The Leviathan is a minor non-revisitable location in Up Your Arsenal. It was Dr. Nefarious' star cruiser, serving as one of his primary bases during his war waged in the Solana Galaxy, from which he commanded his army and watched episodes of Secret Agent Clank. After Nefarious lured Ratchet and Captain Qwark onto the ship while it was docked at the Zeldrin Starport, he self-destructed it, causing it to crash on Zeldrin.
The Leviathan was first seen shortly after Ratchet and Clank ramsacked Nefarious' office in his base on Aquatos. While watching an episode of Secret Agent Clank, Lawrence informed him in the middle of doing Nefarious' laundry that it had been penetrated, despite him thinking the base impenetrable. Lawrence then informed him that Captain Qwark was behind it, leading a team called the Q-Force.
Nefarious later set up a trap for the Q-Force, luring them to the Leviathan so he could watch them die. He did this by having Courtney Gears lure Clank to Holostar Studios, where she and Nefarious could replace Clank with Klunk, for Klunk to inform Ratchet that Nefarious had been held up on the Leviathan. Sasha Phyronix then searched for the Leviathan, and located it by the Zeldrin Starport shortly after Ratchet defeated Courtney Gears.
Ratchet, Klunk, Qwark, and Skrunch used a shuttle to sneak onto the ship. There, they confronted Nefarious at the bridge, only for him to activate the self-destruct sequence and teleport out along with Lawrence. As Ratchet and Klunk left, Captain Qwark stayed behind, claiming he had "spotted something important", which turned out later to be a data disk containing Nefarious' "Master Plan".
Ratchet, Klunk, and Skrunch fled the cruiser hastily, and returned to Qwark's shuttle. Ratchet wished to wait for Qwark, believing he would wait for them in their situation, but Klunk instead hit a button causing the shuttle to leave the ship immediately. This led the Q-Force to believe Qwark was dead. However, instead when the ship crashed on Zeldrin, Qwark donned a disguise and used the Supernova Taxi pickup service to evacuate the planet.
The Leviathan is a long star cruiser patrolled heavily by commander bots and ninja bots. At the back of the ship is a small landing bay that leads to a hangar. This hangar contains four parked tyhrranoid dropships and metal claws hanging from the ceiling, a few of which hold a red spaceship in place. A ledge at the end of the hallway leads to another room with a large tank at the center.
Past the room with the tank at the center is a bridge across a pool of acid, leading to a platform that rises up to another ledge. Atop here, the room contains a statue of a soldier bot standing at attention, and behind it are two small ledges around short staircases. Before the stairs, a ramp leads to an elevator up to the ship's command bridge.
Nefarious' bridge comprises a wide room surrounded by glass windows with a view of outer space, with a platform on top of which Nefarious' control chair sits in the center, with a turning mechanism. In front of the chair is a holoscreen where Nefarious watched holovision shows such as Secret Agent Clank.