Nina recalls a combat exercise set in a capture the flag scenario between the students of Zuellni and another Regios in which Zuellni lost. Nina introduces Layfon to the members of the 17th platoon, and fights Layfon in a practice duel. While Layfon fares well, he is sent into a wall by Nina's kei blast. Afterwards, Felli confronts Layfon about allowing Nina to defeat him, and reveals that her brother Karian planned to force Layfon to enter the military arts. Layfon meets with Nina during his part time job, and Nina reveals that she ran away from her parents to learn the military arts in Zuellni. The 17th platoon enters into a capture the flag battle scenario against the 16th platoon, and fares poorly. As Nina is about to be defeated, Felli sends Nina's thoughts to Layfon, who uses a powerful burst of kei to defeat the 16th platoon members to the astonishment of the onlookers. However, Nina and Felli are furious at Layfon, Nina because he deliberately held back his power during the battle, and Felli because he didn't.
レイフォンに一目惚れしたメイシェンは、級友のミィフィとナルキの助けを借り、なんとか彼にアプローチしようとする。一方レイフォンは、第十七小隊のスカウトを断りに行き、ニーナとフェリ双方から厳しいプレッシャーをかけられる。前途多難の学園生活に落ち込むレイフォンの前に、生徒会長カリアンが現れた。