Zurg corrupts the Uni-Mind with his own evil thoughts and installs it into the "Mega-Ray" to bend everyone to Zurg's will. Mira steals the Alpha-One prototype spacecraft to fight Zurg, and Buzz, who wanted to follow her plan, pursues Mira in his own craft, unaware Booster and XR have stowawayed. Eventually, Buzz catches Mira and stores Alpha-One in his spaceship's cargo bay; Booster and XR are then discovered.
The story describes Zurg's evil plan to manipulate people through a powerful device called the Mega-Ray. Mira attempts to stop him by stealing a prototype spacecraft, while Buzz gets involved in the chase.