Due to his super hero duties as of late, Max has been failing school. His teacher while rummaging through his bag in search of his science project stumbles upon Steel. Initially planning to get Steel back Max realizes that the accidental deception is his only hope of a passing grade, passing with flying colors when the teacher is led to believe it's a electronic shoe warmer. The next day Extroyer learns of the Ultra-Link on display at the school and buys it, inspired by their last encounter Extroyer has created a device to 'unleash all of his powers at once.' Max calls in N-Tek to help stage a rescue mission and faces off against a monstrous chimeric fusion of Extroyer with all of his animal forms. After narrowly retrieving Steel in time Max is able to force Extroyer to surrender, escaping at the last moment by setting the adapter to self destruct. Back at school Max decides to make a honest attempt at a science project, while not looking as impressive as Steel the teacher decides to pass Max any way.