It's 30 December 1999. Utsumi and Bud have returned to Japan to challenge the SV2 again, and sell their team's services in the format of the Griffin. At the SV2, the AV-Zero is going though its paces. It has been improved and is now much faster. Kanuka has returned to Japan to visit her grandmother and has dropped by to visit her former colleagues at the SV2. Detective Matsui discovers that several top Labor specialists are in town and informs Captain Goto of his findings. Meanwhile, Momoko Sakurayama receives a tip-off that several arms dealers are also in Tokyo. She informs Kumagami, who in turn tells Captain Goto. Something big is going to happen. That night the Griffin Labor returns. Division 2 was previously called out to a fire, so Division 1 is called in to deal with the Labor. Bud soon figures out the Zero's weakness: it is programmed to stop near buildings to avoid damage. He takes full advantage of this and defeats both Patlabors.

Noa wakes up to discover she has a toothache. But some members of the team think it's more than that, especially when Asuma has been teasing her about her wisdom teeth all morning. The team force Asuma to apologize, but that just makes things worse, especially when there was no apparent reason to apologize. Shinshi gives Noa painkillers to ease the pain, but unfortunately she takes them all at once causing her to sleep most of the morning. Later in the afternoon, Division 2 are suddenly called out to an incident where a stolen Labor is running a muck in a forest. Only problem is that every time Noa takes a step in her Ingram, her tooth hurts like mad.

The remains of Division 1's Labors return to the hanger. Noa is somewhat scared of the prospect of having to fight the Griffin again, but Asuma assures her that she can defeat it. Meanwhile Schaft's section chief is livid at Utsumi's actions. Goto asks Kumagami about her relationship with Utsumi. She tells him it is none of his business. Bud leaves the ship where the Griffin is being hidden to visit the SV2. He doesn't go into the hanger to meet them, and stops at the gate because he is worried that Goto might spot him. He is later chewed out by Utsumi because of his actions. Kurosaki notices that Bud is becoming more dangerous and secretly orders to place a bomb on the Griffin without Utsumi's knowledge. If it looks like the Griffin will be captured Kurosaki will destroy the Griffin and Bud. Matsui notices that the labor specialists are on the move. They are in fact being taken on a bus en route to the Griffin Labor's next show. Utsumi notices Matsui trailing the bus and manages to give him the slip. The Griffin appears that night, 31 December 1999, and Division 2 are mobilized. Meanwhile Kanuka is taking her grandmother on a trip. On the train she overhears a news report about the Griffin surfacing again in Tokyo bay. Her grandmother senses her anxiety and tells her to go and that she will be fine by herself.

The children's TV program Together With Mother has finally been axed after 20 years, and is about to begin its final broadcast. Unfortunately, one of the cast members, Kumagoro, a man in a bear suit, has decided to take the rest of cast hostage by grabbing them with a small a Labor. He demands ¥300,000,000 and a helicopter or he'll blow up the cast. To prove his claims, he sets off a car bomb in the parking lot. Division 2 are called in, but the producers of the show seem to want to prolong the situation in order to get higher ratings. Kumagami and Noa enter the studio disguised as waitresses in order to free the hostages, but the plan does not go well. The riot police are called in after Division 2's failure, but Goto thinks they'll just inflame the situation more. However, Goto does have a plan which is so bizarre it might just work.

The Griffin is ready to fight Division 2. Momoko Sakurayama races to the scene, but a traffic jam is holding them up. She decides she can wait no longer, and runs to the scene without her camera crew. Meanwhile, the Ingrams face off the Griffin across a bridge. In the ensuing battle, the Griffin escapes off the bridge into the water and Ota shoots a hole into the bridge with the shotgun in an attempt to hit it. But the Griffin pulls Ota's Labor down through the hole. Ota manages to escape, but his Labor is at the bottom of the bay. Kanuka returns to the SV2 hanger to retrieve Unit 3. She is determined to help her comrades, but will she make it to them in time? Momoko finally arrives at the scene to report on the action, but Goto and Kamagumi have other plans for her and her camera crew. They ask her to film the windows of the hotel where the fight is taking place. Goto believes that the Labor specialists are watching the show inside the hotel. He wants to be able to identify them. Utsumi orders Bud to fight Noa. Bud smashes Noa's Ingram back onto its carrier. Noa's Labor is flat on its back, and Bud is coming in for the final blow. Worse yet is the fact her battery is running out.

After the hot water system (a 40-gallon drum attached to propane tank) at the SV2 literally blows up, Division 2 is forced to go to a bath house to wash themselves. Upon driving to the bath house, they come across a man lying unconscious in the street. He identifies himself as a policeman. He has been tracking down a terrorist who has been responsible for several bombings of businesses with contracts with the Babylon Project. He found the terrorist, but was knocked out by him before he could be arrested. Before the police officer passes out, he tells them the terrorist can be identified by three moles under his right arm. None of the team saw anybody pass the van they were driving in, so he must have headed in the other direction: a dead-end street with the bath house at the end of it. The men of Division 2 decide to arrest the culprit and enter the bath house. The only problem is that most of the suspects look like Yakuza members, and who in their right mind would attempt to look under their armpits?

Noa isn't moving, so Hiromi moves his carrier back, out of reach of the Griffin. Meanwhile Shinshi rams the Griffin with his carrier to enable Hiromi and Noa to escape. Noa's Labor is now totally out of power. She needs to recharge her batteries fast. Unfortunately, the Griffin has gotten past Shinshi, who tries to block it, but feels the Griffin's wrath for his trouble. The Griffin runs after the escaping carrier, but Kanuka arrives in the nick of time and starts fighting it. Sakaki has also arrived in machine 3's carrier with a new set of batteries for Noa. Kanuka needs to hold off the Griffin until Noa can change her batteries. Unfortunately, Kanuka is severely beaten and has her Labor's arm ripped off. While most of Tokyo celebrates the first moments of the new year, Noa goes back into battle, but Bud announces through the external speakers of the Griffin that he is finally going to fight his "big sister" (a term of affection – he's not really her brother). Noa is absolutely shocked. She realizes that the young boy she met at the arcade is actually piloting the Griffin. Kanuka tries to shoot the Griffin, but Noa tries to stop her and explain who is in the cockpit of the Griffin. Kurosaki decides that now might be a good time to use the bomb on board the Griffin. Utsumi tells him that he knew about it and that he's already removed it. Both of them decide that the game is over and leave disguised as hotel staff. Meanwhile Kumagami has been trying track down Utsumi inside the hotel. She confronts him, and we discover the nature of their former relationship. Utsumi tells her that he wants to turn himself in. He tricks her when they embrace, and he throws her in a large laundry hamper and escapes. Meanwhile Bud and Noa continue fighting, while trading insults through their external speakers. Noa manages to get the upper hand and pile-dives the Griffin and arrests Bud. Kurosaki and Utsumi escape the police road blocks. Utsumi tells Kurosaki that in fact he did leave the bomb on the Griffin, and presses the detonation button as they drive off and flee from the scene. Division 2 notice the bomb in time, and Kanuka manages to throw the Griffin into the bay before it explodes. Later, Bud is deported back to India. Kumagami decides to give away the watch Utsumi gave her when they were lovers, to Shige.

Ota has yet again totaled his Ingram in the line of duty. Sakaki orders the mechanics to fix the labor overnight. Shige tells him that they can't do it and have been working non-stop, and will probably need a night off. Sakaki is sympathetic to their plight and checks up on the sleeping mechanics. However he finds tons and tons of pornographic magazines and videos in their possession. Enraged, he publicly burns the lot and instigates new rules, banning many popular pastimes such as fishing, and leaving very little of a private life. The mechanics are very upset and Shige decides to talk to Sakaki. Before he can get a word out, Sakaki tells him that he may be retiring soon, and that Shige will eventually be head mechanic. Sakaki tells him that he will have to look after the mechanics and discipline them. Shige takes this talk the wrong way, and forms a force to weed out mechanics who break the rules. This causes the mechanics to revolt, but some don't agree and splinter groups form. Kidnappings and beatings of other mechanics begin. Though the ruckus doesn't effect their work, Sakaki must do something to regain control.

Captain Goto treats all of Division 2 to a break at hot spring. Things seem to be going well until Kumagumi tells Kanuka that she has put away the underwear she left in the change room. Kanuka is quite angry at Kumagami. She finds it an invasion of privacy. This causes both of them to argue with each other. The other members try to stop them from fighting, but it only causes them to argue even more. Division 2 give up trying, so they decide to drink themselves into a stupor and try to forget about it. The arguing only gets worse with more alcohol. Meanwhile Captain Goto escapes and decides to call Shinobu just to get away from them.

Ota has a strange dream where he kills his team mates who have all become criminals. He wakes up to find himself in Shinshi's house where Hiromi, Asuma, Shinshi, and Shige are dead from gun wounds, and Ota is holding a gun in his hand. He runs screaming from the house, but he soon can't remember who he is. Did he kill all those people? He looks in his wallet and because he has Shinshi's wallet, he believes he's Shinshi. Meanwhile the SV2 search for Ota. Goto believes he has amnesia. They must find him before he hurts someone else or himself.

While riding back to the hanger in the rain, Noa spots a cardboard box near the gate. Inside is a small kitten that was abandoned by someone. She sneaks it inside and asks Hiromi to help care for it. He says it's very weak and might die, but Noa is determined to help it survive. Being called out to Labor incidents doesn't really help, so she asks Asuma to talk Shige into helping while their called out to crime scenes. The kitten survives and is doing very well. Unfortunately, it looks like Captain Goto might know, and it's getting harder and harder to keep it under wraps. During cleaning of the hanger, the kitten escapes and nobody can find it. Division 2 are called out to a crime and Noa discovers the kitten sitting in the cockpit of Alphonse. Unfortunately, it wants to play and causes Noa to lose control of her Ingram.

Goto and Shinobu are returning from a conference in Karuizawa. Shinobu has sprained her ankle by falling down the stairs as she left and Goto has had to drive her back. Unfortunately, a typhoon is headed for Tokyo and they end up in the middle of the storm. Every way they turn there are traffic jams and road closures. Shinobu refuses to return to the conference because of the embarrassment of spraining her ankle. There's no way to get back to Tokyo. Instead of waiting it out, Goto suggests they stop over at a motel for the night and drive back the next morning. The only problem is that there is only Love Motels in the area, not normal ones. Feeling a little nervous about the prospect, Shinobu reluctantly agrees to spend the night at one of these places. Goto of course doesn't really care where he spends the night. But could this be Goto's lucky day? This episode explores Goto's unrequited love towards Shinobu and shows that she might feel the same way.

A urethra stone made of pearl is excreted from the captured albino alligator (now in the Tokyo Zoo) that was found in the labyrinth of tunnels under the reclaimed land beneath the SV2 hanger. With the stone being worth over ¥200,000,000, some of the mechanics try their luck to see if there are anymore albino alligators excreting the stones down there. They don't return and nobody is particularly happy about staging a rescue mission to find them, especially after what happened last time. Sakaki wants to seal the manhole up, but Asuma decides to help and ropes in most of Division 2 to help him. Meanwhile Matsui calls Gotoh to tell him Tadayama Fumihiro, the man who lived down there and occasionally stole food from the SV2, has escaped the mental institution he was in and is most likely headed back to the underground passages. This information comes a little to late for the team and they fall prey to most of his traps, causing Ota to accidentally shoot up most of their equipment. Will they ever get out of there alive?

Asuma discovers a postcard inviting him to a school reunion. However, he doesn't remember receiving it. He goes to the reunion and sees Yuki Kasama, a girl whom he once had a crush on when he was at school. He feels rather embarrassed and doesn't speak to her, but she goes over to talk to him after the reunion. After talking to her, he reluctantly asks her on a date. The next day they go to the museum and planetarium. Asuma has to go to the toilet but when he returns to his seat Yuki has gone. In the seat where she sat there is a postcard from an exhibition of photographs. Rather confused, he goes to the exhibition the following day and meets Yuki, who is looking at the photographs. She apologizes for leaving and they both sign the guest book. While walking her out, she mysteriously disappears again. The following day at a crime scene, Noa is about to fire upon a criminal labor. Suddenly Asuma sees Yuki standing behind the labor and orders Noa not to shoot. Noa eventually stops the labor, but his team mates are confused at his actions. They could not see anybody behind the labor. Later that night, Yuki comes to the SV2 hanger to apologize for actions that day. She tells him that she will be leaving the country and she'll never see him again. She runs out, but Asuma can't catch up with her. The next day, he finds the invitation to the school reunion again, but the date is the following day. At the reunion, he asks about Yuki. His old school friends tell him that she hasn't been seen in years and no one could get in contact with her. Asuma goes to the exhibition and cannot find his or Yuki's name in the guest book. Did she actually meet him or is it all just a dream?

Noa has had a very hard day. She comes back to the hanger and heads straight for bed. She wakes in the middle of the night and notices a light on in a small building at the back of the hanger. She investigates, but can find no one inside. She places her hand on a poster on the wall, and a portal opens below her feet. She ends up in some sort of underground base, and finds the whole of the SV2 down there in strange uniforms. It is in fact the base for CLAT Japan (Creature from Luna Attack Team), an organization dedicated to fighting aliens, and the SV2 is just a front to keep the organization secret. Before Noa can react, aliens attack CLAT's orbiting base. Ota and Shinshi fly out to help Shinobu as her Labor has been hit by enemy fire. But Shinobu returns safely and reports Shinshi and Ota were shot down. Strangely both of them return sometime later, but they are actually aliens in disguise. The other team members are not fooled and shoot them dead before they can attack. The real Ota and Shinshi have been captured and Noa and Asuma head off to rescue them. Meanwhile the rest of the team fight off the hordes of UFOs currently attacking Earth. Noa and Asuma manage to rescue Ota and Shinshi, but in the process a monster emerges from the UFO they were being held in. Noa however has a secret, she can transform into Ingraman, a giant alien from the AV-98 Nebula who defends Earth.

Division 2 are on vacation. Noa is doing some cleaning at home, but can't find a personal item she had since she was a child. She goes to work but can't find it there either. She meets Kumagami there who is writing up a proposal to create two extra Divisions. Ota is also there, dismantling and cleaning his Labor's gun. Kumagami submits her plan to Captain Goto and Shinobu. He tells her that they are already planning something like this and ask if she would be interested in being captain for the third division. She says that she would have to think it over, which surprises both Goto and Shinobu. The next day Kumagami is taking a trip to see some of the new cadets who will eventually form the third division, and asks everyone to come along. Asuma says he and Noa can't and tells them they have something important to do. Despite her protests, Noa goes along with Asuma. Meanwhile the rest of the team arrive at the Police Academy to meet the new cadets. Ota decides to prove that he can take on the new cadets, and surprises everyone by using hand to hand combat instead of a gun. He easily defeats the cadet he's up against. When the team are just about to leave, the cadet that Ota had beaten hands over a bag with an item that a former cadet left behind. Asuma takes Noa to a graveyard. He takes her to the Shinohara family grave. He explains that today is the anniversary of his brother's death and that he committed suicide, perhaps to spite his father. On their way back to the car Asuma spots his father coming towards him. He tells Noa to wait in the car so he can talk to him. Asuma and his father have always been on bad terms.