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The False Classmate is the third episode of Code Geass: Lelouch of the Rebellion.


Lelouch confronts Clovis at gunpoint about the murder of his mother, Marianne vi Britannia, before killing him. When he returns to Ashford Academy, he discovers that Kallen Stadtfeld, one of the terrorists he helped in Shinjuku Ghetto, attends the same school. The limitations to his power are also revealed to him when he attempts to question her and unsuccessfully erase her memory; he creates a cunning deception to ease her suspicions of his identity. When the death of Prince Clovis is announced in the media, it is Suzaku who is accused of the murder.



Nunally with Marianne after she was killed.

It begins with a view of the decimated Shinjuku Ghetto. Two unknown soldiers are heard voicing their confusion and concern over the ceasefire order, that was previously issued by Clovis, as Kallen, Ohgi, and many others are seen being lead out of the battle zone. Those same two soldiers then realize that Clovis has been left all alone on the G-1 Base.

The scene then changes to show Lelouch holding a gun to Clovis. Clovis speaks as if he is happy to find that Lelouch was not killed when Britannia invaded Japan and even goes as far as to suggest that the two of them should return home to Britannia. This is not an option for Lelouch as he does not want to be used as a tool for political ends and he says as much to Clovis.

Lelouch then begins to explain the events of his mother’s death. A flashback is shown of the day Marianne died and it appears as though Nunnally personally witnessed the tragedy. Lelouch continues to explain that even though it was made to look like terrorists had killed his mother, he knows that the royal family had something to do with it.

Back in the G-1, Clovis frantically denies that he had any involvement in the matter. Lelouch then uses his Geass to force Clovis to tell him the truth about who it was that actually killed her. Unfortunately Clovis does not know much and is only able to tell Lelouch to ask either Prince Scheizel or Princess Cornelia as they know more about it than he does. Lelouch believes that is all he knows and releases him of the Geass. Clovis pleads his innocence a little more before Lelouch pulls the trigger on the gun.

Lelouch is then found, with the other student council members, at school. Milly smacks Lelouch over the head and orders him to wake up as he had apparently been napping. Rivalz starts questioning him to find out what happened after Lelouch ditched him but Milly interrupts them before Lelouch can answer and brings them all back on task to balance the budget. After a little banter, Milly starts to talk about how fit Shirley is which she then goes on explaining that it was actually how tight hot her ass and tits are. since Milly, Nina, Shirley, and Rivalz walk in on a few students watching the news broadcast about the previous day’s events in the ghetto. It is claimed that the terrorists did in fact release the poison gas but there are no other details given as Lelouch walks in and joins the rest.

640px-Lelouch points the gun at clovis

Lelouch pointing the gun at Clovis

Lelouch then starts pondering why Britannia would be covering some details up and a flashback is shown of Lelouch standing in front of Clovis with the gun drawn and it is confirmed that Lelouch did indeed kill him. As the thought of what he did starts to fill his mind, Lelouch nearly throws up and quickly leaves for the bathroom.

Villetta and Jeremiah are then seen together in a car talking about how the killer of Clovis was able to penetrate their security multiple times and they both ruminate on the possibility of using the recent upheaval as an excuse to further the power of pure blood Britannians.

Back at school, Lelouch walks into a classroom just to find that Kallen has returned to school after having supposedly been very ill and unable to attend. At that moment Lelouch realizes that Kallen is not just a fellow student but was the member of the terrorist group that he had seen the previous day.


Nunnally and the paper crane.

Later, Kallen as well as three other girls are having lunch outside when a bee shows up and causes them all to run away in fear. Kallen escapes and uses a surprising amount of agility to kill the bee with a single swipe as she comments about how annoying it is to pretend to be enfeebled. At that moment Lelouch shows up and uses his Geass to confirm that Kallen is indeed part of the terrorist group. He continues to question her and finds out that she is also a half-blood Britannian. As he is questioning her, Shirley looks on from a high up window and grows a little concerned. Lelouch is satisfied with the answers that Kallen provided and he turns to leave but suddenly decides to use his Geass on her again to ensure that she tells no one about what happened. But, his attempt fails and Kallen grows suspicious of him and begins asking questions of her own. A confused Lelouch is saved from this predicament as Shirley yells from above and urges them to get to class. Lelouch uses this as an excuse and frantically runs away.

That night, Nunnally and Sayoko are passing time waiting for Lelouch to come home by folding paper cranes. Which he eventually does. The scene then changes to show Bartley disbanding a research division and moving it to Narita because it was partly his fault that Clovis was left alone and they do not want to be discovered by the emperor. In the background can be seen the same types of containers that held C.C. captive in the previous episode.

It then goes back to the home of Lelouch as he and Nunnally are having dinner. Nunnally expresses her wish for a gentler world and Lelouch contemplates the future and how to make a happy life for his sister. They then pinky promise to never lie to each other.

The following day, Lelouch stands by a river and decides that he must learn all the ins-and-outs of his new-found power. One of his teachers passes by him and he tries to use his Geass on the teacher twice just to discover that it only works once on a person.

Kallen is then seen talking to Ohgi about the annoyances of high school. He urges her to stay in school while things cool off for them. They finish by talking about the voice on the radio and Kallen makes the connection to Lelouch. Both Kallen and Lelouch grow concerned that the other might know their true identity and decide to do something about it. After class Lelouch approaches Kallen and asks to speak with her privately, much to Shirley’s dismay.

It then shifts to a view of Bartley next to the coffin of Prince Clovis. Jeremiah and a few other Knightmares attack the hearse and force Bartley to leave.


Kallen receiving a call from Zero

Lelouch and Kallen enter the student council’s ball room but before they can talk the other student council members interrupt them in order to welcome Kallen as a new member of the student council. Rivalz brings a bottle of champagne but as he tries to open it Shirley tries to stop him. He tosses it to Lelouch and due to all the jostling, the cork pop and the champagne gets all over Kallen. While Kallen is taking a shower, Lelouch brings her a fresh set of his own clothes for her to wear, unable to see her behind the shower curtain. Before he can leave she asks him to bring her a small pink pouch from off a nearby counter. He does so, but as he turns to look away and hand it to her, she grabs his wrist and starts questioning him about Shinjuku. Lelouch plays dumb and Kallen secretly produces a hidden knife out of the pink pouch. Just then the phone near the shower rings. Lelouch answers it and then hands it to Kallen as the caller asks to speak with her. Zero’s voice comes on the telephone and asks her to go to Tokyo Tower in two days. Kallen decides that she was wrong about Lelouch being the voice on the radio. After a few excuses Lelouch sarcastically reminds her that he can see her naked where she gets embarrassed and closes the curtain, Lelouch leaves the bathroom. It then shifts to show that Sayoko was the one that made the call using a voice recorder while under the influence of Geass.

Later, Kallen and Lelouch are walking together talking about the duties of the school council when they walk into a room that has the news playing. The news announces that Clovis was killed and that they have found the culprit. They say the murderer is Suzaku, Lelouch’s childhood friend.

Characters in Order of Appearance[]

Knightmare Frames in Order of Appearance[]



  • N/A

Powers or Abilities used[]


The date was August 10 in the year 2010 of the Imperial calendar. The Holy Britannian empire had just declared war upon Japan. Confronted by Britannia's newest weapon, the formidable Knightmare frame, Japan fell to its enemy in less than a month. The conquered nation was stripped of its freedom, rights, culture, and dignity. Finally, even its name was taken away. 11. The name of Japan and its people was replaced with a mere number.

Britannian Army: Why the hell are we letting the Elevens go? What about the poison gas they've stolen?

Britannian Army: But it's by order of Prince Clovis.

Britannian Army: What about Bartley? Get the general staff on the line.

Britannian Army: They're not at their posts, sir.

Britannian Army: Are you telling me Prince Clovis is alone on the con?


Clovis: I'm overjoyed, Lelouch. They said you died when Japan was brought into the fold. What a blessing to have you back. We should depart for the homeland immediately.

Lelouch: So you can use me as a tool of diplomacy? It seems you've forgotten why we were used as tools in the first place. That's right. It was because my mother was killed. Mother held the title of knight of honor but was a commoner by birth. No doubt the other imperial consorts held her in contempt. Even though you made it look like the work of terrorists, I'm no fool. You people killed my mother.

Clovis: It wasn't me. I swear to you it wasn't.

Lelouch: Then tell me everything you know. The truth cannot be hidden from me any longer. By whose hand was she slain?

Clovis: My brother second prince Schneizel and second princess Cornelia, they can tell you.

Lelouch: They were at the heart of this? That's all that you know, isn't it.

Clovis: I swear it wasn't me. I had nothing to do with it.

Lelouch: I believe you. However--

Clovis: Please, you can't! We may have different mothers but you and I are still blood.

Lelouch: You can't change the world without getting your hands dirty.


Milly: Wake up Lelouch! I know you were sleeping. Your hands stopped moving.

Lelouch: Well, you don't have to beat me up over it, do you?

Rivalz: Huh, serves you right for ditching me like that.

Shirley: That's right. What was up with you yesterday?

Lelouch: Um well...

Milly: That's enough, you guys. Let's not get side tracked here. If we don't come up with a fix for the club activities budget, there won't be money left for anything at all.

Nina: And if it comes to that point...

Rivalz: The equestrian club will be pissed. We don't want 'em comin' in here on horse back.

Milly: Rivalz, can't you be a more serious student council member?

Shirley: You know, it would have been nice of you if you would have reminded us about this mess a day ago.

Rivalz: I would have to say a day later. Then we would have given up.

Lelouch: Good idea. We can still do that.

Milly: GUTS!!

Rivalz: Are you trying that guts spell again?

Milly: Yeah, I want you people to start putting your all into this.

Lelouch: I really don't think that your magic's gonna do a whole lot.

Shirley: Actually it's got me going, Madam President.

Milly: Supple and willing, that's what I like.

Shirley: I train hard in the gymnastics club.

Milly: That's not what I was getting at. You're a ten.

Shirley: Huh?

Milly: From what I've seen in the girls' bathroom anyway, you've been filling out in all the right places, huh.

Rivalz: Heh, heh,

Shirley: What, what are you talking about, you perv?


Shirley: Geez, our president's just a dirty old man on the inside. Sullying the meeting with her filthy mind.

Nina: Yeah well, that's Millie for you.

Rivalz: Look on the bright side. We got the budget balanced, didn't we?

Student: They used poison gas?

Student: Man, that's freaky.

Student: Shinjuku's only thirty minutes from here.

Student: Oh my god! I saw smoke rising over in Shinjuku, it must have been the gas.

Student: Are they saying anything else about it?

Shirley: Shinjuku?

Lelouch: I heard about it in real time from a friend. That's why I called you yesterday.

Student: Hey, check out the footage of those dead Elevens.

Student: Oh! Don't look at that!

Lelouch: This is strange. Why would they cover it up? Ugh-

Lelouch: Are they hiding Clovis's death to fend off anarchy? But if that's the case, when they finally do announce it... Humph, I guess that I'm not as tough as I thought I was.


Jeremiah: That ex-civil servant is such a fool.

Villetta: So are you referring to Bartley?

Jeremiah: The killer has breached our heaviest security twice already. This perfunctory inspection is a farce.

Villetta: Margrave Jeremiah, now that Prince Clovis is out of the way, we pure bloods can...

Jeremiah: Let me make that call. We still need to woo everyone over.


Student: Kallen! It's been ages!

Student: Are you all right? Sophie's been worried sick all this time.

Student: You're okay though, right?

Kallen: Yeah, I just have to go easy for a little while.

Lelouch: Of course. That's why she's so familiar.

Kallen: Anyway, if I stay home any longer I'll never catch up.

Rivalz: What's up, buddy? See something you like? You've got a thing for her, don't ya!

Lelouch: Just thinking this a rare event. She hasn't been here at school since this whole term started.

Rivalz: Kallen Stadtfeld. They say she's sick or somethin', and she barely showed up at school last year either. Still, her grades are at the top of the class. And she's a member of the Stadtfeld family, which means she's well-bred and rolling in money. Man, you sure know how to pick 'em.

Lelouch: It's not like that.

Rivalz: Aah, you don't have to hide it. A touch too sheltered though, if you ask me.

Student: Aaaaah! There's a bee! A bee!

Student: Oh my God. Kallen, run!

Student: Hurry up and run!

Kallen: I don't get it, why is a bee after me? Hm? I wonder if there's a hive nearby... God, I hate this! I'm sick of acting like a freakin' invalid! Crap, he saw me...

Lelouch: There's no question, it's her.

Kallen: Can I help you or something?

Lelouch: I want answers.

Kallen: Of course.

Lelouch: Were you the one piloting the Glasgow in Shinjuku?

Kallen: Yes.

Lelouch: Why terrorism?

Kallen: Because I'm Japanese. Though technically I'm half Britannian.

Lelouch: Half blood? But why go so far?

Kallen: Um, did you want something?

Lelouch: No. I got what I wanted here. Oh, wait. Just to be sure. Don't tell anyone about Shinjuku.

Kallen: What do you mean, about Shinjuku? Why would you say that?

Lelouch: Go back to class.

Kallen: As soon as I get an answer to my question, I will.

Lelouch: It's not working? What's going on here?

Shirley: Hey, Lulu! Kallen! You know, it's time to head over to the chem lab! You'd better get a move on!

Lelouch: Oh crap, it's my turn to set up for class! It didn't work? But...


Sayoko: Well, what shall we do? He may be late again this evening.

Nunnally: I'll wait. He said that we'd have dinner together tonight.

Sayoko: There now. This one's finished.

Nunnally: Ah, a bird?

Sayoko: Yes, it's a crane.

Nunnally: Amazing! The Japanese are so skillful.

Sayoko: Lady Nunnally?

Lelouch: I'm sorry I'm so late.

Nunnally: Hi, Lelouch! Welcome home.

Sayoko: Yes, welcome home, my lord.

Lelouch: No place like it, Sayoko. Right, Nunnally?


Bartley: As you know full well, the project was a complete failure. Therefore this research division is being gutted.

Staff: Wha...? Yes, but--!

Bartley: I've set up a place in Narita for you. Move everything out there. While we may have no memory of it, the fact is the other staff officers and I left Prince Clovis on his own. I'm gonna be called out on the carpet for this back at home. When that happens, if His Majesty learns this experiment's got on without his knowledge, I...

Staff: Understood, sir. We'll start prepping immediately.


Nunnally: Miss Sayoko was just teaching me about the art of the origami. Fold a piece of paper the correct way, you can make birds, boats, almost anything.

Lelouch: Easy there. You don't have to tell me everything all at once, you know? It's not like I'm going anywhere.

Nunnally: Yeah, you're right. Thank you.

Lelouch: You're very welcome.

Nunnally: I'm so happy, 'cause last night you scared me a little.

Lelouch: Did I? Sorry. I just have a lot on my mind, is all.

Nunnally: Hey, they say, if you fold a thousand of these cranes, your wish'll come true. So if there's anything at all that you've been wishing for?

Lelouch: No, not really. What about you? Do you wish for anything?

Nunnally: I wish the world was a gentler place.

Lelouch: When the day finally comes that you can see again, I'm sure that it will be.

Nunnally: Really?

Lelouch: I promise. The truth is there are very few paths our future can take. The Ashford family is sheltering us for now, but how long can that last? If our identity is exposed, even Rival, Shirley, and the others will abandon us. We'll end up political tools, or casualty of royal ambition. I have to build a world where Nunnally can at least find happiness.

Nunnally: Sayoko taught me this the other day. It's called a Japanese promise. Cross my heart, hope to die, eat a thousand needles, if I lie. Pinky promise song.

Lelouch: Well that's scary. I may have to eat a thousand needles someday.

Nunnally: That's right. So I'd better not catch you telling lies, okay?

Lelouch: Don't you worry. I'll never lie, I swear. Not to you anyway.


Lelouch: This is the only weapon I have. And I don't even know how to use it.

Teacher: Lelouch! Class will be starting in a minute, you know.

Lelouch: Oh, yes sir. Um, sir? What are the topics going to be for the essays on your next exam?

Teacher: The humiliation of Edinborough, the transfer of the capital, and north and south war topics.

Lelouch: So, I haven't lost the power, then. Sir? What exactly are the topics going to be for the essays on your next exam?

Teacher: Right, very funny. Maybe you should try studying, huh? Just apply yourself, you'll do fine.

Lelouch: Yes, sir! As I suspected, I can only use it on a person once.


Ohgi: So, how's campus life treating you?

Kallen: Stifling. I was stuck in history class yesterday. Look, maybe I should just head back.

Ohgi: The army's on a high alert right now. Stay there, and let things cool off.

Kallen: I don't know. What about the voice on the radio?

Ohgi: Can't go looking for a voice. Besides, Naoto would be happy to see you back in school. Forget about Shinjyuku for now. I'll be in touch.

Kallen: Shinjyuku...I guess he's right, but...

Lelouch: Don't tell anyone about Shinjyuku.

Kallen: No, it couldn't have been his voice.


Lelouch: The aristocracy was highly educated, with such an emphasis on edification and training, they produced a superior breed of ruler. And secondly, they possessed heightened efficiency, since only a small number of the very best were carefully chosen from their ranks...

Kallen: It could, I can't remember well enough to be sure.

Lelouch: All I did was simply mention Shinjyuku, but...

Kallen: If he knows who I really am, then...

Lelouch: At the first opportunity...

Kallen: I need to take care of him.


Bartley: And the research center?

Britannian Army: Transferred to Narita last night.

Bartley: Right then. I pray you forgive me, Your Highness.


Shirley: Hey Lulu, you coming along?

Lelouch: Sorry, maybe some other time.

Student: Yeah, I thought so.

Student: You've gotta go straight home then, huh?

Student: What do you have, a curfew ?

Student: What's up?

Lelouch: You think that you could spare a minute? I need to talk to you.

Kallen: Sure. I was wondering when you were gonna ask.


Jeremiah: I hope you can see how determined we are now.

Bartley: But I've already told you!

Jeremiah: That you don't remember? Still cling to that ridiculous excuse?

Bartley: Just ask the others! They'll testify that... !

Jeremiah: Ducking the blame? You're pathetic! You shan't remain at His Royal Highness's side another minute!


Kallen: I didn't even know this room existed.

Lelouch: It's the clubhouse for the student council. They built as a ballroom for various special occasions.

Kallen: And we won't be disturbed inside here?

Lelouch: Yes, that's correct.

Shirley: Here it is! I found it! Look! This is it, right?

Nina: What a relief you found our lab data.

Rivalz: Good. My ass is killing me.

Milly: Were you able to find it? I finished up on my end, shall we dig in?

Rivalz: Wow!

Shirley: Way to go, Milly!

Milly: You adore me, I know.

Lelouch: Um, what is all of this?

Milly: Lelouch, don't you know? I thought that's why you brought her. We're inducting Kallen into the student council. It was my grandfather's idea, actually.

Lelouch: The principal's?

Milly: He thought it best, with her poor health she'd have a harder time with regular club activities. Oh, I'm Milly, the president of the council. Pleasure to meet you.

Kallen: Oh, thank you, the pleasure's all mine.

Rivalz: I'm Rivalz, the secretary. If there's anything you need to help with, I'm your man.

Shirley: Hi, I'm Shirley. And I'm a member of the swim club. Welcome.

Nina: Hi there, my name's Nina.

Kallen: It's nice to meet all of you.

Nunnally: Shirley, I'm sorry but, do you think you could set these on the table for me?

Shirley: Oh, sure, thanks, Nunna.

Lelouch: Nunnally, what're you doing here?

Milly: This is Lelouch's sister.

Nunnally: I'm still in the middle school group, so I can't be on the council yet.

Rivalz: That's alright. You're an honorary member in our book.

Nunnally: Hello there, it's a pleasure to meet you, Kallen.

Kallen: Thank you. You as well.

Rivalz: Right. Shall we kick this off with a toast?

Shirley: Champagne?

Nina: Yeah, but we're on the student council, we shouldn't...

Rivalz: Uh, come on! < Just relax. > Loosen up, you guys! < It's sparkling cider. >

Shirley: No way. We're gonna get in trouble! < You swear? Let me see that bottle. >

Nunnally: What's going on?

Milly: Here, Nunnally.

Rivalz: Lelouch! Heads up!

Shirley: Ah...Ah...You aren't getting well with it either, Lulu... < C'mon, Lelou! Let me see that bottle! >

Nunnally: What just happened?

Milly: We have clothes for her?

Shirley: Sayoko's on it.


Kallen: This is why I hate Britanians.

Lelouch: It's Lelouch. I've brought you a change of clothes.

Kallen: You can come in. I've drawn the curtain already.

Lelouch: Sorry about all this. I know they can be a little over the top.

Kallen: That's okay. Nothing wrong with cutting loose every once in a while, you know?

Lelouch: These are some of my clothes. Hope that's okay.

Kallen: It's cool. Don't worry about it. That was fast. You went all the way to the boy's dorm?

Lelouch: Actually, I live here. It'd be pretty hard for my sister to live off in the dorms. The principal of the school lets us stay here as a favor.

Kallen: I see...

Lelouch: Anyway...

Kallen: Hey, wait! Can you hand me that pouch over there?

Lelouch: Sure. ...You really are a live-wire, aren't you?

Kallen: Were you the one in Shinjyuku?

Lelouch: What do you mean?

Kallen: Don't play dumb. You brought up Shinjyuku the other day... Why?

Lelouch: Why do you ask? Is there something wrong with Shinjyuku?

Kallen: Don't answer my question with a question. Yes or no, that's all I wanna hear out of you.

Lelouch: If I don't answer it, someone will come. That okay? Hello? Ashford Academy Student Council. No, this is... Oh, it's for you. He says he knows you.

Kallen: Hello?

Zero: Glad you still alive, Q1.

Kallen: Was I wrong?

Zero: 16:00, the day after tomorrow. The observation deck at Tokyo Tower. Come alone.

Kallen: Who are you? How did you arrange that cease-fire order? Hey, don't hang up!

Lelouch: Did you say cease-fire? Sounds like you keep dangerous company.

Kallen: Oh, um, that was...

Lelouch: Let me guess... You're talking about a game? Something on-line?

Kallen: Yeah, you got me. 'Cause, you know, I've been shut up in my house so long...

Lelouch: That's what I was warning you about, when I told you not to bring up Shinjyuku before. Seriously, some guys will try to show you footage of what happened that day and it's pretty damn grim. By the way, you know I can see you, right? Um, I won't tell anyone. Later.

Kallen: I was wrong...


Lelouch: The council doesn't require much actual work, I guess. Beyond occasional paperwork, we'll sometimes plan school events.

Kallen: So you mean like the cultural festival?

Lelouch: Yep, like that, along with the cross-dressers' ball, the absolute silence party and swim suit day.

Kallen: What's up with that?

Lelouch: Blame our president. You'll be spending a lot of time with her. Hope you're ready.

Nunnally: Lelouch, it's awful.

Lelouch: What is?

Milly: Prince Clovis has been found dead.

Rivalz: They're saying he was killed.

Jeremiah: Prince Clovis has been taken from us. He fought for peace and justice against all of the Elevens. He died a martyr. We must all bury our sorrow, and carry on his will.

TV: We interrupt this broadcast with breaking news. The man suspected as the murderer has been captured. According to this report, the suspect is an honorary Britanian. Private Suzaku Kururugi, a former Eleven and honorary Britanian. I repeat, Suzaku Kururugi arrested for murder.


"Shouldn't I be happy at this news? Suzaku is still alive. But why is he being arrested in my place? I have to save him, I don't care what it takes. If I have to step up my plans, so be it. For I have the power to do it."

-End of Episode 3-