Jan gets onto the intercom and calls into the conference room. Much to Integra's annoyance, Jan introduces himself and says that they are in the middle of a late lunch, feasting on the Hellsing membership. They'll be on their way up to kill them next, so in the meantime, he recommends they piss themselves, pray to their God, and get ready to beg. But if they act now, they've still got time for a good old-fashioned suicide!

Jan then breaks the receiver and tells Fargason he's going to die. Before he can shoot, Seras appears and shoots down Jan and the ghouls in the room. She then picks up Fargason, and says that she's been helping the inured who haven't turned into ghouls. They then leave.

Jan gets up, not sure about what just happened. As the bullets drop out of his body, he thinks about how they thought the only vampire around here was that Alucard guy. Back in the conference room, the round table members are getting anxious about what they are going to do next. Integra says that there is a helicopter ready to evacuate them, but she isn't sure how they're going to get to it. She wouldn't be able to protect them from all of the ghouls. She thinks Fargason will have contacted other authorities, so they just need to wait until they arrive.

They then hear an explosion outside, and they see some flames in the distance: their helicopter has been destroyed. Luke Valentine is the one who did it, and he then rings his brother. Jan lets him know about the other vampire he's just encountered, and says she's gone underground. Luke says he'll deal with her. Jan then says floors one and two have been cleared out, so he and the ghouls will be heading to floor three next to kill Integra and the old geezers.

Seras drops Fargason off with the other injured soldiers, and sees Alucard. He doesn't seem bothered at all about the situation, and tells Seras he's waiting. She says the enemies are on the first floor, but he tells her his enemies aren't the trash she's been fighting. Walter then walks in and says the first floor is completely overrun, and the second has almost been lost. Seras asks about Integra, and Alucard tells her she's upstairs, on the third floor.

Walter says he was on his way there himself, and he surprises Seras by asking her to come with him. Alucard says that it's been too long since he last saw the "Angel of Death". Before the two leave, Walter asks Seras to bring her new weapon with her. As the ghouls proceed to the third floor, Jan goes into Integra's room and starts smoking her cigars. He finds it messed up that with all the poverty in the world, there are still people like Integra spending all of her money on these things.

Jan meets up with the ghouls and tells them that death is too good for Integra. He'll fuck her, shoot her in the head, then fuck her again! He shoots some rounds off to worry the people in the conference room, but Integra tells everyone to relax. The real power of the Hellsing organization has yet to reveal itself. They know she's talking about the vampires she's had trained to kill their own kind, even though Hellsing is supposed to kill them all. Integra tells them that the ordeals her family had to go through a century a go were far greater than this. These vampires that attack them today...she'll see them roast in the deepest pits of hell!

Jan and his ghouls arrive on the third floor, and stop when they see someone walk out of a door. Jan can't believe there is someone still alive up here, when suddenly part of his cigar gets sliced off.

Some of his ghouls also get sliced apart, as Walter introduces himself to Jan. Jan has some of his troops fire, but Walter moves way too quickly for them and uses his wires on them. He says that ghouls are far too slow, and whilst he can see Jan's plan, ghouls fall short of being an immortal army.

He then tugs his wires, killing several of ghouls by decapitating them or slicing them in half. Elsewhere, Alucard simply waits. He seems to be able to sense what Walter is doing, and tells the angel of death not to push himself. Nearby, Luke moves towards Alucard, blasting down a door.

Walter recommends Jan piss himself, or pray to God. Jan tells the old man that he was getting bored of all of these easy kills. He has his remaining ghouls move forward, each one armed with a shield. Walter asks Seras for some backup, and she fires some shots from the Harkonnen.

The ghouls get blasted, but Jan sees it in time and jumps out of the way. He kicks down a door Walter had taken cover behind, and points a gun at his head, but Seras sneaks behind him and gets him in a hold. She pins him to the ground, as Walter tells her that her tackle was an interesting technique. Seras reminds him she did use to be a cop.

Walter then wants some answers, and starts asking Jan questions -why did he attack them, and who told him to do it? Meanwhile, Luke finds Alucard. Alucard tells him he's late, and he was getting fed up of waiting. Luke apologizes but then says he's been waiting for this: his confrontation with the famous Alucard. He wants him to find out just how good he is, and he then moves right next to Alucard in an instant, pointing a gun at his head. Alucard has one of his guns out, and tells Luke he's pretty fast. Luke says he's not like any vampire Alucard's fought before, and he's going to be the one who puts him in his place.

They then shoot each other. Back in the corridor, Seras decides to get off Jan as Walter continues to ask questions, but Jan then looks at his watch. A timer reaches zero, and suddenly Jan has some new troops arrive -ghouls of Hellsing soldiers! Walter realizes that he wasn't trying to kill them -he wanted to turn them all into ghouls. Jan says this was a great plan.

Whilst having being shot, Luke is far from dead, and pulls out another gun. Alucard isn't dead either, and starts shooting without even looking at where Luke is. Luke dodges his shots by using his great speed, and says there's nothing Alucard can do against him. He has all of the powers Alucard has, and more.

Alucard gets up and says he hasn't had this much fun in a long time. He recognizes Luke as being a category A vampire. Luke can't believe he's gotten up after being shot in the head, but Alucard says that he's releasing his control art restrictions to level one, and will hold this release until his target has been silenced. He'll show Luke how real vampires do battle, and his human form then changes into something else.

Jan manages to jump over Walter, and runs towards the conference room. Walter uses his wires to stop him, but Jan decides to keep running, even though doing this causes one of his arms to tear off. Meanwhile, Seras is attacked by the Hellsing ghouls.

Alucard has changed his form into a wild dog, which tries to chomp on Luke. He avoids it, and starts to run away, but Alucard pulls out the Jackal and fires, shooting off one of Luke's legs. Back upstairs, Seras gets the ghouls off her, but loses herself to rage and starts to enjoy battering the undead Hellsing soldiers. She eventually calms down when Walter shouts her name.

Having shot of Luke's other leg, Alucard confronts him. Luke asks what the hell Alucard is, but he tells him to stop whining. He should summon his familiars, transform himself, regenerate his legs and stand up. Pick his guns up and fight back! The night is still young, and the real fun has yet to start. Hurry! Luke calls him a monster, and upon hearing this, Alucard transforms back to his human form. He tells Luke he's just like the others -nothing more than a disappointment.

Luke pulls out a small handgun and starts firing until he runs out of ammo, but his bullets do nothing. Alucard says he's nothing but dog food, and has one of his arms change into a wild dog. This gobbles Luke up and kills him. Meanwhile, Jan shoots down the door to the conference room...

...only to get shot in the face repeatedly by Integra. He thinks he's OK until he realizes that she used incendiary mercury bullets, which start to burn his face off. She wants to know the name of his master, but rather than tell her anything, Luke just starts to laugh. He then uses a suicidal technique to set his entire body on fire.

He becomes nothing more than a pile of dust. Nearby, Seras is visibly upset at how many of the Hellsing ghouls she's killed. Meanwhile, Alucard walks back into the darkness, leaving only one of Luke's guns behind.

NOTES

This episode continues to adapt the manga's Dead Zone storyline. The anime specifically shows Luke blowing up the helicopter with the rocket launcher, whilst in the manga it's not shown who did it. As Fargason isn't in the manga, the scene showing Seras rescuing him is anime-only. All of Hellsing's soldiers get killed and turned into ghouls in the manga, whilst the anime changed it so a few survive and hid in Alucard's room. The biggest changed is when Jan dies, he utters a final word of "Millennium" in the manga, which is a hint to the major bad guys of the story. However he says nothing in the anime, as Millennium aren't in it at all and a new bad guy will be introduced later, who has no dealings with Luke or Jan.