Episode 13 (Anime)

Noisy Forest (賑わいの森（ノイジーフォレスト）, Nigiwai no mori (Noijī Foresuto)) is the thirteenth episode of the  anime series.

Summary
Carlos reveals that they met young Ophelia due to an alliance between their families. They told her they wanted to be her friend. Ophelia didn't believe it, since in her experience all "men" go crazy after they talk to her; however Carlos proved they weren't affected by her Perfume. After meeting her, they couldn't stop thinking that they wanted her to have the same happiness as a normal person can.

Oliver's group has been walking for hours. Eventually Nanao gets hungry and they decide to stop and eat some of Guy's cakes. Oliver notices Teresa and decides to go get some water, while using the chance to speak with her. He asks if she knows how deep Gwyn and Shannon are, and Teresa explain that they will be reaching the third layer soon. They have told her that if she sees Oliver in the labyrinth to escort him back immediately. However since he is now her lord and master, his decisions take priority over Gwyn and Shannon's orders. Teresa wants to serve as a scout and Oliver agrees, telling her to inform him if anything dangerous shows up ahead of them, but to not do anything reckless.

Continuing on their way, Oliver's group reach their biggest obstacle, the giant tree, Irminsul. While climbing it, Oliver asks why is there a sun in the underground labyrinth. Vera explains its a relic from prehistory, a magical technology that would be difficult to replicate now, but they are not sure why it was made. Vera finds it strange that they are not encountering any beasts, and Oliver then notices that Teresa has killed several beasts. Eventually they reach a certain beast territory. Vera tells them to stare back at him and to not look scared or show fear. A beast monkey then shows up. Vera states it feels more stressed than usual and that it usually doesn't care that a few people pass through its territory. She sees that its missing few fingers and guesses it lost them during a fight with Ophelia's chimeras. She tries to scare it off with her eye, but as the beast doesn't flinch, she prepares to fight it. However, Nanao stops her. She approaches the beast and leaves her weapon. She kindly explains that they need to pass, but don't wish to do it using violence. After a moment, the beast walks away and goes to sleep in his lair. Nanao explains that she heard that some magical beasts can sense from the person scent and mana if they are a threat or not. Meanwhile, Stacy had brought a four year student, Lynette, to help her find and save Fay in the labyrinth.

Before the group is able to continue, a mantis chimera shows up. The beast monkey comes out to face it, but gets killed in a single attack. Vera leaves Oliver, Michela and Nanao fight it, to see what they have learned from her lessons. Oliver and Michela use spells, but its armor is too though. Nanao manages to cut one of its legs, but it regenerates almost instantly. Oliver and Michela then use ice and fire spells, to create rapid change in temperature and weaken the armor. Before it can regenerate, Oliver hits it with Tonitrus, but that isn't enough to defeat it. While Michela and Nanao attack from the sides, Oliver uses Guy's seeds to capture its head and lower it. He gets close to strike it, but the chimera shoots out hidden spikes at him. Vera immediately jumps in, hoping that Oliver haven't died, but is nicely surprised to see that Oliver expected that and managed to block the spikes, and then proceeds and defeats the chimera.

The group proceeds and fight several more chimeras and magical beasts on their way. They eventually stop to get some sleep. Oliver couldn't sleep much and Vera decides to ask him on why they are risking their lives for Pete considering they barely know him. Oliver explains that during the entrance ceremony they all saved Katie and became a group. Since Pete was from a nonmagical family, he was probably the most scared one among them, however he didn't run, but stayed and fought with them. Vera states they have a beautiful friendship, however she is interested in Oliver. While she can understand Michela and Nanao, who were born in extraordinary family and raised in extraordinary way, Oliver is exceedingly average with no talent, however he is equal in combat and that doesn't make sense. Vera guesses that something in his past must happened to make up for that gap, however she won't ask him what. Vera then states they will soon reach the third layer, which is far more dangerous and she also doesn't know how much time Pete has left.

Joseph wakes up. Realizing the situation they are in, he is surprised that Pete can easily breathe in this perfume and still move. Joseph then realizes he must have turned into a woman while he was unconscious and the perfume doesn't work on him. He tells Pete to keep quiet, since if Ophelia finds out he is a woman, she will kill him. Joseph then punctures his stomach and takes out an explosive orb, a smoke orb, and a distress orb. He gives them to Pete, stating they can use them to escape and to use the distress orb as last, which will generate a sound and mana and call for help. In this condition, Joseph isn't of any help, so he is entrusting his life to Pete. He tells Pete to wait for his chance for Ophelia leaves the workshop for as long as possible.

Characters

 * Ophelia Salvadori
 * Carlos Whitrow
 * Alvin Godfrey
 * Vera Miligan
 * Oliver Horn
 * Michela McFarlane
 * Nanao Hibiya
 * Teresa Carste
 * Gwyn Sherwood
 * Shannon Sherwood
 * Stacy Cornwallis
 * Lynette Cornwallis
 * Pete Reston
 * Joseph Albright
 * Fay Willock

Light Novel-Anime Differences

 * In the novel version of the flashback to Ophelia and Carlos's first meeting, Ophelia was visibly pregnant.
 * The episode cuts the Battle of Hell's Armies sequence down to a few still frames in the second travel montage.
 * In the novel, Miligan jokingly propositions Oliver at the end of their conversation after the Battle of Hell's Armies. This line is cut from the episode.