Chapter five already…wow. Sorry it's a little late, my mind's been getting even more jumbled as the school year goes on. But I promise this will be a better chapter…I hope.

Disclaimer: I do not own legion of superheroes.

Superman sighed tiredly, this week had been pure torture, all throughout Teeto's interrogation up until Timber wolf made the mistake of giving Brainy a cookie. Now he was so busy bouncing off the walls it took a while to realize that it wasn't Bouncing Boy.

Superman stared at the two chips in front of him as he sat at a desk. The two chips that held Brainy's brain power, he wasn't sure if this was what replaced a human brain for coluans but he wasn't about to go ripping Brainy's head off just to double check. For all he knew these chips were just to stabilize all that brain power which was technically still in there. Superman thought back to the embarrassing situation when Brainy rewired the computer.

He sighed and rested his head in his hand, Teeto's interrogation earlier that day had been particularly tiring.

Flashback.

Teeto sneered at both Lighting lad and Superman, "I've told you once and I'll tell you again, what makes you think I'd start talking on my boss's whereabouts so easily as my brother did?"

"Because, at any point we want we can turn thousands of angry mothers on you with no defense whatsoever. You kidnapped their children and forced them to rob stores for you and put their lives in danger…just imagine how much pain maternal instincts can put you through." Superman finished with a smirk.

Teeto's cocky demeanor vanished for a few seconds then returned as he laced his fingers together and rested his head on his hands, "That's a dirty trick…very well….I suppose if I gave you a hint…"

He glanced at them to make sure they were listening and before Lightning lad could interrupt/

"Kempler is a very complicated man….I find myself learning something new everyday. Like the fact that every plan he has involves children because they are young. They are easily taught to go a different path…" He trailed off and crossed his arms over his chest, clearly not going to say anything more.

"That's it? That doesn't explain anything!!" Lightning lad shouted at him exasperated.

Teeto shrugged "Hey! You wanted an answer, I gave you a small hint. Try using your own brain instead of the robot brat's."

Lighting lad seethed, "Can I hit him?….I swear I'm gonna hit him…"

Superman sighed as he glared at Teeto and that stupid evil grin he had anyone would want to rip off.

"Sorry Lighting lad, looks like that's all were getting."

End flashback.

Superman groaned as he smacked himself on the head, as if trying to jumble his brain around and knock out an idea. He had gone over the recording a million times and he couldn't spot the hint.

Superman blinked when he smacked his head again then heard a clunk after it. He looked around to see Brainy rubbing his head where he had smacked himself as well. Superman raised and eyebrow then lifted his arm slightly, Brainy did the same. He cocked his head to the side then the other, once again Brainy mimicked him.

"Why are you copying me Brainy?" Superman asked confused.

Brainy grinned, "I'm playing shadow, wanna play?"

Superman sighed, "No thanks Brainy I need to concentrate right now."

"No thanks Brainy I need to concentrate right now." Brainy repeated and Superman glanced down at him, narrowing his eyes.

"I'm serious Brainy please don't" He said firmly.

"I'm serious Brainy please don't" Brainy copied, the evil kid smirk playing on his face.

"Stop."

"Stop"

"I need-"

"I need-"

"Ugh!" Superman through hands in the air and dropped them as well as his head onto the desk.

"UGH!" He heard a thud next to him and there was Brainy, his head lying near his arms on the desk right next to Superman. Superman had to hold a chuckle in, he really was like a kid now, this was one of those things he would sort of miss once the old Brainy was back.

Superman glared at the wall I front of him if I can find the last chip and bring Brainy back…

Deciding that he needed to keep thinking he sat up and watched Brainy do the same. He clamped a hand over Brainy's mouth so he couldn't repeat anything he said after.

"Hey Brainy, Lightning lad looks pretty bored over there, why don't you go play with him?"

Brainy narrowed his eyes in thought for a moment then grinned and pulled superman's hand off his mouth, "Kay!"

Superman tried not to snicker for what lighting lad was about to face. He turned then smirked when he heard.

"Hey Mr. Ego wanna play shadow?"

He couldn't pay attention to the rest because Saturn girl walked up behind him and looked concerned.

"Any luck on deciphering Teeto's code?" She asked.

Superman looked a the tape with the conversation on it, "Nothing, I'm starting to wonder which brainy we need around more. This one to make things a little more fun…"

Saturn girl turned and looked amused seeing Lighting lad very frustrated due to the 'shadow' game.

"Or the one that could understand riddles like this in under two seconds." Superman finished and Saturn girl took the tape.

"Let me give it a try." She listened to the tape carefully.

"I find myself learning something new everyday. Like the fact that every plan he has involves children because they are young. They are easily taught to go a different path."

Saturn girl narrowed her eyes and stared at the tape, hmm, so far Kempler's henchmen have tried to kidnap children using lures very child like….the circus and the dancing monkey….

She listened to it again, the words Learning, children, and taught stuck out in Teeto's riddle. If so far every one of Kempler's attempts have something to do with children…then….

"A school!" She exclaimed and everyone jumped looking a her. Brainy paused in mimicking Lighting lad tearing out his hair in frustration and both stared at her clutching their hair.

"Teeto's riddle, if Kempler has tried using things a child would like to lure them into his trap, wouldn't his hide out be somewhere kid related?"

She played the tape again only this time for everyone In the room to hear, "those three words, learning taught, children, it all points to a school right?" She finished, everybody kinda stared at the tape player for a moment the looked at Saturn girl when they all got a look of realization on them. (except Brainy, he was still just copying Lighting lad."

"You're a genius!" Lighting lad exclaimed his expression brightening.

"You're a genius!" Brainy chimed after.

"DAH!" Lighting lad screamed in frustration realizing the young android was still mimicking him.

Several hours and games of shadow later..

Phantom girl, timber wolf and Brainy all stood on one building above an old run down looking school. The type of school that wasn't quite closed down but the kind you expect to see gangsters coming out of since they live in such a rough neighborhood.

"Sensors detect that there are people in there, but its way to late for it to be a regular class, what do you think?" timber wolf asked turning to phantom girl.

She narrowed her eyes and peered down, "Dunno, I'll go check it out.." she started flying down but she stopped abruptly when she realized timber wolf had grabbed onto her arm.

"No! You shouldn't go there alone, you may be technically invisible but what if they can sense you. You'd be completely outnumbered."

"Well how else are we supposed to tell just who is in there? What if we barge in and it isn't Kempler? that would be a great way to end a parent teacher conference, a bunch of teenagers blasting at you."

As they bickered Brainy started fiddling with his yoyo, he turned his pinky into a mini screw driver and began to insert something inside.

"Look, I just don't want you to get hurt.." Timber wolf glared down at the building as if he wanted to borrow Superman's X-ray vision…unfortunately Superman was patrolling the rest of the city for signs stating missing children with the rest.

Brainy looked up from his project for a moment and made a gagging gesture with his finger, it was a good thing for him that he was turned the opposite way from Timber wolf and Phantom girl.

"Then what do you propose we do? If you don't give a decent answer then I'm sorry but I'm going to take a quick peek." she finished crossing her arms stubbornly.

Timber wolf exhaled exasperatedly, he was about to retort when Brainy interrupted.

"If you guys are done then I've got a doohickey that can help." Brainy piped up when he finished. timber wolf and Phantom girl looked at him for a moment, like they had forgotten he was there for a moment then stepped back so Brainy could get a good look at the building.

He closed one eye and stuck his tongue out in concentration as he wound the yoyo then through it and its ridiculously long string to the ground. He managed to get it spinning enough so it would roll across the ground and under the door like the walk the dog trick. He let the string unwind for a while until it vibrated. This was apparently the signal he had been waiting for and he snapped the string back, resulting in the whole process undoing itself and the yoyo coming to a gentle stop in his hand.

"…What was-?"

"I hid a camera in the yoyo, if it's the Kelpo guy in there, they wouldn't pay attention to it."

He played an image of a man standing in front of an army of children lined up in the classrooms like zombies…once again.

"Way to go brainy!" phantom girl hugged him since he wouldn't blast her with his cannons like when he was normal.

Timber wolf smirked but stared at the hug in front of him like he was trying to burn a hole between them.

Once again a few minutes later..

Kempler looked at the army n front of him. He wasn't pleased, both of his most powerful henchmen were outwitted by a bunch of teenagers when their genius didn't even have his right mind anymore. He was only able to get half the army he had wanted in the first place for nexus.

"but," Kempler began smirking cruelly, "I suppose half is better than nothing, their teaching starts now."

Meanwhile Phantom girl and the other two had called the other legionnaires to let them know they had found Kempler. Now everyone was hidden either outside in the hallway or inside the classroom itself waiting for the signal. Bouncing boy started at Kempler waiting for him to show a weak point in which they could attack.

Kempler had the children doing complicated sparring matches. He watched curiously as one little boy tripped and fell next to an older boy.

He picked him up by the front of the shirt, "Weakling! I expect you to beat him with no flaws at all!"

"Y-yes sir!" the boy cried half way to tears, he was only about 7. The other children started to huddle in fear, the older ones standing in front of the younger ones. The legionnaires watched bouncy, half tempted to leap out then and there.

Kempler snarled and pulled back his fist, "Accept the consequences for your weakness!"

"NOW!" Bouncing boy yelled and the legionnaires leapt in the room. Kempler dropped the boy in surprise and backed up, allowing the boy time to scurry over to the others.

The legionnaires surrounded Kempler, backing him into a wall like a cornered animal. The man was relatively young, his face pasty and chestnut hair laying limply around his face. He snarled in a wicked way, his face was so twisted it was hard to look at.

"So the legion of superheroes has finally made it to the last boss eh? Took you long enough I must say."

Brainy blew a raspberry at him, "Your in big trouble Kelpo!"

'Kelpo' twitched at his new found nickname, apparently this wasn't the first joke that had been made about his name. "It's Kempler darn it! Kempler!"

Out of anger he pulled a large gun out from behind him and before anyone could do anything he fired a laser at the android. It went by too fast for any of the legionaries to do anything, they watched in horror as the laser hit the young robot on the side.

Brainy gasped and fell to the ground, clutching his side and curling into a ball in pain. Superman once again felt the similar anger he felt burn his muscles when Ferro lad died. He through Kempler back with the most powerful laser beam he could muster from his eyes and he lunged into a fight. He barely noticed the others doing the same.

The boy from before crawled over timidly to Brainy's side, he had been knocked closer to the wall the other children were gathered at. He looked back at one of the other boys ad they nodded. They helped brainy to safety inside the group and away from the raging fight in front of them.

The rest of the legionnaires hit Kempler with everything they had. They held back just enough not to kill him, but he hit below the built shooting Brainy. Maybe a few of them wouldn't admit it, but the feeling had made its way to their minds...

Brainy was the little brother, it didn't matter if he was acting like a goofy kid or his usual serious self or how many times someone tried to look at it differently he was like a little brother in their oddball family.

And that means…Superman thought as he watched his teammates ruthlessly throw everything they had at Kempler, that if a bully comes along we have full rights to beat him to a pulp..

With that thought he restrained the urge to smirk as he finally held Kempler up by the scruff of the neck, "Where. Is. The. Chip." He said slowly as he glared the once proud Kempler straight in the eyes.

"I'll sooner be dead than tell you.." Kempler replied icily

"I don't think that'll be necessary." a small voice piped up from behind them all. There stood the boy that Kempler was bullying before and in between is forefinger and thumb was the last chip. While everyone had been busy, he had crawled to behind the teacher desk and searched through the small golden box Kempler kept his personal things in. he hadn't had a chance to lock it before the legion arrived.

Kempler stared wide eyed at the boy who was blushing a little, sensing he had done something good.

"You ungrateful little-" He began but was cut off by superman who held him against a wall.

"Nice loyalty that one shows, too bad you're a lousy teacher." He said the other legionnaires grinning.

Kempler glared at them he reached for his laser gun quickly to make one last stand but suddenly a hand reached out and grabbed it.

Everybody gasped and there was brainy, pulling his extended arm back in from where he was leaning on one of the children for support.

"My laser gun.." He said smirking weakly. Superman had one of those dorky open mouthed smiles he usually got. Brainy was okay!

Kempler stared at him, his teeth grinding together in defeat.

It was over…

A few hours later.

And finally after a few hours, the children had been returned to their homes…again. Kempler was put safely behind bars in next to his favorite henchmen. Long story short all three of them arent aloud to be in the same place at one time for fear of homicide.

The legionnaires finally were able to celebrate, they had all three chips and brainy was going to be just fine. They had gone home and brought brainy to the infirmary. From the laser gun, it had only taken a small chunk out of his robotic side. It wasn't as serious as the time his arm was blown off but needless to say he was still sore after he regenerated himself.

They brought brainy to his lab, ready to get him back to normal and sat him on a lab table. They placed the chips next to him.

"Okay we've got the chips.." Bouncing boy started

"The bad guy is gone…" Triplicate girl continued.

"So to put brainy back to normal all we have to do is….to…" Superman trailed off.

Everybody looked at brainy, then at the chips, then at brainy again. He waved at them grinning, totally oblivious to what was going on.

"…..HOW THE HECK ARE WE SUPPOSED TO DO THIS?!?!"

Eheheh, one more slight dilemma, how to get the chips back in Brainy's head and have them work like they should. Again sorry for the late update, but I had a science midterm I had to study for…..science is my worst subject so….yeah. Heehee, I kinda added a small timber wolf/phantom girl moment in there if you didn't notice. Yeah my excuse for superman not being there with his x ray vision was kinda lame but…for the sake of the fluffy moment lets say it was okay.

Last chapter up next!