Falion attacked Shinozaki, a friend of Makoto Kino, and drained his energy with a large spinning wheel in the sky. Makoto witnessed the attack from afar and rushed to the aid of her friend. When she arrived on the scene, Falion immediately attacked her as well. Shinozaki pushed her out of the way, but was severely injured and knocked unconscious in the process. Falion disappeared when Ami and Usagi arrived, but Shinozaki was rushed to Juuban General Hospital. He was in need of a blood transfusion, so Makoto (who had a matching blood type) donated the necessary blood to save his life.
Later, Falion reported back to Ail and An in their Juuban Odyssey apartment and released the stolen energy into the Makaiju, temporarily reviving it. Later, Rei used her fire reading techniques to identify Falion as a Cardian who was searching for another victim. The Senshi followed Falion's evil aura to a nearby park, where she was in the process of attacking a couple. Sailor Jupiter attacked with Supreme Thunder, but the Cardian stopped her with a blast of energy, knocking her backwards. Sailor Mars then retaliated by attacking with Akuryou Taisan, but Falion shredded the ofuda while it was still in the air, thereby stopping the attack. Sailor Venus attempted to attack as well, but was also stopped by a burst of energy.
This time, all of the girls except for Sailor Moon were sent flying back. Sailor Moon managed to dodge another burst of energy, but was soon cornered by the beast. Suddenly, a white rose flew through the air and struck Falion's paw: the Moonlight Knight had arrived on the scene. Falion leapt through the air at Moonlight Knight, but he dodged her attack. He then fllung a small scimitar at the Cardian's spinning wheel, destroying it and knocking Falion unconscious. As quickly as he came, Moonlight Knight disappeared. Sailor Jupiter came to just in time to see the very groggy Falion snap out of it and attack Sailor Moon, pinning her to the ground. Sailor Jupiter thinks about Sailor Moon and Shinozaki, then summons her strength and destroys Falion with her Supreme Thunder attack.