On the way to Kyoto from Kamakura, Yoshitsune hears the rout of Heike’s army and sends one of his retainers to Kyoto for scouting. Yoshinaka, who beat Heike’s army at Kurikara Pass, further attacks on the retreating enemy led by Koremori. From the necessity to obtain food during the escape, Koremori parts with a suit of armor which has been passed down to the legitimate heir of the clan. One day, Koremori’s mother visits Tokiko to ask her for a loan to buy back the armor. With the help and tact of Otoku, the Heike family takes back the armor. However, seeing the armor, Mumemori brings up a surprising idea about the main branch of the family. Around that time, Yoshitsune learns from the scout that Yoshinaka and his troops are heading to Kyoto. In an attempt to make Yoshinaka change his mind, Yoshitsune spreads a rumor that the army of Yoritomo is coming to the capital. However, his intension brings about unexpected results. As the great army of Yoshinaka approaches Mount Hiei, Tomomori proposes to Munemori that the family should leave Kyoto for the west to rebuild their troops.
倶利伽羅峠の戦で平家に圧勝した木曽義仲（小澤征悦）は、敗走する平維盛（賀集利樹）に追い打ちをかける。そんな折、維盛の母・経子（森口瑤子）が時子（松坂慶子）を訪ね、敗走中の維盛が盗賊に手放した平家嫡流の鎧（よろい）を買い戻したいと、借金を申し出る。一方、義仲軍の進軍を知った義経（滝沢秀明）は、鎌倉の軍勢が迫っているという嘘（うそ）のうわさを流させ、兵を引かせようと画策するが…。
