Counter Force was a team composed of former members of the New Warriors. The purpose of the team was to monitor the Initiative to ensure they stayed true to their goal of training new and undeveloped superhumans. Their roster included Justice, Rage, Slapstick, and Debrii. After the defeat of KIA, the surviving Scarlet Spiders, along with the MVP clone and the real MVP's father Brian van Patrick, joined with Justice and some former New Warriors who were Initiative trainees as a Counter Force of underground registered heroes.
- Most of the members were former New Warriors.
- Ultra-Girl was asked to join but denied to stay with the Initiative.