Sofia and the D-Team struggled underneath the net that was suddenly thrown on them. There was nothing that they could seemingly do. Max glared at the people that were holding down the net. Not only are they causing them to lose time to get to Rome to help Spartacus, but they're also losing time to catch up with those Spectral Space Pirates and rescue their parents, as well as Chomp and Ebony.

"Who are you people?" Max demanded to know.

"And what do you what from us?" Zoe asked them.

"We what your giant lizards so we can turn them over to the Roman army," one of the soldiers replied.

"There's a big reward for them," another tells the kids.

"Tell us where they are!" The rest of the platoon scowled.

"We've got to get out of this net. If we don't, we won't make it to Rome on time to save Spartacus. Or catch up with the pirates to rescue our parents, Ebony, and Chomp," Ren told the others.

"We have to try to break out," Rex whispered. Little did he know, Ace was already ahead of him. The small Carnotaurus was chewing on the rope of the net. Suddenly, the ropes snapped, and a hole in the net opened up.

"Great thinking, Ace," Rex told the chibi carnivore as he followed the blue and yellow dinosaur out of the net. Sofia and the rest of the D-Team were quick to follow. The soldiers fumbled for the kids, but the now-fugitives were able to slip away.

"We have to get those giant lizards!" One of the soldiers scowled as the village platoon followed after Sofia and the D-Team. Rex and Zoe turned their dinosaurs into cards before summoning them. Ace and Paris roared at the squad that was chasing after them.

"Or maybe we don't," another one of the soldiers gulped. The soldiers then ran in fear. Rex and Zoe turned Paris and Ace back into cards and then their chibi forms.

"Good work you two," Zoe congratulated.


With the D-Team and Sofia now safe from the soldiers, they started to make their way towards Rome, but they stopped at a bench alongside their path to sit down and catch their breath for a moment. They wanted a moment to comprehend what had happened.

Chomp was gone. Ebony was gone. The D-Team's parents are still in the clutches of those Spectral Space Pirates. Time was running out to save Spartacus.

"Oh, what are we ever going to do?" Sofia asked. "It's going to be too late to help my brother, and if it weren't for me, you wouldn't have lost Chomp and Ebony to that winged man. I'm so sorry."

"It's okay, Sofia. We still have time to save Spartacus. And then, we'll get Chomp and Ebony back," Rex told the girl.

"And our parents," Zoe added.

"We have to get there before the gladiator battles begin," Sofia told the D-Team. "I've heard stories that the Roman army doesn't just make slaves fight other gladiators, they make them fight wild beasts! The worst part is, the Roman dictator, Sulla, doesn't like my brother and wants to see him hurt!"

"Why is that?" Rex asked the girl.

"Spartacus tried to get the other slaves to stand up and fight for their rights and fight for freedom against the Roman army," Sofia replied.

"Your brother sounds extremely brave," Zoe tried to comfort the girl. Sofia looked to the ground with a soft smile on her face.

"He is," Sofia responded. "He's a natural leader because he was once a prince."

"What?" Zoe asked, shocked and surprised. The idea that she was talking to someone that was related to royalty made her squeal with excitement.

"If he's able to defeat Sulla, he'll be a prince again," Sofia went on.

"Wow, a real-life prince," Zoe fantasied.

"Hang on. So, you're saying that if Spartacus becomes a prince, then you'll be a princess?" Rex asked her. Ren's Dino Bracer began to beep, she turned around and answered the call.

"What a dream!" Zoe beamed.

"Well, yes, but now it's more of a living nightmare!" Sofia cried. "No one survives the Colosseum!"

"That call was from Johnathan," Ren informed as she turned back around to the group. "There's a dinosaur in Rome, somewhere near the marketplace."

"Do you think it could be those Space Pirates?" Zoe asked.

"It's possible," Rex replied with a nod. "And if that's who it is, then they have our parents, as well as Chomp and Ebony."

Ren and Max remained quiet. They stared at the ground, both deep in thought. That was until both looked up at each other with glares in their eyes. Ren leaned in and whispered to Max, to which Max nodded.

"We'll be back, we promise," Max said with a scowl on his face. "Protect Sofia while we're gone. Let's go, Ren."

Before Rex or Zoe could say anything in protest, Max and Ren hit the ground running. Rex and Zoe blinked at each other. Did Max and Ren just dip on them?

"What just happened?" Zoe asked. Rex shook his head in disbelief and disappointment.

"I bet they're going after those Space Pirates to get Chomp and Ebony back," Rex scowled.

"Alone? Without dinosaurs? Should we catch up with them?" Zoe replied.

"But what about my brother, Spartacus?" Sofia asked them.

"Sofia's right. We have to get to Rome. Besides the Space Pirates are after the Cosmos Stone anyways, if Max and Ren are really after the pirates, that's where they would've gone," Rex reasoned.

"You're right, let's get going," Zoe nodded.


Meanwhile, at the headquarters of the Spectral Space Pirates, Foolscap was just returning with his half-successful of a mission. Well, his actual mission was a failure, but he wasn't returning empty-handed. The pirate docked his small space craft on a much larger ship, even larger than the Backlander.

In the large commons area, the first bulkier, red colored pirate was talking with two others. One was a female with long, black hair and icy-white skin. The other was about half of their height with purple skin, spiky black hair with three tufts of white in his hair.

"Huh, Foolscap came back but he hasn't shown his face yet. That means he failed to get the Yellow Cosmos Stone, and I'm still the best!" the heavier built pirate said.

"Actually, you're a big failure! You didn't get the stone either," the female said as she landed and stood right on top of the first pirate's head.

"Sheer, I hate it when you do that!" the first pirate wailed.

"I'm just trying to get it through your thick head, Gabbro, that I'm better than you," the female pirate, one which the other pirate had called Sheer, said.

"Give Gabbro a break, Sheer. You think that you can get that stone? I bet that I'll get it before you can even find it," the shorter pirate snarked.

"Is that a challenge, Goma?" Sheer sneered at the shorter pirate from her perch on top of Gabbro's head.

"What if it is? What are you going to do about it?" Goma, the shorter pirate, crossed his arms. Sheer's wings extended from her back, and she flew down to the ground in front of Goma. She stood standing easily as least half a foot taller than him. Goma still tried to size up with her.

"I think I'll take you up on it. Someone's got to get that Cosmos Stone for Spectre, and that someone will be me," Sheer stated. Goma's wings extended from his back. He hovered so he was eye level with Sheer.

"Deal," Goma scoffed.

Just then, some muttering could be heard. The three pirates looked at each other. All three recognized the voice immediately. Goma landed on the ground and turned to the spot the voice was coming from. In that general direction, a portal began to open up. Inside the portal was a tall chair facing away from the portal and a rather large figure sitting in the chair, again with his back turned to the three.

"It's the boss," Sheer stated.

"Really? I thought it was Foolscap. Of course, it's the boss! Now shut up!" Goma hissed at Sheer.

"My special one. You're such a joy," the figure in the chair said.

"Is he talking to us?" Gabbro asked the other two pirates.

"Of course not. He doesn't even say that to me," Goma crossed his arms.

"Shh! Don't ever interrupt the boss!" Sheer snapped at the two.

The chair swiveled around to finally face the portal, and the three pirates got their answer to who their boss was talking to. Sitting on his lap was a chibi Apatosaurus.

"You're a good boy, and we had fun seeing that comet, didn't we?" the boss, another winged alien creature sporting green skin and a few tufts of white hairs. He looked up from his Apatosaurus to the three pirates. "I'm very upset."

"Yes, Boss?" Sheer dipped her head to him.

"Two of my men have failed in getting the Yellow Cosmos Stone. Foolscap! Stop hiding and give me your pathetic explanation!" The head of the pirates scowled. Foolscap teleported into the room, with his head already dipped to the boss in respect.

"Ooh, someone's in trouble," Goma snickered, making Foolscap glare at the half-pint of a pirate.

"Goma! That's enough out of you," the boss scowled at the smallest one in front of him. "I'd expect more from a direct descendant of me. Let alone to stay in line."

"Yes, Dad- I mean Spectre- I mean Boss!" Goma bowed his head quickly. Spectre, as he had been called, just nodded to Goma, before he turned his head to Foolscap, expecting his story.

"Boss, it really wasn't my fault! I had the Cosmos Stone in the palm of my hands! And then those meddling kids took it from me!" Foolscap told Spectre.

"Kids stopped you too?" Sheer raised an eyebrow at her teammate.

"That's really embarrassing that kids stopped you. Foolscap, you're pathetic," Gabbro said to Foolscap.

"Didn't kids stop you too?" Goma questioned Gabbro.

"He's too thick to remember," Foolscap rolled his eyes. "And anyone who could beat me could beat him, because I'm way tougher!"

"If you're so much tougher, then how come when we were wrestling, I flattened you like a pancake?" Gabbro replied to Foolscap.

"That's because you sat on me when I wasn't looking, it wasn't fair," Foolscap growled. "If it was fair, I would've creamed you!"

Sheer and Goma exchanged glances with each other. Goma shrugged his shoulders, while Sheer rolled her eyes at Gabbro and Foolscap.

"Enough! You're upsetting Brontikens," Spectre roared at them.

"Yes, Spectre, if you could allow me to finish, I did not come back completely empty-handed. No, no, no," Foolscap told their boss.

"Oh?" Spectre questioned. Foolscap reached into his pocket and pulled two dinosaur cards out: a Triceratops and a Stegosaurus.

"These two dinosaurs belongs to a couple of the brats that defeated Gabbro and I," Foolscap stated. "Those kids can't beat us again if they don't have dinosaurs to fight us with, eh?"

"Quick thinking, Foolscap," Spectre nodded. "Send them to me, I'm not letting you clowns use them and risk handing them straight back over to the enemy without them, or you, being ready to use them. Now, if you actually returned with the Yellow Cosmos Stone, that would be something."

Foolscap flinched at this statement. All four pirates were quiet. Foolscap attempted to please Spectre, but without the object that their boss wanted most, there was no point in trying to please him.

"What I want now from one of you is to go to Ancient Rome and get the Yellow Cosmos Stone!" Spectre spat at them.

"If you let me do it, I promise I can get that Yellow Cosmos Stone quicker than a blink of an eye," Sheer volunteered with a wink for emphasis.

"No way! If you let me do it, then I promise that I can it from those brats even quicker than she can!" Goma piped up.

"Promises you say?" Spectre questioned Sheer and Goma with a shift in his tone.

"Yeah...?" Sheer replied with uncertainty for the shift in his voice.

"Good, because you both know that promises should need to be kept," Spectre smirked at the two. "I'll give you two a shot, but with both of you come back without that Yellow Cosmos Stone, then all four of you will be punished. Severely."

"I won't fail boss," Sheer bowed her head to Spectre.

"But Dad- I mean Boss! You can't send both of us out there, she's only going to get in my way!" Goma retorted.

"Is that a question to my authority, Goma?" Spectre raised an eyebrow.

"Don't worry about him, Boss. He's just scared that I'll get the Cosmos Stone before him," Sheer told Spectre.

"Am not!" Goma replied, squaring up to Sheer, who was still half a foot taller than him.

"Great, then it's settled then. You'll both be going to Ancient Rome," Spectre told Goma and Sheer. "These will help you on your mission."

Another portal opened directly above the four pirates. From it, rained multitudes of cards. The four pirates were hasty to grab what they could for themselves.

"Woah! This is way boss, Boss! New dinosaur cards!" Foolscap smiled as he held what he had in his hands.

"Use them to get the stone, but if you don't succeed, then I will be angry," Spectre scowled at them. "And you know when I'm angry, I make people walk the plank where they'll float with space debris for all of eternity!"

The four lackies gulp as they looked between each other, before they all looked back at Spectre.

"So don't make me angry!" Spectre yelled. The four other pirates yelped and jumped back in alarm at the sudden yell.

"Don't worry, Boss, I won't let you down!" Sheer told him.

"And neither will I, I promise!" Goma chimed in.

"They can pull it off, I'm sure of it!" Foolscap added.

"They'll smash them good!" Gabbro nodded quickly.


Crammed into a crate backstage of the Colosseum was the Alpha Gang. After the Roman army captured Terry and took the Alpha Gang hostage, the Roman army took them to the Colosseum. Terry was locked up in a large care at the end of the hallway. The Tyrannosaurus was not pleased to be cooped up. He roared ferociously and swung his tail at the metal bars that were keeping him inside.

A guard walked down the aisle of beast with a bucket full of raw steaks. He was throwing one into every cage nonchalantly as he walked by. This included the cramped crate that the Alpha Gang were thrown into.

"Hey! We're not lions that eat meat!" Ursula squealed at the guard. Ed, on the other hand, thought otherwise at he sat and drooled over the slab of meat that had landed in front of him.

"You're as loud as a lion," the guard scoffed at Ursula. Ursula frowned.

"Is it too much to ask for a little pizza pie? I don't care if it's deep-dish pizza or thin crust pizza. All I want is a cheesy slice with a delicious crust," Ursula asked the guard, her mouth began to water as she described the heavenly food, picturing its taste in her head.

"You want some crust?" the guard cocked an eyebrow at the prisoner as he began to dig in the bucket of food he was carrying.

"Yeah?" Ursula perked up. She truly thought that the guard was going to give her and the boys some actual food.

"Here you go," the soldier through in a loaf of bread, but it was hard as a rock, and it left a red mark on Ursula's forehead as it hit her.

"How can you throw hard bread at my beautiful face?" Ursula pouted. "And can you do something about the smell in here?"

"I think that smell is coming from you, Ursula. No offense," Ed said to her. Ursula turned towards Ed with a scowl on her face. They weren't even there as gladiators, but Ursula was prepared to fight Ed to the death just for that comment. She grabbed to shortest member of the group by the collar of his shirt and shook him like a ragdoll.

"You're the one who stinks!" Ursula hissed at Ed.

A large roar interrupted the skirmish between the two members of the Alpha Gang. Ursula let go of Ed as she turned to look at where the roar came from. Terry was pacing around in his cage and bashing into the walls. He hadn't eaten in so long and the smell of food being so close was making him crazy. Yet, the guard turned around and was about to walk out when Ursula's voice stopped him.

"Hey, you forgot to feed Terry. He needs at least two hundred pieces of meat!" Ursula complained to the soldier. He stopped to look at Ursula, then at the Tyrannosaurus, then back at Ursula.

"I have orders to feed all of the animals except him," the soldier simply told her.

"Huh?' Ursula questioned. She looked back to Terry. The Tyrannosaurus continued to pace around in his cage. "But if Terry isn't fed, then he gets really mad, and then he gets out of control."

Ursula thought for a moment. She then spotted the Alpha Scanners that were sitting on a couple of boxes across the room and got an idea.

"But don't worry! If you give us those things over there, we can calm him right down, because we are master lizard tamers!" Ursula beamed up at the soldier. "I know what you're thinking. She's too pretty to be a lizard trainer, but rest assured, I'm the best in the business!"

"No, that's not what I'm thinking," the soldier scoffed at Ursula. "I'm thinking that you're a prisoner and you're not to be trusted, and I don't want to be around this smell anymore."

The soldier turned and promptly started to walk out of the room. Ursula just growled at him as he left. Zander and Ed looked at each other with heavy sighs.

"Maybe he would've listened to us if we had told his that the Alpha Scanners were air fresheners," Ed pouted as he sat back in the crate.

"Guys, I think this is my fault. I think I stepped on something when they were bringing us to the cell," Zander admitted to his fellow teammates.

A new set of footsteps could be heard drawing nearer to them. The soldier that was feeding the beasts stopped walking out. He stepped to the side and saluted the new person as he walked past. He was wearing an extravagant robe with a sash, leading the Alpha Gang to believe that this guy was special somehow.

"Maybe this guy will let us go," Ed said with some wishful thinking. The figure kept walking, and walked straight on past the Alpha Gang, making the three of them frown with disappointment. The new person walked straight up towards the large cage where Terry was being held. Several more soldiers walked with and accompanied him. As soon as the lead figure stopped, the other soldiers stopped too. All of them in straight lines and at attention.

"So, this is the great beast you captured?" the important figure asked the presumed head of the soldiers. He watched as Terry roamed, stomping his feet in protest in the cage. He roared at the person that has stopped just in front of him.

"Yes, we hope that you are pleased," the head of the group of soldiers replied. Terry headbutted the front of his cell, but the bars were still yet to budge from their place. The special figure smirked at the giant lizard.

"Extremely pleased," he told the head of the soldiers.

The Alpha Gang looked between each other with confusion. Who was this guy? Who did he think he was to just come in here and strut right up to Terry like that? They wanted answers, so Ursula got the guard closest to her's attention.

"Say guard? Excuse me? Who's that in the tent dress?" Ursula asked. The soldier froze in alarm and turned around to the crate with the prisoners that sat inside of it.

"What? Shh!" He whispered in shock at them. "That's our great leader and dictator, Sulla!"

"He's very stylish," Ursula commented as she turned back to look at the man that was now identified as Dictator Sulla. "Ooh! I like his sash too!"

"There are people in Rome who are questioning my power," Sulla growled as he told the soldiers behind him without actually turning around to face them. He was too busy watching the monstrous lizard go feral in its cage. The whole group of soldiers gasped in unison at this information. Then, that's when Sulla turned around to look at his men. "Spartacus's slave rebellion has emboldened them, but after my army defeats this beast, the rebels will be so afraid that they'll give up."

Multiple of the soldiers glanced between each other nervously. They were all worried about having to defeat this creature that was before them.

"With all due respect, sir, it's a good plan, a brilliant plan even, but that beast is very powerful," the head of this group of soldiers stated to the dictator.

"This beast is starving and weak," Sulla spat at them. "And I will put over a hundred soldiers around it at once!"

The soldiers all gasped at this new idea. They all then smiled and began to applaud their dictator's glorious plan to bring down the mighty creature.

"Destroying this monster will prove my power," Sulla smirked as he told the guards in front of him. "If I can enslave and defeat such a powerful foe, people will so fear me, that they'll abandon that troublemaker, Spartacus."

"Hey, you!" a voice from one of the nearby crates called out, distracting Sulla. The dictator looked towards the crate to see a particular green haired lady pulling on the bars. "If you dare to harm my Terry, you'll have to answer to us, and we are fearless! You got that?"

However, this very much angered the great dictator of Ancient Rome. Sulla walked straight up to the crate that the Alpha Gang was being held in and scowled at them. The Alpha Gang whimpered and shrunk back into the crate. Sulla smirked at them before he continued to waltz on by towards the exit of the hallway.

"You're nothing but cowards," Sulla hissed back to them as he began to leave. Terry roared after the leader, almost as if the dinosaur wanted Sulla to come back so he could give the leader a piece of his mind.

"Hey, can I ask where you got the outfit?" Ursula asked desperately as Sulla and the guards filtered out of the room. Left with no answer, Ursula pouted as she slumped over in the cramped crate.


In the Backlander, Gabriel was screwing a panel back to some of the controls in the front room. Johnathan was keeping tabs on this dinosaur that had appeared in the middle of Rome.

"Hey, Johnathan," Gabriel said to the android as he wiped some sweat off of his brows. "I think I'm just about done with some of the repairs. We should be able to get back up and moving here soon. Where is the D-Team? We should let them know that the repairs are almost finished."

"I can call Mistress Ren and inform her of the progress," Johnathan told the dark-haired boy. Johnathan pressed a few buttons on the control panel to call Ren. However, right as Johnathan called Ren, she and Max appeared in the front control room behind them. The beeping of her Dino Bracer alerted Gabriel and the android of their presence.

"Ren! Max! What are you two doing here?" Gabriel asked.

"Yes, where are Zoe and Master Rex?" Johnathan inquired.

"We don't have too much time to explain," Ren told them.

"Chomp and Ebony were taken by those Space Pirates," Max growled as he informed them. Johnathan and Gabriel were shocked by this news.

"Like, they just took them? How?" Gabriel wanted to know more.

"Again, not too much time to explain," Ren replied. She looked to Johnathan. "Johnathan, tell me what you did with all of the reclaimed dinosaurs."


In the central control room, Dr. Z was hard at work as he was inventing armor for the dinosaurs using the Spectral Armor as a template for his research. That's when Helga came in and demanded for him to tidy up the room that he was in.

"What do you mean clean up this entire room?" Dr. Z asked, offended that Helga would ask him to do such a thing.

"You are doing nothing but sitting around all day and slacking off! So, I'm putting you to work right now as my main assistant!" Helga ordered the scientist.

"Hmph! I'm not slacking off; I'm working as hard as ever!" Dr. Z turned his back to the android maiden. "So, I decline the offer, but thank you."

"Oh, don't be so silly, Dr. Z! We'll begin your apprenticeship with dusting!" Helga held up a feather duster. "You see the dust, and you attack it like the enemy!"

Helga walked up to the table that Dr. Z was working at and proceeded to hit everything with the duster in her hand. Pieces of metal flew, objects got knocked about, and Dr. Z's coffee that was in a tin can split over some paperwork.

"Gah! No! Stop! You're not dusting, you're destroying my most important experiment ever!" Dr. Z pleaded with Helga. The android stopped swinging the feather duster around and picked up one of the objects that she had knocked onto the floor and examined it curiously.

"This toy is important?" Helga asked the scientist. Dr. Z promptly snatched the invention in progress from the oblivious android.

"It's not a toy, it's an important experiment!" Dr. Z scolded Helga. "When this invention is complete, I would have created the first weaponized dinosaur. Wait a minute, why don't I try it on you first Helga?" Dr. Z stopped to think about it for a moment. He envisioned his robot maid upgraded with weapons and crafted out of stronger and sturdier materials. Suddenly, Dr. Z realized why testing this product on Helga wouldn't be such a great idea. He gulped. The petit scientist began to quiver in his shoes.

"Something the matter, Dr. Z?" Helga questioned the inventor.

"Nothing! Your main assistant is ready to begin his duties! I'll begin by straightening up the workspace!" Dr. Z bowed to Helga before he rushed to gather his things and scurried out of the room to get as far away from Helga as he possible could. "Yup! Straightening up! Straightening up!"

As Dr. Z dashed out of the room, he left behind a very confused Helga sitting there. She still held the feather duster in her hand.


Rex, Zoe, and Sofia arrived in Rome. It didn't take long for them to find the marketplace. It was crowded with people who were hustling and bustling about. There's no doubt that the word of Spartacus' fight had spread like wildfire and that there were plenty of people that wanted to watch the outcome of the fight.

"So, this is Rome. There marketplace is really busy," Zoe commented as she looked around. Rex nodded in agreement.

"I couldn't imagine setting a dinosaur loose here," the boy sighed. "Let me know if you see Max or Ren anywhere."

Rex, Zoe, and Sofia looked around the marketplace as they listened in for clues about the dinosaur from civilians. Rex listened in on a conversation between a vendor and a customer.

"How'd you convince her to go?" the shop owner asked.

"It was easy! Seeing a giant monster lizard and Spartacus fight is a better birthday present than dinner," the costumer explained with a hearty chuckle. Rex immediately ran up to them.

"Hey, excuse me, is Spartacus fighting a giant lizard at the Colosseum?" Rex asked the two men. The shop owner looked down at Rex and smiled at the boy.

"No, no, son. The Roman army will be fighting the lizard. Spartacus will have his battle sometime later," the vendor replied. This made Rex, Zoe, and Sofia sigh in relief.

"That means your brother is still safe," Zoe told Sofia.

"Can you tell me if you know what the giant lizard looks like?" Rex further questioned.

"I sure do," the shop owner replied as he leaned in towards the boy. "This thing is so big that it's twice as tall as any tree. It's got a long tail and little arms. Then it's got this giant mouth with huge fangs, and it looks like it can it an entire horse in one bite!"

Rex blinked up at him, before he turned around to face Zoe. "It's a carnivore then. What if this dinosaur belongs to those Space Pirates?"

"Maybe it's Terry, or even Spiny, but then that would mean that the Space Pirates aren't here," Zoe told her teammate. "Then that means our parents aren't here either, or neither are Chomp and Ebony or Max and Ren!"

"Well, there's only one way to find out," Sofia said as she had her eyes set on something that was in front of them. Zoe and Rex followed the girl's gaze to set their sights on the Roman Colosseum.

"The Colosseum, great idea!" Zoe told Sofia. Some horns sounded to announce that the battles were going to begin shortly. Suddenly, the sidewalk became even more crowded as people pushed each other around trying to get inside.

"So how do we get inside?" Rex asked as her observed the swarm of people that surrounded the trio. Sofia walked up to one of the guards that was posted by the gates of the Colosseum and began to beg with him to let her in.

"Please, sir, I beg you to let me inside. I have to see Spartacus!" She told him. The guard raised an eyebrow at this girl.

"If you have to see him so bad, then buy a ticket, just like everybody else. Or be a guard and get it free" The guard shrugged to Sofia.

"But, sir, I'm his sister, and I absolutely have to see him!" Sofia wailed.

"You and ten others today," the guard rolled his eyes at the girl.

"Come on, Sofia, we'll find another way in," Rex told her. The trio began walking away from the entrance when Ace come along and snapped at the guard's ankles. He jumped and yelped in fear as he backed away from the chibi Carnotaurus.

"This is our chance," Zoe whispered as she pointed to the opening and the guard dancing around a chomping carnivore at his feet.

"Good work Ace," Rex congratulated. He, Zoe, and Sofia snuck past the guard. However, the other guards noitced their antics.

'Hey! Stop!" More guards called after the group that made their way into the Colosseum. They were about to chase after them when Paris jumped up at them, giving the trio more time and cover to get inside. After they were in, Ace and Paris were quick to follow up behind them. The guard growled at the small dinosaur as it ran away.

"Stupid dogs," One of the guards grumbled.

Getting inside, the trio heard the roar of cheering from the fans sitting in the stands as they celebrated the battles that were about to commence. The trio found their way out into the stands and looked out into the ring. Nothing was out there yet. Perhaps they just got done announcing that the battles were going to begin soon.


From inside the room with all of the beasts and creatures, the Alpha Gang looked between each other worriedly. The uproar from the fans showing their excitement made it eminent to the captured trio that the battles were going to begin soon. They knew that the first one that was going to be in the ring was their Tyrannosaurus.

"The battle is about to start, and I can't save Terry," Ursula pouted to the boys that she was stuck with. Then, the Alpha Gang could hear chuckling coming from nearby. It sounded very familiar.

"Who's that?" Ed asked.

"It's that guy in the stylist outfit," Ursula answered.

"Duck, maybe he won't see us," Zander told his two teammates.

"Duck? Where?" Ed asked with high expectations for seeing the feathered animal. Ursula just bopped him over the head for such an idiotic comment. However, Sulla never walked past the Alpha Gang, he was patrolling down the line of imprisoned slaves that were there to fight as gladiators. He stopped in front of one particular contestant.

"Spartacus," the dictator greeted in a scowling tone. He followed it up with the hefty chuckle filled with crazed power. "I have come to personally tell you that I have handpicked your opponents for your first fight as a gladiator for tonight's battle. Three lions should do the trick, don't you think? Or would you prefer four?"

Spartacus narrowed his gleaming blue as at the evil and manipulative dictator. There was no possible way that he would survive against the lions.

"You won't even give me the dignity of a fair fight?" Spartacus hissed at Sulla.

"Fair?" Sulla snickered at the idea of such a thing. "You lead a slave rebellion against me! You challenged my rule! Tonight, you will pay for that, Spartacus. Tonight, you will get what you deserve."


Rex, Zoe, and Sofia watched as Sulla emerged onto his special viewing platform. The fans cheered even louder for the Roman dictator. Rex pointed to important figure who was waving towards the citizens that had come out to support him and to watch Spartacus fall.

"That must be the dictator, Sulla," Rex observed.

"How can they all cheer for such a cruel man?" Sofia asked. She glanced around the stands. She didn't think that there was one person besides them who weren't cheered for this fiendish ruler. Zoe huffed and crossed her arms.

"He doesn't look so tough. I bet one bite from Paris, and he'll be crying like a baby," Zoe boldly stated.

"He may not look very tough, but he's got a whole army here," Rex told Zoe. "We need a plan."

"But how? We don't even know where Spartacus is," Zoe questioned.

"Just keep an eye out. We'll find something," Rex said.


Soldiers and guards were in the aisle with the creatures. They were attempting to drag Terry out towards the arena with a big metal collar around his neck and two chains that the soldiers pulled on to get Terry to walk forwards towards his doom. The Alpha Gang was helpless to do anything that would help Terry, as they remained locked up in the crate. The Tyrannosaurus Rex roared fearsomely at the men that were pulling him down that corridor.

"Fight back, Terry! Even though you're weak, don't let them push you around!" Ursula tried to encourage the large reptile.

"Squash a Roman, Terry!" Zander called out in addition to Ursula's encouragement.

Down the hall in a cell holding multiple prisoners, many of the slaves watched in awe as the giant creature was being dragged out to fight against the Roman army.

"I've got a plan," Spartacus told his cellmates. He picked up a rock that was lying about in the cell and launched it towards the monstrous lizard. The rock hit Terry on the top of his leg, right by his tail. The Tyrannosaurus roared angrily at the sudden contact and pulled backwards. Many of the men pulling on the chains fell forwards as the Tyrannosaurs Rex backed away from them.


Even in the stands of the Colosseum, the uproar that the Tyrannosaurus Rex was giving the soldiers could be heard over the cheering of the fans. Rex and Zoe froze, and they looked at each other.

"Isn't that-" Zoe began to ask Rex.

"Terry? It sure is," Rex replied with a nod.

"It's coming from the other side of this wall," Zoe said and she pointed at the gated wall of the Colosseum that was right next to them. Zoe turned around to face Sofia. "How can we get in?"


With all of the men that were pulling it fallen over, Terry roared at them again. He thrashed about. He turned to swing his massive tail at some of the soldiers that were trying to drag him out into the arena. He missed but hit the bars to one of the cells holding slaves instead. These cells were flimsier than the cages that the beasts and creatures were held in. Terry knocked the bars of this cell right out of their place. The gladiators ducked for cover from the flying debris of metal.

"It's really mad!" one of the soldiers exclaimed as he got back onto his feet and turned around to look at the Tyrannosaurus. The dinosaur roared in all sorts of directions as the guards began to pick up the chains again in an attempt to get the monster back under control.

"You would be too if you were chained up like that," another guard commented.

"We have to control it somehow," a third whimpered with fear. The guards all looked at each other. One eventually approached the crate where they stuck Ursula, Zander, and Ed. The Alpha Gang cowered at the soldier who had come up to them.

"Listen up, right now, we need all the help we can get. You're coming with me in case the great lizard gets so out of hand that we have to use those," the soldier told the Alpha Gang. He pointed over at the strange contraptions that the Roman army had taken from the Alpha Gang and set aside. The Alpha Gang perked up at the chance to get their Alpha Scanners back, turn Terry into a card, and get out of there.

"Just give those to us, and we'll get him right under control!" Ursula beamed up at the soldier. The guard leered at them.

"You're not going to be touching them. Now line up and stop talking," he ordered.


Rex, Zoe, and Sofia gasped in alarm as the gate in the wall began to raise. From a door on another side, walked out the Alpha Gang in chains being escorted by a handful of guards.

"Look it's the Alpha Gang!" Zoe said as she pointed down at then. Rex then spotted that one of the guards was holding a tray with their Alpha Scanners sitting on top of his.

"That guard is carrying their Alpha Scanners," Rex noted. "So, we don't only have to rescue those guys, but their Alpha Scanners too if they're going to be able to turn Terry back into a card."

Speaking about Terry, a mighty roar sounded from the opening in the while. Soldier and guards continued to force the giant dinosaur out into the open. Rex, Zoe, and Sofia jumped back with alarm. They all frowned as they watched the carnivore be dragged out here against his will. This wasn't right.

Terry thrashed about as he tried to break free, but he was now out in the arena. The soldiers dropped the chains that were dragging him and ran to join the forces that would be taking him down. While Zoe and Rex were distracted by the appearance of the Tyrannosaurus, Sofia ran off to try and find her brother and be reunited with him.


Thanks to the giant lizard that had knocked the bars off of their cell free, Spartacus was able to lead the slaves out of their cell and through the hallway. With all of the guards distracted having to fight the great monster lizard, this was the prime opportunity for an escape.

Spartacus creaked out a door that led to outside of the Colosseum. He looked left, then right, and then left again. There were seemingly no guards in sight. He turned around to the men behind him.

"This coast is clear," the previous prince whispered to the enslaved gladiators. They began to filter out of the doorway while Spartacus held it open for them so they could escape. As they ran by, many of the gladiators whispered their thanks to the leader of the slaves for saving their lives.

"Thank you, Spartacus."

"We owe you one, Spartacus."

"My life is indebted to you, Spartacus."

Spartacus made his own escape out of the door. He ran up to a corner to peer around it. Just then, Sofia also rounded the corner and ran straight into her brother. Needless to say, both of them were surprised to see the other.

"You're alright!" Sofia cheered upon laying eyes upon her older brother. She ran into to give her sibling a tight hug. She was so glad and so relieved to see her brother alive and breathing in front of her, and more importantly not behind bars or in the arena.

"Yes, Sofia. For now," Spartacus replied. He looked around his surrounds. He had to stay alter in case there were guards who were patrolling nearby.

"No! Now you'll be safe forever!" Sofia told her brother. She pulled her bag to around in front of her and began to rummage through it. "I have brought you the Yellow Cosmos Stone!"

Spartacus looked surprised to know that his sister came all this way with the Yellow Cosmos Stone. When Sofia pulled a cloth-wrapped sphere from her bag and unfolded it, Spartacus could hardly believe his eyes. Sofia had placed the cloth and the Yellow Cosmos Stone on top of her bag and handed it out towards her brother. The glowing orb of the Yellow Cosmos Stone was sitting in his sister's hands right in front of him.

"Thank you, Sofia. This stone brings us new hope!" Spartacus bowed his head in thanks to his younger sister. He then gently took Sofia's bag with the Cosmos Stone sitting on top of it into his own hands. "I can use this stone to defeat Sulla and finally free out people!"

"Oh, but Spartacus, you must be careful," Sofia warned her elder brother. Spartacus shook his head at her.

"No, Sofia. Now is the time to be bold. I was supposed to battle lions tonight. Winning would have been impossible and my defeat would have meant the end of hope for our people," Spartacus told his younger sister. He looked from the stone to Sofia's eyes. "But with the stone, we now hold a real chance to win back our freedom!"

Sofia's eyes were about to water at her brother's beautiful speech and declaration for freedom. How did her brother come to be so brave?

"I am with you," Sofia told her brother through watery eyes. The pair of siblings smiled at each other. This could be the turning point to a new age for them and their people. The silence that followed as they smiled at each other was beautifully stunning.

"There they are! Get them!" a voice sliced harshly through the silence, ruining the heartwarming moment. The sibling duo froze and turned towards the sound of the voice. Guards were rapidly approaching them and the other runaway slaves that had decided to stick around Spartacus.

"Let's go," Spartacus said sternly as he grabbed Sofia's hand and began to make a run for it. The other escapees hurriedly followed behind them.


The battle between Terry and the soldiers was just about to get underway. Rex and Zoe just stood there not being able to believe what they were about to witness. An announcer yelled over the crowd.

"And now, citizens of Rome, the best soldiers in the empire will now face off against the biggest lizard in all the lands!" the announcer said. Sulla gave the signal for the soldiers to start attacking the Tyrannosaurus.

"Terry's weak, he can't defend himself," Rex told Zoe.

"At this rate, Terry doesn't stand a chance," Zoe replied. Rex looked down at Ace, then got an idea.

"Ace, we've got to save Terry," the boy told the Carnotaurus with determination. He held his Dino Bracer towards his face and began to press buttons to turn Ace into a hand. Rex held his arm outwards and slashed the dinosaur card into the slot on his Dino Bracer. "Dino slash! Carnotaurus, blow them away!"

The Carnotaurus landed in the arena with the soldiers and the Tyrannosaurus. Ace stood between several of the soldiers and Terry. The wind dinosaur roared at some of the soldiers. Some of them backed up out of fear for this new and not worn-out dinosaur.

"Quick, Ace! Turn Terry back into a card! It's the only way that we can save him!" Rex called out to his Carnotaurus on the battlefield. The smaller dinosaur turned around and headbutted the Tyrannosaurus.

"Rex, while you're doing that, I'm going to go and try to save the old lady," Zoe told her teammate. Down below, Ursula shook with anger. She didn't hear it, but she could sense that someone, somewhere had just called her an old lady.

"You're going to have to get they're Alpha Scanners too," Rex told the girl. Zoe nodded back to Rex.

"Don't worry, I have an idea!" Zoe gave the blonde a smile as she began to head off. "I'll be back after I rescue the old lady."


Ursula growled in anger. This is twice now that someone had called her an old lady. She wanted to know who did it and where they live so she could personally make them pay for calling her old. She stomped about and shrieked for all to her to stop calling her and old lady.

One of the guards that was helping to hold the Alpha Gang hostage pointed her spear directly at Ursula. He wore a stern scowl on his face.

"Settle down. Cut out the funny business," he scoffed at Ursula.

"Calling someone old is not funny business!" Ursula wailed to the guard.

"Hey guard!" a girl's voice shot at him. "Don't you know it isn't nice to threaten such an old lady?"

Ursula's head immediately snapped to the direction that the girl's voice had come from. Of course, it was the pink-haired brat from the D-Team that was always calling her blasphemous names.

"I am not an old lady!" Ursula hissed back at Zoe. "And I will prove it to you! Can an old lady do this?"

Ursula proceeded to bring up her leg and spin kick everyone that was even remotely around her. This included Ed, Zander, and the guards. All of the men were knocked to the ground by Ursula's spinning kicks. Zoe, however, did not get kicked because she was up on a platform that was above where the guards were keeping the Alpha Gang while the battle with Terry, Ace, and the soldiers roared on in the background.

"When I said I wanted to be your sidekick, I didn't mean literally," Zander groaned from the ground.

"Why'd you have to wear high heels today, Ursula?" Ed complained, also from the ground

"My grandma kickboxes like you," Zoe smirked from up on the platform looking down on Ursula. Ursula froze for a moment as Zoe's words echoed in her mind. Grandma. Grandma. Grandma. Ursula looked so disheveled just from this one comment that it looked like all of the life had just drained right out of her body. The green-haired lady just collapsed onto the ground and joined her fellow members of the Alpha Gang and the guards on the ground. Zoe just blinked at her from above.

"What did I say?" Zoe asked, but given no one could really answer her, she just asked herself.


In the arena of the Roman Colosseum, Ace lunged in at Terry to clamp his jaws around Terry's leg. However, because of the Tyrannosaurus' superior size and brute strength, the fire dinosaur simply kicked the Carnotaurus right off of him, despite not having his full strength. Ace went flying through the air and landed with a thud against the ground. The Tyrannosaurus roared as Ace got back to his feet. The two charged at each other, but Ace being the smaller and quicker dinosaur, swerved at the last moment to dodge around Terry. Ace then turned to headbutt Terry's back. The Carnotaurus repeated headbutted Terry from the back and the side until the larger dinosaur eventually fell over onto the ground but was not defeated.

"Ace," Rex whispered as he winced at the battle. Things weren't going exactly how the blonde planned. Neither dinosaur seemed to be strong enough to take down the other. "If they make each other too weak, Sulla will just capture them both. What to do?"

Rex thought as the stalemate of the battle just pushed on. Terry rose slowly to his feet. The Tyrannosaurus roared again as Ace. The Carnotaurus ran in towards the Tyrannosaurus again to headbutt Terry with the horns on his head, but Terry turned and swung his tail at the smaller theropod. Ace's feet lifted off of the ground and the Carnotaurus zoomed into one of the walls of the Colosseum.

"I've got to finish this before it's too late," Rex said. He opened his Dino Gadget that was around his waistband. All of his move cards circled around him in a glowing silvery-blue light. Rex picked out one of the cards and swiped it into the Dino Bracer. "Cyclone!"

A gush of air surrounded Ace and formed a pillar around him. The Carnotaurus was engulfed in the tornado that he had created. Ace used the momentum from this new gust of wind to propel him towards Terry and run into him.


While Ace and Terry were having their battle, Spartacus had his own hands full trying to evade the guards that were retrying to recapture him. One guard dove at Spartacus, but the former prince dodged swiftly out of the way of the incoming soldier.

As the guard missed Spartacus, the latter turned and punched the guard on the back of the head. Spartacus turned to his sister, Sofia.

"Run, now," Spartacus ordered her as more guards were charging on at Spartacus. Sofia whimpered from the sidelines, worried what may happen if the Roman army were able to regain their captivity on her brother.

"No, I can't! I can't leave you again, Spartacus!" Sofia pleaded with her brother to let her stay by his side. Before Spartacus could counter her proclamation with other order to leave, a guard jumped at and grabbed at Sofia. Spartacus charged into action and punched the soldier off of Sofia.

"Stay away from my sister!" Spartacus growled at the member of the Roman army. The man fell to the ground from the brute force of Spartacus' punch.

"We're surrounded!" Sofia cried to her brother. Spartacus turned around to come to the realization that Sofia was right. There were soldiers everywhere. The fellow escapees were doing their best to put of a fight against these guards, but the army was just too strong. These weren't even the best soldiers. Those were the ones that were assigned to fight the monstrous beast lizard in the Colosseum. There was a whole line of soldiers just waiting to take on Spartacus himself and put him back in his place in a cell in the underworking tunnel network of the Colosseum. The dictator, Sulla, was wanting to see Spartacus fight that night, and as far as the guards were concerned, Spartacus fighting is what he was going to see. The former prince stood in front of his sister defensively.

"I'll protect you, Sofia," Spartacus ensured his younger sister. He glared at the hoard of soldiers that charged in at him.


"Rex!" Zoe called for her teammate as she ran up to rejoin him in the stands. The boy looked away from his Carnotaurus, who was still going at it with Terry in the arena. "I saved the old lady and them and their Alpha Scanners!"

"I am not an old lady!" Ursula scowled from behind Zoe. She began to charge at the young girl, ready to attack, but Ed and Zander held her back by her arms.

"You didn't happen to see where the pizza vendor went, have you?" Zander asked Rex, who just blinked at him in response.

"Yeah, just we're very hungry," Ed whined. Rex looked between the two guys for a moment. Then, his face turned into a scowl.

"Why are we talking about pizza? Both Ace and Terry are in danger if we don't return them to cards as soon as possible!" Rex told the Alpha Gang. Ursula just frowned as she pulled out her Alpha Scanner and pressed a button. Terry began to glow bright red before he shrunk down and zoomed into Ursula's hand as a card. Rex poked a button on his Dino Bracer and Ace also returned to a card. Rex swiped the card on the Dino Bracer and Ace appeared beside him in chibi form.

After the battling dinosaurs had mysteriously vanished from the scene, there was a massive uproar from the disappointed fans that had come to see the giant lizard. Sulla looked around as if he were going to find the creatures, but alas, he found nothing.

"What happened? What kind of magic was that?" Sulla growled as he continued to glance around the Colosseum. One of the dictator's guards then approached him.

"Sulla, we've cornered Spartacus outside. Should we finish him off?" The guard asked the great leader. Sulla turned around to the guard with a smug grin on his face.

"I'll do it," Sulla told his guard. The two of them turned and left the ruler's viewing platform to go have a little encounter with the master escape artist.


Outside, Spartacus had taken down many of the guards that had ambushed them. However, there was still quite a large sum of them left. Several soldiers were able to surround and capture Sofia while Spartacus was fighting some of the other soldiers. Sofia squirmed in their grasp.

"Spartacus! Run, now!" Sofia called out to her brother. Spartacus turned towards Sofia and was horrified to see that the Roman army were able to capture his sister.

"Sofia!" Spartacus returned the call of his sister. Just then, a figure pushed through the guards with a sword in his hands. He raised it up next to Sofia's neck. It was the Roman dictator, Sulla.

"I am a fair man, Spartacus, so I'll give you a choice," Sulla hissed at the escaped prisoner. "Either give up or enjoy watching your sister take your place in the Colosseum!"

Spartacus' eyes narrowed at Sulla. He wouldn't dare to throw his sister in the Colosseum, not if he had anything to say about it.

"Tell me, how do you think she would do fighting against the lions?" Sulla chuckled at this statement. Sulla was well aware that he had won by this point. He fully knew already what Spartacus' answer was going to be. Spartacus dropped his guard and bowed his head silently. Guards immediately rushed in to recapture the gladiator.

"I'm so sorry," Sofia whimpered to her brother.

Nearby, Rex, Zoe, and the Alpha Gang were watching this go down from around the corner. The Roman army knew that they were now the ones with the giant lizards that had disappeared. They were on their way to sneak out of the Colosseum when they had run into the scene that was before their eyes.

"No," Rex whispered. Spartacus has been taken back into custody.

"We have to help them somehow," Zoe told the group.

"Not us," Ursula stuck up her nose at the idea. "We're not going back to stinking prison."

"Let's go find a Roman bath instead," Zander suggested to the rest of the Alpha Gang.

"Yeah, or some food," Ed requested. With that, the Alpha gang darted off, leaving Rex and Zoe to deal with the mess that was going to be rescuing Spartacus again.

"Spartacus!" Sofia cried out for her brother. The soldiers had let her go, but Sofia couldn't try saving her brother. It was no use. Sulla approached the gladiator confidently and smugly.

"There's no escape for you this time, Spartacus," Sulla snickered at the rebellious ex-prince that has caused him so much trouble.

"Oh, my brother," Sofia whispered softly.

"Psst! Sofia!" Zoe whispered, rather loudly, at the girl. Zoe slid up to her and held out her hand. "Come with us, we'll come back for Spartacus."

"Yeah, but in order to do that, we need to get out of here as soon as we can," Rex added. Sofia looked between the two members of the D-Team to her brother. She contemplated this for a small moment. She then looked back to Rex and Zoe with a nod before she followed the two kids out of the area.

"Hey! What do you think you're doing?" one of the guards pointed out Sofia and the two kids.

"Getting out of here!" Zoe replied. She then grabbed Sofia's hand, and the trio began to make their escape away from the Colosseum.

"Get back here!" The guard scowled. He looked back as his leader, who gave him, and several other soldiers the order to follow them. "Running from Sulla will only make your punishment worse!"

Rex, Zoe, and Sofia ran towards the streets of Rome, hoping to make their escape through the winding labyrinth of alleys and buildings. Several members of the Roman army were quick on their tails. However, the Roman army wasn't the only ones that had their eyes on the fleeing trio.

Up in the air, the was a spacecraft. Inside, were two of the pirates: Sheer and Goma. Sheer hand her hands on the steering mechanics while Goma stood behind her with his hands on the back of the driver's seat. The two looked at each other with smirks.

"Target sighted," Sheer stated.

"Let's get that Cosmos Stone," Goma added. The two pirates snickered a bit before they pushed forward to follow the trio.

Zoe, Rex, and Sofia ran down an empty street. They had lost the Roman army for the most part, but they could still hear them shouting for the trio somewhere behind them. Suddenly, Zoe tripped over a rock on the road and fell forward onto the ground beneath her.

"Zoe! Are you okay?" Rex asked as he stopped to help the girl back onto her feet. The D-Team's escape was paused momentarily. The roar of soldiers chasing after them could be heard in the not so far distance.

"They went that way!" They heard one yell.

"No, they went that way!" Another chimed in.

"Split up! We'll find them!" A third soldier ordered. Rex frantically looked around. There was an entrance to an alleyway nearby.

"Through there!" Rex pointed at the alley. Sofia ran towards the alley. Rex helped Zoe there. However, once the trio took several turns through the alley, they wound up in nothing but a dead end. This could not have gone any worse.

"What do we do now?" Zoe asked Rex and Sofia. The shouts of soldiers just kept getting louder as the army continued to get closer and closer.

"Hurry! They went down that alley!" A soldier declared. The army was getting so close now that Sofia, Zoe, and Rex could hear the clanging of the soldier's armor as they marched forwards.

"I don't know," Sofia said softly as she cowered into a side wall of the alley.

"No matter what we do, we're fighting those soldiers," Rex told the two girls. "Get ready, because here they come."