|Season 3, Episode 303, 304|
|Directed by|| Unknown|
Ancient Darkness is the 55th and 56th episodes (the fourth TV movie as well) of Hot Wheels Battle Force 5.
Battle force 5 are up to the challenge to fight The Ancient Ones. But do they fully understand who they're dealing with?
- Grace has learned of the existance of Battle Force 5 and Sage explained to her about their adventures.
- In part 2, Draekonis, the dragon-ancient one destroys BF5's Binary Fusion Pod and he and the others destroyed their vehicles in the process after he and the Ancient ones defeated them.
- Each of the Ancient ones try to break each member of Battle Force 5 during their fights:
- Draekonis shows Vert that he's never worthy enough of being the Crimson One, for an arrogant, unpredictable, rash, and disappointing leader, especially leaving his role as leader of the Council of 5. Vert can make wrong decisions, leading them to catastrophy. For example, putting Sage in jeopardy, leaving vulnerable to Kyburi, and for that, Vert is responsible for that tragic moment. And explains that he and the ancient ones created the Sark, not the Red Sentients. And he points out to Vert that he's knows so little of the multiverse and he still have much to learn from it, and refers to his father that he's been in the multiverse longer than his son and his team. He soon warns to Vert that soon his arrogance will someday lead to his destruction.
- The octopus ancient one shows agura that she's not actually a hunter, but a simple ranger and explains that a real hunter don't respect nature. They only care about their quarry, money, their trophies and always when to put down his/her prey perminantly. For example the Magmatrox, she should have killed it while she had the chance, it was about to be extinct anyway. Then he gives her one chance to kill the fierce but wounded Bugsquatch. When she refuses, he kills it off screen in front of Agura and begins to attack, lashing her with his spiky tentacles and telling her that she's weak.
- Claw'Rok tolds the Cortez Bros that their containment unit was wrong and if they'd followed Tezz on the right path, they would've destroyed Kytren's Respawn Chamber long ago. And for Spinner, he's supposed to be the smart one instead, but all he does is whine, whimper and scream like a pathetic monkey. When Sherman saves Spinner from Claw'Rok, he grabs and breaks Sherman's right arm in brutal pain while he tries to crush Spinner's throat, trying to silence his infuriating whinning voice.
- During Cryoinfernus's fight with Stanford, he tells that Stanford should be well ashamed of himself that his ancestor caused the war by allying himself with the Vandals and Krocomodo's ancestor.
- Broulderox consults to Zoom that he should've blamed Vert for Master Takeyasu's demise and he if would've been there, Takeyasu would still be here today.
- Mark Hildreth as Vert
- Kathleen Barr as Agura/Zen/Korosivash
- Kira Tozer as Grace
- Gabe Khouth as Spinner/Quardian
- Brian Drummond as Sherman
- Noel Johansen as Stanford/Tezz
- Alessandro Juliani as Zoom
- Michael Dobson as AJ/Boralis/Cryoinfernus
- Mark Oliver as Draekonis
- Fred Tatasciore as Claw'Rok
- Colin Murdock as Karmakaris/Zeke
- Kevin Michael Richardson as Broulderox
- Mark Acheson as Rawkus
- Jim Byrnes as Jack Wheeler