At the Skrugg Base, Will and Nick are being modify more to make thier mind control perfect but Will dreaming about his times of being human makes his uncertain what to do.
Meanwhile Joey and the others have arrive to the Skrugg Base, but the front is full of guards, so they follow the route that Denton plan it however the route is not sure if is safe or if is the right route.
Will and Nick are ready for the next battle against Heroman with there own army, Kogorr, the leader of the Skrugg check thier status, Will unable to reply but Nick reply with confidence that seem different than last time.
Meanwhile at the White House, Dr. Minami, who happens to be thier top scientist on weapons, ask the president to stop the nuclear launch that make the president surprise, he say to Minami the consequence what will happen but Minami discard thoses lifes and monuments just to get the 5 spheres to make america supreme.
Back at Joey and the others, Dentons Route were correct but with a miscalculation about the gate aprt in the sewers, so they needed heroman to break it to continue thier mission.
Joey and the others arrive the botton of the Skrugg Base, Denton explain there object, first destroy the sphere control, second save Will and Nick, and the Last destroy the skrugg base. One of this objective can complete thier mission, Psy and Denton go to look for the sphere control, Joey and Heroman need to create a distraction to keep the enemy on them, Lina persist to go with Joey because she know that her brother,Will should go after Joey.
As soon they seperate, the Skrugg notice Heroman in the Base, Kogorr order all to attack him, Joey is already being attack but Heroman manage to finish them up however Will and Nick have appear. Will order Nick to finish up Joey, while him will attack Heroman, but Nick ignore the orders then attack heroman making it 2 vs 1.
Since Heroman can't kill them, he go defense,Joey help Heroman for defense, at the right time Heroman throw some big root at them to stun them movement for awhile, then they retreat foe awhile and got the sphere room(that Denton is suppose to be there)
Again Joey and Heroman goes defense while Lina hide, Joey and Heroman can't take the damage of thier defense anymore, lucky Lina shout againt to her brother making him lose focus while attack Joey, making him bounce back, where his helmet was taken of, Heroman do the same to Nick, Will panick again but with the help of her sister, he calmed down.
Nick have calmed down to but he attack Joey and throw at Heroman, Nick now remember all but his personality haven't change even without the ind control, Now his a Skrugg just for power.
Lina try to convince Nick to stop, but that make him angry and attack Lina, Will protect Lina from being killed then throw Nick to the ceilling making them both injured.
Kogorr got mad to the Skrugg who made the made control then kill him, and decide to crush them by destroying the Sphere room, Nick seem done insane and got crush by the ceiling, Lina,Will and Joey need to get out of there but they got buried alive while Denton call Joey at the walkie talkie repeatedly.
2 out of 3 objective have been achieve but with Joey and the other are buried, what will Denton and Psy going to do and the next episode is the fight against the skrugg leader Kogorr.