Dredd creates a powerful weapons that will disable N-Tek's shield over the earth making it vunerable to the Makino Invasion; Dredd and The Syndicate attack N-Tek HQ and plan on using the weapons to destroy Copper Canyon. Meanwhile, Ferrus and Molly finally tell Max and Steel the whole truth that Max's father hooked up with Steel and became the first Max Steel so he could help N-Tek stop the other Evil Ultra-Liks from destroying earth so their leader can devour it.
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.