White Base has finally arrived on Luna II, but the officers refuse to let them stay. They have been in danger, and do not want the addition risk, despite Bright's pleas and explanations about their narrow escape from Side 7 and that they possess a large number of evacuees. The head of the base, Commadant Gene Wakkein comes out and reads the other officer's report on the situation. He states that he cannot take civilians at this time, and that all the civilians will be taken to Earth. He then picks out a few of the civilians who will not be leaving: Bright, Mirai, Ryu, Sayla, Kai, Hayato, and Amuro. Soldiers draw their weapons on the group. Wakkein tells Bright that these civilians and cadets have gained control of top secret military technology, and that there will be a court martial. White Base will be impounded, and the Gundam will be secured. The Captain is taken off to receive medical treatment, and the Gundam is restrained. Bright tries to warn that the white mobile suit should not be deactivated with the Musai not far behind them, but Wakkein dismisses him.
Under Luna II, the Musai is waiting. Luna II is unable to detect the Musai on radar, so Char's forces lie in wait for the right time to attack. In the mean time, Char has flashes of Sayla, and wonders if she is indeed his sister, Artesia. After he comes back to reality, he announces that the crew will not be using the Musai, but will go out in spacesuits to capture/destroy the Gundam and White Base.
On Luna II, the crew of the White Base has been detained in cells. When their food is brought to them, Bright tries to tell them of the impending Zeon attack, but to no avail. As Bright pleas, Char and a large group of soldiers float through space in their suits, killing some guards and gain entrance to Luna II. When they make it to the hangar, Char realizes that there is an infrared security system, so they will have to be considerably cautious in their mission.
In the males' cell, Amuro is explaining to them how the Gundam is self learning, and therefore becomes better as it fights more, without Amuro's intervention. Suddenly, an explosion sends them flying to one side. During the explosion, the artificial gravity is disabled, most likely due to the power station being knocked out. More explosions rock Luna II, and Wakkein watches, pondering how Char's forces infiltrated the base. Wakkien then orders deployment of the Magellan warship.
Bright attempts to leave his cell by banging on the cell door, eventually the door slides open a bit. Since the power is gone, the power locks no longer held the doors in place. They free themselves and find Mirai and Sayla, and they all escape. In the hangar, the Magellan is leaving, but White Base and the evacuees are still left behind. Frau asks two soldiers why they are not evacuating the White Base, only to respond that they have not received orders from the commadant. The little orphan girl, who is standing beside her notices someone behind him, and waves. She kicks the soldier, distracting them long enough for Amuro and Bright to take incapacitate them.
The Magellan has almost made it out of Luna II, when a large number of charges set by Char around the area causes it to crash, lodging it in the tunnel, thus blocking the White Base's only exit. Wakkein comes out of the ship and sees Bright and his crew attempting to retake the White Base. Wakkein orders his soldiers to stop the White Base crew at gunpoint. Bright and Mirai try to talk him down, but it is Captain Paolo who finally ends the standoff, telling Wakkein that they are the only ones equipped to handle it, and that he will take full responsibility.
Char approaches in his crimson Zaku, flanked by two other Zakus he attained from the supply ship, just as the Gundam makes it around the Magellan. Char takes out his heat hawk and both engage in close-quarters combat, while Ryu distracts the other Zakus in the Core Fighter. On the White Base, Wakkein finally relents that the only way to make it out is to destroy the Magellan, and allows the White Base crew to do so. Outside, using the beam Saber, Amuro is able to destroy a Zaku that flanks him as he fights Char. The Magellan is finally destroyed using a beam cannon on the White Base. The blast destroys the second Zaku and almost hits the Musai. Char hurls his heat hawk at Amuro, then boosts towards the Musai.
Bright informs the Captain that they have been victorious, but finds that the Captain has finally succumbed to his wounds. As they come closer to Earth, a funeral is held for Captain Paolo. Afterwards, Bright makes a promise to make it safely to Earth, and the Captain's body is jettisoned into space. As the casket floats off, Amuro ponders the whereabouts of his father.