While on the ship, the Joes listen to the Crimson Guard Commanders explain to Cobra Commander that the presidents of the marine shipping companies have agreed to Cobra's demands, however, Tomax and Xamot remain skeptical as to whether or not Cobra Commander's scheme will work and site that he lost control and went over budget. Cobra Commander yells at the twins that he is in complete control, but he is interrupted as soon as Lady Jaye tosses a Cobra agent through the room's window. The twins nod at one another and simultaneously says, "He's in complete control." As the Joes defend themselves, a shot from a Cobra agent's gun hits the control for the sea serpent, and the mechanical monster rises out of the water and swallows the ship.

As the ship falls to the end of a tunnel with two turning whirling metal blades, Lady yells at Quick Kick to climb out to the deck, however, at the urging of Professor Braxton, who is standing on the opening of a tunnel along the ship's destructive path, she jumps into the tunnel and is told by the professor that all of the passengers will survive.

Each of the four survivors is placed in tube and asked if they will work. The first captive, a Cobra agent, asks if he has a choice. A voice responds negatively and the Cobra replies, "Guess I'll work." The second captive, also a Cobra agent and who is urged by Cobra Commander to say no, is taken away by several tentacles as soon as he refuses. Cobra Commander screams "yes" and Quick Kick responds to the question: "Work? You bet your life, sweetheart."

Professor Braxton and Lady Jaye reach a room impervious to the serpent's mechanical immune system, and inside the room, Lady Jaye meets Bucky, Jimmy's dog. Professor Braxton turns on the monitor and introduces Lady Jaye to the serpent's immune system, an element enforcer, and then shows her the red room, where captives from other ships sort through the loot acquired from the ships. Professor Braxton laughs as they watch Cobra Commander sit in the red room and be forced to work around the clock and allowed to rest for two hours rest during coffee break.

Alarms blare in the room and Professor Braxton tells Lady Jaye that the creature has locked onto a new target. On the ocean, a newsanchor man, Howard, announces that a monster is terrorizing the sea lanes and explains that reporter Mike Ferguson has the latest report. Flying above the serpent in a helicopter, the reporter aims a camera at the creature and explains that the he may be the next meal. But Wild Bill, Gung Ho and Airborne, who are recognized by the reporter, fly toward the serpent and attempt to destroy it with the firepower of Dragonfly helicopters. The serpent knocks the Joes out of the sky and dives into the ocean, but Deep Six radios the U.S.S. Flagg that he will follow the monster in his SHARC.

Tomax, Xamot, the Baroness and Destro agree to wait for the Joes to spend their own money, men and vehicles and when the creature has stopped, the four of them will move in. Raising either fruit and glasses, the four Cobra agents toast and agree to the proposal.

Cobra Commander finds a gun and is shocked by one of the enforcer elements while Quick Kick is told by Lady Jaye via a radio that Professor Braxton is attempting to sabotage the hunger mechanism drive. Unfortunately, one of the enforcer elements finds the professor's intruding welding torch and causes it to fall and damage the hunger drive so that the serpent will always be hungry. In the ocean, Deep Six is knocked to the side by the tail and radios Duke that the creature is growing.