The scene opens with a youthful Nolan, now standing as a mentor to a group of young cadets. He shares the history of their planet, emphasizing the Betrayer's role in killing Emperor Argall, leading to a devastating purge that claimed millions of lives. Nolan's philosophy is that only the strongest can survive, and he trains the cadets rigorously, preparing them for the brutal combat trials that await them in the morning, where two will inevitably fall.
As they depart, Nolan is confronted by his parents, who test his combat skills in a brutal, bloody encounter. Despite delivering some powerful blows, Nolan is ultimately defeated and left battered by his mother. However, he passes the test and arrives at the barracks for his uniform and first assignment. The Viltrumite General briefs the cadets, but disaster strikes when a poison infects many of the Viltrumites.
The biological weapon, later revealed as the Scourge Virus, is specifically designed to attack Viltrumite DNA. The devastation is shocking, with bodies piled like mountains and few survivors. Nolan manages to escape the virus's wrath but is left bitter, twisted, and angry. Despite the slow progress in finding a cure or treatment, all remaining Viltrumites have been infected.
Billions have died, and even worse, their offspring will be deficient or inbred. The Grand Regent refuses to accept this as the end of their lineage and tasks the remaining Viltrumites with rebuilding their civilization. The scene is a grim reminder of the consequences of war and the struggle for survival in a world where strength and resilience are paramount.
Earth was merely one of the numerous planets that Nolan and the remaining Viltrumites traversed, seeking to save their dwindling race by mating with compatible species. Their true agenda was to propagate their offspring, and humanity, with its genetic compatibility, presented a promising opportunity. Nolan's initial attempt to assert control over Earth was a direct result of this compatibility. If Mark hadn't acquired his powers, Nolan's intentions would have been dire—potentially culminating in the destruction of the planet.
Allen and Nolan arrived at Talescria, sneaking into Allen's residence where his girlfriend, Telia, was present. Nolan, in his undercover guise, joined them to confront Thaedus—the Betrayer, as they called him. He was the first among the Viltrumites to renounce their cruel ways, risking everything for his convictions.
While Nolan was eager to equip Allen and his people for war, he refrained from joining the fray himself, fearing it would ensnare Oliver and Mark in this conflict. Additionally, Nolan had compiled a list of Viltrumite weapons and their vulnerabilities. Securing these weapons could turn the tide, but caution was paramount as a spy still lurked among them.
They arrived at the Venture—a vessel reminiscent of Star Trek's Enterprise—where its captain and crew were far from formidable. Their journey led them to an asteroid field, where they discovered the Infinity Ray of Space Racer. After a century, he was still alive, and the duo battled him, showcasing the formidable power of his weapon.
As the initial skirmish wanes and the heat of battle cools, Allen steps forward to broker a negotiation. He brings up the Coalition of Planets' resistance against the Viltrum Empire and how Nolan now stands on their side. Nolan also apologizes to Space Racer, which seems to be enough to convince him to cooperate.
Next, they encounter a small planet where sinlak beetles are camped out. Apparently, there's a compound in their shells that makes them vulnerable to physical injury. After capturing them, the duo heads over to meet the Geldarians, a powerful race that Nolan had hired the Kresh to take out. The plan fails, despite losing a significant number of forces on the planet. It's revealed that there's a warrior on Earth who may be able to help them - Tech Jacket. And there's also Battle Beast, who could provide further assistance.
Before heading back, the ship takes them to see the Ragnars, a species even the Viltrumites fear. Nolan is the sole survivor of the first expedition team that arrived on the planet. He actually put a solar disc in place to freeze their planet solid. However, they didn't care about the other two civilizations they destroyed to take them out.
On the planet, Allen and Nolan confront the Ragnars' captain, asking him to move the solar disc. Instead, the bozo destroys it entirely. That's not good news as the ice begins to crack, releasing all the beasts. With the Ragnars free, there are too many for Allen and Nolan to take out alone. Thankfully, Telia moves the ship to cover the sun, effectively freezing the Ragnars again and providing them with an escape route.
Nolan starts to doubt his own mission, bringing up that the Viltrumites have done some good in the universe. Allen quickly nips that in the bud, pointing out that their people could have gotten the message when the virus initially hit and cooled off. Instead, the Viltrumites turned up the cruelty and kept killing.
Back on Talescria, the team debriefs Thaedus, but Nolan alone has doubts about this approach's success. Many of the conquered planets will continue fighting the Viltrumites out of fear. Nolan and Mark could be the turning point though, especially as seeing two Viltrumites fight against their own could spur them on to change forces.
Thaedus decides to lead by example and shows off his greatest sin - an improved version of the Scourge virus. If released, not a single Viltrumite would survive. He was the one who created it initially and killed billions. Thaedus initially killed the Emperor because he thought without him, maybe their people would change. That didn't happen, obviously, so he took drastic steps to take them out. Nolan doesn't kill Thaedus but does have him promise never to release this virus unless they have no other choice.
Interestingly, Nolan turns around and decides to head off and get his son instead.
