MegaZarak's propulsion system has been damaged, so the Destrons have entered the asteroid belt between Jupiter and the remains of Mars. Landing on Pallas, repair work begins. The Destron Headmasters discuss if they'll ever seen Sixshot again, but then Soundblaster tells them to come with him as something is approaching MegaZarak at high speed. They get outside and see that Sixshot is back.
Scorponok is not happy Sixshot is back, but is sure to not let Sixshot realise this. He instead welcomes him back and says they are having difficulties, but he is sure Sixshot can help them with his powers. He says that he'll have his work cut out for him once they attack Earth, so he should rest for now. Sixshot leaves, and as the door closes, Scorponok laughs.
The Cybertrons arrive in the asteroid belt, and Blanker reports in. He and his team report that the Destrons have landed on asteroid Pallas, and that they'll try to find out what they are doing. Before they can do that, the Destron Targetmasters appear and start shooting at them. Fortress tells Chromedome and the others to go out and help them. They land Battleship Maximus on another asteroid, and then the Cybertron Headmasters head out on the Trainbots.
The Targetmasters are cornered on another asteroid, but thanks to the Cybertron Headmasters arriving things even up. Inside MegaZarak, Scorponok tells Sixshot to take down one of the Cybertron Headmasters. Sixshot says he will challenge Chromedome, as he is the leader of the group. He has a plan to take care of him.
Back at the battle, Blanker thanks Chromedome for helping them. The rest of the Cybertrons keep the Destrons at bay, but then Sixshot appears. He tells the Two-in-Ones to leave the Cybertron Headmasters to him, and fights Chromedome.
Chromedome shoots Sixshot, who transforms back to his robot mode and challenges him to a one on one duel. Chromedome willingly accepts, and so the Destrons leave. Blanker wants to follow them but Fortress tells them to head back.
Sixshot reveals his plan to Scorponok: he and Chromedome will have a duel to the death on asteroid Juno. Scorponok thinks that Sixshot's plan of appealing to Chromedome's honor is a good idea. Sixshot excuses himself from the room, and the Two-in-Ones are also about to leave when Scorponok stops them. He wants them to go and plant a highly powerful bomb on asteroid Juno.
Battleship Maximus has landed on the dwarf planet of Ceres. Fortress has learnt of the duel, but he cannot allow it. Chromedome says he has a score to settle with Sixshot, but Fortress once again calls out Chromedome's hotheadedness. Their priority is protecting the Earth. Chromedome says he doesn't want to turn down Sixshot's challenge, as he'll look like a coward. Wheelie hears their conversation and tells Daniel. Daniel is worried that Chromedome and Sixshot could end up killing each other in a duel.
Daniel begs Chromedome not to go, but Chromedome says Sixshot is a Destron, and wants to try and destroy the Earth. The other Cybertron Headmasters appear and tell him not to go, but he says his mind is made up. Brainstorm offers to back him up, but Chromedome punches him -nobody shall belittle him.
Outside MegaZarak, Sixshot waits, knowing that the time of the duel is coming soon. He then sees Battletrap and Flywheels heading in, and scares the life out of them when he asks where they've been. They tell him that they were just on patrol, and head inside MegaZarak. Sixshot transforms and heads towards asteroid Juno.
Back inside Battleship Maximus, Blanker talks to Chromedome. Blanker warns that hot-headed courage is different to the courage of the spirit, but Chromedome says he isn't trying to be reckless. He has a screen display Sixshot's transformation modes, and says that Sixshot killed Abel, Jack and Ultra Magnus. He intends to avenge them all. Blanker says that he'll be banished from the Cybertrons if he goes, but Chromedome says that he'd rather bear the expulsion than be seen as a coward. Blanker reveals that he used to be like Chromedome -when he did something rash once, Convoy reprimanded him. So if Chromedome has made his decision, he won't try and stop him.
Chromedome heads outside and transforms. After gaining some speed in his car mode, he transforms again and leaps into space, heading to asteroid Juno. The other Headmasters want to follow him, but Blanker tells them not to go. If they do, it will surely be what Scorponok wants, as he and the other Destrons will come here and attack. Plus, now that Chromedome has disobeyed a direct order, he is no longer a Cybertron. Fortress then tells them that MegaZarak is on the move and that the entire duel scenario was just something to distract them with whilst the Destrons go to Earth.
Meanwhile, Wheelie finds that Daniel is about to leave the ship in an exo-suit. Daniel says he can get Sixshot to listen to him, and will end his duel with Chromedome. Wheelie tries to stop him, only to get pushed down as Daniel opens the airlock and heads out of the ship. Using his exo-suit's transformation mode, Daniel heads to Juno.
Fortress finds out about this and is in a difficult situation: if they go and get Daniel, the Destrons will just get to Earth before they can stop them. He is going to go to Juno, but Blanker says he'll go and get Daniel whilst the rest of them can continue to follow the Destrons. Sureshot and Crosshairs says Fortress should let Blanker go, and Fortress decides to go with his plan.
JUNO
Chromedome and Sixshot arrive on Juno. Chromedome tells Sixshot that today is the day that he will avenge his friends that Sixshot has killed, but Sixshot just says he is the one who is going to die. They start shooting at each other, but Sixshot can move so fast Chromedome can't seem to hit him.
Both robots then transform to their car modes, and after doing some asteroid hopping, they crash into each other. Sixshot transforms to his gun mode and blasts Chromedome with many shots.
Transforming to his jet mode, Sixshot moves in to finish Chromedome off, but Daniel then appears. He shouts for Sixshot to stop, and as Sixshot is distracted, Chromedome shoots him.
Chromedome leaps onto Sixshot, but Daniel moves in closer and tells him to stop. Sixshot punches Chromedome off him and gets up. He walks towards Chromedome, gun in hand, but Daniel then lands between them. He says that he and Sixshot are friends, and he must listen. Sixshot tells him to move as he is no friend of his. Daniel tells Sixshot that he will have to shoot through him if he wants to kill Chromedome. Sixshot hesitates...
...but then suddenly, parts of the asteroid explode. Chromedome thinks this is his doing, but Sixshot says Scorponok is the one who to blame. He says the duel is over, and lets Chromedome and Daniel escape. However, Scorponok sees everything and plans to finish Sixshot off for good. He detonates the big bomb he had planted on the asteroid.
The large explosions separates Chromedome and Daniel. Daniel falls down a crack in the ground, and Chromedome can't get to him in time. However, Sixshot can, and he saves Daniel before tossing him to Chromedome. But before he can get away, he is caught in a large explosion!
Asteroid Juno is destroyed, just as Blanker appears. He thinks he is too late, but is relieved to see that both Chromedome and Daniel have survived.
He sees that they are both unhurt, and Daniel explains Sixshot saved them. Back on Battleship Maximus, Chromedome's expulsion has been lifted, and he explains to Blanker that the injuries he got from the explosion of an entire asteroid are just scratches -Blanker laughs, saying that that kind of attitude is typical of him.
Daniel is still concerned about Sixshot, but Chromedome tells him that he's sure Sixshot survived -he's not that easy to get rid of. Fortress knows that Scorponok still has a sinister plan involving the Earth, and he and the Cybertrons head on towards the planet. The final battle draws closer...