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A large Neo sapien fleet is seen in orbit of Venus. Marsala and Nara are observing a bustling Neo installation. It is the site of the GRAF shield that Professor Algernon had overseen the construction of, and then later sabotaged. They observe a Neo mega at the complex. Since the Neo megas are more intelligent than typical Neo sapiens, Marsala believe they may be able to get the shield on-line. This worries Nara, since the GRAF shield would prevent the ExoFleet from retaking Venus. The two must then hide from Draconis' hoverplane, which passes overhead.

Draconis enters the installation, and he asks Enleal, a Neo mega, why he is wasting his time. Draconis refers to Xenobius, simply saying that he "received the proper reward for his failure". He is shocked when Enleal tells him that Algernon was the true inventor of the shield. Enleal then activates the shield, declaring that he has undone Algernon's sabotage, and that the GRAF shield is now operational.

Nara and Marsala see the activated GRAF dome. Draconis chastises Enleal for activating it. He says that had he kept the reactivation a secret they could have trapped an invasion fleet. Enleal simply smiles and walks away as Draconis hurriedly orders a complete search of the area. Burns and Marsala try to make a quick exit. Nara trips and drops the scanner. The pursuing Neo e- frames see it, and notice that they are still in the area. They attack, and damage the e-frame before the ExoTroopers can go into stealth mode. They try to use the e-frame to run away, but get surrounded. Takagi and Bronski arrive and destroy a couple Neos. Burns and Marsala then take to the sky to join their teammates.

Hundreds of Neo e-frames are in pursuit of the fleeing ExoTroopers. Draconis is preparing to join them in his own e-frame when Sullust, another Neo mega, tells him to call off his troops. Draconis is determined to prevent the ExoFleet from finding out about the GRAF shield, and feels that, as commanding general of Venus, he doesn't have to listen to Sullust. Sullust tells him that his authority comes directly from Phaeton, while Draconis can be replaced with someone who can follow orders. Creon is in disbelief when Draconis tells him to cut off his pursuit. The ExoTroopers are somewhat confused by the Neos' withdrawal, but hurry off to warn theExoFleet. Draconis is angry, but calms down when he realizes that Sullust is setting a trap for the entire ExoFleet.

In a resistance base at the Sea of Amon, J.T. learns of the GRAF shield and resolves to take it out. He says that the entire fleet is on its way for an attempt to liberate Venus. But they must take out the shield quickly, or else the entire fleet will be destroyed. The ExoFleet is then shown with Winfield ordering them to head for Venus.

Winfield asks Algernon if it is possible for the Neo megas to repair the GRAF shield. Algernon tells him that the Neo megas are even intelligent enough to improve it. Even though Algernon says he can eventually counteract anything that the Neo megas conceive of, Winfield does not wish to cancel the invasion. He does not believe that they can win a technology war against the Neo megas. He instructs Marsh to destroy the GRAF installation, and says that the invasion will proceed as planned. Able Squad makes their preparations, by getting their e-frames ready and sharpening their skills. Nara is happy to see her brother James talking with Marsala.

Creon reports to Draconis that the ExoFleet, as well as many Pirate ships, is on its way from Mercury. Sullust is pleased by the news.

Admiral Winfield arrives on the Resolute II, having officially transferred his flag. He and Simbacca remark about what a great ship it is.

Marsh is busy watching the Venusian sunrise, with a picture of Alice Noretti in his hand. Nara enters and remarks how beautiful it is. Marsh says he now knows why she likes it on Venus. Able Squad members enters their respective e-frames, with some difficulty by Bronski, whose stomach temporarily gets in the way. They fly off with a number of resistance members.

They begin to attack the Neo sapien complex, and although there are Neo e-frames there, it is not too difficult a task. Marsh and Weston head for the control center and get inside, where Marsh destroys another Neo e-frame. Weston sets a detonator on the GRAF shield generator. Marsh notifies Winfield, who then has the fleet go to attack formation.

Meanwhile Draconis is concerned since the GRAF shield in enemy hands and the ExoFleet on its way. Sullust simply asks if the ExoFleet is within range of the GRAF shield, and when Draconis, who doesn't understand what good it will do, says yes, Sullust tells Enleal to activate the GRAF shield. Enleal then reveals to Draconis that he has created a larger, more powerful GRAF shield out of the entire city's dome. At Sullust's order he begins to target the ExoFleet, and declares the trap sprung.

Able Squad continues to fight the Neos outside the original GRAF installation as Weston sets the last detonator. The Neos then withdraw from the battle, prompting DeLeon to think of the show they put up when activating it and then letting the recon party escape. He tells J.T. not to detonate the charges. Alec explains that the Neos are playing a shell game -- showing them what they want them to see, while the true objective is elsewhere.

Marsh has Weston allow Algernon to access the GRAF shield, and they find that the readings are not the norm for a true GRAF shield. Marsh concludes that they have, in fact, been tricked. Marsh asks Winfield to call off the invasion, since the Neos likely have a real GRAF shield elsewhere.

Sullust, after mockingly asking Draconis for approval, has Enleal activate the shield. Although a few ships at the front get destroyed, Simbacca is able to order all the ships to cloak and attack. Winfield shouts at Simbacca, for he thought at first that Simbacca's actions led to the destruction of the other ships. On Venus, Enleal is frantically trying to lock on to the ExoFleet vessels. Back on the Resolute II Algernon explains that the GRAF shield works like light rays, and the cloaking effect of the Pirate vessels would prevent the GRAF shield from damaging them.

The Pirate vessels, having gotten within the shield's range, decloak and drop jumptroops. The jumptroops meet little resistance on the way down, and Captain Butler's company, among others, head directly for the GRAF shield.

Within the city Draconis does not react well to Sullust's attempt to make another suggestion. He throws Sullust headfirst into Enleal, and orders both of them taken away and killed. The Neo megas protest, but it does no good. Draconis orders all e-frames to fall back to Vesta, where they will make their stand.

Able Squad watches as the attempt to liberate Venus begins. Nara is happy, and J.T. notes that it is the beginning of the end for Phaeton. They then frame-up to aid in the battle.

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