Anya Corazon sits on the rooftop of her Brooklyn tenement building pondering what to do. She has just run away from government agents eager to register her as a superhuman in compliance with the newly-passed Superhuman Registration Act. She is certain that it is just a matter of time before they find her and arrest her as they have others who have refused to sign up with the government.
As she tries to decide whether to tell her papa the truth about her fledgling career as a super-heroine, he arrives on the roof with a birthday cake. She is surprised and immediately notes that her birthday isn’t until Saturday. He tells her to blow the candles out and calls her his “aranita”. Anya realizes that her father’s premature cake means he won’t be home on Saturday for her birthday and asks if this is the case. He apologizes and explains that he has an interview in Chicago. She quickly tells him that it’s okay but he feels bad since this is her sixteenth birthday. Their discussion is interrupted by the arrival of Ms. Marvel and Wonder Man, who are escorted by a pair of armored “capekiller” agents.
An hour later, Gilberto Corazon is in a “waiting room” at a government facility. He angrily pounds on the wall and insists that his family has done nothing wrong and cannot simply be take and thrown into cells! Carol enters the room and Mr. Corazon recognizes her as the one who took his daughter. He is clearly upset and demands to know where they’ve taken Anya. Carol tries to assure him that she is safe and he accuses her of locking her up like an animal. Carol calmly asks him who told him that and promises that they’ve done no such thing. He realizes that he had just assumed that is what was happening. Carol tells him that she’d like to show him something and she opens a hidden window in the room that looks out over an elaborate training room. Mr. Corazon asks what this place is and Carol explains that this is where they’ve taken Anya and that they aren’t keeping her in a cell but giving her the grand tour.
Below, Araña in her fully armored form is working her way through the gymnastics equipment and having a fun time with it. Wonder Man is monitoring her as she swings about on the apparatus. She lets go of a rope and soars through the air. Wonder Man comments that she has no where to land and she promptly hurls her grappling line to ensnare a girder above her. She comments to Wonder Man that fliers are always worrying about where to land and don’t pay attention to what’s above them. She swings deftly across the room and lands on the ledge in front of the window where Ms. Marvel and her father are watching. Her father is shocked and dumbfounded.
As Wonder Man commends Araña on her performance, her father tentatively asks if that is his “arañita”. Carol puts an arm around and reassures Anya telling her that it is okay and part of why they are here. She tells her it’s something she has to do. Anya retracts her armor and tells her papa there is something they need to talk about.
Meanwhile in New Jersey, Arachne steals some clothes from a low-rent laundromat while the Shroud hotwires a nearby car. He’s having a hard time of it and comments on how years as a hero have dulled his criminal skills. She slides into the driver’s seat and hands him some clothes. She warns him that the sizes might not match up. The t-shirt she gives him reads “Dazzler World Tour” and the Shroud jokes that the fit isn’t as big a concern as living through the shame. As they drive away, the owner of the clothes and car runs after them, demanding to know what he did to deserve this.
Back at the superhuman training facility, Carol discusses the details of the registartion act with Araña and her father. She notes that since Anya has not been actively adventuring since the act was passed, she hasn’t commited any serious crimes for failing to register. Mr. Corazon tries to protest that his daughter is too young and Carol adds that there is no lower-age limit on the act and that all those with powers must be registered and properly trained. She mentions that Spider-Man was Anya’s age when he first became active.
Mr. Corazon is still resistant and decides that if this is the case, then Anya will simply stop using these powers rather than register. He insists that they cannot make her do this. But Anya protests saying she wants to continue fighting crime. Her father tries to say she is too young to make these decisions but she insists that she is. She tells him about the masked guys who tried to rob the fast food restaurant where she works. She knows that people would have been hurt had Ms. Marvel and Wonder Man not been there. She says that she was ready to jump in to help but wasn’t really sure how to stop the thieves as well as ensure that no one got hurt. She tells him that she can promise not to use her powers but asks him what she should do when someone does something like these men did. She asks him if she should just stand by and let them (and others like them) do these terrible things even though she knows she could do something to stop them.
He looks at her and realizes just how grown up his little girl is. He tells her that perhaps she is old enough to decide for herself. He says however, that he is still her father and it is he that Ms. Marvel will have to deal with if his daughter gets hurt.
On an interstate highway, the Shroud and Arachne are off to an auspicious start to their new life as fugitives. Max encourages Julia to pull over and change out of her costume to avoid any chance of being recognized. She notes that they’re on a roll after defying the government, stealing clothes and grand theft auto in under two hours. He tells her that this hardly constitutes a “life of crime” and to try and stay positive until they are out of the country. She is surprised by this and asks what he means.
He says that Canada is only seven hours away and once they switch cars they can be there by midday. Julia tells him that they are not leaving until they get her daughter, Rachel. Max reminds her that Rachel is in Colorado and that they can send for her once they are safe in Canada. Julia asks him if he really thinks SHIELD is going to just let them send home for their “things” like that. Julia makes it clear that she isn’t leaving the country without her daughter. He aks why she didn’t just leave for Canada right away like they talked about instead of staying and registering. Julia admits that when Tony asked her to help him round up dissenters, she saw it as a chance to help others elude the Registration Act by undermining it from inside. She was shocked when heroes chose to stand their idealistic ground instead of running. She notes that he’d be in jail now if she hadn’t helped him escape.
He tells her that she and her daughter would be safe if she had let them capture him. She is flabbergasted and tells him that one minute he says she should have fled the country and the next suggests that she should have just let them capture him. She makes it clear that her daughter is her life and that these last few months with him have been great. She tells him he’s right and she should have just run when the Act was passed. But she didn’t, she screwed up and now she has to run. But she won’t do it without Rachel. She touches his cheek and he looks up at her lovingly and says “Then let’s go get your daughter.”
At the Stark Tower training facility, Ms. Marvel explains how Araña’s training will work. She will be allowed to live at home but will need to report in after school and al day on weekends for training.
Her explanation is interrupted by a holographic summons from Iron Man to report for an emergency briefing on a “code nine”. Anya is impressed to see the Armored Avenger and asks what the meeting is all about. Carol explains that a “code nine” is about a hero who isn’t being so heroic. Araña says she wants a holographic projector like this for her Xbox and Carol tells her it’ll cost her a decade’s salary at Chicken Cow to afford one. She tells Anya that they’ll continue her orientation tomorrow.
Araña flat out tells Ms. Marvel no and insists on joining her for the briefing since if she were fully trained she’d be included. Carol tells her that she is not yet fully trained and Anya shoots back that she’ll learn more in the meeting than she would in the cab heading home. Carol looks at Mr. Corazon and asks if she is always like this. He smirks and tells Carol that perhaps he should worry more for her than for his daughter.
Upon arriving for the meeting, Iron Man immediately protests Araña’s presence. Carol says that she wants Anya to understand fully what she is training for now that she’s signed on. Wonder Man cheerily welcomes her aboard and Iron Man makes it clear to Carol that the girl is her responsibility. Carol says that she never said she wouldn’t be.
Iron Man introduces SHIELD Agent Owen who informs them that Arachne has gone rogue. He details her involvement in tipping off the Prowler to his impending arrest and in helping the Shroud to escape. He adds that the pair stole a car an hour ago. Their getaway vehicle has been spotted in Pennsylvania and they have approval to take them down. Iron Man assigns Carol and Simon to apprehend them with capekiller backup.
A short time later, Ms. Marvel and Wonder Man are ready to dive into action from an assault copter. Araña is there as an observer, a fact that Carol reiterates several times. Anya tells her once more that she has some experience and has fought evil wizards, speedsters and teamed up with Spider-Man. Carol says that’s good and tells her once more to stay put.
Carol and Simon strategize momentarily before swooping into action. Just before they spring into action, the Shroud spots them in the rearview mirror. He tells Arachne to drive faster as Ms. Marvel flies on the driver’s side with Wonder Man moving to the opposite side of the vehicle. Arachne turns the wheel sharply, squeezing Ms. Marvel between the car door and the center divider and dragging her painfully along. The car slams into the divider and Carol is thrown forward.
Wonder Man says that’s enough as he rips the passenger door off and flings it aside. The Shroud hits him with a blast of Darkforce which drives him away in pain. Wonder Man manages to grab the Shroud and pull him from the vehicle. He slams his head into the pavement as “capekillers” converge to subdue him.
Ms. Marvel rises and vows that if Arachne wants to play dirty, then she’ll play dirty. She zooms off after Julia and handily catches the speedng vehicle. She rips the front tire off causing the car to flip over. She then catches the car (with some help from Wonder Man before it can collide with a passing semi. Arachne manages to jump from the vehicle onto the roof of the semi and make her escape. Wonder Man and Ms. Marvel didn’t manage to see this and in the aftermath vow to find her noting that she can’t run forever. Julia clings to the top of the truck, a worried look upon her face.