E-Pandora Attack

The E-Pandora stand against the Chevalier.

The E-Pandora Rebellion Arc takes place in the Chevalier's Alaska Base. This Arc focuses on the rebellion of the E-Pandora against the Chevalier after discovering their true intentions.


The E-Pandora Rebellion Arc I.A. a direct result of the E-Pandora Project Arc . The rebellion stems from the Chevalier's decision to dispose of the current generation of E-Pandoras due to them knowing too much of what is really happening in the E-Pandora Project . Feeling betrayed and not allowing themselves to die a pointless death, the E-Pandora activate their Stigmata and inject themselves with the Mark IV.

Newly Introduced CharactersEdit




Chapter SummaryEdit


Satellizer Punching Wall

Satellizer resolves to fight the Chevalier.

Elizabeth and Andre join Rebellion

Elizabeth and André join the E-Pandora Rebellion.

Julia Fights E-Pandora

Julia Munberk slices off the leg of an E-Pandora.

Amelia Evans asks André Françoise to allow her to visit Elizabeth Mably. Although Elizabeth is in no condition to talk, André allows Amelia to see his Pandora partner. André leaves to give Amelia time with Elizabeth. Amelia thanks Elizabeth for trying to help her and her friends even it has resulted in her torture and her family's downfall. And although Amelia doesn't consider herself worthy of Elizabeth's respect, she has come to respect Elizabeth greatly. Amelia expresses how she would have wanted to have been friends with Elizabeth. She tells her, although not directly, of the E-Pandora's' planned rebellion. She bids farewell to Elizabeth and leaves. André overhears what she said.

Amelia has Rattle destroy the doors to the Mark IV storage room. The sound awakens the Pandora's and Limiters in the Alaska Base and the alert is given about intruders. Another E-Pandora readies the procedure. Amelia warns her fellow E-Pandora of the consequence of forcibly activating their Stigmata.  Her friends dismiss it and urges to get the job done before the real Pandora's arrive to stop them. Amelia goes on to say "We had a good ride... you guys."

Scarlett Ohara is informed by Marks Spencer that the E-Pandora have activated their Stigmata and have started a rebellion. Rattle and two more E-Pandora begin fighting the Chevalier Pandora. The Chevalier Pandora note that they have gotten really stronger. Rattle is proud and cries at the fact that she has finally summoned her Volt Weapon and expresses that she has no regret and is ready to die. But she told that she has only gone insane. Rattle and her fellow E-Pandora, with tears in their eyes, charge at the Chevalier Pandora.

Orders are given for Pandora's to go to certain positions and the target are the E-Pandora's. Upon being asked by Eugene, André explains to them that the E-Pandora have started their rebellion since they refused to be guinea pigs for a failing experiment and they refused to be killed too easily by the Chevalier. Elizabeth wakes up and affirms what André has said. Having become sympathetic to the E-Pandora, Satellizer L. Bridget is angered and punches a wall and leaves. Rana Linchen and Kazuya Aoi follow her to calm her down.

André tends to Elizabeth. Elizabeth concludes that the E-Pandora are trying to reveal to the public regarding what is happening to them. Elizabeth plans to help them escape but is stopped by Chiffon Fairchild's arrival. Chiffon reminds Elizabeth that she is still under house arrest. Chiffon won't allow her own comrade to risk her own life for the sake of the now enemy E-Pandora. Even though the Smiling Monster knows the truth, she says that she doesn't really care and is under orders from the Chevalier. Elizabeth slaps Chiffon, shocking Eugene and André since the two Limiters were not expecting such an action from Elizabeth against Chiffon. Elizabeth realizes that Chiffon is only trying to slow them down and has no specific orders to stop her.

Elizabeth admits to Chiffon that she one of the three women she respects the most. The other two being her mother and Amelia. Elizabeth then says that Chiffon is now the one person she hates the most at the moment. Elizabeth and André leave. Eugene asks Chiffon if she is just going to let down go. Chiffon just says that she has no obligation to stop Elizabeth. The confrontation is overheard by the Cassie Lockheart and Minase Kyoichi. Elizabeth gives André the chance to back out. But André refuses and is more than willing to assist her.

Satellizer angrily rushes down a corridor, and Kazuya tries to stop her. An E-Pandora crushes through a wall. Stigmata corrosion now visible on her skin. Julia Munberk makes her presence known and prepares to finish off the E-Pandora. The E-Pandora resists but is easily dealt with by Julia. Satellizer steps in and stops The Maverick. Satellizer wants to ask the E-Pandora a question and orders Julia to back off, but Julia is unmoved.

The World Ranked Pandora'sEdit

Elizabeth's Beam

Elizabeth fires a beam to separate Rana and Satellizer from Amelia.

Cassie vs. Julia

Cassie Lockheart vs. Julia Munberk

Julia Munberk fights Satellizer and Rana with her unique sonic blades. Kazuya uses his Freezing to immobilize Julia but Julia's Limiter easily neutralizes it. Julia's speed and the power of her soundwaves proves to be too much for the two, forcing them to activate their Holy Gates. But before the fight could resume, Cassie and Kyoichi arrive. Cassie offers to fight Julia while they go off to help the E-Pandora.

Julia asks "Will you support these traitors?". Cassie doesn't really care if whether the Chevalier or the E-Pandora are right. But since Satellizer saved her life, she trusts her decision and will help her. Cassie orders them to leave. Satellizer offers her to eat at Burger Queen afterwards.

Julia notes that since Cassie has once lost to Satellizer, Cassie is ranked 5th in the world ranking of Pandora and that there is a gap in there power since Julia is ranked 3rd. But Cassie disagrees and intends to prove Julia wrong.

Roxanne Elipton, Shi-Jing Hong and their friends are stationed at the Photon Generator - Solar Furnace. The Generator provides the entire bases power and they are positioned their to keep it safe in case the E-Pandora decide to destroy it and cause a global disaster. Roxanne and a friend enjoy eating a chocolate bar as they wait.

Amelia is with her friends. One of them suggest to split up so that there is at least a chance of one of them escaping. As Amelia continues on alone, she realizes that even if one of them did escape, no one will believe them without any proof. The leader of the E-Pandora plans to steal Dr. Ohara's data logbook. Rather than taking the long way to her office, Amelia destroys a wall to go through it. She encounters Satellizer, Kazuya and Rana on the other side. Thinking that they're there to stop her, Amelia fights them. Elizabeth steps in and orders Satellizer, Rana and Kazuya to let Amelia pass. But Satellizer quickly clears the confusion and tells them that she intends to help. Elizabeth tries to talk them out of it but Satellizer firmly says that it is a decision she has made and that Elizabeth shouldn't have to worry for her. But Elizabeth won't hear any of it and the two argue. But that is cut short by the arrival of Charles Bonaparte and Citroen.

Elizabeth tries to reason with the French Pandora that the E-Pandora are in the right. But Charles, a girl who thinks of the whole rather than the few, doesn't care and obeying the orders of the Chevalier is the only thing that matters since they are the ones in charge of organizing the Pandora's. Charles is angry because it seems like the West Genetics Pandora and Kazuya are betraying mankind. She argues that the safety of the world cannot be compromised with such things like the E-Pandora's' situation.

Elizabeth pleads one more time. But Charles just goes on to say that she has already kill several E-Pandora's. That angers Amelia and she attack Charles. Remembering Gina, she promises to kill the French Pandora.

But Charles effortlessly beats Amelia. She also threatens to kill the group for high treason.

Cassie and Julia fight on. Cassie lands a few blows on the German Pandora and Kyoichi urges her own to beat her. But Julia manages to cut off Cassie's arm. Julia admits that Cassie is indeed fast but she reveals her Volt Weapons, a System Stigmata Satellite, and release soundwaves of Mach 3 speed all over the area. And since Cassie's Quadruple Accel moves at Mach 2 speed, Julia claims the Cassie won't be able to evade her attacks and Cassie can't land a hit on her.


Elizabeth vs. Charles

Elizabeth Mably vs. Charles Bonaparte

Cassie Outspeeds Julia

Cassie's Sextuple Accel reaches Julia.

Angry at everything Charles has said, Amelia grows a Stigmata spike on her back and attempts to attack Charles again. But Elizabeth stops her. Elizabeth wants the others to go on while she holds off Charles. As a senior, she orders Satellizer to protect Amelia. Satellizer, who used to be so rebellious towards the higher years, surprises everyone by saying "Yes, Elizabeth-senpai".

The group runs off and Rana tells Elizabeth "Give that shrimp a good spanking, Elizabeth-senpai". Elizabeth can only mentally comment "Those Juniors of mine are such a handful".

Charles and Elizabeth start their battle. Charles uses her Typhoon Tempest Turn. André uses his Freezing to stop Charles's copies. But Citroen neutralizes his Freezing. Charles's copies attack Elizabeth head-on. Elizabeth can't keep up and fails to hit Charles. The real Charles slaps Elizabeth. André tries again but Freezing Charles's copies proves to be difficult. Citroen attempts to neutralize André's Freezing but André strengthens his Freezing, completely neutralizing Citroen's Freezing as well as knocking him back. Elizabeth comments that although Charles is stronger, her Limiter is not. Elizabeth tries to land a kick but misses. Charles slaps her again. 

Charles uses Division Shower. Elizabeth tries firing her lasers but the copies are too fast and won't allow Elizabeth to accurately coordinate her SSS to target Charles. André unleashes a more powerful Freezing Field which completely stops Charles and all her copies. Signs of Stigmata corrosion is evident on André's face. This alarms Citroen. Unlike Pandora's, Limiters cannot control the Stigmata's power and cannot regain control of the activation if they lose it. Limiters cannot survive Stigmata corrosion. Due to the risk, Elizabeth orders André to stop but André instead urges Elizabeth to attack now that he has provided her with an opportunity. André does not want to see Elizabeth lose. Although Charles thinks it is all crazy for André to sacrifice himself for what she deems to be meaningless fight, Elizabeth is determined to beat Charles.

Elizabeth fires multiple lasers at Charles. But Charles activates her special Pandora Mode and is unscathed and André's Freezing rendered useless. She summons her Volt Weapons and stabs Elizabeth on her shoulder. Elizabeth fires multiple lasers at her but Charles activates her shield. Charles explains that her new Pandora Mode lasts longer than the original and is equip with an Anti-Nova Barrier Shield. Charles urges Elizabeth to give up, but Elizabeth refuses and continues to fire her laser. Charles berates her that she only just a spoiled rich girl who know nothing of the harshness of the world and who only hides under her father's wing and that her sense of justice is superficial and is just to keep up with appearances. Charles recalls her rough childhood, her adoption and upbringing by Marks and how and why she became a Pandora. She continues to berate Elizabeth that even though the Nova can strike at any moment, she is jeopardizing the fate of mankind just to help out a few. And while she admits that Elizabeth's kindness and determination is worthy of respect, she must do what her father tells her to do.

Elizabeth is about to give in and wonders if she was right in helping the E-Pandora. But André is determined to see Elizabeth win and prove that she is right. He motivates her and encourages her to continue. He unleashes a powerful Omnidirectional Freezing which 'freezes' Charles. He tells Elizabeth "Stand up, Elizabeth. You are not wrong at all. Don't listen to those who think they've already won." André is more than willing to give his life for Elizabeth and her cause.

Elizabeth, at long last, stands up, agreeing with everything Andre has told her. André's sight starts blurring but he continues to use his Freezing. His eyes begin to bleed. Elizabeth begins her counter-attack. But Charles still has her shield which block all of Elizabeth's lasers. She order to use his Freezing. That combined with her Pandora Mode, she breaks free from André's Omnidirectional Freezing. She impales Elizabeth but it proves to be at Elizabeth's advantage. Elizabeth orders André to hold his Freezing for 30 seconds. André strengthens his Omnidirectional Freezing. It renders Citroen's Freezing useless. Citroen is overwhelmed and is forced to the ground.

Charles warns Elizabeth that if André continues, he will die. Charles may still be in Pandora Mode, but without her copies and with her 'frozen' at point blank range, Elizabeth prepares to use her most powerful which needs 30 seconds to charge. Elizabeth fires her Volt Longinus which is ten times stronger than her regular laser. It penetrates through Charles's barrier and fatally wounds her on her stomach. 

Elizabeth may have risked André's life and Charles was risking her life for her father. But Elizabeth tells her whether or not she is risking her life, Charles would still not be able to beat her. Charles collapses to the ground. Citroen is clearly shocked but her defeat.

Elizabeth tends to André. Charles asks Elizabeth if she is satisfied. Even if André survives, he will never live a normal life again. This only results in Elizabeth yelling at Charles. Elizabeth picks up André. Citroen tends to Charles. They both walk in the opposite direction and head for the infirmary to tend to their wounds.

Meanwhile, Julia and Cassie continue their battle and Cassie's confidence starts to irritate Julia. The Maverick sends out her Division Waves but Cassie's newly acquired Stigmata Amplification (a technique similar to Satellizer and Rana's Holy Gates). Cassie slips past the sound waves and severs Julia's arm in kind.

The Investigation TeamEdit

Meanwhile, two Chinook Helicopters carrying the Chevalier Investigation Team are flying to the Alaska Base. Among the Team are Gengo AoiLouis L. Bridget , Su-Na Yi and Holly Rose. A few Chevalier Pandora ask Su-Na if she knew anything about the revolution happening in the Alaska Base since the information about it came from the L. Bridget family, not the Chevalier. Su-Na has no clue.

Holly and Louis discuss the reliability of the Mably Family's information. When Louis says that their priority is to ensure the safety of the Pandora in the base, Holly teases Louis that they are just going to save Satellizer in the end. But Louis knows that Satellizer is not the kind of person who will wait for help. Much to their dismay, two Chevalier Pandora comment "Those two... aren't they strange?" "It must be love."

The Smiling MonsterEdit

Truly Superior

Satellizer senses the true monstrosity behind Chiffon's smile.

Rana and Satellizer vs. Chiffon

Rana and Satellizer begin to fight Chiffon seriously.

Satellizer, Rana and Amelia fight more Chevalier Pandora and Limiters. Annie and Bentley being among them. They easily beat them, notably severing three of Annie's fingers. However, the Chevalier Pandora have just as much determination to stop them as Satellizer and Rana with regards to helping Amelia escape. The fight would have resumed if not for Chiffon and Eugene arriving. Chiffon apologizes for her "Kouhai's" behavior and promises to appropriately punish them when they return to West Genetics. Chiffon orders Satellizer and Rana to lower their weapons. But Satellizer refuses and makes it clear that if Chiffon stood in their way, she will have no choice but to fight her.

With Chiffon surely fighting again, Eugene face-palms since he know for a certain Satellizer and Rana will lose quite badly. Chiffon readies her Volt Weapon on her right hand and states "Against you... I will not even have... to use all of my strength.

Satellizer, Rana and Amelia begin their battle against Chiffon. The three must remain cautious since Chiffon can use Illusion Turn. Satellizer and Rana plan to distract Chiffon in order for Amelia to strike. Chiffon blocks Satellizer's Volt Weapon with her own and catches bear-handed Rana's punch. Amelia tries to impale Chiffon but her Volt Weapon breaks on contact. Chiffon claims that Amelia's 'fake' Volt Weapon is useless against her. Satellizer and Rana begin to realize just what they are up against and know that they will find out why Chiffon is called the Monster of West Genetics. Since Chiffon cannot stop a fight until her enemy has been incapacitated, she offers to go easy on them and all they need to do is say "I give up" for her stop.

Satellizer and Rana begin to increase their efforts. Rana holds Chiffon in position for Satellizer to strike her with her 'authentic' Volt Weapon. But Chiffon summons another gauntlet on her left hand and blocks Satellizer's Volt Weapon, breaking it in the process.

As Chiffon comments on how Satellizer's Volt Weapon was still no use against her, Rana strikes directly on Chiffon's gut but in return, Chiffon smashes her quite hard onto the floor. Chiffon offers to do the same to Satellizer.

Satellizer asks "Are you a true Pandora or are you human?" Despite being an odd question to ask in the middle of a battle, Chiffon replies "Yes, I am a true Pandora."

The Limiters of the Chevalier Pandora from earlier help their partners up and bring them away from the fight to get them medical attention. Satellizer realizes that Chiffon truly is superior. She activates her Stigmata Wings and orders Amelia to go on ahead. Amelia leaves but Chiffon believes that whether or not she has their help, Amelia won't last long. Rana stands up and opens her Scared Gates, ready to repay Chiffon's 'kindness'. However, all this serves only make Eugene worried for Satellizer and Rana's well-being.

Satellizer and Rana attack again. Satellizer's Volt Weapon breaks once more upon hitting Chiffon's Volt Weapon and Rana misses. Rana powers up and assaults Chiffon with a barrage of punches which hit the Monster several times. Satellizer does her part and lands multiple blows on Chiffon with her Accel-Tempest. Satellizer forces Chiffon through a wall and while using Tempest Turn, Rana proceeds to use her Burning Fang X4 to bury Chiffon in rubble. 

Kazuya is shocked that Chiffon was finally beaten but Eugene knows better. Chiffon's gauntlets burst out of the ground and rips off both of Rana's arms. Chiffon only comments about changing her nickname as Satellizer and Rana are the true monsters.


The 11th Nova Clash is a direct result of this Arc.

Story ArcEdit

Chapter Publication History Summary
Chapter 68 "
Chapter 69 "
Chapter 70 "
Chapter 71 "
Chapter 72 "
Chapter 73 "
Chapter 74 "
Chapter 75 "
Chapter 76 "
Chapter 77 "
Chapter 78 "
Chapter 79 "
Chapter 80 "
Chapter 81 "


  • In this Arc, André is shown to be the first Limiter, other than Kazuya, to perform Omnidirectional Freezing.
  • Satellizer saved the nameless E-Pandora from Julia because she wanted to ask her a question. The E-Pandora is ultimately forgotten along with Satellizer's question when Cassie steps in to help.
  • Annie and Bentley will appear for the last time in the next Arc. Their companions are never seen again though.
  • Due to the injuries they sustained in this Arc, Elizabeth, André, Charles and Citroen do not take part in the following Arc.

Differences in the AnimeEdit

Character ChangesEdit

  • Eugene does not show as much contempt for Chiffon's battles as he did in the manga. He does not face-palm in the anime.
  • Julia's Limiter is shown to display the emotion of shock on one occasion and even has a speaking role. Whereas he was completely emotionless and silent in the manga. 
  • Shi-Jing and Kyoichi still didn't appear.
  • Annie, Bentley and the Investigation Team also do not appear.

Setting ChangesEdit

  • Elizabeth and Charles fight outside in the snow.

Plot ChangesEdit

  • Amelia's plan was for the E-Pandora to scatter and escape and later rendezvous. She would then act as a decoy by injecting herself with the Mark IV and have the all attention of the Chevalier forces on her. This plan is foiled when Rattle and the other E-Pandora stop her and inject themselves with the Mark IV. Rattle also advises Amelia to find Dr. Scarlett's data logbook.
  • The E-Pandora which Julia fought is Amelia instead of a nameless E-Pandora in the manga.
  • Roxanne and her friends are not stationed in the Photon Generator - Solar Furnace.
  • Roxanne overhears the fight of Julia and Cassie starting and stated it isn't her business despite not wanting to turn a blind eye.
  • Julia does not show her Volt Weapons until Cassie uses her Quadruple Accel and was still able to use her Sonic attacks.
  • Julia makes a bet in which the loser of their fight has to obey the winner.
  • Julia actually loses to Cassie. In the manga, they stop to deal with the Nova threat.
  • Rather than encountering Annie, Bentley and two more Chevalier Pandora-Limiter teams like in the manga, Six Chevalier Pandora surround Satellizer and her group. They are saved by Elizabeth who subdues the Chevalier Pandora.
  • Amelia Novafies early. She starts Novafying she encountered the six Chevalier Pandora and further Novafies when Charles makes herself known.
  • Charles reveals that Marks is her father. In the manga, this was already known by both André and Elizabeth.
  • Charles' flashback of her childhood was shortened and a lot was left-out.
    1. Charles did not steal Marks' portfolio.
    2. The three thugs and Charles' dog did not appear.
    3. Hilda Spencer was not mentioned.
    4. Charles and Marks' familial bond with each other is not featured, leaving out why Charles is so devoted to her adoptive father.
  • André's Stigmata Corrosion becomes blood-filled as he exerts his Freezing to more powerful levels.
  • Charles does not activate her Pandora Mode.
  • Elizabeth's Volt Longinus comes off as a combined concentrated beam. In the manga, it was two concentrated beams fired from two opposite sides, hitting Charles in the middle.
  • Chiffon does not interfere with Satellizer and her group's fight with Annie and her group. They simply run into her.
  • Chiffon is shown actually evading some of Rana's punches when in the manga, Chiffon endured all of the attacks between Rana and Satellizer.
  • When Satellizer attacks Chiffon against the wall, she does not slash her with her Volt Weapon but bombards her with a series of punches.
  • When Chiffon emerges from the rubble after enduring Rana's Burning Fang, she pierces Rana's stomach with her gauntlets instead of ripping off her arms.
  • Chiffon does not use her left gauntlet until Satellizer resonates with the Fully-Novafied Amelia.

Anime Only AdditionsEdit

  • Scarlett has a shower scene.
  • Marks is seen entering the Command Center. He is given status updates by his subordinate and is made aware of all the battles taking place in the Alaska Base. He then orders certain Bulkhead doors to be sealed shut.
  • Marks oversees Charles' battle with Elizabeth. When Charles loses, he sends Medical Aid for her.

See AlsoEdit

Previous Freezing Manga story arc Next
 E-Pandora Project Arc ←  E-Pandora Rebellion Arc →  11th Nova Clash Arc
Community content is available under CC-BY-SA unless otherwise noted.