A water freighter originally belonging to a group of Aqueons commanded by Captain Grimalken. It was hijacked by the evil space pirate Lord Mutilor and his men, who imprisoned the Aqueons and took the mothership to the kats’ planet, intending to drain their oceans to sell to the desert planet Sahavi. After a fierce battle against the Enforcers and then the SWAT Kats, Mutilor ordered his first officer, Traag, to move the ship to a higher altitude, but the SWAT Kats were able to follow using the Turbokat’s new Speed of Heat mode.
Boarding the ship, the vigilantes freed Grimalken and his crew. The peaceful Aqueons refused to help the two fight. The SWAT Kats’ attempt to retake the bridge from Mutilor was thwarted when all of Mutilor’s guards dogpiled them. Just as Mutilor was about to kill the vigilantes, a Marauder fighter flown by Felina Feral crashed into the bridge. This turned the tide, allowing the SWAT Kats, with help from assistance Felina and the Aqueons, who’d decided to help after all, to overcome Traag and the rest of Mutilor’s forces.
A defeated Mutilor fled in his personal fighter, planning to destroy the mothership’s antigravity drive so it would crash into and destroy the kat planet. However, he was killed in a space battle against the Turbokat in Speed of Heat mode before he could do so. As thanks for helping them regain their ship, the Aqueons returned all the water Mutilor had stolen.