Thundercat, Rectifier of the Vok, feels his work maintaining his creators' devices is not yet complete. He needs aid destroying the diffraction web that Edge has set up around the tree-shaped artifact near the Valley of Humans. After puzzling over ways to shut the device down, he eventually requests Cheetor's aid in destroying the web via demoltion charges. As Thundercat is clearing the debris and covering the exposed Vok sigil, he is approached by Beetalion, who notices the Sword of Dinobot at his side. He offers to challenge Thundercat to a battle of honor for the weapon, but Thundercat seems to be more interested in material gain. He asks Beetalion instead to construct him a ship similar to his. The commander is surprised, but he makes the deal, promising that the project will commence when the group returns to Cybertron. Before the Maximals can go, they realize they need to retrieve Waspinator, whom they hope will accompany them on the voyage and leave the protohuman population to evolve on their own. Charger and Optimus set out for the human settlement, chatting with the former Predacon in hopes to convince him to stay. Waspinator understands, after all, but he hopes that he can at least take his foundling artifacts with him.
The Predacons call a general meeting, and Swiftsting, for the first time in a long while, presides as commander. He asks for introductions from each of his new troops. He comes to a quandry when introduced to Quickclaw and Starfire, as both claim they are the team "scout." Already informed of Starfire's previous insubordination, he decides that the two Predacons should meet in combat for the right to the position. The two recruits face off, and when the fight is over, Starfire is the victor. However, Upgrade is certain there is an error in the fuzor's programming; he decides he will check his circuits before Starfire is allowed back on the field.
While Thundercat and Beetalion discuss their final arrangements, Cheetor returns to Axalon II. Darkwave asks if he can take him aside and discuss something with him in private; he recruits Blackarachnia, as well. Silverbolt follows along loyally, but when Blackarachnia senses that the conversation is taking a heavy turn, she shoos him away. Darkwave confronts the pair regarding knowledge he's learned from Tarantulas and surmised from overhearing their earlier conversation: if he's put all the pieces together, not only is Tarantulas the admitted spawn of Unicron, but Tripredicus is his knowing employer and possible relation. Cheetor, angry that Darkwave has learned this information, warns him to keep silent about the fact. As accusations among the three Maximals get harsher, the truth comes out: both Cheetor and Blackarachnia, having evidence that points Tripredicus to Unicronian involvement, are paid for their silence. Neither Blackarachnia nor Cheetor knew that the other was on Predacon payroll, but Cheetor's indignance about his decision propels Darkwave to violence. The much larger Darkwave knocks Cheetor out cold, and other Maximals inside the ship come running out to survey the situation. As Silverbolt and Klatuu check the damage, including a break Darkwave's wild punch put in the ship's hull, Miriam storms out furious and upset. Not knowing the entire situation, she accuses the other Maximals of incompetence, and when the now-recovered Cheetor commands her to return to base, she takes her own turn at injuring him. He flies into a feral frenzy and is forced to be dispatched. Just then, Optimus arrives, seeing his friends at their worst. He first deals with Miriam, forcibly instructing her to stand down and return to the ship. He then inquires as to why there has been a hole punched in the hull, and Darkwave, in the company of all gathered Maximals including the now-returning Thundercat, tells the entire story. Optimus is shocked, but takes the news calmly enough to carry Cheetor off to the R-Chamber in order to address him later. Silverbolt, on the other hand, is furious, and forces Blackarachnia to come with him inside the ship.
Swiftsting, knowing he is missing one, or two, of his more valued troops, places a call to Stalker. Her radio catches the signal, and she explains her position inside the Maximal base. She also informs the commander that she hears sounds of combat outside, and that the Maximals may be infighting. The Predacons decide that this moment would be the perfect time to stage an assault.