The gravion gang goes to an amusement park Grand Island with some of the maids. There's a Zerivire there. Back at the base, the maids protest to Raven that they want to go to the park too. Back at the park, they can't find anything wrong initially. Leele laments that she doesn't have any memory of her past; the others tell her that she can simply make some by being with them. Leele and Toga are in a skyride by themselves, and Leele makes a move on Toga.
Meanwhile, the maids at the base are still pleading to Raven to go to the park. Raven suggest that he have Mizuki buy the maids souvenirs. This only serves to make them angry.
Mizuki and Eiji are in the haunted house. They take a sharp turn and suddenly find themselves in a part of the haunted house where the attacking images are real. Outside, a cute boy accidentally runs into Luna, and then turns into a Zerivire. Then other people in the park start turning into Zerivires. When things look hopeless, Eiji and Mizuki show up to help out. The Zerivires combine and start becoming bigger. Their targets are the pilots of the Gravion, as Sandman tells us.
The Gravion ships show up and the pilots unite to form Gravion. Gravion defeats the Zerivire. Unfortunately, that was only part of the problem. The whole park was a Zerivire. This Zerivire attacks the Gravion and infiltrates it. It seems particularlly interested in Leele. Leele screams at the sight of a Zerivire eye in her cockpit, and then suddenly, the Zerivire disintigrates. Leele collapses, saying she remembers her past, and she is a Zerivire.
We are left with a shot of Sandman laughing at the base...
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