The Straw Hats without Luffy, Chopper, and Jimbei are taken to the laboratory on the clouds far above the ground by Lilith. They get excited about the things they've never seen before. However, inside the laboratory, a new threat is waiting for them.

Nami and the others are attacked by a Pacifista who resembles Jimbei and while they’re in battle, some of Vegapunk’s Satellites look on with excitement. Meanwhile, Luffy and the others find something extraordinary at the scrap heap.

Vegapunk asks the Straw Hats to take him on board their ship which makes Franky and Usopp happy but annoys Nami. Lucci orders his troops to block off all Vegapunk’s escape routes and looks to invade the heavily-secured Labophase.