Thirty-three years after the Inbit have invaded and taken over the Earth, Mars launches it's second attack to retake it.  Stig Bernard, a captain in the forces making it's move in Earth, asks Marlene to marry him just before the raid on Reflex Point.  After repelling attacks in space, Stig follows the transport into the atmosphere but the Inbit have done something to it that causes the ships to overheat way too much.  The transport breaks apart and Marlene is killed.  Stig crashes on Earth and now must make his way to Reflex Point in North America and finish the attack.  He meets Ray - a boy who's found a crashed ship and scavenged a Mospeada from it - in time to save him from three Inbit.