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Assault on Memento Mori (メメントモリ攻略戦 Memento Mori Kōryakusen?) is the 38th episode of Mobile Suit Gundam 00.


Memento Mori demonstrates its ability to fire into space, wiping out the Katharon Second Fleet. A number of their cruisers are slaughtered by a second version of the Gadessa, piloted by Healing Care and the overwhelming A-Laws forces protecting the superweapon. The First fleet attempts to push through, firing their missiles, only for 93% of them to be intercepted.The engage in MS combat, but Katharon suffers heavy losses. Just as an Ahead is about to destroy the command cruiser, it is taken out at long range by 00 Raiser. Setsuna communicates with the Katharon commander, instructing him to send whatever information on Memento Mori. When he receives it, he advises the Katharon ships to move below the orbital ring to get out of Memento Mori's firing range.

At an orbital elevator (possibly the AEU's), Wang meets with Hong Long, who notices her bruise on her cheek. She comments that though Ribbons is superior, his jealousy gets the better of him. Hong Long reports that Ptolemy is holding back. However, Nena is listening in on them and decides to not let things go Wang's way. She transmits data on Memento Mori to the Ptolemy 2, which then commences a mission to destroy the superweapon.

Ptolemy races along the orbital ring, right in Memento Mori's blind spot. The A-Laws forces under Arba Lindt fire at it, pushing it into firing range. Though it seems that the ship was destroyed, it avoided the beam with Arios' Trans Am. Seravee and Cherudim come out of Ptolemy's central launch bay. The latter used its GN Shield Bits to protect the ship, as Arios' Trans Am was all focused on speed. Healing/Gadessa attempt to destroy Ptolemy from behind only for Setsuna/00 Raiser to interject. Once Ptolemy get past the A-Laws' defenses, Seravee used a hyper burst to blow a hole in Memento Mori, giving an opening for Cherudim to snipe it. The debris from the weapon's destruction collides with Lindt's cruiser, killing him.

On Earth, Klaus comments that because of the weapon's destruction, the Middle East is saved. A child says the meteor shower is beautiful but Klaus corrects her; it is the flames of war.

Elsewhere, Sergei is meeting with an old friend of his, Colonel Pang Hercury.

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