The 999 is pursued by the Black Knight, a caped figure in a dark, fog drenched world. The Black Knight requests Tetsuro stay on the planet and be his friend, but when Tetsuro refuses, he attacks, and Maetel takes the blow, seemingly dying. Tetsuro kills the Black Knight, who actually has a cheap, fragile machine body which was all he could afford due to purchasing this planet. When Tetsuro returns to the 999 he finds Maetel miraculously unharmed. They then travel to the planet 4D-3 where the son of an innkeeper, a musician, desires Tetsuro's pass so he can leave the planet.