The Pirate fleet is in orbit of Saturn. On the bridge of the flagship, Jonas Simbacca sits while J.T. Marsh and Alec DeLeon stand on either side. Simbacca tells them, "Preparations are almost complete, we leave for Io soon." Marsh says, "Well it can't be soon enough for me. We don't have any time to waste." Simbacca adds, "Yes, I agree. And that is why you must train a squad of my pilots to operate the e-frames we captured from the Neo sapiens." Marsh laughs uncomfortably before responding, "Uh...heh heh... it's not that easy Simbacca." Simbacca's face shows his displeasure with such a reply, and Marsh continues, "An e-frame is a complicated piece of equipment, you can't learn to operate one overnight." As he stands Simbacca tells him, "The nights are long in space. I have a hand-picked squad standing by, I want them to be e-frame pilots by the time we reach Io. I suggest you get started." And with that, Simbacca walks off. DeLeon mutters, "Heh, Pirates." Marsh doesn't dwell on it, however, saying, "Come on, let's see if we can teach these young dogs some old tricks." Just then the Pirate fleet gets underway, all the ships'thrusters light up as they break their orbits.

Meanwhile, Typhonus's fleet is also en route to Io, and many ships show signs of damage. Some ships are being repaired by e-frames while they proceed toward their destination. On the bridge a holographic version of Phaeton is chewing out Typhonus for forcing the creation of an ExoFleet/Prate alliance. "My plan was to destroy the ExoFleet, and then dispose of the Pirates. Your stupidity has united them against me." Typhonus tries to downplay the importance, saying, "The Pirates are a rabble. With enough ships I can destroy them before they reach the ExoFleet base on Io." Phaeton says firmly, "Enough. I have grown tired of relying on your bungling. This time I have prepared the trap. It will mean the end of the Pirates and the ExoFleet. A fusion pulse cannon, the most powerful weapon in the solar system. The Pirate fleet will never know what hit them. And neither will the ExoFleet base on Io." As he says this we see construction e-frames working to put the finishing touches on a transparent barrel that spans the length of the moon on which it sits.

Marsh is addressing a number of young pirates standing in from of him, "Ok we've walked through this drill enough, so you know it by heart. Any questions? OK then, let's try it for real." Hallas shouts, "Well, what are you waiting for? You want to be e-frame pilots? Then frame up! The pirates run to their respective e-frames, obviously repainted Neo frames, and the cyberjacks connect; Marsh does the same. He announces to them, "All right, we'll start with something simple. Let's move into standard attack formation." The pirates lift off, perhaps ten feet off the ground. They lack control, however, and jostle each other regularly. As J.T. watches his eyes roll into the back of his head. Hallas shouts, "Look out, watch what you're doing." Marsh soon shouts in succession, "Cut your thrusters! Cease hovering! Ach, get back to the deck. All right, take five. We'll try again later."

When he leaves the training area, DeLeon is waiting outside. He tells him, "J.T., I think we have a problem." Marsh laughs, "Only one? I've got six of 'em in there." No less serious DeLeon says, "This one could be deadly. I think there's a Neo spy in the fleet."

An angry Simbacca yells, "Who?! Tell me who he is, I'll jettison his body into space piece by piece." Marsh tries to calm him, "We don't know who he is... yet." DeLeon explains, "Typhonus showing up at your base so soon after we arrived means that someone must have alerted him." "I must find this vermin!" yells Simbacca. Marsh tells him, "First we have to neutralize the spy, so he can't hurt us." DeLeon says, "I suggest you order the other ships to shut down their navigation and long range communications systems. They can still fly blind formation on our trajectory." Simbacca's expression changes to a smile, "Ah, so only I know our course and location. Ha ha, you think in devious ways DeLeon. I like that, you'd make a good Pirate." Not amused, DeLeon whispers to J.T., "Was that a compliment?"

Simbacca is then sending the message to the ships of his fleet. "You will turn off all navigation and long range communications systems. The fleet will fly formation on my beacon." Jubail wonders, "It is dangerous to fly in blind formation. What is Simbacca up to?" Barca, the spy in question, is also curious, "Why would Simbacca not want us to know where we're going? Unless he no longer trusts us. I'll transfer to Simbacca's flagship. I'd like to know his plans."

Meanwhile, Typhonus contacts the base on Sinope, "There has been no word of the location of the Pirate fleet. We must find the fleet to destroy it. Your weapon is useless unless you know where to aim it." The Neo in command of the base responds, "We'll launch scout ships immediately. They won't be able to elude us for long." As he says this a pair of scout ships are launched.

Back on the Pirate flagship, DeLeon announces, "We're picking up unidentified ships on the scanners." Simbacca observes, "Neo sapien scout ships, you can tell by the size and the speed. Even if we cloak now, they're too close. They could still track us by our energy trail. They will have to be destroyed." Marsh states, "A scout ship can outrun anything we've got in the fleet." DeLeon adds, "Except an e-frame." Simbacca seems to like the idea, patting DeLeon on the shoulder and saying, "Good, we can see how well you've trained my pilots." Marsh objects, "No, they're not ready yet! You can't send green rookies up against a couple of Neo scout ships." Simbacca tells him, "They must be ready to face the Neo sapiens soon, and experience is the best teacher. Order the e-frame squad to attack." Alec says, "We'll be there to back them up, J.T." Marsh says, "Ehhh... I hope that'll be enough."

The hangar door opens, and the e-frames prepare to exit. Marsh orders them, "Form on me, and stay in formation." They leave the hangar, but one of the young pirates says to some of the others, "We can't let him have all the glory. Come on! We'll show him how Pirates can fight." With that half of them head off in a different direction. Marsh notices and yells at them, "Get back in formation!" Before joining them Hallas observes, "We can't let them attack alone." Marsh seems to agree and tells DeLeon that they should help them out. The pirates are firing plenty of shots at the scout ships, but missing. DeLeon knocks one of them out of the way, fires, and damages one of the scout ships. Marsh says, "The other one's getting away. Get him! Before he can report our location."

Inside the scout ship the pilot is trying to do just that, calling, "Sinope base, Sinope base, we have found the Pirate fleet. Do you copy, Sinope base? We have found the Pirates. Take a bearing on our location." The response comes, "We copy scout ship beta, maintain transmission so we can get a fix."

Marsh is trailing the scout, and says, "We can't let him give away our position." Hallas cuts in front of Marsh and says, "I've got him in my sights." The scout ship tries to shake him, but Hallas maintains a lock on it. When he tries to fire, however, he loses control of his e-frame and begins tumbling. DeLeon shouts, "Hallas lost it, the scout's getting away!" Marsh tells him, "I'm on it."

Meanwhile the scout pilot has ascertained their position, "Coordinates are delta 4 5 mark 3 by delta 9 4 mark 7."

On the bridge of the flagship Simbacca is livid. "What are you waiting for, destroy them!"

Marsh fires and destroys the scout ship. "Great shooting, J.T.! You got him!" says Alec. Marsh replies, "Yeah, but they know where we are."

The other scout ship is attempting to contact Sinope as well, saying, "Sinope base, propulsion and weapons systems inoperative. Our other scout ship has been destroyed." Hallas tells his fellow pilots, "Stand by to board! We'll show these ExoTroopers how to scuttle a ship." As they begin to move in Marsh shouts, "No! Hallas! Stay back!" The Neo scout ship explodes (whether due to damage or an intentional self-destruct is unclear) and obliterates all the Pirate e-frames, except for Hallas who was at the rear and only gets knocked back. Marsh catches him and Hallas, obviously saddened, says, "I'm sorry Marsh, in the heat of battle I ..." Marsh interrupts, "It takes more than courage to win a war, you have to learn to work as a team and that means obeying orders. Now let's return to the ship." The three fly back to the Pirate flagship, and enter the hangar.

Typhonus'fleet has arrived at Jupiter, and he receives a report from Sinope, "One of our scout ships reported contact with the Pirate fleet. They will be within the range of our base on Sinope soon." Typhonus, observing the holographic messenger and a hologram of moons orbiting Jupiter, says, "Excellent. Their destruction will be the first test of the fusion pulse cannon. And then when Sinope has reached alignment with Io we will destroy the ExoFleet. Not even their GRAF shield can save them."

Back on the Pirate flagship Marsh and DeLeon are seen exiting their e-frames and Marsh says, "Well it wasn't pretty, but it was a start." Simbacca comes charging in and yells at Hallas, "You're a disgrace! Your stupid mistake may cost all of us our lives." Marsh steps in, saying, "Woah, hold on, Simbacca, he did the best he could. I told you they didn't have enough training." Simbacca, summoning what little patience he has left growls, "Stay out of this." Hallas tells Marsh, "Yes, I don't need you to defend me, Marsh." Marsh continues, "Any novice e-frame pilot could have made the same mistake." Hallas approaches Marsh and punches him, saying, "I said I don't need you... (throws punch) to make excuses for me." Hallas then storms off. Marsh is lying on his back, DeLeon crouches down next to him and says jokingly, "You got to keep your eye on his right, and thenduck." As he gets up Marsh rubs his jaw and mutters, "Ahhh, if he could do that in an e-frame he'd be dangerous." Before leaving Simbacca says, "If someone did that to me he would not live to see another day." Marsh looks at DeLeon and says as he motions to where Simbacca left, "Uhhh, remind me never to punch that guy."

Later on Hallas is staring out a window at the fleet, and Barca tells him, "Forget Marsh, your real enemy is Simbacca. Why do you think he sent you and the others out to fight unprepared?" Hallas replies, "Because we had to stop the scout ships." Barca tells him, "Because you're the best. The ones to challenge his leadership someday." Hallas finishes the thought, "And he can eliminate that threat." Barca smiles, "Now you're catching on. You're only hope is to get him before he gets you." Hallas turns back to the window, "No! I'm no traitor. There must be some other way." Barca rubs his chin, and looks as though he is plotting something.

On the bridge, Simbacca says, "We're approaching the orbital plane of Jupiter." A pirate at the console says, "There is still no sign of the Neo sapien fleet." There is an optimistic tone to DeLeon's voice as he says, "Maybe we got lucky, maybe the scout ship's message didn't get through."

At that moment the huge weapon on Sinope takes aim and fires. A large fireball shoots through the barrel and into space. It explodes in the vicinity of the flagship.

"What was that?!" shouts Alec. The pirate seated in front of him says, "Sensors indicate some kind of fusion energy blast." "But where did it come from?" asks Marsh. The pirate says, as if he can hardly believe what he's saying, "It came from... Sinope."

The cannon adjusts its aim and fires again, this time causing a Pirate destroyer to explode.

Simbacca says, "No weapon has a range like that." Marsh observes, "This one does. Get your fleet out of here, we'll have to bypass Sinope." Alec tells him, "That won't help Io." Marsh asks, "What do you mean?" Alec explains, "Sinope's orbit will bring it within range of Io in twenty-four hours. There won't be any Io left; they'll pound the base to pieces." Simbacca shouts, "Then we fight them, now!" Marsh tells him, "Your ships are too big and too slow. This is a job for e-frames." Simbacca smiles, "Even if they are not ready?" Marsh smiles in return, "Hey like you said, experience is the best teacher."

The e-frames launch, and another fireball goes by and some wreckage soon flies into view. Simbacca transmits the message, "Good luck, to all of you." Marsh tells the pirate e-frames, "Cover me and DeLeon, but whatever happens, keep going. We've got to take it out, no matter what the cost."

The cannon on Sinope takes aim again and fires. The fireball burns through a large rock, and another soon follows it. Marsh is firing at the fireball, but since it has no effect he is forced to dodge it. Hallas is sweating as another approaches, and this one destroys an e-frame and the rest are sent tumbling. Wreckage from the destroyed e-frame can be seen, and another view of Hallas shows that he is quite unnerved.

Marsh gives the order, "All e-frames, regroup on me." But the pirates continue on and DeLeon observes, "It's no good J.T., you told them to keep going and they are." Hallas is in the lead, and though he dodges the next blast an e-frame behind him doesn't and is destroyed. A view of Marsh's face shows him to be shocked and saddened by what he sees.

The base at Sinope launches a few e-frames of their own, however, and they make for the pirate e-frames. In return the three pirates approach them. Alec observes, "These pirates certainly have guts." Marsh tells him, "Come on, they'll need cover."

The Pirates and Neos exchange fire, with one pirate being destroyed be some shots from one of the larger Neo e-frames. The other two pirates split up and are pursued, two following Hallas and one following the other. Marsh makes his way to Hallas and shouts, "Hallas, break right!" and he then destroys the two Neo e-frames. He flies up to Hallas, who tells him, "I didn't need your help, Marsh!" J.T. responds, "We all need help sometime." Unseen, one of the purple Neo e-frames fires a shot that hits directly in the back of Marsh's e-frame. As he flies off leaving Marsh tumbling, Hallas says, "You'll see, J.T. Marsh, a Pirate will do what you could not."

Meanwhile the Neo approaches DeLeon and the other pirate from behind and destroys the pirate. Alec spins and fires, destroying the Neo. He goes to catch the tumbling Marsh, and shouts, "Gotcha J.T.!" Marsh asks, "Where's Hallas?" DeLeon tells him, "He's trying to take out the Neos out single-handed." Hallas has reached the Neo base, but comes under fire from a heavy Neo e-frame. Hallas returns fire and destroys it, and then fires a shot that puts a hole in the exterior of the base.

Inside the base commander is announcing, "Condition red. Intruder in the energy silo. All defense forces red alert."

Hallas says, "I'm going in!" and does so. Energy blasts are fired at him from unseen sources. Marsh tells him, "Don't try to be a hero Hallas. Cover us, DeLeon." Alec responds, "I'm on you like glue, J.T." and the two enter through the hole made by Hallas. Hallas continues down the silo, by a catwalk with two Neo guards on it who fire as he goes past. Hallas dodges the blasts, but bounces his e-frame off the walls a few times causing him some discomfort.

As the two ExoTroopers approach the catwalk Marsh says, "We're closin' on 'im." As they go past the two Neos fire some more. Soon Marsh and DeLeon have caught up to the two Neo e-frames that have been trailing Hallas and Marsh destroys them.

Hallas finally reaches the end of the silo. He looks around and locates his target, saying, "Marsh will see what a Pirate can do." As he moves in he is shot from behind, and he falls to the ground with his e-frame catching fire. He sets the fusion pack for a twenty second countdown and smiles as the Neo e-frame that fired the shot moves in for the kill. Marsh arrives in time, however, and scores a hit from behind on the Neo.

Hallas tells him, "Get out of here, I've set my fusion pack to explode." Marsh tells him, "We're not going anywhere without you." Marsh removes the fusion pack, just now going from sixteen to fifteen, and tosses it onto what is apparently the reactor. He and DeLeon pick up Hallas'unpowered e-frame and take off, back up the silo. Slightly after they go past the catwalk, and get fired at by the two Neos, the timer hits zero and the fusion pack explodes. The flames chase them up the silo (as Marsh prods, "Come on, DeLeon, kick it!") but they exit just in time, as most, if not all, of the base explodes.

Typhonus observes, "Phaeton's plan has failed, he will see who is the bungler now. Contact the fleet, we attack the Pirates immediately." A Neo at the sensor console calls his attention, "Collision alert, meteor swarm, heading right for us. It's the debris from Sinope!" The ships of the fleet begin to get rocked by the debris, and one explodes. The Neo continues, "We must retreat or be destroyed!" Typhonus reaches for the communications console and orders, "All ships, withdraw!" and the order is carried out.

On Io the ExoTrooper at the sensor console tells Admiral Winfield, "Admiral... Sinope... it's not there!" Just then a transmission comes in from J.T., who says, "Marsh to Admiral Winfield, we did it, sir. The Pirates are comin' in." Winfield smiles and responds, "Good work, Marsh. Now we can take the war to Phaeton; we've got a fighting chance again."

A Pirate shuttle lands in the hangar, where a number of ExoFleet troops are gathered. Simbacca, Jubail, and Hallas exit, though Marsh and DeLeon were seen just behind when the door opened. Winfield holds out his hand and greets him, "We've been enemies for a long time Simbacca. I'm glad to finally welcome you, as a friend." Simbacca shakes his hand and says, "You were always a worthy opponent Admiral Winfield." Motioning to the surrounding soldiers Winfield asks, "Shall we review the troops?" Simbacca replies, "Nothing could give me more pleasure." They walk by and Simbacca declares, "Excellent troops, it will be an honor to fight alongside of them. We will fight together, until Phaeton is defeated." The announcement is met with cheers, and Simbacca and Jubail smile in return.

But Rita Torres' response is much different when she sees Jubail. Her face is twisted in anger and she mutters, "You... you murdering pig." Jubail sees her and returns the scowl.

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