Spy x Family Season 3 continues and mostly completes the story of Loid’s backstory in Ep. 40 “■■■■’s Memories II”, and woo boy, it’s a doozy. It goes into full This War of Mine territory as we dive into the horrors of Loid’s childhood and his young adult life. Complete with the everpresent wailing of air raid sirens as the story goes into the trauma and horrors of war.
Spy x Family Season 3 Ep. 40 “■■■■’s Memories II”: Details in Brief

Spy x Family Season 3 Ep. 40 “■■■■’s Memories II” is the third episode (you can read my review of Ep. 1 and Ep. 2 here) of the third season of this spy action-comedy anime, and the 40th overall in the series. Said anime is the anime adaptation of the ongoing Spy x Family manga series by Tatsuya Endo.
Wit Studio (Attack on Titan S1-3, Ranking of Kings, Suicide Squad Isekai) and Cloverworks (The Promised Neverland, Bocchi the Rock!, My Dress-Up Darling) remains the animation studios behind this anime, just as they have for the first two seasons. In fact, longtime readers at THS will recall that we reviewed the first and second seasons, plus the Spy x Family Code: White anime film as well. The staff is a bit different this time around though. Yukiko Imai has replaced Kazuhiro Furuhashi and Takahiro Harada as the director, but all other staff are reprising their roles.
Synopsis
Alas, Spy x Family Season 3 has only just recently begun its run. In fact, Spy x Family Season 3 Ep. 40 “■■■■’s Memories II” has only just started streaming on October 18, 2025 on Crunchyroll and Hulu. Thus, to avoid spoilers, here’s the synopsis of the episode from Crunchyroll:
“Loid recalls what happened in the past that led him to where he is today.”
Spy x Family Season 3 Ep. 40 “■■■■’s Memories II”: The Good

There’s really no doubt that Spy x Family Season 3 Ep. 40 “■■■■’s Memories II” is great because of the story. The way this anime explores Loid’s childhood and then his young adult life in the midst of a massive war between his country and the neighboring country feels very much like This War of Mine. It’s all emphasized by the wailing of air raid sirens mixed with young Loid’s own wailing as he’s held by his mother throughout much of the first half of the episode. That first half of the episode really emphasizes just how powerful that story is, and it’s only getting started. The only difference is that Loid (voiced by Takuya Eguchi (JP) and Alex Organ (EN)) takes an option that isn’t available in that 2014 war survival video game: becoming a soldier himself.
That one option really changes the This War of Mine plotline into something more resembling Spec Ops: The Line. It’s a powerful exploration of the horrors of war from the perspective of a soldier, from the way Loid lies about his age to enlist to his attempt to summarily execute a deserting Ostanian soldier, which he fortunately fails because that Ostanian soldier turns out to be Franky Franklin (voiced by Hiroyuki Yoshino (JP) and Anthony Bowling (EN)). We don’t know how he went from deserting soldier to his present day job as a Westalis mole, but it is fascinating to see how his story intersects with Loid’s. He even gives Loid a moral dilemma about the war itself, which may have played a key role in Loid accepting his current job as a spy.
And all that horrifically traumatic backstory is then contrasted with the warm and happy (fake) family life he has in the present day. It’s that contrast that really completes this arc of Loid’s backstory, and makes us eager to see more of it in the future.
Animation Kudos

All with Wit Studio and Cloverworks’ animation teams providing their usual quality animation work here. This time though, they provide their quality animation to some extremely detailed fires and smoke, as befitting a war story. Even the guns fire realistically, with bullet casings flying out as the gun muzzles light up. And then that is further contrasted by the deliciously animated food that is served on the Forgers’ kitchen table. It’s this high quality animation that really brings this episode to life in a way that makes this perfect.
Spy x Family Season 3 Ep. 40 “■■■■’s Memories II”: The Bad

There’s really not much to complain about in Spy x Family Season 3 Ep. 40 “■■■■’s Memories II”. My one tiny complaint is that the backstory ends right before Loid goes through whatever training Handler/Sylvia Sherwood (voiced by Yūko Kaida (JP) and Stephanie Young (EN) subjects him to turn him into the spy he is today. However, that is a bit disconnected from his backstory, and so it’s something that Tatsuya Endo can save for later.
Aside from that, if you wish to see more bloody action like the military action we see in this episode, then you might want to check out Demon Slayer: Kimetsu no Yaiba, Kaiju No. 8, DDDD, DAN DA DAN, Sword Art Online Alternative: Gun Gale Online II, Zenshu, Blue Box, Solo Leveling, Black Butler, Nyaight of the Living Cat, and/or May I Ask for One Final Thing?. However, if you wish for some relaxing or slow-paced fare to calm down afterwards, then you can watch Senpai is an Otokonoko, Apocalypse Hotel, Spice and Wolf: Merchant Meets the Wise Wolf, The Ancient Magus’ Bride, My Dress-Up Darling, and/or This Monster Wants to Eat Me.
What did you think of this week’s traumatic episode of Spy x Family Season 3? Tell us your anime thoughts in the comments section below.
![Spy x Family Season 3 Ep. 40 “■■■■’s Memories II”: This War Of Loid’s [Review]](http://18.211.146.234/wp-content/uploads/2025/10/Spy-X-Family-Review-2-1280x640.png)