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"Frieza's Counterattack" (あれがきゅうだよパパ⋯フリーザおやぎゃくしゅう Are ga Chikyū da yo Papa… Furīza Oyako no Gyakushū, lit. "That's Earth, Papa… Freeza and his Father Strike Back") is the first episode of the Trunks Saga and the one hundred eighteenth overall episode in the uncut Dragon Ball Z series. This episode first aired in Japan on November 27, 1991. Its original American airdate was September 4, 2000.


Gohan not studying

Gohan not studying

Picking up shortly after the battle with Garlic Jr., Krillin is attempting to practice the Kamehameha (Turtle also implies that he has done this before quite recently) while Master Roshi is asleep on a lawn chair. He fires the Kamehameha, only to end up causing a tidal wave to hit the island that the Kame House is on, which also caused Roshi's magazine, which fell from his face while napping, to get wet. Krillin then irritably notes that the Kamehameha is still not good enough. Roshi then wakes up, unaware of what happened, and notes that Krillin's not been himself since his breakup with Maron, although he is dismayed when he learns from Turtle that he had been practicing the Kamehameha again.

At Goku's House, Chi-Chi introduces Gohan to his new tutor, Mr. Shu. However, once Chi-Chi is gone, Shu turns out to be a strict disciplinarian with a delight for using his prized whip. Meanwhile, at Capsule Corporation, Bulma briefly expresses compliments to Vegeta, which makes Yamcha jealous, as the Capsule Corporation Spaceship will soon be running out of fuel. Bulma expresses concern for Goku which Yamcha takes notice.


Though gone, Frieza still haunts Gohan

That night, Gohan has a dream in which Goku finally returns, as he and Chi-Chi are overjoyed by his return, but once Gohan follows Goku outside as Gohan asks Goku where has he been after his fight with Frieza on Namek, the dream turns into a nightmare when Goku morphs into Frieza, who taunts Gohan about Goku's supposed death. Frieza attempts to hit Gohan, but Gohan grabs his fists. Suddenly, Gohan wakes up from the nightmare to see that he is actually squeezing Shu's hands during a tutoring session. Angered, Shu insults Goku, irritating Gohan greatly, and when Shu tries to whip Gohan again, Gohan easily catches the whip and crushes the end of it to powder with his bare hands. This leads a terrified Mr. Shu to call in Chi-Chi and tell her his side of the story, making Gohan sound like the bad guy. After Chi-Chi scolds Gohan, Mr. Shu proceeds to declare Goku to be worthless and a bad influence on Gohan, and when Gohan again defends Goku, Mr. Shu promptly whips him across the face hard enough to draw blood right in front of Chi-Chi. Outraged, Chi-Chi, after opening a nearby window, throws Mr. Shu out of the house and proceeds to jump out the window herself and chase him away while warning him never to come back when Shu tries to protest her throwing him out.


Chi-Chi throws Mr. Shu out of the window

Back at Capsule Corporation, Vegeta finally returns, having failed to find Goku. Yamcha and Puar await outside the Capsule Corporation Spaceship. Mad, Yamcha snaps out "What do you want?!!", Vegeta explains that he is angry and pounding on Yamcha may satisfy his feelings. Bulma invites Vegeta to her house for a shower and a meal, and Vegeta reluctantly follows. Yamcha and Krillin are amazed at how Bulma can control Vegeta so easily, especially when Vegeta is openly rude to Bulma and expresses shock at the clothes she has left him, particularly the pink shirt, which he believes would suit a woman better. Although he still displays a bitter demeanor towards her, Yamcha and Krillin, Bulma persuades Vegeta to stay with them on Earth until Goku returns, although Bulma's apparent fondness for Vegeta causes a great deal of tension between him and Yamcha.


Gohan on the phone with Krillin

Back at the Sons' house, while Gohan is studying, he begins to feel a massive Ki approaching Earth. He quickly realizes that it is not Goku, but Frieza. Krillin, Yamcha, Vegeta and the rest of the Dragon Team also sense it, and Krillin calls Gohan asking if he knows what he has to do. Gohan slips into the Saiyan Armor he received on Namek and abruptly leaves home to join the others in an attempt to group together before Frieza arrives.

In space, a spaceship is closing in on Earth. Inside, Frieza is with his father, King Cold, and the two are savoring their approach towards Earth with enthusiasm. Somehow, Frieza has survived the battle and explosion on Namek and has been rebuilt by King Cold into a more cybernetic form, much more powerful than ever before. They notice Goku in his own ship rushing towards Earth in order to arrive before them; Frieza consoles himself, knowing Goku will not reach Earth in time. Frieza's father asks if he wants to destroy the planet from space, but Frieza refuses saying that he wants to take out all of Goku's friends one by one so he could watch them and Goku suffer. Gohan changes to the Battle Armor he wore on Namek and flies to the Northern Wastelands, which is the spot where Frieza and King Cold arrive at.

Major Events[]

  • Vegeta returns to Earth.
  • The warriors of Earth sense the incoming Frieza and King Cold.





Bruce Faulconer tracks[]

  • "Gohan's Nightmare" - When Gohan is dreaming that Goku has returned, only to discover that it is Frieza in disguise.
  • "Cell Contacts Goku" - When Chi-Chi starts mourning that Gohan has rebelled against her when Mr. Shu enters Gohan's room.
  • "Sage Music" - When Yamcha, Mrs. Brief, and Puar discover Vegeta's ship.
  • "Vegeta's Theme" - When Vegeta hopes to find Goku back on Earth after crash landing next to Capsule Corporation.
  • "Earth Music" - When Yamcha, Bulma, Oolong, and Puar hang out at Capsule Corporation while Yamaha sings a little song from an old cat food commercial.
  • "Earth Music" - When Vegeta calls out to Bulma to bring him a towel while he is taking a shower at Capsule Corporation.
  • "Vegeta Powers Up" - When Gohan puts on his Battle Armor and flies off after receiving a telephone call from Krillin that Frieza is back.

Differences from the manga[]

  • All events prior to Gohan and the others sensing Frieza's presence are exclusive to the anime.


  • This is the fourth episode to not show a recap of the previous episode.
  • The episode reveals that a year and a half have passed since the events of the Frieza Saga.
  • This is the second episode to hint that Bulma may be falling in love with Vegeta (the first being "Goku's Alive!!").
  • When Vegeta arrives on Earth, the front of his armor seems to be in good shape, despite the fact that both Krillin and Frieza blasted holes right through him on Namek; however, when his back is facing the camera, the hole that Krillin shot through him is still clearly visible, meaning that he could not have switched vests.
    • This is also inconsistent with Vegeta's appearances throughout the previous saga, the Garlic Jr. Saga, where Vegeta appeared with his armor and suit in pristine condition, despite being the same outfit he wore during the end of the Frieza Saga.
  • Yamcha’s “Cat loves food” song in the dub was ad-libbed by Chris Sabat, as the script provided for this scene was of such poor quality that it couldn’t be used.
  • In the Funimation dub, Bulma tells Vegeta that she has known Goku since he was 5 years old. However, Goku is 12 years old when he and Bulma first meet in Dragon Ball.
  • In the edited version, the scene where Mr. Shu whips Gohan in the head was shortened due to Gohan bleeding from contact. Likewise, the scene where Vegeta is showering is shortened due to nudity.
  • In the Funimation dub, Chi-Chi throws out Mr. Shu after hearing him call her husband worthless. In the original Japanese, while she is bothered by how the teacher speaks of Goku, Chi-Chi only throws Mr. Shu out after he insults Gohan's capacity for learning, referring to Gohan as a monkey and claiming he has no potential.
  • In the Japanese version, this was the first episode to feature the 3rd Cha-La Head-Cha-La opening, which Funimation also used. This ran until episode 199.
  • Also in the Japanese version, in the beginning of Gohan's nightmare, the instrumental version of the Cha-La Head-Cha-La opening theme is heard.
  • Gohan has a similar nightmare in "The Doomsday Broadcast", where he dreams about Cell killing his mother and Piccolo, which references his nightmare about Frieza disguised as Goku.
  • Frieza's voice as a cyborg has a filter to make him sound more mechanical. The remastered dub unintentionally removed the filter. It has since been reinstated into Dragon Ball Z Kai.
  • John Burgmeier took over the reigns as Tien Shinhan from Lane Pianta starting with this episode in the original Funimation dub.


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