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The issue starts with Maraud holding the unconscious Power Pack team, claiming victory that the powers of Power Pack are now hers. It briefly cuts over the Force Four (the four Kymellians who essentially represent the Fantastic Four) flying back with Kofi to Kymellia so he can get medical attention after the severe beating he took at Maraud’s hands. The Smartship Friday decides that it can not leave Power Pack behind and turns around and boards Maraud’s ship once more.
Franklin in the meantime, using his Dream Walk power to keep Maraud busy until Force Four is able to sneak aboard Maraud’s ship and locate her just before she’s about to kill the Power Pack kids. Maraud blasts Firemane and throws him into his team mates (Ghostmare, Teamleader and Thunderhoof). The Power Pack kids, even without powers, react to help; but Maraud takes a cloud form and moves to kill them, telling Ghostmare that the moment she releases Teamleader, who she has kept phased; she will turn on him and kill him first, emphasizing that Ghostmare’s prime directive will always be to protect Teamleader). Maraud turns to destroy Kymellia, and Julie attacks her saying that she broke her promise; when suddenly Julie’s original powers of speed return to her. Alex is the next to attack Maraud and suddenly finds, for the first time; now he has the power to turn into cloud form. Jack attack Maraud next and gets the disintegration powers; and finally, Katie gets the anti-gravity powers. Maraud, in the confusion pulls the trigger to destroy Kymellia, just as Ghostmare has a vision – and her soul ascends as she becomes the Matriarch.
It’s revealed that Ghostmare as the Matriarch is able to keep everyone phased; even on Kymellia, because of her ascension, she’s reached her true potential. Byrel appears and explains that the Kymellians were blinded, and due to that blindness, they inadvertently destroyed their own planet from the start (Notes: see Power Pack #1 for more). Numinus appears to explain that she had frozen time long enough for Ghostmare to realize her truth potential, which allowed her to save all of the Kymellians. Numinus explains there’s a moon that circles the planet that Maraud had originally blown up (see Power Pack #50 for more), that is roughly the same size as the original Kymellian planet and is habitable.
On New Kymellia, Matriarch thanks the Power Pack kids; and the former members of Force Four (now Force Three) have been shown additional potential of their own powers. Yrik assures the Power Pack kids that he will spend his time seeking a cure to reverse the mental suggestion he left in their parent’s minds without further tampering with their minds. Power Pack flies back home with Franklin and meet their parents back on the vacation island.