Commander Typhon from planet Scorpius is an exile who wants Zoltar's help in defeating his rival opponants on his planet In exchange Typhon gives Zoltar a new weapon, the Scorpion, that creates meteor showers. In hopes of averting the destruction of Capital City, G-Force heads for the Jupiter moon of Callisto. The Scorpion then heads for Earth, before the team can destroy it. Finding a submarine at the bottom of the ocean that is controlling the Scorpion and asteroid showers. Typhon escapes the submarine, trapping G-Force inside.