The Flash: To Battle Brainiac, Chapter 3: A Possessed Creature

by Hitman 44077

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Face to face the two stared, one made of flesh and blood, and one made of otherworldly metal.

“What are you doing here, Brainiac?” the Scarlet Speedster demanded.

The creature tilted its head slightly to the left, not knowing why it recognized the hero clad in red, but something seemed to resonate deep within — thoughts, perhaps, by the name it was called.

“It’s not your style to wreak havoc in a forest, Brainiac. What’s your game?” Flash asked, ready to act.

Again the creature heard the name Brainiac. Wasn’t that its name? Then why did it feel agitated? Why did it feel anything, period? It placed its hands against its head, trying to sort just what was happening to it as if it were confused.

The Flash stared ahead, equally unsure of what he was seeing. Not that I’ve fought Brainiac before, but something definitely seems wrong with him — or, rather, it, Flash thought. Could it be a result of the crash and the damage the craft took?

Brainiac lowered itself to its knees, still holding its head with its hands as it began to see images — flashes of a past forgotten. Beings like the one in front of it interchanged with memories of its own origins — of its own end.

The Flash slowly began to approach the android, even as it reacted to whatever it seemed to see in its mind. “Brainiac, let me help you,” Flash said to the creature, still using caution in this situation.

The creature twitched, as the name it was called began to cause the creature anger. Suddenly, as if it had gained a sense of reason, it brought its hands down in front of its face. It gazed at them as if it didn’t recognize them, and then a glimmer caught its sight — the glimmer of a mirror-like shard of metal. It reached down and picked it up. It gazed into the shard and saw its face — an emotionless metal face. And with that sight, the creature knew its identity.

The Flash watched as the creature suddenly stood and, though it made no sound, seemed to be laughing.

“Brainiac?” Flash asked aloud, obviously puzzled by this exchange.

The creature turned to the direction of the speedster, finally recognizing the name he’d called it, a name it faced before, and a name it would face again if it were to have its way. But first there was the present to attend to — the man in red, the Flash.

The creature raised its hand, and suddenly the wreckage rose to the air, and piece by piece it began to fly at incredible speed toward the Crimson Comet.

This is crazy! Flash thought as he avoided each piece of debris flying at him with his superspeed. First it acted like it was in pain, and now it’s behaving like a new and improved model!

The Flash went on the offense, collecting pieces of debris buried inside the sides of the trees where it had struck and used his super-speed to attack the creature’s arms and legs. A few lucky pieces connected, but the majority suddenly stopped in midair. The creature tilted its head, almost as if it were amused, then suddenly the pieces began flying back at Flash, almost with as much speed as he’d used.

It’s a stalemate, the Crimson Comet thought, narrowly avoiding contact with the flying metal. But I’m not out of tricks yet!

The Flash began funneling various debris from the ground — sticks, metal pieces, and rock — with one arm and, using his other arm, fired the forest debris at the creature’s body. For several minutes the speedster continued, until finally all of the nearby make-shift weaponry had been used. Yet it had little, if any, effect on his foe.

Great, Flash thought grimly. I’m starting to feel like Kyle Reese going toe to toe with Arnold.

Without warning, Flash felt himself lift off the ground and fly backward. “Whoa!” he shouted before striking a tree. The impact dropped Flash to the ground, pain soaring through his back and side.

The creature advanced slowly, even as Flash started to recover as best he could. He turned his face to the creature, who continued to advance not by walking, but by floating about a foot above the ground.

It’s like Brainiac’s possessed! Flash thought before being lifted off the ground again and being flung into the nearby pond. The impact had him taking in some of the pond water, even as he struggled to escape. But the creature responded quickly as several trees that had been knocked from their roots earlier were used to cover the pond.

Several seconds passed, and the air bubble sounds began to taper off, along with any amount of watery movement. The creature stared at the pond, then seemed to relax.

Suddenly, a rumbling began to come from the ground. The creature looked around, unsure of where the rumbling was centered at. Without warning, a scarlet blur of a top made its way through the earth and fired tons of dirt and rock against the creature, burying the creature underneath a bed of earth.

The red top slowed to a stop, revealing a battered Flash. He coughed aloud, vomiting some of the water he’d nearly drowned in, even as his nose began to drip blood.

Hugghh!” the hero heaved aloud, dropping to his knees in pain. He felt dizzy, but he managed to keep from collapsing. “Is… huff… is it… huff… over?” he asked aloud.

The answer was no, as suddenly the ground where the creature had been buried rumbled and flung dirt all around. Floating upward was Brainiac, now missing an arm, a foot, and several pieces of his leg and torso. Yet its body didn’t spark from the damage. It seemed to stare again at the speedster, this time almost with contempt.

Just what is it going to — AAGGHH! Flash started to think when suddenly his brain was on fire. This time he did collapse, clutching his head as the creature continued to stare at him.

The creature continued its invisible attack, yet slowly but surely small pieces of its frame began to fall off from its being like a broken puzzle.

Despite the pain Flash was in, he was able to see what was happening. Argh… it’s… breaking down?! Hurts so… bad, but I’ve… got to… act… before this thing… kills me, the speedster thought through gritted teeth.

With every fiber of his being, Flash began to grab anything he could, flinging dirt, mud, stone, even more debris at the creature, even as the creature’s painful grip began to lessen. More pieces of the creature began to fall, and even as it managed to halt some of itself from falling from him, more continued to drop. It seemed to panic when Flash surrounded it in a superspeed vortex, unable to escape, winds tearing at it with unrelenting force.

Give it up, Brainiac!” Flash shouted as the pain from his head finally subsided. “I’m not about to let you kill me, but that doesn’t mean I won’t help you, either!”

The creature struggled momentarily, then relaxed as if it were thinking. Then for some reason, it seemed to laugh yet again. Until finally, the pieces scattered apart, no longer held together by any remote force.

The Flash slowed down, even as the pieces that had been Brainiac’s body dropped to the ground. It’s over… I think, he thought, not quite reassured. Just what happened here today? Did Brainiac ever display abilities like that to Superman? Did I destroy it? And why, when I faced it, did something seem so familiar about it? So much left unanswered. Maybe I’d better find out the answers for myself.

He bent down to the pile of what remained of Brainiac and picked up the creature’s faceplate. And I know just where to start, he thought confidently.


Several hours later, aboard the orbiting JLA Satellite, one observation table was filled with every single piece of Brainiac that the Flash had recovered, almost fit together in the same way the speedster had faced it, while another table was filled with the remains of the oval-shaped craft that the creature arrived to Earth in.

The Flash eyed the sight, the memories of the battle still fresh within his soul. At first he had been relieved that he’d managed to best the creature. But the more Flash reflected on the events, the more he was reminded of how eerie his opponent had behaved. A cold, calculating machine would never have behaved in such fashion or displayed such incredible abilities.

“I didn’t know this was going to be reeled in,” Steel said nearby, eyeing the tables in similar fashion. “You sure you’re OK, Wally?”

“Yeah. Thanks for asking, Hank,” Flash said to his fellow Leaguer.

“I’d stay, but I should be relieved soon from monitoring duty. I’ll give you a call… unless something more comes up before then,” Steel offered.

“I appreciate it, pal,” Flash said with a smile.

Once Steel left, Flash turned his full attention back toward the fallen foe.

I will get to the bottom of this, sooner or later, the determined speedster thought, his eyes narrowing.

The sound of doors opening did little to alert Flash of the company now within the same room as he until a familiar voice rang out.

“I arrived as soon as I could, Flash.”

The Flash turned toward the doors and watched as Superman approached. He met the speedster at the observation tables, and the speedster offered his hand.

“I’m glad you came. I figured this would be something up your alley,” Flash said as he turned back toward the remains of Brainiac.

Superman looked over the table and was definitely puzzled, if not disturbed, by what he saw. “Brainiac?” he asked the Scarlet Speedster.

The Flash nodded his head and spoke. “Yeah, at least I think so. Any way you can help would be appreciated.”

Superman eyed the sight, looking over the remains, then turned toward Flash. “I think you need to know that what you faced today couldn’t have been Brainiac,” the Man of Steel said, though the sight was anything but reassuring. “As the alien invasion was unfolding this past summer, I encountered Brainiac. He’d… changed, so much so that he’d reclaimed his once-familiar Coluan form.” (*)

[(*) Editor’s note: See Superman: Rokyn Attacked.]

This revelation surprised the Flash to no end. “I had no idea. If Brainiac’s using his humanoid form, then just what is this?” he said, waving his arm toward the remains of the creature.

“I don’t know, but I’m going to find out,” Superman said reassuringly. With that, he employed his microscopic vision, examining every single piece of the creature as well as the remains of the craft the creature arrived in. Though somewhat slow in performance, Superman knew it was best to conduct this examination in the most thorough of ways. Perhaps it would hold some clues as to the real Brainiac’s change.

The Flash watched as Superman finished with the examination. He turned toward the speedster and revealed his diagnosis. “I can say with certainty that what you faced today was not Brainiac. This, the form Brainiac took for a few years, was composed of a living metal. My telescopic vision tells me this is the same metal which made up Brainiac in the recent past. However, the difference is this: My telescopic vision revealed to me that the metal and the circuitry was damaged beyond repair at some point in the past — from what I saw, I’d guess about two years ago.”

“I would have never guessed. What about the craft? Was it alive?” Flash asked.

“Not now. Whatever tie it had with Brainiac, or this creature, went up with either the damage it took arriving to Earth or the explosion caused by the release of the creature,” Superman explained. “When you first encountered it, what did it do?”

“It seemed… confused, as if it were waking from some sleep,” Flash began, almost reliving the events. “I know that sounds weird, but it’s what occurred. There were even points where it seemed to laugh, like it knew something more than what I’ve been able to learn. And then, the way it attacked.”

“Go on,” Superman prompted.

“It was like telekinesis,” Flash revealed. “Tossed wreckage at me, even tossed me against a tree and then into a pond. And it attacked my mind, causing so much pain I thought I was done for. But it seemed the more it did, the less of a hold it had on its form. I recovered and contained it, but it seemed to laugh again before the Brainiac body fell completely apart. What was really bizarre was the way it seemed to float, like it was possessed.”

“Maybe it was,” Superman cautiously offered.

Though there was a sense of disbelief associated with the thought, Flash couldn’t deny what he’d encountered, and that seemed to indicate that Superman could be right.

“But by what?” Flash asked, unsure of the answer.

Superman paused, then slowly shook his head. “I don’t know, Wally.”

The Flash paused himself as the situation began to sink into his being. Slowly, as he looked at the remains one more time, he spoke grimly. “What’s really starting to bother me is that whatever I fought today could still be out there.”

“I’d say there’s a good chance of that,” Superman said. “But I also know you, and if or when this thing attacks again, I’m confident you can stop it.”

“I appreciate the faith,” Flash said with a renewed strength.

“And it’s well-placed, Flash,” Superman said with pride. “Look, as a reporter, I understand you’ve been running ragged since last night. I’ll dispose of the remains, and you get some rest. Give Fran my best.”

“The same goes for me when it comes to Kristin and Jasma. And thanks again for coming,” Flash said appreciatively.

“Anytime,” Superman said with a confident smile as the two heroes shook hands and parted ways.

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