It's Angelica's birthday and she's excited, until Grandpa Lou tells her what it's like to be old. So, she decides to become a baby again, but soon finds it's not as great as she thinks.
A producer staging an adaptation of one of Jessica's novels finds no joy in London.
It's Christmas time and Martin is ready to spend the holidays with Gina, but Gina isn't happy. She wants to be with her family in Philadelphia. Pam convinces Martin to take Gina home. But instead of flying out of Detroit, Martin decides for them to take the bus. While waiting, the bus gets snowed in, Martin fights with Miss Gerri, Gina beats up the station attendant, and the couple gets their luggage stolen.
Kelly and Bud try to sneak a jukebox, their Christmas present for Al and Peggy, into the house on Christmas Eve while Al and Peggy argue over channel surfing.
Three old men from Yorkshire who have never grown up face the trials of their fellow town citizens and everyday life and stay young by reminiscing about the days of their youth and attempting feats not common to the elderly.
To stablize his own timeline, Cable comes to the present to prevent Bishop from saving mutant-kind from Apocalypse's plague.
A disastrous introduction to Alex's family prompts seconds thoughts about Big Al; Falconer's work-related injury alerts Teddy to the risks of dating a cop; Frankie begins to wonder if she can handle running the ""Sweet Sixteen"".
Shredder, Rocksteady, and Bebop arrive at the Asian arts exhibit and proceed to loot. The turtles head out to stop them despite a grave warning from Splinter that there will be dire consequences.
The adventures of the human survivors in a future dinosaur dominated world.
Barca convinces Hallas to assassinate Simbacca, but only a serious wounding results. As Able Squad searches for Hallas, Barca attempts to lay a trap for them, but it results in the discovery that the Pirates have been building a gigantic Exo-Carrier (christened the Resolute II). Marsh convinces a recovered Simbacca to spare the life of Hallas.
After discovering that the resistance cell on Venus that they were supposed to deliver weapons to has been destroyed, Burns and Bronski are themselves captured. After a march with other captured Terrans, they arrive at a construction site, where Draconis is building a fortress he intends to use against Phaeton. The rest of Able Squad arrives to free Burns, Bronski, and the slave laborers, many of whom were in the resistance. The Venus resistance takes the large weapons stockpile and escapes.
A Jumptroop assault on Ceres results in the discovery of a new type of Neo, the Neo mega. It is captured and causes problems on the ship, until it is launched out a docking bay into outer space.
A replacement pilot, Yuri Stavrogan, preys on Kaz's hotshot tendencies, which results in his disobeying some of J.T.'s orders and causing tension between all three. The ExoFleet begins an assault on Mercury, and Yuri and Kaz make a point of trying to defeat Thrax, who is considered the best Neo pilot. The ExoFleet takes a Neo base on Mercury, but the Neo Commander Glycon launches a counterattack to draw in the ExoFleet e-frames so that Thrax and the Neo frames can attack the ExoFleet ships. The counterattack is foiled on the ground, but the Neo e-frames are able to attack the ExoFleet task force. Kaz, grounded by Marsh for disobeying orders, goes out to fight. He eventually finds himself in a dogfight with Thrax, and he loses when he gets blinded by the sun. Thinking that there has been enough destruction, Thrax chooses to spare his life.
As the Pirate fleet leaves for Io, Simbacca tells Marsh to teach some pirates to fly e-frames. J.T. objects, citing the fact that e-frames are too complicated to learn quickly. Despite this, the e-frames are sent to prevent some Neo scouts from reporting back to Sinope, which is the site of a Neo Fusion Pulse Cannon. When the Pirate fleet is within range of the cannon, it begins to pick off Pirate ships. Marsh, DeLeon, and Hallas succeed in destroying the cannon, saving the fleet, as well as Io.
The ExoFleet is having success in its campaign on Venus. James Burns leads the Venus resistance in an attack on Vesta, and he is severly wounded by Draconus in the process. Knowing that the ExoFleet will take the city, Draconus orders Thrax to detonate a hydrogen bomb, but after much thought Thrax does not obliterate the city. Phaeton arrives with the Olympus Mons II to prepare a counterattack.
DeLeon and Weston are to take the captured Neo mega, Lysander, and a mutating agent back to the planet Chaos for examination. But what they believe to be Lysander is actually a melding of the Neo mega with a Neo sapien receiving experimental treatment for AutoMutation Syndrome. So during the flight back Lysander escapes and wreaks havoc on the Scavenger, killing various pirates, Captain Ryack included. The survivors abandon ship, leaving behind a overloading fusion pack to destroy the ship with the now mutated Neo aboard to be killed.
Sullust, Neo mega advisor to Draconis, sets a trap on Venus for the ExoFleet using the old GRAF station and a new one constructed by Enleal. Only aware of the one installation, Able Squad is sent to destroy the old station so that the approaching ExoFleet invasion force can launch its assault as planned. By the time they realize that the old station is a decoy, the new one as been activated. Unfortunately for the Neos it is useless against cloaked ships, and the ExoFleet is able to land its Jumptroops.
Able Squad arrives on Venus with the mission of locating and estimating every Neo base and troop concentration on the planet, as a prelude to invasion. While investigating a secret research facility Torres and Bronski are discovered, and in the battle to retrieve them Marsala is captured. He is taken inside, and sees that the facility is for research related to AutoMutation Syndrome (apparently a Neo sapien version of cancer). To prevent Marsala from divulging ExoFleet plans for an invasion Marsh sets out to destroy the facility with Marsala inside. Nara is unwilling to let Marsala be killed, and she goes to rescue him. She manages to succeed before Marsh finishes demolishing the complex, and on their way out she and Marsala unwittingly capture an experimental subject that merged with the Neo mega Lysander.
The ExoFleet has taken Venus, but the Neo sapien Fleet, with Phaeton in command, prepares to counterattack. Barca sabotages the Resolute II, putting them in a precarious position. With Marsala pretending to be a Neo soldier who carries information about Draconis' plot against Phaeton, Able Squad boards the Olympus Mons II and cripples it. Algernon has since patched together the Resolute II, which proceeds to finish off the Olympus Mons II. Draconis escapes, leaving behind Phaeton to be killed. When he returns to Earth with plans of ruling himself, he is met by the real Phaeton (the other was just a clone), who has him taken away, likely to be executed.
Torres arrives in Phaeton City to coordinate with the resistance there, with the objective being the capture of a Neo mega. Anticipating this, Shiva's Neo mega advisor, Lucullus, sets different traps for them. One of these allows the Resistance to capture Sulla, who can then transmit the location of Resistance headquarters. Upon receiving its location Shiva launches an attack which Lucullus believes to be premature. When Napier returns from a meeting with other Resistance leaders he is able to take advantage of his unnoticed approach from behind the Neos to help his own troops escape the Neo attack. For his failure to capture the members of the Resistance, Shiva is replaced by Livia as Commanding General of Earth Forces.