Aired: 31st January 2004

Mamoru and the mysterious girl get on his motorbike and drive away. Usagi walks away, dejected, and eats the cookies herself, saying that there is no relation between her and Mamoru. A big TV screen that Usagi comes across is showing a report about how Minako has been cancelling a lot of her jobs and has moved, ostensibly because of her new album. Elsewhere, Artemis is watching a similar broadcast. Minako reassures him that she's okay, but then faints.

In the Dark Kingdom base, Queen Beryl orders Kunzite to continue collecting energy so that Queen Metaria can be revived. He agrees, but says that he is doing it for Metaria, not for Beryl. Nephrite is annoyed by this, but Kunzite says that Beryl has Nephrite. Jadeite enters, apologises for his long absence, and says that he will also serve Queen Beryl.

The girls have the choice between making a one-piece dress or a scarf for school. Usagi decides to make a scarf, but rather than making it for Mamoru, she says that the one she likes is Tuxedo Mask! Usagi runs off to buy materials for the scarf, and Makoto follows her. Usagi behaves cheerfully, but in a false, over-the-top sort of way. She imagines herself putting various different colours of scarf on Tuxedo Mask, and ignores Makoto's protests that she should consider him to be a thief, and possibly their enemy.

Meanwhile, Rei has gone to church because it is the anniversary of her mother's death. Rei is praying at her mother's grave, and at the same time Minako is praying inside. As Minako leaves, the priest asks her to help take care of a dog, and Rei helps as well. Minako realises right away that Rei is Sailor Mars, but until she notices a magazine article in the room with a picture of Minako in it, Rei doesn't even realise that this girl is the singer Minako Aino. A monster appears, and Rei transforms to fight it, but Artemis discourages Minako from fighting.

Luna contacts the other three about the monster, and they rush off, but on the way Usagi (literally) bumps into Mamoru and the girl. She drops the half-made scarf, and the girl apologises for this. Everyone stands there silent for a while, until Usagi apologises and runs off. Makoto runs off after her, saying that it's the wrong way to the church, but Ami stands there, seeming to have realised what's going on. Once they are a little way away, Makoto asks Usagi what's wrong. Usagi says that she can't stop it after all... The one she loves is...

Sailor Mars is now fighting the monster in what appears to be the church hall. She is knocked down, and despite Artemis' advice, Minako transforms into Sailor Venus, much to Rei's surprise. She says that she has the Silver Crystal (this is followed by a close-up of the crown on her head), and then Sailor Mars and Sailor Venus fight together. Jadeite lurks in the shadows. When Sailor Venus is knocked down, Sailor Mars asks if she is all right rather than chasing the monster (which manages to get away). Venus gets up, and condescendingly says that Sailor Mars needs to grow a lot more.

(Anime/Manga Comparison)

Characters Introduced:
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Important Events:
- Minako continues to be a target of the Dark Kingdom's attacks. She seems to have lessened her public presence and even started living somewhere else in an attempt to hold them off for a while.
- Queen Beryl orders Kunzite to continue collecting energy so that Queen Metaria can be revived. He agrees, but says that he is doing it for Metaria, not for Beryl.
- Jadeite is now serving Queen Beryl again.
- Usagi begins making a scarf that she says she will give to Tuxedo Mask.
- The priest at the church says to Rei that her mother would be glad about her coming to the church to pray, but would be even happier if her father was there too. Rei says that her mother wouldn't be happy that her father has been a workaholic since her death.
- Minako explains that she comes to church alone because it helps her think about "various things".
- We are shown Minako's transformation into Sailor Venus for the first time.
- Ami and Makoto see this girl that Usagi believes is Mamoru's girlfriend for the first time.
- Usagi discovers that, as a first impression, Mamoru's girlfriend(?) is a nice person.
- Usagi finally admits to herself (and to Makoto) that she is in love with Mamoru.
- Although Rei and Minako got along fairly well before the battle, it turns out that Minako disapproves of the attitude Rei displays during the fight. Evidently, Minako thinks that beating the enemy is more important than the wellbeing of comrades, and that Rei needs to grow up and accept this.

New Items:
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New Attacks:
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