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The Super Friends are given the first annual Stephen Wild Award for public service. While appreciative, they are curious about who Mr. Wild is. One of the photographers convinces the Super Friends to take a group photo at the Hall of Justice. The camera has a special bulb which causes the plaques to vaporize.

It turns out that the photographer was the Scarecrow and the special flash bulb which vaporized the plaques produced "Fear Gas". Over the next few pages, the Scarecrow takes great pleasure in exposing the Super Friends fears. Wonder Woman is afraid of metal and she sheds her Magic Bracelets. Robin is afraid of bats and consequently will not go near Batman. Aquaman charges Scarecrow, claiming that he was not affected. That changes when Scarecrow pulls out a water pistol and exposes Aquaman's fear of water(Hydrophobia). Batman then tries to chase the Scarecrow but once outside his fear of the night (nyctophobia) is revealed. As scarecrow escapes via helicopter Superman's fear of heights (acrophobia) are exposed. Finally, the Wonder Twins are thwarted in using their Exxor powers due to Haptephobia, the fear of being touched.

The reader sees the real genius of Scarecrow's plans and the Super Friends discuss the myriad of dillemas they now face. Batman discovers that without her bracelets, Wonder Woman has nothing to restrain her and could run wild at any moment. Superman then brings attention to a deadlier problem. Aquaman reminds everyone that he has to be in contact with water once every hour or her will die. He then says that with this fear of water, he would rather die!

Scarecrow is planning a high class robbery after gloating with his henchman over immobilizing the Super Friends. The robbery that he is planning is at Bruce Wayne's Penthouse. Commissioner Gordon contacts the Super Friends and tells them that Bruce Wayne's butler contacted the police saying that the Scarecrow was outside of Wayne's Penthouse.

Due to his fear of the dark, Batman decides not to go to stop Scarecrow. Superman knocks Batman out with one punch. Then Aquaman drives the unconcious Batman and the Wonder Twins in the Batmobile, While Superman carries Robin to the Penthouse while running at super speed, with Wonder Woman by their side. Once all recovene in front of the penthouse, they decide one a plan of action. Batman is still unconscious and Aquaman is growing weaker. He still wants to be a part of the action and Wonder Woman leads the Sea King. Inside the Penthouse, WW makes short work of the Scarecrow's men and carries him out to Aquaman. Scarecrow pleads for Aquaman to save him. When WW threatens to throw Scarecrow to the sidewalk Aquaman proposes that Scarecrow could save his own life by curing their phobias, so that Wonder Woman would be restrained by her bracelets. Scarecrow restores the 2 heroes, but his smokescreen also covers his escape.

Thinking that he could make his escape on his copter, Scarecrow runs into Robin. However, after hearing that Robin destroyed the coptor's controls the Scarecrow grabs Robin and is trying to drown him. Seeing this, Batman overcomes his fear to rescue his partner. Aquaman is also in the moat and he planned to save Robin, but since Batman reached him first, Aquaman decided to keep the fact that he was restored to himself. Scarecrow now has Batman against the ledge and as Batman is endangered of falling, Robin overcomes his fear of Bats to tackle the Scarecrow. Superman waiting on the ground sees someone falling and realizes that he is unable to fly up and rescue this individual due to his fears. He also remembers his promise to Pa Kent; that he would always use his powers to help others. Thus he overcomes his phobia and catches the falling man, which ironically is the Scarecrow himself. Back at the Hall of Justice, all is normal except for the Wonder Twins and their fear of touching. However, using his elastic tail, Gleek brings the Twins together, forcing them to activate their powers and therefore overcoming their fears. The last panel is Aquaman saying to himself while he cannot control Gleek as he controls sea creatures, he successfully telegraphed a suggestion to the Twins' pet, which Gleek followed perfectly. With that, issue 32 ends.

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