The Pack receive genetic and technological upgrades to their bodies from Coyote and prove to be more than a match for Goliath, Elisa, Bronx and Hudson, who are captured. Meanwhile, vying for the position as second-in-command, Brooklyn, Lexington and Broadway must come up with a plan to free their friends and defeat the Pack.
Coyote offers the Pack dramatic alterations to their bodies since they have become a pathetic group of fugitives. Jackal and Hyena become cyborgs, while Wolf is mutated into the image of his animal namesake. Through Coyote's instruction, the Pack lures Goliath, Hudson, Elisa and Bronx into a trap and holds them hostage. Thanks to a tip from Fox through a television commercial, Brooklyn leads the trio to the Pack's hideout and the gargoyles use teamwork to defeat them.
Dingo has become disheartened with his membership to the Pack. He's not happy that they have sunk to a bank robbery. When offered an upgrade, he opts to dress in battle armor rather than mutilating his body like his teammates. Though he does aid the others in trying to kill the clan, he leaves the team afterward. The gargoyles spot the Pack robbing a bank and go to intercept them. Goliath is injured in the struggle. Hudson urges Goliath to choose a Second in Command from the trio, but Goliath keeps his decision to himself for a month, fearing that the trio would end their friendship over it. After the three young gargoyles rescue him and the others, however, Goliath realizes that they will always remain a team, and so appoints Brooklyn as his Second in Command.
The trio are at odds with one another during the ensuing month before Goliath makes his choice. They begin engaging in nightly arguments and competitions. However, after Brooklyn proves himself by showing leadership qualities and his talent for tactics coming up with a plan to saves his clan mates, both Broadway and Lexington agree that Goliath made the correct choice.
In contrast to the gargoyles, the Pack chooses between Wolf and Coyote as their new leader, and Coyote wins by democratic vote. Xanatos and Fox are playing a game of chess throughout the episode, revealing a much more dangerous game is going on. Xanatos had Coyote lead the Pack in going after the gargoyles, while Fox produced a commercial tipping the trio off to the location of the Pack's hideout. The whole setup is put together so that Xanatos and Fox could choose sides and entertain themselves by controlling people's lives.
- Keith David as Goliath
- Salli Richardson as Elisa Maza
- Edward Asner as Hudson
- Frank Welker as Bronx
- Jeff Bennett as Brooklyn, Police Officer
- Thom Adcox-Hernandez as Lexington
- Bill Fagerbakke as Broadway
- Jonathan Frakes as David Xanatos, Coyote
- Laura San Giacomo as Fox (Uncredited )
- Matt Frewer as Jackal
- Cree Summer as Hyena
- Clancy Brown as Wolf
- Jim Cummings as Dingo
Toon Disney/Disney XD Edits
- They cut the scene where Jackal's disembodied arm hangs limply from the wall after Brooklyn beans him with the wooden board. It cuts from Brooklyn swinging the board at the camera to him climbing out of the trench.
- Also, the cut the scene where Coyote's body gets hit by the train. It goes from Goliath and Broadway pusing him onto the tracks, to the side view ofthe train zooming past.
- What makes these edits interesting is that Jackal's arm was seen getting pulled off and reattached throughout the episode, and the scene where Goliath crushes Coyote's head is left apparently uncut which was surprising.