Following the train tracks, the gang comes to Wind Factory Corporation, run by Kokuwamon and Goblimon. Hoping to find food, they try to go inside, but they are told they can't enter. However, Zoe convinces them to let them tour the factory. While inside, JP runs to the restroom and hears a strange noise. He begins to investigate but gets called back to the tour. Afterwards, they head to the cafeteria, but to their horror, only batteries are served.
As they leave the factory, the gang sees the small buildings where the Kokuwamon live, so they stop by. They are then told that the Kokuwamon once lived in the forests peacefully. However, the Goblimon needed to power their factory, and since Kokuwamon generate electrical currents when they are scared, the Goblimon took them captive to harness their power. After hearing the Kokuwamons' story, the gang convinces them to start a revolt. However, JP doesn't want to be involved because he doesn't believe in himself, due to his lack of a Spirit.
That night, Takuya, Zoe, and Tommy Spirit Evolve. While Zoe/Kazemon causes a distraction by attacking Goblimon near the factory's entrance, Takuya/Agunimon, Tommy/Kumamon, and the Kokuwamon invade the factory. Things are going well, but they run into the leader, Snimon. Elsewhere, after seeing a young Kokuwamon trying to go into the factory to help but being stopped by the elder Kokuwamon, JP is inspired to go help his friends. He runs into the factory, and when he sees that Takuya/Agunimon is in trouble, JP manages to save him by hitting Snimon with a crane. However, Snimon then destroys the crane, causing it to fall onto some machinery and expose JP's Spirit, which had been hidden from JP's D-Tector by all the metal. JP then Spirit Evolves into Beetlemon!
JP/Beetlemon and Snimon battle, and Snimon is easily defeated. JP/Beetlemon then takes his fractal code, and the factory then begins exploding. However, they all make it out safely.
Elsewhere, a mysterious digimon is furious that another Spirit was found.
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