26 February, 2006
10 March, 2007
Dominic arrives at Warsaw with his orders from the last episode, and finds a facility that performs experiments on young girls with desperation disease. However, the experiment ends in the death of all three specimens, and Dominic is forced to inform Dewey that there was no replacement for Anemone. Meanwhile, stress continues to take its toll on Renton's group as they explore Earth, and Eureka's condition grows more dire.
Dominic tries to get Gulliver off his bed, and wonders how it got on board on the Izumo, and suspects it was Anemone. He is troubled with the order of finding a replacement for Anemone. The crew seems to be stalling his attempts to land at Warsaw. At Dr. Bear's facility, Holland is trying to get back into the fight, but passes out in Talho's arms due to the fact that he is literally killing himself in the 303. Everyone tries to convince Talho to tell Holland to give up, but she won't because she will stand by everything he decides to do. On Earth, the Nirvash is stomping through the forest and Eureka is silent and withdrawn. Renton tries talking to her, but she remains silent and the kids are worried about her. Dominic and the command crew are riding through Warsaw, which amazes Dominic that it is so decayed and worn-down. As Captain Jurgens stops to stare at a burned down house, it is revealed from Maria that Jurgens lost his wife and two daughters here during the civil war. Dominic isn't interested and honks the horn until Jurgens gets back in and tells him he's not the only person who lost his family in the war, confirming that Dominic lost his family in the war as well. Back on Earth, Eureka continues to keep to herself while Renton tries to determine their location from the book. He thinks they might be on the east African coast, but Maurice says it doesn't matter because they're stuck here. He throws a tantrum, saying none of their friends are here, Eureka has gone crazy, and they are doomed to live in the middle of nowhere for the rest of their lives. Maeter and Linck come running up with some fruit and tell Renton that they found more of them, and take him to collect more, leaving Maurice sulking and worried for Eureka.
Dereck of the Novak Foundation greets Dominic, who feels that they've met before. The man says they did once, when he delivered "that thing" to him. They enter a waiting room to find a dozen young girls all suffering from the Desperation Disease. The military types are all shocked and Dereck smirks that Warsaw has another name - Joy Division. On the beach, everyone is eating the fruit but Eureka suddenly gets up and starts to walk away. Renton tells her that if she has a problem then tell him, and reminds her that the kids hate it when she gets sad. She freaks out when he touches her shoulder and tells them not to follow her. Dereck is pleased to report they have made great strides in their advanced technology of reconstructing the girls into humanoid Coralians by reconstructing their facial appearances and eyes, although he is displeased that they don't come close to resembling the original Coralian. The scientists hoop up things to pull their eyelids back and inject liquid into their eyes, and Dominic identifies it as the same medicine that Anemone needed to control her mental state. The three girls' hearts suddenly stop beating and Dereck apologizes for the inconvenience ,and asks what they want to do instead. After reporting that there are no replacements for Anemone, Dominic confides in the Captain that he wanted to support Anemone because he thought he knew what it was like to feel the pain of being alone. He wanted to pick a new girl to spare her, but he doesn't want to do that to some other girl.
Jurgens throws the Pacific State issue of ray=out to Dominic, which lays out Dewey's plan to provoke the Antibodies and get a lot of people killed in order to win the public's favor and destroy the Scub Coral along with the planet. He asks Dominic if he thinks what is contained in the magazine is the truth and takes Dominic's pained silence as affirmation. Back on the beach, Renton takes out the thing that Holland said to use if something happened, and it turns out to be a rifle which is Charles Beams old rifle. Maeter comes yelling that Eureka is gone. Renton and Maurice go looking for her, and tell the other two to wait here. They find Eureka with her left arm covered in glowing green spots which have spread up to her head from her arm. Maeter and Link follow and see the same thing, and Eureka runs away and everyone chases after her. Jurgens gets orders to head to Tresor in order to meet with the Gekkostate and Dominic crumples his orders, silently telling Anemone that he's made his decision.
- Captain Jurgens and the Izumo crew turn against Dewey after learning about his true intentions in the recent ray=out issue, and allies with the Gekkostate.
- Girls with the Despair Sickness are experimented on to become artificial Humanoid Coralians, like Anemone.
- Dominic defects from the military to join forces with Gekkostate to save Anemone.
- The name of this episode is a reference to "It's All in the Mind" by CJ Bolland.
- This episode makes reference to the British band Joy Division. The town of Warsaw is also referred to as "Joy Division"; likewise the band was originally named Warsaw. "Joy Division" was also the name of the sections of Nazi concentration camps dedicated to prostitution.
- The central fragment of Sandro Botticelli's painting "The Birth of Venus" can be seen hanging above the main hallway inside Warsaw. The fragment represents the nascent goddess Venus being born from an seashell, in reference to the Greek Myth wherein one of Uranus's genitals was swallowed by a oyster and then transformed into Venus, akin to a pearl's creation. This fragment has a double meaning, first of all it alludes to the Scub Corals who fell from the sky, landed into the sea and later created the humanoid Coralians, and secondly, it references the artificial human Coralians created by Joy Division.
- During it's airing on Adult Swim this episode was given a TV-MA-V Rating, the only episode to be given this rating, let alone a TV-MA rating in general.