Pist finally has perfected his ultimate weapon that will counter Kaze's Magun called Blue Elenium. Jane reaches Teros and the group meets Bumbol who weaves the clothes that Clear was wearing out of Flying Water. They also reunite with Lu who has a cape of Flying Water allowing her to fly. Cid sends out teams to retrieve the Flying Water when Pist attacks and begins to destroy them. Kaze uses his Magun to summon Phoenix, and with the help of Moogle, it becomes Giga Phoenix. However, Pist uses his Blue Elenium to take control of Giga Phoenix and has him destroy the field of Flying Water and attack the gang. However, Makenshi shows up and uses two Mist Dragons to destroy Giga Phoenix and sends Pist running. Everyone except Kaze and Moogle run for the sub to escape. Kaze intends of facing Makenshi to a final showdown.
