Goku watches helplessly from the Other World as Super Buu continues to beat up Gohan. Dende manages to heal Gohan. This enrages Buu, who shoots a pink blast of energy at the small Namekian. Mr. Satan gets into a fit of righteous anger when he sees this and starts shooting madly (and ineffectively) at Super Buu's energy sphere with his handgun. Suddenly, Tien Shinhan makes a surprise appearance and deflects the energy wave with his Tri-Beam. However, Super Buu realizes that Tien is a great deal weaker than Gohan and things do not seem to be going well.
On Earth, Super Buu is about to destroy the planet with a Destroy Everything! energy ball. Mr. Satan starts yelling that his friendship with the pink Majin is over, and empties his gun in Buu's direction. Goku appears in the nick of time and cuts Buu in half with a Destructo Disk. Mr. Satan thinks that his 'brilliant' shooting was responsible, and he is distraught as he remembers his old friend Majin Buu. Even when cut in half, Super Buu knocks Tien out with one swift kick and pulls himself back together. While he prepared to battle Goku, Goku throws a Potara Earring to Gohan, but Gohan fails to catch it. While Goku stalls for time as a Super Saiyan 3, Gohan searches for the earring. When he finally finds it, Gotenks defuses inside Buu, cutting Buu's power to less than a third. Goku tells Gohan not to bother with the fusion now; he is more than strong enough to fight Super Buu on his own. Without realizing it, Buu has one last trick up his sleeve. With the head tentacle Goku previously cut off with his Destructo Disk, Buu absorbs Ultimate Gohan, giving him even more power than he had than when he had absorbed Gotenks. Desperate now, Goku knows he has to fuse with someone. Tien is knocked out and Dende is needed for the Dragon Balls, which leaves only Mr. Satan.
- Ultimate Gohan vs. Super Buu (SS3 Gotenks, Piccolo absorbed)
- Ultimate Gohan and Tien vs. Super Buu (SS3 Gotenks, Piccolo absorbed)
- SS3 Goku vs. Super Buu (SS3 Gotenks, Piccolo absorbed)
- Absorption – The user uses a part of his body and sucks the victim inside of his body, gaining all of the victim's power and abilities. Used by Super Buu to absorb Gohan.
- Continuous Kamehameha – A continuous energy barrage version of the Kamehameha used by Super Saiyan 3 Goku against Super Buu, to no effect.
- Destroy Everything! – A powerful energy sphere used by Super Buu, claiming it had enough power to destroy the Earth. Was interrupted by Goku's sudden arrival, who cut the Majin in half with an energy disk.
- Destructo Disk – A sharp disk made of pure energy used by Goku to save Gohan from Super Buu.
- Finger Beam – A version of the Vanishing Beam shot from the finger. Used a few times by Super Buu against Gohan, Dende and Tien.
- Tri-Beam – An energy wave shot from the hands in a triangular shape. Used twice by Tien: once to deflect an energy wave, saving Dende; and once to attack Super Buu, to no effect.
Bruce Faulconer tracks
- "16 Rips Off Cell's Tail" - When Tien Shinhan fires a Tri-Beam at Super Buu.
- "16 Rips Off Cell's Tail" - When Super Buu absorbs Gohan.
- This episode picked up where "The Old Kai's Weapon" had left off.
- In the FUNimation dub of this episode, Goku says "You don't plan to beat me like that do you?" to Super Buu, implying that Super Saiyan 3 Goku is stronger than Piccolo Buu (and therefore, Super Buu's normal form), however, this is never stated in the Japanese dub or the manga, where Goku states "Gohan can handle you now".
- In the beginning of the episode, the earring on Goku's left ear is missing while the corresponding earring is showing his reflection, however when the screen changed to show the real Goku instead of his reflection, the earring is on.