Satellizer el Bridget, the strongest ranked Pandora who doesn't let any one come near her, is embarrassed by a newly transferred student when he mistakenly hugs her in the middle of a duel.

Contrary to everyone's warnings Satellizer doesn't lash out at Kazuya when he tries to apologise to her; on being provoked by a gloating Ganessa, Satellizer reveals a vicious attack.

Kazuya gets pulled into a catfight between Satellizer and a classmate; Kazuya shockingly unlocks his true powers.

With the only Limiter willing to help her, Sateliizer faces Ingrid in a duel. When Ingrid grows hell-bent on enforcing the discipline of ranks on younger students, Kazuya tries to probe the depth of her reasons.

Satellizer and Kazuya finally pair up as Pandora and Limiter; Kazuya gets ambushed and gets rescued by a new student who falls into a belief that kazuya is the one for her.

Much to Satelllizer's jealousy, Rana tries to get Kazuya to be her limiter. Seeing an opportunity, a senior manipulates them into fighting each other to death.