Bulkhead accidentally becomes trapped on board the Decepticon warship, the Nemesis, while on a scouting mission, and tries to escape without being discovered. Meanwhile, Starscream and Airachnid both send their newly gained armies (Starscream's being five clones of himself, and Airachnid's being an enormous swarm of Insecticons) to the Nemesis, both with the order to kill Megatron.