With Rom's cloned human body decaying. Brandy Clark is now inside Starshine's armor, the transfer made by Doctor Dredd. They fight against Quasimodo using Rom's armor and drains Quasimodo's force out of it, thinking she would be killing Rom by Doctor Dredd's orders. Rom in shi human form kill then Doctor Dredd.
Starshine strikes a deal with the mutated genius, the Gremlin. For him to save Rom's life she must first protect them from the Soviet Super-Soldier, the Devastator and his soldiers. Gremlin succeeds in putting Rom's life back into his armor and then Rom uses his Neutralizer to stop the russian soldiers and defeats Devastator.
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