"Lose the disguise."
-Sailor Moon to Sailor Venus
Senishenta has encased Tuxedo Mask in crystal, while Kaorinite has taken Serena's locket, preventing her from transforming. Kaorinite and Senishenta leave with the frozen Tuxedo Mask and the locket, Kaorinite telling Serena to meet her at Tokyo Tower if she wants to see Tuxedo Mask again. Seconds after they leave, the other Sailor Scouts arrive. Amara and Michelle give Serena a ride to Tokyo Tower. On their way, they ask Serena about her opinions of sacrificing people to save the world. She says if everyone works together they can save the world without a sacrifice.
Serena arrives at Tokyo Tower and meets up with Kaorinite and Senishenta. Senishenta extracts Serena's Pure Heart again. Sailor Uranus and Sailor Neptune arrive and say it does not possess true power, and that its light just reflects the purity. They return it to her. Kaorinite reveals to Sailor Uranus and Sailor Neptune that Serena is Sailor Moon. However when Serena sees her chances of survival are nonexistent, Sailor Venus arrives, having used the Luna Pen to disguise herself as Sailor Moon to trick Kaorinite into thinking that she, and not Serena, is Sailor Moon.
Kaorinite throws the locket away and leaves. Sailor Uranus and Sailor Neptune follow her. Sailor Venus attacks Senishenta with attacks Sailor Moon has never used or even heard of before (like the Love Me Moon Chain, which is the Venus Love Chain Encircle). Sailoe Venus breaks Senishenta's arm and Luna returns Serena's locket to her. Serena transforms into Sailor Moon and immediately destroys Senishenta with Moon Spiral Heart Attack. Tuxedo Mask is released from the crystal reuniting with Serena who has already transformed into Sailor Moon.
Kaorinite has the upper hand on Sailor Uranus and Sailor Neptune, until the Sailor Scouts and Tuxedo Mask arrive to help them. Instead of retreating, Kaorinite pours a culture fluid on the glass shoe to give her the same powers as Senishenta, namely a crystal sword and the ability to use a crystal beam to encase her enemies in crystal. They all attack her, but nothing they do even affects her. Eventually, Tuxedo Mask duels her, and while she is distracted, the Sailor Scouts do the Sailor Planet Attack, but this doesn't succeed in killing Kaorinite. As Kaorinite shoots a crystal beam at the Sailor Scouts and Tuxedo Mask to freeze them all, just when all hope had faded, Sailor Uranus decides to help Sailor Moon for once, and uses World Shaking on Kaorinite, hitting her directly and turning her crystal beam against her, encasing her in crystal. She then falls over the edge of Tokyo Tower.
- Last appearance of Daimon Senishenta
- First appearance of Eugeal
- Kaorinite is killed in this episode
- Serena Tsukino/Sailor Moon- Linda Ballantyne
- Amy Anderson/Sailor Mercury- Liza Balkan
- Raye Hino/Sailor Mars- Katie Griffin
- Lita Kino/Sailor Jupiter- Susan Roman
- Mina Aino/Sailor Venus- Emilie Barlow
- Darien Shields/Tuxedo Mask- Vince Corazza
- Amara Tenoh/Sailor Uranus- Sarah LaFleur
- Michelle Kaiou/Sailor Neptune- Barbara Radecki
- Senishenta- Mary Long
- Kaorinite- Kirsten Bishop
- Doctor Tomoe- Jeff Lumby
- This is the thirteenth episode of Sailor Moon S, and features the death of Kaorinite, ending her attempts at Heart Snatching. This is similar to how the Alan and Ann arc of Sailor Moon R ends at Episode 13.
- Tuxedo Mask only speaks three times in this episode. He does not say anything when the Sailor Scouts are about to fight Kaorinite at first.
- Serena does not wear or touch her brooch until the end of the episode, considering the episode was very serious.