Flying inside a Dragonfly and above three ships in the ocean, Duke radios General Franks that the area is clear and that they can commence with the war games.

Deep below the ships, Destro warns Cobra Commander that they will be spotted and considers the Cobra submarine’s workmanship rather shoddy since he was able to tear a pipe off rather easily. Cobra Commander reminds Destro that no one invited him on the mission and tells him to be quiet since he wants to eavesdrop on the conversation among the top brass of the United States military.

Admiral Ledger tells Duke that the war games will begin at 1000 hours and General Franks comments to his aide, Ericson, that the Joes are “on the ball.” Ericson agrees without enthusiasm, a trait which Admiral Ledger finds unusual. Duke radios Deep Six to see if he is ready and is told that both he and Torpedo are ready to lend a hand at any time.

Colonel Sharpe assures General Howe, who is in charge of the budget committee, that the Joes’s performance will impress him, which they always do, replies the General. Admiral Ledger expresses his interest in seeing the USS Flagg in action.

Shipwreck makes a pass at Scralett and promises her dinner, however, she slaps the sailor away. After Shipwreck clears Duke for a landing on the USS Flagg, Scarlett is ordered by Duke to prepare the Skystrikers for launch. As she leaves, Shipwreck yells to give her best. She looks up to the control room and yells that she will sink one for him. On the flight deck, Ace urges Wild Bill to get ready for their war games, however, the helicopter, tosses into the air a gun twirling on his finger, looks at his watch, tells Ace that he still has two minutes and then catches his gun.

Duke returns to the USS Flagg, causes Wild Bill’s hat to be knocked off due to the wind from the Dragonfly’s blades and tells the Joes that the top pentagon brass are on the command ship and stresses that he expects the Joes to put on quite a show for them even though they are merely in a war game simulation. The Joes shout a loud “YO JOE” simultaneously and sprint to their Skystrikers.

Cobra Commander orders a Tele-Viper to bring the systems on-line and the submarine heads toward the command ship. Destro is told by Cobra Commander that he will destroy G.I.Joe without him so he can keep his technology and high and mighty airs to himself. Meanwhile, the Joes launch from the carrier and travel out to sea in order to attack their targets.

Walking to a lab, Destro learns that Zartan and Cobra Commander have created a plan that will humiliate and destroy the Joes, and the weapon of the Joes’ ruin will be synthoids, artificial beings created from genetic engineering chemicals sold to Cobra by Destro.

Duke leads the Joe Skystriker team into the skies and they fire their missiles at the dummy ships, however, all of the missiles miss their targets. Doors on the ships swing open and three Cobra FANGs, each flown by a Dreadnok, fly toward the command ship. Meanwhile, on the command ship, as the top brass notice that something is wrong, Ericson pulls out a gun from a bag. Duke’s Skystriker is hit and Buzzer cuts Duke's parachute and causes him to fall into the ocean.

On the command ship, Ericson rips off his mask and reveals himself to be Zartan, who gasses the Pentagon brass and causes them to fall to the floor unconscious. Wild Bill radios Deep Six that Duke went under and Torpedo and Deep Six begin to search the area while Cobra Morays zoom toward the Joes’ ships. Avoiding Cobra’s shots, Scarlett fires a couple of missiles that causes the hydrofoil to crumple and explode.