The Tenkai Knights and Beag find themselves once again under the jungle in their home of Benham City, the buildings sporting a color scheme of white with blue polka dots. Despite originally refusing to participate in any more challenges, the Knights and Beag agree to compete one last time after Orangor promises it is the absolute last time. Orangor makes them play a game where "Capture the Flag meets Hide and Seek meets Freeze Tag" and they need to get the flag on Orangor's head, but if Orangor tags them they turn to stone. To try it out Orangor tags Beag, who turns into a statue. The Knights frantically run away while Orangor counts and decide to split up, Guren with Ceylan and Chooki with Toxsa.
Guren decides to distract Orangor while Ceylan grabs the flag. While distracting him Guren discovers that Orangor's weak spot is making him laugh by making funny faces. Unfortunately, this does not prevent Orangor from turning Ceylan into granite.
Later the remaining knights set a trap for Orangor (bananas that trigger a falling bucket on victim) which he falls for and ends up under the bucket. When they lift up the bucket Orangor cleverly stays inside, terrifying them into running away when he pops up underneath.
After running into Beni who is also on the run (despite not initially seeing her at the beginning), Chooki gets easily tagged when the monkey sneaks up on them talking.
Later on, Toxsa suggests letting one of them get turned into a statue as bait while the rest get the flag. While Toxsa and Beni argue, Orangor shows up. Beni is quick to run, leaving behind the guys and Toxsa quickly gets turned to stone.
While hiding in an alley, Beni firmly tells Guren that they are not a team and that things always went better on her own. She then yells loudly to Orangor who then easily finds Guren all alone. When he approaches to turn Guren to stone Beni slides a window from inside the building and grabs the flag. They then realize that the flag wasn't just on Orangor's head, it was glued tight to his head. Orangor then reaches up and tags Beni's arm. Guren runs while Orangor tries to follow, before realizing that Beni's stone hand was still around the flag on his head, meaning he was stuck there.
Guren hides behind Beag's frozen body as Orangor (somehow having escaped Beni's grasp) tries to tag him. Guren tells Orangor that maybe he should try going over Beag, which Orangor tries, tipping over the statue and trapping him to the ground under Beag's stone arm. Guren pulls off the flag, thus winning the mission.
After "leveling up" the Tenkai Knights,Venetta and Beag refuse to participate in a robofusion race, declaring that they were on strike and wanted to see the Beast King. After complying to their wishes, the Beast King comes out, revealing that he was a giant scorpion (or crab as Tributon calls him) named Scorpidon, and he starts to attack them, asking them to amuse him (as always). After their first attacks fail, Beag gets them to do what he calls Plan X 9 (which later turns out to actually be hiding, as Venetta bluntly puts it).
Bravenwolf later attacks Scorpidon strategically by getting him to hit himself before using the Robofusion race ship along with Tributon and Beag to hit Scorpidon with a final powerful blow.
Scorpidon shapeshifts into an even more powerful looking version of himself but claims that that was entertaining and sends them home.
They awake in the cave in the Tenkai Fortress in Elemental Titan mode and Orangor gives Bravenwolf a blue emblem that appears as a wolf's head and it glows his entire body for two seconds. Then Vilius attacks the knights and the battle continues once again.
In the episode
- The Beast King reveals himself as a scorpion.
- The Beast King's named is revealed as Scorpridon.
- Scorpidon shapeshifts into Titan Mode.
- Scorpidon's basic form was not revealed.
- The Tenkai Knights, Venetta, Beag, and Vilius and some of his Corrupted troopers are transported back to Quarton.
English Dub Cuts & Changes
Note: All characters are listed in order of their first appearances in the episode. The time they appear is the time from the Japanese dub.