The story begins with Eugene Bartowski and his friends (with the exception of Victoria, Jessica and Arno) going back to Acronia in the third time to find the world of DEM, the DEM has a form like Emil,and they are a Machine race.

"Ah,back to acronia, you guys." said Eugene.

"The same place, same world." said Gloria.

"Thank goodness you didn't bring your stupid cat to your adventure, Rachel." said Shannon.

"Shannon, Arno is not coming with me." Rachel replied.

"I think how Victoria can see us, i didn't have a laptop to tell her and her sister." said Joanna.

"Listen!" said Eugene. "We have to find a place where we never had been before."

"A place? what's the place is, Eugene?" said Barney.

"The world of DEM." Eugene told him. "Do you have the weapons?"

"Check!" said the emils.

"Great, now, let's go to the world of DEM." said Eugene.

Suddenly, they see the clouds becoming gray, with a lightning flashing, and two silhouetted figures appears above them, they floated down to the ground, and are revealed to be two Dem siblings, their names are Drake and Aubrielle.

"Two Dem siblings?" said Isabella.

"What they want?" said Becky.

"Let's capture these pathetic emils and take them to our lair." said Drake.

"You bet, Drake!" said Aubrielle.

The two siblings began kidnapping Eugene, Gloria, Barney, Shannon, Omar, Archie and everyone else, until Rachel begins to scream Arno's name. "Aaaaaarnooooooo!" she screamed, At the Fletcher house, Arno wakes up from her dream, realizing her owner is captured, she began to think.

"That was a dream,my owner Rachel, her friends, left without me, i gonna tell Victoria and her little sister!" said Arno.

Arno leaves Rachel's house and goes to find the South sisters, in order to tell them about the dream she dreamed of, she hides on a house, and sees Victoria and Jessica going to school. "Victoria and Jessica!" she said to herself, she sees a group of normal kids, who are walking to school too, the girl on the right is Florence, the leader of her friends, and always wear a hat, her older brother is Lloyd Alabama who is accompanied by his best friend Thaddeus,the two sisters are Daphne, the fashion loving girl who loves wearing 1960 dresses, and her older sister Amber, who is paranoid and nervous, getting a idea, Arno hides on Daphne's purse.

After arriving in the school, Victoria and Jessica sees Arno popping out from Daphne's purse and running to tell them. "Victoria! Jessica! There you are!" she said.

"Arno? How you come here? the school didn't allow pets!" said Victoria.

"No, this is serious!" Arno replied.

Amber and Daphne are confused why Arno is talking to Victoria and Jessica. "'No, this is serious'? That cat said 'no this is serious'?" Daphne asked.

"But, Arno, i didn't know how you found us." said Jessica.

"Eugene and his friends have gone to a journey to find the Machine race, the DEM, and the world of DEM." said Arno.

"World of DEM? Seriously?" said Florence.

"DEM?That cat is lying, Florence." said Lloyd.

"and now, they were captured by the DEMs,they decide to make our friends into part of the race too!" Arno replied. Victoria and Jessica looked each other in horror, and they screamed louder, louder until the principal comes out to see them.