Uzuki and Rin come to 346 Production for the first time. They meet the final member who won the idol version of a “second chance sweepstakes,” Mio Honda, as well as the 12 other eccentric members, and thus the project can finally start. The first job for the three newcomers is to do a publicity shoot, but their nervousness threatens to derail the whole thing. Somehow, they get through it, and well enough to impress superidol Mika Jougasaki, who suddenly hires the trio to be her backup dancers for an upcoming concert!

Two units are going to make their debut, one with Uzuki, Rin and Mio, the other with Minami and Anastasia. They all become busy with lessons to prepare for their mini-concert debut. However, Miku's frustrations boil over dangerously when her own debut can't be seen on the horizon.

Uzuki, Rin and Mio are the members of New Generations, while Minami and Anastasia make up Love Laika. A mini-concert to promote their respective debut CDs is planned, and the members of both units are preparing with interviews, fitting sessions and the like. Minami and Anastasia are extremely nervous since it’ll be their first time performing on stage, but they do their best to prepare by working together and training a lot.

Meanwhile, the members of New Generations can’t wait to have another onstage experience like they did with Mika. The day of their first concert finally comes, but what do the members see when they look out over the stage?

Producer fails to chase after Mio when she runs out of the office. This makes Rin and the other project members distrust Producer's attitude and what he means to do on his own. Then Rin leaves the project too, and it looks like the whole thing may fall apart. Producer pays a visit to Uzuki, who had the misfortune of catching a cold at this critical time, but her smile and unflagging dream of becoming an idol strengthens Producer's resolve to bring Mio and Rin back into the fold.

Meanwhile, the other members hear about how Producer became cowardly in the way he interacts with the idols after a past incident...

As summer rolls around, Producer and the idols become closer, while the project moves along nicely. And for Ranko, it's especially nice, as she gets to make her CD debut next. However, there's a major gap between the image Ranko has crafted for herself and the way Producer perceives that image. He makes an effort to understand her, and she does her best to communicate with him, but will they be able to reach a middle ground?

The summer fest is here at last. All of the project members are nervous about performing on the grand stage, but their rehearsals go smoothly thanks to Minami's leadership. But then Minami collapses from accumulated stress. Ranko does an emergency fill in for Minami with Love Laika and somehow, the rest of the Cinderella Project's performances go off without a hitch... until a sudden downpour causes the rest of the concert to be canceled!

It's been a month since the idol festival and the 346 Production Cinderella Project idols are expanding the scope of their activities and grow one step at a time. It's smooth sailing for Producer until a suspicious figure seems to follow him wherever he goes. Does Producer have a stalker!? In between jobs, the idols take turns guarding him.

And then a woman who was working abroad for a company affiliated with 346 Production returns to Tokyo to take charge of the company's idol division. But what startling new policy does Executive Director Mishiro announce!

Executive Director Mishiro announces that the division is going to start anew and cancels all current projects. Furthermore, she proclaims that she will pick the idols as part of one grand project. Her policies are very different from that of Producer, the Cinderella Project, and other departments within the company.

There's a lot of anxiety as idols are driven out of offices they've always been in and relocated, while Producer works hard to protect their department by presenting a plan in place of hers. Then Executive Mishiro calls 346 Production's top idol, Kaede Takagaki, in for a private meeting!?

The project that Producer proposes to Executive Director Mishiro is called "Cinderella's Ball: Power of Smile." It's meant to be a complex event that will showcase the idols' individual strengths. Though Mishiro's proposal runs completely counter to this idea, she gives Producer permission to run with it. Producer and the idols will be able to prevent the gutting of their division if they show results within a certain time frame.

The Cinderella Project idols are happy about this reprieve, but idols in other departments, particularly those whose strong suit is with variety shows, find themselves facing changes due to Mishiro's course of action. And one of them is the eccentric Nana Abe, who claims to be from the planet Usamin! Cat character idol Miku worries about getting the ax, while Riina worries about Miku...

In order to keep the Cinderella Project going and the "Cinderella's Ball" project a success, Producer and the idols feel they have to both up their game and increase their name recognition. With the cooperation of other departments, they start a new TV variety show called "Totokira Academy," and Dekoration become regulars on the program.

Meanwhile, Executive Director Mishiro is after Mika to change her image. Though Mika doesn't like it, she thinks of her department and younger colleagues and does her best. But on the set of Totokira Academy, Rika doesn't like how Mika is being asked to change her image, and the two sisters get into a fight. When Miria is depressed too, Kirari and the other idols worry about both of their own. At this rate, can the TV show be a success!?

Executive Director Mishiro's new project, Project Krone, begins. It consists of idols who are directly handpicked by the executive director herself. Meanwhile, Producer is suddenly informed that the Cinderella Project is going to come under review at 346 Production's fall festival.

The idols are shaken to learn that if their performance at the concert isn't deemed up to snuff, Executive Director Mishiro won't wait until the winter ball but will disband the department immediately. As chaos and confusion spread, Rin and Anastasia are picked for Project Krone!

Anastasia is positive and determined about participating in Project Krone. But then Mio suddenly announces she's going solo. Meanwhile Rin still can't decide whether to take part in Triad Primus. Amidst all these changes, they strive to find their own paths.

Under the circumstances, it seems like all the previous units and projects will be disbanded, which causes the Cinderella Project members no end of anxiety and upset. The idols decide to band together to make the fall fest a success, but can they?

The fall fest held by 346 Production has begun at last. The Cinderella Project idols are each determined in their own way and fired up as they face the concert. Per Producer's decision, New Generations is sitting the concert out, but Mio and Uzuki are on hand as staff to support the others, while Rin performs with Karen and Nao to make their concert debut as Triad Primus.

Meanwhile, Anastasia performs solo for the first time on stage and all the other Cinderella Project idols shine more than ever. On the other hand, it's the first time for the Project Krone idols to be on stage. Their nervousness reaches its peak right as they're about to go on...

Uzuki has lost sight of herself and lost her smile, but Mio and Rin still believe in her, so they wait for Uzuki to come around. In response to her friends' faith, Uzuki visits 346 Pro, but she still has no good answer to the indecision that's inside her. Mio and Rin decide to watch over Uzuki, who remains in doubt even as she takes a lesson at the office. Afterwards, the other members on the scene share their various feelings as colleagues, friends, and idols.

The encounter makes Uzuki think about what she's currently missing. And then it's Christmas Eve. Producer picks Uzuki up and they head over to the concert venue, but stop off at a certain place along the way...

The Cinderella's Ball finally begins, with the Cinderella Project girls encouraged by Producer to smile as they do each of their routines.