The Sky Marshal's ship crash lands on a planet inhabited by Behemecoatyl, a bug leader. The Sky Marshal is accompanied by Lola (the captain of the ship), Holly (ship's stewardess), and Bull (ship's engineer). It is found out that the Sky Marshal Anoke has been brainwashed by the bug to betray the human race. Rico, a Colonel in the federation, is assigned to take a squad of Marauders, weaponized suits, to save Lola and the Sky Marshal.

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