Penny Worthington was a very ordinary girl in a city where people did extraordinary things. Since the fifties the Ultrahumans have been making waves on both sides of the law, and Penny has watched from the side lines since she was a child. She has always been happy with that; Penny is the ugly duckling who never quite managed to turn into a swan.

Then, one Christmas, Penny is given all she could dream of: beauty, power, the ability to go out and right the wrongs she sees all around her. She's an Ultrahuman, the swan she always could have been.

But in Millennium City, where ugly is always just below the glossy surface, can one swan make a difference?