All the All-Star Squadron members, other than Green Lantern, are killed battling soldiers inside Brainwave’s illusion.
The All-Star Squadron have been challenged, by the Brain Wave, to save the lives of the Justice Society of America, and Wonder Woman. Due to the Brain Wave's machinations, the Justice Society of America, and Wonder Woman, have experienced a shared dream, one in which they all died. Their dream deaths will follow over into the waking world, in a matter of moments, unless the All-Star Squadron defeats the Brain Wave. Without hesitation, the All-Star Squadron enter the Brain Wave's dream world. Like the Justice Society of America before them, the All-Star Squadron find themselves in a dream version of Imperial Japan.
The All-Star Squadron lay into the Japanese military forces arrayed against them. The Tarantula, and the Firebrand, are strafed by a Japanese Zero. Liberty Belle is gunned down by a Japanese soldier. When Johnny Quick stops to render aid to Liberty Belle, he, too, is gunned down. Commander Steel, and Robotman, are hit with tank artillery. Robotman is destroyed. Commander Steel's legs are pulverized, leaving him with no ability to escape the crushing treads of the tank. As the last moments of Liberty Belle's life runs out, the Brain Wave savors his triumph. The Brain Wave reflects on his past. As a young boy, he discovered the ability to mentally conjure forth images of solid thought.
Honing this power into adulthood, the Brain Wave soon decided that he would require large sums of currency to further his schemes. To that end, the Brain Wave worked his evil through a surrogate, Doctor Elba, who dosed his "patients" with an insanity-inducing serum. When Elba threatened Johnny Thunder, the young hero inadvertently ordered his Thunderbolt to bring the Justice Society of America to his rescue. Elba had hoped to defeat the Justice Society of America under cover of darkness, but the Thunderbolt had also brought along Doctor Mid-Nite. Able to see in pitch darkness, Doctor Mid-Nite grappled with Elba, forcing Elba to inject himself with his own serum.
Elba leaped through the window, and fell to his death. The Justice Society of America formally added Doctor Mid-Nite to their ranks. The Brain Wave approached the Justice Society of America, and planted a post hypnotic suggestion in each of them, save the Spectre, to answer his summons. By chance, the Brian Wave was able to plant the same post-hypnotic suggestion in Wonder Woman, as well. Some time later, the Brain Wave summoned the Justice Society of America, and Wonder Woman, to the 1939 New York World's Fair Grounds, where he easily trapped them. The Brain Wave's triumph is tempered by concerns over the remaining members of the Justice Society of America.
Unbeknownst to the Brain Wave, the Spectre has been locked in mortal combat, for more than a week, with Kulak, High Priest of Brztal. Kulak gains the upper hand over the Spectre. Meanwhile, Lex Luthor, wielding the Power Stone, has robbed Superman of his super-powers. Simultaneously, the Joker leaves Robin, the Boy Wonder, for dead, in a poison gas trap. The Batman rescues Robin, the Boy Wonder. The Flash is occupied, in the distant past, preventing an early assassination attempt on Julius Caesar. The Green Lantern, however, learns of the All-Star Squadron's distress, and answers the call to duty. After charging his power ring, the Green Lantern journeys to the Fairgrounds.
Entering the perisphere, the Green Lantern discovers the Justice Society of America, Wonder Woman, and the All-Star Squadron, linked in to the Brain Wave's dream machine. The Brain Wave draws the Green Lantern into the dream world. The Green Lantern finds himself in Imperial Japan, his comrades' dead bodies strewn about the streets. Rage overtakes the Green Lantern. In his fury, the Green Lantern destroys Japan's entire military force. Burning with hatred and anger, the Green Lantern continues his attack on Japan, ultimately killing every man, woman, and child living on the island, as he razes the entire country.
The immense power of the Green Lantern's attack feeds back on the Brain Wave, nearly killing him in the process. Shaken, his psyche-enhancing machinery destroyed, the Brain Wave slinks away to lick his wounds, and plan his next scheme. In the aftermath of the holocaust of Japan, the Green Lantern is overwhelmed by grief, and remorse, over his actions. The Green Lantern turns his ring on himself, but the voices of the Justice Society of America stay his hand from suicide. The Justice Society of America convince the Green Lantern to restore their lives. Having done so, the Green Lantern collapses from exhaustion.
Johnny Quick catches the Green Lantern. Doctor MId-Nite tends to the Green Lantern. Though the Green Lantern is physically fine, the emotional trauma of his experience in the dream world runs deep. Wonder Woman comforts the Green Lantern, who continues to repeat the same phrase over, and over. "I Am Become Death...The Shatterer Of Worlds."