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Victory Song of the Resistance (反抗の凱歌 Hankō no Gaika?) is the 40th episode of Mobile Suit Gundam 00.


Ali/Arche holds the plane which Klaus and Shirin are on, hostage, figuring that Setsuna would have to surrender if innocent bystanders get hurt. However, he underestimates its quantization abilities, as Setsuna/00 Raiser takes him by surprise, knocking him away from the plane. Ali/Arche unleashes his Fangs, but they are all destroyed in one large blast. Setsuna/00 Raiser advances forward, slicing off Arch's right arm, stabbing its right leg but before he could go for the final blow, he hears the song Marina and the children are singing and hesitates. Arche then overloads, as Ali ejects in his suit's GN Drive Tau. Everyone is confused as to why they can hear singing, due to the quantum effect of the Twin Drive on Trans-Am.

Up at the orbital military station where A-Laws carriers dock, Healing expresses her surprise over Bring's death. She notices Devine's emotionless face and offers to "comfort" him if he was feeling lonely. He shrugs her off, stating that he's full of anger over Bring's worthlessness. On Earth, Revive/GNZ-003 Gadessa retreat, frustrated that an Innovator was actually defeated. Up in space, Regene comments that it is an amazing that Tieria had decided to oppose; Wang agrees.

The Katharon Suille base detects a mobile suit approaching, but it's not the A-Laws, but 00 Raiser. Hearing this, Marina joins the other Katharon guerrillas in the MS hanger, where 00 Raiser sets foot. Setsuna climbs out and gets down to the ground. He sees Marina before collapsing; she catches him and calls for a medic.

Ptolemy 2, still under repair, is heading for the rendezvous with a Katharon cell in the region for resupply that Lyle had set up. Meanwhile, Mileina supervises the repairs on Seravee, with the volunteered assistance of Saji and Marie. In the conference room, Allelujah, Tieria, Sumeragi and Ian are conferring over Tieria's revealing of Seraphim and wonder if the Innovator noticed its special ability. They then discuss the fact that they don't have weapons yet and that they could break out of any situation if 00 Raiser was here; Tieria is confident that Setsuna will return. Ptolemy then arrives at the rendezvous point.

At night in the Middle East, Sergei remembers his conversation with Hercury, who reveals that he is the mastermind behind the coup d'état. The latter explains that the creation of the A-Laws was an excuse for the Federation government to expand its power. They have even gone as far as using orbital weapons and Hercury can't turn a blind eye to this. Sergei warns him that the A-Laws are not to be taken lightly, but Hercury reveals that there are places the A-Laws won't dare touch. Sergei realizes it can be one thing: the orbital elevator. He asks Hercury if he wants him to join in the coup; his old friend knows that he'd never disobey orders, otherwise he wouldn't have lost his wife Holly but Sergei cuts him off, refusing to be reminded. Hercury states that he really came to tell Sergei not to get involved, because he doesn't want to fight a friend. He reminds Sergei of a lesson he taught him long ago, "An army exists and a deterrent against foreign powers in order to protect the people and interests of a country. However, an army is unable to operate correctly under a corrupt government." Hercury then leaves.

In the Middle East, Klaus and Shirin meet with their contact from the Federation dissidents. However, their contact doesn't disclose where or when the coup d'état will take place, as not to let information get leaked and states that they want Katharon to observe their actions before supporting them. They can handle the coup themselves. Klaus promises to inform all their cells, including Celestial Being, which surprises their contact. Klaus states that Celestial Being has the power to defeat the A-Laws. As their contact leaves, Klaus says the he believes him; Shirin agrees, as they have few options left.

Kati's taskforce, composed of three sea carriers, is headed for somewhere. Andrei expresses his concern as to why they have to go back into battle as soon as they returned to Earth; Louise states that it is their mission. Andrei asks her to a bit more feminine; Louise says no; "Even in front of the one called Saji?" he asks but she states that she had abandoned her past. Andrei then tried to convince her to abandon her grudge but changes the subject, excusing herself. Patrick offers his advice in the "art of love" but is ignored. On another carrier, Healing comments that humans are so inconvenient, as they can't synchronize thoughts like they can; Devine agrees. Revive then approaches them, informing them that Regene won't be joining them; Healing says that he's a weird one. Kati's plane then arrives. Healing asks if their commander is useful; Revive responds, "Yes, for a human." Kati then disembarks from her plane, meeting with Billy, who had been given permission from headquarters to observe the destruction of Celestial Being. Kati knows that they'll finish this off, for they have a sizable force to mount a frontal attack—no need for tricks. Hercury takes advantage of this, as the A-Laws have deployed nearly all their forces to attack Celestial Being.

Setsuna finds himself in a familiar place—Krugis. This time, he sees his younger self, Soran Ebrahim, ready to kill his parents in the name of God. Setsuna stops Soran, stating that there is not God and that he is doing only more violence. He take the gun from Soran and thrusts him into his parents' arms, as he runs outside. He then sees Lockon/Neil, who says that the only way to change is the past is how he feels about it in the present. Therefore, nothing else can change. Setsuna then hears his younger self kill his parents and the gun he snatched is gone. As Soran comes out of his house, having accomplished his task, Lockon/Neil asks Setsuna to change in place of him. Setsuna then wakes up in the children's room, hearing the song they are singing and seeing Marina next to him. Setsuna had been patched up, with the bullet removed, but the base doesn't have any cell regeneration equipment. Marian reminds of the letter he had sent her four years ago, that he will always look "...for a way for people to understand each other."; the children decide to give them some privacy as they talk. They then walk into the MS hanger, asking two Katharon guerrillas if they are going into battle soon and if they'll come back. The men tell them to go back to their room but the children say they can't, for "They are acting lovey-dovey!" Marina learns from Setsuna of the sins he had done while fighting in Krugis, which explains his dislike for conflict. Marina explains that she grew up in a normal family, having had a passion for music but her lineage resulted in her become the princess of Azadistan. Setsuna says that playing music suits her more than being a princess; Marina says that she might be forcing herself to and him as well, for forcing himself to fight. Ikeda comes in, reporting about Ptolemy's resupply in Europe.

Ptolemy's hull repairs are nearly complete, but they can't go underwater or use weapon. In the hanger, everyone is tired fixing Seravee. Tieria puts a blanket over a sleeping Mileina, thanking her. However, she dreamingly moans, "You can't fall in love with me." Suddenly, they detect 36 A-Laws suits and the mobile armor that attacked them in space. Sumeragi orders the Gundams to launch while they retreat into the mountain range for cover.

As the A-Laws move out to intercept, Patrick asks Kati as to why she made him a plane pilot instead of a mobile suit pilot; she states that his "immortality" will come in handy. She then issues the Innovators to distract the Gundams while the rest of their force takes out Ptolemy. Suddenly, they are taken by surprise by Cherudim, using its Trans-Am abilities to shoot farther than Gadessa. Lyle/Cherudim takes out five A-Laws suits, before running out of particles and hides behind the mountains. Allelujah/Arios and Tieria/Seravee then move ahead to engage the A-Laws suits, and came up against the two Gadessas piloted by Revive and Hiling. Devine/Empruss later intervened, firing a Enger Whip that pierces the Seravee's GN Field, grapples the Gundam, and then releases an electrick shock to electrocute Tieria. Allelujha/Arios attempts to assist only to be caught by a second Egner Whip. Cherudim doesn't have enough particle to assist, as the A-Laws pass him and assault Ptolemy. With only GN Archer left in the hanger, Marie volunteers to pilot it. But as she is about to leave the bridge, she sees her Smultron on Saji's monitor, which she realizes is piloted by Louise.

Marina helps Setsuna to 00 Raiser. Setsuna requests Marina to allow him to hear the children sing the next time they meet, before he climbs into 00 Raiser. He injects himself with a painkiller before moving out.

As Louise leads the A-Laws forces to bombard Ptolemy, Saji pleads her to stop. Though it would seem to Kati and Billy that they have won, the former receives a message and calls off the attack, just as Marie was about to board GN Archer. Kati is shocked that a coup d'état has been initiated by Federation rogues, who have taken control of the AEU's orbital elevator in Africa.

Hearing of the coup, Setsuna believes that Ptolemy will be there and makes his way to the elevator. Upon arrival, he detects a mobile suit bearing resemblance to the Flag. It is Mr. Bushido, in his GNX-U02X Masurao. Having anticipated that Setsuna may come to the elevator, he attacks. Setsuna doesn't have any time for this and pushes his foe away. Bushido then reveals his suit's hidden secret: The Trans-Am System!