The Fiend confronts and possesses Debbie Harris' mother. Meanwhile, Dragon searches for the Octopus creature, and is joined by Star. The two discover an underground gathering of homeless "superfreaks," one of whom is the Shrew. As Dragon is alerted of a confrontation between Freak Force and the WildC.A.T.S, one of the underground freaks named Beast Boy nurses a comatose Cyberface back to health. Dragon settles the battle, and Mighty Man reveals to the Dragon that he is in fact Nurse Ann Stevens.