The episode begins at the Action League testing center. In order to renew their Action Hero licenses, the Action League must pass a difficult exam; the First Grade equivalency test. When the timer dings, Bill tells them to hand in their answer sheets. Moments later, Bill tells the Action League that Thundergirl, The Chief, Stinky Diver, Meltman, and Justice have all passed their tests. Unfortunately, The Flesh failed his test. The Chief then tells The Flesh that since he failed his test, he is out of the Action League.