Arriving in Gettysburg in the 1860's, Doug and Tony are separated by an explosion which seemingly gives Tony. A jolt from the Tunnel revives him but with amnesia. Doug falls in with the Union forces, while Tony becomes involved with the South and Sgt. Maddox when he is mistaken as a courier sent to buy gunpowder from an arms merchant, Michaels, who stole the stuff from the Union. Doug gets there first to find the merchant is Machiavelli! Apparently Machiavelli's pattern matches Tony's, and he was swept up and brought to Gettysburg by the Time Tunnel. The Tunnel send Machiavelli's dog back when it's about to kill Doug, draining them of power.

The amnesiac Tony takes Doug prisoner and turns him over to his sergeant, while Machiavelli delights in the carnage. Doug escapes and tries to save Tony who is determined to complete his mission. Machiavelli kills Maddox and then Doug and Tony fight when Doug tries to destroy the gunpowder. The two men come to terms but when Machiavelli tries to de