Terror of the Saucer Race Series - MAC Annihilated! The Flying Saucer is a Living Creature (恐怖の円盤生物シリーズ・MAC全滅！円盤は生物だった Kyōfu no enban seibutsu shirīzu MAC zenmetsu! Enban wa seibutsudatta) is the 40th episode of Ultraman Leo. It is the first episode in the Terror of the Saucer Race Series (恐怖の円盤生物シリーズ Kyōfu no enban seibutsu shirīzu) story arc.
A beast under the guise of a Flying Saucer travels from a distant planet to attack Earth. MAC doesn't detect it, and gets all but destroyed.
A flying saucer is dispatched from a dark planet towards earth. Meanwhile, a female member of MAC celebrates her birthday. There is suddenly an alarm as the saucer enters the perimeter. There is a huge jolt and the lights go out as the inside begins to fall apart. Sickly yellow smoke fills the base as Silver Bloome's tentacled limbs surround it. One claw breaks through the wall as yellow acid is pumped on to the station. Some of the members try to escape in the MACCYs. Dan tells Gen to go and leave him. Some members make it out in their plane, but it is grabbed and consumed by giant crab-like claws. Dan pushes Gen out of the way as the ceiling smashes down. He tells Gen to fight and vanishes as the lights disappear and entire darkness fills the base: it has been consumed. Leo, transforms, flies out and tries to battle the monster. It escapes to earth.
A man in black wanders through Tokyo. Crowds scatter as it settles on a shopping building: the very one Momoko, Takeshi, and Kaoru, Tooru's sister, are in. They try to escape, but the building crumbles around them. Black Directive walks past the fleeing people as buildings fall. He holds up a crystal ball and it vanishes into a cloud of smoke.
Emergency shelters are full of bloody victims. In there, Gen finds Tooru. They find the names of their friends on the confirmed casualties list, and Tooru breaks down. There are heart-rending flashbacks. Gen swears to fight the enemy as long as he lives. A brave nurse takes Gen and Tooru in with her two daughters.
A group of schoolboys find a strange object by the road and bring it to class, where one stuffs it into his locker. It follows them to the classroom and the teacher discovers it. Tooru believes it is a flying saucer. The teacher calls order and says he'll look into it. Tooru plans to tell Gen.
That night, the saucer begins to fly, but it settles down as the teacher comes in to investigate it. When he sets it over a heat force, there is a strong reaction. It transforms into a small version of its saucer form and sprays mists everywhere, causing the teacher to choke as it alights on his head, spewing acid as it consumes the screaming man.
Gen rushes to the school building as flashes of light erupt from the inside. Using his crystal ball in a very iconic shot, Commander Black summons a storm. The now giant saucer floats through the rain, smashing buildings and unleashing waves of acid. Its crab-like tentacles break into buildings as humans run for their lives. Gen evacuates the students as the building begins to crumble and flame. The monster comes to rest near a building, and the children are injured. Gen transforms.
Although beaten down time and time again by acidic liquids and tentacles, Leo fights on as the monster tries to eat him. Some grownups rescue the injured students, and he takes heart. He reaches into the creature's body and pulls out intestines flowing with stomach acids, and a MACCY. This brief but gruesome act done, he throws a spark which causes an explosion inside the beast. Infuriated at his loss, Commander Black calls Black Dome to earth.
- Ryu Manatsu: Gen Ohtori/Ultraman Leo (voice)
- Kohji Moritsugu: Dan Moroboshi
- Hiroya Ishimaru: Professor Nakamoto
- Ultraman Leo
- Ultraseven (as Dan Moroboshi)
- Black Directive (First appearance)
- Silver Bloome (First and only appearance)
- Black Dome (First appearance) (Cameo)
- This episode marks the last appearance of MAC, Kaoru, Momoko and Takeshi. This is also the last time they have been mentioned in the Ultra Series. However, MAC has been mentioned again in Ultraman Mebius.
- The teacher who was killed by Silver Bloome is portrayed by Hiroya Ishimaru, who would later become Ultraman Taro's current voice actor.
- Ultraman Leo Volume 10 features episodes 37-40.