As the 999 approaches its next destination, a large number of small blue blobs start passing by the 999, warning it to not go any further. Eventually the 999 gets stuck in a larger version of these blobs, which apparantely is their mother. The Galaxy Railways headquarters gets ready to blow it up so the 999 can go on, but all of a sudden a ship crashes into the blob.

After being brought aboard the 999, Artemis reveals her history, how she departed her mother to acquire a humanoid machine body. Having to work to pay it off in a factory had its toll however, and she stole a ship and fleed. Artemis dies soon after and is brought to the heart of her mother, where she is absorbed into it. With Galaxy Railways headquarters planning to destroy the mother, Tetsuro cries out for them to not do it.

A boy who looks just like Tetsuro, named Manabu, and his brother work hard and are able to purchase a single pass for 999. The brother passes away before they can make it to the town where 999 arrives. When Tetsuro goes out on his own, Maetel mistakes Manabu for him. Tetsuro arrives and fights Manabu, but they quickly become friends as they have so much in common. When Manabu tries to board the 999 however, he is told that the pass is counterfeit.

The 999 arrives on the Planet of the Endless Summer, which is populated by humanoid insect like creatures. The queen of the creatures captures Tetsuro and Maetel, planning to boil them to make them food for her children.

The insect babies hatch and when Tetsuro finds himself unable to kill them, they climb aboard the 999 and start eating it.

The 999 arrives on a primitive planet populated with people who are scared of the passengers taking over the planet. Meanwhile a friendly dinosaur named Tiny befriends Tetsuro and tries to get passage on the 999.

Tiny changes his mind about going on the 999 and decides to stay on his planet with his girlfriend until they can both get tickets. The two of them help Tetsuro and Maetel when they are confronted by the planet's natives.

Tetsuro and Maetel arrive on the planet Footsteps Village, and are told of evil spirits that possess and kill people. Tetsuro is warned to not go out at night, but when he meets a spirit that takes the form of water, he does it anyway.

The 999 stopped on the planet Idle One's Mirror, where everything is automated by machines. Tetsuro disembarked the train alone, and was taken by an automated taxi around the city. Once the taxi brought him to a residential area, he found out that the all residents are obese from the lack of physical work.

The next stop for the 999 was the Planet of Tomorrow, a peaceful world whose inhabitants had no knowledge of space flight. The 999 and its passengers were to land in secrecy. A group of youths, led by Taro and Hanako, anticipated for its arrival. While the group only wanted to publicize the train's existence, Taro wanted to board the train. In doing so, Taro stole the train passes and spending money from Tetsuro and Maetel, as well as Tetsuro's clothes. In their plight Tetsuro and Maetel managed to find lodging in a small hostel (i.e., the pint sized room), where Tetsuro befriended the struggling comic-artist Adachi, who had been looking for an inspiration for his work. The episode ended with Taro offering Maetel's pass to Hanako, who refused it.

While stranded on the planet without train passes, Maetel sought help from Galaxy Railways, but her efforts ended in vain. Meanwhile, with Adachi's help, Tetsuro found a job at a noodle shop to support himself and Maetel. Tetsuro and Maetel ran into the disguised Taro when they returned to the train station. Taro, not wanting to leave his friends behind, gave the passes to them, not knowing at first, that they were the rightful owners. As the train departed, Taro returned to Hanako and their friends. And Adachi, who also saw the train leave the planet, finally found inspiration for comic.

As the 999 approaches the City Without Night, Maetel tells Tetsuro of a lake there, but tells him not to go out to see it. When they arrive on the planet, Tetsuro gets in trouble for going out at night, but is saved by Maetel. They are told that no one is allowed out at night because of a dangerous dinosaur, Heron, that lives in the lake. Tetsuro and Maetel head there anyway and help Heron when it is captured by some photographers. Heron actually is a friendly creature, and later helped Tetsuro and Maetel out when the police try to arrest them for the death of the photographers.

The 999 stops at the Pitch Dark Planet, where all light is instantly absorbed. A while after Maetel leaves the train to "attend to private business", Tetsuro is beckoned outside by a figure at his window, who proves to be Miru, a daughter of the planet's ruler. She and her father tell him that Maetel has been kidnapped by Miru's sister Lelan, a deranged but brilliant scientist who plans to use Maetel's brain to launch an artificial sun into orbit, and that Maetel will die unless Tetsuro can infiltrate Lelan's base and kill her. Further, the new sun will doom most of the life on their world, which has never had light in its entire natural history. Tetsuro goes back for his gun, but is taken prisoner by Lelan the instant he steps off the train. His efforts to escape prove futile and Lelan launches the sun. Miru, horribly burned, staggers into the base and tries to shut the sun off but is shot by her sister. Maetel accosts Lelan and accuses her of genocide but she retorts that sacrifices must be made for the greater good. She runs out into the sunlight and is burned to death. As the train leaves, the Conductor reports that 99.99% of the planet's population has perished.

Maetel and Tetsuro arrived at the Planet of Silence, where raising one's voice (beyond a whispering level) was punishable by death. Maetel asked Tetsuro to stay behind while she had to attend to some private business (concerning her "mission" with Tetsuro). Bored and worried, Tetsuro went looking for her. The townsfolk could not tolerate his voice, and was soon caught by the authorities to be executed. He was rescued by Maetel and a woman named Sylvia (in a Good, Bad, and Ugly way). Sylvia revealed that the law was enacted because everyone wore hearing aid to better listen other people's business, a vestigial legacy of a former totalitarian regime. Sylvia's father was executed when he cried for help to save her, when she was still a baby. They were discovered and surrounded. Knowing their weakness, Testuro screamed at the crowd so loudly, that their hearing devices fell out. The planet returned to normal as the train departed with Maetel and Tetsuro on board.

The 999 arrives at a planet where the people are starving because the Queen of the planet orders all food to be brought to her. Tetsuro and Maetel travel to the island where the Queen is located and find that she died long ago, with her consciousness stored in a device behind her corpse. Tetsuro destroys the device and her corpse, freeing the planet from her oppression.

As the 999 touched down on the Funeral Planet, its arrival (and whistle) disturbed a funeral procession, who decided to bury Maetel and Tetsuro alive as punishment, with the proper pomp and circumstance. They were rescued by Machiru, a woman responsible for ringing the funeral bell. She explained that the inhabitants on the planet were immortal, so killing for funerals became a past time when they witnessed one over 120 years ago, when a couple crash landed on the planet. The bell stopped ringing, and Machiru was killed by the procession as a result. Maetel and Tetsuro came across the procession and stunned them all. Maetel explained to Testuro that funerals would be given to them when they stopped moving, whether they were still alive or not.

Dairuz, a monk with a mechanical body was on board of the 999. His rang his bell throughout, and the sound waves were powerful enough to damage the train and all of Tetsuro's teeth. The Conductor took the train to the Medical Treatment Asteroid for an overhaul as a result. Maetel and Tetsuro met Maria, who brought her boyfriend Mikhail for gunshot treatment from their homeworld, the crime-ridden Asteroid 33. The operation was successful, but Mikhail was losing his will to live. Dairuz tried to save him with prayers, but it was Tetsuro who gave Mikhail hope to live on. Despaired, the Dairuz smashed his bell, and sacrificed part of his body so that Tetsuro's teeth could be fixed. In parting, Dairuz, who was now attached to a rock to sustain his body, told Tetsuro he had to remeditate to change his way of salvation.

The 999 passes the Curiosity Planet, a planet with a large red dot on it that makes the planet look like an eye. The Conductor orders the passengers to not stare at the planet, but one of the passengers, a young woman named Miiru whose boyfriend was pulled out of the train to the planet does. This enrages the planet, which sends its moons after the 999 and orders the passengers to come off. There they find Miiru's boyfriend. The planet demands that the Conductor remove his clothes, which he refuses. Tetsuro and Maetel do so instead so he doesn't have to. The planet then demands Maetel be cut open so it can see her insides. This enrages Tetsuro, who using a knife from Miiru's boyfriend cuts open the planet. Exposed, the planet is embarrassed and commits suicide after the 999 flies safely away.

The episode opened with an armed robbery that took place on the 555 when it took a stop on the Medical Treatment Asteroid (in Episode 67). Next, the 999 received an emergency stop signal and the Conductor halted the train in mid-space. Maetel was summoned by the C62 (the locomotive for the 999), who informed her that it was going to disconnect and go on its own. News of both incidents reached the Galaxy Railways Headquarters, and one of the operatives determined that both trains were on the asteroid when the heist occurred. The Conductor later discovered that the two robbers were on board the 999, and soon after the SDF appeared. One of the robbers took Tetsuro hostage and demanded that the SDF be attached to the 999. While the 999 continued with its journey, the C62 returned and attached itself to the train. Tetsuro and Maetel used the opportunity to pacify the two perpetrators and handed them over to the authorities. At the end, Maetel revealed that the the emergency stop was a test of Tetsuro's patience, and that the C62 was also part of the plot in bringing the boy to Andromeda.

The 999 stopped at the City of Flowers, which was covered with flowers. When Tetsuro and Maetel went to the Hotel, a fire broke out that ravaged the planet (and the flowers). The train made an emergency take off, while Maetel and Tetsuro were rescued by Coa and Rea (who started the fire), and their children Mia and Doa. The flowers, Coa explained, were poisonous, and those who destroyed them were executed. The police discovered Coa's role, and ordered his execution. The family refused to come out, and the ploice threatened to seal their entrance. The people rose up in defiance, however, and the police captain was forced to back down. Now on board of the 999, Maetel and Tetsuro contemplated on the significance and irrationality of Coa's (and his family's) sacrifice.

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