Your memories are all that have supported you till now.

We wrap up the Black Rose arc by interrogating Utena’s motives

We open on a trip to an empty basement…

Mamiya: Look at this. […] We’re down to one last black rose.

Mikage: [internally] Tokiko. Your brother’s sins are deep. But true eternity will be built upon the sacrifice of those 100 young Duelists.

Mamiya: She’s strong. Utena Tenjou, I mean.

and it’s no coincidence that mikage was thinking of another “she”

Then, we briefly turn to the student council and their plans.

Juri: Get Utena Tenjou to join us?

Nanami: Yes. We don’t know who exactly is moving against us. Right now, we need help from The Engaged.

Mickey: But don’t you hate her, Nanami-kun?

Nanami: I don’t like her, but this is a threat to the student council! When you consider the situation, we need her as a friend. I’m so smart! Big Brother, your little Nanami will save the student council!

Mickey: Still, all this talk about “friends”…

Juri: Even we aren’t what you’d call friends.

Nanami: Then, what are we?

Juri: What we are, are Duelists.

Mamoru Hosoda was responsible for storyboarding this episode (along with the episodes featuring Kanae and Wakaba’s duels), so he probably played a significant role in creating the aesthetics of this arc (there is quite a bit of reused animation, after all).

Anyhow, the story kicks off with Utena looking all over campus for Anthy, when she runs into Mikage in the greenhouse.

Utena: Maybe I shouldn’t have blown up at her yesterday. Man, it’s tough having “The Rose Bride” as a friend!

Mikage: It smells nice in here. […] The gentle scent of a single blossom is nice, but I also enjoy the scent of many at once. It’s exciting, how they compete with one another…

Utena: Have you seen Himemiya anywhere?

Mikage: I don’t know. Who is that?

Utena: A classmate. She’s been missing since this morning.

Mikage: You’re very concerned for your friend.

Utena: It’s not that, but…

Mikage: Did you think over what we discussed before? […] About you joining the Mikage Seminar.

Utena: Well, I mean…why do you want me?

Mikage: You have a mysterious charm…to be honest, I’m attracted to you. If possible, I’d like to get closer to you.

Utena: Oh, so that’s what it is. (internally) Kind of a bold way to tell me, though…

Mikage: I’d be happy if you just came by to visit. And, if we become friends, I’ll help you any time you need me to.

Utena: Well, I’d be happy to visit you, But, well, I’m not really having any trouble, so I don’t need any help.

He seems to be telling the truth when he says he’s attracted to Utena…but it’s only because she reminds him of Tokiko, of course.

Mikage: It doesn’t have to be you personally. Is anyone close to you having some problems?

Utena: Friends with problems? Friends with problems…let’s see…

Then she drifts off into a memory of her own trauma…

Young!Utena: Please, don’t open it. This coffin is for me. Living on…it’s just making me sick. Why does everyone go on living if they all have to die someday? Why didn’t I realize it before today? There’s no such thing as something eternal.

This was when Utena first encountered death and despair. Perhaps she’s trying to remember what really gave her the courage to go on living, when existence seems so fragile.

And then she find Anthy back in their room.

Utena: Hey, Himemiya…you can’t quit being the Rose Bride, can you? Friends with problems, huh…?

Utena imagines Anthy slipping from her grasp, but chooses to hold her hand for the first time anyway…

But she’s also finally accepted that Anthy is the Rose Bride, and she’s starting to understand what that might mean.

and anthy comments again about how tired she’s been lately

But Utena finally visits Mikage the next day, when he’s seemingly getting ready to leave – he fires his secretary, who alludes to what seems to be a common rumor: That Mikage is in love with Mamiya, rather than Tokiko (and, to be fair, Tokiko is long gone by this point).

Then, in the entrance hall, Utena discovers that the members of the Mikage Seminar all happen to be the Duelists she’s faced recently…

Then we seemingly get a flashback to Nemuro before the fire…

Duelist A: The path to the Dueling Arena has been opened. Soon it will all begin.

Duelist B: With this, Professor Nemuro’s work is finished. We’ll probably carry on without him.

Mamiya: They’re so selfish. Opening the way to that area where the castle appears was your doing, wasn’t it? They all fear you. They think eternity is almost in your grasp.

Nemuro: I will not duel with them.

Mamiya: Why? Don’t you want the power to revolutionize the world? That castle is where eternity dwells. Eternity means “to last forever,” doesn’t it? For years…decades…centuries…millennia…millions of years…billions of years…Epoch upon epoch, age upon age…My life may only be a fraction of an instant. But eternity is that instant lasting for millions upon millions of years. Never ending…I…I…I want eternity!

Then we fast-forward to after the fire started, evidently by the candelabra from the of the Duelist’s banquet…

Nemuro: This is the first step towards the task you have. One day, the path to eternity will be opened from this school.

Tokiko: Nemuro-san!

Nemuro: Mamiya-kun did the right thing. I, too, now wish to grasp eternity with my own hands…

Mikage: You finally came. I thought you would eventually return to me. Tokiko-san. You don’t have to regret abandoning me.

I’ll just say it: Spending so much time obsessing over a woman you never even got the nerve to confess to is just CREEPY. Honestly, more creepy than hanging out with her brother’s ghost.

Utena: Mikage-senpai…you’ve been manipulating everyone?!

Mikage: Manipulating them? Hardly. These are all members of the Mikage Seminar. They all had memories they couldn’t forget. Very, very precious memories. And they all fought to preserve those memories. In short, they were people who tried to change their lives according to their memories.

I can kinda see how he might think that, and maybe one or two of the Duelists thought that way (mainly Kozue), but mostly, it was about them taking control of relationships where they had previously been more passive players.

Mikage: And what about you?

Young!Utena: We’ll meet again. My prince…we’ll meet again…Until that day, I won’t cry. No matter what happens, I’ll be strong.

Mikage: Like me, you should be able to make your memories eternal. The world requires it. The path you must take has been prepar-

Utena: You son of a bitch!

Utena: Who exactly is “the world”?! Don’t assume I’m a manipulative monster like you!

Mikage: No need to get excited. You seem to be screaming “Don’t touch my precious memories!”

Utena: I’m what?! Don’t pretend to understand me! My memories are…!

Mikage: I see. Your memories are all that have supported you till now. Don’t be ashamed of that. The memories you hold are worthy ones. Only those who hold beautiful memories are allowed to wish. To wish for that time to go on and on…to wish to never change from what you were. I, too, understand…you’re just like me. You never stop wishing that your memories can be made eternal. You can see it in our eyes.

Utena: I challenge you! Meet me in the Dueling Arena at sunset! I’ll tear you apart! I’ll prove that I’m nothing like you!

This is the first time Utena’s issued a challenge since Episode 1, and it similarly seems to be because her friend and many, if not “innocent” people, than “uninvolved”, were drawn into Mikage’s schemes. But he’s right when he says that the memories are all that supported her – her family died, after all, and her Prince gave her hope and courage to carry on. Mikage seems to represent her future should she choose to live in the past. in her memories, rather than accepting her current life, to grow and change. They both use “boku” and have pink hair.

And then Mikage takes the elevator…

Mamiya: Senpai, why did you call her here? Why won’t you speak? What’s so funny?

Mikage: Here, look at this. Tears. […] It seems that pain has brought forth an unintended tear. If she hadn’t seen my rose crest, she might have killed me right then and there.

Mamiya: You seem to be enjoying this.

Mikage: Dammit…all she does is hurt me and surprise me. Tokiko really has come back to me. To settle things once and for all.

Mamiya: You intend to accept her challenge?

Mikage: In the end, we haven’t advanced a bit in all this time. But that girl is closer to the Power of Dios than either of us. If we don’t beat her, we’ll never advance. I take this rose which blooms at the End of the World unto me!

Meanwhile, Utena’s contemplating her ring…and her memories.

“You never stop wishing that your memories can be made eternal. You can see it in our eyes.”

On some level, that is what she wants: To go back to a simpler time, even if it was harder, because everything seemed clearer. She has to decide whether to preserve her memories, or to take the opportunity she has to ACTUALLY revolutionize the world.

The Shadow Play is pretty simple this time, about how clinging to memories only leads to people who don’t grow up.

And for I think the first time, the duel isn’t proceeded by the Apocalypse theme, but just dives right into the Duel Theme.

On nature's stage are units on existence, comprised of the imaginary art of life.
Words are born, they meet, then hesitate.
Ideas are born, they meet, then become empty.
Oh, where am I and when am I?
Spells, charms, mysteries, prayers, me.
Stage, destiny, magic, mirror.
Full moon. Mysterious and ever-changing.
I am an imaginary life form at my end.
Full moon. Mysterious and ever-changing.
I am an imaginary destined form at my end.
Asking for time. Never resting.

Honestly, this one’s pretty opaque to me, aside from the idea of endings and imaginings.

This time, there are pictures of Tokiko and Mamiya on the desks…

Mikage: Well met. However, I’m not in full form. My shoulder you injured still hurts. However, I don’t intend to lose to you!

Utena: Get real! Like I’d lose to a manipulator like you!

Mikage: You’ve got it all wrong. Those who took my black roses all came to me of their own free will! And they all stood in this place of their own free will! All who stand here are like me! They come to attain eternity!

Utena: Shut up! Don’t blame others for what you do!

Mikage: The minute I first saw you, I knew! You met someone important to you in the past as well, didn’t you?! And that person changed your life, right?! You stand here because of that illusion! That’s why you can enter the Dueling Arena! Am I wrong?! In the end, you and I are the same! And now, in this place, you shall be beaten! I will defeat you, Tokiko!

Utena never fought to “grasp eternity”, she’s only wanted to protect people…but also, she only came to Ohtori Academy in the first place to find her Prince, her precious memory, and she changed in an attempt to embody that memory, to make herself the Prince…but even if she’s the Prince, if she never changes, how is that any different from Mikage?

Mikage: You’re a stubborn girl, Tokiko. You won’t understand unless I scatter that rose on your breast. I knew you’d jump.

Anthy helps Utena by doing the sword thing, but Mikage’s not so fortunate.

Mamiya: Senpai, you’re going to lose.

Mikage: Mamiya!

Mamiya: She will scatter the rose you wear.

Mikage: What?! Where are you?! Mamiya! What the…? Who’s…?

And now he notices that the Mamiya in the picture frame doesn’t look like the Mamiya he’s been talking to…

Mamiya: You can’t beat her. You will never beat my sister, who dwells in your memories.

Mikage: Tokiko! Eternity is within my reach! I will defeat you and gain the power to change the world! With me own hands! Why won’t you understand me?! I took everything upon myself! Even your brother’s crime!

Mamiya: Senpai…take a good look! Back then, in that place, who was really there? Who wasn’t there?! Who was it that really set the fire?!

He was so focused on Tokiko in his mind, that he conveniently misremembered things to paint himself in a more righteous light. Perhaps he became convinced that he had to attain eternity for Mamiya, so in a way it was Mamiya’s fault, etc. etc.

And then he forgot what he even looked like.

Mikage: It’s been such a long time…it’s been decades since I saw you…

Then, Akio gets a phone call…

Akio: Ah, Nemuro-kun. I was expecting this call. Yes, your companion Mamiya, who was produced by your lingering regret over Tokiko, actually died a long time ago. You treasured that illusion of memory so much that it stopped time for you. I made use of that. The time you spent not growing up as you kept possibilities hidden in your heart proved useful to me, but that’s all over now. The path you must take has not been prepared for you. Now graduate from this place.

Then Mickey and Utena encounter the ruins of Nemuro Memorial Hall, which was never rebuilt because Nemuro himself was “never here”.

Mickey: There was a big fire here a long time ago.

Utena: Wow…something that terrible really happened here?

Mickey: No one was hurt in it, but…well, it was a long time before the student council existed. No records remain from it.

This seems to imply that once someone graduates here, all memory of their existence is erased…

And now, we turn to this Mamiya.

Akio: What’s wrong? Do you feel sympathy for him? But he isn’t here at this school anymore. Rather, he never really was in the first place. Just like you…

So, it seems that Mamiya wasn’t entirely a ghost – Anthy played that role, too. And one can only hope that’s the entire reason she’s been so tired.

But this also brings up the idea that there’s still more going on with Anthy that Utena doesn’t know about…

Until next time…