The contestants meet and learn the location of the "Heroes' Lair". As the contestants meet and interact, a spy in their midst takes notes and reports back to Stan Lee. Finally, a competition is held, but the actual test is not exactly what it originally appears to be. Two contestants are eliminated.

A challenge includes a test of courage as the superheroes help an elderly women who is locked out of her home. However, to accomplish the task, they have to overcome vicious guard dogs. There are changes in the superheroes' lair as the contestants recieve a costume makeover. Also, a new supervillain is revealed.

An eliminated superhero returns to the series... as a super villain! The Superheroes face the temptation to reveal their secret identity. A competition tests the Superheroes' fear of heights. A final competition tests the Superheroes' ability for self-sacrifice. Two Superheroes are eliminated.

The final five superheroes are faced with a challenge where they must uphold the law. Later, the superheroes are challenged by a task which involves them reforming convicted felons.

The two Superheroes that remain travel to a "stunt school". Later they have one-on-one conversations with Stan Lee. The winner is proclaimed.