At the Faraday home in Palm City, Dana finds her husband Vince sleeping in her son Trip’s bed. He explains that Trip had a bad dream and gets up to go to work as a police officer. When Trip wakes up, Vince smile at him and listens to the news broadcast about the new Chief of Police, Tom Ross, and his efforts against the masked killer known as Chess.
When Vince arrives at the station, he talks to Donna, one of his fellow officers. She notes that the mysterious computer hacker known as Orwell is warning that there are corrupt cops, including Brooks and Jenner. Vince advises her to turn off Orwell’s blog before someone catches her.
At the press conference, Chief Ross talks about how he will bring law back to the city. Vince, running security., has his men check the perimeter. After finishing his speech, Ross gets into his SUV... and discovers that Donna is dead from a single shot to the head. The masked killer, Chess, is in the driver’s seat. He releases a canister of L-9 gas and gets out as Chief Ross collapses.
Outside, Vince runs into one of the cops assigned to guard the chief. He informs Vince that he just got a message from Vince calling him off. Vince runs to the SUV and tries to get the doors open. The explosive gas finally ignites, destroying the SUV and knocking Vince away.
A frustrated Vince is sparring with a speed bag in his garage. Trip comes in and starts to punch it, and then hugs his father and tells him that he loves him.
Later, Vince’s fellow detective Marty Voight comes over and tells Vince that with Ross’ death, the city plans to agree to have the ARK Corporation take over police services. Marty is already working with Ark, and suggests that Vince do the same. When Dana comes to bed, Vine discusses it with her and figures that it’s the wave of the future and he has no choice but to go along.
The next day, Marty brings Vince to meet with Peter Fleming, the CEO and owner of Ark. Fleming comments that many of the cops in palm City are corrupt, but Vince insists that he’s an honest cop. Fleming apologies for the insinuation and says that he wants to bring honest law enforcement to Palm City. What ARK needs is heroes like Vince, not faceless bureaucrats like Fleming. He offers Vince a job and Vince accepts.
That night, Vince is reading trip’s school assignment to him. However, once they’re sure that Dana isn’t listening, they pull out Trip’s comic book about the masked vigilante known as The Cape and start reading together. Afterward Trip goes to bed, Vince is checking the ARK website when he gets an e-mail from Orwell. Orwell expresses his condolences about Vince leaving the force, saying that Palm City needs honest cops like him. The blogger than explains that Dominick Raoul, aka Scales, smuggled the L-9 gas into town for Chess, and a massive shipment is coming in that night. Orwell asks if Vince is still an honest cup, and tells Vince that he’ll be in touch.
Vince calls Marty to the rail yard and reveals that he’s found dolls containing canisters of L-9 chemical explosive. They’re in an ARK freight car, and Vince figures the corporation is involved. Marty says that they need to get away so he can make some calls, but an ARK security team grabs Vince over Marty’s objections and drug Vince unconscious.
The Carnival of Crime
Vince wakes up tied to a chain in a rail car, with a chess board in front of him. Marty is there, as is Chess. The villain says that they’re in the middle game but Vince has left his family vulnerable, and then unmasks to reveal that he’s Peter Fleming. He explains that ARK will bring Chess to justice and in gratitude, the mayor will give them the police contract. Fleming orders Marty to put the Chess mask on Vince, which he reluctantly does, and then tells Vince that his only option left is to run.
Vince runs through the rail yard with the ARK forces in pursuit, and tries to rip off the mask. News helicopters fly overhead, transmitting the chase. At home, Trip and Dana watch in horror as the reporters announce that Vince is Chess.
At the rail yard, Vince ducks beneath a tanker. He finds a panel beneath and manages to get through it just in time as the ARK forces fire on the tanker, causing it to explode. Dana and Trip watch in horror as Vince is seemingly killed in the fiery blast.
Fleming makes an announcement to the press, taking credit for Chess’ death and accepting the mayor’s offer to establish a private police force.
Vince wakes up and discovers he’s been taken to a circus. The owner, Max Malini, guesses Vince’s weight and confirms that he’s correct. Max then assumes that Vince is Chess, and turns on the news where reporters are broadcasting that Vince has been confirmed as Chess. Vince insists that he was framed, and tells them that Fleming is Chess. Max explains that they are professional bank robbers, and want to know what Vince can do for them. When Vince insists that he’s just a cop, Max has his henchman, the strongman dwarf Rollo, beat Vince because they hate cops, and then prepares to kill him. Vince quickly tells the carnival that as a cop he had access to all of the ARK security systems. He directs them to the master card that he has, that they can use to bypass any bank alarm and lock.
The Carnival takes to the streets, easily robbing banks using Vince’s master key card. Fleming soon calls in Marty, compliments him on his beautiful family, and then tells him to find the robbers.
Dana gets a call from Vince, but he can’t bring himself to talk to her. Once he hangs up, Max tells him that it’s time to move on. Vince refuses to let Trip believe that he was a criminal, but Max warns that Fleming will kill Trip and Dana as soon as Vince reveals that he’s alive. He says they need to take Fleming’s money to bring down Ark, and says that he’ll give Vince his life back if he helps him rob banks.
Dana goes to see Trip in his room and finds him reading comics. He isn’t hungry and doesn’t respond to her. Once she closes the door, Dana breaks into tears.
Later, Dana and Trip attend a funeral, and Vince watches from a distance.
The Birth of a Hero
Vince is punching a bag at the carnival when he hears a rustling noise from a nearby tent. Investigating, he finds an old black cape hanging from a statue’s arm. As he experimentally twirls it and finally dons it. He takes it to Max, who admits that Vince posing as The Cape would be quite an act. However, he warns Vince that it’s a hopeless dream. Vince wants to show Trip that one man can make a difference, and asks Max to fulfill his promise. Max explains that he’s trained a generation of magicians and escape artists, and then uses the cape to snag a wineglass. He says that they’ll need something more, and then warns Vince that he’ll have to commit himself, body and soul. Vince agrees, and Max produces a cape designed for Kozmo, the Russian escape artist. It also has a metal breastplate. The cape itself is made of spider silk, and is incredibly strong yet compressible.
Max begins training Vince in the use of the cape, for combat and for escape. He puts Vince into the ring with Rollo, and has the Carnival’s hypnotist, Ruvi, train him in the art of tricking the mind. Despite a rough start, Vince soon masters everything put before him.
At the docks, Fleming’s right-hand man “Scales,” arrive. He’s covered in scales. As he orders his men to load the ships, he checks to make sure that the teddy bears they’re smuggling have their illicit cargo. Suddenly two of the workers are pulled into the shadows. The Cape emerges from the shadows and attacks him, but Scales quickly knocks him down. He grabs a length of chain, ties up the newcomer, and tosses him into the ocean. Vince sinks to the bottom and his life flashes before his eyes, and remembers Max’s instructions to focus the mind and forget fear. He slips free and climbs back up onto the docks, and reenters the cargo ship. He spots a figure taking photos and chases after them, tripping her. She drops some flyers and he realizes that she’s Orwell. She tries to attack him without success and she finally agrees to a truce. Orwell drives back to her secret lair and asks him who he works for. Vince insists that he doesn’t, but she believes that he’s working with Fleming. She identifies him from his fingerprints, and Vince asks her not to post the information on the blog. When he accuses her of ratting other cops out, Orwell insists that she was only ratting out the dirty ones. She offers to help him, and explains that while she has to stay in the shadows, he could become a symbol to hit Fleming where it hurts and take the city back.
Marty calls Fleming with news that they have word that Max is involved with the bank robberies. Fleming, his eyes glowing, tells him to bring Max to his ship, Lady Luck
At the ship, Fleming is wearing the Chess costume, and tells Max that he needs a name. When Max refuses, Fleming orders Scales to persuade him. Max easily escapes and disappears in a puff of smoke, but they spot him running up the stairs. Scales wings him and Fleming tells his men to find him.
Rollo calls Vince and tells him that Fleming has captured Max and taken him to the docks. As Vince prepares to leave, Orwell gives him a radio earbud and promises to get his back.
The Cape vs. Chess: Round One
Max flees through the bowels of the ship, leaving a trail of his own blood. Scales follows him and comes face to face with Rollo. Rollo takes him down with a couple of quick strikes. Meanwhile, two guards find Max, but Vince arrives and takes them out. Vince tends to his wound, and Max admits that Vince touched him with devotion to Trip. He makes one last speech and “dies,” only to realize that he isn’t dying.
Fleming tells Marty to plant the charges and bring the submarine around. When Marty objects, warning it will take out half the city, Fleming says that the object is to instill fear in the citizens. He informs Marty that he can detonate the charges with a signal from his cell phone The Cape appears before him and he opens fire, but the hero disappears and then takes out the villain’s thugs. As Fleming runs for the deck, Vince calls Orwell and tells her to jam all cell phone signals.
On the dock, Vince finds Fleming and takes him on, but the villain throws him over the side and vows to find out who he loves and kill them. Leaping back up, Vince knocks Fleming back. The villain tries to trigger his cell phone, but discovers that the signal is jammed. He leaps overboard before Vince can stop him.
Later, Vince calls Orwell and congratulates her, and then asks who she is. She simply says that she’s no one special.
Vince goes to his home where his son is in bed. Trip gets up and looks out the window, and sees The Cape on the fire escape. Vince says that he knew Trip’s father, and Vince was framed. He promises to find the guilty and give them justice. Finally he gives Trip a message: to never lose hope, and to be good to his mother, and that his father loves him more than anything. Crying, Vince promises that one day Trip will see his father again.