Kit feels absolutely sad about Baloo leaving him and when Karnage welcoming him back to the pirate pack. So when he finds out that Karnage was going to destroy and takeover the world he decides to stop the explosive madness of Karnages plan. He later gets caught and is dropped to his death until Baloo rescues him , after hearing his apology on the radio at Louie's. Then later Baloo goes back to Becky with help to stop Don Karnages clashing attack. Baloo and friends save the town from the clashing attack and Karnage and his pirates are flown out of the town. Baloo finally gets his plane fixed and decides to work for Becky with Kit on his side and with Wildcat for help on fixing the plane, Baloo was happy and was ready for more adventures with his seaduck plane.