Hot damn! This episode is amazing. All the action, all the intrigue, all the Luthor!

And now, it's time for me to bring it to you guys.

Now exams are right around the corner, so this is the last chapter to be uploaded at least for a bit. I'll be back soon after, but for now, expect at least a few day hiatus.

But first, time for some questions/reviews!:

Lucian Naruto: And your hate for Hamilton is still as palpable as ever. Trust me though, I hate him too. He'll get what's coming to him.

Nicochan11: Thank you for the kind words man.

kival737101: Oh you'll see

And now for my usual disclaimer. DISCLAIMER: Sandman, Spider-Man, and all related characters are owned by Marvel and Disney. The Justice League, Galatea, CADMUS, and all related characters are owned by DC and Warner Bros.

And now, onto the chapter!


"Hold still Galatea. You're invulnerable, this can't possibly be hurting you" Hamilton said in exasperation as he carefully fastened a silver bar to Galatea's forehead. However, Galatea's fidgeting was less than helpful in that endeavour.

"Boredom is my Kryptonite" she replied with a wry smile. "Actually, Kryptonite is my Kryptonite but you know what I mean. Although the way I'm feeling, I don't even think that stuff can hurt me anymore" she said before looking forward again. In truth, she was just distracted with other thoughts. Specifically, her previous encounter with the Sandman. Since the entirety of the League was on the Watchtower when the cannon fired, and the cannon's use of energy meant the teleporters had no power, and the bay doors couldn't open for the Javelins to leave. Which meant that when she arrived there would be a chance that she runs into him again.

Ever since their fight, those six words had been haunting her, keeping fresh in her memory. No matter how hard she tried she couldn't ignore them.

With great power, comes great responsibility…

Those words intrigued her and annoyed her at the same time. On the one hand, she wanted to ignore them and just have them go away. On the other hand though… she was curious as to what they meant. Especially for what they meant for her. However she was broken out of her thoughts by Hamilton speaking again.

"Think again" he warned her tersely. "I've artificially aged your body to its physical prime, but your underlying DNA matrix is still a clone of Supergirl's"

She scowled at her comparison to her 'sister'. She hated having to be compared to her all the time. She had an infinitely better appearance, she had more strength, more power-

With great power, comes great responsibility…

She shook her head again to remove those thoughts. She couldn't afford to be distracted today. Not with the mission ahead of her. Once Hamilton moved his hands away from her face, she touched the bar on her forehead tentatively.

"Be careful with that" Hamilton warned, not even turning around to look at her. "It gives you remote control over the Ultimen. They are blank slates, essentially drones. They have no will or thought, and they cannot feel pain. That bar will allow you to command them remotely" he said before pressing a red button on the strip, causing it to light up. "When this light is on, the Ultimen will be in active puppet-mode. They are an extension of your will"

She smirked at the information. "Wicked"

"It's time to get this show on the road" Waller said, stepping into the doorway. "Report to the staging area" she ordered before leaving.

Galatea stood to follow behind her before hesitating slightly. Hamilton frowned at this,

"What is it?" he asked in concern. Despite his orders not to, Hamilton came to see Galatea as his own daughter. In that regard she saw him much the same way as her own father. "I know the task might be a little daunting but I know you can do it. Besides, you have a responsibility to do so."

With great power, comes great responsibility…

She paused for a moment before nodding and walking back. "I know. Good bye daddy" she said quietly before hugging him and running out the door.

However, she found her determination wavering as she left. She was no longer fully convinced that CADMUS was the only solution. But if not CADMUS, then what?

'Maybe he can help…' she thought to herself before flying off to find Waller for her mission to begin.


Despite the fact that the canon only charged to 25% of its full power, a large amount of power had still been drained out of the Watchtower. In addition, all of the blast door and bulkheads had been sealed shut as a precaution. With all of their technology offline, the Leaguers and their staff were working double time to try and get the systems back up. After a long struggle they finally had some success as the monitors started to come back on again.

"Power is starting to come back" Aztek announced, looking up from one of the monitors.

"Good. Steel, Atom! Head down to the reactor room and see if you can shave any extra time off" J'onn ordered before the two Leaguers ran off to the reactor.

Flint however was too concerned with one of the news reports that was one the newly reactivated monitors. On it, there was a reporter getting interviews from various civilians. Apparently, the firing of the canon wasn't quite as secret as the League hoped it would be. Everyone interviewed just talked about how they thought the League was intending to attack them outright.

Flint frowned as he watched before shaking his head. "It doesn't matter how many times we saved them. They just won't give us the benefit of the doubt"

"I know how that feels" Spider-Man nodded.

"Jameson you mean?"

"Not just him. I couldn't tell you how many times I had someone calling me a menace" he said with a wry laugh as Flint put a hand on his shoulder.

"Hey, don't worry about it. You're a good kid, and as far as I'm concerned you're a damn good hero too"

"Even when I was kicking your ass?" he asked with a wry smile beneath his mask.

"Don't push your luck" the former rogue retorted before both chuckled lightly.

After another minute of watching Superman finally shook his head. "Turn it off" the man of steel ordered, unable to bear watching any more.

"Our sensors and long-range communications are still out" J'onn frowned. "This is the only information available"

Superman thought for a moment, something clearly weighing on his mind before he finally sighed in exasperation, grabbing his communicator. "Diana, John, Shayera, Wally. Meet me in the main conference room, right now" he said before looking to the Martian. "You too J'onn" he asked before walking off.


The silence that filled the conference room was deafening. All six of the founders just sat, saying nothing as they took their time to process everything that had just happened. There was a strong feeling of guilt and shock that permeated all of them and it left them feeling more than a little uncomfortable. Finally, Superman broke the silence.

"What have we done?"

"We haven't done anything. Thanks to Sandman and his friend the cannon was safely redirected" J'onn cut in.

"Yeah. Besides, it wasn't our fault. We know someone just hacked our systems" Flash nodded.

"Whoever did that is responsible for the attempted attack on CADMUS, not us" J'onn continued. Despite the logic behind their statements, Superman still looked unconvinced.

"Tell that to the world. You saw the news they're terrified of us. So is the government" the man of steel frowned.

"We can't just let that stop us from doing our job" Green Lantern countered. "We aren't here to be liked, we're here to make the world a safer place"

Superman gave a sad, yet cynical smile at that. "And how are we doing so far today?"

"Come on man!" Green Lantern said in exasperation, groaning as Shayera put a hand on his shoulder to steady him.

"I don't see the two goals as mutually exclusive. We should make a gesture of cooperation." Wonder Woman said, as the others seemed to agree.

"That's not a bad idea" Superman mused

"We could start by dismantling the Binary Fusion weapon. At least until our innocence has been proven" she suggested.

"I've seen it on a hundred worlds; space-based weapons always destabilize planetary politics" Lantern said dryly.

"Okay, so getting rid of that thing is a start" Flash began with a nod. "But we're gonna have to do more than that"

"We have to regain their trust" Shayera agreed.

Superman thought for a moment before sighing deeply and standing up. "Then there's only one thing to do"


Back on the observation deck, the League continued their work with getting the systems back online. Flint used his strength to help move some of the debris, assisted by Atom Smasher and Shazam, while Spider-Man used his webbing to help add some extra supports. As they continued their work, they were soon met by the return of the founding members.

"May I have you attention please?" Superman called as everyone turned to listen. "I have an announcement to make. Until it's been proven that the Justice League did not fire the Binary Fusion cannon, the founding members are turning ourselves in to US custody"

There was a brief moment of silence before everyone suddenly began to protest at once. "You can't be serious Supes!" Flint said angrily before Superman held up his hand to quiet them all.

"We need you all to cooperate fully with any investigation that the US may want to lead. Give them whatever they ask for" he continued before Supergirl flew down to him.

"But Cl… Superman" she said quietly as he gave her a reassuring smile.

"It's only temporary" he assured her before readdressing everyone. "Until further notice, Sandman Is in operational command. Good luck everyone" he finished before the six founders all left. There was another brief period of silence as Flint blinked once in surprise.

"I'm… I'm in charge?" he asked before looking around at the others. Each of them were watching him, waiting for his orders as he cleared his throat. "Right. Longshadow, find Atom Smasher and go open those bulkheads. You never know when we'll need to get Javelins out. Static, you and Gear see if you can jumpstart the system at all. Everyone else, keep clearing the debris out of here. Put it down the Javelin bay if there's any room"

Spider-Man watched everyone get to work before jumping down to where Flint was. "Look at you. First day as team leader and you're already a natural at it" he laughed.

"Had to happen sometime I guess" Flint shrugged. "Anyway, I'll see what else needs to be done. We have a lot of work ahead of us here"


"You want me to WHAT?!" Batman said in shock and anger, talking to the other founders over the Javelin's communicator.

"Turn yourself into US custody Bruce, along with the rest of us" Wonder Woman repeated plainly. Inwardly, she knew he would never agree to this plan. However, there was a small part of her that wished he would.

"Meet us at these coordinates first" Superman added before sending the direction to Batman, who was currently flying his new Batwing. "We should all go over together"

"This is the single dumbest plan I've ever heard" Batman growled, his teeth gritted in frustration. "If you're feeling guilty, clear your own name. Don't just stand on the sidelines waiting for someone else to do it"

"We've already voted" Wonder Woman said, trying to reason. "And we have six votes in favor. You have to come with us Bruce"

"I don't have to do anything" Batman retorted. "I'm a part-timer, remember?" he finished before ending the call abruptly.

"Actually, he took that a lot better than I'd expected" Wonder Woman shrugged as the others seem to nod in agreement.


The Javelin the founders were in finally touched down in from of a maximum-security federal prison just a few minutes later. A large sense of unease was felt by each hero as they looked at the facility. Inside were some of the villains they worked hard to put away, so they were all a little less than thrilled to be here too. However, they had intended to do this to regain the trust of the people, so they finally exited the jet approaching the warden.

The warden sighed in disappointment, flanked a few dozen armed soldiers as he watched the heroes approach. He had long been a staunch supporter of the Justice League and fully believed that the cannon's activation wasn't their doing. However, he had orders to detain them, and since the League had complied willingly he had little choice in the matter.

"As promised, we're surrendering ourselves to your authority" Superman said as the warden nodded solemnly.

"Where's Batman?" one of the soldiers asked curiously.

"Running late" Flash explained. "The batmobile? It lost a wheel. The Joker got away" he said as everyone just stared at him oddly. "At least that's what I heard" he added, shrugging.

A few more soldiers stepped forward with handcuffs to restrain the founders, with the heroes simply raising their hands in compliance. However, the warden stopped them.

"Those won't be necessary"

"But it's standard procedure" a solider argued.

"This isn't a standard situation son" the warden replied before leading the heroes inside the prison. As the other guards took over for him, he turned back to the soldier with a dry smile. "I don't think it would have held them anyway"


"Okay the bulkheads are opened, anything else we can do Flint?" Longshadow asked, shrinking to normal size again.

"Yeah, some of the wall panels down near engineering fell off according to Steel's reports. Head down there with Stargirl and see if you can weld them back up" he said before the two teens ran down, while Flint reached for his communicator. "What's the status on communications Arrow?"

"Nothing outside the Tower yet" the archer answered.

"Alright, keep me posted" he sighed before turning to Zatanna. "Remember when being a hero was simple and straightforward without the government conspiracies?"

"Not really" she laughed before shrugging. "But at least we're getting back on track now"

Suddenly, Spider-Man looked up sharply, gazing out the window as his spider-sense detected the approach several rapidly flying objects. "Hey, Flint, something's coming"

"Huh? What do you mean webs?"

"He's right" S.T.R.I.P.E. nodded, pointing out the window. "You guys see that?"

Flint as Zatanna both frowned in confusion before following his gaze out the glass, Supergirl flying down to their side to join them. From what they could see, they spotted what appeared to be several jet streams flying towards them rapidly.

"Something comin' up from planet side. Javelins, maybe?" S.T.R.I.P.E. mused curiously as Supergirl shook her head, using her enhanced vision for a better look.

"No, not Javelins. They almost look like…" she said before backing up in sudden alarm. "Missiles!"

S.T.R.I.P.E. immediately used his armours sensors to double check them. "I'm counting two-dozen Damocles class missiles! That's LexCorp tech!"

"Of course it's Luthor!" Flint groaned in exasperation before running for the intercom. "Attention all personnel; Battle stations! Prepare for impact!"

All through the tower, the Leaguers and technicians immediately prepared themselves for impact. Arrow held tight to the console up on the observation deck while down in the medial bay, Huntress made sure Question's bed was safely prepared for the impact. However, as the missiles got closer, the warheads opened to reveal drills. As they struck the station, they slowly drilled into the hull of the station, until the entire watchtower was riddled with almost a dozen missiles firmly stuck in the hull.

Three missiles in particular ended up on the observation deck, where they rested temporarily. The heroes however, weren't about to take any chances. They each got ready, with Flint forming twin mallets while they waited to see what the missiles would do. After a minute, Supergirl slowly flew up to one of them. Just as she got close, a door on the side suddenly burst open with a hiss of steam forcing her to step back. On the other pods, a similar door opened.

"Uh, guys?" Supergirl said warily before she was forced to dodge an attack from a tiger jumping out of the pod. The tiger was soon joined by the other members of the Ultimen as it turned back into Shifter. Full teams of Ultimen started pouring out of the other pods as well, attacking anyone in their way.

"Oh shi-" Flint said in shock before being struck with a blast of water courtesy of a Downpour, rending him unstable. "A little help!" he called as Spider-Man coaxed the Downpour away to get shocked by a Juice, who was in turn doused by the Downpour, knocking them both out.

"Just like Electro and Hydro-Man back home!" he laughs triumphantly as Zatanna moved to Flint.

"Yrd s'tnilf dnas!" she chanted before Flint's sand dried out, allowing him to reform again. "Thanks for the help there"

"So what's the deal with these Flint? Are they clones?" Spider-Man asked before Dr. Fate blasted away a Shifter who had transformed into an Elephant.

"No, not clones" the sorcerer answered. "I have searched their minds and there is nothing there. Only a blank slate. They are robots. Nothing more than mindless and soulless machines"

The other heroes on the observation deck paused for a moment before suddenly nodding with a renewed vigour as Flint went to the intercom again.

"Good news! They ain't people, and they don't feel pain! Take them down hard, no holding back!" he called before savagely knocking a Wind Dragon into a bulkhead with a blow from a mace.

"Phew… that's a relief" Spider-Man sighed before dodging an attack from another Juice. Peter had a rather lengthy history with clones in the past. In fact, his brother's Ben and Kaine both started as clones of him. But they grew to be their own people and Peter valued them as the individuals that they grew to be. It hurt him when Ben died, and ever since he was always willing to try and give clones the benefit of the doubt in these situations. After all, they had a right to life in his eyes.


Down near the engineering level, Longshadow was busy grappling with another of himself while Stargirl blasted a Downpour that tried to sneak up on him. He gave her a grateful smile before knocking out his doppelganger.

"Knowing that they're just drones is nice and all… but it's still kinda messed up having to fight my old friends" he said with a frown as Stargirl gave him a sympathetic look.

"I know it is, but you're doing a great job. And if the real Ultimen were here, I'm sure they'd appreciate what you're doing" she smiled before they took notice of an unopened pod.

"Huh, maybe that one's jammed?" he mused before the door was violently punched off of its hinges, colliding with Longshadow's gut, causing him to fall on one knee.

Then before he could recover, a white streak flew out before delivering a wicked uppercut to his jaw. Longshadow crashed to the floor with a resounding thud, completely knocked out cold.

"Shadow!" Stargirl said in alarm before going to retaliate against whoever attacked him, only to be back handed into a wall, falling down next to his body in much the same state.

The figure that attacked them final landed on the ground before flexing her knuckles and wiping some dust off of her boots. Standing up straight, Galatea then smirked at her handiwork before touching the metal strip on her forehead.

"Ultimen, keep the League off of me" she ordered. "And sanitize the Watchtower". Afterwards she flew off into the reactor room to complete her objective of destroying the Watchtower. However, the knowledge of the Sandman being up on the tower somewhere brought those words back to her mind.

With great power, comes great responsibility…

Now she really wanted to run into him again, if only to beat the tar out of him for putting those words into her mind.


Inside the new CADMUS Headquarters, Waller stood with Eiling as they looked over a digital readout from the Watchtower, reporting to them how the takeover was going. Waller's face was emotionless, simply reading the data while Eiling's held a grim smile as he drank his coffee. A few of the Ultimen had already been defeated, or in the case of the ones who ran into Huntress utterly eviscerated, but for the most part their infiltration was working. A moment of silence passed before Eiling opened his mouth to speak. That's when Batman broke through the grate of the air vent above them, landing on the table with his infamous glare back in full force.

"We've got business Waller" the Dark Knight growled, taking no notice of Eiling who had a gun raised to him, other than to knock the gun away with a batarang. Eiling then tried to tackle him, but Batman simply threw him over the table and into the wall, knocking the aging general out.

Batman then stood up straight before walking to Waller and standing in front of her, leering into her face. "You told me once that you were a patriot. Well it's time to step up" he started as Waller pushed a button to dismiss the digital readout. "You have to know that the Justice League would never have fired that weapon at you"

"Sure you would" Waller scoffed with a sneer. "It was retaliation for kidnapping the Question"

"And yet you weren't home" Batman continued, his stare never leaving her or wavering once. "We've had you under surveillance for months. You don't think we didn't see you evacuate your offices?"

"A warning shot then" she conceded, rolling her eyes.

"Don't be dense" he seethed. "Someone took over our Fusion Cannon by remote control. There are maybe three people on Earth who are smart enough to pull that off. Two of them are already on the Watchtower. That leaves…"

"Luthor" she answered skeptically, her brow raised as she folded her arms. "That's where you're trying to lead me right?"

"You're too smart to trust him"

"Who says I do?" she answered plainly. "He provides off the books funding for CADMUS. As far as I'm concerned, that's all he's good for"

"Then you must know he has his own agenda" Batman put forward.

"He wants to be President. That's agenda enough for anyone"

Batman resisted the urge to pinch the bridge of his nose in frustration before he simply turned his back. "Almost anyone. If I were you, I'd start looking at him. Hard"

Before Waller could respond, her attention was drawn away by the sound of Eiling slowly getting up. She watched him for a moment before turning back to the dark knight, only to find him gone. Silently vanishing without a trace.

'I wonder if Gotham PD hates that as much as I do' she thought to herself before shaking her head, and moving to check on Eiling.


"So this Luthor guy, he's bad news?" Spider-Man asked as he swung around, tying up and restraining any Ultimen he came across. Through the combined efforts of the League having learned to work together effectively over the last year, and their pent up frustration of the last day being let lose in full once they found out the Ultimen were simply mindless drones, the invading force was being handled rather easily.

"Oh yeah. He is. The guy is so twisted, he once stole forty cakes!" Flint nodded, a Shifter passing through him harmlessly before he retaliated before a mace right to its back to fling it away into a Longshadow.

"Forty cakes! That fiend!" Spider-Man gasped before blinding a Wind Dragon with some webbing over the eyes, allowing Supergirl to easily knock him out too.

"I think we got this back under control!" Flint smirked before getting a communication.

"Flint? This is Vigilante"

"I read you Vig, what's the situation down there?"

"I've been playing clean up here with Sir Justin and Vixen and we just got here to the engineering room. Longshadow, that's our Longshadow, and Stargirl are out for the count. Somethin' took them down that wasn't an Ultiman"

"What sort of something are we talking here?" he asked before hitting another Longshadow at a distance with an enlarged flail.

"Only critter I've seen that can do this damage is Kryptonian. Looks like it's in the engine room too"

That made Flint suddenly freeze in fear before he touched the communicator again. "Atom? Atom are you there?"

Nothing.

"Atom? Steel? Steel do you copy?" he called again.

Again silence.

"Oh this ain't good" Flint groaned as Supergirl flew down.

"What is it? What's not good?"

""I think your clone might be here, and she's in with the reactor core" he said as Supergirl blanched.

"Oh no. Don't worry, I got her!" she started before Flint held her back.

"No you don't. What I need you to do is to head down and see if you can get Stargirl and our Longshadow up to the Medical bay for some much needed medical attention. I'll take care of Galatea" he said seriously.

Supergirl looked at him, about to protest before finally relenting. "Okay" she nodded reluctantly before flying off. Before Flint could move out, Spider-Man landed next to him.

"Did you say a clone?"

"Yep. This one has a conscience and everything" Flint confirmed to the web-slinger.

"Mind if I tag along then? Clones happen to be my specialty" Spider-Man said as Flint nodded.

"Sure thing Webs. I could probably use some backup down there too anyway" he grinned before turning back briefly. "Z, can you take care of things here?"

"Yeah I think I can. Ylf otni eht llaw!" she cast, sending a Shifter, who had taken the form of an eagle, into the wall head first. "Flint…"

"Yeah Z?" he asked.

She stared at him for a moment before nodding. "Be careful"

He stared back before nodding in return. "I will" he answered before he and Spider-Man dashed off.


After checking on their injured allies outside, Spider-Man and Sandman carefully made their way into the reactor room. Flint had a mallet at the ready as he and Spider-man looked around for any signs of Atom and Steel… or the intruder.

Near the door to the reactor chamber, they found Steel. His armour was battered and peeled away from portions on his body, and he was littered with bruising, but he was otherwise still breathing.

"Make sure Atom's okay. He got tossed behind the monitor there" the armoured hero grunted as Spider-Man checked on him. After looking behind the monitor in question, they found the two inch tall for of Dr. Palmer. He was clearly out cold, but thankfully his size prevented any more damage.

"What about our intruder?" Flint asked as Steel slowly stood.

"She's in there. But I'd be careful" he said painfully, clutching his side.

"Can you walk?"

"Yeah. I can still walk"

"Good. Take Atom outside. Supergirl and some others are already moving the injured to the medical bay. You two might want to join them" he ordered, Steel nodding before Spider-Man rubbed the back of his head nervously.

"So… dangerous clone time?"

"Dangerous clone time" Flint nodded as they both stepped in, seeing Galatea with her back turned to them, staring at the reactor core.

The clone heard them enter, but didn't turn her head, choosing instead to continue staring at the reactor core as if she were mesmerised by it.

"So that's it huh? You're here to destroy the reactor?" Flint asked warily.

"Yep. That's about it" She nodded before turning her head to look at Flint. "I was hoping to run into you again. And look, you even brought a friend" She laughed before looking at Spider-Man quizzically, not recognizing him from any of CADMUS' files. After using her x-ray vision to look under his mask she smirked. "He's cute"

"X-ray vision too? What box did you check at superhero try outs?" Spider-Man quipped.

"Sorry, but I'm no hero" Galatea smirked wider as Flint set his mallet down.

"You could be you know" Flint said slowly, the clone now focusing her attention on him. "Those words I told you, do you remember them?"

She stared at him, before a bitter, spiteful grimace came to her face. "Yes. I haven't been able to stop thinking about them. They've haunted me. Every thought, every waking moment of everyday!" she spat.

"What did you tell her exactly" Spider-Man asked, now curious.

"I told her your favourite words; with great power…" Flint started as Spider-Man's eyes widened.

"… Comes great responsibility" he finished. Unnoticed by the two heroes, Galatea finished them under her breath as well. "Really? You told her my catchphrase?"

"Course. They helped me out a lot, reminds me why I do what I do" Flint chuckled. Seen only by Galatea's x-ray vision, Peter smiled with pride at his former rogue.

Their brief moment was broken as Galatea spoke again. "What… what do they mean?"

"Hm?" Flint questioned.

"What do they mean? Those words" she asked again, her fist involuntarily clenching in frustration as she watched them.

"Well… they're based on the idea that when you get power, be it metahuman or even something like political power… the use or misuse of that power is everything" Spider-Man began. Galatea listened intently before Flint nodded and continued.

"In this instance, havin' super powers is where the great comes from. Obviously you're strong. You're stronger than any human. But hell, you're stronger than most lifeforms period"

"But that also means that you have a much greater responsibility to maintain with them" Spider-Man added.

Galatea was silent for a moment before giving them a skeptical expression. "What kind of responsibility?"

Both heroes double-took before Spider-Man shrugged. "Well, that's a little obvious isn't it? We're heroes. We have power that lets us do more than average people, and allows us to help others without being in as much danger"

"He's right. Any hero is someone who lives up to their responsibility" Flint confirmed.

"And what if you're not? Being responsible I mean… What does that look like?"

Both heroes grew solemn suddenly. "Well then… you're the bad guy" Flint said bluntly.

Galatea reeled back, almost like she'd been struck, completely taken by surprise.

"Well… not exactly" Spider-Man clarified. "Sure, villains misuse their power to hurt people, or to steal, or to cause chaos, but there are people with power who don't do anything. They just sit… and watch. That's not responsible"

"So what then? You're saying I'm supposed to turn around and just be the hero?" Galatea scoffed, leering at them now.

"Well you don't have to be the hero. You could be though" Spider-Man shrugged.

She listened to him before suddenly laughing. It started light, but suddenly grew bitter and mirthless. "Are you kidding me? I'm a clone. I'm not a hero, I'm a weapon. I was born, raised, manipulated into who I was. You're telling me I could be a hero? Please. What do either of you know about what I've been through, about what I've had to suffer to be what I am now? To be CADMUS' personal weapon against you?!"

Both stared at her before Spider-Man nodded with a sigh. "You're right. We don't know exactly what you've been through, but I have been cloned" he said, suddenly shocking Galatea, but at the same time, stirring her interest. "A few years back, this bad guy called the Jackal made a couple of clones of me. Their names were Ben Reilly, and Kaine Parker. Both of them started out confused. They didn't know who they were, what they were supposed to do. Ben however, decided that he wanted to be a hero. Kaine took a little longer, but eventually he became one two. Both of them… they were like brothers to me" he said before suddenly growing sad. "Ben passed a while back, but Kaine took up his mantle to carry on the legacy. I miss him every day, but I know he didn't regret a single moment of it. He wasn't just a clone, neither of them are just clones. They are people, their own people."

"Hey, a couple of our great heroes are clones. Don't go forgetting about Laura" Flint added. "She was bred to be a weapon, but she eventually found something worth doing. She's a damn good hero now on her own now, and she's got people who care about her" he continued before shrugging. "As for manipulation, look at me. I started a petty crook, fought this bozo for a while" he smirked, pointing at Spider-Man.

"Hey, this bozo kicked your sorry butt every time" the web-slinger pouted, almost childishly.

Flint smirked before continuing. "But then I became a hero. It was the best time of my life. Did a lot of good. And then this villain named the Wizard came along. He took control of my mind, made me a villain again. I was so ashamed that I went back to being the bad guy… then I came here. And I became a hero again. I'm glad I did"

The whole time they were speaking, Galatea listened to their every word they said, her thoughts racing at a mile a minute. 'So… I can be my own person. I'm not just a clone… I am… a person. I am my OWN person. But I don't even have a name… CADMUS… they're wrong but… they're all I know! What do I even do now?!' she thought.

To the two heroes who watched, she looked like she was going to have a minor mental breakdown. Finally, after a few minutes, she tore the strip from her forehead before crushing it in her hand and throwing it across the room with a yell. All across the watchtower, the remaining Ultimen would cease their actions before falling over on the ground limply, deactivated.

The two heroes blinked in surprise before Galatea fell to her knees, tears starting to pour down her face as she sobbed quietly. Those few years in CADMUS, they were all she knew. They were all the life she had, being one of Hamilton's creations. Facing everything she knew having to be revealed as wrong… that her father... had been lying to her all this time… she just couldn't handle it.

Spider-Man immediately moved over to her before crouching down and embracing her as she cried. She flinched a little at first before slowly embracing him, crying into his shoulder.

"Hey, it's okay. Let it all out" he assured her before Flint stepped forwards as well. After a few more minutes of crying, she finally looked up to them with an unsure frown.

"Well, what do I do now?" she asked, unsure.

"Now, you start fresh" Spider-Man said, as she looked at him in confusion. He nodded before pulling off his mask and extending a hand to her. "Peter Parker, otherwise known as the Spectacular Spider-Man"

She looked at his hand for a moment before she shook it, while Flint nodded in approval. "Flint Marko, but you already know me as Sandman"

"Yeah, I guess I do" she chuckled lightly. "But… I don't really have a name. Just my code name… Galatea"

"Well Galatea is a perfect codename. That is if you want to remain a hero" Peter suggested.

She thought for a moment before nodding. "Yeah… I think I might. But I still need a real name"

"How about Karen?" Flint suggested.

"Karen? Where'd that come from?" Spider-Man asked in confusion.

"I don't know, just came to me I guess" Flint shrugged. Actually, he figured since Supergirl's real name was Kara, calling Galatea Karen made her at least unique despite being a clone. However, knowing how much Galatea hated her clone in the past, he figured it would be a bad idea to bring her up.

"I like it. Call me Karen…" the newly christened Karen nodded. "Karen… Starr"

"I like it" Spider-Man nodded as Flint grinned.

"I do too. Just let me take care of something first" he said before pressing a finger to his communicator. "Sandman to Watchtower, it's over. We've won"

For a moment, there was silence. Then, the cheering from all ends of the space station became deafening as the League and their technicians celebrated their victory against the invasion.


Amanda Waller sat in front of her monitor, glowering at what she saw. A whole range of emotions flowed through her; hatred, shock, shame. But above all she felt rage. A deep, unsettled, and completely unparalleled rage. "He played me"

Eiling and Hamilton exchanged a rare worried glance between the two of them. They never saw eye to eye usually, but now they both could agree on two things. Number one, Luthor had definitely played them. Number two, Waller was angrier than she ever had been. And that second point utterly terrified the two of them.

She tapped some keys on the keyboard before a list of different supplies came up on the screen. "Luthor's recently had a lot of our new technology shipped to LexCorp, and we know that he and Wizard are working together on whatever his end goal is. This is what they've stolen Professor, could he have taken over the Watchtower weapons system with these supplies?"

Hamilton frowned before reading over the list. By the time he was done, the possibilities of everything Luthor could do where massive. "Theoretically yes, but that's the least of it" he said, before taking note of some extra components. The last time he saw these were in the blueprints they confiscated from Professor Ivo. At that realization, his eyes widened in alarm and horror. "Good Lord, I think I know what he's planning to do!"


Back in Luthor's private lab in the LexCorp building, he stepped away from what he and Wizard had been labouring on. Laying on the table was a nine foot tall android, a perfect recreation of Amazo. He had intended for this to be his new body, and he couldn't help but chuckle to himself as he admired this triumph of his genius.

"Now you're perfect" he smiled. "A perfect, super-powerful, immortal body. A suitable place for me to spend the rest of eternity" he continued to admire it as he walked around the body of the android. "Ironic, years of plotting and hundreds of millions spent on CAMDUS research and development projects, and none of it bore fruit. No, it's a lowly employee of LexCorp, Dr. Ivo the creator of Amazo, who we have to thank for my impending godhood"

"That was the last piece I needed" a brooding voice said, as Luthor turned to see Batman stepping out of the shadows.

"Got it all figured out have you?" the billionaire chuckled.

"When I went back to Ivo's when the first Amazo left, I found a copy of the android's blueprints. However, I moved them to the Watchtower for safe-keeping. Guess the squad took more than just the armour suit" the detective said before frowning. "I knew Waller wouldn't be foolish enough to use them, but suddenly they were within your grasp and you took them. Ivo may have exhausted all of his resources to make the original android, but thanks to CADMUS you could have someone else get them for you. That's why you joined them, isn't it?"

Luthor looked at the dark knight before shrugging. "What can I say? I plan ahead"

"All of this, just to give yourself superpowers?"

"And to ruin Superman's reputation of course" Luthor added as his smile soon spread to a wide grin. "Imagine how sweet it will be when I save the world from the menace of the Justice League. Now when I kill Superman, they'll build statues in my honour"

"Maybe next time" Batman said with narrowed eyes before throwing an explosive batarang at the android. However, much to his shock, Luthor simply caught the batarang, where it exploded harmlessly in his hand.

Luthor levelled a piercing glare at Batman. "That… was uncalled for"

Suddenly, Batmen felt something lifting him off the ground, completely unable to move any of his limbs. It was an energy field of some sort, and the wielder stepped out of the shadows with a smirk. Batman may not have ever met this man before, but from Flint's descriptions he could easily tell who this man was. "Wizard" he growled, his teeth grit.

"Ah, your friend the Sandman has told you about me. I'm flattered. However, we have urgent tasks that need completing. Salamandra, would you be a dear?" he asked.

Batman then noticed a woman with long dark hair, tanned skin, and a dark leather outfit step out of the shadows after. She cracked her knuckles before running forward and delivering a wicked jump kick. Her feet collided dead on with the dark knight's chest, forcibly ejecting him across the room and out the window as he started to fall to the streets below.

Batman tried to fire a grappling hook to save himself but it simply bounced off of the wall harmlessly, and the detective resigned himself to his fate.

Then, a hand reached out and grasped his arm.


Lex watched the hero fall for a moment before turning back to transfer his mind into the android. Then he was interrupted again.

"Hey Lex!" a voice called as Luthor, Wizard, and Salamandra turned to see Amanda Waller, holding a very large gun. "That android is CADMUS property. You're gonna have to find somewhere else to keep your brain" she said before firing a beam from the gun that melted the android body into a pile of goo. "A nano-disassembler beam. Your design I believe" she said in a smug tone, a smirk plastered on her face.

Luthor stared for a moment before suddenly growling in frustration, as his face twisted with rage. "You arrogant cow! It'll take me weeks to build myself another android body!"

"You ain't got weeks baldy. None of you do." She said suddenly before aiming her gun at the three. "You three are all under arrest for trying to use the Justice League's space gun to murder everyone at CADMUS"

Luthor however, charged forward in a sudden burst of speed that even shocked Waller. He knocked the gun aside before slamming Waller into a door. Waller groaned in pain before sliding to the floor as Luthor stood over her, laughing.

"Did you really think you could take me down all by yourself?" he asked with a smirk.

"Actually, yeah" she admitted before shrugging and taking her own smirk. "But on the off-chance that I might have been wrong…" she finished before Luthor and his compatriots turned to see, much to their horror and surprise, all seven founding members of the Justice League.

"Ta-da!" Flash greeted with a smile.

Superman stepped forward, his face grim and serious. "It's over Lex" he said. Even with the help of Wizard and Salamandra, there was no way the three of them could defeat all seven of the founders.

Luthor sneered before taking a step back. "Not until I…" he paused before suddenly clutching his chest in pain. "Aargh!" he groaned, grasping his head tightly before his moans turned into screams. Agonizingly terrifying screams. Black cones burst from his back as his arms literally tore below the elbow, his hands ripping away to reveal long black tentacles that writhed around frantically. Metal grew down his legs, making him stand taller. Finally, the skin of his chest tore and peeled away to reveal a silver metallic face, with three red circles in the shape of a triangle appearing just under Luthor's collarbone.

Waller, Wizard, Salamandra, and the Leaguers all watched in horror at the transformation, but what sent chills down their spines was the eerie voice that came out of Luthor when he opened his mouth. It was clearly robotic and synthesized, and to the Justice League, it was all too familiar.

"I'd hoped to remain hidden until I could install myself in the android… but you forced my hand"

Superman simply looked at the horror standing before him, uttering one single name in response.

"Brainiac…"


And the climax to this arc continues!

The next chapter will be even better, I guarantee it. We get to see more Brainiac, more action, and we get to see the Wizard pull his own shenanigans.

So get ready, the CADMUS arc continues to wrap up in the next episode "Divided we Fall"

As always, be sure to review. I love hearing from all of you guys.

Ciao for now!

~WafflesTheApprentice