As it begins the episode picks of where the previous one left off, with Goku, Dokugakuji, Lirin and Yaone standing out side the village gate. But now Kougaiji has arrived, and demands an explanation.
Meanwhile inside Suika's place, Sanzo, Gojyo and Hakkai sit around her table acting very lethargic and depressed. Suika goes from one to another talking of how much better it is without their memories. Sanzo asks her whether this bliss will last, and she answers that it will for all eternity. As she leaves him Suika tries to hold Hakkai's hand but is attacked by Hokaru.
Outside, after gathering all the facts about Suika's barrier, Kougaiji decides to launch his attack. Before he begins his assault Goku asks him why he is doing this to which Kougaiji answers that he does it so he can get the scriptures the right way.
As Kougaiji's attack destroys the barrier and levels most of the village, Suika finally manages to throw off Hokaru.
Kougaiji's group along with Goku warily enters the village, and is confronted by its inhabitants, who shed their brown exoskeleton to reveal blue skin. Kougaiji comments that as he heard of Suika about a hundred years ago the people must have died ages ago.
Back inside Hokaru tries to reenter the room in which his master is kept. But is unable to break down the door.
Outside the other beat up the zombies, but realizes that they will not stay dead. Taking this into account Kougaiji tell Goku to go on while the hold the fort. Using his hellfire ghost he clears a path for Goku who runs towards Suika's mansion. As he goes, Lirin exclaims that, for their troubles, Sanzo's group better buy them their next meal.
Once inside Goku begins to call out for Sanzo while knocking down doors. Luckily he meets up with Hokaru who leads him to a number of silken cocoons encased in which are the memories of his friends. As he stares into the face of a bloodied younger Sanzo focus goes back to the fight outside.
Yaone asks Kougaiji what Suika would do with all these memories, to which Kougaiji answers by retelling another story about her. According to what he heard she was once in love with a man who was haunted by painful memories. But instead of cleansing him of is past, she hoped her love would sustain him. Sadly it did not and ever since he killed himself she has been relieving other of their painful pasts.
As Goku frees Sanzo's memory it disappears. Then we see Sanzo, sitting on his bed. The lost expression on his face is replaced by one of horror as he sees his younger self. The same is happening to the other two. Hakkai sees himself proceeding his demon massacre, and Gojyo, himself after the death of his mother. As Sanzo is reunited with his memory, he begins to scream.
As to Goku he is confronted by Suika, who ensnares him in one of her cocoons, while telling him about the amount of pain he has caused his friends. As she talks of the amount of suffering their memories will induce upon them we see each of them screaming. As she once again tries to mess with Goku's memories, she tells him that Gojyo, Sanzo and Hakkai will come to her begging to take away her memories.
We once again she Goku in his cage, but this time it is winter. Instead of the optimistic view we where shown before, this time we see Goku despairing, as the ghost of a dead bird keeps tormenting him.
Suika's probing is interrupted by the arrival of the other three. Sanzo Gojyo and Hakkai turn up their eyes concealed behind shadows.
She walks towards them but Sazno's gun in her face suggest he does no want her any closer. Surprised Suika asks them whether they have not enjoyed the past day. Gojyo answers. He tells her that the past day has been bliss, but a blissful dream.
Shocked Suika demands an explanation. Sanzo answers it was a dream, and thus was false. Enraged Suika attacks them; Sazno's gun is faster. A single shot fells her. Suika dies proclaiming they are fools.
Goku wakes up by the jeep. Sanzo stand over him and as he wakes up belittles him for sleeping for so long. As they enter the jeep Goku realizes they are okay. As they drive on, Goku insists that he was the one doing the saving, and not hem. After faking amnesia, Gojyo starts messing up his hair, saying that he is a good monkey. Goku's answer to these taints is to attack Gojyo who cautions him against becoming a bad monkey.
As the two fight Sanzo stares into the sky. Or at Kougaiji group, who are aloft just above them.
The episode ends with another scent with the women by the pond. She seams happy that they escape, but her aide groans that at thie rate the will take forever to reach India. His mistress retorts that it doesn't matter when thy get there as long as they get there in style.