The episode opens with some tourists visiting the wreckage of Zilla's first attack in New York shortly before Zilla Junior walks over them. Major Anthony Hicks is then seen confronting H.E.A.T. about this unprovoked attack on civilians and tells the team that he has been ordered to take action against Zilla Junior. Hicks tells them to report to him in the morning to try and get to the bottom of why he has been acting so strangely, while Elsie Chapman begins to doubt if they can control him for much longer. Meanwhile, Randy Hernandez and Monique Dupre discuss the possibility of abandoning Zilla Junior's burrow to find Nick Tatopoulos and the rest of the team. Monique then spies her fellow agent Philippe Roaché and sends Randy away so that she can ask why he is there. He reveals that the agency believes that it is time to "exterminate the mutation" and that they have been selected to carry out the mission. At the attack site, it becomes increasingly clear that Junior is indeed behind the attacks. Just as they decide this, the monster attacks and Nick tries to communicate with him, but to no avail. Randy is then discovered by Roache after disrupting the H.E.A.T. Seeker's sonar with his computer and is locked below deck. while searching for Zilla Junior, an arm appears to come out of a building and swats down a helicopter just as the Chameleon steps reveals itself. The military engages it and it runs away. Nick soon discerns that the creature has a neurotransmitter on it and that his old rival Cameron Winter is behind its attacks. Nick radios Randy and Monique to tell them that the culprit is not Zilla Junior, but neither they, nor Philippe, receive it, and the French agents prepare to terminate the creature. Nick, Elsie, and the military break into Winter's headquarters to confront him. Monique then betrays Philippe and lets Randy out, who tackles him and causes him to miss his shot. Zilla Junior then spies the Chameleon and the two begin to fight. Nick and Elsie are trapped by Winter in his computer room and they are forced to watch the battle via satellite and he reveals his plan to sell the Chameleon to the military. After seeing Junior defend the boat, Roache decides which creature to fire on and Nick and Elsie escape Winter's trap and discover that he is broadcasting his neurotransmitter signal from near H.E.A.T. headquarters. After being hit with Philippe's new weapon, the Chameleon crumbles and Zilla Junior's name is cleared. They then conduct a search to find Winter, who tries to kill Nick by setting his boat to self destruct. Nick is rescued, but Winter escapes.