Following Grundy's death, the various Starmen cope in different ways, with Michael taking it the hardest. Clarence comes to see him and explains that he considers he, Jack and Ted are all considered family and he doesn't like to see family alone. Meanwhile, Alan and Ted talk about their youth (or lack thereof), Jack and Sadie celebrate him being still alive and Hope discovers Matt's less than admirable past. They're all called by Clarence in an emergency.
Dr. Pip has resurfaced and is hooked into a kind of bomb suit that's keeping him alive. He was contracted to kill Carter Sloane's wife and then went on a bombing spree to draw attention away from Sloane. But now that he's dying, he's decided to go out in one last hurrah. When Starman and Sentinel attempt to stop him, their powers fizzle and die. But one man's powers are untouched by the Genesis event occuring, Shade sends Pip into some kind of hell dimension in a rage.