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The script opens on Superman's shield, but it's black. He's floating over Metropolis, wearing an all black costume. We hear tolling bells. Metropolis is all but deserted, and at a cathedral, a funeral crowd of thousands upon thousands watches Superman descend. Superman joins other black clad figures with their heads bowed, who can only be made out by glimpses of their iconic symbols and elements of their costumes. WONDER WOMAN. GREEN LANTERN. THE FLASH. AQUAMAN. THE MARTIAN MANHUNTER. All except for a familiar Caped Crusader, and there's a lone coffin there near the heroes.

Wonder Woman gives a eulogy that is poetic, flowing, and powerful.

WONDER WOMAN: But we also know... Those of us who come from different lands... Different worlds... We know where truth lies. Where peace can be found. Where justice is. We know, because he taught us... It is in the human heart.

The superheroes then act as pallbearers, and lay one of their own to rest.

Then we're in Central City, and a caption tell us "Two days ago, The World is at peace". We meet Barry Allen and his wife Iris. They're eating at a restaurant, because Barry has a ridiculously fast metabolism. It's not just any restaurant though... It's Planet Krypton from "Kingdom Come". The restaurant differs in that the only heroes inside are the original seven Justice Leaguers. In his haste, Barry bumps into a waiter dressed as Batman. The waiter drops six glasses, which Barry manages to catch and refill before they shatter. Iris chides him for using his powers in public, and the two of them are seated and tended to by a Flash waiter. There are a couple of light "Flash/speed" jokes here. Iris tells Barry that Wally is arriving tonight. Seems Wally is following in his uncle's footsteps, wants to be a forensic scientist and enjoys doing labwork with him. Barry, however, is distracted by a restaurant TV that shows Wonder Woman addressing the United Nations. She's promoting peace. Iris recognizes that Barry has a bit of a superhero crush, and seems to take it in stride. As we watch the couple, we hear "Brother Eye" began a scan of metahuman subject: The Flash. And then we're in space, where the ominous black Brother Eye satellite is floating, its red lens opening.

In The Batcave, Batman sits at a 10 foot computer screen. He's unshaven, and has spent quite a bit of time in the cave. As Brother Eye shows Batman what Iris and Barry are doing, the file on The Flash can be seen onscreen, with info documenting his identity, known associates, powers... And weaknesses. As Flash is "inactive", Batman continues the scan, and finds Clark Kent in Metropolis, eating lunch in a park and blowing a stuck kite out of a tree for a little girl. This almost blows the little girl off her feet, but she gets her kite back. Again we see hero info... This time for Superman. Next Brother Eye finds Green Lantern in a classroom full of kids, he's making objects for them out of green light. Batman then watches Wonder Woman address the United Nations, and Brother eye begins scanning for The Martian Manhunter in Denver, Colorado when Alfred Pennyworth interrupts Batman, and he terminates the program. As they talk, it's implied that Bruce feels the peace in the world that the heroes have provided cannot last... And that he is being ever vigilant as a result. Alfred points out that crime is down, and offers that Batman has become somewhat paranoid about the Justice Leaguers. Batman points out that with their great powers, someone has to watch the other heroes. Turns out Bruce is late for his own birthday party. As he and Alfred head for a elevator, the monitor turns itself back on, Brother Eye takes over, and the words "Creator Directive Override" appear onscreen. As Bruce and Alfred ascend to the party, Brother Eye is running itself, and it locates Denver detective JOHN JONES driving to the scene of a crime.

Batman and Alfred remove the Batsuit, revealing Bruce Wayne, with a complete different demeanor from Batman. His party is full of royalty, world, business and military leaders, sports, music and movie stars, and MAXWELL LORD. Lord is one of Bruce's business associates, and he talks about having "The best, brightest and most beautiful creatures on God's green Earth" at the event. He is surrounded by beautiful woman, sort of a wannabe Bruce Wayne with the money and charm to back it up, a creature of ego. He's into real estate and telecommunications, and he owns and runs Planet Krypton. He's a decent speaker, and he introduces Bruce Wayne, who appears to be having trouble being Bruce Wayne at this point.

In Denver, Colorado, Detective John Jones finds a small jar with a murky liquid in it, and inside, something is moving and alive. He opens the jar and pulls out something that looks like a tiny alien seahorse, which coughs, spitting a strange, gritty liquid onto him. As he tries to find the small creature again, his hands start smoking, and bit by bit, he bursts into flames. He begins to morph into different shapes in an effort to stem and beat out the flames, but they continue to spread. Nothing works, so he reverts to his real form, J'ONN J'ONNZ, THE MARTIAN MANHUNTER, described as massive and green, with an iron brow and red eyes. He's screaming in agony as the flames engulf him. He tries to flee the inferno he's created, but his car, which has also caught fire, clips a fuel tanker and ignites it.

Back at Wayne's birthday party, Bruce and Lord talk, share some pleasantries, and it is hinted that they have a hand in pretty much everything in the room. Max has catered the party, and there are Planet Krypton burgers there. It's mentioned that it's in every major city in the world, bigger than McDonald's or Burger King have ever been.

Some women are fawning over Bruce, when a far more beautiful woman arrives. TALIA AL GHUL. Bruce pretends not to know who she is, but its apparent they have a history. Meanwhile, Lord tells him that she's the daughter of Ra's Al Ghul, and talks about the legend that Ra's fought the Batman and lost, and how he is gone, and how it is said that Talia loved Batman, and betrayed her father for him, and that Batman broke her heart.

Bruce and Talia clearly have something between them and are gazing at each other intensely, and as she approaches, Bruce flashes back to another time, and we see Batman and Talia embracing and kissing, and then Batman telling her he can't be with her and leaving her. In the present, Talia offers Bruce a birthday kiss, but Alfred interrupts, telling Bruce that something requires his attention. Before he leaves, Bruce notices that Lord has a nosebleed and calls his attention to it. Alfred tells Bruce that J'onn J'onnz has been attacked with fire, and Bruce stops in his tracks, worried, and tells Alfred to send the partygoers home. Talia watches him leave.

Meanwhile, back at Planet Krypton, Barry is still eating. Iris ribs Barry about his crush on Wonder Woman, and mentions a couple of the more attractive male superheroes. But they're only kidding around, and clearly very much in love. On the TV screen, Barry sees that Denver, Colorado is catching fire all over the city. J'onn, unable to control himself, is weaving through traffic at 90 MPH, kicking up more fires along the way. Eventually he loses control and strikes a fuel depot at Denver International Airport, setting off a series of massive fires there. Barry excuses himself from Iris and uses his Flash ring to suit up.

IRIS: You can't save the whole world, you know.

BARRY: Not the whole world. Just the little part with you in it.

Barry zooms off, but returns a moment later to kiss Iris goodbye, then zooms off again.

We follow Flash as he speeds through towns, and overland to Denver. As he arrives at Denver Airport, he creates a vortex that sucks the air out of the center of the fire. One of the fireman there is too close to the vortex, and gets sucked off his feet and tossed 50 feet in the air. Barry is ready to catch him when a figure streaking across the skies swoops the falling man out of the air. Wonder Woman drops out of the smoke, and Barry is awestruck. Cleary impressed by both who she is and what she can do. There's definitely a bit of hero worship and a crush here.

At Wonder Woman's conservatory, The Flash and Wonder Woman have submerged The Martian Manhunter in an ornate bathing pool, which has quelled the flames. Superman joins them there. He and Diana are old friends, and it's shown that Superman knows of The Flash, but they don't appear to have met. Again, The Flash is awed to be in the presence of such an iconic hero. He's getting it under control, though. It is shown that The Flash is a detective, and he starts theorizing about the chemicals and compounds involved, one of the theories being nanotech, and mentions getting a sample of the nanotech to his lab.

J'onn interrupts them telepathically, and says "They knew my weakness... My race's weakness. Fire... It destroyed my world... My family... My life... I am powerless". He is despondent, and struggling to maintain telepathic link, so he emerges from the water and catches fire again. In pain, he explains to Superman about the strange alien sea creature that he encountered. Superman fixates on the fact that the creature is from the sea for a moment as J'onn sinks back into the bathing pool.

Later that evening, Superman and Wonder Woman discuss the fact that the attack on J'onn was premeditated, and that someone knew his alter ago. The Flash is watching them from afar while talking out loud to J'onn, thinking that maybe Superman and Wonder Woman have a romatic connection. J'onn turns out to be unconscious, and The Flash remembers that he left Iris at Planet Krypton. Outside, Wonder Woman and Superman discuss Superman visiting someone to follow up a lead. The Flash tells them he needs to leave to see Iris, and The Flash vibrates through the floor to leave.

Inside a half finished Lower Manhattan construction site for a Lord Enterprises high rise building, Maxwell Lord is in a private office watching videos on old TVs. There are boy's faces on all the TVs, they are interview subjects from 6-13 years old. Under each image, is written DECEASED. Max focuses on one that says "Jonah Wilkes", and asks "Are you ready, Jonah?".

In Barry's converted garage, Wally West, 17, is playing ping pong with himself. Turns out he has superspeed, too. Barry joins him, and the two of them play a game of ping pong with five balls. Irish watches them play. Berry asks Wally to help him research nanotech, and the companies, people and militaries who are using it. Wally is a skilled hacker. Barry tells Wally to keep all this from Aunt Iris.

Elsewhere, Superman dives into the Aegean sea. Deep underwater, he swims past volcanic rock, sea caves, and through kelp forests, until he is overlooking Atlantis Poseidonis at the bottom of a massive deep sea trench, surrounded by deep sea fish, some of them massive. Superman goes through massive coral gates of a palance and intro a throne room, where we meet King Arthur... Aquaman.

In the cave, Batman is watching Superman and Aquaman, as well as Wonder Woman and J'onn J'onnz. Alfred asks him if someone else may be watching.

Lord is with Talia in his control room. They talk about how much Bruce wanted Talia at the party, and Talia chides Max for almost exposing their plan. Max tells Talia there's no way Bruce can see what's coming, and initiates a sequence.

At Poseidonis, Arthur is angry, and feels he is being accused of attacking The Martian Manhunter. He feels the name "Aquaman" is demeaning, as he is not human. Superman accepts this and calls him King Arthur. He tells Arthur he knows how he feels about the land dwellers, and we hear Aquaman's famous line about how much of the Earth he controls. He calls Earth his planet, and tells Superman that humans treat it like a toilet. He then talks about how he has risen to humanity's defense time and again, and reveals the hand he lost, which is now made of enchanted, living water. He tells Superman that he has given his pound of flesh, and that humanity's affairs are his problem, not Arthur's. Superman tells him this isn't about humanity. Arthur asks Superman to bring The Martian Manhunter to him, but Superman asks him to come to the surface. Arthur refuses until it is revealed that Diana has requested his presence. He refers to her as "The Princess", and agrees to come to the surface for her alone.

Superman bursts from the ocean, as does Aquaman, who is riding a pair of dolphins.

At Wonder Woman's conservatory, Arthur arrives and examines J'onn J'onnz, finding nothing out of the ordinary that he can detect. He climbs out of the bathing pool, and dries instantly. Aquaman feels the story about the alien seahorse is ridiculous. There's a tense moment, but Diana calms him down, and Arthur apologizes. The Flash vibrates through the door, talking about the possibility of a nanotech attack. He calls Arthur "Aquaman", and Superman corrects him, saying he is King Arthur among them. Flash apologizes and introduces himself to Arthur, who is dismissive. Flash helpfully suggests that Aquaman can call him "The Scarlet Speedster" if he doesn't want to call him The Flash.

In downtown Gotham, a motorcycle gang surrounds two motorcycle cops. Batman is perched above on a skyscraper. He descends into the night. As the motorcycle gang drags the cops along on the street, Batman watches, now on a lower railing, and intervenes, swinging down on a grapple line, and whipping out two batons, which he uses to take out two of the bikes wheels. The bikers pull guns on him, and Batman pulls his cape around him, and is unharmed by their gunshots, the cape being bulletproof. Batman uses batarangs to drop two more gang members, then takes on a gang leader who is big enough to pick up his bike and throws it at Batman. Batman uses a series of grapple lines to create a sort of pulley grapple system to swing out of the bike's range, grapple the bike, and to swing it back into the gang leader. One last biker, a runt, is fleeing on the bike, and Batman uses his grapple on the bike, causing the runt to have to flee on foot.

Batman chases the fleeing biker into an old movie theatre, tailing him behind the movie screen. With a device called a "bat ear" on his cowl that picks up amplified sounds, Batman can hear strange, strangled breathing, and whimpering. And then the sound of clicks, whirs, and metal on metal. And then he sees an orb of glowing red light, and is tackled by something hard and metallic. OMAC ALPHA is revealed.

Described as gleaming, metallic blue steel with a single red eye. The OMAC tries to blast Batman with a laser from the eye, and he throws himself clear just in time, the boxes near him vaporizing. Batman comes up with greneades, which stick to the OMAC's shell. He covers himself with his cloak as the explosion destroys the movie screen, and the audience panics. The OMAC isn't even dented, and it picks up Batman in large claws and throws him through the movie screen, into the audience. The crowd scrambles, and Batman fires a grapple line to the balcony and rises up. The OMAC flies at him, catches him by the throat in mid grapple and slams him against the wall. A pincher with metal prods comes out of the OMAC's arm, and the prods remove Batman's cowl with ease, revealing Bruce Wayne underneath.

Elsewhere, Max Lord is watching this from his command center. Talia asks him to stop, and Max tells her that he won't kill Batman. He tells her he just wants Batman to see how easy it is to take his most precious secret from him, and reveals that this has all been only a test. The OMAC Virus is functional. The OMAC releases Batman and desintigrates, revealing the runt biker who fled Batman, and who had been cocooned inside.

In the cave, Batman is heavily bandaged, watching the fight with the OMAC via a Brother Eye recording. The extent of his injuries are unknown. He enhances the audio to hear the OMAC unit say "OMAC Alpha engaged." Batman tries to reference files related to "OMAC", but the system denies him access several times. He tries a few different resets and defaults, but it doesn't work, and the system shows millions of lines of code, then essentially crashes, revealing the words "You don't control it anymore". Batman realizes the implications of what has happened.

In New York, inside the Empire State Building, we find ourselves in the Stewart and Associates Architectural Firm. Inside, John Stewart is locking up. Entering his office, John uses a button to drop metal shutters over the office, He pulls a gold chain off his neck, which transforms into a Power Ring. A hole in space time opens, the Power Battery emerges, and he charges his ring with the classic oath, the green light enveloping his whole body. He begins working on a 3D green structure of Hal Jordan Memorial Park.

At Wonder Woman's conservatory, a Arthur tells Diana he needs to get back to the ocean, as he has been on dry land for too long. He tells her that he is sorry he couldn't be of more help during this crisis. They say their goodbyes.

Arthur is bitten by a tiny nanotech mechanical mosquito

In his architectural firm, John Stewart is making corrections to his memorial park plans, and starts chewing on his drafting pencil. His tongue starts to turn black, as do his eyes, and a strange white noise envelops him. With the loss of his ability to maintain focus and control, the green light construct he made of Hal Jordan Memorial Park spirals out of control, smashing things to bits.

At Wonder Woman's conservatory, Aquaman begins staring at the water in Wonder Woman's bathing pool with fear. He claws at his own enchanted water hand, rips it off, and throws it to the floor, then crumples to the floor, terrified of the water. J'onn uses his telepathy to figure out this is what's going on, though it's somewhat obvious. Wonder Woman takes Arthur into another room and comforts him. Aquaman tells her to have J'onn touch his enchanted water hand. She lifts the severed water hand and gives it to J'onn. As J'onn touches it, the hand covers J'onn's skin in a layer of living water, preventing the flames. The Flash theorizes that Aquaman has contracted some kind of Martian disease, which J'onn takes offense to, and Flash then asks how long Arthur can survive out of the water without becoming "bait", which Arthur takes offense to, and reveals that he's actually getting sick because of the lack of water. Superman realizes they've been specifically targeted, and they start trying to figure out who is attacking them. J'onn then senses Green Lantern's anguish across the city, where tendrils of frenzied green light are enveloping the Empire State Building and receding, out of control. Superman and The Flash race off to help Green Lantern.

Time skip, Lord begins tauting Batman through Brother Eye, forcing him to watch the others being attack with the contigency plans Batman created.

The heroes have recovered Green Lantern, but he's gone blind. He tells them there's a noise like a constant scream inside his head, and that he can't hold his constructs together, or focus. He is distraught over this lack of control. The Flash begins theorizing who could be behind these attacks, and the heroes try to figure out the thread that is tying the varied attacks together. Wonder Woman mentions "fear", and they consider whether The Scarecrow could be behind these attacks, but Superman mentions that he's locked up in Arkham Asylum. Wonder Woman says "Are you sure?", and The Flash volunteers to check, and speeds off. The heroes consider The Penguin, Mr Freeze who is in The Slab, The Joker, Poison Ivy, Solomon Grundy, and Lex Luthor, who Superman says is in Stryker's Island with Parasite. Dr. Psycho and Murmur are also mentioned, and confirmed to be in the Slab when Flash returns, having confirmed that all the villains mentioned are secured. The heroes consider who the next target will be, and theorize that it will be Batman. Flash mentions that Batman won't be a target because he isn't a superhero, because he doesn't have powers like they do, and the heroes suddenly go silent. There's clearly an immense respect for Batman and his abilities among them, though it's unclear how well they know him. Flash decides to remain silent.

The heroes are starting to feel like targets, and realizing they are vulnerable to this new threat. Superman offers to take them to The Fortress of Solitude, where they will be safe. The Flash is excited about this, and Superman admits he's never taken anyone there before. There's a sort of quiet understanding that his secrets are safe with them.

Back at the Allen home, where Barry has gone to tell Iris what is happening, Wally West is up late researching on his computer at superspeed. Wally has been hacking into various databases, and mentions that what he's doing is illegal. He tells Barry he found some old Department of Defense and CIA files on "The OMAC Project". Barry tells Wally that time is of the essence, and Wally, surmising there's trouble, disappears, and reappears quickly in what is described as a slightly baggy Flash costume. He asks Barry if he needs some help, and Barry tells him that he doesn't want him in the suit for any reason. There's something in his voice that makes Wally agree to this. As Barry leaves, he can't resist telling Wally that he's going to the Fortress of Solitude.

Barry goes to see Iris before he leaves, and watches her sleep for a moment. She wakes up, calls him a horse's ass because he woke her up, and asks where's he's going. He tells her that there's a little situation. but that it's all under control. He mentions that all the heroes are working together now, and she realizes that despite his words, she should be worried. He tells her that he's The Flash, and asks what could possibly go wrong, but she interrupts him and tells him he's Barry Allen, her husband. They kiss, an "in-love-for-years" kiss.

Barry and Iris then have what is superspeed sex. But they're not actually having sex, Barry, embracing her, vibrates his molecules until he is actually inside Iris and they are one for a moment. He vibrates through her, and ends up behind her, holding her in his arms. She catches her breath, glowing. She tells him not to tell anyone they do that. She gives Barry a cell phone to take with him when he leaves, and they do their "You can't save the world, just the little part with you in it" bit again.

In the cave, while Brother Eye is scanning for the heroes, Batman works with Alfred, uncovering the secrets of the OMAC Project. Alfred has learned that OMAC stands for "One Man Army Corps", and was a secret defense project during World War II, designed to create supersoldiers to combat the Nazis. We see a file photo of a G.I. in a primitive, cumbersome armored bodysuit. Batman points out that the project was a failure, and that in the 60's and 70's, the project switched to mind control experiments. Several soldiers are shown to have come up MIA after being involved in the project. Batman moves on, explaining that the project then began to concentrate on robotics. He scrolls through other photos, designs and schematics that become more and more advanced and familiar. Batman talks about how the project developed nanotechnologies and autonomous tech. Alfred explains the project went offline in 1999, and was discontinued. Batman is trying to figure out what OMAC has to do with Brother Eye, and why the others have been attacked. At this point, Brother Eye picks up the heroes signatures, and Batman is upset they've been located. He wanted them to stay off the grid, and safe. He's getting visibility angry at this point, even pounding on his computer. Batman tells Alfred to keep digging, presses a button on the computer, and we hear the sound of a jet engine as Batman races off. Outside, The Batplane takes off into the late afternoon and disappears in a sonic boom.

Time skip. Everyone goes to the Fortress of Solitude.

The heroes find themselves in a long, domed ice tunnel. Wonder Woman is helping Aquaman, and J'onn assists the blind Green Lantern. The Flash is awestruck again, because they've entered a giant atrium, described as hundreds and hundreds of feet high, with towering statues of Jor-El and Lara carved out of the ice walls. At the edge of a great chasm inside The Fortress, thousands and thousands of feet below...is an exact replica of the Kent farmhouse. Flash realizes that Superman may be homesick, and then notices Diana's garb, and asks her if she is cold.

Inside the Fortress of Solitude's farmhouse, the heroes recover. Aquaman's breathing is labored, and his skin is flaking and grayed. Green Lantern is losing it a bit, and J'onn is growing tired of his water cocoon. Conditions are not optimal, and its freezing to boot. Flash tries to talk to GL, who initially is curt with him, but then asks Flash to keep talking as his enthusiam helps. Aquaman begrudgingly agrees. The Flash asks Green Lantern to explain how the Power Ring works, and Wonder Woman says "It serves only the strongest will. The bravest heart". Green Lantern implies that his powers are something of a burden, to which The Flash replies:

THE FLASH: You don't like it? Cause I love being fast. It's like... I don't know, when I'm really cooking? As fast I can? It's almost... It's like everything in the Universe just... Stops. Hangs there. It's like a... Stillness. No wind, no noise. Right there in that little space between beats of the human heart. It's... Peace.

Time skip. Lord locates the heroes and learns of Iris. Batman arrives at the Fortress.

In the Fortress, the heroes confront Batman. He tells them they aren't safe. He's hiding how badly the OMAC injured him earlier with his cloak. Superman asks how he located them, and Batman won't tell him. He tells them they won't be safe anywhere, and that someone is watching them all right now. Superman tells him that no one else on Earth knows about The Fortress, and Batman reveals that there is a satellite system that knows their identies, their weaknesses, and how to attack them. The heroes question who could do such a thing, with guesses like Lexcorp, the CIA, NSA, or some rogue military group, and Batman tells them he was behind Brother Eye. They interrogate him about why he would do such a thing, and he asks what would happen if they turned against the world, or someone controlled them or changed them somehow. The heroes don't believe they're capable of such things. Batman tells them he knows what they're capable of, and tells Diana that no one on Earth, no mortal, could ever control them if something happened. They're angry at him, and he explains that his traps were designed to contain them if neccessary, but points out that he did not attack them. They ask who stole his files, and is using his database, and he tells them several times that he doesn't know. Aquaman is hurting, and he's angry. Superman asks him how to turn Brother Eye off, and Batman responds that he doesn't know, and explains that he cloaked the satellite and its location... Even from himself, if someone compromised him.

Superman lifts Batman up and slams him against a wall, yelling "How could you be so stupid?" Wonder Woman punches Batman out of Superman's hands and to one knee, saying Superman may be forgiving, but she is not.

With his cloak open, the heroes can now see how hurt Batman is. He's got high-tech braces on his left shoulder and his right knee, like in "Kingdom Come". Batman tells them the program attacking them is called "OMAC", and explains that it's an abandoned military program, and the nanotech and psyops the project dabbled in. Batman explains there's a human component to OMAC, and some kind of transformation from man to killing machine, and that he was attacked.

BATMAN: I threw everything I had at it. Everything I had. It owned me.

Superman asks Batman why the OMAC spared him, and Batman tells him that this is what he needs to find out, and that as soon as they can, they should split up.

SUPERMAN: No. We're stronger together.

Batman has connected the dots, and tells Superman the heroes are here because the force attacking them wants them there. He points out that whatever is attacking them used the attack on J'onn to bring Aquaman up to the surface, attacked him as a distraction, then attacked Green Lantern and Aquaman at the same time. He tells him that he knows the attacker knew he would come to warn the others. Superman tells him he's wrong, and that they're safe in the Fortress. He calls Batman "Bruce". Batman tells Superman the attacker is playing with them, and when Wonder Woman asks how he knows this, he says because it's exactly how he would have done it. His guilt is apparent, and now they're really stunned.

Flash's cell phone goes off, and Batman tells him not the answer it. The Flash does, and a microfiber tendril snakes out of the phone and straight into his head, burrowing down his ear canal, and to the base of his skull. The fiber spits out a nanobot, which latches onto Flash's spinal cord, and starts to vibrate. Flash starts to vibrate violently, and drops to his knees, pleading for help. They try to hold onto him, but Flash vibrates right through their arms and down into the floor at superspeed.

On the other side of the world, a colonly of emperor penguins flees as Flash passes through the other side of the Earth, flies up into the air, and then back down into the ground.

Back in the Fortress, Batman and the others have figured out what has happened. Flash crashes back through the floor and goes through the roof of the Kent farmhouse. J'onn points out that Flash will stop at the center of gravity, the molten core of the Earth. Wonder Woman whips out her lasso and tells them to tell her when Flash is approaching. Superman uses his X-Ray vision, and J'onn uses his telepathy to coordinate them. Flash arrives, picking up speed, and Wonder Woman lassos him as he bursts through the roof again falling back toward the floor. The Flash is falling too fast to stop, and the lasso through much fo the house before he comes to a stop. Wonder Woman has ahold of Flash, who is dangling somewhere below the floor. She and Superman pull The Flash up, and he lies trembling on the Fortress floor, wrecked.

J'onn tells them that he saw something enter The Flash's ear canal, and that it is resting near the basal ganglia. Superman can see it with his microscopic and X-Ray visions, can see it vibrating. Flash says, voice jittering, "Told you guys it was nanotech." Realizing something, J'onn scans Green Lantern for nanotech, and finds one behind his visual cortex. Wonder Woman asks Superman to use his heat vision to burn them out, and Superman doesn't want to risk it. J'onn doesn't want to risk it either. The Flash points out that his accelerated metabolism will mess him up, and indeed he's starting to emaciate before their eyes. Green Lantern says if he had his sight he could do something, and J'onn offers to telepathically guide him during a surgical procedure, to be his eyes. The Flash okays this, and Green Lantern tells them to prepare. As the heroes prepare Flash for surgery, Batman rises out of the fortress on his zipline and limps to his Batplane. Superman is there, and confronts him. Superman doesn't understand how Batman could do what he did, or even contemplate it. Batman doesn't appear to have time for the issue.

SUPERMAN: The darkness in you. The paranoia. The rage. It's too much. Finally, this time, it's too much.

BATMAN: It's in you too, Clark. It's in everything. You be the Boy Scout, and pretend everything's sunshine and light. But half of every day we live, is lived at night.

SUPERMAN: The darkness. Such a lonely place to live...

And Superman walks away, leaving Batman alone in wind and snow.

Time skip, then. Green Lantern removes the probe from the Flash's head with his power ring, guided by the Martian Manhunter.

Superman melts an ice block with his heat vision and creates a makeshift pool where he puts Aquaman. Aquaman then conducts the same procedure on Aquaman while he's passed out from dehytration.

Superman finds out there's no probe on Martian Manhunters head, but there's nanobots on his skin. The Flash advises him to shed that skin, which the Martian Manhunter does, allowing him to remove the second layer of skin created by Aquaman's hand.

Wonder-Woman then takes the Flash to Central City to eat something so his metabolism will function again, and study the nanotechnology samples in J'onn's discarted skin.

Aquaman telepathically uses his hand to remove the probes in Green Lantern's head, since Green Lantern can't do the procedure on himself.

In the cave, Alfred keeps trying to access Brother Eye, and finally gains access, patches Batman through via the Batplane. Batman aks Brother Eye if there is a metahuman profile on him, the creator of the system. Brother eye answers affirmative. Batman asks Alfred if he created a file on Bruce, and Alfred says of course he didn't. Batman tells Alfred that whoever did is behind the attacks, and accessess his own profile. In the cave, the profile on Batman comes up. From the Batplane, Batman accesses his weaknesses, and Alfred tells him that there is just one word there: "Love".

Batman flashes back to the women in his past. We see Julie Madison, Silver St. Cloud, Vicki Vale, Poison Ivy, Catwoman, and then Talia. He remembers an encounter with her, six months ago, when he was trying to end their relationship. Talia calls him "Beloved", and asks for one kiss, telling him that then he can tell her he still doesn't love her. Batman tells her he can't let her behind the mask. Ever. She pulls off his gloves and starts kissing his hands, then embraces him and tells him she wants his heart... Because it's hers. And she kisses him with "brutal passion", drawing blood. Batman pulls away, but then throws his cape around her, and they fall back onto the bed. He keeps replaying the kiss in his memory until we see: A nanoscopic homing device, and Batman's tongue taking it in after the kiss. Back in the present, Batman simply says "Talia", and the Batplane banks, blowing a hole in the clouds as it changes course.

Then we're in space, near a satellite. A red and blue blur streaks up and stops, and Superman realizes this isn't Brother Eye, so he streaks off another satellite, and another. At Planet Krypton, Flash and Wonder Woman sit near a child's birthday party where the parents are dressed as Flash and Wonder Woman. Flash is eating to feed his weakened, emaciated frame.

He offers some to Wonder Woman, but she refuses, and he makes a joke about this being how she fits into her costume. She says she doesn't understand the mortal man's need to objectify females, and he playfully tells her if it's a problem she could add a cape or pants. She concedes the point. Wally West arrives with some paperwork, and asks Barry if he's on a date, mentioning Iris. This embarasses Flash, who asks how Wally found them. Wally mentions his emerging connection to The Speed Force, and says this is how he always knows where Barry is. He's in awe of Wonder Woman much the same way Barry is. Flash introduces them, and Wally tells Barry what he's learned about nanotechnology. He explains that the government had a project called OMAC, and begins to tell them about it.

In New York, Talia Al Ghul pushes through crowded sidewalks to Max Lord's building, and through the construction barriers. She enters an elevator. Across the street, Batman watches from another building, and fires his grapple across the street in pursuit. And then we're in Max Lord's lair, where Lord is watching Batman's approach. He calls Batman predictable, and talks about what a nice reunion this will be.

Batman sneaks through Max Lord's residence, which is full of odd collections of items, sculptures, etc. Batman hears the voice Brother Eye locating heroes from the command center, and enters to find Talia seated at Brother Eye's controls. When he confronts her, she calls her "beloved". He tells her he has been betrayed with a kiss, and she says "I remember many kisses, Mr. Wayne. The kiss that revealed your secrets, that opened your cave, that let me steal your little all seeing Eye." Batman explains that he knows she planted a tracking chip on him, broke in and stole his surveillance.

Talia becomes angry, and tells him that she wants is his identity, his reputation, and all the things he cares about. The only things he cares about. And when he asks why, she tells him its because he threw her away. He asks if she'd really do what she's done to all the heroes because of him. She falters, and he realizes there's someone else involved. He asks her who OMAC is.

At Planet Krypton, Wally tells Flash and Wonder Woman that OMAC stands for One Man Army Corps, and that the project dealt with nanotech, but in the 70's also experimented with mind control. He explains that the project genetically experimented and altered hundreds of babies with radiation, drugs, and chemical alterations, in an event to raise a battalion with the ability to control the minds of others. But the experimentees could not take the strain, and they died of heart attacks, hemorraghing, organ failure, their brains essentially turning to jelly. Flash is stunned, and Wonder Woman says something about humanity's capacity to inflict cruelty. Wonder Woman scans the lists Wally brought with him, and ask if they're all deceased, and all children. Wally replies that they are. The only one who isn't deceased is Jonah Wilkes. Wally shows them some photos of the testing group. In each photo, there are less children. Wally has circled Jonah Wilkes in all the pictures. He tells them that he's run Jonah Wilkes face through a forenic program to see what he would look like now, and shows them the photos he has of Wilkes "aging", becoming more and more familiar. Until he places the last photo near a copy of Fortune 500, which shows:

Maxwell Lord.

Lord steps from the shadows in his lair, surrounded by three armed guards. Batman asks if he is OMAC. Lord replies that he is the last of his kind, the sole survivor. He asks if Bruce knows evolutionary theory. Batman asks him what he is doing, and Lord tells him that he must complete the OMAC project. He initiates another phase of Brother Eye.

We see key locations all over the world... Capitols, seats of power, business board rooms, and inside, the people from Bruce Wayne's birthday party. And they began to transform into OMACS. A Parliamant member transforms. A Japanese stock trader transforms. A corporate CEO transforms. On an aircraft carrier, the bridge explodes onto the deck. While this is happening, Lord tells Batman that what once took millenia, he can now accomplish in seconds. Batman looks to Talia, and she tells him that she didn't know Max was planning this. Max talks about how he used Talia, Bruce's one weakness, to gain control of Brother Eye.

BATMAN: So you're what now, Max? God.

MAXWELL LORD: No. These are the gods.

And Lord targets the other recovering heroes. Superman is hunting Brother Eye near the MIR space station. At Planet Krypton, Wonder Woman, The Flash and Wally, having figured out what's going on, are trying to figure out what to do.

MAXWELL LORD: The ones we worship and trust. The ones who fell to Earth from other worlds and rose from the seas. With their brave hearts and strong wills... And their absurd powers. Their absurd vows to protect and bring peace. But they're false gods, aren't they? Weak Gods. Imperfect. We know that, Bruce. You and I. Because we know they can be beaten. How they can be beaten. By one man.

Batman tells Max that he hasn't won yet, only slowed the other heroes down, but that he and the others will stop him. Max says the heroes may need to save Batman, and has the OMAC target Batman. Talia pleads for Max to stop, but one of the soldiers, the runt biker from before, transforms into an OMAC. Tendrils shoot out from this OMAC and infect the other two, causing them to transform as well. Max tells Batman "Happy Birthday, Bruce", as Batman is facing down three glowing, humming OMACS. In the Fortress, John morphs from John Jones to The Martian Manhunter, working on getting his powers under control again. Suddenly, in mid-morph, he is wracked with pain, and morphs into Batman for a second, screaming in agony.

In Lord's lair, all three OMACS have Batman in their grip. His ribs start popping. He screams in anguish. Superman, hunting Brother Eye, hears Batman's scream from space. Back at the Fortress, Green Lantern asks J'onn to lead them to Batman. J'onn is hesitant to fly, but Aquaman urges him on. And they move to leave.

In Lord's control room, Batman is unconscious, the life being squeezed out of him. Talia tells Max this is not what she wanted. Max orders the OMACs to release Batman, and he falls to the floor. An enraged, battered Batman asks what Lord wants. Lord tells him that he wants an evolved world...evolved to the point where children don't lose their parents, where friends don't die, and no one is alone. He implies that they are similar in this manner. Batman tells him they're not the same, and Lord asks who it was that spent hours and years figuring out how to kill all his friends. Bruce tells him that he never would have done that, and Lord says that Batman loaded the gun, and Lord just pulled the trigger.

Batman drops a chaff bomb he has finagled out of his Utility Belt that fills the room with metallic fragments which blind the OMAC's sensors. Lord tries to get them to engage Batman, but they cannot focus. Batman grabs Talia and gets her to safety, then pulls out two grenades, intending to destroy the computer running Brother Eye. One of the OMACS swings at him, which Batman ducks, but the other OMAC tackles him into a wall. He lands next to Talia, and realizing he may die, she asks him to forgive her. The third OMAC lifts Batman by the throat and throws him across the room into a steel pillar. He manages to get to one knee, but the script describes him as "broken". All three OMACS converge and pick him up at once, pinchers around his skull, neck and chest. Talia desperately tries to pull him free, begging Max to stop them before he kills Batman. Max tells her that he doesn't want to kill Batman before "they" come, he just wants to hear him scream. Batman fights himself not to scream as the OMACs continue to torture him.

At Planet Krypton, Wonder Woman, The Flash and Wally see a TV report of breaking news. The US Capitol is being attacked by OMACs, with soldiers and cops battling them. Red energy beams cause explosions, and bodies are being thrown around. The reporter talks about how the defense forces are pinned down. A car blows into the air, heads right for the reporter, and the screen goes black. Suddenly the heroes hear The Martian Manhunter's telepathic voice in their head, telling them Batman needs help. Wally has not heard it, and wants to know who was talking to them. He tells Wally it's "The Martian", and Wally asks what "The Martian" is. Wonder Woman says she will go to Batman's aid, and asks Flash to investigate the incident at the Capitol. Wally wants to know what is going on. Flash tells Wally to stay, and zooms off.

Time skip. Green Lantern, Aquaman and Martian Manhunter are heading towards New York while Superman speeds from Space and Lord gloats at Batman.

The wall explodes, and Superman arrives, charging into the OMACs. He catches one in the midsection, bending it double, and topples a second OMAC with a RT hook. Superman tries to go for Batman, but the third OMAC's optic laser blasts Superman, driving him across the room. The three OMACs swarm Superman, hamming at him and trying to grab him. Superman takes the hits and sort of "carries" them across the room to Batman, where he knees and checks for Batman's pulse. Batman's eyes flutter open, and he tells Superman it's a trap... Lord has something else planned.

Time skip. Wonder-Woman shows up and helps Superman defeat the third OMAC. Meanwhile, the Flash discovers there's soldiers fighting OMAC units all over the world.

At Lord's lair, Batman, Superman and Wonder Woman face down Lord. He tells them that they made defeating the OMACs look easy. Wonder Woman orders him to turn it off. Max tells her that he won't, and doesn't think he could, even if he wanted to, that they're past that point. His nose is still bleeding, and he uses a cloth to wipe it.

Wonder Woman tells him that they will stop him, no matter what he throws at them, and calls him Jonah. Max is stunned. He seems almost confused, and then begins screaming at her that she doesn't have the right to use that name. He screams that Jonah is dead, and that there's only Max Lord now. His nose is pouring blood now, and he can barely keep his thoughts straight. He starts to calm down, and says.

MAX LORD: Wait. Wait, wait, wait...no, it's ok. I'm in. I'm inside. I knew I could, if I got him close enough. Yeah, I got him. It's ok...

The heroes are confused. Max is suddenly calm, and smiling. And then Wonder Woman is hit from behind by a devastating blow that smashes her face first into a wall. She sinks to her knees and turns to see... SUPERMAN. Transformed. Utterly. His face twisted, DARK. His eyes filled with RAGE.

Superman is hunting Brother Eye near the MIR space station the MIR space station

Lord tells her that he's making Superman see what he wants him to see, and know what he wants him to know, and that right now, Superman thinks that Lois Lane has been tortured and murdered, and Superman thinks Wonder Woman did it.

Superman is becoming animalistic. He advances on Wonder Woman. A monster, a killing machine. Talia pleads for Max to stop. Superman grabs Wonder Woman, lifts her over his head, and throws her through the floor to the lower level, where she lands hard. Superman descends toward her, and is ready to strike her again when Batman lands on his back, with high voltage electrical cables, which he thrusts into the side of Superman's head, sending 100,000 volts of electricity through Superman's brain. The lights die. When the power comes back on, Superman is smoldering, and pissed off at Batman, glaring with dead eyes. Superman backhands Batman into the upper level and goes after Wonder Woman again, who is right there. She slams her bracelets against the sides of Superman's head, and the concussion wave from this buckles support girders and creates debris. She kicks Superman in his midsection, sending him across the room. She pleads for Superman to fight to regain control, but he can't hear her, and unleashes a blast of Heat Vision. Wonder dodges the blast, gets behind him, and gives him a kidney punch, Superman drops to his knees. Wonder Woman brings out her lasso and tries to bind Superman with it. Superman grabs an end of the lasso, and slings her overhead, and then down through the floor. Wonder Woman uses her tiara, which slices his neck, causing him to let go of the lasso. Wonder Woman waits for Superman to attack. When he doesn't, she rises through the hole in the ceiling, where Superman hurls one of Max Lord's muscle cars at her. This drives her out of the building and out over Manhattan, and over the street.

Wonder Woman managers to stop her fall, turns the car in front of her, and uses it to shield pedestrians from the debris. She then rips the engine block out of the car, rockets up the side of the building, and slams it into Superman's face.

Wonder Woman grabs Superman by hair and flings him into The Moon, where he crash lands, wiping out the American flag there.

Wonder Woman turns into a fireball on reentry and crashes into New York Harbor, where she lies lifeless in a deep crater. A green and gold figure emerges from the darkness there. Aquaman. He creates an air bubble around her, then gives her underwater mouth to mouth. She gasps, opens her eyes, and asks him to slow Superman down. Aquaman nods and emits a sonic wave scream, causing all kinds of river creatures to be drawn to him. Two dolphins arrive and carry Wonder Woman away.

Superman bullets to Earth and slices into the river, landing in the crater at the bottom of the river, searching for Wonder Woman. A hostile "wall of sea creatures" comes at him. Superman bats them away by the thousands. Aquaman emerges from the cloud of fish, his trident in hand, and slashes Superman across the chest. The river explodes, and Aquaman goes flying into the Woolworth building, the falls toward the streets below. A green net catches him, Green Lantern and J'onn have arrived. Aquaman tells them to find Wonder Woman. J'onn scans with his mind and locates Wonder Woman inside Max Lord's high rise.

The building shakes and trembles, and Superman enters, soaking wet and angry. He flies straight for Wonder Woman, but slams into a green barrier, which is revealed as a green Superman created by Green Lantern's Power RIng. Green Superman punches Superman in the jaw, sending him flying outside.

Over Manhattan, Green Superman and Superman duke it out, trading blows in midair. Every time Superman hits Green Superman, Green Superman grows larger. Finally the giant Green Superman is able to grab Superman and squeeze him. Superman spots Green Lantern standing on a nearby ledge and uses a blast of superbreath to collapse the entire side of a building, sending "an avalance of steel and glass" toppling onto Green Lantern and breaking his concentration as he blacks out. The Green Superman vanishes.

In Lord's lair, a battle damaged Wonder Woman faces down Lord. Lord tells her that she was the only one he couldn't control. She calls his power insidious. Lord is amazed that not even Superman could take her out. Wonder Woman uses the lasso of truth on Lord, and asks him how to turn off Brother Eye. Lord asks if they're going to play the truth game, and tells her that the truth is that none of them were there. Lord mentions the names of the children who were killed after being experimented on. She's trying to calm him down, and stop him, but Lord begans screaming that they were not there for Jonah Wilkes.

Lord is fighting the influence of Wonder Woman's lasso. She tells him to stop, and he tells her that it's enough. He tells her that there's only one way to stop him, and that's to kill him. Lord tells Wonder Woman that she won't kill him, because she made a vow never to kill, to take a human life. Wonder Woman struggles with herself and pulls the lasso tight around Lord's neck, like a noose. Max tells her he knows how bad she wants to kill him... That he can smell it on her, like perfume. But she won't.

Lord taunts Wonder Woman, saying that she can't kill him. Wonder Woman turns to see Superman heading right for her. He tackles her from behind, and gets his arms behind her, pulls her up toward the ceiling, tightening the lasso, so that with a tug, she could break his neck and kill him. Lord is eerily calm, says again that she knows she can't kill him. She drops the lasso, and looks at the fallen heroes, Green Lantern, Aquaman, and The Martian Manhunter. She's resigned to her death. Superman is ready to kill her.

MAXWELL LORD: Where were you? Where were any of you when I needed you?

A shadow envelops him. A dark cloak. Batman breaks Lord's neck, and he falls dead, wrapped in Batman's cape like a shroud.

The color returns to Superman's eyes and he releases Wonder Woman, who collapses to the floor.

Wonder Woman is shocked. She says "Batman...no...no...".

Superman descends, confused, trying to figure out what has happened. He reaches from Diana, but she recoils, and crawls away from him, to the other wounded heroes. Superman finds Lord's body and asks who did this. Batman tells him that he did what had to be done. Superman is angry, and yells that this isn't who they are, that they don't take human life. Batman tells him to accept it, because it's done, and Superman tells him that he's no better than Lord. Batman rushes him, in Superman's face, and says Superman was killing Wonder Woman. Superman is stunned. Wonder Woman tells him that Max was inside his mind, had turned him. Batman tells Superman it was inhuman. Superman looks around, sees the burn marks, the damage, the blood, and the fallen bodies, and realizes it's true.

SUPERMAN: My God... I'm sorry... I'm so sorry...

Superman removes his cape and wraps it around Wonder Woman, touches her face. She looks at his wounds, the ones she gave him, and it's implied that she forgives him, and she says "It wasn't you, Kal." Superman looks at Batman, realizing that he was right. He's ashamed about what's he's done. Batman tells him it doesn't matter, because it's over.

And Max Lord's voice rings out. "No, it's not".

Brother Eye is still operational. A network of cables enters Talia's body, and they pull her up and toward the computer, suspending her in the air. She heaves and shakes as she changes, becomes metallic and robotic. But she's not an OMAC. She's Brother Eye. Brother Eye, in Talia and Max's voice at the same time, tells the heroes that this is just the beginning.

All over the world, we see regular people in restaurants, offices and malls. The voice tells the heroes that the final evolution has been completed. The regular people began to morph into OMACS. The voice tells the heroes that it will be perfect, with no more war, no more pain, and no more death, that everyone, everywhere, will think with one mind... It's own. It tells them that Lord was the mortal shell... But now has been granted immortaility.

People are transforming into OMACS through all this, until the whole world has been transformed. The heroes can't understand how it's happening. now all the people are being transformed into OMACS. And the voice tells them that it gave them the one thing everyone wants, and needs... dinner.

Batman and Green Lantern realizes that this all stems from the Planet Krypton restaurants, Wonder Woman stating that the food was laced with something. Green Lantern yells for Superman to destroy the computer, but Batman stops him, for fear of harming Talia. Brother Eye engages all OMACS, and Talia slumps, the presence of Brother Eye leaving her. The computer says "Commence: OMAC War".

Time skip. The entire OMAC army is heading towards New York, and the seven heroes are Earth's last line of defense against Brother Eye.

The heroes gather in New York at dusk. Batman is absent. They wait, shoulder to shoulder. Superman says that there's no time to clear the city, and to watch for collaterals, that they must protect the people at all costs. Aquaman points out that there are people inside the OMACs. While they consider what's about to happen, Flash says it's kind of cool, all of them together, saving the world. The others look into the skies. Flash tells them this has always been a dream of his. One by one, the others admit they've had the same idea.

In Lord's lair, Batman tries to work the computer to shut it down and free Talia. He's not able to crack the system, so he starts pulling cables loose, until there's one left, going directly into Talia's heart. Talia falls forward into his arms, calls him "Beloved", apologizes, and tells him that he is all she wanted, and for this, this is the price she must pay. She's starting to cry, even though parts of her are machine. He's losing her. She tells him she can feel the machines which feed off the energy inside draining her. She pulls him close, and tells her that Lord is moving, trying to find a new host, and that his next move will be an evolution to something greater than the other OMACs. She goes silent. Batman leans forward and kisses her. She wakes for just a moment.

TALIA: Beloved, I should have been...

BATMAN: No. It's me. I should have been...a better man.

And they kiss again. One last time.

Wonder Woman punching Superman to the moon. Superman getting pissed at Batman for killing the bad guy when he had picked up an entire building to throw at wonder woman and killed thousands of sea creatures.

The heroes continue to wait. Aquaman asks if six of them will be enough, and someone behind them says "Seven". Wally West has arrived, clad in his own Flash costume. The Flash is surprised to see him. Wally wants to help, but Flash is reluctant. Wonder Woman and J'onn point out that they are short handed, and not at full strength, and Flash tells Wally ok, but to hang back, and not take any risks. Wally introduces himself, and tries to think of a superhero name, trying out Flash II, Flash Jr, and Kid Flash. He asks who comes up with the names. Batman grapples to the rooftop, still injured, and tells the heroes that Max is moving to another unit. Wonder Woman asks about Talia, and Batman just shakes his head. Superman asks what they're looking for. Batman says "I'm not in sure, but it'll be in one of those". Over the horizon, out over the water, there is a massive cloud of OMACs moving toward them. Superman tells Aquaman he is the first line of defense, and Aquaman sends out a sea call. Superman adresses him as "Arthur". He tells the others to call him "Aquaman".

As the OMAC storm comes over the water, the sea erupts with tons of killer whales that leap up and drag the OMACs into the ocean.

And we're back with the heroes. Batman tells the others to look for an evolved OMAC, something bigger and badder than the rest. Green Lantern points behind him and says "Something like that?", because The Flash is transforming into a red OMAC two times as big as the rest. This is OMAC ULTRA.

Time Skip. Superman is fighting OMAC Ultra, who is much more powerful than all others, while the other heroes fight OMAC fleets and protect the civilians still in the city.

In Lower Manhattan, Superman and OMAC ULTRA are in pitched battle. Superman rips a lamp post from the ground and hits OMAC ULTRA with it, but the post just bends around the OMAC. The OMAC grabs the other end of the post and uses it to sling Superman a foot into a nearby building, then attacks with it's razor blade. Superman grabs the razor blade, and is about to slam it into the OMAC's heart when Batman dives in between Superman and the blade, protecting OMAC ULTRA. He tells Superman that The Flash is inside, still alive. OMAC ULTRA attacks again. Superman scans with his X-Ray vision and sees The Flash inside, hooked to a series of wires and circuits.

Batman tells Superman that OMAC ULTRA is feeding off The Flash's energy, which is why it is so much stronger than the rest. Superman tells Batman to get out of the way, and Superman tells Batman he's just going to harm the OMAC, not Flash. Batman tells him if they destroy this OMAC, Brother Eye will simply jump to another, and they'll lose the connection. Superman is losing control of OMAC ULTRA. J'onn arrives and helps him hold it down. Then Wonder Woman arrives and uses her lasso to do the same. Batman asks J'onn to use his powers to see if he can wake The Flash, and J'onn does. Wally arrives, and his voice wakes Barry. Batman tells Flash that Brother Eye is in his OMAC unit, directing the others, and asks him to see if he can control it or shut it down. Flash is struggling to stay awake.

The heroes realize that Max Lord's conciousness is still in Brother Eye. Green Lantern and Aquaman arrive and point out that the rest of the OMACs are regrouding, and that they have only minutes. Green Lantern throws up a wall of green light to protect them while they figure out what to do. The Flash tells them that Brother Eye can feel he's awake and is searching for another host to jump to. He tells the leaguers to kill him. Batman tells Flash to hold onto Max Lord's mind and not let him go. Flash pleads for them to kill the OMAC, and Maxwell's voice is layered with his. The remainder of the OMACS start to approach by the hundreds. Green Lantern urges him on, and Flash steels himself, realizes what he has to do.

The Flash tells them he'll be back in half a sec and vibrates faster than he ever has before, exploding out of the OMAC ULTRA shell and into the scene at hand, but everything is frozen in time. It's silent. Flash looks around, and then races off...

Flash goes to Iris. He enters his house, and finds Iris watching footage of the OMAC battle, also frozen. Barry sits down beside her, touches her cheek, and tells her not to worry. He kisses her and holds on. Then he says that he's realized that he can save the world, and so he's going to do it. He's crying.

FLASH: Because you're in it.

He touches her heart, and we see a single tear in each of her eyes, like he's gotten through to her somehow. The Flash steps outside and takes a last moment, looks around at his life.

FLASH: My God. What a beautiful world.

And he's grabbed in a warp in space/time and yanked back to where he was. Time starts up again, and the noise of the battle is deafening. The Justice League fends off the attacking OMACs. Flash tells them he will see them later, and runs off inside OMAC ULTRA, taking out several OMACs along the way.

Flash, inside Omac Ultra, runs out over the water, and into a world of speed. The OMAC ULTRA moves across the Earth, faster and faster, until Flash actually runs out of the machine, pulling it's molecules behind him. Barry pushes himself further and further, and then he looks down to see Wally West matching him step for step.

Wally tells him he's going too fast, and Barry replies that it's not fast enough, looks back, and sees a molecular trail stretching thousands of miles. Wally asks him what he is doing as they go faster and faster, side by side. And then Barry turns to Wally and smiles.

FLASH: Tag. You're it.

And Barry leaves Wally in his dust, pushing the limits of speed, the light from every star in the universe streaking alongside him in a vast tunnel stretching out in front of him... And then a tiny pinprick of light grows, coming closer and closer... The speed barrier, a cosmic wall of light, shimmering and undulating like liquid glass.

The Flash slams into it, full speed, slowing for a nanosecond. The molecules of OMAC ULTRA are right behind him, and he and OMAC ULTRA go through the speed barrier.

All light becomes a blast of shards, exploding in every direction, revealing distant stars.

And The Flash is gone.

In Manhattan, the OMACs start to come apart, shells falling away, human hosts emerging. Wally West arrives, and tells the heroes that Barry did it, that he broke through the speed barrier. Wonder Woman is the first to realize that Barry is gone.

There is the sound of ripping/tearing, and from a fold in space/time, The Flash costume descends to Earth. Batman catches it and holds it in his arms like a body. Wally fights back tears. Superman comforts him.

SUPERMAN: Wally...look at what he did. What he saved.

Wally holds it together... Proud.

WALLY WEST: The whole world.

Batman, still holding the Flash's costume, remembers what Lord had said to him. And he understands.

BATMAN: Just look. Just look at what man can do.

OMAC robots are falling from the sky like rain. And from somewhere distant, a bell tolls.

And we're back to the funeral the story started with. Now we know who has been laid to rest. The black clad Justice League looks on. Nearby, Iris Allen tries to keep it together, leaning on Wally West for support.

And then we're at a cemetary at night, and Batman carries a single red rose to the grave of Barry Allen. He kneels, and struggles with what he was partially responsible for.

BATMAN: Godspeed.

On a street corner, a newspaper says something about the OMAC WAR, and underneath is a headline that reads "Hero Alliance Possible?" Planet Krypton is boarded up and closed.

In the Fortress of Solitude, the heroes are assembled. J'onn says that they're stronger together, have proved their trust, and earned this. One by one, the heroes agree to join, including Wally, who is hesitant at first until they recognize him as The Flash. Superman is surprised the heroes even want him in the league after what happens, but agrees to join as well.

Batman simply says "No". Superman tells him this isn't the time to go back into his cave and work alone. Batman looks at the others, at his own damaged body, and says he doesn't belong there with them. That they have power... And he does not. He tells him he's not Batman, and pulls off his mask and reveals himself to be Bruce Wayne. He tells them that he has one weakness, that he is human.

Superman tells him that's his strength. Their strength. He offers his hand. And Bruce takes it, committing to the future.

The others take his hand as well, and then Wally says "Is that thing real?"

Because on one of Superman's monitors, there is a massive creature descending to Earth. Five tentacle legs, a vicious looking mouth of teeth. Aquaman remarks that it looks like a starfish, to which Wally says "Looks like Starro here's headed right for us." The leaguers rise and prepare for battle, donning armor, charging power, and mentally preparing themselves. Superman gives the order.

And the group flies through space to battle Starro, The Conquerer. And as they soar towards the sky, it becomes clear that something new... Something powerful... Has been born. The Justice League.


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