The episode begins in the middle of the action as Sledge Mama and Satomi are attacking each other. There is a brief flashback between Yamma and the Sledge Mama owner as Yamma is glaring at him for his decision to fire Yamma should Sledge Mama not win the championship.
Returning to the race, Sledge Mama is weaving in tight formations all around, firing projectiles from their Mechs' arms and tying up Team Satomi mech's and forcing Takeshi and Co. to fall back.
Yamma tells his teammates that "they need room to maneuver" and River and the SM defender fall back towards Satomi to intercept a charging Takeshi and Liz. Takeshi leaps over River, and Yamma remarks that "he's fast." Yamma turns to swipe a fist at Takeshi, but he evades and Liz rushes in behind him, reaching low and rips the arm off of Yamma's mech. SM is then forced to pit in the running skeleton as Satomi takes an early lead.
Yamma comes soaring out of the skeleton with a mighty leap as the caution ends, and Sledge Mama charges at Team Satomi from behind with a flurry of attacks and gadgets from their mechs. The SM defender makes his mech's arm rotate rapidly, and he drives his punches into Liz's mech, destroying her left arm. Yamma ties up Takeshi and rips the right arm of off his left. Immediately, Takeshi and Liz are on the defensive and are having trouble blocking punches from Sledge Mama.
Amy is ducking projectiles from River as this goes on. River yells at her, "Amy, how does this feel?" Luca quips that "I never liked River."
Liz and Takeshi are driven into each other and begin bickering about whose fault it is. Liz yells at Takeshi for "blaming me for your mistakes."
Watching from the Satomi control center, Mrs. Satomi comments to Andre that they "may have to pull those two out." Andre says that "he's not quitting yet." He yells at Takeshi and Liz to combine two formations. Takeshi yells about how they can do that with just one arm on each mech. Andre tells him to "think outside the box."
Liz and Takeshi make their mech touch at the severed arm and begin spinning around, countering punches and throwing hits Sledge Mama's way. The announcer is yelling like crazy at this tactic and that it is working as Sledge Mama is forced to back off some.
Yamma begins assaulting the Liz/Takeshi combo head on with a flurry of hits. The image changes to a graphic of Yamma holding two knives fighting Takeshi with a bo and Liz's punches in a sort of dream sequence of fighting. They are throwing attacks and countering each other in rapid succesion.
The scene changes back to Amy as she does a mighty leap over River and sends the midfielder flying. Amy comments that she "shouldn't have done that" with her injuries but "in the hospital, I learned that it's okay to be afraid. This is my comeback race."
Andre comments in the tower that Amy may be their best chance to win. Mark notes that they are entering the final lap and what will happen if they go to speed mode. Andre says that if they are forced to try to outrun Sledge Mama they will lose as Takeshi and Liz have only one arm.
Still ahead of Team Satomi, Sledge Mama quickly enters speed move and race ahead of Team Satomi. Amy enters speed mode to follow from the rear. She yells at Takeshi and Liz to join her, and both mech's enter speed mode resting their broken sides on Amy's mech.
Mark comments that this is a great strategy as Amy is using aerodymanics to accelerate the three mechs as Amy's mech pulls the others while Takeshi and Liz push. He is worried though that the injured Amy is supporting the other two larger mechs. Satomi begins to gain on Sledge Mama. The announcer yells, "That's teamwork."
The three-mech combo from Satomi passed the SM defender with their reduced drag until they are in a tight race with Yamma as the finish line approaches. Amy's mech just nudges across the finish line before Yamma, and Satomi takes the win.
Outside their mechs, Amy and Takeshi exchange a high five while Liz runs up and twirls Amy in the air telling her how great she was. Luca jumps on Takeshi's head with a loud "meow" and Takeshi is forced to scratch Luca's head and admit that "You were great too, Luca."
The scene changes to Cunningham and White Snow who are watching seperately in silence.
The scene moves toward Yamma who is still in his mech, fuming. River is trying to coax him out, but Yamma just slams his fist in his cockpit and roars.
The action now moves to Takeshi who is lying in uniform near the track. Jessie approaches him to wake him joking that "she came to him since he wouldn't come them." As Takeshi sits up, we see the rest of the team and the control room crew behind Jessie. Jessie asks if he's hurt.
Takeshi instead begins to apologize, surprising everyone. He says he's sorry for not trying his best recently, saying that Amy taught him to take every race one at a time. He even apologizes to Liz who helps him up. He says thanks and Liz starts asking what for. He says thanks for helping him past and present. All are stunned. Liz tries to stammer out a complement, but Jessie teases her for being nice. Liz then begins beating Takeshi on the back in her embarassment.
We now see Sledge Mama trying to console a very angry Yamma, but he just glares at his teammmates. He then laughs suddenly and tosses them a small portable TV screen. On it, the announcer says that due to a technicality, SM's loss to Edgeraid is being called a win. The announcer says that SM, Satomi, Velshtein, and White Snow are now in a 4-way tie to be decided in the playoffs. Yamma roars in laughter.
The action moves toward Team Satomi who is passing White Snow in the hall. Liz and the male WS member exchange insults. WS is furious at Team Satomi.
Outside, Cunningham meets Takeshi, Liz, and Jessie. He tells Takeshi that he wished he'd been racing him today but that he'll just see him on the track. Liz says that Cunnigham's acting weird as he walks away. Takeshi tells her she doesn't understand.
The preview shows Takeshi having trouble with his mech in the all-star race, and Liz is in a fashion show.