The Earth is in peace. Goku is still gone from the battle with Frieza. The Z warriors simultaneously sense Frieza and a power even greater than Frieza. Frieza and his father, King Cold arrive along with a fresh batch of minions on the planet Earth. King Cold had found Frieza's remains and had them fused in with android parts creating Cyber Frieza.

  Frieza tells his servants to eradicate all life on Earth, but as they lift up to leave, a mysterious teenager with purple hair appears and slices up all of his minions and says he will now destroy Frieza. He minces Frieza into tiny pieces with his sword and vaporizes his remains. He then takes on King Cold. King Cold reasons with himself and cannot believe that his son was defeated by a "boy". He thinks the power is in the sword and steals it away from the boy, then rushes him. The boy catches the sword and kills King Cold, despite his pleas.

  The youth tells Vegeta and the others to follow him to Goku. Vegeta follows, blazing with rage that there is another Saiyan that has surpassed him. They follow the boy and sure enough, there's Goku, standing by a space pod. The boy asks for a word with Goku and Goku agrees.

  The boy introduces himself as Trunks, the son of Vegeta and Bulma. He tells Goku that in three years he will die of a heart disease and two androids will destroy the world. Goku is a little upset that he won't get to fight the androids but Trunks relieves his worries by telling him he brought an antidote from the future. He gives Goku a specific time, date and place to meet, then leaves in his time capsule. Before leaving, he tells Goku not to reveal the names of his parents since this might cause them not to get together.

  Goku then catches up with his friends and shows them his new technique "Instantaneous teleportation". It allows him to teleport to any person he wants to. As an example, he teleports across the world and grabs Master Roshi's sunglasses. He then tells them about the androids, but forgets the date to meet. However, Piccolo's superior Namek auditory system allowed him to listen in and he reveals the date but not much else. Tien and Chaotzu go off to train together, as do Piccolo, Goku, and Gohan. Krillin and Yamcha go their respective directions.

  The three years pass mostly without event. Goku and Piccolo are forced to get drivers licenses by Chi-Chi though.

  The Z warriors meet up on the mountains where the androids are supposed to be and find Bulma holding a baby. Goku accidentally calls him Trunks before he is named, but as he is already born, no damage is done.

  Since they cannot sense an android's energy, the Z warriors cant detect where the androids are so they go off looking for them. Yamcha finds an old man with a long beard and a weird white creature that resembles a panda without any black. As it turns out, these are the androids. The androids drain Yamcha's energy through red orbs in their hands and stab a hole through his stomach. He is found by the Z fighters and taken to their original mountaintop meeting place, where he is given Senzu. The androids arrive and Goku takes on #19, the overweight white android.

  Goku is pounding on the android, who is smiling evilly. Although, he is pounding #19, but the z fighters notice that there is something wrong with him. He uses a Kamehameha, which the android just absorbs through its hand. Piccolo realizes it must be the predicted heart disease and asks Goku why he never took the medicine. Goku replies that the symptoms never came. Just as Goku is being drained by #19, in steps Vegeta, claiming he is strong enough to defeat the androids.

  Vegeta takes on #19 and is destroying him bit by bit. #20 watches astounded as he never calculated that Vegeta would be so strong. Vegeta goes Super Saiyan and reveals that his anger at not being able to go Super Saiyan is what caused him to go Super Saiyan. #19 then attaches its arms on Vegeta and says it will never let go. Vegeta smiles and says "Never?" and pulls out its arms. Vegeta then destroys the android.

  #20 is appalled that there can be a Saiyan this strong and flies into a nearby mountain, using its cracks to hide himself. Vegeta takes a Senzu, and the Z fighters all fly into the mountain.

  In the mountain, #20 is brooding on strategy and decides to pick off the Z warriors one by one. He attacks Piccolo and drains some of his energy. However, Piccolo is saved by Gohan. Piccolo eats a Senzu and challenges #20. #20 agrees, thinking he has Piccolo's energy. Piccolo smashes him around like a tennis ball and #20, who reveals himself to be none other than Dr. Gero himself, flees into the mountain and heads for his hidden lab to activate androids #17 and #18.

  Trunks returns from the future and tells the Z warriors that #17 and #18 must not be activated at all costs. Their power is far beyond that of anyone on Earth. Vegeta laughs and calls his son a coward. Ignoring Vegeta, Trunks tells the Z fighters to split up and try to locate Gero. They agree and split up.

  As it turns out, Krillin finds Gero's lab and signals the others. The warriors ariive on the scene and stand outside Gero's lab.

  Inside, Gero activates #17, who seems to be in perfect order. Gero then activates the female android #18, who is also in working order. Just as Gero thinks that world domination is a stone's throw away, the androids turn on him and steal the controller. #17 attacks Gero and kicks his head off destroying him. #17 notices another androids case, and is curious about the android, whom Gero had never activated. They are interrupted when Vegeta blasts open the lab door.

  The androids glance at the gawking Z fighters, then return to their business. #17 tells #18 to hurry up and activate #16. Just as she is about to activate the android, Trunks goes Super Saiyan and blasts the lab to pieces. However, it has no effect and #16 is activated. #18 asks why it was created and it replies "To kill Goku!" #18 says Dr. Gero's goals for them make her sick, and the three androids fly off towards Goku's house. Vegeta is furious that the androids just ignored him and flies off after them. Trunks follows, not wanting his father to do anything rash. The rest of the Z fighters follow in hopes of intercepting the androids.

  Vegeta and the androids land in the middle of a road and Vegeta challenges one of them to fight. #18 orders #16 to fight, but #16 refuses, saying he must kill Goku. #18 takes on Vegeta instead.

  Vegeta and #18 begin to duel. As the battle progresses, it seems clear that the Saiyan prince has no chance of defeating the deadly beauty. #17 is surprised at how strong Vegeta is and complements his skills. Vegeta insults him in return.

  The others arrive just in time to keep him from being destroyed. All of them except Krillin take on the androids who are easily defeated. #18 tells Krillin to give his friends Senzu beans and flies away after giving him a quick kiss on the cheek.

  Goku is moved out of his house as soon as word of the androids reaches Chi-Chi, and the Saiyan is loaded onto a plane.

  When Piccolo is revived with the rest of the Z gang, he becomes extremely annoyed and flies off to recombine with Kami. Krillin states that the thought of combining with Kami again is outrageous, since the two have an immense mutual hatred for each other.

  While flying, the plane gets a call from Bulma saying that a time machine identical to the one that Trunks uses has been found. When the Z fighters investigate, they find that it is Trunks' time capsule, but it had come from four years into Trunks' future. Near the capsule they find a few broken bits of egg but not much else. They cannot see anything wrong, although Trunks feels very worried...

  Kami wrestles with Piccolo's proposal. At last, he agrees, as he can sense that whatever hatched from the egg was now absorbing people like nobody's business. He tells the shocked Mr. Popo that Earth needs a super-warrior rather than a Kami in a situation like this. So saying, the Namek gives up his life to Piccolo and the Dragon Balls turn to stone.

  Piccolo flies off to Gingertown where he arrives to find an insect-like monster draining the life from the city's last inhabitant. Piccolo tells it to stop, but it refuses and attacks Piccolo. However, Piccolo is much stronger from the fusion and emerges unhurt. The monster readies an attack, and Piccolo is shocked to find that it's a Kamehameha, an attack mastered by only Master Roshi's students. He evades the blast, only to have the energy in his left arm depleted by the monster's scorpion like tail.

  Piccolo concedes and pretends to ask the monster for a last favor. He asks him who he is and what he is doing with Goku's attacks. The monster says that his name is Cell and that he is the ultimate creation of Dr. Gero. Dr. Gero gathered cells from all the greatest fighters on earth including Goku, Frieza, King Cold, Tien, Krillin, Piccolo and Tien. They where fused into one super powerful being. However, Dr. Gero realized that the project wouldn't be complete in his lifetime and moved onto other work. However, the computer kept working at it and finished the project three years after Trunks' first time travle. He was told by the computer that he would need to absorb androids #17 and #18 in order to reach perfection. Since they had already been killed in his time, Cell killed Trunks and stole his time machine. When Piccolo asks him why he chose this time, he said that it had already been pre-programmed by Trunks. Piccolo thanks him and rips off his arm, then regenerates it. Cell is forced to fight him again.

  Meanwhile, the Z fighters fly towards Piccolo and Cell in a state of confusion, as they can sense Frieza, Tien, Piccolo, Vegeta, and Goku in one location. Krillin and Trunks arrive on the scene, and Piccolo reveals his merger. Cell blinds everyone with a Solar Flare and flees to another city, where he start absorbing the populace in hopes of becoming stronger than Piccolo and the Z fighters.

  Piccolo is cursing himself for letting Cell escape. Krillin and Trunks decide to destroy the infant Cell in Gero's laboratory so that another Cell would not be born. When they reach the lab, they find blueprints for #17. Taking the prints, the two destroy the lab and deliver the plans to Bulma and Dr. Briefs.

  While reading over the plans, Bulma finds most of its contents confusing, but she and her father pledge to do their very best at deciphering the encryption.

  Cell is still at work, draining energy from anything that moves. He chases a little girl and her brother, but is stopped by Krillin. The monster fights Krillin for awhile, but Piccolo and Tien arrive and drive him away.

  At long last, Goku has recovered from the effects of his heart virus and is training on a beach. After Vegeta's failure to defeat the androids, he knows that he is no match for them at his current level. He teleports himself and Gohan to Vegeta and Trunks and tells them of a special chamber where a years worth of training can take place in one day. He transports the four to Kami's lookout, and Vegeta and Trunks are the first to enter the Room of Spirit and Time.

  The androids reach Goku's vacant house, and upon finding it empty, fly to the Kame House. Piccolo refuses to reveal Goku's location and takes on #17 while #16 and #18 watch. After his fusion with Kami, the Namek has the upper hand, though not by much. Cell senses the battle and determines that Piccolo is battling #17 and flies in, seeking perfection. He attempts to absorb #17, but fails when Piccolo interferes. To prevent further intervention on Piccolo's part, Cell breaks the Namek's neck and throws him into the sea. Meanwhile, Bulma completes a device that will deactivate the androids and journeys to meet Krillin with it.

  Cell and #17 begin to duel. Cell has a clear edge over #17, even without his energy. #16 then intervenes, saying that he is a match for Cell. This proves to be true as the big android launches a volley of attacks at the monster. Cell attempts to absorb the android, but is fooled when #16 reveals that he is totally robotic. The android attacks the creature again. Cell appears to be dead, and #17 and #18 refuse to leave. Realizing that Cell is alive, #17 challenges him again. Cell then sneaks up behind the android and absorbs him, triggering his first transformation. #16 snatches #18 and flees the scene, but not fast enough, as Cell appears in front of the fleeing androids. As #16 attempts to interfere, Cell blasts of part of his head. #18 threatens to destroy herself when Tien appears. Using his Kikoho attack, he seals Cell into the ground before collapsing from the enormous taxation on his body. However, he stalled Cell long enough for #16 and #18 to escape.

  As Cell prepares to destroy Tien for allowing #18 escape, Goku teleports to the scene and says that he will destroy Cell someday. Teleporting to Piccolo, who is just barely alive, he transports both warriors to Kami's palace.

  Krillin and Bulma finally meet up with each other. She gives him the device to deactivate the androids and tells him that it must be used no more than 10 feet away. Meanwhile, Cell is threatening #18, who is hiding with #16 on an island.

  The door of the Room of spirit and time suddenly opens. Vegeta and Trunks emerge. They inform the others that they have passed beyond Super Saiyan. Bulma arrives bearing special saiyan armor made by Capsule Corp. Trunks and Vegeta then head off to fight Cell. Goku and Gohan then begin their time-training.

  Cell is growing increasingly frustrated with the situation and threatens to destroy the islands one by one until #18 comes out. He begins to do so and their is only one island left by the time Vegeta arrives on the scene.

  Vegeta shows off his new Saiyan style by slapping Cell around like a punching bag. Cell is powerless against the reborn Vegeta and is shocked that he could have grown so strong in such a short time. Vegeta plays with his opponent, but postpones his death. Cell, who has the blood of Vegeta in his veins, begins to play upon Vegeta's pride. He yammers on about not being perfect and manages to convince Vegeta that he will be a challenge if he reaches perfection. It works, and Vegeta steps aside.

  Down on the surface, Krillin is beginning to have second thoughts about destroying the beautiful android. He finally makes his decision. He walks into the androids' line of sight and smashes the controller, greatly surprising #16 and #18. He warns them, that Cell is just above, and the two gaze up in shock.

  Trunks arrives and blocks Cell's path, refusing to let Vegeta's thick-headedness destroy the Earth. Vegeta tells his son to get lost, and the two begin to argue. While they are arguing, Cell spots #18.

  Meanwhile, Goku and Gohan are busily training in the room of spirit and time. Goku shows Gohan a few tricks and most importantly how to master Super Saiyan. Gohan finally goes Super Saiyan when Goku uses his full power against him, but his true power is not yet released.

  Cell swoops down, only to be blocked by Trunks. Vegeta bats his son out of the way. Cell swoops down towards #18, but is blocked by Krillin and #16. He disposes of them easily enough, but is blocked by Trunks yet again. Vegeta hurls insults at Trunks who blasts him far away from the scene to prevent further intervention. Trunks then blasts Cell into some nearby mountains. Cell hides his energy and burrows underground hoping to catch #18 there, but is stopped for the third time by Trunks. Tired of their meddlesome behavior, Cell flies into the sun and uses a Solar Flare, blinding the androids, Trunks, and Krillin. He flies down and absorbs #18, beginning his final transformation.

  Finally at his Perfect Form, Cell is far more stronger then Trunks and Vegeta could have imagined. Vegeta still thinks hes stronger then Cell, but is pretty easily defeated. We do see Vegeta use his Final Flash technique which takes off half of Cell's body, but Cell quickly regenerated his lost body parts.

  After Vegeta is defeated Trunks steps up. He is pretty confident and begins a massive power up. Krillin is zapped by a lightning bolt from Trunks, and is scared because of Trunks dramaticly rising power level. Cell is impressed but demonstraights how useless Ultra Super Saiyan is. He tells Trunks that his bulky muscles slow him down and that having a high powerlevel is nothing if you can't catch your oponent. After a small beating Trunks is also defeated. Cell doesn't kill Trunks though, he decides to hold a Tournament. He tells Trunks to notify all the Z warriors and let them know about the Tournament.

  Trunks leaves and tells everyone about the Tournament. Cell creates a ring out of rock from a nearby mountain and everyone else trains. Goku and Gohan go in the room of spirit and time for a second time which increases their strength tremendously. Trunks and Vegeta do the same. Days later the Tournament begins, and everyone is set for the fight.

  Goku, Gohan, Krillin, Vegeta, Piccolo, Trunks, Tenshinhan, Yamucha, Mr.Satan and a television broadcast team all come for the fight. The defending World Martial Arts Champion steps up against Cell first and is defeated with a single slap. Goku of course steps up for the first "real" matchup. Everyone is depending on Goku to pull through since hes the strongest. Goku does fairly well, as a matter of fact he actually equals Cell. He dodges all of Cell's special techniques which where inherited by the people he was made from. In the end Goku is badly wounded and Cell is left with just his legs. Cell regenerates though and Goku gives up.

  Goku tells Cell that he knows a person who can defeat him, and calls out Gohan. Piccolo thinks Goku is crazy, but Goku tells him to relax. Gohan doesnt do that well and gets beat up pretty badly. During his fight #16 jumps in and tries to self destruct and kill Cell. But when Bulma repaired him she took out the bomb inside of him. #16 is destroyed. Gohan tells Cell that he can get much stronger but his powers must be awakened, and by getting angry they get released. Cell is anxious to see Gohan's true power and creates 6 Cell Jr's. These Cell Jr's look exactly like Cell but are blue and about 2 feet tall. Cell orders them all to kill the Z fighters and they attack.

  When all hope is gone, Mr. Satan comes to the rescue. #16's head is still working and tells Mr. Satan to throw him to Gohan. Mr. Satan does and #16 gives an inspiring speach to Gohan. He basicly tells him to just let his anger out and to not blame himself for what is happening. In the middle of a sentence, Cell steps on his head ending his life. Emotional, hurt, and extremely Angry Gohan bursts out in rage. He screams and powers up. His energy sky rockets and he becomes the first Super Saiyan level 2 and the first to surpass Super Saiyan form.

  Gohan is much more stronger then Cell now and quickly helps his friends by killing every Cell Jr. When his friends are fine and have a senzu each Gohan then focuses his attention on Cell. He whips Cell around and beats him up so badly that he actually spits Android #18 back up forcing him to go back to his Imperfect Form. Gohan has the chance to kill him, but doesnt take him. He is so enraged and angry that he decides to "play" with Cell and make him pay for what he has done to the Earth. Not paying attention Cell begins his self destruction process. Since he can't stop Gohan he decides that he will kill himself and everyone else on Earth. Gohan again begins to cry because it is his own fault.

  Goku slowly walks up to Gohan and tells him that he did great, and then teleports Cell to King Kai's planet where he explodes. The explosion destroys King Kai's planet, Kills King Kai, Gregory, Bubbles, and Goku.

  Everyone comforts Gohan and when they all think its over, Cell reapears. a single Cell was left from the blast and he was about to regenerate his body from the cell. Because he is almost half saiyan his power increased dramaticly because of the blast making him as strong at Gohan. Gohan and Cell battle it out and it all comes up to a KameHameHa dual. Cell and Gohan both fire KameHameHa's at each other and the energy waves back and forth between them. Gohan is only using one arm since his other was broken trying to save Vegeta from one of Cell's attacks. Vegeta flies over Cell and does a final flash which gives Gohan the split second to defeat Cell with his KameHameHa. Cell dies and the world is finally at peace again.