24 episodes · 2nd July 2009
Cruz Schild, the last survivor of the resistance against Simeon is attacked by a Testament only to be saved by a very unusual priest named Adam Blade. After taking Cruz back to his church Cruz is unofficially taken in by Adam and his friends Eve Neuschwanstein and Gido
Whilst out shopping Eve and Cruz are attacked by one of Simeon's most dangerous Needless. At first the battle seems hopeless but Eve is far more powerful than she looks and once she learns the secret of her opponent’s seemingly endless abilities she quickly turns the tide of the battle.
Adam is attacked by a Needless called Teruyama Momiji who is seeking revenge for the murder of his friends and family. After a heated battle it emerges that Momiji has the wrong Adam, in fact the man he wants is Adam Arclight. As such he quickly joins forces with the group from the church.
Adam and the others receive information from a mysterious character called Disk who instructs them to head to Iron Mountain. On the way they encounter a scared young girl called Mio who ends up tagging along. When they finally meet Disk they are surprised to find a young female cyborg rather than the decrepit old man they expected.
Disk explains that Adam is a failed attempt at cloning the 'Second' and that that is the reason that Simeon is so interested in him. However, before they can continue there discussion they are attacked by the Simeon Girl's Force. During the battle Mio reveals her true colours and Eve is kidnapped.
Eve manages to escape from the Simeon Girl's Force to the nearby 'Governor's Mansion', a pre-war building protected by an advanced security system called Goldilocks. Meanwhile, the rest of the group, now accompanied by Disk decide to regroup at the church.
Adam accompanied by the rest of the group heads off to rescue Eve from Simeon Headquarters. They arrive just as a huge crowd gathers for the opening of the new building. However, when Adam Arclight shows himself a small group of needless associated with the resistance attack him.
As Adam faces off against Arclight people attempt to flee in order to escape the destruction caused by the fight. However, Riru and a squad of giant Testaments prevent that from happening and it is up to Disk to save them.
Disk and the others manage to use one of the giant Testaments to sneak inside Simeon Headquarters. However, the group are attacked and separated whilst trying to find Eve and Adam. Meanwhile, Adam faces off against Mio, Kuchinashi and Setsuna in the Third Shelter but the trio prove far more powerful than he previously thought.
Adam looks back at the first time he met Sato and Solva. Some years ago whilst Adam and Seto were on an assignment for the Guild they encountered a young girl called Solva who is not what she first appears.
Adam, Sato, Solva and Momiji join forces and are easily able to defeat Mio, Kuchinashi and Setsuna. However, the group must then deal with Eve who has been brainwashed by Kurumi's fragment 'Black Attraction'.
Kuchinashi unleashes her most powerful weapon, the wickedly deceptive Lillith Temptation.
After lying in wait for so long, Saten finally makes his move, revealing just what his fragment actually is.
During the battle with the Fourth Great One, her mask is taken off, shocking everyone as to her true identity.
As Aruka deals a deadly blow to Cruz, he remembers their early days in the Resistance.
As Cruz hovers between life and death, Aruka and Saten try to destroy Blade and his comrades once and for all.
Just as Aruka is ready to finish off her brother, she is stopped by an unlikely interloper.
Blade attempts to steal Arclight's powers, and the origins of the Adam Project are revealed.
The true nature of the "Adam" and "Eve" test subjects are unveiled at last. And the two "Adam"s have a greater connection than they realize.
Blade and Arclight escalate their battle. And Aruka discovers what's really behind Saten's deceitful motives.
Saten announces his plans for domination and reveals who he plans to have sit by his side as he rules.
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