Cleo Clover was a doctor for a city on a vast planet. When Leo Ratchet almost pulled his cybernetic arm off by accident the StarNova team had no choice, but to take Leo to the nearest doctor, which happened to be Cleo.

After treating Leo's cybernetic arm joint she invited them to her brother's restaurant. Unknown to the StarNova team Cleo knew of the StarNova team's thieving exploits and she was a master nano-bot technician.

She managed to drug the team with nano-bots making them all fall asleep long enough for her to call the local police on the them. Unfortunately as soon as the police arrived Cleo learned that not only was the StarNova team wanted for their multiple thefts, but she was wanted, too, since her medical license was revoked because her medical teacher's license was revoked recently.

After managing to escape from the jail she helped the StarNova team escape and then swore revenge for the insult upon her and her teacher. Needless to say she joined the StarNova team to make use of her talents.