One night the turtles crash the video arcade to play video games all night. Leonardo's eye is caught by a video game called Tempestra's revenge. No matter how good of player, Leonardo is, he always loses to Tempestra. But things get much worse after the video game comes to life and Tempestra breaks free. She needs an awful lot of energy source in order to continue to exist.

A Foot Soldier named Alpha-1 has his intelligence increased, but it results in a Foot Soldier rebellion against Shredder and Krang and the duo's exile from the Technodrome.