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Victory Guide:

1 - Star Saber, Hero of the Universe
The year is 2025 AD. Since escaping from Earth, the Destrons have continued their invasion of planets all over the universe in search of a new base. To defend against them, the Cybertrons have joined forces with the people of Earth, forming the Space Defense Force, led by their mightiest warrior, Star Saber. One day, Wingwaver reports to Star Saber that the Destron Dinoforce have attacked the Moon, heading toward Earth. The Brainmasters -- Blacker, Laster and Braver -- move to investigate reports of Destron activity and face off against the Dinoforce on the Moon. Star Saber heads toward the Moon as well, then encounters a strange energy in space which turns out to be the Destron commander, Deszaras. The other Multiforce members -- Dashtacker and Machtackle -- arrive to remove the people from the Moon station as Star Saber defeats the Dinoforce before he and Deszaras do battle on the Moon.

2 - Dinoking's Surprise Attack
Deszaras orders his second-in-command, Leozak, to strike down anyone who tries to interfere with the Destrons' plans to steal Earth's energy. Leozak then orders the Dinoforce leader, Goryu, to take the others and destroy Galaxy Shuttle at the Cybertron base. Goryu comically rouses the other Dinoforce members and they head toward Earth, encountering Wingwaver, who is on patrol, on the way. The Brainmasters then head out to aid Wingwaver in his battle against the Dinoforce and begin to overwhelm their opponents. As a result, the Dinoforce merge into the giant Dinoking (recolored Monstructor). The Pretender shells of the Dinoforce has invaded the Cybertron's base as Dinoking thrashes the Brainmasters, forcing Star Saber to head into space to save his men. Star Saber drives off Dinoking as Galaxy Shuttle sends the Pretender dinosaurs flying.

3 - Charge, Leozak
The Destrons have set up their base underwater inside their spaceship, Thunder Arrow. Meanwhile, Jan, who has had some painful adventures while playing with the Cybertron, begins school on Earth with children his own age with much fanfare from Star Saber and Holi. They go into a flashback about how Jan was the sole survivor of a research ship attacked and destroyed by the Dinoforce. Leozak and the other Dinoforce, in an attempt to corner Star Saber, end up somehow at Jan's new school. The other Brainmasters arrive and the Dinoforce merge into Dinoking. In response though, the three Brainmasters merge themselves into Roadcaesar and manage to defeat Dinoking while Star Saber sends Leozak running. Jan earns the other children's respect and friendship for his heroism in the fight.

4 - Multiforce, Combine
The latest Breastforce warriors -- Jargua, Drillhorn and Killbison -- along with Leozak and the Dinoforce make plans to attack an energy complex. Meanwhile, Jan gets a physics lesson from the Multiforce about fulcrums. Suddenly, at the plant, the Destrons strike from the air and the sea with the Dinoforce while the Breastforce members hide in the sand in ambush. The Multiforce spot the destruction from afar and battle the Dinoforce on even terms until they form Dinoking. Jan informs the other Cybertrons that there's danger and Star Saber and the Brainmasters head out to investigate. Just as things look bad, the Multiforce merge to form Landcross to do battle with Dinoking. Star Saber shows up to help Landcross take on Dinoking while the Brainmasters battle Killbison and Jargua, driving away the Destrons.

5 - Go Rescue Squad
The rest of the Micromaster Rescue Squad members -- Fire, Pibo and Boater -- arrive at Countdown to begin their first assignment on Earth. Meanwhile, Leozak sends the Dinoforce members toward a specially-built floating sea platform where Jan's female friend is. Star Saber hears of the attack and goes along with the Brainmasters and the Rescue Squad to save the humans there. While the Brainmasters lead the dinosaurs away from the people and the Rescue Force start evacuating the survivors, Star Saber does battle with Leozak. He manages to defeat the Destron second-in-command, then watches Roadcaesar defeat Dinoking.

6 - Invasion of the Uranium Mine
In the wilderness of Africa, the Destrons ponder their next move -- finding the beta-uranium that is currently being mined and using it to increase their fighting strength. Leozak, Drillhorn, Killbison and Jargua lead the attack against the mining operation with the Dinoforce not far behind. They take the miners as hostages but not before one of them transmits an S.O.S. to the Cybertrons. Laster, Blacker and Wingwaver use a drilling gun to bore their way toward the suffocating hostages, but cannot seem to blast their way through a large slab of rock. The two remaining humans helps the Cybertrons blast through the rock. The Dinoforce then merge into Dinoking and attack Star Saber, who has arrived with reinforcements, but is then soundly defeated.

7 - The Energy Base Explodes
In the middle of the jungle, the Destrons are rapidly gathering and storing energy in the hopes of recharging their space platform. The Cybertrons discover what the Destrons are up to and send out the team of Braver and the Multiforce to stop them. There is increasing tension between Blacker and Wingwaver. Dinoforce member Yokuryu tries to blast the Cybertrons into the open from the air as the other Dinoforce spread out throughout the jungle. Dash and Tacker accidentally fall into some quicksand but are rescued by Blacker. Attempts to contact Star Saber by radio fail due to interference, so Blacker tries to distract the Dinos so that the Multiforce can flee. Just as Blacker gets triple-teamed by the Dinos, Wingwaver shows up and helps him escape. Star Saber shows up and defeats Leozak, sending the Destrons retreating.

8 - Terror Under the Big City
The Destrons are attracted to a city's three-layer transportation system, using Drillhorn to dig deep underground to tap into the city's electrical systems. As the Breastforce members roam around under the city, the Cybertrons pick up a distress signal and mobilize to investigate. Star Saber, the Brainmasters and the Rescue Force head into the underground to stop the Destrons, but they each encounter danger -- Star Saber meeting Deszaras, the Brainmasters meeting the Breastforce and the Rescue Force trying to free the people. Star Saber manages to defeat Deszaras and his two animal partners, forcing him to retreat with only a little amount of energy but a lot of destruction.

9 - The New Warrior, Hellbat
The Brainmaster Braver completes a new device that can detect Destrons, accurately determining their location. Meanwhile, at the New Energy Resources Development Institute, the latest Destron recruit, a Breastforce member named Hellbat, who has the ability to make people fall asleep, invades, intent on stealing information to convert space minerals into energy. Braver activates his device for the first time ... and gets a blip, pinpointing Hellbat's location. Star Saber sends the Brainmasters, Rescue Force and himself to check on the source of the disturbance, which has now increased to five blips. The five Breastforce members have gathered to launch their assault on the Institute with the Cybertrons already gathered there to help the wounded. Star Saber jet trailer falls prey to the five animal partners, and Hellbat tries to make Star Saber fall asleep with his hypnotic waves, until the Brainmasters show up and Braver uses his device to emit a high-pitched noise to disable the Breastforce members. Star Saber then sends them all running, but not before Leozak steals Braver's device.

10 - Attack the Shuttle Base!
Breastforce member Hellbat, making use of his talented spying abilities, reports to Deszaras that there is a shuttle preparing to take off from an airstrip in Nevada, carrying a large supply of energy. The other Breastforce members, tired of losing to Star Saber, begin training activities. Deszaras then orders Leozak to attack the airstrip and to capture the energy for the Destrons. Machtackle and Dashtacker have just arrived to defend the shuttle when the Destrons attack. The Multiforce duo are overwhelmed by the Breastforce, forcing Star Saber to order the rest of the Cybertrons to go to their rescue. Leozak and Hellbat steal the shuttle's energy as the reinforcements are pinned down by enemy fire ... until Star Saber arrives. He knocks the crate of energy away from Leozak, then defeats him in battle.

11 - Tanker Theft Operation
Deszaras, angry at the lack of amount of energy collected by his troops, entertains an idea from Drillhorn. He suggests destroying the storage tanks at gas stations around the world causing a global shortage, then stealing the giant tankers used to replenish the lost gasoline. Star Saber sends the Brainmasters to stop the Breastforce from causing further damage. They figure out, with the help of the Dinoforce, what the Destrons are planning and see the Sky Stalker directing an oil tanker toward it. But before they can stop it, they must get past Dinoking. While the Brainmasters handle the gestalt, Star Saber tries to rescue the tanker, taking on the Destron base and the Breastforce singlehandedly. He sends his trailer to destroy the device controlling the tanker.

12 - Rescue Jan!
A set of oil tankers are suddenly attacked by the Breastforce members, prompting the Cybertrons to embark on a mission to save the people. Meanwhile, Hellbat breaks into the Cybertron base, getting past the Multiforce members, intent on learning its secrets. He gets denied access to the information, then manages to get past Galaxy Shuttle by capturing Jan and Holi. They manage to escape, using some ingenuity and the Dinoforce's stupidity. The Cybertrons launch a strike force to free their friends, with Star Saber and Galaxy Shuttle driving Dinoking away.

13 - Mach and Tackle
In the prairie region of southern Canada, a giant sinkhole suddenly appears without warning, endangering the farmers of the area. The Multiforce member Machtackle is sent to inspect the damage and to investigate its appearance. He finds the farmer who witnessed the appearance at the local bar, before separating into Mach and Tackle to find more information. They discover that the sinkhole is the result of the stoppage of the flow of an underground river. The culprits? The Destrons, of course. They follow the river upstream and find a Destron factory. They call in to base to report this, but the Breastforce then attack. They manage to defeat Hellbat and Jargua individually, then merge into Tacklemach, needing Star Saber's help to defeat Killbison. Star Saber, Wing and Mach then proceed to defeat Leozak and Drillhorn, blowing up the factory.

14 - Battle on the Asteroid
Spaceships heading between Mars and Jupiter have been mysteriously disappearing into a mysterious dense cloud somewhere in the asteroid belt. The Cybertrons begin construction of their own spaceship to figure out what's been happening to the others. The Destrons have been capturing the spaceships and stealing their energy or using them to work on Sky Stalker. Star Saber takes the new ship, designed to allow the Cybertrons to infiltrate the Destron base, and flies alone into space toward the asteroid belt. He gets enveloped in the cloud and begins to experience electromagnetic interference, as he is drawn toward a large asteroid. The other Cybertrons, getting worried, launch toward the asteroid to help their leader, who is now taking on all of the Dinoforce and Breastforce. They manage to destroy the base and send the Destrons retreating again.

15 - The Warriors of Planet Micro
Star Saber and the Cybertrons, their work being completed, take a trip to visit the home of the Micromasters, Micro. As they arrive, they are observed with great interest by the Sixchanger Greatshot. Holi catches up to an old friend, a female Micromaster, while Star Saber looks over a large amount of land which has been destroyed recently by Hellbat, Blue Bacchus (Thunderwing) and Black Shadow (Crossblades). The trio attack an oil refinery and as the Cybertrons rush out to help, Greatshot appears and tells them that he will take care of it. They all head toward the refinery and Greatshot explains that Blue Bacchus and Black Shadow used to be mercenaries with him but that they had become too vandalistic. As the Rescue Squad puts out the fires, Greatshot takes on the two Destron Megapretenders and Star Saber does battle with Hellbat. They drive off the Destrons but not before Hellbat tries to blow up the central plant. Star Saber takes the whole thing into space where it blows up and he manages to return relatively unscathed.

16 - Rescue Gaihawk!
Leozak and the rest of the Breastforce members decide to pay a visit to the moon orbiting the planet Micro. On the moon is a penitentiary designed to held the toughest felons and there resides a former soldier of Leozak, Gaihawk. They use the old ship-in-distress trick to break into the penitentiary and do a massive amount of damage. Meanwhile, Gaihawk breaks free of his cell, killing the guards just as the Cybertrons arrive. As Killbison and Leozak take on Star Saber, and Jargua and Drillhorn take on the Rescue Squad, Hellbat frees all the inhabitants of the prison. Gaihawk gets re-energized, then frees his separately-caged Breast Unit, before confronting Greatshot over a great vat of lava. Holi tries to pull Greatshot out of the vat before he falls in, but suddenly he starts to fall in as well before Star Saber rescues them.

17 - Liocaesar, Merge!
Now that Gaihawk has been rescued, the Breastforce now have enough members to merge into Liocaesar. However, Leozak does not trust Hellbat to be a part of the team, and has someone else in mind to take his place -- Cobra. While driving around, Holi and his friend see Hellbat flying around and investigate. Hellbat is on his way to meet with Cobra to convince him to turn back, but Cobra refuses, causing Hellbat to fire at him and accidentally killing him. Hellbat goes back to Leozak and tells him that the Cybertrons were responsible for killing Cobra. Holi reports in to Star Saber and he heads on his way ... but the Destrons arrive first. Just as the Breastforce are about to kill Holi and his friend, Star Saber shows up and beats up the Destrons ... until they merge into Liocaesar. Star Saber gets the stuffing beat out of him for the first time and it is only the appearance of God Jinrai which saves him from destruction.

18 - The Destron Fortress Resurrected
Deszaras takes his troops toward the Destron Fortress which he recalls how it had been sealed inside the Black Nebula by Star Saber long ago. Deszaras' initial test run is a success but it soon runs out of energy. On their way back to Earth from Micro, the Cybertrons notice the Destrons' activity and come under fire from Sky Stalker. Deszaras exits from the ship and starts to battle Star Saber while the Dinoforce with Sky Stalker battle the Micros with Galaxy Shuttle. Deszaras does significant damage to the weakened Star Saber while the Dinoforce prepare to board the Cybertrons' ship. Fire manages to repel the Dinos but then they send over a missile while Deszaras blasts Star Saber with his gun-from-hell(tm). Jan manages to seal off the tunnel connecting the two ships, sending the missile back to the Destrons, while Deszaras runs out of energy before he can destroy Star Saber.

19 - The Power of Rage
Braver, a member of the Space Energy Commission, takes Jan and Holi on a tour of the Schaefer Energy Complex There, they remember how Star Saber was defeated at the hands of Liocaesar at Micro. Meanwhile, Deszaras continues to plan ways for the Destrons to come up with enough energy to repower the Space Fortress. He orders Leozak to attack the Schaefer Energy Complex as Jan has nightmares about Liocaesar destroying Star Saber. The Dinoforce are used to carry out the energy as Star Saber and the other Cybertrons arrive on the scene. The Breastforce then merge into Liocaesar to battle Star Saber as the Brainmasters try to get back the stolen energy. Star Saber tries to keep a tower from falling on top of people, giving Liocaesar free attacks on him before the Brainmasters merge into Roadcaesar. As Liocaesar battles Roadcaesar, Star Saber keeps the tower from falling and the Rescue Squad evacuates everyone. Star Saber begins to beat up on Liocaesar when Deszaras retreats with the stolen energy.

20 - Struggle at the South Pole
At the United Nations Research Base in the Antarctic, a group of scientists continue to track the continually-dropping temperatures around the world. In South America, the Multiforce team tries to help people survive a massive flood. Star Saber sends the team to investigate in the Antarctic as Holi checks in on Jan and his friend, son of one of the scientists. As Wing and Mach arrive, the Breastforce merge into Liocaesar and attack them, but the others soon arrive and the Multiforce merge into Landcross. Liocaesar then does a neat invisibility trick and starts beating up Landcross, until they separate, when Mach and Wing knock Liocaesar into the energy refinery. Star Saber arrives, then gets beaten up by Liocaesar's invisible form. Galaxy Shuttle arrives and proceeds to give aid to Landcross while Boater rescues the scientists. Then Deszaras shows up and tells Liocaesar that he will take care of Star Saber personally. Galaxy Shuttle then destroys the energy refinery, causing the Destrons to depart.

21 - Ambush in the Desert
Greatshot heads from Micro to Earth to help the Cybertrons, and once there, he observes Sky Stalker heading toward an oil field. Star Saber sends the Brainmasters and Rescue Squad to check on an oil field fire in Saudi Arabia. Before the Cybertrons reach the oil field though, Killbison and Drillhorn emerge from the sand in an ambush, downing Galaxy Shuttle. The Brainmasters mobilize to take on the pair, but get trapped in the sand. Fire manages to cover Kakuryu in foam to allow the humans to escape, but the Brainmasters find the other Breastforce members in ambush in the sand. They merge into Roadcaesar to escape from the sand, but Gaihawk's secret weapon forces them to dismerge, injuring Blacker badly. Greatshot shows up suddenly and, after taking on Gaihawk and Leozak, finds himself facing Deszaras. Blacker sacrifices himself to keep Greatshot from being seriously injured, then Star Saber shows up. He takes on Deszaras, while Greatshot takes care of the Breastforce.

22 - A Battle of Life and Death
While Blacker recuperates from his serious injuries, the Cybertrons get a call from God Jinrai, who has stationed himself on Micro. Leozak, after a minor tiff with Gaihawk, gets summoned by Deszaras and gets a sword thrust in his face. Deszaras accuses him of trying to plot and to betray him, and sends him on a mission to test his loyalty. The Breastforce then attack the Cybertron's Central Asian Base Station, despite the fact that there is no energy there, in order to lure out Star Saber alone. The Destrons attack him, forcing him to crash into a canyon, where they continue the assault. The Breastforce then merge into Liocaesar. Suddenly, Liocaesar disappears and Star Saber finds himself in the middle of a hall of exploding statues. He is then confronted by both Deszaras and Liocaesar and is in real danger. Just about as Star Saber is about to be killed, God Jinrai shows up and battles Deszaras, allowing Star Saber the time to defeat the Destrons. Unfortunately, God Jinrai is seriously hurt.

23 - Farewell, God Jinrai
With the Cybertrons severely injured/weakened, the Breastforce attack a solar power station while the Dinoforce attack an air base with Machtackle and Dashtacker there. A badly-injured Star Saber, Laster and Braver head for the solar power station, while Blacker, Wingwaver, the Rescue Squad and Jan head for the air base. Meanwhile, God Jinrai is undergoing treatment from Perceptor, Wheeljack and Nightbeat and he flashes back to the time when he turned over the reigns to Star Saber. It appears as if the wounds are irreparable but Perceptor offers him a way out a transplant of his mind into a new body. In the middle of the battle, Star Saber gets a message from Jan, telling him that God Jinrai wants to see him. Braver and Laster remain behind to battle the Breastforce while God Jinrai asks for Star Saber's permission to change into a new warrior. With that, God Jinrai dies.

24 - Fight, Victory Leo
The operation to transplant God Jinrai's mind into another body continues in Hawaii. Hellbat, who was patrolling the West Coast, sends his Breast Unit to spy on the Cybertron's activities and he finds out that God Jinrai is dead. The Destrons see the opportunity to attack the Cybertrons' energy supplies, which is being carried in a truck eastward. The operation on God Jinrai is finally complete and Victory Leo is born. At first, everything seems okay, but then complications occur and Victory Leo goes wild, transforming into a lion and attacking everything. The Dinoforce is spotted on the West Coast, preparing to attack the energy truck, and the Multiforce head there to stop them. They merge into Landcross to battle Dinoking, while Braver and Laster head out to battle Leozak and Hellbat. Star Saber then sends Victory Leo into battle to help the others and he soundly takes care of the Destrons.

25 - Awaken, Victory Leo!
Hearing reports about Destron activity in the Far East, the Cybertrons set up patrols to try to counter the attacks. There are still many doubts about Victory Leo's dedication, then the Cybertrons learn of a Destron plan to attack a geothermal plant in Hanobe. Star Saber sends Victory Leo, Holi and Jan to stop the Destrons; Gaihawk notices Victory Leo and tries to stop him, with little success. Holi and Jan get attacked by Killbison, Drillhorn and Jargua, but then Victory Leo shows up. Leozak shows up and faces off with Victory Leo, ordering Drillhorn and Killbison to take the energy from inside. Drillhorn ends up collapsing a ceiling on top of Holi while Hellbat locks Jan inside the same room. It's up to Victory Leo to forget about himself and to save Holi and Jan with his micro-sensor.

26 - The Victory Combination
The Multiforce receive a report that the Destrons are going to attack India and arrive there to prepare for it. Suddenly, out of the sky, a missile appears and streaks for the ground; it impacts the ground, then splits up into four separate missiles which inflict a tremendous amount of damage all over the world. Deszaras sends Star Saber a message saying that if the Cybertrons fight back, they will send more missiles to Earth. The Dinoforce starts collecting energy at a Pakistani oil field, where Victory Leo is patrolling and unaware of the threats. The Brainmasters are sent there to stop Victory Leo from doing something that will cause Deszaras to fire more missiles. There is no way that Star Saber can reach the missiles in his current state, so he brings up the idea of merging with Victory Leo. Star Saber shows up and tries to convince Victory Leo to merge - after a brief struggle, they merge into Victory Saber. Deszaras realizes that he will get there before the missiles are launched, so he attacks Victory Saber. He is met with a huge blast from Victory Saber's cannon and is sent hurtling through space.

27 - Jan, Protect the School
As the Destrons work on repairing Sky Stalker, Deszaras lashes out in anger and frustration at his latest defeat. Jan, who wants to help the Cybertrons more, designs a special sort of mecha for himself, a car which is able to walk. The car makes Jan rather popular at his school, especially with his female friend, Ilumina. Meanwhile, the Dinoforce hide in the forest, prepared to attack the school to draw out Star Saber. Suddenly, they strike, aiming at Jan's mecha, but missing. They charge, firing at the school and doing significant damage to it. Star Saber, who has been in space, hears a report from Holi of Destron activity and heads for the school. Just as Jan is about to crushed by Goryu, Star Saber and Victory arrive and they face attack from the entire Dinoforce. Jan fires his mecha's smokescreen bombs, giving him a chance to escape and allowing Victory Saber to face and defeat Dinoking. Just as Victory Saber has the chance to kill the Dinoforce, they beg for forgiveness and he gives it to them.

28- Mystery? The Base-Exploding Trap
During a relatively peaceful time, Star Saber decides to leave Earth for a meeting at Defense Headquarters. Blacker orders Jan and the rest of the Rescue Squad to do some spring cleaning around the base, when they suddenly notice Star Saber return. He reports that he heard that the Destrons had planted a bomb inside the base and orders everyone to start looking for it. When the bomb is finally found, Victory Leo reports it to Star Saber and is surprised by his somewhat-flippant response. He suggests that something might be wrong with Star Saber, but no one will listen to him, despite Star Saber's little slips. Star Saber and Victory Leo check out some abandoned ruins, where the Breastforce lie in waiting. There, Victory Leo accuses Star Saber of being an impostor. The Brainmasters show up and try to figure out who is telling the truth. Suddenly, the real Star Saber shows up and merges with Victory Leo to form Victory Saber, while the fake Star Saber is revealed to be Leozak, who then merges with the other Breastforce into Liocaesar.

29 - The Death-Bringing Space Bug
While exploring a jungle planet, Hellbat uncovers a strange new type of creature - a space insect with a voracious appetite for metal. The Destrons capture many of these doria, with the intention of planting them within the Cybertrons and allowing them to eat away at their enemies. Star Saber explores a huge crater in the middle of the desert, and finds himself in a trap, caught inside a barrier as the Destrons unleash the insects on him. They begin to eat at Star Saber's body before the other Cybertrons rush to his aid. Victory Leo and Jan, inside his car, manage to break through the barrier to join Star Saber below. Hellbat sends his Breast Unit to drop more doria on top of the Brainmasters. They soon figure out the dorias' weakness - cold weather, as Victory Leo freezes them solid. They merge into Victory Saber and take out the Breastforce and Deszaras.

30 - Terror of the Giant Tsunamis
The Destrons' next target is the famous lost city of Atlantis, where supposedly, there resides a great power, many times more powerful than anything they have seen before. The Multiforce, on standard patrol, try to learn of the latest Destron activity but only get a blip somewhere in the Atlantic. Deszaras then uses his Ultimate Cannon to try to raise the legendary city, succeeding at it, but causing massive tidal waves throughout the world. As the Cybertrons try to repair the cities and to evacuate the people, the Destrons continue to steal energy from Atlantis. The Breastforce then attack, causing Star Saber and Victory Leo to merge; in turn, the Breastforce merge into Liocaesar. In the middle of the fight, a huge tidal wave crashes on top of Victory Saber, forming a huge whirlpool in the middle of the city. Deszaras escapes with the energy from Atlantis though.

31 - The Resurrection of the Space Fortress
Having removing the energy from Atlantis, Deszaras takes Sky Stalker toward his Space Fortress. Knowing what Deszaras is planning, Star Saber orders the Brainmasters to head into space to stop the Destrons. He then gets in contact with Greatshot and asks him to help. Before the Cybertrons get there though, Deszaras is able to recharge the Space Fortress completely, moving it out of the Black Nebula. Back on Earth, the Dinoforce attack a shuttle base, prompting Star Saber and Victory Leo to delay heading out into space. The Brainmasters merge into Roadcaesar, sending Galaxy Shuttle back to earth. The Space Fortress sends out a huge blast of energy which knocks Roadcaesar backwards until he's caught by Greatshot. Deszaras then sends a bunch of meteorite bombs hurtling toward Earth, doing massive damage, even to his own Dinoforce. Star Saber and Victory Leo then merge, and head out into space to stop the rest of the meteorites, while the Rescue Squad repair the Dinoforce. Liocaesar tries to stop Victory Saber, but gets blasted right back into the Fortress. However, Deszaras then blasts Victory Saber with his laser beam, sending him hurtling through space as the Space Fortress heads for its final assault on Earth.

32 - Charge! The Fortress against the Victory Combination
As Deszaras continues his assault on Earth, the Multiforce merge into Landcross to stop a meteorite from crashing into Countdown. Goryu, having been repaired by the Rescue Squad and realizing that Deszaras has left the Dinoforce to die, gives Jan some information about how to stop the Space Fortress, but with Landcross and Roadcaesar badly damaged and Victory Saber lost, who will help? So, Jan and Holi take Galaxy Shuttle to head for the Space Fortress. Meanwhile, Deszaras transforms the Space Fortress into a massive cannon which can destroy all metallic life on Earth. Victory Saber has recovered from that blast and tries to stop the cannon, with little results. Liocaesar emerges and battles Victory Leo as Jan and Holi arrive. Star Saber takes Leo's gun and heads into the fortress with Jan and Holi. Victory Leo slams Liocaesar into the energy shield, pretty much destroying him, sending him hurtling into space. Jan equips his car with a bomb and sends it into the Fortress' power source, cutting off its energy. As Star Saber looks for Jan, Deszaras confronts him and they battle inside. Star Saber manages to destroy Deszaras by implanting his sword into his chest as Victory Leo and Holi manage to find Jan. Suddenly the Fortress locks up as Deszaras, on his last bit of energy, escapes into the Black Nebula, trapping Star Saber inside. Victory Leo manages to break his way into the Fortress, and they merge to destroy the Fortress once and for all.