The Pterosaur guides the D-Team and Alpha Gang into Ancient Rome, where they meet a girl named Sophia, who holds the Yellow Cosmos Stone. Chomp seems attracted to the stone and keeps following Sophia. Meanwhile, Gavro goes to Sophia's hometown, a village called Tragea, and scares the Roman Army away with his Torvosaurus' Magma Blaster. He then attacks the D-Team and Sophia with Torvosaurus, using some Spectral Armor to turn it into Spectral Armor Torvosaurus and begins winning against Chomp and Ace. However, they win with Thunder Storm Bazooka and Zoe chases Gavro away with Paris and her Pteranodons. Dr. Z then takes a piece of the Spectral Armor to study before Helga takes them back to the Backlander. After saying goodbye to Sophia, the D-Team notice Chomp is missing and wonder if he fell down the cliff!
Spectral Space Pirates vs. D-Team
Gavro summons Torvosaurus, while Max summons Chomp. Chomp tackles Torvosaurus.
The Gavro puts Spectral Armor on Torvosaurus and uses Magma Blaster while Chomp uses Thunder Bazooka. However, he is pushed back, forcing Rex to summon Ace
Torvosaurus uses Magma Blaster, and pushes Ace and Chomp to the edge of the mountain. However, Ace and Chomp combine Cyclone and Thunder Bazooka to create Thunder Storm Bazooka. Torvosaurus is defeated.
-Zoe: Dr. Z, Ed, Zander and the old lady.
-Ursula: I AM NOT AN OLD LADY!