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The Blue Talon narrowly escapes with his life - in an intense battle with the Scorpion Syndicate, who has developed a new weapon, a particle energy disruptor, that can threaten even the world famous Blue Talon. His uniform shredded from his body, his power and strength weakened, the Blue Talon teleports to the safety of his secret sanctum, where he can recover and change into a fresh suit. Unfortunately, his last suit was destroyed so he is forced to try on his partner, and lover's suit, the costume of the superheroine, The Phoenix. Unfortunately forhim, the suit is too small a the Scorpion Syndicate has tracked s movements.