Body-ko pays a visit home. Her younger brother Shintarou has gotten dreadlocks in anticipation of his entering YazaGaku. Moreover, he's going to move into her Tokyo apartment, much to her dismay. She's excited to see her first love Shuu-chan again, but her hopes are crushed when she meets his new girlfriend.
On the first day of the new school year, all the clubs are out recruiting new members. Tsutomu, Yuusuke, and Jirou have started their own organization, a "make-and-sell-anything-club" called Akindo. The club will make things and sell them at the flea market. Mikako, Risa, and Pii-chan join; Shintarou also joins, despite Yuusuke's objections.
Body-ko, apparently depressed, hasn't come to school, so Shintarou takes everyone over to her apartment to check on her. Body-ko is touched by their concern for her. They decide to make the Nakasu's apartment Akindo's meeting place. Mikako is annoyed by Body-ko's affectations, but as she's leaving, Body-ko presents her with a canister of the tea Mikako likes.
As Mikako and Tsutomu walk home, Mikako inwardly assumes that Body-ko, having been rejected by Shuu-chan, will return to Tsutomu. Meanwhile, Tsutomu makes a wish that Mikako realize his feelings for her soon.
Mikako announces the debut of her brand of clothing, the Happy Berry label, but the other members of Akindo are all too engrossed in their own affairs to listen.
Body-ko suddenly leaves to go on a date. Yuusuke follows her and asks her if, having been dumped by one boyfriend, she's onto the next. Body-ko starts to cry and confesses that she lied about the date; she can't think of anyone but Shuu-chan. Back at the apartment, Yuusuke takes a telephone call for Body-ko and tells the guy not to call again. When Tsutomu criticizes him, he strikes back, telling Tsutomu he should take some responsibility for the condition of the girl he dumped. Tsutomu leaves silently. Mikako follows.
Mikako can't believe Tsutomu just took Yuusuke's abuse, but he says Yuusuke was right. Mikako argues that Tsutomu is really always nice to everyone; since she's known him for sixteen years, she can't be wrong. When Tsutomu points out that she's always putting him down, she starts crying and says, "I can't stand it when anyone besides me says anything bad about you!" As she calms down, she asks him why he broke up with Body-ko. He just says, "I told you before."
The next day, Mikako runs into Yuusuke, who has come to apologize to Tsutomu. Before he leaves, she asks him who Tsutomu's "favorite" is. He says, "It's you, of course, isn't it?" Mikako is dumbfounded, but as she thinks about it, she realizes that there isn't anyone else it could be.
Mikako tries to treat Tsutomu the same as before, but fights with him more instead. On the way to meet Akindo's other members at the flea market, they decide to pick up Risa at her apartment. As they arrive, she's just leaving, kissing "Takeshi" goodbye. On the train, Tsutomu tries to break the awkward silence by asking Risa if it's really all right for her to be going out with her friends since she had been spending time with her boyfriend. She replies, "It's nothing... we live together, so I can see him anytime."
Mikako is shocked and disappointed that her best friend never even told her she had a boyfriend. At the flea market, she finds out that Pii-chan already knew about Takeshi, and she lashes out unthinkingly, hurting Pii-chan's feelings. Risa explains that Pii-chan only knew because Pii-chan happened to see them together once. Actually, Risa has been dating Takeshi since she was 14, back in Hokkaido. He is three years older than her and plays in a band. When he decided to move to Tokyo, she couldn't imagine life without him, so she came with him and enrolled in YazaGaku. She says she wouldn't even be able to dream of becoming a fashion designer, let alone pursue her dream, if she didn't have Takeshi. She admits that she's not the person Mikako thought she was, and she was afraid Mikako would look down on her if she ever found out.
Mikako digests this revelation as she shops alone. She is jolted out of her reverie when she finds the perfect hat for Pii-chan. She buys it and presents it to Pii-chan, explaining, "I'm sorry about before. Because you and Risa are both precious friends to me." However, when she goes back to the stall she bought the hat from, she finds that the black-cat hair elastics she wanted have already been sold to someone else.
After the flea market, Mikako and her friends realize that nearly all of them are making goods aimed at children--Jirou's video game, Pii-chan's stuffed animals, Risa's children's clothes, etc. Tsutomu agrees to make a big sign for Akindo to draw more customers to their stall.
On the way home, Tsutomu gives Mikako the black-cat hair elastics he bought for her at the flea market. Mikako wishes she could become the kind of girl who could return his affections.
Mikako talks with Pii-chan about their preparations for the flea market during PE class.
Mikako realizes she needs to grow up and learn to sort out and express her feelings, but she feels threatened when Tsutomu introduces her to Ayumi Oikawa, a classmate who has a big shed at her house where he's going to make the sign for Akindo. Ayumi is a tall, nice, pretty girl, and she's close enough friends with Tsutomu to call him by his first name only.
Later, Mikako tells Tsutomu he shouldn't be having people who don't belong to the club working on club projects, he should make Yuusuke or Body-ko help him since they aren't doing anything. For once, Tsutomu gets angry and tells Mikako she shouldn't be telling him what to do just because she doesn't care for something. That night, Mikako cries herself to sleep and thinks, Mama, you made a hit comic book, but your own daughter is a failure... What should I do? How can I become a nice person?
Tsutomu's friends notice that something is bothering him. Tsutomu is lost in thought as he and Ayumi work on the sign. Yuusuke drops by to lend a hand. Mikako hears about it and is glad Tsutomu isn't alone with Ayumi.
Body-ko sees Ayumi ride off with Yuusuke after school and changes her mind about not helping with the sign.
Late at night, Mikako has just finished making ten articles of clothing to sell and is about to go tell Tsutomu when Tsutomu comes over and whisks her off to Ayumi's to see the finished sign. It's "Berry-chan the Happy Angel," an enormous, cartoony figure of an angel with curly pigtails and pouty lips like Mikako's. Mikako shrieks, "THIS is the sign!? This weird doll?" Tsutomu counters, "Weird?!" Ayumi steps in to intervene, saying, "Tsutomu..." and Mikako, having already lost her temper, shouts, "Don't call him 'Tsutomu'!" Ayumi tactfully takes Body-ko and leaves Tsutomu and Mikako alone.
Tsutomu (laughing): What? You mean it was just my being
friendly with Ayumi that you didn't like?
Mikako (crying): ...yeah... ...Tsutomu, having a friend like me,
aren't you fed up already?
Tsutomu (turns Mikako's head towards the sign): Can't you feel my
love for that Berry-chan?
Mikako: *I felt it.* I'm sorry. I really was happy,
really. *He's making a failure like me into a cute angel.
--in Tsutomu's arms...from today on, I'm reborn.*
Mikako thinks she and Tsutomu were fated for each other. They kiss in front of Berry-chan.
Meanwhile, Ayumi and Body-ko are killing time at the convenience store. Ayumi asks Body-ko if she's going steady with Yuusuke. "So what if I was?" Body-ko retorts. Tsutomu comes and tells them they can come back now. Ayumi and Body-ko congratulate him on working things out with Mikako.
Mikako and Tsutomu go home together as the sun rises. They fall asleep leaning against each other on the train.
Ayumi and Body-ko sit together silently. Body-ko starts to answer Ayumi's earlier question, but just then, Yuusuke arrives to give Body-ko a ride home. Body-ko goes to change her clothes, and Yuusuke, exhausted, lies down on the floor. Ayumi says how nice he is to come pick up his girlfriend, but Yuusuke says, "She's not my girlfriend, she just uses me to get around."
As Ayumi watches Body-ko and Yuusuke leave, she remembers the first time she saw Yuusuke's work, a beautiful painting of a field of sunflowers at the school festival. Her late grandfather used to say, "The canvas is a mirror of the artist's soul," and Ayumi says to her dog Mush, "After all... I'd like to get to know Tashiro-kun better."
When Body-ko gets home, there's a postcard from Shuu-chan saying that he's coming to visit.
Mikako's mother is worried about how close Mikako and Tsutomu are getting now that they're not children any more.