Shortly after the death of Not-Varan, Dr. Reptilius decides to step up. He gave Not-Hedorah a flock of flying horse bats, flying winged creatures with a horse skull. With that, he sends Not-Hedorah to earth. Meanwhile, the Zhu li is just walking in the outskirts of San Francisco when she saw Godzilla and Carnitora walking towards them. Clint, Lucia, Professor and Atris are happy to see Godzilla again while Lamina and Petiole just stare in awe at the size of the two dinosaur kaijus. Before they can do any ice breaking. Not-Hedorah suddenly teleported in front of them. Upon smelling the stench, Godzilla recognized where he smelled it." Hedorah?! Impossible! Since when does he look like that?" Godzilla exclaimed, noticing that Not-Hedorah is a worm creature with claws and a horse skull. The abomination screeches and a flock of horse bats flew and attacked the group. The Zhu li is not able to focus all her fire power at the creatures and Carnitora is just snapping her jaws at them. Godzilla meanwhile, heat beamed two horse bats and roar at Not-Hedorah. Not-Hedorah is rather strong, his attacks are shooting beams from his mouth, clawing at Godzilla and in case Godzilla overpowers him, Not-Hedorah screeches to summon horse bats to help him. Clint tried to help by firing an eye beam at Not-Hedorah, but a horse bat started scratching the Zhu li's visor. Clint used the Zhu li's mechanical hand at the horse bats, electrocuting several to death. Not-Hedorah scratched and bite Godzilla, and he call upon his swarm to attack him. Overwelmed by the large number, Godzilla used his explosive attack, killing all the horse bats. Not-Hedorah screeched in anger, but the Zhu li used the absolute zero cannon at him, freezing Not-Hedorah, then Carnitora charged and shattered Not-Hedorah into pieces. Tired from the fight, Godzilla falls to the ground, catching his breath.