This episode picks up where the last left off- with the hyper gravity field expanding toward an unconscious Thomas in his crippled Dibison. Fortunately, Van blasts the ground in front of him, creating a trench that he slides into, escaping the gravity field by mere meters. Everyone watches as the Death Stinger, now a cracked wreck, is pounded by the hyper gravity field. But even the most skeptical observes are put at ease when the field lowers and the Death Stinger's Zoid core ceases to function. Indeed, the Zoid is so utterly defeated that it begins to turn to stone.
Elsewhere, in a dark cave, Raven and Rease return to the Dark Kaiser's lair, but the Dark Kaiser himself is nowhere to be seen. Rease assures him that Shadow should be here somewhere, in the Zoid Eve, but he simply does not know what the Zoid Eve actually is. Rease explains that it is responsible for the life of all of Zoids on the planet, but before their conversation can continue, the Dark Kaiser reappears. They demand Shadow's return, and as Raven calls out to Prozen, an encapsulated Shadow appears, and Prozen, proclaiming himself as a higher being, appears in his now horribly mutated form. He agrees to give Raven Shadow back, although the irony of Raven wishing to be reunited with Shadow despite his hatred of Zoids does not escape his attention.
Fiona recovers Thomas' Dibison, but as she does so, has ominous visions and Ambient appears. To everyone's surprise, he was not in the Death Stinger, and when he fuses with it, he revives it. The Zoid still has massive damage from the earlier assault, but it is nonetheless still alive. Van and Irvine sortie to combat the reawakened threat, but Hiltz retreats underground, heading for the Ultrasaurus. They bombard him with missiles, but it fails to stop his approach, and the Ultrasaurus falls over under its own immense weight. This damages all the elevators and lower hatches, trapping its many Zoids inside, so even though the Death Stinger is without its shield, and is vulnerable to conventional weapons, only Van and Irvine are able to fight. Well, that's not entirely true- Thomas' crippled Dibison is towed by Fiona's Gustav to try and offer at least menial support.
Back with Raven and Rease, Shadow reawakens, but does not recognize Raven, instead attacking him.
Irvine is attacked by Hiltz from underground, but is saved by Van. They start to bombard him, but he simply dismisses it as meaningless, saying that everything will come to an end when the Zoid Eve is reawakened. Hiltz manages to grab both Irvine and Van, but Thomas' Megalomax blasts Hiltz and frees them, as well as inflicting massive damage to the Death Stinger. He charges Hiltz with all guns blazing.
Shadow is fought off by Specula, while Raven attacks Prozen, only to be thrown back by an electric shock.
Hiltz is thoroughly pounded by the three Zoid's onslaught, and the Death Stinger is badly damaged, but he once again mentions Zoid Eve, and Fiona starts to have visions of a ruined city, with the towering figure of the Death Saurer. She is shot at by Hiltz, and Van responds by cutting off his Charged Particle Cannon, before moving to help her. She reveals that what she saw was a vision of her past, but can explain no more as she is interrupted by Hiltz's abrupt, and quite literal, disappearance. She too, vanishes into a stream of light, and dissolves right in front of Van's eyes.
- Toward the beginning of the episode, O'Connell states that the hyper gravity is "spreading steadily", but this shouldn't be true, as Thomas, who had escaped by only tiny distance, was safe.