The first episode of the second season of Who Wants to be a Superhero? The second season features ten new superhero contestants, new physical challenges and a new crop of evil villains, including "Dr. Dark", a masked evildoer who torments Stan and the superheroes throughout the season. In this episode "Dr. Dark" kidnaps the host. It is up to the Superheroes to solve the crime.

The supervillain "Bee Sting" provides a sticky challenge for the Superheroes. The superheroes receive a costume makeover.

A challenge that features "Dr. Dark" divides the Superheroes into pairs. The Superheroes are shocked by a surprise elimination.

The superheroes use disguises when they go undercover to battle crime. Later, they get to see what their comic book cover would look like.

A challenge forces the superheroes to overcome their greatest fears. Afterwards, the superheroes are treated to a celebratory outing, however they are blind-sided when embarrassing facts about their personal lives are revealed.

A fourth-grade class helps out in a challenge involving a secret code. Later, an old friend comes to the aid of the superheroes.

A surprise announcement comes from a mysterious stranger who has infiltrated the superhero lair. A challenge involving guard dogs proves to be difficult.

ECW wrestler Balls Mahoney leads the remaining superheroes through a challenge. We finally learn the secrets of Dr. Dark. A winner is chosen.