The Doctor, Sarah and Joe set off to Frank’s house, not knowing that the pub owner has contacted Mr Sillett about where the Doctors going. Once arriving at the house, Mrs Lampard explains he just sits in his chair, never standing up. Frank’s accident had left him with scares on his arm, Mrs Lampard was told he doesn’t need to see a Doctor by the factory. But after an examination by the Doctor himself, he knows it’s far more serious. He and Sarah set off in Bessie, only to be chased by Mr Sillett’s henchmen. They manage to lose them on foot and head back to the factory knowing it’s the last place anyone would expect them to go.

Once braking in, the Doctor and Sarah put on protective suits disguising themselves as workers. They enter the Sarricoid room, when suddenly the plants come alive. Without warning the Sarricoids start to bombard the Doctor and Sarah with seeds. The Doctor manages to pull Sarah out of the room and decontaminates them both. The Doctor is surprised to see the Seeds dissolving when it is hit by cold water, meaning the seeds are acid based. The Doctor and Sarah head out into the corridors only to be confronted by Mr Sillett with a revolver.

He says he’s taking them to his master Professor Sarric, The Doctor tries to explain that Professor Sarric has far more evil intentions than he knows about. But Mr Sillett does not believe him, so in one quick move The Doctor knocks him out. They need to escape the factory to get help. So the Doctor uses a forklift truck to knock down the electric fence. Knowing his guards are useless, Professor Sarric uses Lampard by mind control to seek out the Doctor. While walking through the woods, Sarah trips over a rock spraining her ankle. Suddenly they see Lampard heading their way. The Doctor tells Sarah to keep down while he leads Lampard away from her.

Soon he returns saying he gave Lampard the slip at a stream. Back at the factory, Mr Sillett has climbed up the building to see into Professor Sarric’s room. He is stunned to see plant tentacles weaved around Sarric’s face. Unknown to Sillett, Sarric has a special spy detector. Looking at his monitors, Sarric sees Sillett climbing down to the ground. Sillett escapes the factory in his car. The Doctor and Sarah enter the house of Mrs Lampard, who takes them to the vicar and explains the situation. The Doctor rings the Minister of Defence explaining they need help. Near by the Vicar’s house, Sillett sees Lamapard standing in the middle of the road. Sillett rams Lampard. Sillett is knocked unconscious and the Doctor, Sarah, Mrs Lamaprd and the Vicar have gone outside to see what’s going on.

The Doctor picks up Sillett, but they are all horrified to see Lampard getting back up. They all run into the church but Lampard brakes through the widow so they head up to the top of the tower. Amazingly Lampard begins to grow in size and will crush the tower. Suddenly helicopters come and begin to spray water on Lampard killing him. So with the help of the Fire brigade they destroy all the Sarricoid and destroy Professor Sarric.

On a space complex, a man called Shazar is the cause of the Tardis being manipulated. He himself is working for the Daleks, who want the Tardis brought to the station. Inside the Tardis the oxygen level is dropping and Sarah has passed out. In a bid to stop anyone from using the Tardis, he puts his hand into an electricity field located below the Tardis console, which destroys the Tardis circuts and then passes out too. Once The Tardis materialises, Shazar and the Dalek Leader enter. Upon seeing the Doctor, and the power circuits damaged, the Daleks immediately decide to exterminate him. However, Shazar explains that by using the girl they can get the Doctor to repair the circuits.

The Daleks fire the stations engines and continue moving on the hope the Time Lords will not be able to find them. On Gallifrey the Time Lords have detected that the Doctor's Tardis has disappeared from the Time Thread. Once the Doctor reawakens he is not surprised to see Shazar helping the Daleks. He explains to Sarah that Shazar is a Time Lord banished to earth where he was trapped in a glass bottle, but one day he was accidentally released. Shazar says that the Doctor must fix the Tardis of Sarah will die. So with no other choice the Doctor agrees.

While on their way to see the Dalek leader, Shazar shows the Doctor their station. The Doctor sees the Daleks making hundreds of Tardis'. They are almost ready except for the fact they need the time circuits in fitted and because the Doctor had destroyed his they cannot copy it. The Doctor sees the Dalek leader saying he can fix the Time Circuits but needs replacement for the Cirenuim Fuel Cell.

So the Doctor and Sarah head off to the Tardis while Shazar and two other Daleks set off to find the Cirenuim Fuel Cell. While on their journey, their ship gets caught in some form of hold. In a matter of seconds Shazar finds himself in front of the Time Lord Council. He tells them that the Doctor is working for the Daleks and he himself was on a quest to get some Cirenium.

Back on the Space station, the Doctor has rigged up the Tardis controls to emit a small energy impulse. When they activate it, it kills the two Daleks guarding them. They leave the Tardis in order to stop the construction of Tardis', however their escape does not go undetected and very quickly they are chased by the Daleks.

The Timelords have decided to send Shazar back to the station with the Cirenium in order to stop the Doctor. The Doctor and Sarah are now hiding on the station, the Doctor decides that they must find the Cooling system and destroy it. Once this happens the station will fall into the sun they're orbiting.

Shazar arrives back on the station and gives them Cirenium. Suddenly the Daleks spot the Doctor and Sarah and fire at them. Unfortunately for them, they have just shot the Cooling System that gave of a reflection of the Doctor and Sarah. Now, because of this, the station starts to head into the sun. The Daleks quickly head into the Tardis' they've made in order to escape now that they have the Cirenium fuel. Amazingly all of the Tardis explode destroying all the Daleks.

The Doctor, Sarah and Shazar try to escape but before long, the Tardis almost becomes engulfed into the sun, when suddenly, they find themselves in front of the Time Lord Council. Immediately Shazar says he has brought the Doctor to them to stand trial. However they are not fooled and explain they also knew that Cerenium would destroy the Dalek's fleet of Tardis'. As a punishment, Shazar is shrunk back into a glass bottom and he is left on a primitive planet where he can do no harm.