.

Utena to Akio: I don't understand.

Akio to Utena: I will show you.

A light shines from above, and Utena looks up. We see the castle that floated above the Arena of Duels.

Utena: The castle?

Akio to Utena: Yes, the castle. The castle where the Prince and Princess are supposed to share eternity.

Akio indicates to the opposite end of Terminal Dogma, where a large projector is sitting.

Akio to Utena: Nothing more than an illusion you and your friends chose to hold on to. You wanted to be the noble prince that would save Ayanami. I gave you the opportunity to do just that. Nonetheless, you now place the blame on me for providing you the ideal little world you secretly longed for. But that...

The castle fades, and the projector goes dim. Akio points to Lilith.

Akio to Utena: That is very real. That is an Angel, Tenjou-san.

Utena to Akio: Angel?

Akio to Utena: Yes. It was easier for you to believe in faerie tales than show to you the brutal truth of the world.

Akio grabs Utena's arm, pulling her to him. He puts his hand over Utena's chest, as the One Engaged would do to Rei. Utena freezes as the familiar blue globe of light now emanates from her.

Rei: Tenjou-sama!

Akio pulls out Utena's spirit sword, which looks identical to the Sword of Dios. He holds it high above her, holding her in his other arm.

Akio to Utena: Allow me to tell you the brutal truth of the world, Tenjou-san. As we speak, scores of people in the many levels of NERV above us are being ripped apart by automatic weapons.

Brief flash of the JSSDF continuing their invasion of NERV, more NERV personnel being shot.

Akio to Utena: As you stand there so defiantly, criticizing the very duels which you chose to be part of without any coercion on my behalf, there is perhaps an hour, or less, before everyone in this complex will be dead.

Utena's eyes focus on the sword pulled from her. She has made no move to free herself from Akio.

Akio to Utena: Once, perhaps, you might have rightly hated me for doing what I have done. Even piloting an Evangelion, the most elaborate device of war mankind has ever created, did not open your eyes to what was really happening. Did you see the Eva as a white horse that carried you into battle, I wonder?

Utena doesn't answer. Akio's words are affecting her.

Akio to Utena: I suppose that does not matter. But while you thought of princes and magical swords, I was preparing for the End of the World.

Switch to Juri, Shinji, and Wakaba. They have reached the Evangelions. The cages are devoid of NERV personnel here. Juri looks at Unit 00's Entry Plug hesitantly. Shinji is preparing to get into Unit 01, but sees Juri hesitating. Wakaba simply looks panicked and terrified.

Shinji to Juri: Juri-sempai?

Juri turns to Shinji. She looks at Shinji and Wakaba, and her authoritative nature takes over again. She looks around, and sees no one there that can protect Wakaba.

Juri to Wakaba: You'll have to get into the Entry Plug with him.

The distant gunshots are not so distant any more. Wakaba looks at the Entry Plug.

Angle switch, Unit 00's Entry Plug screws into place, then Unit 01's. Inside Unit 01, Shinji begins the startup process. Wakaba is sitting behind the control chair. There are no harnesses or belts, so her position is pretty precarious. She holds her breath as the LCL fills the Plug.

Switch to NERV control.

Hyuga to Misato: The pilots have entered the Entry Plugs.

Warning lights flash on Maya's panel.

Maya to Ritsuko: There is a lot of distortion and noise in Shinji's synchrograph.

Ritsuko comes over and looks at the panel, so does Misato.

Tech two (off): 3rd Level has been secured by the JSSDF. Closing all bulkheads to Central Dogma.

Ritsuko: There is another person in the Entry Plug with him. The Eva senses it.

Shinji (off): I'm not leaving her behind, Akagi-san.

Misato grimaces.

Misato to Ritsuko: Shinohara-san. I'd forgotten she was still with us.

Ritsuko to Misato: Damn...sending a civilian into combat...

Misato (quiet) to Ritsuko: Will it matter at this point? And at any rate, she'll be safer in Unit 01 than anywhere in the Geo-Front.

Ritsuko looks at Misato, then nods.

Ritsuko to Maya: Cut synchronization down to seventy percent in Unit 01, and he should fine with her in there.

More warning lights flash.

Maya to Misato: Unit 00 refusing to activate. The Fifth Children's synch rate is not sufficient.

Flash of a desolate Juri inside Unit 00, taking her hands off the control grips. She says nothing.

Misato frowns. Ritsuko walks up to Gendo's side.

Misato to Maya: Place Unit 00 in the Geo-Front Lake, then. They'll kill her if we keep her here. Position Unit 01 inside the Geo-Front.

Maya to Misato: Yes, ma'am.

Hyuga to Misato: Launching Evangelion Units. Unit 00 via Route Eight. Stabilizing at a depth of 70 meters.

Flash of Unit 00 zooming through the launch tubes. Inside, Juri curls into a ball and rests her forehead on her knees.

Shigeru (off): Barricades on Level 2 have been destroyed. The JSSDF is now moving into Level 2.

Misato to Gendo: Complete takeover of the Geo-Front is only a matter of time. We were never equipped to handle an invasion of human opposition.

Gendo pauses a moment, then rises.

Gendo to Ritsuko: Dr. Akagi, please take care of things here.

Gendo walks to the lift and descends into NERV. After he is gone, Ritsuko turns to Misato.

Ritsuko: Mi-chan?

Misato: I know.

Ritsuko leaves now as well. Misato turns back to Maya, Hyuga, and Shigeru.

Misato to Shigeru: Have all combat teams on levels one through three retreat. Release bakalite into all sections up to 803.

Shigeru to Misato: Yes, ma'am.

Shots of the liquid bakalite being injected into passageways. It solidifies, making passage impossible.

Misato: That should buy us some time.

Misato puts on a headset. At that moment, the barricades to NERV Control are blown in, and the four of them have to take cover.

Hyuga: Too late.

Switch scenes back to Terminal Dogma.

Akio to Utena: Humanity, it seems, is humanity's greatest enemy. The people behind the Second Impact plan to artificially evolve mankind into a single, perfect being. They would destroy all to give life to one. And they will kill anyone who tries to prevent this from happening. But, this can all be avoided if someone can revolutionize the world first.

Flash scene of an N² bomb being dropped from an overhead bomber. It lands atop the earth that covers the Geo-Front. A massive explosion follows. All of NERV shakes as a result. In the Command Center, Misato and the three technicians are under cover as everything quakes violently.

Down in Terminal Dogma, the LCL pool shakes and spills out as the room rattles. During this time, Utena breaks free of Akio's grasp and takes her spirit sword back from him. She holds it towards him as they regain their footing. Akio is now between Utena and Rei. Akio's eyes narrow as he looks at Utena's sword.

As the smoke from the explosion clears, the Geo-Front has been unearthed. A massive crater rim separates the surface from the floor of the Geo-Front, nonetheless, it is now open to the air above.

Utena to Akio: And what is this?

Akio to Utena: We don't have time for this.

Utena (insistent) to Akio: What is this?

Akio to Utena: The sword of a noble heart. The sword that could open the Rose Gate and bring to the world a revolution.

Utena to Akio: You can't open it yourself, can you?

Akio to Utena: Naïve girl. If I could revolutionize the world alone, you would never have been necessary.

Utena looks past Akio to see Rei behind him, still on her knees gasping in pain.

Utena to Akio: If we revolutionize the world, what happens to Ayanami?

Akio to Utena: After all that you have learned, you concern yourself with that?

Utena to Akio: No one life is more valuable than another's!

Akio to Utena: No? Do you have any idea how much time and money went into the production of the Evangelion project? Do you know how many lives were wounded or ended in the process of stopping the Angels? All so you, and the other chosen Children, could prevent the end of all things? All of them believed that your lives were more important than theirs. You dishonor their sacrifice by saying such things.

Utena (insistent) to Akio: What happens to Ayanami?

Akio to Utena: She will remain the Rose Bride, as always. That is her destiny. That is why I created her, so that another option would exist for humanity.

Utena to Akio: You had no right to force her to shoulder such a burden.

Akio to Utena: No right? Don't speak of things you have no knowledge of. Her creation would have occurred without my intervention. I merely gave her a new purpose. Have you any idea what NERV would have done with her if she was not the Bride of the Rose?

Utena to Akio: That doesn't matter!

Akio to Utena: How courageous...you would put Ayanami's well-being ahead of the possibility that you could prevent the end of all things...

Rei looks up at Utena sadly, hearing this.

Switch scenes: The JSSDF is at the rim of the crater. The commander is speaking over the radio.

2nd JSSDF Officer (off): Both Evangelion Units have been removed from Headquarters before we could get to them.

3rd JSSDF Officer (off): Access to Terminal Dogma has been cut-off. They've injected bakalite into the passages.

JSSDF Commander: And the capture of Central Dogma?

1st JSSDF Officer (off): Our units are attacking Central Dogma now.

2nd JSSDF Officer (off): Blue Evangelion Unit located in Geo-Front lake.

JSSDF Sub-Commander: Look!

As the steam and dust clears from the explosion, they see Unit 01 standing in front of NERV headquarters.

JSSDF Commander: Commence attack! Concentrate on the umbilical cabling!

All the tanks begin shooting at Unit 01; the aircraft move in and do the same. The shells impact against Unit 01's armor, but don't pierce it.

Inside Unit 01, everything is shaking violently. Wakaba is clutching tightly onto the back of the pilot's chair, terrified beyond words. Shinji is watching all the firepower of the JSSDF suddenly turn on him.

Shinji: They're trying to kill us...

Switch to NERV Control. Misato, Shigeru, and Hyuga, are firing their side-arms at the JSSDF soldiers below them. Maya is hiding under the consoles, a laptop terminal open and with her.

Hyuga: Why don't they just blow up the Command Center?

Shigeru: They would probably like to, but the original Magi system is underneath us.

Hyuga frowns.

Hyuga to Shigeru: They want the Magi system intact, huh?

Misato ducks under, ejecting the clip from her weapon and putting another in.

Misato to Maya: Take out your weapon and help us, Lieutenant!

Maya to Misato: I can't! I can't shoot...

Hyuga to Maya: You've done it in training before!

Maya to Hyuga: I wasn't shooting at people then!

Misato to Maya: We are going to die if you don't start helping!

Shinji (off): They're actually trying to kill us...

Misato (into headset): Shinji-kun!

Lots of gunshots follow.

Back in the Entry Plug.

Shinji: Misato?

The sounds of gunshots are all he hears. Shinji frowns, and Evangelion Unit 01 comes to life in a frightening fashion. It leaps into the air, coming down upon one of the aircraft and smashing it underfoot as it lands on the ground. It reaches into the air, grabs another, and throws it headlong into the tank division. The aircraft explodes, taking out the tanks. Inside, Shinji is wildly maneuvering the controls as Wakaba holds on for dear life. Explosions are taking place everywhere as Shinji/Unit 01 destroys the ground armor and aircraft of the JSSDF. As he takes out the last of the obvious opposition, the ground crews manage to destroy the umbilical cord station. The power plug ejects from Unit 01, and the five-minute countdown begins.

Shinji: Oh no...

Having no obvious targets, though, Shinji simply looks at that massive field of destruction that he is responsible for. Unit 01 remains motionless.

SEELE 11 (off): Ikari has delivered Unit 01 directly.

Switch scenes: SEELE monoliths.

SEELE 04: Unit 01, the source of all our hopes, has been revealed onto us.

SEELE 09: The time has come to eliminate the flaws of humanity, and revolutionize the world through the instrumentality of all.

Keel: Let it begin.

Far above the Geo-Front, nine Stealth bombers fly. Underneath them are nine, white Mass Production Evangelion units that all look identical. Dummy Plugs that say Kiryuu along the side screw into place, and all nine units drop from the planes. The Evas glide down on wings of some sort, circling around Unit 01.

Shinji: Mi...Misato...

There is no response. Back in NERV Control, Misato is looking at Maya's terminal which displays the same thing Shinji is looking at.

We see a brief flash of Gendo in the room with the LCL aquariums, the soulless Rei's watching him. He turns and leaves.

Shinji (off): Misato?

Back to NERV Control.

Shigeru: The completed series with S² engines...finished ahead of schedule...

Misato: They are going to do it here...

Misato (into headset): Listen to me, both of you.

Vantage points switch, we alternate between Juri in Unit 00 and Shinji and Wakaba in Unit 01.

Misato (off): They, SEELE, are planning to initiate the Third Impact. This has been planned for fifteen years. The Second Impact was caused intentionally. This was done to minimize the damage of returning Adam to an embryonic state before the Angels awoke. Juri, Shinji...we come from a being called Lilith. That is the creature you saw down in Terminal Dogma, Juri-kun. Like Adam, Lilith is the source of life. We are her children. The Eighteenth Angel.

Flash of NERV Control. Maya, Shigeru, and Hyuga are all listening to her with wide eyes.

Misato (off): The other Angels were therefore...possibilities of what we might have become. Humans that gave up human form to be something else. SEELE thinks that humanity has become a colony of flawed beings, and has reached the limits of our evolution. The Third Impact is meant to change humanity.

Focus back in NERV Control.

Misato: In order to do this, SEELE plans to use not Adam or Lilith, but the Evangelions. That is the purpose of the Eva series. You have to destroy the Eva series. It's the only way to keep us all alive.

The MP Evas all land, their wings retracting into compartments upon their backs. They all carry some kind of blade/shield looking weapon.

Shinji looks over his shoulder at the countdown.

Shinji: Four minutes of power to destroy nine Evangelions? I don't have the power of Dios...

The Progressive Knife pops out of Unit 01's shoulder harness. Shinji braces himself, and then leaps into action. Unit 01 stabs the Progressive Knife through the stomach of the first MP Eva. Blood sprays everywhere.

Switch back to Terminal Dogma. Akio is frowning.

Akio to Utena: Your earnesty is admirable. But earnesty alone will get you nothing. Without power, one merely finds themselves depending on others. I've taken enough risks to acquire the power the change the world. That is how the world works.

Utena to Akio: Shut up!

Akio to Utena: Give me the sword. You know that it is right. Even as you cling to your morals, you recognize that sacrifices are always necessary. Is it such a bad thing that Ayanami would volunteer herself?

Utena to Akio: You never gave her a choice.

Akio to Utena: She could have rebuked me. She chose this path.

Utena to Akio: You can't even see your own manipulation. You took advantage of her.

Akio to Utena: Perhaps, but the price of not doing it would have been far greater.

Utena to Akio: What will you do if I give you this sword?

Akio to Utena: I will revolutionize the world. This world is spinning in the doldrums of mediocrity. Have you any idea what it was like, listening to all the pitiful cries of those unwilling to help themselves? Do you? Of course you don't. Because eternity is just a word to you and not something you've had to experience.

Akio's eyes narrow now.

Akio to Utena: I understand why SEELE wants to start over in this fashion. But I have no intention of becoming one with the miserable souls that drove Anthy to sacrifice herself, the souls that eventually killed Dios. There is no release in joining them. I will bring the world a proper change.

Utena and Akio stare each other down.

Utena to Akio: You're mad.

Akio to Utena: A typically naïve retort. I don't expect you to understand. You'd rather chase faerie tale morality than do something truly selfless.

Utena to Akio: I suppose I have no choice but to fight you, then.

Akio turns around, reaches down, and draws the Sword of Dios from Rei. Rei squirms in pain, but doesn't resist.

Utena: Ayanami!

Akio to Utena: I somehow knew it would come to this...but if you don't put down that sword now, you'll find out how terrifying a real duel can be. I'm not a Duelist, and fighting me will not be some pretend contest.

Utena to Akio: You think I don't know what a real duel is? You don't think I understand what's at stake here?

Akio to Utena: All you know are pretend duels.

Utena to Akio: The last person to cross swords with me ended up in two pieces.

Akio pauses.

Utena to Akio: And I loved him.

Switch scenes back to the Geo-Front surface: Unit 01 smashes the head of one MP Eva, rolls out of the way of another, picks up the fallen weapon of the first MP Eva, and slices off the arm and leg of the one attacking it. The fallen count lies at three. Shinji is actually moving like a duelist now, skillfully faking and leading strikes before hitting with the true attack. The MP Eva's for all their power, are being cut down quickly. The fourth falls as Unit 01 guts it with shield weapon. The fifth immediately after as Unit 01 buries the edge of the shield in its neck. Blood is spraying everywhere.

Switch to Unit 00 at the bottom of the lake. Inside Juri is furiously clutching at the controls.

Juri: Move! Move! Move!

Nothing is happening. Juri is getting frustrated and unfocused.

Juri: Why?

Maya (off): Unit 01 has two minutes of operational time remaining.

Juri continues to futilely try to make Unit 00 move.

Juri: Come on! You've moved for me before! Please! Don't you know me?

Still nothing.

Switch scenes back to Terminal Dogma. Akio and Utena regard each other carefully, each of them holding their Sword defensively.

Akio to Utena: Touga...I should have known. His last lesson was to prepare you for this moment.

Brief flash of a green stained glass window fragment, the letters ION visible.

Utena to Akio: He made certain that I understand exactly what I'm dueling for.

More of the window now, the letters OLUT visible.

They begin dueling. Both seem equally matched at first. Rei pulls herself off the ground enough so that she can watch.

The whole word REVOLUTION now scrolls across the screen over the duel.

They being moving to the far end of Terminal Dogma, towards the Dios sculpture. Akio is in control.

Switch scenes: Unit 01 is now having problems. The MP Evas are learning, and the remaining three are attack together. However, they only seem to be attempting to subdue Unit 01. Two of them grab Unit 01's arms, while the third moves behind it and holds its neck. Inside the Entry Plug, Shinji is struggling with the controls but can't seem to make them break free. The countdown runs down to zero. Unit 01 powers down. The Entry Plug goes dark.

Brief switch to NERV Control. The fighting seems to have stopped, but Misato and the three others are still under cover.

Maya: Evangelion Unit 01 now inactive...

New readings come up.

Maya: What...?

The six downed Evangelions seemingly come back to life, despite the damage down to them.

Misato: They're reactivating?

Back to Unit 01. Shinji looks just as terrified as Misato as the Units he took out have now powered back up.

Quick flash of the JSSDF Commander and his aides watching helplessly.

A blue hand reaches up from the lake and grabs the ankle of the ninth MP Eva. Unit 00 emerges from the water, up ending the ninth MP Eva with a mighty heave. The head of the Eva is crushed under the force.

Back to NERV Control.

Maya: Evangelion Unit 00 has activated!

Inside Unit 01:

Shinji: Juri-sempai!

Inside Unit 00, Juri's forehead is covered in perspiration. What's worse, she is bleeding through her nose and mouth right now. However she managed to make the Eva move, it's wounding her to do so.

In NERV Control:

Maya: Pilot's life signs are erratic...synch rate is dangerously high.

Hyuga: Heart rate and brain waves are off the charts...

Unit 00 breaks the neck of the eighth MP Eva. Picking up the dropped Progressive Knife, Unit 00 cuts a huge gap in seventh MP Eva.

Quick flash of the JSSDF Commander and aides again at the crater's rim.

Aide one: Which is our enemy?

Commander: I don't know...

Switch to the doors of Terminal Dogma. Gendo is at the lock. He slides his card, and the doors begin to open. Once open, he freezes, seeing the Duel Named Revolution taking place.

Gendo: What?

He sees Rei, in the Rose Bride dress. Then the massive Dios sculpture, then Akio. Recognizing Akio, he frowns. Just before he can walk in, there is click of a hammer being cocked. Ritsuko steps out of the shadows, pistol pointed at Gendo. She positions herself between him and the duel.

Ritsuko to Gendo: I'd imagine this is quite a shock to you, isn't it...

Gendo to Ritsuko: What's the meaning of this?

We see Akio and Utena dueling again. Utena is fighting back.

Ritsuko to Gendo: This? This is personal. This is for my mother, Ikari Gendo-san.

Gendo ignores the statement. He was meaning the duel, not Ritsuko's interference.

Gendo to Ritsuko: This is what Major Katsuragi stumbled onto.

Ritsuko nods.

Ritsuko to Gendo: Yes.

More shots of Akio and Utena dueling. They don't notice the intrusion, being at the far end of Terminal Dogma. Rei doesn't seem to notice either.

Gendo: I knew something was going with Rei...

Ritsuko to Gendo: You never cared to investigate. She was only a tool to you. A key to unlocking the door to Yui.

Gendo takes a step. Ritsuko aims at his head.

Ritsuko to Gendo: You have joined with Adam. You would use Rei to merge with Lilith, and bring about the end of all of us. All to return to Yui's side.

Gendo to Ritsuko: You knew what we were doing all along.

Ritsuko to Gendo: I decided another option would be better. You know that I will not allow you to get any closer to Lilith.

More shots of Akio and Utena. Close up on Utena as she lunges at Akio, attacking furiously now. The Dios ghost momentarily overlaps Utena.

Akio: Dios? Impossible!

Ritsuko hears this, and is momentarily distracted. Gendo pulls out a pistol and shoots her. The shot hits her collarbone. She screams and shoots him, hitting him square in the chest. Gendo falls. Ritsuko falls against the wall, sliding down. She is still alive, but a trail of blood followed her down the wall. As Gendo hits the floor, his pistol discharges one final time. The bullet flies by Utena's ear, and she is startled. Akio's sword impales her through the gut. Utena gasps and drops her sword, falling to the ground.

End Credits