Continuing the events from the previous episode, chaos ensues as Giga, Mega and the decepticon-juniors continue bringing the Autobot's base crashing down. With no communication Ginrai and his squad are unaware of this until Giga and Mega personally inform them. While Road King and Ranger help with the citizens Ginrai, Godbomber and Lightfoot race back to base. No sooner than they had returned Overlord instructs Turtler and his Seacons to destroy the base from the inside, trapping the remaining autobots (and Clouder) in it. Ginrai blasts a hole into the base for everyone to get out alive...