A recap of Miki defeating Kanzaki, Oga forgetting who Miki is, Miki's first fight with Oga, and Miki's vow to crush Oga begins the show. Miki still trains in his dojo.
Himekawa starts fluttering his hair which prompts Kanzaki to hit his face with the ball because Kanzaki is angry about how Himekawa is pretty. Aoi breaks their fight. Outside, Oga smacks Furuichi due to his frustration then he starts to rant why they are playing volleyball instead of fighting while Beezebub mimicks Oga's tantrum. Suddenly, they hear a loud bang coming from the dojo.
As Miki trains, baby Beel stands in the doorway; Oga does his ventriloquism that makes the baby look like he talks. Miki hands Oga a uniform, so they can have their match. At the class, Shizuka continues to press her foot down on Kaname's back making him moan and grunt as Kaname states that Miki is not ready for that that technique. He informs Shizuka that he could not stop Miki from practicing it once Miki saw his technique long ago.
While Beelzebub tells them to start, Miki starts the match by telling Oga about how they met during their first year in middle school, and Furuichi restrains Beel who fussing too much.
In their flashback (three years ago), Miki explains that he is heading to Nara to live with his mother in the spring. With Furuichi bickering about Oga eating his food, Miki narrates how close they are despite they are in different classes. (How Miki meets Oga) A punk takes Miki's charm and starts to step on it. Oga steps in and takes care of the punk's friends and asks Miki if he needs help. Miki refuses and attempts to take the charm back, but his face is slash by the punk's nails. Miki still holds the punk's leg, and Oga grabs the delinquent's hands and forces the nails to scratch the man's face.
After the incident, Miki recalls how the first time Oga accepted him for the first time. Later, when Miki hears about the rumors that Oga is being attacked frequently by someone named Kiriya, he finds Oga and asks him that they should fight together. However, Oga forgets who Miki is and walks off to meet Kiriya outside of school.
Outside, Oga meets a mob of delinquents, and Miki rush to assist Oga because he wants to be with him. Suddenly, Oga punches him to the ground and begins to step on him, and while he beats Miki, he tells him to get lost. Miki wonders why Oga did this to him.
With the flashback ending, Miki begins to fight Oga much to Beezebub's frustration. Miki delivers a powerful kick to Oga's face, and Oga lies to gain his composure. He charges with a kick, but Miki counter with his twin palm strike to Oga's chest. Miki states that he did everything he can to surpass Oga as he delivers another attack that sends Oga flying across the room, but Oga stops in time before crashing into the wall. Miki comments how tough Oga and his kind is and prepares a stance. His palm has a glowing red orb surrounding it as he delivers it and the dojo glows with red aura. Oga lies against the wall as Miki stares at his palms which has black blood on it. He notes that it is harder to hit a person than he though. He reminds Oga that he will show him how strong he is.
In the girls' locker room, Yuka and Nene think Oga went to fight one of the Holy Knights, but Aoi does not think they fought again. Suddenly, Aoi sees Oga all beaten up, and Furuichi apologizes to the girls and informs them that they will not miss practice tomorrow. Along the river bank, Furuichi tries to console Oga who seems to forget what happened three years ago. When he hears Toujou's voice, Oga walks over to the stand that seems to sell pancakes or croquets. Oga and Toujo talk where they first fought each other near the river.
After Toujou learns that Oga got injured by Miki, Toujou rushes in to attack Oga as Beel raises his hand to go. Toujou thinks Oga got weaker and tells him that real power comes from a man's arm. He sends Oga flying across the field. Then, they begin to laugh maniacally as they beat each other. (The scenes are not reveal as the viewers watch a water strider) Beel calls it, but Toujou thinks Oga is more beaten up. Oga claims he won, and he tells Toujou that he beat Miki next time.