........At Frank D'Amico's headquarters, his men are on double alert waiting for Kick-Ass and Hit-Girl. At the lobby, the first guards are idly standing on duty when Mindy knocks at the front door, dressed in a school girl outfit. The doorman and guards, having never seen Mindy's face before, open the door to let her in. She tearfully says she can't find her parents. The doorman offers her his phone so she can call them. Suddenly the doorman starts to turn around and the guards see the little girl is thrusting the barrel of a big handgun right into the doorman's mouth. Mindy takes them all out easily.

Mindy arrives at the penthouse floor back in her Hit-Girl guise. Fighting with speed and stealth, she starts taking out more of D'Amico's men. When she runs out of bullets, one guard tries to advance and is taken out with knives. The large thug runs to get a bazooka, to the shock and disgust of both Frank and Chris. The other thugs keep Hit-GIrl pinned down behind a counter, knowing she is out of ammunition but all too scared to charge in. The large thug is about to fire the bazooka when there is the sound of a machine. They turn and look out the window to see Kick-Ass outside with a rocket-pack strapped to his back, enabling him to fly. Two helicopter miniguns protrude from the pack over his shoulders, and he wipes out the rest of the guards.

Frank and Chris, in Frank's office, hear the final sounds of the fire fight and think that the thugs were successful. But it is Hit-Girl and Kick-Ass that barge through the door, ready for the final showdown. Frank orders Chris to take on Kick-Ass. Chris is disgusted but rushes into battle. Frank squares off against Hit-Girl.

Kick-Ass and Chris (Red Mist) fight in the dojo. They knock each other out cold, both falling to the floor. Hit-Girl battles Frank ferociously, but in the leader of the D'Amico syndicate, Hit-Girl has finally met her superior. Frank becomes increasingly more ruthless, beating her to a pulp and slamming her through a coffee table. He retrieves his gun and prepares to kill Hit-Girl, when suddenly he hears Kick-Ass suggesitng he pick on someone his own size. Frank redirects his gun, but Kick-Ass is holding the bazooka. He fires, and the rocket propels Frank through the window and he is wiped out...........