G.I. Joe [Star Brigade [Duke; Sci-Fi; Roadblock; Payload; Space Shot]; Hawk; Stalker]; Oktober Guard [Red Star (Col. Krimov- leader; first appearance); Dragonsky; Daina; Sgt. Misha; Lt. Gorky]; Billy; Baroness; Gen. Leiderkranz; Cobra [Cobra Commander; Dr. Mindbender; Viper troopers; Ninja Force [Slice; Dice; Red Ninjas]; Zartan (brainwashed); Destro (brainwashed); Darklon (death ?)]; Former Soviet mad scientist's robots
As the Commander eyes Wolkekuckuckland for conquest, Destro and Zartan are now under his control, thanks to Mindbender, in Trans-Carpathia, as the Commander retakes his Silent Castle once more. Destro attempts to eliminate Darklon in Darklonia further establishing the Commander's hold in Eastern Europe. Billy and the Baroness fight back back in the Castle, but are severely outnumbered and captured by Zartan and Destro. Star Brigade meets up in space with the Oktober guard to fight a former Soviet mad scientist's robots programmed to send an asteroid towards Earth as a weapon.