BRAINIAC

"KARA! KARA!" Nightwing's voice echoed dully in Supergirl's mind as she sunk into the abyssal void, the sounds of screams and sirens swirling in a cacophony as she clawed out to the bright light.

Prying her eyes open, the Kryptonian fought through the numbing pain as she pushed herself up, the world around her sending shivers down her spine as she rose to her feet. Hundreds of people stood around her like statues, their heads held up as they littered the streets soullessly. She moved through the maze, frowning as she saw blue nodes run up their skin, turning to the horizon as she saw Brainiac's ship dig its tentacles into the sky.

She tried to run and winced, holding her arm as she was covered in bruises when she heard M'gann's voice come from behind her. "Kara!"

"Guys, you –," Supergirl gritted her teeth she felt a pang hit her shoulder. "You need to get outta here."

Kid Flash skidded to a stop and gasped as he saw the giant spacecraft, pushing his helmet back as he turned to her. "Is that …?"

"Brainiac." She frowned and looked around as Raven, Batgirl, Artemis, Nightwing, Superboy, Blue Beetle, Aqualad and Nightwing arrived. "You need to get outta here."

"Kara, you can barely stand; you need our help." Aqualad walked up to her.

"You're gonna die if you stay here."

"Not if we've got anything to say about it." Kid Flash cracked his knuckles.

"So, how're we gonna save these people before the nanites kill them?" Batgirl looked around as she moved toward Nightwing.

"They must be connected to that ship somehow – it must be how Brainiac's gonna kill everyone." Nightwing frowned.

"If that's the case, why hasn't he done it already?" Artemis raised her brow.

"He's copying people's minds; he said he wanted all our knowledge on the changed universe before he destroys earth." Supergirl rubbed her shoulder.

"Wait, if even he isn't behind the changed universe, who is?" Raven raised her brow.

"That doesn't matter right now; what does is taking him down before he kills everyone here." Nightwing drew his batons.

"No, don't fight him; you'll get yourselves killed." Supergirl recoiled.

"You're hurt, Kara – we'll handle this." M'gann held her shoulder.

"You need to head back to the Door." Nightwing turned to her.

"I just need some sunlight then I'll be fine."

"Okay, I'll take her up while you guys fight Brainiac." M'gann held Supergirl by her waist, draping her arm over her shoulder. "You ready?" She received a weak nod and flew up to the sky with her.

Watching the two women leave, Nightwing turned to the ship. "Okay, guys, this guy's very powerful, so we shouldn't attack him head on. Flank him from all sides and try to overwhelm him long enough so I can blow up the ship."

"So, play keep away basically." Kid Flash raised his brow.

"I'm okay with that idea." Artemis fished out an arrow, adjusting it on her bow.

"Let's move!" Nightwing ran onward.


M'GANN ROSE above the clouds and shielded her face from the bright sunlight, smiling as Supergirl moved forward on her own and hovered in the sky. Soaking in the rays, the Kryptonian took a deep breath and stretched out, letting her wounds slowly heal themselves. Opening her eyes, she frowned and looked at the 'C' on her chest, ripping off the Exo-Membrane suit and letting her cape float behind her, releasing a burst of blue energy from her body.


BLUE BEETLE rose into the air and transformed his arm into a giant chainsaw, diving down and slicing a tentacle as the Teammates manoeuvred through the ship's defences. A tentacle came down on Superboy and he grabbed it, his feet grazing against the sidewalk as it pushed him back and slammed him against a building. Batgirl grappled onto the ship and landed atop the end of a tentacle, placing a bomb onto it and hopped off, letting it explode and dismember the appendage.

Aqualad slammed his trident against the road, summoning geysers that destroyed the tentacles and rocked the ship, drawing the attention of Brainiac who was attached to the ship via cables connected to his forehead in the cockpit. Ripping the cords out, he looked around and frowned as the Teammates converged on him, walking up to the bridge and awaiting them.

Raven chanted a spell and held her hands out, creating a vacuum beside the Coluan who stamped his foot on the floor, defying the pull of the void. Brainiac shot her and Blue Beetle down with beams from his forehead, sidestepping as Kid Flash dashed toward him with a punch and grabbed the boy, tossing him to the street below. Kid Flash looked around frantically as he plummeted, grabbing onto wires from a damaged tentacle and swinging to a building in the nick of time.

Brainiac frowned and jumped down to the road, raising several rocks in a shockwave that sent the Teammates and vehicles flying about. Superboy leapt into the air and dove down toward the Coluan with a thunderous punch, getting grabbed by his arm and tossed onto a car nearby. Aqualad shot lightning at Brainiac, knocking him to a knee and giving an opening to Raven who blanketed him in energy.

Breaking through the entrapment, he fired lasers at Aqualad and Raven, turning around and quickly grabbing an arrow sent by Artemis who frowned as it beeped. The projectile exploded, creating a flare that blinded the Coluan, allowing Blue Beetle to swoop down and tackle him. Blue Beetle quickly got up and blasted him with a sonic beam, driving him into the ground and getting knocked back by the resultant explosion.

Nightwing and Batgirl watched the battle from afar, nodding to each other and grappling onto the ship, reaching the cockpit. Hearing the two tamper with the vessel, Brainiac shot into the air, firing lasers at the Teammates and flew toward the spacecraft, stretching his arm out to smash the intruders. Seeing the fist come down on them, Nightwing grabbed Batgirl and leapt off the ship, grappling onto a building nearby.

Brainiac looked around and saw the heroes struggle to their feet, a frown etching on his face as he moved into the cockpit. "I don't have time for this."

He reconnected himself to the ship and his eyes flashed, causing the cockpit to close up, leaving the heroes looking around in confusion. Rising to his feet, Nightwing scanned the ship with infrared vision, cursing to himself as the Coluan continued uninterrupted. He picked up his staff from the ground when he heard a crash coming from the other end of the street, sharing a look of worry with Batgirl and running toward the source of the sound.

Aqualad, Blue Beetle and Raven shielded their faces as a cloud of dust slowly dissipated, their eyes dilating in fear as three Brainiacs rose out of a crater, each perfectly identical as they stepped out and eyed the Teammates. Running into the street, Nightwing and Batgirl jerked back in shock at the sight, drawing their weapons .

"Ah, you've gotta be kidding me!" Blue Beetle whined.

"Well, this just got worse." Artemis circled around the Brainiacs from afar, drawing her brow.

Kid Flash zoomed out of the building and got to the street, skidding to a stop upon seeing the clones. "Oh, crap."

"Man, where're the Kryptonians when you need 'em?" Blue Beetle transformed his arm into a cannon.

Screams and cries met their ears and they turned to the street up ahead, seeing the once still civilians riving in agony as they went on their knees and clawed at the ground – blood oozing from their noses and mouths as veins appeared on their heads and the nodes glowed dimly. "I thought Kara said Brainiac wasn't gonna kill them." Kid Flash watched in horror.

"We couldn't have expected him to keep his promises." Nightwing frowned.

"We have to destroy the ship now!" Aqualad shot lightning at a clone who smacked the surge aside, receiving a laser beam to the chest.

The Teammates engaged the replicas, each unloading on them and getting countered as they fought back. Kid Flash sped around a double, creating a small tornado and levitating it into the air, giving it an uppercut that sent it flying off. M'gann descended from the sky and caught the clone telekinetically, spinning it and tossing it to Supergirl who dove down with a punch, crashing it onto the street.

"Oh, well look who decided to show up." Kid Flash frowned and jumped back as the cloned fired a laser at him.

"Sorry, the healing process took a lil longer than I hoped." Supergirl shot toward a Brainiac clone that ran toward Artemis, kicking it in the head and downing it. "Huh, these are weaker than him."

"Supergirl, you need to get him out of that ship and stop him from killing those people!" Nightwing ran up to her.

"On it."

Supergirl sped toward the spacecraft with a sonic boom, swerving around a tentacle that grew out and shooting it down with laser vision. Bursting through the vessel, she flew into the cockpit and threw a punch at Brainiac who dodged the attack and grabbed her wrist, tossing her forward. She rolled to her feet and fired lasers at him, colliding with his as he countered and deflected the blast, resulting in a small wave that pushed her back slightly.

"What the?" She looked at her hand in surprise.

"You cannot defeat me in my ship and you very well cannot destroy it." He walked toward her and frowned. "You will die."

Supergirl screamed as a sharp ringing noise blared in her ears, causing her to fall to her knees and clasp her head in pain. She bled slowly and balled up in agony, tears stinging her eyes as her body was bombarded by the unrelenting waves. Stepping away from the woman, Brainiac stepped back in his pod, pressing his hands on pads as the cables connected to him glowed slightly.


AQUALAD SWUNG his trident twice at the first clone who dodged swiftly, continuing the attack with a lightning strike that it deflected, receiving a smack in the face that knocked him aside. Superboy lunged onto the second double with a punch and it tossed him away, firing lasers at Artemis who jumped out of the way. M'gann punched the third Brainiac replica, sending it crashing onto a building and shot towards it, getting an uppercut that sent her flying.

Kid Flash ran up to the second replica, dropkicking it and sped around, landing rapid punches to its midsection, failing to make it budge. The clone grabbed his head and tossed him onto Aqualad, flying toward Superboy and punching him in the gut, flinging him onto a truck, causing it to explode. Nightwing and Batgirl watched the battle from afar, placing small devices on the bottom floor of an abandoned building.

"Alright, now!" Nightwing pressed his earpiece.

Exchanging nods, Raven and M'gann rose into the air, the Martian levitating a Brainiac clone while Raven sent the other two toward the building with her energy. The replicas broke out of their vices, firing the two women down as they crashed on the ground and smacked the other heroes aside. Superboy crashed onto the road and tackled a Brainiac clone, driving him into the tar and tossing him toward the building.

The clone shot him down, not noticing Nightwing who flipped over him and tossed a black disc on its chest. Rockets fired out of the disc and pushed the replica toward the building. M'gann rose to her feet and sent a wave at the remaining two clones, knocking them over as Raven joined her, blasting them with energy. The two sent lasers their way and Kid Flash zoomed past them, putting pipes behind them that made them slip over and get driven into the abandoned building.

Nightwing jumped behind a car and fished out a small device. "Everyone take cover!"

He clicked on the detonator and the building's lower floor exploded. Its walls crumbled as the edifice fell, a sea of debris rising in its wake as it engulfed the streets and sped toward the Teammates. Kid Flash, Aqualad, Superboy and Artemis leapt behind vehicles for cover while Raven, Blue Beetle and M'gann shielded themselves with their energy.

Nightwing pried his eyes open as silence set in, lifting his head above his cement covered vehicle as he and the others looked at the building which now stood as a heap of rubble. Kid Flash squinted and sped toward the wreckage, scanning the area in the infrared spectrum and turned to the others.

"There's no heat sig."

"What?" M'gann swooped down, her brow raised.

"I scanned the place and I can't see anything." He walked toward the others as they converged on him.

Raven raised her hands and an aura exuded from them. "He's right, there's nothing there."

"I can't track his frequency. Our plan didn't work." Nightwing frowned and tossed the detonator aside.

"How is that possible." Aqualad studied the debris.

"So, what now?" Superboy groaned.

"I don't know."

Artemis moved closer to the ruins and her brows stitched. "Um, guys, did you hear that?"

"Something's coming." Superboy stepped back as he tensed up.

The Teammates readied themselves as bricks and metal began to shift around in the debris heap. A hand shot up and clung to a rock, pulling itself up and revealing a replica of Superboy rise out of the wreckage. The heroes watched in horror as exact doubles of them came up before them, each staring them down as they had their exact weapons.

"Oh, come on!" Blue Beetle whined.

"Well, this just got interesting." Artemis clung to her bow as she looked at her double. "I'm pretty sexy though."

"And I ain't half bad." Kid Flash smirked.

"Um, a doomsday alien just turned into our doubles! Could you be a little bit more seri – oh, hello." Batgirl spotted her clone and grinned.

"Prepare to die." Aqualad's clone shot a lightning bolt at them, hitting the road instead and raising a thick cloud as they leapt out of the way.

Batgirl ran through the haze and jumped toward Artemis, giving her a roundhouse kick that knocked her against a car. "Barbara, what the hell? It's me!" The blonde pulled her mask back.

"Oh, sorry, I thought you were –,"

Artemis fired an electric arrow at her, knocking her out and ran into the smoke. Aqualad moved through the cloud hastily, his trident trained out as he walked and stopped quickly as he saw his clone. He ran toward the replica and fired lightning at it, missing completely as Batgirl tossed a Batarang into his shoulder that exploded and knocked him aside.

"Don't hurt my friend." She stepped up to him then stroked her chin. "I think … Is that you?"

"Brainiac is playing tricks on our minds. It's best we stuck to each other and avoided our doubles." Aqualad pushed himself up and she nodded.

M'gann hovered in the air and clung to her head as she looked around. "I can't tell the difference between any of them; it's as if they're exact doubles." She huffed. "And Wally's still thinking about how hot Artemis looks."

"And here comes a clone." Raven charged energy through her hands as another M'gann flew toward them.

"Don't listen to her, she's an imposter!" The second M'gann yelled.

"Huh?"

Superboy lunged onto the first M'gann and drove her toward the ground, leaving Raven who collided with the second Martian. Superboy slammed Ms Martian against the road and looked to his left as Blue Beetle fought Artemis who kicked him aside and Kid Flash sped up to another Kid Flash and punched each other out.

"What's going on here?" His eyes squinted when another Blue Beetle shot him from behind.

Raven hurled through the air and steadied herself as M'gann flew toward her. She touched her lip and frowned as she saw blood on her fingers. Clenching her fist, she fired an energy blast at the Martian knocking her onto a far off building. She looked at the ground and sifted through the chaos as Aqualad walked beside a Batgirl who stabbed a Batarang into his back and Nightwing watched the battle from a distance.

"I need to end this."

Taking a deep breath, she took the lotus position and shut her eyes, chanting a spell as a dim aura rose from her body. M'gann slowly roused and stood in the middle of a trench, looking around as the clones' bodies exuded the same energy from them. Nightwing glanced behind him and kicked his clone away, turning around and seeing the others face the imposters.

"I've put a magic marker on the clones! We can fight them head on now!" Raven descended to the ground amongst the Teammates.

"As if that matters." Aqualad's clone frowned.

"We will stop you." M'gann frowned as she rubbed her shoulder.

"It's too late; we've already won." Her double smirked.

"Oh no." Kid Flash's eyes dilated in fear as he looked at the ship.

"Kara." Raven's face fell.

Three orbs appeared on Aqualad's clone's forehead and he shot the Teammates down, unable to hit Kid Flash and Raven who quickly dodged the blasts. The clones shared a look and nodded, turning into binary code and disappearing. Raven looked to the downed friends and huffed, turning to Kid Flash who panted nearby.

"They're still alive."

"Yeah, but we need to get to Kara." He caught his breath. "Man, I don't think I've had to catch my breath before."

"Come on!" Raven flew past him.


SUPERGIRL LAY in a heap in the cockpit of Brainiac's ship, the Coluan's imposing form standing before her within his chamber as the tubes glowed dimly. A holographic screen appeared before him showing a live feed of Raven and Kid Flash approaching the ship. He frowned and dismissed the footage.

"Your world will fall, Kryptonian. With this attack, the world will unite under the aegis of Lex Corp and my virus will spread. The humans will see you as the true destroyers and I will make the image they will remember. You have lost." A thunderclap echoed in the distance and he frowned as he looked around. "The cloud cover is insufficient for lightning. What is that?"


RAVEN AND Kid Flash halted as they looked to the skies, seeing no clouds around nor signs of lightning. "Am I the only one who heard that?" Kid Flash's brow rose.

"There was lightni –," A bright light interrupted her and she shielded her face.

A portal opened before the two and a red streak shot out, breaking the sound barrier as it sped toward the ship. Sharing looks of confusion, the two looked to the spacecraft. "What was that?" Kid Flash squinted.


THE WALL of the spacecraft's cockpit exploded as the blur shot through it and hit Brainiac, smashing him out of the ship and onto crashed him onto the street below. Feeling the fresh air and sunlight come through, Supergirl gasped sharply and roused. She coughed heavily and rose to her feet, pushing herself forward as she saw a hole in the wall before her.

Seeing a cloud of dust in the road, she dove down to the street and hovered toward it, gasping as she saw the man who stood before it. "Kal!"

Superman turned to her and grinned, his body covered in bruises clad with a tattered cape and dirt as he stood before Brainiac who lay in a crater. "Kara, didn't expect to see you here."

"Kal, I've missed you!" She embraced him then pulled back. "Where've you been?"

"I –,"

"Was about to die!" Brainiac rose to his feet, charging lasers at them.

"Hold on a minute." Superman smirked.

Superman shot toward Brainiac with a thunderous left hook that sent him skidding down the road and upheaving tar. The Coluan grabbed him and hurled him at a building to his left, landing atop him with a boot to the face. Supergirl fired lasers at Brainiac and he deflected them, blasting her with beams of his own.

Superman punched Brainiac off him, sending him airborne and shot after him. The two rose high into the skies above and collided with a bang that caused a shockwave. Serving around each other, they struck each other and Superman pounded his fists onto Brainiac's back. The Coluan plummeted to the earth and Supergirl flew up to him with a kick that sent him back to Superman.

The Coluan grabbed the Kryptonian, spun him around and tossed him downward. Firing a massive beam, he blasted Superman and Supergirl to the ground below and caused a large explosion. The dust settled and Brainiac capitalized, zooming down and landing with a heavy boot that sent rocks flying about.

Kid Flash ran past him with a punch and Raven fired energy balls at him. Brainiac looked at the two, unfazed, and leapt toward Raven, giving her a backhand that slammed her onto the road. Kid Flash sped up a building, his body exuding electricity as he blasted up into the air and shot toward the Coluan. Brainiac saw him coming and hovered back, avoiding his punch and elbowed him back to the street below.

Superman rose to his feet and shook his head, clenching his fist and shot Brainiac down with laser vision. He flew up and tackled the Coluan as he fell toward a building, punching him rapidly in the gut then grabbed his leg and flung him onto his spacecraft. Brainiac crashed into his ship's cockpit and it exploded on impact, raising a billow of smoke.

Superman flew toward Brainiac and the Coluan grabbed his neck. Clutching the Kryptonian, Brainiac tossed him onto the road and blasted lasers into his chest. Superman fell back in a heap and Brainiac jumped down, picking up his limp body and charging energy through his orbs, aimed straight at his head. Kid Flash struggled to his feet and saw the Kryptonian in peril, quickly speeding off.

"I would follow your friend's lead, Kryptonian, you are all finished." Brainiac turned to Supergirl who slowly roused. "When my plan comes to fruition, earth will be destroyed."

Kara's eyes dilated in terror as she saw her cousin fighting to break free from the vice grip. "No, stop!"

"I've killed millions of Kryptonians when I destroyed Krypton yet all you send to defend earth is a measly few? Your ineptitude precedes you."

"Please, don't kill him!" Tears welled up in Kara's eyes.

"Witness despair."

Brainiac charged his orbs when the earth rumbled and causing him to stop. Rocks and bits of glass around him slowly levitated and the tremor came once more, causing the Coluan to turn around in confusion. A sonic boom echoed in the distance and windows of buildings nearby shattered as Kid Flash shot up to Brainiac and punched him in the jaw, sending him flying through three cars and a truck and smashing onto a building at the end of the street in a shockwave that knocked Superman and Supergirl off their feet.

Superman shook his head as he rose to his feet and looked at the carnage as Brainiac lay at the bottom of a building. "Whoa!"
"What'd you do?" Supergirl turned to Kid Flash.

"I built momentum by running around the world and hit him with a super charged sonic punch – took a lot outta me." He huffed.

"Well, do it again, but hold the charge this time." Superman turned to Brainiac.

"What're you gonna do?" Kid Flash's brow rose.

"Improvise!" Superman flew toward Brainiac.

Kid Flash took a running man stance and glanced behind him as Supergirl joined Superman. Charging electricity through his body, he shut his eyes and opened them, releasing a burst of power as he sped off. Cars flipped over in his wake and the road broke apart.


MERIDA'S EYES thinned as she drew her bow and aimed at a dear. Clutching to her arrow nearly fired when Wally sped past her and knocked her off her feet. Scrambling up, she looked and the animal run off, turning around and seeing a line of trees collapsed around her. "What the hell?"


"MAN, THAT mission was easy." Natsu grinned as he walked down the street. "It's as if he was moving in slow motion."

"Well, we have sharp reflexes, nothing gets past us." Erza smirked when Wally zoomed past them, causing her to go off balance as her hair became frizzy.

"Except for whatever the hell that was." Lucy went out cold.

"It's a lightning!" Happy flew in the direction Wally went.

"Get back here!" Erza grabbed his tail.


WAVES OF red and yellow charged around him as he ran in a wave of lightning across the ocean. The waters parted, creating a small wave as he sped toward a coast. Running in the Severed city, Kid Flash zoomed toward the ship, speeding past the frozen civilians and his Teammates as he moved up to Brainiac.

The Coluan grabbed Superman and Supergirl with outstretched arms, smashing them against buildings on either side of the street. Retracting his limbs, he turned around and went right into Kid Flash's fist that burrowed right into his chest. The resultant wave shattered windows around them and destroyed the road around them. Charging all the built up energy into his fist, Kid Flash vibrated his arm at a high frequency that sent tremors through the road.

Kid Flash screamed with rage as his body released a blinding light. Brainiac's skin ripped apart as it disintegrated and whisked in the air as energy burst out of him. A large explosion knocked Kid Flash back, sending out a wave that smashed him onto a car and knocked him out cold.

The spacecraft shut down, collapsing back and crashing into a building that toppled onto a street. The frozen civilians roused and took sharp breaths as the nodes disappeared from their skin. Supergirl and Superman struggled to their feet and looked on as a large smoking crater stood before them.

"Wally!" Supergirl flew toward him, lifting his limp body as it fizzled with electricity.

Artemis entered the street and gasped as she saw Wally lie in Kara's arms. "Oh my God, what happened?"

"He used a lot of the speed force to take down Brainiac." Clark's brows stitched.

Artemis knelt before Wally, her eyes filled with tears as she looked at his bruised body. "Wally …" She growled and grabbed him by his collar. "Wake up, you bastard! If you die, I'll kill you!"

"Uh, I don't think that's how it works, babe." His voice came weakly as he grunted.

"Don't scare me like that." She clung to him tightly.


"LAST CHRISTMAS, the League and I found ourselves in the Kryptonian inter-dimensional prison called the Phantom Zone. We didn't know how we got there and we fought our way through all the intergalactic criminals we found there. Batman, Dr Adam Strange and Felicity Smoak found schematics for a portal created by a man called Kisuke Urahara which we tried to use to escape, but it malfunctioned and I was the only one who got sucked into the portal." Superman stood before Phil, Daisy, Dr Cello, Cher, Mac and the Teammates in the Door's briefing room. "We need to find him in order to save them from there."

"Did you say Urahara? I met the guy." Dr Cello chuckled. "The guy looked like he walked right out of an anime."

"Wait, you mean those monster fighting geishas? Why does this world keep getting weirder?" Daisy raised her brow.

"Well, whoever this Kisuke is, he's definitely someone we need to find. We've tracking him for a few months since he hacked into SHIELD databases last year – he's a valued target." Phil sifted his mind. "Alright, let's go save the Justice League."


BINARY CODE and pixels floated around Brainiac in an empty void as he roused and looked around. He frowned as he searched the plain when a low, heavy voice echoed around him. "Just as the constant increase of Entropy is the basic law of the universe, so it is the basic law of life to struggle against Entropy. Humans, such fascinating creatures, aren't they?"

"Who are you?" Brainiac frowned as he turned around.

Pixels collected before the Coluan, forming a large, silver android with red eyes. "My name is Ultron. Let's talk business."


AUTHOR'S NOTE: Thanks to everyone who's been reading this book for the past few months. I know it's taken a while, but we've finally finished it and hopefully things can get back to the regular weekly updates we used to have.

For anybody who didn't know, the RealDone Universe is a fanfiction of the Marvel Cinematic Universe as a whole, so every fic we write is connected to a larger story and are grouped in arcs like the movie phases. Currently, we're in arc three and are gonna get things rolling with the sequel of this book called Justice League: Rogue in which we cover the time the League spend in the Phantom Zone and what they've been going through over there. We're really excited about that and we hope you are too.

If you're interested in our little project, please check out our profile page to see our timeline and get started. Thanks for reading.