M A R Q U I S D E C A R A B A S
Eri's parents are getting a divorce, and her father is involved in a sex scandal. To keep her mind off of things, she absorbs herself in the play her class will be putting on, "Puss in Boots." She'll be playing the lead role, with Naota as the cat. Naota, however, is nowhere near as excited about doing the play as she, causing her to yell at him for skipping rehearsal when he comes to school. She also makes sure to point out that his fisherman's hat doesn't look good on him at all.

After he skips rehearsal again later that day, he happens upon Ninamori, sitting on a flight of stairs by the train station. She's decided that she has no home to go to anymore (and only a useless cat there), and is suddenly found by Naota. He says her behaviour is hardly fitting for a class president, and she counters that he's ditching rehearsal again. He asks what's going on at her house, and she says it's nothing. She does this a lot throughout the episode, as a way to hide what she's really feeling. Naota tells her it's just some tabloid thing and she shouldn't worry about it.

While she admits that everything involving the scandal is true, she immediately changes the subject, talking about how rich she is, and how she and Naota should go somewhere. Naota is a bit incredulous, but Eri tells him to just shut up and do what she says, because he is, after all, her servant. He inquires as to what she's talking about, but says that he's waiting for someone anyway.

Haruko makes her big entrance by causing a traffic jam and almost running over a kitten. Swerving to avoid the kitten, she runs Naota over instead. This causes him to vault into Ninamori. Just as their lips are about to engage in a kiss, Naota flies over the top of her, crashing into her forehead instead of her mouth. As Naota lies on the ground unconcious, Eri notices his cat ears. Haruko yells at her not to touch them, because a young girl shouldn't touch them with her bare hands. She does so anyway, moving them back and forth, wondering what they are. She complains that her stomach hurts, and Haruko counters that she told her not to touch. "It's not my fault, is it?"

Cut to Eri eating dinner with Naota's family. Haruko has served curry, and Naota complains that it's too spicy. Eri criticizes him for being such a baby, while being shocked at the fact that Canti can eat and walk. Kamon tells her it's simply their TV... walkman. He then asks if she liked the soda he gave her earlier, while Naota asks how he knows she's the Mayor's daughter. Kamon says he knows because she's pretty famous now, right? Apathetically, Eri responds with "it's no big deal." She continues to do this to every bit of conversation thrown at her, from the fact that she was run over by Haruko to the state of her stomach.

Kamon invites her to stay over, and she accepts. He stands outside the window while she showers, asking her if she hates him. She says no, that she was glad he did it, because that secretary needed to go. What she's referring to was the fact that Kamon was the one who published the story of the scandal. Earlier in school, Naota's friends brought the magazine to class. Miyajun, their teacher, confiscated it, screaming about how they should be more respectful of Ninamori's feelings. After school she headed to the bakery to pick up a magazine, and was given a Crystal Pepsi (in Japanese it's called "Cherio") by Kamon.

Cut to Naota returning to his room to find Ninamori in a pair of his pajamas, wearing glasses. She says it was their secret, and that she wears contacts. Naota responds that she's been hiding things, and she immediately changes the subject to the fact that Naota's pajamas are too short for her.

Subject change again, this time to the fact that she would be sleeping over. They decide that people will say too many things about them, and Naota instructs her to not hang out with him for awhile. "But tonight it's okay, right?" Eri asks as she sits on the bed next to Naota. His head falls on her shoulder involuntarily, and he freaks out once he realizes it, screaming that "this is too weird!" and that she needed to go home.

"What's really weird, are your ears," she says, and points out how they're perfect for playing a cat. Naota incredulously asks why he has to play the cat.

"Cause," she says, "I rigged the votes." She asks if he knew, pointing out that no one would know, because no one would suspect. She justifies it by saying that Naota should understand, because as Puss in Boots, he hides who he is and pretends to be someone else. "But in the end, he becomes that person, so the lie becomes the truth; he transcends the mask. Well don't you get it?" she asks. "That's how he finds happiness! Pretty good, right?"

From the top bunk above them, Haruko interrupts, asking her if it really was good, and tells her that she shouldn't trick people. Ninamori insists that no one's getting hurt by it, but Haruko counters that "honest people are more popular." Clearly agitated, Eri asks if Haruko sleeps on the top bunk every night. Playing with Naota's ears, she says that she does, which aggravates Eri further.

Haruko shows up the next day at school to bring Naota his lunch, because he should eat lunch if he has to stay late at school. He insists he's not going to do the play and begins to leave. Eri tells him he can't do that, because he has to be there. Contesting that the play is stupid, he once again tries to leave. Eri grabs his hand and says she's not letting him go. He still insists that the play is stupid, saying that no one will see it. Eri yells that her mom and dad were going to see it together (a pretty big thing for two people about to get a divorce). Naota says that plays are for little kids, to which Ninamori says "you are a kid!" He screams that he's not going to be a cat, because it's embarassing, and knocks Eri's hat off of her head. She screams back that it's not as embarassing as the cat ears on his head, and knocks Naota's hat off his head.

The class is amazed by Naota's ears, but Naota is less than amused. Screaming that she should get off her high horse, he exposes her for rigging the votes. Everything is silent until Eri starts groaning in pain as cat ears shift from Naota's head to hers. The cat ears are just the start, however, as an entire robot springs out of her head and takes over. Kicking at Naota, Canti, and anything else in her way, she goes on a rampage. Seeing her chance, Haruko goes after Robot!Ninamori, whacking it with her Rickenbacker. It does no good, however, and after whistling for her Vespa, she and Canti make a run for it. Following closely is Robot!Ninamori, with Naota around her waist, trying to get her to stop.

On the roof, Haruko hides behind Robot!Eri and, now reunited with her Vespa and guitar, she goes after Robot!Eri again. Robot!Eri, however, does a 180 and blocks every hit Haruko tries to lay on her with her legs. Canti, however, is underneath Robot!Eri and stabs it in the eye, the exact spot Haruko couldn't get to. Throwing Naota off, the Robot is stabbed once again, this time by Haruko, and consumes the curry lunch that fell out of Naota's backpack. Canti falls on Miyajun's car, yet gets up fast enough to eat Naota and merge with him once again. The Robot lets Eri go and is told by Haruko that the bathroom is "over there." It falls off and is shot away by Canti & Naota, who have changed into a cannon.

Naota narrates the last few minutes, telling of how Ninamori's dad wasn't prosecuted, and that her parents didn't get a divorce. He also says that there was a rumour Ninamori would change schools, but she never did. The curtain opens on Puss in Boots, and Ninamori is wearing glasses. Turning to Naota, she puts her finger through one of the lenses, saying "they're fake."