At sea, a tanker convoy is moving along peacefully when suddenly the convoy's escort ships are blown up. It becomes apparent to the humans that they're under attack by the Destrons.
One of the tanker crews manage to send out a distress signal, which the Cybertrons pick up. The Brainmasters scramble out to the location with Galaxy Shuttle, but the Multiforce are left behind to guard the base in case of a Destron attack. As Galaxy Shuttle departs, Hellbat appears from behind some trees, just a short distance away from the Shuttle Base.
Nearby, Jean and Holi are on the way back to the base. Jean says it will be summer vacation time soon, but Holi thinks it will be more like homework season for him. Jean thinks he'll be OK since he can just use the computer to help him, but Holi says that those who live by the computer will die by the computer. As the Cybertron team continues towards the tankers, Leozack and the others are trying to find energy stored in the tankers, but there doesn't seem to be any.
Drillhorn says he can't see Hellbat anywhere, and Leozack is annoyed as Hellbat was the one who came up with this plan. The Cybertrons then arrive, and the Brainmasters start to fight the Destrons. Since Galaxy Shuttle's fighting ability over water is limited, Star Saber has him return to base, whilst he and the others continue the battle.
Back at Shuttle Base, Hellbat has snuck inside. He wants to try and steal and Cybertron secrets he can, and makes his way towards a computer room. He tries to bring up all data on Star Saber, but needs a password. When he types in that he doesn't know the password and needs assistance, an alarm goes off! He decides to leave, but finds a disc in the computer which he takes with him.
Wingwaver comes into the room to see what is wrong, but gets blasted. Outside, Galaxy Shuttle returns and transform as Machtackle tells him that they have an intruder inside the base. He says that if Jean and Holi come back, they must warn them to stay out of the base. Meanwhile, Hellbat is trying to find an exit.
He opens up a door, which leads to the outside, only for Galaxy Shuttle to appear! Hellbat backs off as Galaxy Shuttle tries to grab him, but he's too big.
"Nyah-hah! If you can't fit, go on a diet!"
Jean and Holi see Galaxy Shuttle trying to do something, and go inside to work out what he's trying to do. When they run up to him, he warns them to get out quickly, but he is too late as Hellbat grabs them both. He tells Galaxy Shuttle and the Multiforce to back off and not follow him, unless they want their friends to be put in pain. Hellbat leaves the base with his new prisoners.
Back at the tankers, the Cybertrons have overpowered the Destrons. Leozack has no other option that to pull out,and tells the rest of his team to do the same. As Star Saber watches them depart, Wingwaver suddenly contacts him and passes on the terrible news -Holi and Jean have been captured by Hellbat!
Hellbat returns to his secret base, hidden deep inside a cave. He has summoned the Dinoforce, but Gouryuu wants to know why they have to be at a place like this. Hellbat promises him glory -Leozack is always taking the credit for when things go well, but Gouryuu could be the Emperor's right hand man instead. He's heard that Leozack has failed the tanker operation, and has had to retreat thanks to Star Saber. But if Gouryuu returns to the Emperor with something good, he'll look much better than Leozack. Hellbat tells Kakuryuu to bring his two prisoners out, but Gouryuu tells Hellbat not to order his troops around. Hellbat reminds him that this is all for making Leozack look bad, remember? Gouryuu guesses so.
"Convincing an idiot sure is tiring..."
"WHAT WAS THAT?!"
Kakuryuu thankfully then brings out Jean and Holi and Hellbat reveals the next stage of his plan. He wants to know Star Saber's secrets, and thinks that Jean knows about them. Revealing a blade on his hand, he demands that Jean tells him what they are.
Jean refuses, so Hellbat tries using his hypnosis powers to make him talk. Meanwhile the Cybertrons are out desperately searching for where Jean and Holi are, but know nothing other than that Hellbat didn't take them into outer space as their radar scans showed they did not leave Earth. Jean and Holi are thrown into a small cell and with Holi's radio destroyed, they have no way to contact the Cybertrons. But Jean still has his school bag and tips out the contents, including largely useless stuff like string and tape he used in art class. But Jean sees a security camera in the cave and thinks he knows a way they can escape with the stuff he has here.
Hellbat goes away to another computer and tries out that disk he swiped from the Shuttle Base, and discovers what he thinks is some kind of secret code. He then has to hide the disk away again as he doesn't want Gouryuu to find out about it, and then Kakuryuu says that their prisoners seem to be drawing pictures for some reason.
But what Jean is actually doing is putting his plan into action. He's made a TV error screen and manages to put it in front of the security camera, confusing Kakuryuu into thinking something is wrong with his computer. As he tries to get it working again, Jean and Holi make there way up to the top of the cell and climb through the ceiling. They end up above the room that Hellbat and the others are in. Jean also sees his communicator down below, and uses a hook on a line to get it.
Hellbat sees him pulling it up, and points out where the escaped prisoners are. Gouryuu starts firing at them, and whilst he destroys the pipe they are on, the pipe ends up falling on him.
Jean and Holi land and try to escape, but are cornered by the Destrons. They try running down a corridor, but run over a trapdoor which opens and makes them fall into the garbage below. Jean has his communicator back though, and contacts Star Saber. Star Saber gets a lock on his position and heads in with Galaxy Shuttle.
Jean and Holi are soon on the move again as Gouryuu chases after them. One of Gouryuu's shots takes out part of the cave wall, causing a lot of water to burst out and take Jean and Holi with it. They are saved when they land in a net, which Galaxy Shuttle is carrying.
The Dinoforce combine into Dinoking and burst out of the cave, but and confronted by Star Saber. After repeatedly clashing, Star Saber spins his blade around...
...and blasts part of the cliff Dinoking is standing in front of. He gets covered in rock, and when he sees that Galaxy Shuttle has transformed to robot mode to help out, he decides to retreat. Dinoking transforms back to the Dinoforce, who retreat. With Jean and Holi rescued, the only thing the Destrons have now is the disc - which Star Saber reveals was actually Jean's own disc, which had nothing useful to the Destrons on it. Jean is still annoyed though, as it had a program on it which did his math homework for him. Holi thinks he should use his own brain to do his homework from now on.
The Destrons all head into space to get back into the Thunder Arrow, where Hellbat has the nerve to blame Leozack and the Dinoforce for all of their failures - Leozack's stupid strategy meant that they didn't get any energy from the tankers, and that the Dinoforce's stupidity meant that their hostages escaped. Leozack and Gouryuu can only look on in disgust as Hellbat tries to make them look bad in front of Deszaras.
But Hellbat has still got the disc and shows it to the Decepticon leader, believing it has secret codes that could reveal the Autobot's weaknesses on it...only for it to actually have Jean's homework and lots of drawings on it, including one of the boy shooting Deszaras.
Deszaras calls Hellbat a blithering idiot. Hellbat kneels in embarrassment and terror, as Deszaras stands up and towers over him. Hellbat certainly doesn't look good in his eyes.
NOTES
The last time Galaxy Shuttle spoke -all the way back in the second episode -he had a high-pitched, computerized voice. But in this episode, and throughout the rest of the series, his voice is much lower-
pitched and removes the "computerized" flanging effect. Despite this, the character is still voiced by Shingo Hiromori.