The missiles within the shuttle will be used to destroy weak humans. Making it to the space shuttle in time, they meet Caucasus, who explains to them that the meteor is the medium to transfer Worms. Shura then dies from the wounds inflicted on her as Tendou and Kagami take it on as their mission to save humanity from this disaster. However, it seems that Caucasus and the leaders of ZECT are the only ones who know of this plan and attempted to silence her for overhearing their plans. ZECT plans to let the meteor crash onto Earth so that the Worms will conquer humanity. At this point, Shura tells Tendou that ZECT has betrayed them and is allied with the Worms. Holding the wedding ceremony in a hospital, Hiyori dies soon afterwards. Tendou and Kagami receive news however, that Hiyori is on the point of dying due to the exposure to the meteor dust years ago and it is then that Tendou reveals he is Hiyori's brother. Kabuto is able to survive thanks to the Kabuto Extender, but Ketaros dies upon re-entry into Earth's atmosphere. After fighting Ketaros, they both fall off the space station due to the Clock Up function pulling through another meteor infested with Worms. Tendou has arrived on Jacob's Ladder first however, and he attempts to foil ZECT's hidden motive. Kagami is then chosen to activate the space station's Clock Up function and must leave, but he promises Hiyori he will come back. Kagami has also decided to marry Hiyori and they hope to build a future together. Chasing after Shura however, he meets ZECT's legendary Rider, Caucasus, and is defeated in a matter of seconds. Oda attempts to fight off this trap, and he is able to kill Yaguruma. Meanwhile, Daisuke has been killed at the hands of Shura who has betrayed Neo-ZECT. Tendou proceeds to enter the space station for his true motive on helping both sides was to foil ZECT's secret plan. When Neo-ZECT's plan to take over the space station is initiated, both groupsâ? true colors come to light. Tendou joins Neo-ZECT after telling ZECT that he attempts to disband it from the inside and manipulates ZECT and Neo-ZECT against each other.
The space station includes a function that works in conjunction with the Rider System's Clock Up function. By building the Jacob's Ladder space station, they plan to capture this meteor and spread its water throughout Earth, replenishing the Earthâ?s oceans.
At the same time, ZECT has obtained intelligence about a large comet orbiting the vicinity of space. With three groups in existence (Neo-ZECT, ZECT and the Worms), Souji Tendou has decided to sell his power to either Neo-ZECT or ZECT, but his intentions are unclear. Daisuke Kazama and Shura Hokuto are also part of Neo-ZECT. By present time, power struggles in ZECT have caused a new group, known as Neo-ZECT, to be created by Hidenori Oda. The battles lasts over seven years, depleting Earth's resources and turning it into a barren wasteland.
In order to counter this new threat, ZECT was formed, who in turn created the Masked Rider System to combat the Worms. These creatures took on the identities of real humans and then killed them. In 1999, an enormous meteor crashed onto Earth carrying extraterrestrial creatures known as Worms within it.