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On a United Aerospace Corporation (UAC) base on Phobos, Dr. Betruger prepares to teleport a volunteer from a UAC lab in Nevada to Phobos by using ancient teleporters known as "Gates". The experiment proves successful, but the subject emerges partially deformed and insane. On a UAC transport vessel, a group of marines on a mission to guard the Phobos base awaken from cryosleep. Amongst them is Joan Dark, a disgraced lieutenant the other marines are reluctant to work with. Joining them is Bennett Stone, a scientist, and ex-boyfriend of Joan. Against Dr. Kahn's wishes, Betruger prepares to teleport himself to the Nevada base. After preparations by medic Veronica, Betruger passes through the Gate. However, the Phobos base suddenly goes offline as monsters emerge from the Gate.