Characters:

 Teddy, Grubby, Gimmick, Arin and Aruzia begin to make their way back to the Airship wearing their Gutang disguises. On the way, Teddy notices a building that looks just like the on on the Map. The five of them go inside, and enter a huge room, with no treasure. Just a big empty space. Grubby admits that he doesn't see any treasure, just a lot of dust. But Teddy finds otherwise.

On a far wall he sees the other half of the medallion which he found with the map. When he puts the two halves together they read:

Only the pure of spirit may find the treasure of knowledge.

Gimmick is naturally facinated by these words, and as he begins to wonder about the medallion, a bright light begins to glow in the gem, and then it falls into Teddy hands. A wall in the other end of the room raises up to reveal none other than the Treasure of Grundo. Gimmick acknowledges that Teddy is the rightful founder, but the Illiop disagrees, admitting it belongs to all of them.

Grubby begins to wonder about what his friends back home will say about "the richest Octopede in all of Rillonia".

Suddenly, a bright light shines through the ceiling and raises a large pedistal. On it are six spaces. In each of those spaces, Gimmick realizes are gems which are shaped like crystal. As each of the individual crystals rise, they read a special message to the one who is holding it: a description of their personality and character.

Gimmick's says: Imagination.

Grubby's says: Honesty.

Prince Arin's reads: Bravery.

Princess Aruzia's says: Trust.

Teddy's says none other than: Friendship.

The final crystal rises in the center of the pedistal to all of them reading: Freedom.

Suddenly, an alarm sounds, and they realize the Gutangs have found out that Princess Aruzia has been removed from her cell. They must now hurry to the Airship before they are captured. Grubby reluctantly leaves the Treasure behind, but takes a small gem so he is not totally disappointed. The rest manage to escape with the six crystals they had found.

They make their way through the city, without their disguises on, and finally find where they had "parked" the Airship. Unfortunately, they are spotted by a Gutang who calls on his companions to join him in his attack against the adventurers. As spears begin to fly at them, they hastily board the waiting Ship.

As they lift off, a Gutang begins to scream for the rest to take their battle stations. Without warning, the Gutangs begin to board small one-passenger aircraft. Only these smaller than the Airship, making them faster, not to mention they are armed with harpoon guns in the front of the craft.

The adventurers prepare themselves for the battle ahead, without weaponary of their own. Suddenly Teddy tells Grubby to bring out the Root Stew he'd made earlier. In a somewhat questionable manner, Grubby agrees to do so. Teddy takes out the slings he and Prince Arin had made earlier and puts a spoonful of stew into the sling. He draws it back and lets it fly, hitting the wheeling propeller on the Gutang airplane. The stickiness causes the propeller to stop turning, and therefore, sends it to the ground as the Gutang bails out in his parachute.

The others join in the battle, as Princess Aruzia recieves orders from Gimmick to take over fuelling the furnace with wood.

The Root Stew continues to fly into the propellers and faces of the Gutang pilots and their planes. More and more planes make their way off the launching platform and into the air. As they do, one Gutang orders his men to bring out "the rock". Gutangs begin pushing out a giant catapult carrying a huge, enormous boulder in it. The head Gutang pulls a lever and fires the rock, which crashes into the Airship and knocks out their propeller, forcing them to stop in mid-air. The Gutang then orders them to bring on the grapling hook which is fired and manages to catch the Airship in the giant crack where the propeller used to be. The Gutangs then begin to wheel in the Airship and Gimmick is certain all is lost as the others continue to fight the dangerous craft which continues to circle them.

Prince Arin attempts to cut the rope which is attached to the hook, but is unsuccessful, because it is made of pure metal!

Next, a Gutang fighter manages to shoot his arrows at the Airship, nailing the mast and making a sort of ladder to go up to the airbag, and one arrow actually HITS the airbag, sending the hot air out into the sky. Teddy takes a spoonful of Root Stew and begins to climb the ladder, just as the fighter comes back in and shoots another arrow, just missing Teddy. He climbs onto the airbag and slaps the Root Stew on the leaking hole. The Root Stew makes the perfect patch!

Suddenly, they notice someone climbing up the Treacherous Mountain. As they look closer, they can make out a familliar, purplish creature­Wooly! He climbs his way to the launching platform and begins smashing up the Gutang airplanes. This gives the Airship crew enough time to knock out the rest of the aircraft.

As one more craft starts to circle them, Teddy demands one more spoonful of Root Stew. Grubby nervously reports that there is no more Root Stew! The aircraft continues to circle as the Airship continues it's journey back to the Hard-to-Find City.

The aircraft makes one more round and comes in near the launching platform. But the Wooly What's-It would not let the plane get near the Airship. He jumped clear off the launching platform and onto the airplane. The disoriented pilot tried to maneuver the aircraft, but ended up sending it into the wire of the grapling hook, cutting straight through it! The airplane with Wooly on it fell into the valley way down below the mountain, breaking into a million pieces.

Meanwhile, Tweeg and L.B. continue to search for the Treasure. They find the room which the Treasure had been in and Tweeg is overjoyed when he sees the heaps and piles of gold, jewels, diamonds and rubies. So overjoyed, he begins to sing about how much fun it is to be rich.

The crew manage to land the Airship near Wooly and begin to grieve of their companion as Gimmick attempts to deliver the eulogy. Teddy pardons him, and Princess Aruzia kisses the creature and thanks his lifeless body for his heroic efforts. Just then, Wooly rises and declares that he is alright. When asked if he would like a reward, he claims he got his.

"I got kissed by a real, live Princess!"

Then Arin turns to Teddy, Grubby and Gimmick and tells them that their reward may be anything in the kingdom. But Teddy declines, saying they didn't rescue Aruzia for a reward. Princess Aruzia offers the crystals they've found as their reward, and they humbly accept.

The five of them remember the Treasure they had left behind, just as Grubby brings out his little sample­which suddenly disappears in his hand!

Back at the Treacherous Mountain, Tweeg and L.B. have begun to remove the Treasure from it's room. As they do, Tweeg requests the help of his bounder companion, asking him to use his head. L.B. charges head first at the chest which Tweeg is holding, only to have it disappear and run into Tweeg himself! The two fall of the steps of the entrance and Tweeg begins to cry, both of sorrow, and of pain.

Meanwhile, Teddy Ruxpin, Grubby the Octopede, Newton Gimmick, Prince Arin and Princess Aruzia are making their way through Grundo, trying to find their home. Aruzia jumps for joy as she sees her father's castle in the distance. Teddy proudly where's the medallion around his neck and finally understands it's message:

"Only the Pure of Spirit,

May Find the Treasure of Knowledge".