Four villains who have battled the Loonatics in the past miraculously escape during a prison transfer right under Duck's nose. They're transferred to a planetoid in space where they meet their liberator Optimatus.
Just when Duck swears off all technology, Acmetropolis comes under attack from a villainess named Black Velvet. Determined to bring darkness to the entire planet, Black Velvet has stolen some high-tech inventions to fulfill her plan.
An evil ringmaster develops a technology to transform humans into a wide variety of hybrid creatures for his traveling space circus. One of the animals, a monkey-lizard hybrid escapes and tries to warn the Loonatics.
A mysterious MacGyver-type brainiac named Mallory Mastermind escapes from a high security underground prison with the help of a simple ballpoint pen that she turns into her own robot helper.
In Part Two, Zadavia tells Ace and the team that she and her brother Optimatus are from another world and have different ideas about ruling it. She was banished by her brother and found a new home in Acmetropolis.
Rev gets a visit from his family (mother, father and brother Rip), and when his latest invention impresses his father, it just enfuriates his jealous younger brother, Rip, even more.
When Rev hacks into Tech's computer, he and Lexi play what they believe is a simulated video war game. Instead, it turns out to be Tech's new defense system.
When Duck takes all the credit for catching the Shropshire Slasher, Tech gets annoyed. But when Duck starts to suspect that the Slasher is out for revenge, he's more than willing to let Tech take the glory.
The Loonatics are given the mission to deliver Prince Tweetums to his planet, Blanc, where he is heir to the throne. It's vital that he reaches the planet to prevent a 1500-year war.