After killing a member of staff and capturing one of the nurses, the Autons captured Winslet and made an Auton copy of him to direct their plans. Eventually Lockwood and Natasha Alexander arrived only to be captured by Autons.
Later, Dr Sally Arnold, Sgt Ramsay, and Dalby headed to Milhampton to find Lockwood only to be pursued by Autons who killed Dalby. Dr Arnold and Ramsay escaped only for the latter to have a near death experience with an Auton.
Natasha gave her life to save Palmer from an Auton whilst Ramsay and Sal found Lockwood being tortured by Auton Winslet, the real Winslet challenged his Auton copy whilst Palmer gave Ramsay a weapon to give to Lockwood. Ramsay died but Lockwood was able to kill himself to stop the Nestenes returning. The real Winslet dead, Sal mourned Lockwood's death. (HOMEVID: Auton 3: Awakening)