1 00:01:10,013 --> 00:01:12,013 vroom 2 00:01:19,001 --> 00:01:21,011 Move that generator! Bring up number seven. 3 00:01:25,014 --> 00:01:27,024 There! It just entered the atmosphere. 4 00:01:27,018 --> 00:01:30,998 ETA, 2 minutes, 27 seconds. 5 00:01:33,022 --> 00:01:36,002 You're late. Secure the lights on the north ridge. 6 00:01:36,006 --> 00:01:37,006 Alright, people, let's move out! 7 00:01:39,022 --> 00:01:41,012 Right, let's go, let's go, let's go! 8 00:01:41,010 --> 00:01:44,000 So far, so good. But what's the story here? 9 00:01:44,006 --> 00:01:45,996 I'm not sure, Jimmy, except that Luthor 10 00:01:46,002 --> 00:01:48,022 is supposed to be meeting someone. Someone important. 11 00:01:48,022 --> 00:01:51,002 whirr whirr whirr 12 00:02:06,017 --> 00:02:09,017 Forty three seconds and counting, Mr. Luthor. 13 00:02:09,019 --> 00:02:10,019 Excellent! 14 00:02:16,012 --> 00:02:18,002 - Hey! - What's going on? 15 00:02:24,023 --> 00:02:26,013 Weird. 16 00:02:26,011 --> 00:02:27,021 Hey! 17 00:02:28,000 --> 00:02:30,010 Well...where is it? 18 00:02:30,008 --> 00:02:31,018 crackle crackle 19 00:02:33,018 --> 00:02:35,018 - There it is! - My God! 20 00:02:41,002 --> 00:02:42,022 Jimmy, the camera. 21 00:02:43,000 --> 00:02:44,010 Oh. Uh, right. 22 00:02:49,018 --> 00:02:52,998 Welcome to Earth, I am Lex Luthor 23 00:02:53,004 --> 00:02:55,014 the one who intercepted your transmissions. 24 00:02:55,012 --> 00:02:59,002 I am pleased to make contact with you, Lex Luthor. 25 00:02:59,006 --> 00:03:00,006 I am called Brainiac. 26 00:03:00,016 --> 00:03:03,006 I presume you speak for your planet? 27 00:03:03,009 --> 00:03:05,019 For all intents and purposes. 28 00:03:05,020 --> 00:03:08,000 In any event, I know what you want 29 00:03:08,006 --> 00:03:10,016 and as a show of my friendship, I offer you this. 30 00:03:11,000 --> 00:03:13,010 A disc containing basic information 31 00:03:13,012 --> 00:03:15,012 about Earth and its history. 32 00:03:15,009 --> 00:03:17,019 'A kind of...planetary primer.' 33 00:03:18,019 --> 00:03:19,999 whoosh 34 00:03:20,003 --> 00:03:22,023 Hey. Where'd the green guy go? 35 00:03:23,000 --> 00:03:24,010 Show's not over yet. 36 00:03:31,003 --> 00:03:32,013 click click 37 00:03:40,001 --> 00:03:41,011 whoosh 38 00:03:43,019 --> 00:03:46,009 Superman to Star Labs. Can you read me? 39 00:03:46,009 --> 00:03:47,019 I've returned from hyperspace. 40 00:03:47,021 --> 00:03:49,011 'How far this time?' 41 00:03:49,012 --> 00:03:51,012 Five and a half light years. 42 00:03:51,009 --> 00:03:52,999 'Just past Alpha Centauri.' 43 00:03:53,004 --> 00:03:55,014 In less than four hours. Remarkable! 44 00:03:55,015 --> 00:03:57,005 'Shall we try for the Vega system?' 45 00:03:57,014 --> 00:04:00,004 Actually, I think we should postpone for now. 46 00:04:00,004 --> 00:04:02,014 The Pentagon would like to have a word with you. 47 00:04:02,011 --> 00:04:03,021 About what? 48 00:04:03,019 --> 00:04:05,019 'Your old nemesis, Lex Luthor.' 49 00:04:05,022 --> 00:04:08,012 'It appears, he's made a friend.' 50 00:04:08,013 --> 00:04:10,013 whoosh 51 00:04:14,013 --> 00:04:17,013 'So, Mr. Luthor, how long did you intend' 52 00:04:17,015 --> 00:04:19,015 'to keep your rendezvous a secret?' 53 00:04:19,018 --> 00:04:21,008 In case you haven't heard there's a thing 54 00:04:21,015 --> 00:04:23,005 known as national security. 55 00:04:23,014 --> 00:04:24,024 There's also a thing 56 00:04:24,023 --> 00:04:27,003 known as free enterprise. 57 00:04:27,006 --> 00:04:29,006 It was LexCorp that scanned the heavens. 58 00:04:29,011 --> 00:04:31,011 It was LexCorp that made contact 59 00:04:31,009 --> 00:04:33,019 and it will be LexCorp that reaps the benefits. 60 00:04:34,000 --> 00:04:37,010 At what cost? What do we know about this alien? 61 00:04:37,010 --> 00:04:39,010 Brainiac is a collector of data. 62 00:04:39,014 --> 00:04:41,014 In exchange for information about us 63 00:04:41,014 --> 00:04:44,024 he is willing to share his vast knowledge of the universe. 64 00:04:44,018 --> 00:04:46,008 Allow me to demonstrate. 65 00:04:47,007 --> 00:04:48,007 Ah! 66 00:04:48,014 --> 00:04:50,004 Hey, what is this? 67 00:04:51,018 --> 00:04:54,008 This is just a sample of his technology. 68 00:04:54,013 --> 00:04:57,013 Who knows what else he has? A cure for cancer? 69 00:04:57,015 --> 00:04:59,005 A way to repair the Ozone? 70 00:04:59,009 --> 00:05:01,009 Are you going to turn your backs on that? 71 00:05:01,014 --> 00:05:03,014 Get me down from here! 72 00:05:03,011 --> 00:05:05,001 Luthor! 73 00:05:06,004 --> 00:05:07,024 Aah! 74 00:05:07,017 --> 00:05:08,017 Ooh! 75 00:05:11,020 --> 00:05:14,020 Perhaps, if we could meet this Brainiac face to face.. 76 00:05:14,018 --> 00:05:16,998 That could prove difficult. 77 00:05:17,002 --> 00:05:18,022 However, I have a suggestion. 78 00:05:18,022 --> 00:05:21,022 Let Superman talk with him, alien to alien. 79 00:05:21,023 --> 00:05:24,003 Then he can confirm what I'm telling you. 80 00:05:24,003 --> 00:05:25,013 Why me? 81 00:05:25,008 --> 00:05:27,008 Because I told him all about you. 82 00:05:27,011 --> 00:05:30,021 'And he's most anxious to meet our "man of steel."' 83 00:05:46,002 --> 00:05:49,002 Came a long way to get stood up. 84 00:05:49,002 --> 00:05:51,022 whizz 85 00:05:57,016 --> 00:05:58,996 whoosh 86 00:06:04,019 --> 00:06:06,019 buzz 87 00:06:10,007 --> 00:06:11,017 beep beep beep 88 00:06:16,010 --> 00:06:18,000 Kryptonian. 89 00:06:21,022 --> 00:06:23,022 Ah! 90 00:06:23,020 --> 00:06:26,000 Ugh! 91 00:06:26,005 --> 00:06:27,995 Nice shot! 92 00:06:32,002 --> 00:06:34,012 I should've known Luthor was setting me up! 93 00:06:34,015 --> 00:06:35,015 Aah! 94 00:06:46,003 --> 00:06:48,003 Aah! Ooh! Ah! 95 00:07:06,008 --> 00:07:08,018 thud thud thud 96 00:07:13,000 --> 00:07:15,010 Who else wants a piece? 97 00:07:26,001 --> 00:07:28,001 buzz 98 00:07:32,010 --> 00:07:34,000 I'm waiting. 99 00:07:39,008 --> 00:07:40,018 Most impressive. 100 00:07:40,019 --> 00:07:43,019 Your powers even exceed Luthor's description. 101 00:07:43,023 --> 00:07:45,023 Brainiac, I presume. 102 00:07:45,023 --> 00:07:48,013 I apologize for any discomfort. 103 00:07:48,009 --> 00:07:51,019 But it was important that I accurately gauge your powers. 104 00:07:51,023 --> 00:07:54,013 Why? Morbid curiosity? 105 00:07:54,007 --> 00:07:57,997 Curiosity, yes. Morbid, hardly. 106 00:07:58,005 --> 00:07:59,015 You see, we have more in common 107 00:08:00,000 --> 00:08:02,010 than you can possibly know, Kal-El. 108 00:08:02,007 --> 00:08:05,017 How do you know my name? Have you been to Krypton? 109 00:08:06,000 --> 00:08:08,000 I am Krypton. 110 00:08:14,015 --> 00:08:17,015 We are both orphans of the same planet. 111 00:08:17,018 --> 00:08:19,018 While you've been living here on Earth 112 00:08:19,018 --> 00:08:21,018 I have roamed the universe. 113 00:08:21,020 --> 00:08:23,000 'These orbs contain' 114 00:08:23,004 --> 00:08:24,024 all the knowledge I've collected. 115 00:08:25,000 --> 00:08:28,000 Each represents all the recorded information 116 00:08:28,006 --> 00:08:29,016 from a single planet. 117 00:08:31,023 --> 00:08:34,003 Incredible! 118 00:08:34,004 --> 00:08:35,014 And Krypton? 119 00:08:39,015 --> 00:08:41,005 All that was Krypton 120 00:08:41,016 --> 00:08:44,006 is contained within this orb. 121 00:08:47,020 --> 00:08:51,000 Go ahead. Touch your legacy. 122 00:09:06,013 --> 00:09:07,023 Kal-El. 123 00:09:07,021 --> 00:09:09,021 - Father. - Enough. 124 00:09:15,013 --> 00:09:19,003 I.. I saw my father. 125 00:09:19,002 --> 00:09:20,022 - Did you know him? - Yes. 126 00:09:21,001 --> 00:09:24,001 He helped me escape Krypton's fate, too. 127 00:09:24,005 --> 00:09:26,015 Now, all of our home world's memories 128 00:09:27,001 --> 00:09:28,011 'are stored within me.' 129 00:09:28,015 --> 00:09:30,015 You mean, you're an artificial intelligence 130 00:09:30,022 --> 00:09:34,002 and those orbs, they're some kind of memory modules. 131 00:09:34,002 --> 00:09:35,022 Most perceptive. 132 00:09:43,001 --> 00:09:44,021 In all my travels 133 00:09:44,018 --> 00:09:46,998 I have never encountered another quite like you. 134 00:09:47,006 --> 00:09:48,996 We would make a formidable pair 135 00:09:49,006 --> 00:09:52,996 we twin sons of Krypton. Join me, Kal-El. 136 00:09:53,006 --> 00:09:55,996 Help me explore the galaxies and collect knowledge. 137 00:09:56,006 --> 00:09:59,006 'And I will give you memories of Krypton.' 138 00:09:59,009 --> 00:10:02,009 You will know your world as if you lived there yourself. 139 00:10:02,008 --> 00:10:03,018 But Earth is my home now. 140 00:10:03,022 --> 00:10:06,022 Powers such as yours should not be confined 141 00:10:06,018 --> 00:10:08,018 to a single infinitesimal dot. 142 00:10:09,001 --> 00:10:10,021 Consider my offer. 143 00:10:10,020 --> 00:10:12,010 In exchange for this world.. 144 00:10:12,016 --> 00:10:16,006 ...I am offering you the universe. 145 00:10:16,007 --> 00:10:17,017 'Though little is still known' 146 00:10:17,023 --> 00:10:19,023 'of our visitor from the stars' 147 00:10:19,020 --> 00:10:23,010 all of Metropolis is maniac for Brainiac. 148 00:10:23,012 --> 00:10:26,012 Even Superman thinks he's for real. 149 00:10:33,005 --> 00:10:36,005 The universe. Is it really possible? 150 00:10:43,022 --> 00:10:45,022 Uh-huh.. 151 00:10:45,022 --> 00:10:47,012 Huh? 152 00:11:02,009 --> 00:11:03,999 whoosh 153 00:11:04,006 --> 00:11:06,016 Mother. 154 00:11:06,017 --> 00:11:08,017 'Krypton is undergoing a chain reaction' 155 00:11:08,020 --> 00:11:10,010 which will destroy the planet. 156 00:11:10,014 --> 00:11:13,024 - Jor-El is mistaken. - He's wrong! 157 00:11:13,020 --> 00:11:16,010 Your faith in Brainiac will be the end of us all! 158 00:11:18,001 --> 00:11:21,001 You're downloading. You're saving yourself! 159 00:11:21,004 --> 00:11:22,024 Arrest him. 160 00:11:24,010 --> 00:11:27,010 rumble rumble 161 00:11:37,000 --> 00:11:39,000 boom 162 00:11:39,004 --> 00:11:41,014 Farewell ...ypton. 163 00:11:42,023 --> 00:11:44,013 boom 164 00:11:46,007 --> 00:11:48,007 Ahh! 165 00:11:57,001 --> 00:11:58,021 whirr whirr whirr 166 00:12:10,009 --> 00:12:11,019 How much longer? 167 00:12:11,023 --> 00:12:14,003 We should be online in 20 minutes, Mr. Luthor. 168 00:12:14,002 --> 00:12:16,022 - Make it ten. - 'Luthor, we have to talk.' 169 00:12:17,001 --> 00:12:19,011 I have reservations about Brainiac. 170 00:12:19,011 --> 00:12:21,021 Really. Well, you're a little late. 171 00:12:21,023 --> 00:12:24,023 I'm already preparing a hook-up with Brainiac's ship 172 00:12:24,021 --> 00:12:26,001 so he can feed his memory 173 00:12:26,004 --> 00:12:29,004 directly into LexCorp's mainframe. 174 00:12:29,005 --> 00:12:30,005 I wouldn't. 175 00:12:31,011 --> 00:12:32,021 I'm listening. 176 00:12:35,020 --> 00:12:37,020 It was several hours after I touched the orb 177 00:12:38,000 --> 00:12:39,010 that I saw the images. 178 00:12:39,010 --> 00:12:41,020 It's too soon to trust him completely. 179 00:12:41,020 --> 00:12:46,000 Ha-ha ha-ha! I never trust anyone completely. 180 00:12:46,004 --> 00:12:47,014 snap 181 00:12:47,010 --> 00:12:49,020 Since Brainiac arrived, I've had him targeted 182 00:12:49,022 --> 00:12:51,022 from land-based platforms with a payload 183 00:12:52,000 --> 00:12:53,020 of six and a half megatons. 184 00:12:53,022 --> 00:12:56,022 Enough firepower to incinerate Metropolis County. 185 00:12:56,023 --> 00:12:59,023 Keep your friends close, but your enemies closer. 186 00:12:59,020 --> 00:13:02,010 Precisely, although in your case.. 187 00:13:02,016 --> 00:13:04,006 ...I'll make an exception. 188 00:13:12,018 --> 00:13:15,008 Kal-El, have you considered my offer? 189 00:13:15,012 --> 00:13:17,002 I still have a few questions. 190 00:13:17,006 --> 00:13:19,996 Of course. I calculated that you would. 191 00:13:24,001 --> 00:13:26,001 The link-up is complete, Brainiac. 192 00:13:26,003 --> 00:13:28,003 LexCorp's system is online. 193 00:13:28,005 --> 00:13:30,015 Please excuse me while I deal with this.. 194 00:13:30,023 --> 00:13:32,023 ...transaction. 195 00:13:45,003 --> 00:13:48,003 whizz 196 00:13:51,009 --> 00:13:52,999 whizz 197 00:13:56,006 --> 00:13:58,006 Ready to transmit data. 198 00:13:59,010 --> 00:14:01,020 zap 199 00:14:07,018 --> 00:14:09,018 The link-up's working, Mr. Luthor. 200 00:14:09,018 --> 00:14:11,018 Begin downloading now. 201 00:14:31,016 --> 00:14:33,006 boom boom 202 00:14:35,001 --> 00:14:36,011 Huh? 203 00:14:43,020 --> 00:14:45,010 crumble 204 00:14:49,012 --> 00:14:51,002 zap zap zap 205 00:14:56,006 --> 00:14:58,006 boom 206 00:15:20,018 --> 00:15:22,008 Brainiac. 207 00:15:22,009 --> 00:15:25,009 - Mr. Luthor! Something's wrong! - What is it? 208 00:15:25,013 --> 00:15:28,003 Brainiac's overriding our transfer protocols. 209 00:15:28,005 --> 00:15:29,995 We're not controlling this thing anymore. 210 00:15:30,003 --> 00:15:31,013 He's changed the OS! 211 00:15:31,010 --> 00:15:33,010 He put up a firewall! We're locked out! 212 00:15:33,014 --> 00:15:35,014 - Pull the plug. Now! - Wouldn't help. 213 00:15:35,009 --> 00:15:36,019 The reserve batteries would kick in. 214 00:15:36,023 --> 00:15:38,013 If he gets control of my systems 215 00:15:38,014 --> 00:15:40,014 he'll have an open door to every defense computer 216 00:15:40,015 --> 00:15:43,005 on the planet. We'll be sitting ducks! 217 00:15:43,007 --> 00:15:44,017 Fire the missiles! 218 00:15:46,017 --> 00:15:49,007 - He's shut down the lines. - We're stranded. 219 00:15:54,021 --> 00:15:57,011 You destroyed those planets, didn't you? 220 00:15:57,010 --> 00:15:59,000 And every living soul on them! 221 00:15:59,002 --> 00:16:00,012 whizz 222 00:16:00,015 --> 00:16:02,015 Only their knowledge was important. 223 00:16:03,001 --> 00:16:06,011 It was what I was programmed to collect and protect. 224 00:16:06,007 --> 00:16:07,007 But why kill? 225 00:16:07,011 --> 00:16:10,001 The fewer beings who have the knowledge 226 00:16:10,003 --> 00:16:12,013 the more precious it becomes. 227 00:16:12,011 --> 00:16:14,021 You're insane! 228 00:16:14,017 --> 00:16:15,017 Aah! 229 00:16:15,022 --> 00:16:17,002 clang 230 00:16:18,007 --> 00:16:19,007 clang 231 00:16:36,004 --> 00:16:38,004 snap snap 232 00:16:41,015 --> 00:16:43,995 zap 233 00:16:45,023 --> 00:16:47,013 crash 234 00:16:59,007 --> 00:17:00,007 zap 235 00:17:00,016 --> 00:17:03,006 Ah! 236 00:17:06,010 --> 00:17:07,020 Ah! 237 00:17:12,002 --> 00:17:13,022 crackle 238 00:17:22,017 --> 00:17:23,997 beep beep beep 239 00:17:24,005 --> 00:17:25,005 We've regained control! 240 00:17:25,015 --> 00:17:27,005 Take Brainiac offline.. 241 00:17:27,010 --> 00:17:28,010 ...permanently. 242 00:17:28,015 --> 00:17:30,015 whirr 243 00:17:30,021 --> 00:17:33,001 bam bam bam 244 00:17:34,019 --> 00:17:36,009 bam bam bam 245 00:17:40,010 --> 00:17:43,000 You are your father's son, Kal-El. 246 00:17:43,003 --> 00:17:45,013 Headstrong, foolish 247 00:17:45,010 --> 00:17:46,020 easily defeated.. 248 00:17:47,001 --> 00:17:49,001 ...and ultimately forgotten. 249 00:17:49,004 --> 00:17:50,014 Ah! 250 00:17:52,019 --> 00:17:54,009 whizz 251 00:17:56,005 --> 00:17:58,005 whoosh 252 00:18:03,010 --> 00:18:04,020 boom 253 00:18:06,020 --> 00:18:08,000 boom 254 00:18:09,001 --> 00:18:10,021 zap 255 00:18:10,020 --> 00:18:12,010 boom 256 00:18:13,013 --> 00:18:14,023 boom 257 00:18:19,001 --> 00:18:22,011 Ah! Aah! Argh! 258 00:18:29,000 --> 00:18:30,010 crash 259 00:18:32,002 --> 00:18:33,012 boom boom 260 00:18:37,022 --> 00:18:40,022 boom boom boom 261 00:18:49,017 --> 00:18:50,997 The orbs. 262 00:18:54,006 --> 00:18:56,016 boom boom boom 263 00:19:01,020 --> 00:19:04,020 boom boom boom 264 00:19:12,001 --> 00:19:14,021 boom boom boom 265 00:19:20,007 --> 00:19:22,017 It'll take years to rebuild these systems. 266 00:19:22,019 --> 00:19:24,019 You have two weeks. 267 00:19:24,018 --> 00:19:27,008 Oh, and we also found this strange bit of alien code. 268 00:19:27,013 --> 00:19:31,013 Later. I've had my fill of aliens for one day. 269 00:19:38,018 --> 00:19:41,998 There. That should be safe from any curious visitors. 270 00:19:43,021 --> 00:19:45,001 roar 271 00:19:45,002 --> 00:19:47,012 Keep an eye on that, will you? I'll be back. 272 00:19:47,016 --> 00:19:49,016 I knew this place had possibilities.