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Elongated Man suspects something is wrong; the world's supervillains are serving humanitarian causes and no one from the Justice League is responding to their allegations (or answering his calls). Martian Manhunter frees himself from Gorilla Grodd's psychic assault and realizes that the League faces a unified conspiracy. Brainiac and Lex Luthor acknowledge a mutual professional enmity, but agree to work together nonetheless. Brainiac hands Luthor several small spheres.
The Atom is in the hospital with Jean Loring at his side. Black Canary, seeing a fear-induced hallucination of Green Arrow lying dead, screams (with her Canary Cry); the two drive off Clayface and the Scarecrow. During her struggle with Wonder Woman, the Cheetah slashes Diana's face, arms, and body with her claws; although Wonder Woman nearly subdues her foe, the villainess manages to escape. Green Lantern is lost in a space void, with his ring providing him life-support. Hawkman and Hawkgirl survive Toyman's attack.
Superman is rescued by Captain Marvel and the two travel to the Batcave for help, but Batman and Alfred, under the control of microscopic mechanical worms, attack them. Elsewhere, Luthor realizes that Brainiac plans to betray him, just as he will betray Brainiac — and throws the small orbs he has been given into the ocean. The orbs enlarge and become the model cities.
Superman realizes that he too is infected with the mind worms, and instructs Captain Marvel to throw him into the sun to burn them out of his body.