After escaping into the sewers of Neo Tokyo, 044 is discovered by bounty hunters. She discovers that not only is Daxus II after her, but the Phage, having placed a bounty for her head, are as well. On top of that, she finds the strange need to reconcile with Luka and goes to Matilda's Clinic only to find that things may not be as easy as she thought.
044 is ordered to infiltrate the assembly of Phages in the Neo Tokyo sewer system to find their leader, King. There she finds Luka, a young man who has made a promise to kill her. They fight, however, before 044 can kill him, he chooses his own fate by diving into the sewer. In this encounter something deep within 044 is awakened and thus she rescues Luka, whom she was to kill.
044 poses as a loyal member of the Phage forum in order to eliminate an upper class member of the society. Her activities are overseen by the eccentric Daxus II, of the Central Government. Though as powerful as she is, 044's lifespan seems to be shortening and as such, begins to wonder about her own existence.