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Shockwave is being taken away by the police and Goldstar Inc. is destroyed. Booster is defend him self against a population that is getting tired of Superheros. Booster's main problem however is he has less that an hour to save Trixie Collins a.k.a. Goldstar and Sarah Davis from the 1000 gang. Booster and Skeets quickly leave the demolished building and go to save the two girls.
Unfortunately for Booster he is being set up by the 1000. Booster is already suffering from a power loss and can not last much longer. As he is lead trough the maze of the 1000's underground lair his powers go out one by one. He even gives his flight ring to Trixie so she can get out of the dungeon. Lastly a reprogrammed Skeets shoots Booster and who has no protection from his blast. Then skeet suffers a minor explosion and crashes to the ground. This leaves Booster completely powerless. The director pulls out a pistol and goes to shoot Booster like a dog.
This would have been the end had it not been for one last blast from skeets reserved power. This leads to a weakened Booster fighting the Director one on one. Booster even has his arm broken by the Director. The fight goes on until Booster beats the Director and the lair is fully engulfed in flames.
At the surface there is a big explosion. Everyone fears Booster is dead. Then there is an image of a man coming out of the flames...it is Booster carrying skeets under his arm like a football. He takes a couple more steps and falls to the ground. His arm broken his chest badly burned.