One night, a luxury cruise ship is attacked by two giant monsters, a fish-man and a bat-like creature. These monsters are searching for a man called Hawk, but when they do not find him, they order coelacanth-type monsters to destroy the ship. Watching the

The Destrons start building an army of zombies by stealing corpses from medical universities and imbuing them with evil energy from the Destron leader, Devil Z. The Destrons send the zombies onto a massive crime spree, causing destruction throughout the c

A passenger jet from the Republic of Montparta has a major accident, thanks to the Destron Blood. As Shuta and Cab horse around in Cab's treehouse, the Cybertron Pretenders are stunned to hear about a second accident. They head for Corsica to interrogate Minerva, a young girl among the passengers involved, about the circumstances of her plane's crash. She tells them that the Destrons were indeed involved in the accident. Suddenly, more zombies appear along with the Destron Pretenders, wreaking havoc in Japan, but they are later taken care of by the Pretenders. Hawk and the others decide to board a Montparta-Japan flight to guard Minerva, her parents and a biologist. Suddenly, the clouds turn dangerous and Hawk and Phoenix face off against Blood outside, while Cab, Shuta and Minerva have to deal with a zombie stewardess on the inside. They manage to defeat their respective opponents and the plane arrives safely.

The Cybertron Pretenders celebrate the completion of their new underground base at the foot of Mount Fuji. Shuta and Cab talk about wanting to be Pretenders or Transformers, just like Hawk. To celebrate the completion of the base, Hawk gives Shuta, Cab, and Minerva each a pair of special rings called Master Bracelets. He teaches them how to use these bracelets, telling them to yell out, ""Master force."" Saying this caused an exo-suit to form around them, giving them incredible superhuman powers. Hawk then showed the trio their new transtectors (Transformer bodies) and so were born the Headmaster Jrs. (Shuta = Siren, Cab = Hosehead, Minerva = Nightbeat). Hawk then went into the history of the Headmasters, bringing up the example of Chromedome who spoke to the new Jrs. Having heard Wilder (Fangry) voice his desire for power, the Destrons decide to take advantage of his ambitions to try to win him and his little gang of thugs -- Cancer and Bullhorn (Squeezeplay and Horribull) -- over to th

Wilder and the other Destron Headmasters Jrs, looking to increase their circle of friends, start chumming up to some local biker gang members. Meanwhile, the Cybertron Headmasters work on simulations to improve their control over the transtectors and their teamwork, learning valuable lessons. The Destron Headmasters use force to convince the bikers to join them, trashing a city just to impress them. Hearing about the attack on the news, Siren and Cab head out to stop the Destrons by themselves, while Minerva stays behind until she sees a child being harmed. Minerva and Cab manage to rescue the child as Shuta takes on the Destron Headmasters. Cab then joins the fray, but he is overwhelmed by the Destrons, as Shuta battles the Seacons. Minerva, after seeing Fangry kick the child's dog and seeing her throw rocks back in retaliation, recalls one of her lessons and heads into battle, driving the Destrons away.

Chris, one of the bikers, starts having doubts about Wilder's one-track displays of power and says he wants out, so Wilder takes him away and holds him prisoner in their hideout. Chris' little sister Mary sees her brother being forced into a car and tells the Cybertron Headmaster Jrs. They pledge to rescue Chris from the Destron, heading for the Destron hideout, where Wilder berates Chris for wanting to leave, telling him that with the Destrons, they get power and importance. Wilder then beats up on Chris as a lesson to the other bikers never to think about leaving. The Destrons take out their transtectors as the Cybertron Headmaster Jrs. regroup to strategize. Shuta takes on the Destrons as Cab attempts to free Chris, leaving Minerva with Mary. They switch partners - Shuta battling Wilder and Cancer, Cab taking on Bullhorn as Minerva heads to free Chris. Suddenly, Mary is captured by Cancer, leaving the Cybertrons helpless to attack. Chris suddenly revives though and crashes a motorcy

An African safari guide spots a wild herd of animals stampeding into villages, completely destroying them. Reports reach the Cybertrons and Hawk calls in the Headmaster Jrs. to head off to investigate. Back at the Destron base, they hear word that the Cybertrons are on their way and plan a nice surprise for them. The Cybertrons look across the continent, trying to determine why the animals have been stampeding. They soon discover that the Destrons are stampeding the animals in an attempt to drive all the humans out of Africa, planning to settle in afterwards and use the continent as a base for advancing toward world domination. The Headmasters go with the safari guide back to his hut, where he tells them the story of how he found a little fawn. Suddenly, the Pretenders come under attack from the Seacons, before the Destron Pretenders show up, with another armada of Seacons. While the Pretenders deal with the second wave, Blood puts a herd of elephants under his spell, starting another

Shuta and his friends are all ready for the next day's hang-gliding contest, having trained hard for it. But things have been too quiet lately and Hawk is uneasy about the Destrons' lack of activity. During this period, the Destrons have been hard at work at their new underground base. The Destron Headmasters get their first peek at their new long-awaited secret weapon, a new type of super-soldier called a Godmaster. The Pretenders battle with the Godmasters until the fight is halted by the appearance of Giga and Mega. They introduce the brother team of Buster and Hydra, and their transtectors, a pair of jets, who can transform into robots or into a superjet. The day of the contest arrives and Hawk's worst fears are confirmed as the Destrons attack with the Dreadwing duo, the Pretenders and Headmasters. As Minerva cares for an injured person, Hawk and company dispatch the Destron Pretenders and Headmasters until the Godmasters show up.

With their fighting strength heavily augmented by the Godmasters, Giga and the Destrons order the destruction of the primary energy source for all of southeast Asia, the world's largest tidal-powered electric plant on Bintan Island. Hawk and the other Cybertrons try to figure out how to stop the Destrons with their new Godmasters. The Headmaster Jrs. are a little glum after the meeting but manage to cheer up. Buster and Hydra head toward the electrical plant as Giga ponders creating transtectors for himself and Mega. The Cybertron Pretenders hear about Buster and Hydra and set out to try to stop them with the Headmaster Jrs. After arriving, Lander, Diver and Phoenix find themselves fighting a losing battle against the Destron Pretenders and the robot forms of Buster and Hydra, until Metalhawk and the Jrs. arrive. Metalhawk and Shuta manage to drive off the Destron Pretenders as Cab puts out the fires and Minerva cares for the injured, but they take some damage from the Godmasters, unti

Diver meets up with a rough truck driver named Ginrai, whose truck is currently undergoing repairs. He looks to rent another truck, finding an odd-looking 18-wheeler that no one has rented because being inside it caused the driver to experience strange phenomena. Ginrai finishes delivering a cargo to Diver, while Buster and Hydra check out a canyon. Diver believes that the truck has to be a Godmaster, especially after noticing Ginrai's bracelets. He tries to enlist Ginrai to join the Cybertron cause, when suddenly the truck goes out of control, a bump which had been caused earlier miraculously fixing itself. They go over the side of a cliff, the cab crashing to the ground and the trailer ending on top of it. Lander manages to escape before the crash, but Ginrai is still inside. Suddenly, Buster and Hydra, who are in the area, notice Lander and attack him as he is trying to free Ginrai. Meanwhile, inside the cab, Ginrai is trying to free himself from being trapped, and doesn't know what

Giga hones his golf game by destroying a jet plane as the Destrons discuss the arrival of the latest Powermaster. The Destrons have assumed that Ginrai is now a member of the Cybertrons and Buster and Hydra are given a set of the balls which Giga used to destroy the plane. Diver and Lander do their best to persuade Ginrai that they're his friends, but for the moment, he remains undecided. Hawk pays a visit to the Headmaster Jrs. in their tree house, informing them of the latest developments. Meanwhile, the Destrons set out to kill Ginrai by attacking all trucks that look like his. Ginrai's fellow trucker and good friend Billy, who has a truck which strongly resembles Ginrai's, is killed as a huge 18-wheeler forces him to crash his truck. Ginrai goes to his usual truck stop to relax, but learns of Billy's death. Needless to say, Ginrai is quite enraged at the Destrons' actions and goes out to seek vengeance. The Destrons then go after Ginrai's truck next, sending a ball into the cab to

Ginrai, who is continually plagued by nightmares, starts to work on his truck, when he notices there are three more sets of Godmaster bracelets in the glove compartment. He decides to go to Japan, intent on solving the Godmaster mystery. At the Destron base, Buster and Hydra recall their experience with Ginrai, telling Giga and Mega. Ginrai arrives in Japan, greeted by the Cybertron Headmaster Jrs., but Wilder and company are there as well. Shuta and Cab notice the trio and face off with them as Minerva stays with Ginrai. The Destrons then attack Ginrai, but not only does he easily defeat them, he even captures Cancer, who he handcuffs to the bed. Minerva then cleans up Cancer's injuries as Hawk blows up a machine, testing the bracelets. Ginrai suddenly gets upset at what the Destrons have done and starts to hurt Cancer, demanding some answers. Minerva objects to Ginrai's method, giving Cancer something to drink. She leaves the room, at Ginrai's request, but watches him and Hawk questi

The Destron Headmaster Jrs. relax at a tennis court after chasing away the women, discussing the Cybertrons. As Shuta and Ginrai play a video game, Shuta recalls the words of the late doctor who helped build the base. Ginrai helps cheer up Shuta by having a marshmallow roast with him and Cab, while Minerva is lost in thought. Carried away by her emotions as she remembers her objections to Ginrai's questioning methods, Minerva and Ginrai somehow don't get along too well but they have a laugh and clear up their discomfort. As Cancer tries to remember where the Cybertron base is located, a strange incident occurs: Ginrai's transtector starts running wild on its own - with Ginrai trapped inside. The Headmaster Jrs. try to stop the runaway cab as rescue forces uncover something strange in a buried tunnel. The transtector takes Ginrai to the buried tunnel, apparently drawn to the discovery. The Destron Headmaster Jrs. hear the report from the rescue forces on the news, seeing Ginrai and the

The appearance of Ginrai has greatly upset the Destron forces and Devil Z. Meanwhile, at the Cybertron base, the trailer has been attached to the cab, completing the 18-wheeler. The Destron Headmasters happen to be at a bar, where they turn on the television and actually see Ginrai on it. He transforms from his truck mode to his robot mode in front of the camera, referring to him as the Godmaster reserve. Now the Destrons are more determined than ever to find out who he really is. Ginrai continue to drive his truck, basking in the news of his television appearance, when Buster and Hydra formulate a plan to turn public opinion against the Cybertrons. They launch an attack, prompting Ginrai to head into action. He manages to defeat the pair with ease but it's simply part of the Destron plan. By tricking him into fighting them right in the middle of a city, they make him cause tremendous damage, leaving him standing alone to face the consequences. The pair continue to beat up on Ginrai as

The Destron Headmaster Jrs. surf onto a small offshore island while the Pretenders take hostage the children playing on the beach there. They take the children into an underground cave and seal them inside as hostages. Their parents at the Oceanic Research Base are informed and told to surrender immediately. The Cybertrons find out and send out Diver to try to locate the children. Diver heads there in his submarine mode, but is spotted and captured by Gilmer after sneaking over to the island. Fortunately, he is able to transmit his location, despite being tied up and guarded by the Headmaster Jrs., with help from the children Ginrai sneaks up from the rear, concealed in a herd of dolphins while Hawk and company attack from the front. The two groups of Pretenders duel with each other as the Cybertron Headmaster Jrs confront their Destron counterparts. Ginrai manages to rescue the children, but then the Destrons unleash their Seacons, who merge into King Poseidon. Ginrai battles the mons

Shuta and Cab compete in a local swim meet, before sneaking over to check on Minerva at the girls' swim area. Minerva is slightly annoyed at them, especially after they get caught. Back at the base, Hawk reviews the footage of the public turning against Ginrai during his fight in the city. As Ginrai tries to solve the mystery of the remaining three sets of Godmaster bracelets, he receives in the mail a picture of a Transformer which he hasn't seen before. He heads out to meet him as the Destrons set up camp at a junkyard. Ginrai heads toward the return address of the envelope, attempting to find the transtector depicted, as Blood keeps tabs on him. He arrives at a beautiful house and meets a young man named Lightfoot. The 17-year-old, British-born son of a car company president tells Ginrai of a car that his father found which apparently had special powers. He takes Ginrai to see the vehicle, which has been locked up in a garage for a while. Ginrai takes it for a test ride and determin

At the Destron base, Devil Z is more determined than ever to stop the Cybertrons from finding the other Godmasters, especially after the emergence of Lightfoot. Meanwhile, the Cybertrons are getting to know their latest recruit, Lightfoot. Both groups pre

One night, during a standard military patrol, a flying gun destroys three jets with ease, before it transforms into a hovercraft and destroys a ship. This robot warrior shows up at the Destron base and meets with Giga and Mega, introducing himself as Sixknight. The pair convince him to go attack the Cybertrons and to destroy Super Ginrai and the Godmasters. He launches an assault on an oil refinery, causing massive damage to the refinery and to the military who tries to stop him. The Cybertrons mobilize their forces, as the Pretenders confront Sixknight, until their Destron counterparts show up. Sixknight does battle with Metalhawk, managing to defeat him, and then Siren, until Ginrai shows up. Sixknight then challenges Ginrai to a fight to see which of them is the strongest Transformer on the planet. The Cybertron Pretenders then take care of the Destron Pretenders as Ginrai starts to beat up Sixknight. Then the tide turns as Blood captures Minerva and knocks out Cab. Ginrai, now dist

At their local hangout, the Destron Headmasters are looking over the latest F-1 Racing magazine, when they see an article profiling British Motors and their vehicle. Meanwhile, the Cybertron Headmasters take a trip to France to see the entry from Lightfoot's father's company, British Motors, compete in the annual F-1 Grand Prix, meeting the driver named Roadking. The Destrons arrive at a bar in a small city in France, but after making some demands, are roughly shown the door by the bartender. Back at the race, a huge accident occurs right in the middle, endangering the British Motors driver. He manages to crawl away from his vehicle as it crashes then explodes. Oddly though, the car manages to ""fix"" itself, causing Shuta to radio Ginrai that he thinks he has found another Godmaster.

Roadking continues to win races for British Motors as the Cybertron Pretenders and Ginrai discuss their upcoming strategies. As the Destron Headmasters relax on the beach, Cancer recalls his friendship with Minerva, much to Bullhorn's displeasure. At dinner, Mega senses Cancer's being upset and has a talk with him, trying to cheer him up by giving him a new friend, Browning, a tiny little Transformer who is able to change into a gun. The Cybertron Headmasters are relaxing when Sixknight suddenly appears again, this time in front of Minerva, asking to speak with Ginrai. Sixknight speaks with Ginrai, telling him that he has been able to accept the fact that he lost to a human, as the Destron Headmasters arrive on an island, allowing Browning to crash the helicopter they took. Ginrai tells Sixknight that it is the human tendency toward self-preservation which is what makes humanity unstoppable. Their talk is interrupted by reports that the Destron Headmasters are running wild in a nearby

At a hospital, two doctors are abducted by Blood putting them to sleep, then carrying them away. Meanwhile, the Cybertron Headmasters arrive for a visit to Cab's home country, Karin. Before their arrival though, a little girl is being treated by Cab's long-time family doctor, Dr. Kopo. The elderly Donk walks in to pay a visit and hears from the doctor that she is not expected to live. Suddenly, Blood bursts through the floor, grabbing the doctor, as Donk watches. Donk greets the Headmasters as they arrive, telling Cab that his doctor has been kidnapped. Cab brings the little girl a present, but she is too sick to even open it. Shuta contacts Hawk, telling him of the disappearance of the doctor, and the Cybertrons head to Karin. As the Headmasters take the little girl on a boat to take her back to land, the Seacons emerge, critically damaging the boat. They move in for the kill when the other Cybertrons arrive on their own boat. Early the next day, Dr. Kopo makes a break for it, but run

As Buster and Hydra work on their pool game, they are interrupted by Giga and Mega, who order them to kill the Godmasters. Meanwhile, Hawk and the others are meeting with Grand Maximus, who has arrived from outer space. Grand Maximus tells Hawk that he believes that Black Zarak is on his way to Earth, and he outlines a method to increase Super Ginrai's fighting ability, handing Hawk a disk. The Destrons unleash their plans, posing as photographers to kidnap Lightfoot's father, the president of British Motors. Lightfoot speeds off in his transtector as Hawk and Lander work on the specifications on the new plan. Lightfoot arrives at the main offices, looking for his father, encountering Seacons instead. As he prepares to shout "God on," Buster and Hydra appear with his father tied up, threatening to kill him if he tries anything.

The Earth is suddenly bombarded by meteorites as Shuta and Cab fasten their attention to a female fortuneteller on television who predicted the arrival of the meteorites. She announces that Super Ginrai is an evil being who will bring doom to earth, shocking the Headmasters. She continues by predicting the next disaster will take place in Japan, and indeed it comes true, when an airplane is destroyed. The fortuneteller is revealed to be Mega, who comments on the success of the plan with Buster and Hydra as people wave anti-Ginrai signs everywhere.

The Cybertron Headmasters learn for the first time from Hawk of the Cybertron's most important operation, the Godbomber Project. The Transformer, known as Godbomber, is being constructed, according to Grand Maximus' specifications, to combine with Super Ginrai to create the ultimate Godmaster, God Ginrai. Devil Z hears of this plan and decrees that Super Ginrai must be destroyed before the project can be completed. Unfortunately, Ginrai has been convinced to be a stunt driver in a clever Destron plan. He drives his truck around a series of mines but gets blown up by an uncharted mine. He faces off with Buster and Hydra, managing to defeat them but then meets the Godmasters Giga and Mega, whose transtectors occupy a single merged form, Overlord. Overlord then proceeds to completely beat up Super Ginrai, leaving him for dead, but somehow he manages to survive the brutal assault.

Black Zarak makes his way across outer space, heading toward the moon while the Cybertrons drive an injured Ginrai to the hospital. The other Godmasters poke fun at Ginrai's injuries, then things become serious as they discuss what the Destrons will do. Meanwhile, at the Destron base, Devil Z orders the Destrons to press the advantage following their victory over Super Ginrai. They set out to stop the Godbomber Project, determining that a British Motors factory is being used as a base. The Cybertron Headmasters check in with Hawk on the progress of the Godbomber Plan, when the alarm suddenly sounds, indicating a Destron attack. Without Ginrai available to help, it is up to Lightfoot and the Headmasters to fend off the Darkwing duo and the Destron Pretenders. Meanwhile, Giga and Mega take Overlord into outer space, heading toward the Moon to meet Black Zarak there. Roadking arrives to help even the odds with the Destrons. A black truck suddenly emerges from a garage carrying a covered c

Destron Godmasters Giga and Mega take over a science station on the Moon, imprisoning the men there, leaving the Cybertrons unable to help until the Godbomber project is finished. As Ginrai goes through training exercises with the Headmaster Jrs, trying to overcome his psychological fear of Overlord, Hawk announces that the Godbomber Plan is finished. He cautions Ginrai to keep from taking on all the Destrons by himself, and that they are a team, but is ignored. Super Ginrai and Godbomber merge and form God Ginrai, who heads for the surface of the Moon, where Overlord is preparing to escort Black Zarak to Earth. Vowing that he must stop this from happening, for the sake of humanity, God Ginrai engages both Overlord and Black Zarak in combat.

As God Ginrai continues to battle both Overlord and Black Zarak on the Moon, his friends on Earth try to figure out what is going on there, as they have lost their transmission. Fighting one-on-two, God Ginrai, despite his best efforts, has to deal with being shot in the back and things don't look very good. As he manages to get the advantage over Overlord, Black Zarak shows up to blast him but just as things look their worst, Grand Maximus shows up and confronts Black Zarak, evening the odds somewhat. Overlord and Black Zarak, sensing defeat, head towards Earth, but God Ginrai and Grand Maximus then give chase, managing to knock them back to the Moon.

After realizing that God Ginrai's main weakness is his lack of air combat skills, the Destrons try to lure him out into battle, using a petrochemical complex as bait. Buster and Hydra engage God Ginrai in combat, while Giga and Mega lay in waiting. Giga emerges from the sand, his cannon aimed directly at the back of God Ginrai's head, but something miraculous happens when all hope is gone. Ginrai discovers that Godbomber is able to transform into a robot himself and he manages to escape. Overlord then creates a psionic whirlwind, trying to trap all of the Cybertrons in the sand forever, but God Ginrai manages to turn the tables on him, using his fists to throw Overlord into the whirlwind himself.

A powerful local earthquake of magnitude seven strikes in Australia, thanks to explosives the Destrons have set off in their construction of an undersea base. Under orders from Ginrai, Lightfoot descends to the sea floor in robot mode to investigate. As he checks over an undersea volcano, he comes under attack by hundreds of Seacons, leaving him pinned under a large slab of rock. Ginrai and the Headmaster Jrs then travel there to rescue him. Super Ginrai goes by himself to rescue Lightfoot, where he is ambushed by King Poseidon, who causes an avalanche on top of them. Meanwhile, the Headmaster Jrs. are working to evacuate the people from the ruined cities.

Finding out that Destron Headmaster Jrs. are burning storehouses at a U.S. granary to the ground, Ginrai and the Cybertron Headmaster Jrs. rush to the scene. Super Ginrai is ambushed by Overlord but is saved momentarily by Shuta, who is told to move Godbomber away from the fight. He, Cab and Minerva try to drive Godbomber away but are unable to operate the transtector since God Ginrai, who normally controls it with his super force is unconscious. Just then Buster and Hydra strike with the intention of destroying Godbomber once and for all. When all seems lost, Sixknight suddenly appears and takes on Buster, leaving Hydra to destroy the immobile Godbomber. Fortunately, the three Headmaster Jrs. manage to activate Godbomber, combing their superforce to transform him into robot mode and driving away the Destrons.

Black Zarak and Grand Maximus' battle in the skies over the surface of the Moon are watched intently on videotape by Clouder, the last of Earth's Godmasters. As he watches, he finds the Destrons more appealing, and decides to offer the services of his unusual transtector, Doubleclouder (Doubledealer) to them. Meanwhile, as part of their search for the last Godmaster, the Destrons are setting up an advance base (Overlord's base mode) on an uninhabited island in the Pacific. As part of his initiation, Clouder faces off against King Poseidon in front of the other Destrons, defeating him at the expense of a cruise liner. He then shows the other Destrons his ability to adopt a Cybertron form, and is ordered by Giga and Mega to infiltrate the Cybertron base. God Ginrai and the other Headmaster Jrs attack the Overlord base, but Minerva gets injured in the process. Clouder comes forward to rescue her and is taken into the trust of the other Cybertrons, while God Ginrai manages to defeat Overlo

Using his unique ability to assume both Cybertron and Destron forms, Clouder manages to infiltrate the Cybertron base as a Destron spy, relaying to the Destrons the base's location and internal structure. He also engages in some guerrilla tactics and manages to render the base's defense systems completely inoperative by inserting bombs here and here, opening the door for a Destron attack.

Thanks to Clouder's spying activities, the Cybertron base is in serious trouble. Overlord strikes in an attempt to destroy the base before starting the all-out attack that will begin his invasion of earth, injuring Hawk badly. With its defense barrier, radar and radio destroyed, the base is as effectively isolated as an island. The Seacons press the attack against the base and Lightfoot radios God Ginrai for help. God Ginrai exhausts almost all his energy saving the Headmaster Jrs from being trapped inside the base when it explodes, and he still has a one-on-one with Overlord, who he manages to defeat. God Ginrai ends up blowing up the base himself to free the Headmasters, Clouder and Lightfoot from certain doom. Clouder regrets his actions and walks away from the Destrons.

Encouraged by their success in destroying the Cybertron base, the Destrons immediately start putting into effect their plan to wipe humanity off the face of the Earth. Almost at the same time, Black Zarak arrives on Earth, having managed to trap Grand Maximus in an electromagnetic field in space. The combined might of Overlord and Black Zarak lays waste to numerous cities in short order, as the humans are unable to stop them. Meanwhile, God Ginrai is stuck out in space, delayed by having to rescue Grand Maximus, while on earth, his friends, being able to offer much resistance, can only wonder if he will return in time. He does, flying in on Grand Maximus' base mode and takes out Overlord, while Grand Maximus takes on Black Zarak, driving them away.

The Cybertrons manage to stop the Destrons' attack on earth, but then the Destrons move to Phase Two, moving into orbit around the earth, and attacking the planet literally from all sides. Their weapon is the ultimate killing machine, a device called the Death Paramachine that concentrates all of Black Zarak's energy into a killing laser, which causes massive destruction on the earth. Using this, they try to wipe out all humans and Cybertrons at once. Fortunately, standing in the way of this plan is God Ginrai and the other Cybertrons who head into space on Grand Maximus to battle the Destron pretenders, Darkwing, Overlord and Black Zarak. Just as the weapon is about to fire for the second time, God Ginrai flies into it with his superforce, destroying it. Grand Maximus is hit by the second blast though and hurtles through the atmosphere toward Earth, but is saved by Shuta, who is, in turn, saved by God Ginrai.

Black Zarak outlines his plans to attack China, homeland of the Destron Headmaster Jr., Cancer. Hearing of this, he goes there, telling everyone that the Destrons are coming and that they should flee for their safety. They do not believe him, calling him a traitor and making him evaluate his reasons for being a Destron. He begins to have his doubts about being a member of the Destrons and taking part in their genocidal plans. Suddenly, Black Zarak appears and starts to destroy the city, burying Cancer in rubble as he tries to rescue Jan. His little friend Browning manages to alert the Cybertron Headmaster Jrs. who rescue him.

Just as the Cybertrons are putting all their efforts into finding the Destron base, Clouder appears before Shuta, saying that he will guide the Headmaster Jr. to the base for the Cybertrons saving his life. Despite his doubts, Shuta accompanies him alone to the Destron base, not knowing that the Destrons have uncovered their plan. They are both captured by Giga and Mega, who use them as bait to lure God Ginrai to the base to kill them all. Overlord begins beating up on Super Ginrai when he arrives, while King Poseidon prepares to beat up Godbomber, but Cancer ends up attacking King Poseidon and they all escape.

After freeing Shuta, Ginrai and the other Cybertrons know that now that they've finally located the Destron base, they must destroy it. They assemble a strike force, led by God Ginrai and Grand Maximus and prepare to take down the base. Cancer and Clouder guide the Cybertrons through a gap in the Destrons' radar detection net, but the Destrons have a new system and launch a counter-offensive with the Seacons and Pretenders. Fortunately, Grand Maximus is more than enough to handle King Poseidon, while God Ginrai handles the Pretenders. Lord Z reveals his true form and merges with Black Zarak, who traps the Cybertrons at the bottom of the base. Overlord then plants some bombs to blow up the base entirely, and God Ginrai has to convince Wilder and Bullhorn to leave before the whole base is destroyed.

Despite Cancer's attempt to convince Bullhorn and Wilder to stay with the Cybertrons, they fly off in their robot modes, leaving him behind. Giga and Mega begin to have their first doubts of Devil Z. Meanwhile, unable to defeat Ginrai despite their best efforts, Buster and Hydra decide to take the final step and abandon their frail human bodies altogether. Devil Z takes them into his dark dimension and converts them into mechanical beings, fusing them completely with their transtectors so that they are reborn as super robot lifeforms. Devil Z then starts its all-out attack on North America by concealing itself (and Black Zarak) in the Grand Canyon. The Cybertrons assemble a strike force to stop the menace, most of them trying to help the survivors while Super Ginrai goes to the Grand Canyon with Godbomber and the Headmasters. There, he is confronted by the new Buster and Hydra. while the Seacons surround the Headmasters. Bullhorn and Wilder show up to help the Headmaster Jrs., while Go

Overlord does not use his weapons in fighting God Ginrai yet has no problem beating him up, confusing God Ginrai greatly. All Overlord is concerned with is whether or not he is stronger/better than God Ginrai. Grand Maximus shows up and stops the fight between God Ginrai and Overlord personally, blasting Overlord out of the way. The Destron Headmaster Jrs decide to leave the Destrons because of how they have been mistreated; they do not change sides, but work only to get back at the Destrons. While the Seacons take on the Cybertron Headmasters and Hawk, Buster and Hydra attack Lightfoot and Roadking, burying them inside a cave. Buster manages to capture Shuta, and the Destron Headmasters attempt to transform to stop this, but instead they lose their bracelets, while their transtectors are reborn as robotic forms. God Ginrai and Grand Maximus show up, and Shuta manages to break free of his captors. The other Cybertron Headmasters blast the Destron Headmasters, freeing Bullhorn, Wilder,

From atop the Great Matterhorn, Black Zarak releases his Devil Thunder power, causing paranormal phenomena everywhere. God Ginrai and the other Cybertrons follow the Destrons to the Great Matterhorn and prepare an all-out assault. The Destron Headmasters and Clouder try to help out as much as possible, but without their bracelets, they appear powerless. The Cybertrons split up to launch their attack - God Ginrai from the south, Lightfoot and the other Godmasters from the north and Hawk and the Headmasters from the east. Black Zarak almost immediately sends an avalanche to stop Lightfoot's party and orders King Poseidon to stop Hawk and the Headmaster Jrs. God Ginrai rushes to help the Headmaster Jrs. and Hawk but finds Buster and Hydra waiting for him. Using his superforce, he manages to get past them, and is able to rescue Hawk from King Poseidon. Black Zarak then punishes Buster and Hydra for failing to dispose of the Cybertrons by practically killing them. Overlord then gets angry,

Black Zarak, from atop the Great Matterhorn, tries to head toward Antarctica where he is planning to release his Devil Thunder energy there. God Ginrai attempts to stop Black Zarak, meeting him in single combat and doing significant damage to him, but then Black Zarak drops an avalanche on top of him. While this is going on, the other Cybertron Godmasters face off against a weakened Buster and Hydra. Black Zarak subjects God Ginrai with his Devil Thunder rings, immobilizing him and threatening to turn him into a robot, but suddenly Grand Maximus, who picked up a strong electromagnetic disturbance, arrives on the scene, blasting at Black Zarak to free God Ginrai, who then manages to destroy Black Zarak's robot head. Unfortunately, Devil Z assumes an even-more hideous form to battle the Cybertrons. Overlord shows up, and as Devil Z orders him to attack God Ginrai, he ends up attacking Devil Z itself. As a result, it takes away their Godmaster powers, killing Giga and Mega and turning Ove

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