By tapping into the knowledge from his Psychic Encounter with The Regess, Zor builds a Protoculture Matrix that supplies the Tirolian Empire with the energy it needs. But without the Invid, the Flower of Life can't reproduce, so Zor engineers the Pollinators to solve this issue. Seeing how Zor can create new life formes with his science, Nimuul has him make an army of clone slaves to do his bidding. One group of Clones is the Zentraedi which they use to mine the Ore on Fantoma. The people dislike the clones being used as slaves and wish for equality so Nimuul sends his clone guard to quell them. The Resistance seems to have little chance of winning with the people having grown lazy and complacent with the clone slaves doing all their work, as with the Empire having thousands of clone soldiers and the Resistance having inferior weapons. Seeing as Zor will continue to work for the Empire while his father is captive, they steal weapons from the Police Storage Warehouse and go off to free Zol. The attack fails as there were too many clone soldiers and inspired by a request for more soldiers, Nimuul decides to use the Zentraedi as soldiers. the resistance decides to take out the Science Institute and Zor so the Empire crumbles without his provisions. Seeing Zol's presence as a possible danger, Nimuul goes to see him to tell him he's going to end him. Arla breaks into the Science Institute to try to save Zor as he talks with Vard. Vard sees the Masters plans as a good use of Zors discovery while Zor regrets what it has become. As the Resistance attacks the Institute the Zentraedi arrive.
