After years in the road establishing his reputation Takezo yields to Kyoto. Otsu waits for him, yet he has come not on her to challenge the leader of the finest school of fencing of this region. He walks into ambushes set up by the followers of the school, to establish his valor and skill. While Otsu waits, Akemi also seeks him, expressing her wants directly. Meanwhile, Takezo is celebrated by Sasaki Kojiro, a young fighter, convinced he can dethrone Takezo. Takezo admits his love however in a way that shames him and dishonors her, after leaving Kyoto in triumph. He leaves.