We see some flashbacks of Ichise's childhood. His father was tortured and hanged for some crime he committed. A short time later, his mother became very ill and died. He received a vial from the hospital that contained some of her cells and he had kept it with him since. He wakes up in Doc's Lab and he freaks out that he doesn't have the vial. She tells him that she used the contents as part of a new Texhnolyze Unit that will become his new arm and leg. He freaks out, but she knocks him unconscious.

Some men from the Alliance attempt to assassinate Oonishi, but fail miserably. We learn that Kimata, the Alliance's leader, is Texhnolyzed, which is strictly against their ideals. We also see Oonishi's wife, Mana, for the first time. She is very unresponsive and almost seems to be off in her 'own world'.