Surveyors working for A.I.M. are checking a street for signs of the Uni-Power. One of them remarks that the science division has been tracking the Uni-Power for decades. He’s unhappy that he signed on to see the world, and he finds himself running tests for a bunch of nerds. His colleague agrees, but needs to help the forensics guys sift through some broken glass.
Watching the surveyors from a nearby rooftop is a man named Khanata. With him is the new female Scorpion and several armed S.H.I.E.L.D agents. Scorpion asks what they’re doing down there. Khanata replies that they’re still running tests; looking for any trace of the Uni-Power, he bets. She asks what the Uni-Power is exactly. Khanata reminds her that she’s already been briefed, but Scorpion asks for a refresher.
He explains that the Uni-Power is some sort of cosmic entity, or object, or something. It can bestow anyone it contacts with powers on a cosmic scale. Lately, something’s happened to it, causing it to malfunction. Its power levels aren’t consistent, and its memory appears to be faulty. So far, it’s bonded with both the Hulk and Daredevil in an effort to replicate their own superhuman abilities and track down the cause of its problems.
S.H.I.E.L.D. learned that A.I.M has been studying the Uni-Power for years now, and the street down below is the site where Daredevil fought four A.I.M. class three commandos with the help of the Uni-Power. He managed to capture one of them and turn him over to them, but the other three escaped. Those city workers are actually an A.I.M. detachment, sifting through the remnants of Daredevil’s fight, hoping to find any trace of the Uni-Power.
Scorpion asks why they are there, exactly. Khanata informs her that the only thing worse than something of the Uni-Power’s calibre being compromised, is if it falls under the control of A.I.M. They can’t let that happen. So, they need to determine if the workers below can find the Uni-Power and prevent them from containing it. Scorpion asks, in that case, if it’s okay if S.H.I.E.L.D. manages to contain it and put it to work for Uncle Sam. Khanata asks her to hold on. Something’s up.
Down below, two men and a woman approach the workers and say hi. They wonder if they might be able to spare a little change. The woman asks what it is they’re doing. One of the workers shoves her away from their equipment firmly, and her friend becomes angry, asking why he had to hit her, when all they wanted was a little spare change. The worker pulls out a weapon and points it at the guy. “How many times do we have to tell you?” he asks.
Scorpion reacts quickly, but Khanata tells her to hold on and give it a minute. Another S.H.I.E.L.D. operative points to the scene and asks them to take a look. Out of nowhere, X-23 leaps into action with four of her claws prepped for action. She makes one of the surveyors bleed with her initial strike, and his comrade orders a code red. As X-23 takes him out, three A.I.M. commandos appear, cloaked to render them invisible. X-23 has enhanced senses and she sniffs them out as soon as they arrive. She swings her claws in their direction and catches one of them, slicing his weapon in two. They wonder how she knows where they are.
The guy wanting change asks his friend who the chick is. She replies that she doesn’t know her name, but she’s seen her around the shelters. Maybe she was following them? X-23 continues her assault, narrowly missing one of the cloaked commandos, and dodging attacks from his colleagues. Scorpion wonders what the hell’s going on down there. Khanata informs her that they’re the commandos from Lombardi’s unit. They have cloaking abilities, and the girl doesn’t stand a chance.
One of the commandos grabs X-23 by the hair but, as he pulls, a strange phenomenon takes place. The Uni-Power instills itself into her young body, and she is suddenly supercharged. She picks up the aggressor and holds him over her head. She then swings him around and hurls him at one of the others, before slicing the edge off a fire hydrant to allow the pressurized blast of water take down the third. She is shot at, but leaps behind the worker’s truck for cover.
One of the workers grabs a weird-looking device that will pull the Uni-Power out of her once it’s been charged up, but he doesn’t get the chance to use it. Scorpion appears beside him, and smashes her fist into the equipment, rendering it useless. She then places her gloved hand on his face, which shocks him unconscious. X-23 continues her assault on the cloaked commandos, whilst Scorpion proceeds to take down the surveyors with her exceptional fighting skills.
As they fight, they bump into each other with their backs and both turn to face the other. With X-23’s claws at the ready, and Scorpion’s glove ready for action, Scorpion tells her to back off. She’s on her side. X-23 looks at Scorpion, who points at the commandos and reminds X-23 that they’re the bad guys. They shoot at the two women, but X-23 shoves Scorpion out of danger and slices one of them. Scorpion manages to get close enough to lay her glove on the other, and he falls the same as the surveyor did.
With the commandos down and the workers either unconscious or having run away, the Uni-Power speaks to X-23. Only she can hear its voice. It informs her that it is the Uni-Power, and it means her no harm. It has amplified her natural abilities and seeks her assistance. It adds that the men she’s been fighting have been collecting information about it; information they should not have. It asks if she’s willing to venture into their lair and destroy their records before they can use them to do it harm. X-23 recalls being tested upon herself, and agrees to cooperate, speaking out loud.
Scorpion asks what she said, but X-23 replies that it was nothing, before heading away from the fight scene alone. Scorpion asks her to wait, and asks where she’s going. X-23 replies that she needs to find the lair and destroy it. Scorpion fancies a road trip, and counts herself in. As X-23 climbs a fire escape, Khanata talks to her through her earpiece and orders her to stay with the youngster. Scorpion asks if she knows where their lair is, but X-23 admits she doesn’t. Scorpion replies that she must join her, because guess what she knows that X-23 doesn’t?
Meanwhile, two S.H.I.E.L.D. agents, Nagayoshi and Sareva, are interrogating the A.I.M. commando captured earlier: Lombardi. They need to know the location of the A.I.M. stronghold from where he and his crew were deployed. Agent Nagayoshi adds that, if he doesn’t feel like cooperating, then they’ll turn him over to Agent Morrow from their telepath division. He can go into his mind and retrieve the information, but he’s been told it isn’t exactly pleasant. Lombardi looks over at Agent Morrow, a large angry-looking black guy and decides to give them what they want.
Outside, Nagayoshi thanks Agent Morrow and Nagayoshi’s fellow interrogator asks if they really have a telepath division. Nagayoshi replies that Morrow has trouble reading a John Grisham novel, much less anyone’s mind. He gets on the phone to control and asks to be patched through to Scorpion’s earpiece. He has the Intel she needed.
It’s nighttime and both Scorpion and the newly empowered X-23 are surfing a train on the way to the A.I.M. hideout. “This is an interesting way to travel,” comments Scorpion, but her attempts at conversation fall flat. She asks for a name at least, informing her companion that she’s the new Scorpion; the good one. She’s not the one who fights Spider-Man. X-23 offers her codename before Scorpion spots their destination and they leap from the train.
Scorpion didn’t expect the building they approach to be her idea of a terrorist stronghold, and figures they need to find out a way in. X-23 solves that problem by kicking the door through. Once inside, X-23 states that no one is there, and heads to the stairs leading to the basement. Scorpion follows, feeling like she’s pretty much superfluous to this mission.
The steps lead down to a hi-tech series of tunnels. They notice a man’s head poking out of a door ahead of them. He slips back inside the room and the door slides closed behind him. “Well, that was rude,” says Scorpion, and the two heroes quickly follow the man inside. They find him sitting at a control desk tapping something into the computer. He warns them that they’re too late. He’s the only one left. The whole place is set to self-destruct in three minutes.
X-23 wastes no time is kicking his face in, leaving him unconscious. Scorpion notices that there’s some kind of data upload going on. She reckons it’s all their Intel on the Uni-Power thing. Through her earpiece, Khanata asks if she can throw it on a disk, and redirect it to one of their servers. They need that information.
As she listens, X-23 reaches over and smashes her fist into the computer, causing it to malfunction. Scorpion is sent sprawling to the floor, and asks what happened. X-23, with tears welling up in her eyes, replies that the Uni-Power made her stronger. She can hear things better, and she’s been listening to Scorpion speaking with Khanata. She doesn’t like the fact that they wanted the information for themselves, so they could force the Uni-Power to do what they wanted. She won’t let that happen.
Khanata tells Scorpion to bring her in, but she doesn’t respond. Instead, she grabs the scientist and put him over her shoulder. As she leaves the room and heads for the exit, X-23 follows. However, Scorpion asks where she’s going, and informs Khanata that X-23 just took off for another part of the plant. She says she can’t follow her, as the place is gonna blow any second. X-23 follows her silently.
Once they’re outside, the whole place explodes and Khanata asks what’s happened. Scorpion lays the scientist down between herself and X-23, and replies that she made it out, but X-23 didn’t make it. She was inside when the place blew. She then points to X-23, motioning for her to leave and, with a hint of a smile, she does as asked. Khanata is glad Scorpion’s all right, and tells her they’ll be with her in five minutes.
X-23 watches the sun setting, as the Uni-Power removes itself from her. It tells her that the data collected by A.I.M. is now lost to them. She has its thanks. X-23 asks where it will go. The Uni-Power, now a floating blue sphere, says it isn’t certain. This planet has many great minds. Perhaps one of them will be able to produce the solution to its problem. Regardless, it is now able to safely continue searching for answers without fear of being exploited. X-23 wishes it good luck, and watches as it disappears over the horizon.
(meanwhile, somewhere other than Earth)
Lilandra Neremani informs Gladiator that the Shi’ar has determined that the Uni-Power has become dangerously unstable, and could pose a serious threat to any populated planet. As such, it needs apprehending and brought back to their planet for evaluation. She trusts Gladiator is up to such a task. He crosses his arm over his chest, and tells her that he will not fail her.