Razor's self-confidence is shattered when he believes he has injured two elderly civilians during the Swat Kats' pursuit of Dark Kat. Discouraged, he quits the team, leaving T-Bone to face Dark Kat's latest evil plot alone. This time around, the criminal mastermind plans to destroy Megakat City with his robotic spider craft, the Black Widow, which grows bigger whenever it absorbs power! Can T-Bone succeed on his own, or will Razor regain his confidence and return to the SwatKats?