The Elite Force is surprised to see that Chase now has a girlfriend named Reese, who he just met at a library. They later learn that Roman and Riker are using their shape-shifting abilities to terrorize the city. Power goes out all over the city, and the Elite Force goes out to stop Roman and Riker. Reese is left at the penthouse with Douglas. Perry comes to be with Douglas as she is afraid of the chaos outside. Douglas leaves to activate the skyscraper's emergency generator, while Perry insists on her and Reese giving each other makeovers. The Elite Force arrives on the city streets to battle Roman and Riker, but they realize that they are actually up against a dozen shape-shifters. Rodissius arrives and reveals that the shape-shifters are his children, who are avenging him and the loss of his powers by attacking the city. Rodissius reveals that Reese is one of his children, and that his plan is for her to obtain the superhero list from the mission command center while it is unprotected by the Elite Force. Bree uses a new superhero ability to attack Rodissius. Douglas activates the generator, and then flees after seeing Perry's makeover, allowing Reese to enter the mission command center. Douglas retreats to the command center, where he is attacked by Reese. She escapes with the superhero list and then rescues her father. Perry and the Elite Force find Douglas badly injured, and discover that communications have been blocked, preventing them from warning the superheroes of Rodissius' plan. Chase declares war against Rodissius and his children.