A meteor crashes near a small motel & truck stop in the Alberta Badlands. When the owner goes to investigate something swoops down and he disappears. Meanwhile at Torrington Academy a chance collision with Jenny, the most popular girl at school leaves her lipstick on Martin's cheek and him convinced she's fallen for him. Paged by Centre (whose gateway is in a locker this time) Diana, Martin & Java travel there and are assigned to investigate. Arriving at the Badlands they meet Josie, the owners daughter who takes them to where her father disappeared.
They find some green goop in a meteor crater but no sign of Josie's father or the meteor. That night when investigating strange noises Diana is carried off into the sky by a giant insect. Following it to an abandoned mine they find fossilised prehistoric insects which are being revived by the ooze from the meteor along with cocoons where the insects are storing their victims for use as food. Freeing Diana, Josie's father and Josie
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