The announcement is posted regarding Strezemann's new orchestra, and someone comments that it's made up of underachievers. At the bottom of the list, Nodame has the position of mascot.
Nodame tells Strezemann that she wants to be a pianist, not a mascot. He tells her that pianists can't join orchestras, but this way she can be near him all the time.
Chiaki decides that he can learn a lot from Strezemann so he informs Tanioka that he will request a transfer to the conducting department. Nodame overhears and rushes Chiaki, who deflects her and sends her flying. She begs him not to transfer because she wants them to stay together.
Strezemann tears up Chiaki's transfer papers and tell him that he won't let him into the conducting department because he doesn't like him. Furthermore, he doesn't like Vieira either.
Masumi, who is always watching Chiaki from afar, sees Nodame hanging on Chiaki's arm. He curses her and adds her to his "murder list".
Strezemann greets the new S Orchestra (S-Oke) and tells them that time and effort are important. Then he suggests going on a group date.
Mine practices electric violin with his rock band and they comment on his upcoming repeat exam. He recalls how Chiaki rejected him, which is why he needs to find a new accompanist to help him. Just then, Nodame trips on his power cord, dropping the food she had just stolen again from Maki. Mine comes out and thinks she's cute. When he sees her piano book, he asks if she will be his accompanist for his exam.
Masumi has been selected for both A and S Orchestras. He tells Kiyora that he doesn't want to participate with the mascot girl in S-Oke. He recalls meeting Chiaki for the first time four years ago. After losing his balance going up some stairs, Chiaki had steadied him. Masumi watched him from afar with love ever since. But now that troublesome girl is meddling.
Chiaki writes a notice to withdraw from school, but Nodame tears it up. Chiaki argues that he wants to transfer to another academy since Strezemann won't let him enter the conducting department. Nodame tells him that they should spend time together and hopes that he will cook dinner for her that night (as he often does).
Chiaki hears Nodame and Mine practicing together and deems their performance messy. He stops at the market and buys two fish instead of one, thinking of Nodame's dinner. However, as he passes by Mine's father's restaurant, he hears Nodame's voice. She is stuffing herself with food and Mine tells her that she can eat there for free anytime. Chiaki is exasperated that Nodame will go anywhere if she's fed and throws the fish he got for her as far as he can.
Meanwhile, Strezemann bonds with S-Oke on the group date.
Chiaki relaxes at home listening to a CD of Vieira conducting Beethoven, but is interrupted by the inceessant ringing of his doorbell. Knowing that it's Nodame, he opens the door on her, calling her Garbage Woman. He is surprised to find Saiko there instead, and explains that he didn't mean to insult her. Just then, Nodame arrives with food for him. Chiaki ushes Saiko into his room, makes a face at Nodame and shuts the door.
The next morning, Mine finds Nodame deflated and lovesick. He drags her off to help her get her man.
Saiko vents to Chiaki about losing the heroine role to Suganuma. Chiaki is tired of hearing it, but Saiko points out that she's always listened to his complaints in the past.
Mine is surprised that Nodame's target is Chiaki. When he finds out that her rival Saiko, Madonna of the vocal department, he tells her that she's already defeated. There's no way Chiaki would choose her over the beautiful and intellligent Saiko.
Mine tells Nodame that they should get back to practicing, but she doesn't want to, stating that she's going to die before his exam anyway. She shows him a chain letter she received from the "You're Dead" Committee. Mine tells her it's ridiculous and just as he tosses the letter away, they get hit with a deluge of water.
At Uraken, Nodame entreats everyone to help her write the chain letters. Mine urges her to think of who would have a grudge against her, but the only transgressions she can think of have to do with stealing food.
Nodame and Mine catch Masumi as he gleefully draws eyes on a fake-sleeping Nodame's eyelids. Since they both want to claim Chiaki, they decide to have a duel; piano versus timpani. Instead, Mine suggests that the first one to successfully go on a real date with Chiaki, wins.
Drinking wine with Saiko, Chiaki decides he is tired of listening to her constant complaining; he wants to practice his conducting. He tells her to find her boyfriend instead, but Saiko explains that she's not going out with Hayakawa. She suggests that they get back together, the two of them are the same. Chiaki tells her it's true, he dislikes losers as well, and leaves.
Nodame catches Chiaki outside his door and asks him to go out with her on their next day off. Feeling the need to vomit, he agrees just to get her to let go of him.
The next morning, Masumi shows Mine the tickets he got to the Czech Philharmonic performance, but is nervous about speaking to Chiaki for the first time. He asks Mine to do it for him, but Mine refuses. Kiyora overhears their conversation.
Kiyora approaches Chiaki and introduces herself as the concert mistress for A-Oke. Chiaki knows of her and that she had just returned from studying in Vienna. Masumi signals to Kiyora from his hiding place and she reluctantly invites Chiaki to come to A-Oke's practice session.
Masumi arrives at practice wearing his tuxedo. The other members laugh at him, but he urges everyone to play perfectly. With Chiaki watching, Masumi gets overzealous during practice and the conductor tells him to get out. Chiaki calls him an idiot and leaves, reflecting that he's still just watching conducting and orchestra from afar.
Nodame finds Chiaki and asks him where he would like to go on their date. He doesn't remember ever agreeing to it in the first place and promptly rejects her.
Mine comes over to practice with Nodame, but she's a zombie after being rejected by Chiaki. For some reason, Masumi is also there nursing his broken heart. When Nodame talks about wanting to eat Chiaki's cooking, and Mine finds out that Chiaki often makes her dinner, he tells her that she might have a chance with him.
Mine urges Nodame to put on cosmetics and wear a sexy dress, but she doesn't wear either well. Masumi offers to fix her makeup, but makes it much worse.
Chiaki shows up complaining that they are noisy. Mine tells him that Masumi and Nodame just want him to like them. Chiaki doesn't understand how anyone can fall in love with someone like Nodame, and isn't Masumi a man? At that, Masumi runs out crying.
Chiaki asks Mine if he thinks he's a good violinist and Mine confirms it saying he won third place in a national competition. Chiaki picks up Mine's violin and plays it so beautifully that Mine is impressed and frustrated. Chiaki remarks that he won first place in Vienna.
After Mine leaves, Chiaki has nodame listen to the CD of Beethoven's Spring so she knows what it's supposed to sound like, because she and Mine have been practicing it all wrong.
The following day at school, Nodame gives Mine all of Chiaki's critiques. Mine plays only to satisfy himself, doesn't understand ensemble, doesn't listen to the piano, and just drives fast to feel good. Mine feels that Chiaki is just looking down on him. He doesn't like classical music because you must play the score accurately, it's all about technique and he feels he can't express himself. He also finds it unfair that Chiaki can play the violin so well, while he himself doesn't have talent.
Nodame then gives Mine the positive notes. Chiaki thought his expression was interesting, that he's not good in ensembles, but good in solos. People like that can make sudden progress once something clicks inside them.
Nodame tells Mine that the vision of the piece is a field of flowers. Mine tells her that it's the joy and lightning of shining youth.
Ookouchi approaches Chiaki and tells him that unfortunately for them, Strezemann is busy with S-Oke. Then he mentions that Hayakawa is currently receiving lessons from Vieira.
Strezemann is still partying with S-Oke and meets editor Kawano from Classic Life who wants to interview him. The students are still suspicious that he might be an imposter.
Chiaki goes online and gets more depressed when he sees a photo of Hayakawa and Vieira together.
The next morning, Chiaki finds Nodame collapsed in the hallway with a fever. He delivers her wrapped in a blanket to Mine, but obviously in no condition to play the piano. She says she will recover by a kiss from her prince, so Chiaki gives up and agrees to play the accompaniment for Mine instead - much to Nodame's disappointment.
Kiyora finds Masumi packed up and ready to leave school. She tells him that even though he got kicked out of A-Oke, he still has S-Oke. But if he's gong to leave after being rejected by a guy, then his love of music is limited.
Mine gets nervous listening to the violinist before him who is taking the retest only because he had been studying in Germany before. Chiaki is confident that he is better than the pianist. Mine remarks that it must be nice to be so accomplished without having to make an effort. Chiaki reveals that he's been studying piano and violin since he was three, and spent years practicing his violin excessively. He wants to be a conductor, so he's learning different things, but so far has yet to achieve anything.
When Mine's name is called, Chiaki tells him to listen to his piano and play the way he wants to without worrying about technique. When they play together, Mine feels exhiliarated.
Masumi stops by to listen to their performance, and when he turns to go, Nodame grabs him and tells him that their duel isn't over. This seems to recharge Masumi.
Mine disbands his rock group, intent on studying classical. As Mine, Nodame, Chiaki and Masumi leave together, Mine remarks that it's too bad Chiaki didn't get into the conducting department. That means he'll graduate from the piano program and probably go abroad instead of staying and conducting them.
Nodame drags Chiaki in to see Strezemann and begs him to accept Chiaki's transfer. Strezemann agrees on the condition that she give him a kiss. He puckers up and Nodame steps forward with resolve, while Chiaki looks on concerned.
S-Oke waits for Strezeman who is running late. Mine remarks that everyone stinks of alcohol. The oboist, Hashimoto, suggests that maybe Strezemann is an imposter afterall. Masumi mentions that the orchestra is a collection of poor musicians.
Nodame arrives and announces that there will be practice. She drags in a surprised looking Chiaki and explains that Strezemann was overcome with a sudden illness so Chiaki will be conducting. Masumi faints and the girls start cheering.