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Utena meets Anthy's brother, Akio. Akio has been engaged to Ohtori Kanae whose father is the chairman of the board of trustees of Ohtori Academy. Her father is deceased, so Akio is the acting chairman. Mikage Souji is a twelfth grader who organizes Mikage Seminar, aka the Black Rose Association. He is such a genius that he even writes papers for professors. The building of Mikage's office is called Nemuro Memorial Hall, where it is said that one hundred boys were buried alive long ago. Chida Mamiya has a right to become the Rose Bride. Mikage says he will do whatever it takes to make Mamiya the Rose Bride, and will obtain the Power of Dios and the eternal secret. Mikage says the End of the World admitted Mikage and Mamiya. They say they need a duelist good enough to beat Utena. In the elevator of Nemuro Memorial Hall, Kanae confesses she is suffering. She can't get along with Anthy no matter how hard she tries. Taking advantage of that, Mikage makes her a Black Rose Duelist.
Tomoko Kawakami
Utena Tenjou (voice)
Yuriko Fuchizaki
Anthy Himemiya (voice)
Takehito Koyasu
Touga Kiryuu (voice)
Takeshi Kusao
Kyouichi Saionji (voice)
Kotono Mitsuishi
Juri Arisugawa (voice)
Aya Hisakawa
Miki Kaoru (voice)
Yuri Shiratori
Nanami Kiryuu (voice)
Jurota Kosugi
Akio Ohtori (voice)
Hikaru Midorikawa
Souji Mikage (voice)
Nozomu Sasaki
Ruka Tsuchiya (voice)
Yuka Imai
Wakaba Shinohara (voice)
Ai Orikasa
Kanae Ohtori (voice)
Chieko Honda
Kozue Kaoru (voice)
Kumiko Nishihara
Shiori Takatsuki (voice)
Akiko Yajima
Mitsuru Tsuwabuki (voice)
Akira Nakagawa
Keiko Sonoda (voice)
Ryotaro Okiayu
Tatsuya Kazami (voice)
Noriko Hidaka
Tokiko Chida (voice)
Maria Kawamura
Mamiya Chida (voice)
Hiro Yuuki
Dios (voice)
Satomi Korogi
Chu Chu (voice)
Chinami Nishimura
Mari Hozumi (voice)
Naoko Takano
Aiko Wakiya (voice)
Emi Motoi
Yuuko Ohse (voice)
Kappei Yamaguchi
Shiori's boyfriend (voice)
Hiroyuki Yoshino
Tanaka (voice)
Katashi Ishizuka
Yamada (voice)
Takuma Suzuki
Suzuki (voice)
