12 genetically enhanced children escape from a military base that created them. 10 years later, after The Pulse, a magnetic bomb that destroyed every computer in USA, has struck, Max Guevara, one of the 12 escapees, is a bike messenger in (what's left of) Seattle and with cyber journalist, Logan Cale, she tries to rid the world of crime and corruption, avoid her creators and uncover her past.

Max needs her pills to keep her seizures at bay but her friends believe that she's an addict. Max is feeling the serious side effects from the alterations to her biochemistry. After her friends flush her pills she tries to steal some from the local hospital but get's caught and lands up in jail.

Zack manages to escape from Manticore and calls Max, she comes to his rescue. What they do not know is that this is planned by Lydecker in an attempt to find the escaped X5's. Once Max and Zack find this out, they have to find a way to warn their siblings without exposing them.

Lydecker realises that he has lost control over Manticore, as Madame X is now clearly running the show. He would rather see the project destroyed than see it abused by others. He asks Max for help in bringing Manticore down. Together with Zack and other X5's, they storm the facility and destroy the DNA lab.

On Halloween night, Max finds her "normal" world turned upside down when the creatures she let out of Manticore are able to walk the streets freely without fear of exposure. As she and Joshua, with a crazy band of characters, race against time to find a headless body before it carries out its intended lethal mission, Max is faced with the reality that Asha and Logan are getting closer than ever.