Thor has arrived to help SG-1 in the predicament, and to tell them that his home planet has been overrun by replicators. They had set a trap for the replicators using technology from the creator of the Replicators the android Reese, to call all the Replicators to a planet in the Asgard home system and there they were going to slow down time on the planet so they would have time to find a way to get rid of the Replicators. The trap failed as the device didn't go off as they hoped, in fact they the replicators must have found the time device as now time on the planet is going much faster than in normal time, the Asgard are worried.

As Prometheus is a ship of inferior technology the replicators will not touch it so Thor asks that SG-1 travel to the planet and activate the device as they wanted. O'Neill checks it out with his superiors, and while he's making up his mind Thor tows their ship and gets supplies from Earth and takes them to the Replicator overrun planet.

As they land, SG-1 can see nothing but a single landform. They soon realise that the replicators have consumed everything as they have had 100s or 1000s of years due to the time device speeding up time on the planet. Even the floor of the planet is made from replicator bits. As they go inside the only landform on the planet they find the time device.

Carter attempts to reverse the effects again, however, some humanoids come up to the team, and tell SG-1 to stop. They soon discover that the humanoids are in-fact replicators themselves. They say they want to make friends and put out their hands to shake, O' Neil reluctantly shakes hands with the leader. The replicator instead squeezes his hand and puts his other hand into O' Neill's head! He then accesses O' Neill's memory. The team wake up to find themselves back on their ship. As they try to find out what the replicators did they find a replicator on their ship.

They find out that this certain replicator is 'flawed' and is more human then the rest, he was built the way that Reese should have been built, without what the humans consider the flaw, but the Replicators feel it makes them weaker. The Replicators intend to use SG-1 to find out all about humans and other races and then go out and conquer the Universe!

The Replicators go into SG-1s mind again and the 'flawed' Replicator and Carter devise a plan to get off the planet. When the team wake up again they see that the flawed replicator has made the necessary changes to the time devise. Carter quickly goes to set the time and asks O' Neill how long to set it for. He says 5 but silently tells her to do 3 minutes with his hands. Carter sets it for 3 minutes and tells the replicator to come to the ship just after 3 minutes so the others don't find out that they are gone. Obviously within that time the device would be active and their ship would be off the planet leaving him behind.

The leader of the replicators comes as soon as the engines start up and asks the flawed replicator where the team have gone. First tells Fifth that its a trap and they will leave him. Fifth trusts Carter but does look at the timer just as it reaches 3, and before he has time to stop the timer, it goes to 0 and time slows down.

Meanwhile the team are in orbit of the planet and on there way to meet Thors ship. Carter's not sure they have done the right thing, betraying and leaving Fifth, using his humanity against him, but O' Neill tells them they had no choice.