The kids enjoy a day of dirt bike racing and Ferbus enjoys a few treats. Then, Ferbus is left behind and Dex goes looking for him. But, Count Dregon has a surprise for our hero. Can he defeat Dregon's evil forces? Also, Chopper gets over his jealousy of Dex riding another motorcycle real fast when Dregon creates a tractor beam strong enough to transport Dex to the Spiderbase and into his evil clutches. It's up to Magno and Chopper to rescue Dex before Dregon discovers a way to steal his powers.