With high school graduation right around the corner, Takumi Fujiwara has a lot on his mind and a lot to prepare for. Everything becomes even more complicated when Takumi is offered a spot on Ryosuke Takahashi's elite Kengai Racing Team, which seeks to assemble the greatest racers in the Gunma area for a tour of Japan's mountain passes. Before he can accept however, Takumi feels the need to settle the score with the Lancer Evo driving Emperor team, defend his downhill-racer crown against the son of his father's greatest rival, and finally settle things with his unfaithful girlfriend Natsuki.

DVD release of first Memories Off Concert held at Tokyo Kōsei Nenkin Kaikan in December, 2001. Features the cast of Memories Off and Memories Off 2nd.

The first chapter of the Refrain Blue series, tells about the recollection of Yoshihiro's past about various events of summer school, of the fate where encounter and separation are interwoven with each other, as Yoshiro and Matsunaga will pass the Toyo Gakuen and will arrive at summer school at seashore. A mysterious girl smiles as she watches Yoshiro who stands still at the seashore dusk.

The second chapter in the Refrain Blue series focuses on Nao Morisawa and the events that happened at the summer camp last year, with her and Yoshihiro Matsunaga both unable to let go of feelings of the past.

In the last chapter of the Refrain Blue series, the bond between Yoshihiro Matsunaga and Nao Morisawa grows stronger, while Yoshihiro finally finds out the identify of the mysterious girl from the first chapter.