"Panic in the Sky" Part 4! Draaga recognizes that an alliance with Brainiac might have been a big mistake so he switches camps, leading to a team-up with Superman.
Warworld has just crossed the Moon’s orbit and is now waiting Earth’s atmosphere. Brainiac looks at the giant screens showing him the details of Warworld’s many sectors. He sees the many heroes following different routes and says that the time has come to divide and conquer.
Brainiac’s first target is Guy Gardner. A mind-control device attacks him and Guy follows the will of Brainiac to take down Lar-Gand and Fire. Flash is the next victim. He too comes under Brainiac’s control and beats the ground unit of heroes, namely Deathstroke, Ice and others. Brainiac now tries to control the Mother Boxes he took from Orion and Lightray. But he fails. They teleport away before he can touch them.
Meanwhile, Superman, Draaga and Supergirl are reeling from the disintegrating stormy environment. Superman instructs Draaga and Kara to take shelter inside the Headship. Dubbilex is sitting on the Mobius Chair when suddenly the two Mother Boxes teleport in front of him. The Mother Boxes make a report of imminent destruction of Earth, which Kara, Draaga and Superman hear as they come in. Dubbilex introduces himself to Kara and Draaga and tells her that he knows much about her from the Mother Box.
Down on Earth, Metropolis has become a war zone. Warworld’s released fighters are becoming heavy on Batman’s ground unit of Superheroes. But suddenly, Lexcorp’s Team Luthor and the military jump into the fray to defend Metropolis. Aquaman too recovers and gets into the fight.
Dubbilex tells the three heroes that the Mobius Chair is keeping them secure from Brainiac’s grip. On Superman’s instruction, he teleports the Headship deep within Warworld. He programs the ship to drain the power generators supplying Warworld’s teleporters. Superman and Supergirl go out to save the other heroes. Dubbliex and Draaga too teleport away.
Brainiac is furious. He orders Maxima to investigate the case. Maxima does not obey him initially. Brainiac reminds her of Almerac’s conquest. Maxima is deeply offended and swears revenge on Brainiac.
Elsewhere, Superman sees that the mind-controlled Kilowog has damaged the Metal-Men. He battles him briefly and frees him.
Supergirl sees Big Barda throttling Mr. Miracle. She tries to stop her but is blasted by Barda’s Mega-Rod. Mr. Miracle takes his only chance to free Barda of the controlling device.
Captain Marvel, Mark, Big Bear, Sherifan, Vykin and Beautiful Dreamer are fighting Brainiac’s hordes. The New Genesians use their Mother Box to combine their powers and become an even more powerful Infinity Man and help Captain Marvel.
Brainiac is overcome with rage. He thinks that all of this is Dubbilex’s doing and tries to attack him telepathically. Dubbilex reels from the attack and urges Draaga to make haste. Brainiac has gained a veritable arsenal of mind-controlled superheroes and he instructs them to hunt the others down.
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