Shanaou happens to see Kiyomori and his group heading for Fukuhara in Kyoto. Shanaou remembers Kiyomori's talk about the city of his dream and gets interested in seeing Fukuhara and its sea. In Izu, Hojo Tokimasa is concerned about his daughter Masako who looks unusually depressed. Hearing rumors, Yoritomo realizes that Masako is fond of him. Shanaou goes to Fukuhara with Kichiji and hears from him about Hiraizumi and its splendors. Understanding the chasm between himself and Kiyomori whom he has adored just like his father, Shanaou decides to go to Hiraizumi. Kiyomori entertains the ex-emperor Goshirakawa at Fukuhara who promises to grant Tokuko, Kiyomori's daughter, become a wife of the emperor. This aggravates a conflict between the Heike and court nobles. Returning to Kurama's temple, Shanaou sees Benkei who has been waiting for him to ask to have him as a retainer.
