As the Joe team succumbs to the fumes, Cover Girl attEMpts to reach for a glass of water. Timber helps her knock it over and she covers him mouth with a towel filtering out the fumes. She moves over to the canister and picks it up rushing over to one of the jeeps. Cover Girl throws it in the back and takes off at a high speed. Just as she reaches the fence, she makes a hard left turn throwing the canister up and over into the air. It explodes within seconds. Cover Girl pets Timber telling him that he's her kind of wolf.
Dr. Vandermeer tells the Joe team that with Cover Girl and Timber's help they have a chance but they still need to find the third element. He tells them that meteorite is located around the Ring of Fire that emerges in South America continent which is the center of volcanic activity.
Suddenly, the video scrambler goes off. Everyone runs over to it as Stalker announces a message from the President and the Joint Chiefs have ordered him to assemble the entire G.I. Joe force and surrender to Cobra. Breaker, Clutch & Scarlett protest that Stalker is putting them on but he reassures them that it is no mistake.
As the G.I. Joe forces gather, Cobra Commander and Destro watch on their monitors as they are feasting. Cobra Commander tells him the victory is sweet and they've won but Destro tells him that he sees what is happening but until the surrender happens, he won't count the Joe team out.
Destro begins to leave. The Cobra Commander inquires on what he's doing. Destro tells him that they still need the last element and he will lead the search for it. Cobra Commander continues to watch the monitor of Stalker talking but then turns it claiming that he's crushed them.
Selena tells Ramar that they must stop them or they'll continue to enslave their people. Ramar tells her that he just needs one opportunity and he'll make them pay. Cobra Commander calls Ramar over to amuse him. Ramar grabs a spear but Cobra Commander uses the headband controller to take over Ramar and then calls a huge robot to come out. As Ramar and the robot fight, Selena looks at Duke's ring and prays that he fights on and not let the evil one's defeat him.
As Stalker finishes up his speech, Gung-Ho steps into the background and picks up one of the tanks. Stalker tells him to get out of the picture. Gung-Ho tells him that they kind of cute and better than a real train set.
Duke, in the doorway with Scarlett, tells Stalker to relax because he wasn't transmitting and as far as Cobra knows, they think the Joe's are taking the surrender seriously. Stalker tells him that he hopes he did okay. Scarlett tells him that Breaker discovered that Cobra was listening in on the transmission and he gave them the show that they wanted him to see. Duke tells them he hopes it gives them enough time to find the last element.
In South America, the Joe's discover the correct volcano that has the meteorite. They hover over it and release their cables and electro magnets. As they start to lift it, the cables start to fray and give way. They throw more cables down to the meteorite and stabilize it. Out of nowhere, Cobra fires on the Joe's and slices their cables. The meteorite falls back into the volcano. Destro orders the Cobra troops to fire below the lava level on the outside walls which will cause an eruption that will throw the meteorite up in the air.
Back at the Cobra citadel, Ramar is carrier off as Selena wonders what she can do to help. The Cobra Commander attempts to contact Destro. Selena sneaks behind a frustrated Cobra Commander. He tells the Joe's that he will destroy New York if they do not surrender.
The Baroness tells the Cobra Commander that she believes it is a trick. He agrees and asks if there are enough of the elements to destroy New York. She tells him they've scavenged the containers and only found a little bit. Cobra Commander tells the Baroness to destroy New York because he's tired of waiting for the G.I. Joe team to surrender.
As the MASS Device is activated, the last element is used up. Just as the power beam is about to hit New York, Selena, who has crept up behind the device, throws a jug of water on it, short circuiting the device and causing the beam to disintegrate.
Cobra Commander and the Baroness drag Selena away from the device and throw her to the guards. Their threat has been proven empty and their future lies with Destro on retrieving the meteorite.
Meanwhile in South America, Cobra continues to cut through the side of the volcano. The Joe's figure out what he's doing and attacks the Cobra jets. As a Cobra helicraft arrives, the volcano side opens and the top blows throwing the meteorite up. The Joe team attempts to catch it but their net breaks. The meteorite falls into Cobra's hands.
Duke tells Gung-Ho it's his party. Gung-Ho puts his helicopter on auto pilot, grabs his jet pack and jumps out with Scarlett & Wild Bill. Destro orders the Cobra troopers to prepare for the Joe's that are flying over to the helicarrier. Scarlett lands, fights off some of the troopers and shoots an arrow at the cannons destroying them.
As more of the Joe team arrives, Snake Eyes jumps out and Timber follows. Each team fires at one another. A Cobra trooper starts to fire at Snake Eyes but Timber takes him out. The Joe's advance into the helicarrier.
Scarlett sees Destro taking off down one of the corridors and pursues him. Destro chisels off some of the meteorite rocks and scoops them in a canister. The Joe's capture the majority of the Cobra troopers and then follow after Scarlett. In another hanger, Destro loads the canister in his jet as the alarm goes off. Scarlett enters the hanger, looking around approaches the jet. Destro jumps her from above. She stomps on his foot and smacks him with her crossbow. He over powers Scarlett and knocks her down setting off one of her arrows. It flies into the corridor and goes off as Duke, Gung-Ho & Rock 'N Roll show up.
Destro holding Scarlett at crossbow point tells them not to come any closer or they'll hit her. Rock 'N Roll tells him to step out in the clear if he's got the guts. Destro laughs at him and tells him he doesn't have time for games. He's got the supply of the meteorite to Cobra and Scarlett will accompany him. They get into his jet and take off as the three Joe's run after him.
Duke tells Gung-Ho and Rock 'N Roll that they hold the last of the catalytic elements to make their MASS device work and they can only hope that they aren't too late.
In Destro's jet, he tells Scarlett that they'll "break her spirit and seeing her a slave will provide him great pleasure". She retorts that groveling before him isn't her style as she maneuvers her crossbow around with her feet. Destro looks at her just as she aims and fires at the control panel. Destro yells at her that she's doomed them both as the jet veers out of control.