The Gray Man walks among the living in Stone Ridge, Vermont. From his tower in Salem Massachusetts, Doctor Fate senses the Gray Man's presence in this dimension and goes out after him.
Word makes way to Jack Rider, TV columnist who is out to discredit the Justice League, that Doctor Fate was sighted in Stone Ridge. Rider assembles a camera crew and heads for Stone Ridge.
In Stone Ridge, Doctor Fate finds the Gray Man. The Gray Man tells his story to Doctor Fate of how he was a sorcerer hundreds of years ago. In trying to solve the mystery of life he was able to look upon the Lords of Order. No man should ever look upon the Lord of Order so they punished him for his hubris. He was cast upon a barren isle where he could watch the world go by. Copies of the Gray Man were created to roam the earth and collect left over dream-essence, or manna, from the dead. These copies were mindless and controlled by they Gray Man from his island prison. The frustration and pain of the desolation drove him mad. He realized that he could collect some of the dream-essence to give him the power to break from of his imprisonment. Now for revenge, he will turn his gray men away from collecting dream-essence from the dead and to take it from the living. The victims will become gray men themselves.
At Justice League headquarters, Guy Gardner confronts Batman again about giving leadership of the team over to Gardner. Batman provokes Gardner to fight him. Gardner removes his power ring, lunges at Batman, and is knocked out by a single punch from the Dark Knight Detective. With Gardner sleeping on the floor and out of the way, they attempt to commence with their meeting.
But just as they start, they are interrupted by a message from Doctor Fate. His powers are weak but he tells them of the events with the Gray Man and they must come to Stone Ridge to stop him. Batman sends Captain Marvel ahead to scope out the town and the rest of the team travel there via Blue Beetle's Bug.
When Marvel reaches town he notices a 'Jack Ryder's Hot Seat' van and he decides to confront Ryder. All Marvel finds is one of Ryder's crew who is injured and is in a state of mental shock. He will only speak of the world going crazy and how he is going to die.
The rest of the team set down outside of town and approach on foot through the woods. In the woods they come upon the Creeper who welcomes them to Stone Ridge. When the team looks down into the valley where Stone Ridge stood, they are shocked to see that it is now an alien looking city.
- First issue to contain letters to the editor in the letter column "Justice League."