As Dana takes Trip home from school, a car pulls up and gang members open fire on the ARK troopers outside the Palm City Public Library. Rival gangsters open return fire, and cars and pedestrians are caught in the crossfire. As the shooters drive away, Dana makes sure that Trip is okay.
Orwell is Not Watching
An officer takes Dana's statement, but seems unconcerned that innocents were caught in the middle. As she complains, she's unaware that Vince is watching from across the street. The officer warns Dana to be careful as she leaves. Once they're gone, Vince comes over and picks up Trip's discarded bag.
Fleming meets with Scales and suggests that they divide the city between themselves. As they talk, Fleming hears Chess' voice in his head, telling him to let him out. When Scales realizes something is wrong, Fleming hesitates and then repeats his offer, and Scales agrees.
In his lair, Vince meets with Orwell and says that they need to go over the footage. She appears distracted, and tells him that she has to go. She walks off without another word. Raia runs in, her hands covered in blood, and tells Vince that Rollo is hurt. They go to the Carnival of Crime, and Rollo says that ARK men busted him. Fleming is planning to expand his operations into Trolley Park, and is bringing in an Australian assassin and bomb maker, Razer, to take out Max. Ruvi blames Vince for getting them involved, and the two of them snap at each other. Max calls them off, and notes that they live in a tent for a reason. As Vince walks off, Raia wonders if they're leaving, and Max says he has a part to play.
Fleming's doctor, Samuel, checks on Fleming and notes that his blood pressure is up. The CEO says that Chess is resurfacing, and he is obsessed with The Cape. Samuel notes that Fleming is referring to Chess as a separate person, and insists on talking directly to Chess.
When Vince returns, he discovers that Rollo is back up despite his injuries. Rollo insists that they have to do something. He wants to focus on Scales, but Vince insists that Fleming is the person he has to go after. Rollo objects, saying that Vince as a superhero has to protect the entire city. Vince insists that he's not the real Cape and starts to walk away. Raia comes in, and Vince confirms that no one has ever seen the Razer, even Scales. All that is known is that he is partially deaf and has a wooden leg. Vince gets an idea and says he needs training in bomb making.
Scales meets with one of his allies, Pokerface, and Max comes in alone to meet with them. While Pokerface has his henchman administer eye drops for his eyes, which are incapable of blinking, Scales tells Max that Rollo had it coming and he wants 20% of Max's take. In return, Scales will provide "security." Max walks, away, warns him not to screw with a magician and disappears in a puff of smoke.
When Orwell returns to the lair, Vince notes that she hasn't done anything in two days. She equips him with a bug, and comments that she was recently married to a corpse. When Vince tries to offer advice, she tells him to get out of her head or find another partner.
Ruvi complains to Max that he's out of control and doesn't know what he's doing. He demands his 5% and says that he's leaving, and Max says that he's training Vince for a reason, and it isn't to fight crime. He says the name Deveraux, and insists that Vince makes it possible. Max asks Ruvi to stay with him a little longer and find out. Before they can discuss the matter, Vince comes in and says that he has a gag that will get Scales off of Max's back. He asks if they're in, and after a minute, Ruvi agrees.
As Razer's man drives him to a meeting with Scales, Ruvi blocks the way posing as a taxi driver. While he hypnotizes the driver into believing that Vince is Razer, Rollo takes out Razer and hauls him away. The driver continues his conversation... with Vince.
Vince arrives at the warehouse and Scales talks about how his kid sister went to Australia on her summers. He notes that she worked at the King's Head and someone blew it up with her inside. When Vince dismisses it as a tragic accident, Scales says that there's going to be another accident and his men draw guns. Vince refuses to back down, and Scales admits that he was bluffing. He takes Vince to the explosives lab that he's prepared and supplied with various foodstuffs and household chemicals.
The carnival criminals lock Razer up in a cage. He flirts with Raia as she practices, trying to get her close, but she refuses. However, when he asks for a piece of her gum, she tosses it to him and he smiles in triumphant. He then goes to work.
Samuel tells Fleming that he'll come to an understanding with Chess, and assures Fleming that he wants what's best for him. He steps out and Fleming dons a pair of chess contact lenses.
As Vince works, one of Scales' men, Kazzie, kibitzes. One Scales calls him away, Vince prepares to move outs.
Samuel returns and Chess talks of how he can paralyze him in seven seconds and then removes his eyes. The doctor counts off seven seconds, notes that he still has his eyes, and says that he still has doors in Fleming's head that he can unlock for Chess.
The Cape Strike'
Scales' men are hijacking a load of cars when The Cape attacks them. He leaves Kazzie conscious and tells him to give a message to Scales: that he's still watching even if ARK isn't. As Scales gets the message the next day, Vince slips into the explosives workshop. He listens as Scales wonders how The Cape knows his plans an hour after he makes them. Pokerface calls and says that The Cape has hit him as well, and wants a meeting. Once Scales agrees, Fleming's man Mick Reese arrives to collect his payoff. Vince captures the whole thing on a hidden camera. Scales gives Reese much less than his 20%, and complains that Fleming isn't holding off his side of the bargain. Reese tells Scales that he needs to get the situation under control on his own, and Scales has his men take him out.
Samuel talks to Fleming and tells him that Chess has agreed to stop bothering Fleming. Fleming doesn't believe it, and Samuel tells him that he doesn't need Chess. The doctor insists that Chess is only a part of Fleming's personality that he's trying to bury. Samuel tells Fleming to try and detect Chess within him, and Fleming is unable to sense him. Fleming tells Samuel to always be honest with him, and warns that he can only tell him that once.
Vince asks Kazzie who The Cape is, and Kazzie notes that when he talked to Razer on the phone, he said he had scarring on the left side but Vince has it on the right. Vince insists that he must have misheard it, but Kazzie isn't convinced.
Pokerface meets with Scales on the docks, and wants the cops back. One of Pokerface's men, Lil Z, accuses Scales of being a snitch, but Pokerface tells him to back off... and then tells Scales to get answers. As Pokerface has one of his men apply eye drops to his eyes, he screams in pain. Vince, secretly watching nearby, throws away a can of turpentine.
Scales Smells a Rat
Scales goes to Vince's lab and tells him that he wants Max dead by morning. They'll lure him into a meeting and then bring the overpass down on him using Razer's explosives. Vince says it's not a bad scheme, and Scales points out that it was Razer's original scheme. When Vince tries to bluff it out, Scales calls Kazzie off to the side.
Razer makes a small explosive charge out of the gum that Raia gives him and his hearing aid, and uses it to blast the cage door open and escapes.
Kazzie comes to get Vince at gunpoint and takes him to where Scales has gathered his men in the warehouse. There's a box sitting in the center of the table, and Scales tells them to guess what's in it. He explains that the answer to their recent setbacks is inside. When no one offers to open it, Scales opens the box and reveals... a cake.
Rollo insists that they have to go in and help Vince, but Ruvi doesn't see the point, insisting that he's practical and the Cape needs to save Vince. Max agrees with Ruvi, and says that the Cape will save Vince.
Scales gives a piece of cake to each of his henchmen as a reward, and points out that one slice is missing. The one who doesn't get a slice is the one he figures is the rat. Vince and Noodle are the only ones left. He then calls in the real Razer, and has his men quickly subdue Vince. Scales tells them to take him to the showers, because it's going to get messy.
The White Room
At the Carnival, Max opens a chest and removes his own cape.
Scales' men dunk Vince repeatedly and then place a bag over his head. As Scales beats him, Vince laughs and offers to tell him what he wants, but Scales insists on beating him first. Pokerface arrives at Scales' invitation, while Scales asks Vince where The Cape is. The crime lords figure that Vince may be The Cape, and Scales orders Kazzie to get the acid. The lights flicker and then go out, and a caped figure attacks Scales' men. Scales fires wildly, hitting his own men. The vigilante grabs Pokerface's henchman as a shield and Scales shoots him, but the hero vanishes. Scales realizes that Vince has disappeared.
Back at the lair, Max tells Vince that he needs rest, but Vince refuses. As Max goes, Vince promises that he won't forget what he did. He then calls Orwell and tells her that he has exclusive footage for her blog. Surrounded by a room that she's painted in white, Orwell tells him that everything's wonderful.