Osborn and Lucas discuss why she spied for the Zatarians and framed her sister for it. She still does not believe in the destruction of the Ancients. Osborn refuses to tell her where Jax and the team have gone. She informs them they are now headed to the blockade line where she plans on starting a war, using the computer-controlled Dauntless and leaving Osborn on board to pin the blame on.

The team has stowed aboard a transport cargo ship captained by Roy Scantron.

Xander and Tierney discovery that Cordelia is also involved with Bey Turhan and the Zatarians. They also witness Admiral Lucas reporting in as well. Tierney follows Cordelia while Xander heads her off. Cordelia admits to framing their father for illegally supplying weapons to the Sumi to get him sent to prison so she can take over the company.

Bey Turhan and his man come running in. Tierney and Xander are taken. Cordelia stabs Tierney in the stomach. Bey Turhan takes aim at Xander and he throws the knife from Tierney into Turhan's stomach. Zion immediately disarms the other goons and informs them they'll be surrounded in moments. Xander opens a portal and they escape.

Scantron gets caught up on Jax's mission. Turns out Scantron's sister, Bertha, is Cronin and she's traveling with him as his first mate and chef. As Bertha and Roy explain their history, Jax makes a connection to what the Lost Race told her and her shell begins to glow.

Ralen encourages Jax to take members of all the races to see the Ancients but Jax is afraid they'll be at risk the way Matta was lost. Ralen argues it's not her decision to make.

Xander take Zion home to see their mother.

The Dauntless arrives at the Earth-Sumi Blockade Line. Lucas takes Shral with her and leaves Osborn to trigger a war.

As Xander tends to Tierney's wound, she tries to convince him to give her the anti-matter weapon so she can destroy the Ancients before they can destroy the universe. Xander believes Jax can save them.

Tierney tells Xander about her childhood with Harlan and her life and choices on Hypatia that led her to this moment.

Osborn attempts to disengage the programmed attack. He is unable to but the systems shut down suddenly and Harlan Fried appears on the screen, explaining he built a backdoor into the AI when he designed the ship for Earth Com. Harlan offers him control of the ship if he agrees to come work for him. Osborn agrees reluctantly. Harlan gives him control of the Dauntless and he takes off, to Lucas's great ire.

Jax and the team reunite with Osborn. A Sumi ship arrives, setting off alarms. Jax hails the vessel rather than fire and it's Aleka. Jax directs her to meet them on the surface.

Xander appears just as Jax and Aleka greet each other. Suddenly Aleka is struck by laser fire. Ralen sends a drone and IDs the shooter as Lucas. Ralen's drone blows her up.

Aleka dies and the shell from the Lost Race blackens and crumbles.

They bury Aleka. Jax is disillusioned with her ability to save the universe. Xander shoots her. He contacts Osborn and asks him to send down the contents of a cabin on the Dauntless. Ralen questions Xander's plan to use the weapon on the Ancients and punches him out. Jett gets between them and holds a weapon on Ralen. Ralen gains the weapon and tries to get the anti-matter weapon from Xander but Osborn appears and stuns him. He brought the box down with him. Xander boxes Jax.

A hooded figure meets Xander in the caves and offers him the chance to reverse Jax's loss of faith. She opens a portal. They pass through and Xander loses the anti-matter weapon as he arrives back before Aleka is shot.

He saves Aleka and they enter the portal to the Ancients.

Pandora makes her plea, using her companions as testimonials. She passes her shell to the man in the chair who transforms into the girl from her dream and the Lost Race.

The spokesperson for the Ancients judges the universe worthy and the Pandora's job at an end. Jax will remain with the Ancients. This is Xander's price for being able to travel back and save Aleka and the universe.

The team is sent back. Aleka consoles Xander and declares her intention to continue Jax's work with the Sumi to created a peaceful universe.

As they exit the caves, Lucas announces they are all under arrest. The hooded figure appears behind her and Xander and Ralen take the opportunity to attack. Lucas is shot. The hooded figure takes out the rest of the troops.

Xander talks Osborn out of killing Lucas. Ralen approaches the hooded figure but Xander orders him to the Kubrick. Xander identifies the hooded figure as Bloom.

Zazie leaves with Scantron and Bertha. Osborn prepares to join Harlan. Xander goes off to mourn Jax.

Jett asks Ralen how Lucas found them.

On Zatar, Shral is held by Ralen's father and his goons. Salazen welcomes him back.

Xander returns to Jax's quarters and looks at the picture of Eve. Tierney arrives and informs him that the portal system has collapsed. She asks for his help to find Eve.

Ralen recalls Xander to the bridge to receive the message from Lucas that they are under arrest and from Salazen that Ralen must return home. The Dauntless opens fire and flees.