The Black Lagoon evades the TOW missiles, but Dutch and Benny observe the Nazis send a team underwater to retrieve the painting. Inside the submarine, Rock and Revy locate the painting, but Revy insists on searching the ship for medals and other valuables. When Rock voices his disapproval, Revy asserts that her turbulent childhood pushed her to reject God, love, and other emotions and to believe that everything has no value except for the money it can bring. The two are attacked by the Nazis and in the midst of the firefight, Rock loses the painting. The Nazis obtain it and retreat back to the surface with it. Revy attempts to pursue them, but Rock forces her to abandon the fight when the Nazis use machine guns to fire into the water. Rock and Revy return to the Black Lagoon, where Dutch plans an assault on the Nazis' ship to retrieve the painting.
In name association to Summary.
- Rokuro "Rock" Okajima — Daisuke Namikawa (Japanese), Brad Swaile (English)
- Revy — Megumi Toyoguchi (Japanese), Maryke Hendrikse (English)
- Dutch — Tsutomu Isobe (Japanese), Dean Redman (English)
- Benny — Hiroaki Hirata (Japanese), Brian Drummond (English)
- Opening Theme – Red Fraction (by Mell)
- Rock and Revy notice skeletons, explore ship – 66 Steps
- Rock finds the painting – The Way to Last Night
- Neo-Nazis singing anthem – Hakujin Shakai Shugi Danketsu Tou Uta
- Revy explains why she no longer believes in God – A Cold Wind in My Mind
- Shootout in U-Boat with neo-Nazis – Make a Bet
- Ending Theme – Don’t Look Behind (ending version)