Jeanne and Atalanta continue to battle, with Jeanne barely able to hold her own against Atalanta's new bestial form. Achilles then intervenes, deciding to battle Atalanta to save her from the dark path she has chosen. Jeanne continues on to find Shiro. Meanwhile, Sieg's time limit on his transformation runs out, though Karna makes a request to him and Caules to rescue to the Red Masters, who are still being held hostage by Shiro. Caules adds a condition that if the Red Masters are saved, then Karna will spare Sieg if he cannot defeat him before his next transformation expires. Caules teleports the Red Masters away and Sieg and Karna battle once again...