DC Animated Universe

"Alive!" is the 12th episode of the third season of Justice League Unlimited, and the 38th of the overall series. It originally aired on May 6, 2006. It acts as the first half of the series finale.


At the Legion of Doom's base, Lex Luthor is attempting to reactivate the last piece of Brainiac, but it fails once again. Tala urges Luthor to simply give up, but he tells her that this is science, something she doesn't understand. Tala counters that transmutation (one of her specialties) is exactly what they need. Luthor mocks the idea, but allows Tala to work her magic on the piece. It fails to revive Brainiac, but it does allow Luthor to see a vision of where Brainiac's asteroid was destroyed. Using this knowledge, he orders the Legion to begin modifying the base. His demands on them cause many of the other villains to resent him further.

Once the modifications are complete, the Legion are assembled in the meeting room. Toyman asks to know what is going on, so Luthor explains that they will help him recover some pieces of Brainiac from outer space. Goldface is quite hostile at the prospect of Luthor becoming more powerful than the rest of them combined, but Luthor says that they will be rewarded by being his lieutenants in the new order. Luthor also causes Goldface pain with a device in his belt as a reminder that he is already more powerful than the rest of them combined. When Atomic Skull asks what their plan is, Luthor reveals that they have modified the Legion headquarters into a spaceship, with the cloaking field now working as a hyperspace field.

As the modified base lifts off, Grodd becomes aware of movement from his cage, as Tala enters. She has realized the depths of Luthor's obsession with Brainiac, and now wants him killed, and thus, reforms her alliance with Grodd and releases him. Assembling other dissidents, Grodd demands that Luthor turn the base around and surrender. Soon, a massive fight breaks out among the members of the Legion. The Grodd loyalists are larger in number, but the Luthor loyalists are more powerful. Bizarro nearly chokes Grodd, but Rampage stops him. Grodd finds out that Giganta escaped from prison and is very mad that he tried to fry her brain. Tala attempts to use her magic to stop Luthor, but he has thought ahead and acquired a magic talisman to shield himself from her. Ultimately, the Luthor loyalists triumph.

Luthor himself engages Grodd in combat. Even with enhanced metal gauntlets, Luthor is no match for Grodd's brute strength, and is nearly beaten to death. But Luthor taunts Grodd as a mindless animal, goading Grodd into unleashing his telepathic powers, which is exactly what Luthor has been waiting for. With a touch of his belt, Luthor turns Grodd's mind-control power back onto himself, making Grodd an unwilling puppet. With no choice but to obey Luthor's commands, Grodd kneels and calls Luthor his better, then loads himself into an airlock. Luthor locks him in, then releases the mind control and taunts him. He bids Grodd a mocking farewell, then releases him into space as Grodd yells vows of deadly revenge.

Luthor asks the defeated Grodd loyalists for a good reason why any of them should be allowed to live. Killer Frost, who had sided with Grodd, buys a pardon for herself by callously freezing her comrades. The only other one left alive is Tala, who Sinestro restrains, who begs for her life, pleading temporary insanity. Luthor assures her that she still has an important part to play, then Volcana knocks her out.

Arriving at the coordinates, Luthor sets up collectors to bring in the debris which houses Brainiac's essence. Luthor plans to use Tala as a mystical conduit to bring Brainiac back to life, a process which will kill her, which he has been planning all along. Once they are ready, he orders Toyman to throw the switch. However, time is momentarily frozen and the entity Metron appears, urging Luthor not to go through with what he is attempting, saying that it will have consequences for the entire universe. Luthor dismisses him, saying that he's on the verge of godhood and nothing will stop him. As normal time is restored, Toyman throws the switch, and Tala crackles with energy, shrieking in agony.

As a figure appears within the smoke of the containment device, a triumphant Luthor exults to the Legion, "meet your new lord and master!" The smoke clears, and there stands not Brainiac, but Darkseid himself, partially fused with Brainiac, and stronger than ever before. Darkseid thanks the horrified Luthor and Legion for resurrecting him, saying that while Earth will suffer, they in return for resurrecting him will be granted a small mercy: a quick death. With that, Darkseid destroys the Legion's base.

Alive hail Darkseid

All hail Darkseid.

On Apokolips, the forces of Granny Goodness and Virman Vundabar are preparing for a last battle for control of Apokolips. As the Female Furies lead Granny's army, Vundabar's army charges under Kanto and Mantis. Before they reach each other, a massive explosion occurs in front of both armies. As the light fades and the smoke clears, they see Darkseid, who teleported to Apokolips without the use of a boom tube. Shocked at the sight of their dead master (and fearful of his wrath), both factions quickly regain enough of their wits to bow down and repledge their loyalty. When Bernadeth asks for Darkseid's commands, he tells them that he is temporarily halting his search for the Anti-Life Equation to take revenge on Superman by destroying Earth. Kanto respectfully reminds Darkseid that to attack Earth would break his pact with Highfather and invite retaliation from New Genesis. Darkseid, however, is not concerned with reprisals; Once he is finished with Earth, New Genesis is next.

Alive little problem

The Legion informs the Justice League of their "little problem".

At the Metro Tower, a male staffer runs into the control room, telling Superman he needs to get out to the front door now. As Superman and other members of the Justice League head outside, they discover Lex Luthor and the remaining members of the Legion of Doom on their doorstep. Luthor announces that they have "a little problem"...


  • Giganta makes a reference to Grodd's short-circuiting her brain in "To Another Shore". She's holding a grudge against him, and because of that, she switched sides. Grodd essentially dumping her for Tala probably didn't help, either.
  • Grodd makes reference to springing Lex Luthor from jail, which he now profoundly regrets, in "I Am Legion".
  • In "Dead Reckoning", Luthor usurped Grodd as leader of the Legion and subsequently kept him around as a prisoner. In "The Great Brain Robbery", Doctor Polaris attempted an unsuccessful coup of his own to seize the Legion's leadership, which was easily squelched by Luthor. In this episode's civil war, Team Luthor soundly defeated Team Grodd. Luthor's record in Legion mutinies is a perfect 3-0.
  • Goldface makes a reference to the episode "Panic in the Sky", which was the episode that revealed Lex Luthor's and Brainiac's amalgation/fusion.
  • In this episode, Luthor took down both Goldface and Grodd by simply pushing a button on his belt. Previously, Luthor had used the same tactic to defeat Doctor Polaris in the aforementioned failed coup from "The Great Brain Robbery." Back in "To Another Shore," we learned that Luthor's scientific genius managed to successfully enhance many of the Legion's powers. However, in "The Great Brain Robbery," Luthor revealed that he made sure to install "fail-safes" so the Legion could never use their newly augmented abilities against him. Lex also obtained a medallion to protect him from Tala's magic. Luthor's preparations and penchant for fail-safes played a big part in Team Luthor's decisive victory over Team Grodd.
  • Without Darkseid's rule, Apokolips is shown to be in the same state of civil war referenced in Justice League Unlimited, "The Ties That Bind".
  • Kanto diffidently reminds Darkseid that, since Superman: The Animated Series, "Apokolips... Now!", Earth has been under the protection of New Genesis.
  • Though Luthor failed to bring back Brainiac in this episode, Brainiac eventually resurfaced in the future to battle the Legion of Super-Heroes. Brainiac even went back in time to terrorize young Clark Kent in Superman: The Animated Series episode "New Kids in Town". Fortunately, the Legion followed Brainiac back in time and successfully protected Clark from the attack.

Background information[]

Home video releases[]

Production notes[]

Orion missing

In the top screenshot (opening credits) Orion is in the line-up between GL and Batman. In the bottom shot, Orion has been edited out and there's a gap where he was previously standing.

  • In the final scene, when the Justice League is called outside the Metro Tower, Orion is next to S.T.R.I.P.E. and rushes outside along with the others. However, in the next scene, he is absent, and there's a gap between John Stewart and Batman. In the closing credits for the previous episode, and in the opening credits of this one, Orion is standing in the line-up right between John Stewart and Batman, filling in that gap. Presumably, Orion's inclusion was an oversight, and his removal was a last-minute creative call for plot reasons, seeing as he would have to play a major role in a fight against his estranged father, Darkseid.

Production inconsistencies[]


  • This episode originally aired on February 8, 2006, on Toonami UK.
  • The name of this episode "Alive" and the following, "Destroyer!" are also the names of two bestselling albums by the rock band KISS, which Bruce Timm is a fan of.
  • According to writer Matt Wayne, Darkseid's new look was simply meant to be a KISS-inspired design, nothing more.[1] However, Bruce Timm clarified that Darkseid did indeed merge with some of Brainiac's essence, hence resulting in his new look.[2]
  • This episode is the first and only episode to not feature any dialogue from any members of the Justice League, and they don't appear until the very end.
  • As Superman villains, this is the first time Lex Luthor and Toyman have interacted with one another.
  • On the DVD special feature, Dwayne McDuffie suggested that Tala deliberately manipulated her magic to resurrect Darkseid rather than Brainiac as her final "screw you" to Luthor.
  • During his fight with Grodd, Luthor refers to him as a "half-baked Objectivist", a possible reference to the school of thought developed by Ayn Rand. Grodd expresses some Objectivist ideals in "Secret Society".
  • The code Luthor enters "060669" refers to June 6, 1969, the day the Kinney National Company bought out Warner Brothers Seven Arts. Kinney National had previously absorbed both DC and All-American Comics in 1967 so this day is effectively the day DC comics merged with Warner Brothers; essentially making the WB DCAU possible.
  • Before Luthor reconstitutes Darkseid, he says "Meet your new lord and master"; the same quote that was used in Darkseid's first appearance in the Superman: The Animated Series episode "Tools of the Trade".
  • Luthor's line, "We have a little problem..." appears to be a tribute to the identical line from the classic black comedy film Dr. Strangelove. In one of the film's many famous scenes, the line is spoken by the U.S. President, trying to find a tactful way to tell the Russian premier that a rogue Air Force general has ordered an unauthorized nuclear strike on Russia.
  • Upon the Legion reaching their destination, Toyman says "We're here" in a creepy tone identical to the famous scene from 1982 horror movie Poltergeist, where the girl says, "They're here".
  • In Darkseid's final scene on Apokolips, the camera shot and background is very similar to Darkseid as portrayed on the back cover of X-Men And Teen Titans #1.
  • This episode marks the final appearance (in any form) of Brainiac and Grodd in the DCAU.
  • This episode also marks the final appearance of several supervillains in the DCAU, who are eliminated as follows:
Villain End
Angle Man Killed in the mutiny
Blockbuster Frozen and blown up
Bloodsport Blown up
Copperhead Frozen and blown up
Crowbar Killed in the mutiny
Doctor Cyber
Doctor Destiny Blown up
Fastball Frozen and blown up
The Key
KGBeast Blown up
Lady Lunar
Major Disaster
Merlyn Killed in the mutiny
Parasite Frozen and blown up
Silver Banshee Killed in the mutiny
Weather Wizard Frozen and blown up

Surviving supervillains include:

Atomic Skull
Evil Star
Killer Frost
Lex Luthor
Star Sapphire

The fact that six of the members of the surviving Legion present are also in the original legion from the show Super Friends is a tribute to that show: Bizarro, Cheetah, Giganta, Sinestro, Toyman and Lex Luthor. The other originals could not be used for differing reasons:

Member Reason
Black Manta Unavailable due to Aquaman-Embargo; Devil Ray deceased
Brainiac Merged with Darkseid
Captain Cold Incarcerated
Riddler Unavailable due to Bat-embargo
Solomon Grundy Deceased


Actor Role
Clancy Brown Lex Luthor
Powers Boothe Grodd
Juliet Landau Tala
Michael Ironside Darkseid
Corey Burton Brainiac
Weather Wizard (uncredited)
Kanto (uncredited)
Bud Cort Toyman
Jennifer Hale Giganta
Killer Frost (uncredited)
Bernadeth (uncredited)
Lex Lang Atomic Skull
Goldface (uncredited)
Daniel Dae Kim Metron
Robin Atkin Downes Watchtower Ops Tech

Uncredited appearances[]


Grodd: Why is my headquarters moving?

(Giganta grabs Grodd with both hands)
Grodd: Giganta. You're out of jail. How's your head?
Giganta: Pretty good. Considering that you tried to fry my brain.
(Giganta begins to squeeze Grodd)
Tala: Don't get grabby, Thunderthighs. Grodd is mine now.

Killer Frost: One creepcicle coming up!
(Toyman headbutts Killer Frost and runs away)
Killer Frost: You are so annoying!

Grodd: You know, this mutiny was easy. The Secret Society hates you.
Luthor: Like they love you.

Grodd: I should have let you rot in jail!
Lex Luthor: Goodbye, Grodd. It could have gone the other way.
Grodd: It really could have, couldn't it?
Luthor: No. But why speak ill of the dead?

Grodd: (his last words) You twisted little pink rat-hole of a hominid, I'm not done with you! I'll get out of this, and when I do...!

Luthor: Can any of you give me one good reason to let you live?
(Killer Frost freezes what remained of Grodd's loyalists)
Luthor: Killer Frost... you've got a future.

Metron: In my travels through the myriad paths of infinity, I have seen the first and the last. But what you do here today threatens all. Past. Present. And future.
Luthor: I should hope it does. Look, I didn't catch the name.
Metron: Metron. Scientist and chronicler.
Luthor: Well, Metron, I'll so be ready to handle anything the universe throws at me. I'm about to become a god.
Metron: You don't know what a god is. Or what you are unleashing.

Toyman: Twinkle twinkle, Brainiac. Tala's gonna bring you back.

Darkseid: It seems I have you to thank for my resurrection. Though your world will suffer slowly, I grant you a quick death.

Kanto: Forgive me, lord, but to attack Earth would violate your pact with Highfather. New Genesis would doubtless retaliate.
Darkseid: (smiles) Where do you think I'm going next?

Luthor: We have a little problem...