Max and Steel chase down some bad guys downtown who stole weapons from the Army. One of Max's stun shots misses the bad guy and accidentally hits the army guys who have shown up at the scene. Their intention is not clear yet, but they start firing on Max after one of them yells "shots fired". After Max destroys a few tanks and helicopters, Colonel Castle shows up and orders his people to stop. He acknowledges the whole thing was a misunderstanding and invites Max and Steel back to his base with him. Castel reveals to Max that he knows about N-TEK, himself and about Dread. The General invites Max to join him and says, with his Intel and Max's power they could accomplish much together. Max goes back to N-TEK and tells about his meeting with the General to Cat, Jefferson and Forge. They discourage him from any future visits with Castel and the Army. Naught and a army of robots start destroying downtown for no apparent reason. Max and N-TEK show up on the scene but the Army has already captured Naught and squelched the violence. Forge demands to take custody of Naught and Max tried to calm both him and the Colonel down. Forge backs off after the Colonel asks if Max knows about N-Tek's true mission. Back at the N-Tek, Max tries to get the truth out of Forge, but is unsuccessfully, and goes away hurt and angry. The General calls Max and says he now knows the location of Dread and invites Max to join him in taking him down. Max shows up and finds that the whole thing was a trap to capture him. N-Tek eventually shows up and saves Max & Steel. Steel is still thirsting for knowledge about his past and the episode ends with him looking at the captured Earth Elementor.
16 year old Maxwell "Max" McGrath is thrown into a new life after moving with his mother to the small city of Copper Canyon. There he meets new friends, bullies, and super-villains hunting him for his TURBO energy.
Max must now join N-TECH, a secret organization his late father Jim McGrath started, to defeat Trans-Human Industries from taking over the galaxy with their sinister leader Miles Dredd. Max's powers are hidden and regulated with the aid of his Ultra-Link friend Steel, who is a project of his father, to prevent Max from going critical and Steel transforms into Max's multiple armors for whatever terrain battle is present.
Along the way, with the aid of N-TEK led by Max's uncle Ferrus, both will uncover the mystery behind many of Steel's lost memories and what really happened to Max's dad.