While Kaoru is leading her teammates and Dr. Sakaki on her mad dash into the night, Mio is nursing her grudge against Kaoru as she and her assistant are transporting Minamoto whose endeavors to encourage some conversation and understand the situation prompt Mio to tape his mouth shut and take away his limiter-release phone before warning that evacuation/importation will mean his life. Having psychometrically read the the poorly-drawn map Mio left behind and determining the perpetrators' hideout, Dr. Sakaki continues on alone after leaving the girls to take a nap. Minamoto recovers himself enough to get an idea of Mio's residential circumstances before guiding Mio through proper nutrition and hygiene. Sakaki's arrival prompts a battle with Mio's assistant whose fighting becomes fiercer as his background and Mio's back story inspiring the advent of P.A.N.D.R.A. are revealed. Kaoru confronting Minamoto's affection for Mio (who is wearing a new outfit that Minamoto gave her) instigates another battle that Mio begins by creating two other clones whose merits and demerits are clearly demonstrated -- Aoi having trouble with her Mio clone and Shiho trapping hers using an old construction machine. Minamoto turning the tables by seizing Mio's immobile lower half to take it out of range and Aoi's Mio clone becoming emaciated before eventually vanishing offers little comfort as Shiho's Mio clone goes berserk. A correlation flashback and a frenzied clone attack on Kaoru's part inspires Mio to see the light and subjugate the berserker before retreating with a vow of revenge. Even when beaten up by his esper charges, Minamoto is in anguish over Mio thinking she might have not been so easily manipulated by Kyōsuke if B.A.B.E.L. had gotten to her earlier unaware of the fact that Mio is reflecting upon that confrontation as well. Kyōsuke's conversation with Mio suggests that Mio's conflict with Kaoru was by design and that he really does care about Mio considering that he is not keen on the residential circumstances and lifestyle Mio chose for herself.
