Written by Christy Marx
Directed by Jon Kroll
Some of the people who lived on worlds destroyed by the Triiad blame the Hypernauts for their troubles. As a response to their anger, the Hypernauts plan an attack against the Triiad which would show them that the Hypernauts presence was a positive factor.
Meanwhile, Paiyin challenges Kulai to an ancient battle. She accepts and falls into his trap. Before he can use her to get information, she places herself into a trance called the endless sleep that withdraws her mind beyond reach.
The Hypernauts confront Paiyin in combat--his new mechsuit against theirs. His is much larger and powerful than the Hypernaut's mechsuits and he is winning until they combine their weapons and destroy his suit. He escapes and they find Kulai.