Solomon and his team land at a heavily damaged space station when they are attacked by a burst of energy. Meanwhile, Octus is thrown a surprise birthday party by Lance and Ilana. During the party, Octus receives a distressing call from Solomon that requires Titan's immediate assistance. Titan arrives at the space station and are able to survive one encounter with the creature thanks to Solomon. He explains it is a creature made of pure energy and when it drains the energy of something, it cannot be recharged. As they flee from the creature, Octus is hit by the creature in his leg, and cannot fix it. The gang then decide to contain the creature instead of destroying it. Lance and Solomon head towards the creature while Octus and Ilana hide. They manage to trap the creature temporarily, until Solomon's ship arrives. All of them escape, except for Lance due to the cable breaking. Octus saves him but is drained by the creature. When they try to recharge his mainframe it fails, and after an angry Lance uses Solomon's ship to destroy the station and the creature within, he, Ilana and Solomon mourn Octus' death.

• Genndy Tartakovsky
• Bob Camp
• Paul Rudish

• Kari Wahlgren
• Tara Strong
• Brian Posehn