It's a fanservice-heavy show about female warriors called Pandoras. It's the year 2065 and aliens called Nova are attacking the Earth. Our only weapon against them is girls who've been implanted with Nova powers, which of course might have the bad consequence you're imagining. Technically, the Pandoras have male partners called Limiters, who have shielding and power-up abilities... but in practice they're insignificant decoration most of the time and the whole thing's just a story device to excuse a harem anime. (Freezing is a Limiter ability, but I'm extremely vague on how it works and what difference it really makes.)

The original manga ran from 2007-2018, with 33 volumes, although technically it's still only on hiatus. Apparently it gets a lot more interesting when Kazuya gets sent to the Nova homeworld in 2016, but obviously that's not in these 2011-13 anime adaptations.

It's four shows, really.

School bullies go nuclear. Apparently, there's a strict hierarchy at West Genetics Academy and there will be a mass beatdown rampage from the entire third year against Satellizer because she's a 2nd-year and she dared defeat a 3rd-year student in combat. Note #1: the loser was a bitch and an idiot who'd been asking for it, e.g. threatening to cut off her would-be victim's arm. (Satellizer had only been defending herself and another student, Kazuya.) Note #2: mankind is at war with aliens and you'd think everyone's reaction to finding a strong soldier would be "good".

Furthermore, this show's violence is pretty staggering. Pandoras can and will inflict injuries on each other that would kill an ordinary person. Throat slashes, impalement, severed limbs, etc. Nova battles are even bloodier. The gore is brutal and the result is that the silly simultaneous clothing damage is the horrifying opposite of sexy.

In fairness: (a) West Genetics is a military institution, (b) discipline would be vital in a battle for mankind's survival, and (c) the school seems to be deliberately aiming to nurture trigger-happy thugs with horrible personalities. Even given all that, though, I didn't believe in all this hierarchy preservation. It breaks the show. The main thing achieved by these extremely stupid episodes is to teach us who's stronger than who and exactly how tiny your chances are against the big girls.

There's also some character work with our badly acted Token Male Hero (Kazuya Aoi), his extremely damaged Pandora-to-be and her past of probable sexual abuse (Satellizer el Bridget) and the extremely forward but likeable second girl in Kazuya's small harem (Rana Linchen). Plus, of course, lots of huge-breasted girls whose clothes are exploding off their bodies, or indeed were nude to begin with. (Helloooo, Elizabeth.) The fanservice's most hateful point is ep.8, which involves public humiliation.

Novas attack and the dumb shit is forgotten, thank goodness. If the girls don't fight the aliens, mankind will fall. That said, though, even now some of our heroines still have personality issues. Satellizer, bloody hell. Miss Ego is even worse, not having the excuse of past emotional trauma.

The last episode is a bit of a mess and there's a silly sex punchline. This second phase of the show is, though, dramatically functional.

The show gets good. Genuinely, properly good. (Well, except for its tiresome first episode.) Our heroines' superiors are developing E-Pandoras, ordinary women who aren't naturally compatible with Nova superpowers but have been forcibly implanted with them anyway. Suddenly, all that hierarchy nonsense gets forgotten and the Pandoras become a warm, supportive sisterhood who care about their juniors. All that honour suddenly comes across well and you'll find yourself discovering a lot of respect for these stern warriors.

Their superiors, though, are sinister as hell. The E-Pandora Mark 4 experiments are gruesome and doomed... and yet they continue anyway. It's because of evil men. It's for mankind's good. It's for the sake of the next E-Pandora girls in the queue. It's because you have to obey your superiors in the military, or else the world is doomed. It's for all sorts of paradoxically convincing reasons, adding up to absolute horror and, ultimately, treason.

"The public wants to see more examples of success. Sacrificing a couple of disposable E-Pandoras is a small price to pay."

Halfway through the season, this storyline develops into exploration of Satellizer's family and past. There will be sexual abuse. There will be Satellizer in chains and a wheelchair, almost petrified by her terror of her stepbrother, Louis. When they were children, he tortured her like a slave/doll for years. There will also be a horrible, horrible deal that, given the E-Pandora situation, it's arguably rational for Satellizer to accept... and Louis gets away with it scot-free. He repents and there's a girl (Holly) who loves him, so the show thinks that's enough to balance the scales. He doesn't need any further punishment. He's a goodie now. (Holly's unshakable love for Louis, despite everything he said and did, is in itself a disturbing indicator of the show's idea of male-female relationships.) What's more, apparently all this has been toned down from the manga.

That's unintentionally horrifying, but most of Season 2 knows exactly what it's doing. It's about what happens when power relationships go wrong. Defy your military superiors (no matter how evil) and you'll have the entire Pandora army trying to kill you as a traitor. It's really good. Apparently there were fans who disliked the second season, due to some story arc adaptation choices and the fact that the main cast (Satellizer, Rana and especially Kazuya) get sidelined in favour of... uh, more dramatically compelling characters like Elizabeth and the E-Pandoras. These fans are crazy.

Sillier and much more nudity.

This show is strange. It's fanservice nonsense with, say, ordinary info-dump scenes happening in the bath with girl-on-girl boob groping. It's unconvincing and badly written. At the same time, though, it's serious about its violence and bloodshed, while some of its drama is genuinely shocking and it's got some incredibly dark things to say about dysfunctional power relationships. This is made twice as alarming by the fact that it doesn't seem to understand how freakish it is, c.f. the unconvincing bullying in Season 1 and the show's easy forgiveness of years of childhood abuse in Season 2. (The original manga is by Korean creators, which reminds me of how dark Korean movies can get.)

In a scary way, some parts of this show are remarkably good. The writing problems are, paradoxically, part of that.