The second round of the Battle of the Supernatural Powers is coming in three weeks, and the power-users can form 5-man teams. So, Ueki and Mori try to find a fifth member for their team. They meet Hideyoshi Soya, a very tricky power-user, but he's being targeted by his own God Candidate, Zack, to join his team of evil power-users.

Zack and his team of power-users try to coerce Hideoyoshi into joining them by threatening to destroy the Sun House orphanage. But not if Ueki has anything to say about this!

Tenko is grateful to Ueki. He has given him friendship, a purpose and treasured memories. But Tenko has a secret: if he raises Ueki up to nine stars, Tenko will die. Tenko knows that if he tells Ueki this he will refuse to reach the nine-star level. However, Tenko knows that Ueki has to get stronger to face his opponents. Unsure about what to do, Tenko decides to give his life for Ueki's quest to become stronger. After all, it was the first time in a long while that Tenko has felt needed and he appreciates it so much. When Mori finds out about this secret, she rushes off to stop Tenko from raising Ueki's level, but it is too late: Ueki is already inside of the awakening organ and he can't hear Mori from the outside. Will Ueki lose another precious friend in the name of this heavenly tournament?

Ueki and friends are ready to start the team tournament stage. They make way to Heaven where they meet four other teams of gifted whom they are meant to battle. God makes an appearance to tell the teams the rules for this stage of the tournament and with his usual penchant for eccentricities, starts off with a treasure hunting battle by sending the two teams to their destination via a heavenly pachinko method. Ueki's Team is going to be up against the Guruno Team. Right from the start, Ueki is up against Gitar, a music loving guy in a full black suit. Ueki attacks him with everything he has, but Gitar just shakes off the attacks, claiming to be invulnerable. How will Ueki be able to defeat someone he can't even hurt?

With one win, Team Ueki looks optimistic, but a new challenge awaits the group. This time around, Sano and Rinko will have to face a pair of gifted that make use of each other's abilities to defeat opponents. Muunin can turn bad puns into reality when the opponent laughs and Pastello can turn any line drawing into a portal which he uses to tickle the intended victim. Sano and Rinko are competent on their own, but lately they've been getting on each other's nerves. Can Sano look past Rinko's carefulness? Can Rinko look past Sano's carelessness? If they want to win this battle, they will have to find a way to look past each other's flaws and work together as a team.

Ueki talks with Pekol who wishes to be strong just like Ueki. Inspired by Ueki's defeat of Gitar, he decides to quit working with Gurano. When he confronts his teammate about this, though, Pekol is verbally deflated and submits to Gurano's whims. With the ability to turn models into the real thing, Gurano summons a giant robot to combat Ueki. With no robot of his own, Ueki must rely on his own abilities. With a bit of ingenuity, Ueki knocks down the first robot, but Gurano summons another more powerful machine. How can Ueki keep fighting someone who can create an endless supply of powerful opponents?

The Ueki team's next opponent is the Marilyn Carrey team, who defeated Caption's team in less than five minutes! What's more is that Li Ho has challenged Ueki to a fight, and Rihou has significantly grown stronger since their last encounter.

The battle between the Ueki team and Marilyn team begins. Marilyn is so confident that her team will win that she vows to defeat Ueki's team in four minutes!

Ueki's strategy of stalling for time has been found out and it greatly amuses Team Marilyn that Ueki would think of such a thing. Revealing their history of growing up on the battlefield, Ueki finally understands just how combat ready these opponents are. Leaving Baron to deal with Ueki, the other Team Marilyn members give chase to the remaining members of Team Ueki…

While Ueki is busy trying to get back to his teammates, Sano, Mori and Hideyoshi face the remaining members of Marilyn Team. Being the only fighter with offensive capabilities, Sano decides it is up to him to protect the others. He seems to be doing fine, but it is a last second rescue by Mori that shows him he can depend on his friends for support. Using their own strategies, they are able to counter Marilyn Teams many traps and even set a few of their own. This ends with Marilyn Team losing Pudding. Faced with dwindling numbers, they choose this moment to reveal Matthew's hidden power: the ability to grow two extra sets of arms, all of which fire rapid fire guns! Sano manages to protect his teammates from the brunt of his attacks, but Marilyn is back and looking to put an end to their resistance. Will Ueki make it in time to help his friends or will they all end up in the care of gentle ghosts like Rinko did?

Sano, Mori and Soya are facing the remaining members of Team Marilyn. Sano is doing his best to protect his friends, leaving Soya with a chance to escape. Soya jumps at the chance, but a moment from the past reminds him that even he can overcome his own cowardice. Distracting Team Marilyn, the three of them escape only to be ensnared once again. Mayilyn tells them how hopeless their situation is, explaining how Ueki won't even be able to save them. However, Ueki lives to do the impossible and manages to come just in time to save Sano from a lethal blow. Proving that his sacred treasures aren't as weak as others think they are, Team Ueki is ready to fight on, but who should interrupt but the Kami-sama himself! He reveals the bearer of the ten point necklaces: Marilyn for Team Marilyn and Mori for Team Ueki. Everyone splits up, but how will Team Ueki fare against the well trained Team Marilyn without the benefit of teamwork?

Mori faces Memory all by herself. Still unsure of her power, she tries to bluff for time while waiting for her teammates. Unfortunately, Sano can't hear her cries for help and Ueki just passed out! Left on her own, Mori can only run away from the battle experienced Memory. Mori tries desperately to solve the mystery of her power, trying out every idea that pops in her head…

Ueki and his team are sore about Anon ambushing them before their fight with Team Caption, and they aren't the only ones, but they choose not to dwell on the situation. Instead, they get some time to relax at home on Earth. Ueki heads back to his home and finally reveals everything that is going on about him being from heaven and his current fight for the God candicacy…

Against Team Ballow, Rinko goes first. Her opponent is Ban Dicoot, but Tenko notices something odd about him: he is a heavenly being! In fact, all of Team Barou are heavenly beings. They were all brought together for this tournament in order to support Anon and Margaret's wish to become God. Like Ueki, Ban is able to make use of the sacred treasure, but something is different about these treasures that force Rinko to hold back her attacks. It seems that Ban's power is to bring life to inanimate objects which come out looking like cute, adorable faces that Rinko can't bring herself to hit!

Sano took Diego's advice by heart and came up with a plan to defeat him. By making a magnetic track, Sano propelled himself towards a trapped Diego at incredible speeds and rammed him head on. Still, Diego was able to grasp victory by a powerful bluff while Sano was in the null power area. Now the games are tied one to one. Next up is Mori vs. Kilnorton, with an IQ of 179. Mori is freaking out about how to get him to do the special pose, but thanks to Hideyoshi, Mori tricks him! The problem is that Kilnorton has already planned for everything…

Angered by Ballow's attack on Sano, Ueki is ready for this fight. Problem is that he had all of his sacred treasures removed! It seems that Ueki's heavenly father gave him some advice on reaching level 2. Ueki's problem is that he didn't fully master his gifted power before obtaining his sacred treasures. With the two conflicting powers, Ueki isn't able to master his original power well enough to reach level 2. To do that, he has to get rid of his heavenly powers and work from there…

Ueki has finally reached his level 2 power! He can now revert the powers of others back to their original state. If Ballow attacks with multiple visions made reality, Ueki can return them to simple past visions. Ballow's advantage is severely limited with this turn of events. Ballow realizes this and presses on, hoping to overwhelm Ueki before he can fully master this power, but as he does so, the past that wounds him so comes back to him. A long time ago, he lived peacefully with his mother, but due to an accident, he used his sacred treasure on his mother…

God continues telling his story of the past and the girl he met, Haruko Ueki. After saving her from the bullies, she tries to pay him back, first by force feeding him several plates of curry, then by a whole mess of other thing. Eventually, God is able to escape, but not before he finds an elderly woman whose foot gets stuck in a railroad track. God knows that he can't interfere with life or death situations on earth, but just when it seems that the woman will die, Ueki jumps in and helps the woman. Seeing the girl's determination, bravery, and optimism towards the future, God jumps in and saves them both…

The final round is approaching and everyone is contemplating the upcoming round. Ueki and Mori chit chat and Ueki gives her his lucky charm, telling her she needs it more than he does. Souya sits on a cliff and comes to the conclusion that he is useless and a hindrance. And Rinko and Sano walk along in the forest, and Sano comments on how she still loves Robert. He tries to ease her troubles by telling her that they will get Robert back…

The fourth round begins and Anon explains the rules. They are quite simple: be the first to make it to Anon and defeat him to win. If they can't, Anon will destroy everyone. While Anon hides in his floating battlefield, everyone attempts to meet up with him, including Ueki and Ai, but they are stopped by Hellion Margarette. Margarette threatens Ueki then goes after Ai. However, due to Ueki's determination to stop Anon, Margarette reveals his true form, and the secret of The Protectors: they are sacred beasts in human form. Meanwhile, Li Ho is the first to meet up with Anon, and they fight. Li Ho stands up pretty well against Anon, managing to block most incoming attacks and show an impressive display of power as usual. However, he is no match for Anon, and is defeated after a long battle. Just as he faints, Rinko and Sano show up ready to fight. But they aren't alone. Ban Dicoot and Diegostar show up to help.

Ueki was able to beat Anon using Maoh. They went back to school and Sano studied geography to make and Rinko dumped Robert. Kobasen became Ueki's new homeroom teacher and the talent he wrote on the blank zai was "reunion".