Kuririn and Gohan use the dragonball locator to find where the Dragonballs are buried, but they are also unable to summon the Dragon. Ginyu gets to Frieza's ship, still in Goku's body, followed by the real Goku. Goku tells Kuririn and Gohan what happened, and they attack Ginyu. Still not used to his new body, Ginyu has a tough time with the earthlings. Vegeta joins in and badly messes up Ginyu. (and Goku's body) Once again outmatched, Ginyu tries his change trick again, this time on Vegeta. However, Goku flies into the beam and is restored to his old body. Ginyu tries again to get Vegeta's body, but Goku throws a frog into the beam. Ginyu becomes trapped in the body of a frog.

Vegeta offers to help Goku, whose body is now badly damaged. Goku is placed in a Rejuvenation tank, which can restore him to full health. Tired from his countless battles on Namek, Vegeta takes a short nap. During Vegeta's sleep Kuririn and Gohan meet up with Dende. Dende summons the dragon, and their first wish is to bring Piccolo back to life. Their second wish is to warp Piccolo to Namek so that he could assist in the battle. At this time Vegeta wakes up, and he realises that they had summoned the dragon without him. He rushes over and demands they grant him immortality, but just before the words could be uttered the Guru dies. The dragonballs lose their power, and Vegeta's wish is not granted. Just when Vegeta thinks things can not possibly get worse, Frieza arrives at the scene.

Now about to move in for the kill, Frieza is confronted by the now fully healed Gohan. But just as they were to begin the battle, Piccolo arrives! He boldly states that he will take on Frieza by himself. Now a "Super Namek," Piccolo proves to Frieza that he is not only his equal but is fact a superior fighter. With his back to the wall, Frieza decides that his 2nd form would not be enough to defeat Piccolo. He announces that he can transform two more times, and proceeds to his 3rd form.

Piccolo resumes the battle after the transformation, but Frieza is much faster in his 3rd form and much more powerful. Seeing Piccolo being blasted repeatedly pushes Gohan over the edge, and he manages to land a few key blows. Once again Frieza feels he is being outmatched. He says that they were going to be very lucky to see his final form, as he never had to use it before. During the lengthy transformation process, Vegeta tells Kuririn to blast a hole through his torso. Vegeta believes that the boost in strength a Saiyan gets through being healed after a near death experience will be enough to change him into a Super Saiyan. Unwilling to rejuvenate one whom had killed so many of his people; Dende flies over to the badly injured Piccolo and revives him. Flying over to the young Namek, Kuririn and Gohan convince Dende that the only way to win the battle would be to heal Vegeta.

Now fully recovered, Vegeta gives Dende a swift hit for not healing him sooner. Frieza finally changes into his 4th form, and his first order of business is killing Dende. With no one left to heal the z warriors Frieza knows that the odds are in his favour. Vegeta goes head to head with the now small and round looking creature, but finds that even with his new power that he is simply a toy. Frieza counters all of his attacks with ease, and proceeds to beat him to a pulp while Piccolo and the others watch helplessly. Just as Frieza is about to administer the final blow, Goku arrives fully recharged from the rejuvenation tank. Vegeta mocks Frieza, and is shot through the heart by the angered villain. But before he dies, he tells Goku that a Saiyan must destroy Frieza, as Vegeta's pride took a big blow in his defeat. Touched by Vegeta's courage and honour, Goku gives him a decent burial at the battlefield.

>Frieza and Goku begin the long battle, with neither side getting the immediate upper hand. Using an energy trap, Frieza manages to paralyse Goku within a ball of energy. Goku survives the onslaught he receives in paralysis, and there is a slight pause in the action. Frieza announces that he can defeat Goku without using his hands, and does manage to keep Goku busy even with the handicap. However, Frieza underestimated his power, and is forced to use his arms to defend himself.>

Meanwhile, Captain Ginyu, trapped in the body of a frog, has managed to get Bulma to place a device on him that would allow him to speak. Yelling "CHANGE," Ginyu takes over Bulma's body and turns the confused girl into a frog. Wanting to see how his master was doing, Ginyu races in a speeder to the battlegrounds (With Bulma hanging on for dear life). Seeing that Goku was equal to him at this level, Frieza powers up to 50% and begins to wallop the Saiyan. Ginyu, in Bulma's body, attempts his change technique on Piccolo, but Bulma leaps in front of the blast. Now back in his frog form, Ginyu tries his best to avoid getting killed by Frieza and Goku's stray blasts.

Goku, getting messed up pretty badly, powers up using the Kaio Ken technique with a factor of 20. But even with this extra surge Goku is no match for Frieza at half power. With no other options left, he begins the lengthy process of gathering a Genki Dama. Needing a few minutes to charge it up, Piccolo launches a suicide attack on Frieza to distract him. Even with the occasional help from Gohan and Kuririn, a much stronger opponent sorely beats Piccolo. With Piccolo down, Frieza turns his attention to Goku. Since the Genki Dama was gathering very high up in the sky, Frieza had no idea what Goku was doing holding his arms straight up.

As these events take place on Namek, the Ginyu force (except the captain of course) now confronts Tien, Chaozu, and Yamcha on Kai's planet. Challenging them to a battle, the two groups fight it out. Realising that the Ginyu were no match for them, they use their various techniques to send each down to hell.

Even after a few attacks by Frieza (who thinks Goku is mocking him), Goku maintains his pose. As the giant ball of energy is completed, Frieza gets fed up with Goku's attitude. He begins to gather energy to destroy Namek, but then notices the tremendous Genki Dama directly above his head. Goku sends the ball of death towards Frieza, causing a huge explosion that scars the planet. After the dust settles, Piccolo, Gohan, Kuririn, and Goku all gather on a small island. Thinking they have finally beaten Frieza, they half-heartedly celebrate. However, looking up at a tall pillar of rock, Kuririn sees that Frieza is still very much alive. Firing a blast at Goku, Piccolo jumps in front of it and takes a hole in the chest. Not stopping there, Frieza uses his powers to lift Kuririn into the air and blow him to pieces. Completely enraged by his best friend's death, Goku's hair begins to turn blond and his eyes begin to turn green. Goku has finally become a Super Saiyan!

Informing Gohan that Piccolo is not dead, he orders him to return to the ship with the unconscious Namek. Not wanting to let anyone get away, Frieza moves to strike Gohan, but is halted when Goku grabs onto his hand and crushes it. Trying a variety of attacks, Frieza is unable to damage Goku in any way. As nothing else seems to work, Frieza gathers another Planet destroying energy ball, which Goku is unable to deflect. The ball creates a huge hole in the planet that goes all the way to its core. Frieza says the planet will be completely destroyed in 5 minutes, and that only he can live in outer space.

>With Piccolo resurrected, Kami has also risen from the dead. Quickly gathering the Dragonballs, King Kai asks him to make a wish to bring everyone that Frieza had killed back to life. Guru was brought back to life with all the others, and with him returned to the mortal plain, the Namek balls regained their power. Porunga, the Dragon of Namek, still had one wish remaining, and Dende is ordered by the Elder to go and make the wish. Goku then asks that the wish be altered instead of transporting everyone except Frieza to the planet earth that they transport everyone but Frieza and himself so that they can continue the fight a wish to transport everyone except Frieza and himself. Dende yells out the request, and Frieza is left alone with Goku to do battle. With his job done, Guru gives the power of the Dragonballs to another Namek, and passes away peacefully.

Now able to fight to the death, Frieza charges up to full power. Goku has a little trouble with Frieza, but not much. Feeling that he is superior to the purple villain, Goku says that there is no point in continuing the match, as he will win it anyway. Greatly insulted by this remark, Frieza forms a Kienzan and hurls it at Goku who is now slowly flying away. It barely misses him, and Goku is forced to resume the fight. Chased around by an energy disk, Goku still manages to keep clear of it. Frustrated, Frieza forms ANOTHER Kienzan, and sends it to follow Goku as well. Using clever tactics, Goku gets Frieza to slice himself in half with his own technique. Now almost dead, Frieza begs Goku for help. Unable to leave Frieza to die, he gives him a bit of his Ki so that he may leave the planet before it explodes. But Frieza has other plans though, and uses Goku's gift to make one final attack. Angered by Frieza's stubbornness, Goku vaporises the remaining part of his body.

With Namek about to destroy itself any second, Goku frantically rushes to Frieza's ship in a hope to start it. Unable to locate the controls, the ship plunges into a lava-filled ravine. With no alternatives, Goku screams "SHIIIIIIIIIIT!" Namek is blown away into dust, and Goku's whereabouts are unknown.

With the Namek balls now on Earth, Tenshinhan, Chaozu, and Yamcha are all wished back to life. They try to bring Goku back to life, but Porunga informs them that Goku is not dead, and does not wish to return to Earth yet. Baffled, Goku's friends continue and use the balls to locate another habitable planet for the Nameks. New Namek is established, and the former inhabitants of Old Namek are teleported there. Yet the wait for Goku continues with no further contact from our hero...