In the eleven years of "The Second Bug War", the Mobile Infantry has improved their weapons and tactics. However, the
Arachnids have countered these developments with new and tougher variants. The
United Citizen Federation, now finding itself engaged in prolonged
trench warfare on the frontier planets, increasingly relies on its control of the media, using its extensive police and judicial powers to suppress dissenters and religious fanatics as
seditionists, while maintaining recruitment numbers. Colonel Johnny Rico is stationed on the agricultural planet Roku San, where popular Sky Marshal and singer Omar Anoke pays a visit. While off-duty, Rico's old friend, General Dix Hauser, gets into a bar fight with a group of anti-war farmers. When Rico forcibly disarms the drunken Dix, he is threatened with a
court martial but the base defenses suddenly fail due to a Bug attack. Rico incapacitates Dix and assumes command of the defenders. When Roku San falls, the media blames Rico, who is condemned to execution for insubordination. Fleet Captain Lola Beck, Dix's fiancée and a former flame of Rico's, is piloting Anoke to Sanctuary, the Fleet's secret headquarters, when a mechanical failure due to a battery attack by the Bugs during warp severely damages her ship, forcing six crew members, including herself and Anoke, to escape via a rescue pod to the nearest planet, the classified OM-1. Admiral Enolo Phid suppresses the distress signal from the pod so as not to lower public morale, but Dix learns of the situation and has Rico's execution faked so he can rescue Anoke and Lola, since their capture would provide the Arachnids with invaluable knowledge, including the location of Sanctuary. On OM-1, an apparent earthquake causes one of the six survivors, a physician surnamed Wiggs, to fall into a crevasse, where Anoke sees a giant eye staring at him from below. Cynical cook Jingo Ryan perishes next after hiding within a cluster of supposed rock outcroppings, which are actually Arachnid limbs that pull him below ground. Engineer Bull Brittles proposes marriage to the very religious flight attendant, Holly Little, but dies shortly afterwards. Back on Earth, Dix confronts Phid about why she is abandoning the Sky Marshal, only to be arrested. Phid reveals that Anoke caused the downfall of Roku San, having telepathically communicated with the "Brain of Brains", also known as "Behemecoytal", through a
previously captured Brain Bug. Disillusioned with the war and seeking peace at any cost, he adopted the Arachnids’ religion and sacrificed the outpost at Roku San by disabling the surrounding electric barrier to win their trust. Now believing the original Brain Bug allowed itself to be captured in order to pass on intelligence from inside, the Federation orders it to be executed and dissected, but it resists by using its telepathic powers to murder several soldiers before Hauser slaughters it. Phid confesses to deliberately ignoring the distress calls from OM-1 to gain promotion to Sky Marshal, unaware that the highly skilled Lola was accompanying Anoke. On OM-1, the stranded contact Behemecoytal, who communicates with them through the corpses of their fallen comrades and soon consumes Anoke's brain. Lola and Holly, the sole survivors, pray for salvation, which arrives when Rico and his command staff from Roku San, outfitted with cybernetically networked "Marauder"
power armor suits, rescue them and defeat the Arachnid warriors without suffering any casualties. OM-1 is revealed as the home of the Bug Hive, the Arachnids' ruling body, and Fleet subsequently destroys it from orbit with a "Q Bomb". Rico is subsequently cleared of all charges, promoted to the rank of General, and given command of the Marauder program. Anoke is reported to have died in a terrorist attack, staged earlier by Phid and the government to explain his disappearance, and given a hero's funeral. Dix and Lola are married, while Phid is appointed the new Sky Marshal with Dix as her second-in command, and Holly becomes the first Federal
chaplain. Dozens of peace protesters are falsely convicted of involvement in the "terrorist attack" and executed by hanging. Phid, impressed by how Anoke was rendered servile by the Arachnids' religion, persuades the Federation to adopt a heavily modified version of
Christianity as a
state religion, promoting
militarism and blind obedience. ==Cast==