Hidomi wakes up from a nightmare about being in a gory zombie world and heads to school, where Haruko delivers a cult-like speech about the flawed nature of adults while giving the class their yearbooks. It is revealed from Hidomi's perspective to be crude stick-figure drawings despite the rest of the class being deluded in fabricated memories of events that never occurred. Later, Haruko asks Hidomi to give the missing Ide his classwork. Hidomi heads to a slum on the outskirts of town, where Goro Mori reveals that Ide has been hard at work making and selling machinery, sometimes getting beaten in the process. Hidomi gets a nosebleed as she starts to overflow from watching Ko get beat up by some shady customers, but faints before anything happens. She later wakes up in Ide's room and after an awkward moment, Haruko appears with a video camera. Then Jinyu crashes through with her Chevy Bel-Air transformed into a humanoid mech. Haruko counters by attaching a leash to Ko and summoning the mechanical creature from before. As the two women fight each other, Jinyu reveals herself to be a part of Haruko and attempts to convince her to stop chasing Atomsk down after the first attempt that created her. Meanwhile, Hidomi overcomes her inhibitor headphones and transforms into a tiny mechanical doll that blows away Haruko with tremendous force before returning to human form. Jinyu then converts her Chevy into a medical device, placing both Hidomi and Ide into it. As a result of what she witnessed, Haruko now knows Hidomi is her target. Hidomi comes to and remembers to give Ide his classwork for the day.
- "Freebee Honey" (Fool on cool version)
- "The sun that will not rise" (Fool on cool version)
- "Spiky Seeds" (Ending Song)
- Original Concept: Production I.G.
- Executive Producers: Mitsuhisa Ishikawa, Jason DeMarco, Keiji Ohta
- Production Supervisor: Katsuiji Morishita, Takayuki Oshima
- Haruko Haruhara: Megumi Hayashibara
- Julia Jinyu: Miyuki Sawashiro
- Hidomi Hibajiri: Inori Minase
- Ko Ide: Jun Fukuyama
- Goro Mori: Tomo Muranaka
- Marco Nogata: Masatomo Nakazawa
- Hinae Hibajiri: Kikuko Inoue
- Masurao: Kouji Ohkura
- Eye Patch: Takayuki Sugo
- Tonkichi: Jin Urayama
- Haruko Haruhara: Kari Wahlgren
- Julia Jinyu: Allegra Clark
- Hidomi Hibajiri: Xanthe Huynh
- Ko Ide: Robbie Daymond
- Goro Mori: Jon Allen
- Marco Nogata: Yuri Lowenthal
- Hinae Hibajiri: Julie Ann Taylor
- Masurao: Jason Griffith
- Eye Patch: J. David Brimmer
- Tonkichi: Steve Kramer
- Haruko can perfectly impersonate two voices having a conversation, being Ide and Hidomi getting intimate. In fact, the impressions are so good that they bothered Ide greatly.
- The title appears to be a reference to Cutie Honey, one of Gainax's previous works adapted from Go Nagai.
- In addition, the title of this episode, as with other episodes, such as Fool on the Planet, is in reference to a song by The Pillows, who created the soundtracks for all three seasons of the FLCL series. Episodes of this naming scheme play their respective song at some point. The song tied to this episode's title is "Freebee Honey".