Gin finishes off Pearl, claiming that he wants to kill Sanji himself. Still heavily wounded, Sanji faces Gin while Luffy attacks Don Krieg. However, Don Krieg proves to be a much more dangerous adversary than Luffy could have imagined.
After Luffy breaks the fin of the Baratie restaurant, everyone is confused as they see no reason for doing that. Luffy's intentions were to break the ship and sink it so that they will give up; he thinks it is stupid to die for a restaurant. Sanji does not want the ship broken, he would give up his life for it. Sanji and Luffy are very opposed to each other and they start to argue. Pearl stops the arguing by preparing an attack, but Gin stops the attack by defeating Pearl. Gin claims that he will finish off Luffy and Sanji but Luffy says that he will not be killed by weaklings. As Krieg's pirates are called weaklings by Luffy, they get irritated and charge, however, Krieg stops them. Krieg says that someone who is startled because someone else calls them weak, is someone who recognizes that they are weak.
The fight against Gin and Sanji starts and Krieg says that he will finish Luffy. Gin and Sanji are both very wounded but are still able to fight. After a few more attacks, Sanji pinned down and Gin is about to kill him, but he manages to get out and attack Gin again. After a few more attacks, Sanji is seen holding his ribs as a cracking noise sounds and Gin prepares to kill him. As Gin prepares his final move there is a pause, he was crying. He could not kill Sanji after what he had done for him. Sanji had given him delicious food and was so kind to him; it was the first time he had ever felt this way.
Therefore he admits that he cannot kill him, he apologizes to Krieg, who is very angry and disappointed.Krieg prepares for his attack 'MH5', poisonous gas. Gin is not in Krieg's crew now, as Krieg`s tells him he was not loyal enough to follow his orders. Luffy gets two masks and throws them to Sanji and Gin, before panicking as there isn't another masks in sight. Krieg releases the bomb and the episode ends.