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In the year 2059, the earth has been plagued by aliens for several years. In an effort to learn more about these aliens, Dr. Noguchi and his assistants Maki Agata and Takuto Kaneshiro try to revive the professor's experiment, a large Bio-Mechanical alien named Frank. During this process the alien comes to 'life' and the lab is subsequently destroyed leaving Takuto the only survivor and the alien disappearing into the wilderness. While Frank roams the wilderness he meets Hattie, an emotionally distressed young girl whose parents are killed in the first 'close encounter' war. Oddly enough she is able to communicate with Frank and soon after they are taken into custody by a secret agency known only as 'Funeral'. Meanwhile, Takuto wakes up in a hospital bed with his life in shambles, and his face disfigured. Motivated by vengeance and heart break, Takuto accepts an offer from the mysterious 'Mr. X' and receives a new identity as a ranking Funeral officer named Ryu Soma.