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Naughty Bear watches from the roof of a house as Sunbeam star gazes. Sunbeam spots an alien ship and attempts to make contact with them. The narrator comments on how Sunbeam always tries to be friends with everyone, and then asks if he is Naughty's friend. Naughty Bear sadly shakes his head. The alien ship gets closer, causing Naughty Bear and Sunbeam to get worried.
Two alien bears suddenly beam up onto the island carrying ray guns, which the narrator comments on. They point the guns at Sunbeam, who surrenders immediately. Emperor Xoon then beams up, carrying a mind-control helmet, and walks towards Sunbeam and places it on his head. Now under the aliens control, Sunbeam stutters away with an alien following him, still pointing the gun at him. Xoon is shown floating in the air.
Stardust and a unibear are dancing when an alien zaps the unibear, causing Stardust to surrender. The aliens beam up around the island, and the earth bears are forced to surrender. They then place mind-control helmets on their heads. The narrator tells Naughty that he must stop the aliens before they enslave the island.
As Naughty fights the aliens and the enslaved bears, it is shown that the regular, colored bears aren't the only ones under mind-control. Ninja bears, R0B0-B34R5s, and even Zombears have been controlled by the helmets, among other factions. Naughty Bear will also steal the aliens ray guns if he wants to, and he can shrink other bears heads.
Xoon appears in the final zone, along with Sunbeam. Naughty must stop Sunbeam, but he will also likely come across Xoon. Luckily, Xoon is no smarter that the other bears, and will be as easy to defeat as the other aliens. Naughty Bear punishes Sunbeam and defeats Xoon and the alien bears, saving the island. However, he kills the Earth bears after they mock him, ungrateful for him saving the island.