Stahldrache and Epitaph hold their challenge to see which is capable of attaining or holding to the rank of Predacon subcommander. Epitaph is very surprised when Stahldrache uses his Transmetal II powers to destroy his staff; from that moment, the fight belongs to the challenger, who defeats Epitaph with his venom bite and assumes the role of subcommander. He then inquires to Swiftsting as to the Revolutionaries' ultimate plan: Swiftsting, who is more open with information to a ranking officer, reveals the steps of the Predacon's plan. Because the Maximal government has no defense against Transmetal II power, the Revolutionaries plan to storm the council citadel. They also plan to secure and release Megatron, who is being held in a secret cel two sectors below the citadel. They believe they can accomplish both goals in the same run, and can do it soon.
The only Predacon absent from the challenge is Stalker, who left the complex to visit Tarantulas as soon as the lockdown was aborted. When she arrives, he offers her a device he's constructed from his own discarded eye. The gem on the necklace is designed to feed video back to his lair to simplify their mindlink. Before she has time to thank him properly for the gift, Tarantulas receives a call from one of the cult priestesses. Blackarachnia and Silverbolt have tracked him down, and are demanding audience. Amused, he offers to allow them into the first level of the compound. He then sets an all-female guard, cloaked, in the false worship hall. When Silverbolt and Blackarachnia arrive, they challenge Tarantulas. He gives them the opportunity to leave; when Silverbolt refuses, and attacks him, the cloaked guard makes their move. When Silverbolt begins to damage Tarantulas, Stalker jumps to the spider's aid, and while he retreats the cloaked females gang up on Blackarachnia. Silverbolt is too late to stop his mate from falling, and a new anger wells up inside him, allowing him to generate a blast of force from his spark that damages Tarantulas severely. He then snatches up Stalker, threatening to destroy her if Tarantulas does not leave Blackarachnia be. However, before he can act, a venom dart from the still-cloaked Mindrazor drops him to his knees. Silverbolt can only watch through a haze as Blackarachnia is pinned to the sacrificial wall.
Meanwhile, Darkwave's Maximal unit is ready to make peaceful contact with the Revolutionaries. Darkwave calls ahead to Swiftsting, and tells him that he is going to be arriving with his team; he has information to relate to the Predacon that can only be told in person. Swiftsting is incredulous, but decides to allow the Maximal his audience. Darkwave warns his troops not to be violent during the encounter, even if the Predacons decide to strike. On their best behavior, the unit arrives at the complex in Tetsu City. The Predacons allow them in, and Darkwave promises to present his information…if the Predacons respond with a gift of the Transmetal II Inhibitor, a technology they are stowing. Swiftsting, confidant that the Maximals will not leave the complex with the inhibitor, agrees. Darkwave then reveals his information about Tripredicus: they are the Spawn of Unicron, and if the samurai of Beetalion's sector were given the same information, they would be certain to rebel against the Predacon government. Swiftsting takes the information with a measure of shock, but claims it does not change his plans. He then orders his security officer to retain the inhibitor before "escorting" the Maximals out of the complex. When combat begins, Starfire does his best to escape with the syringe. However, he fails to teleport completely outside of the building, and Upgrade catches up with him. With support from Thundercat, he escapes, and one by one the Maximals retreat from the sector.
The Maximals return to the council hall, where Darkwave presents the chemical to the mysterious Maximal General. Magnaboss is pleased to receive the gift, and promises that his researchers will begin replicating the compound immediately. When Darkwave casually inquires as to other research being done in the enigmatic "upstairs lab," he brings up the subject of "Project X," the spark-replication procedure which created the indestructible Rampage. Magnaboss reveals that the project and several others like it were started to combat the effects of Maximal aging-an unfortunate result of organic synthesis that causes Maximals to slow down and die after a maximum of 20,000 years.
Swiftsting gathers his team, telling them that now is the time to strike against the council hall. However, Mangaboss is already ready for the Predacon attack, and tells Darkwave to rally his troops at the Predacon/Maximal border, where a company is already waiting to fight back. Odds now against them, the Predacons press ahead...