"Countdown" is the twelfth episode of the third season of Batman Beyond. It depicts the return of Zeta to Gotham. Hoping to find Eli Selig at a science convention, Zeta and Ro make their way to that city. Zeta is nearly captured by Agent Bennett, only to be rescued by Mad Stan. However, when Mad Stan discovers that Zeta is really an assassin droid, he straps a bomb onto Zeta's back and sends him on a suicide course. Now Batman and Ro have to find Zeta and disarm the bomb and they only have until midnight to do it.


An announcer tells a group of guests that the World Science Symposium is being held at Gotham University, a gathering of the greatest scientific minds to share ideas for new technologies. However, before the announcer can continue, Mad Stan hacks into his video feed and starts another one of his rants. This time he's claiming that technology is harmful to society and as usual his solution is to blow everything up. Batman arrives and confronts him. A quick fight ensues and though it seems to be a stalemate at first, Mad Stan manages to escape.

Out at the train station, Ro and Zeta arrive in Gotham and talk about their plans to find Dr. Selig. Zeta amazingly knows his way in the station, as he had been in Gotham before and hopes to meet an old friend of his -- Batman. Ro is skeptical but Zeta`s facial expression manages to convince her. However, Agent Bennett and the NSA are there waiting for him. They attack Zeta causing the duo to run through the streets. While they run across the street, Bennett halts a truck crossing the street in front of them, saying they're federal agents. The truck driver, Mad Stan, is not happy to see them. The agents manage to force Zeta into an alleyway and hit him with a device that shuts him down. However, before they can take Zeta in, Mad Stan drives in and takes Zeta away, believing them to be trampling Zeta's "basic human rights."

Mad Stan takes Zeta to his hideout and greets his pet Chihuahua Boom-Boom. Boom-Boom is wary of Zeta and touches him causing Zeta's hologram projector to go on the fritz, alerting Mad Stan to Zeta's disguise. Mad Stan removes the disruptor and discovers that Zeta is really a robot. Believing that Zeta was sent by the government to kill him, Mad Stan grabs a bomb and decides to turn the tables on the government.

Meanwhile, Ro calls 911 and asks for Batman's aid. The operator dismisses her as a prank caller but Bruce picks up her transmission and sends Batman in to investigate. After her call is over, a gang of Jokerz approaches Ro looking to rob her. Ro tries to blow them off and run but they tackle her and prepare to assault her with electric knuckles. Fortunately, Batman arrives and takes out the gang. Ro explains Zeta's plight and joins up with Batman.

Elsewhere, Mad Stan drives dangerously through the city and reactivates Zeta. He tells Zeta that Ro is hiding from the feds and gives him an address to find her. Zeta heads off to the address.

Batman and Ro go to investigate a boat that is registered under "one of Stan's two hundred known aliases." Once inside, Batman is almost immediately attacked by Stan's security system. He manages to disable that easily enough but Stan doesn't attack. Ro follows him in, and they both burst into Stan's cabin, and find him in a drugged slumber. Boom-Boom runs in and starts barking at the intruders and they notice a disk attached to his collar. On it is a message from Stan, explaining that he's sent Zeta out with a "special delivery" that's set to go off at midnight, and put himself out for at least 24 hours so they can't get the destination out of him. They have less than half an hour to find him and with Zeta's ability at disguise it won't be easy. Batman decides that he'll have to find help and leaves Ro with a radio.

Batman finds Agent Bennett and asks him for help but Bennett is very uncooperative, unconcerned about the lives that might be lost. However, Agent West manages to plant a tracer on the Batmobile and they prepare to follow him. Batman contacts Bruce who informs him that Stan's rants are usually triggered by something on the news. He proceeds to check the latest sound bites for anything that might have gotten Stan angry.

Meanwhile, Zeta is assaulted by the same group of Jokerz that attacked Ro. However, they are unprepared for Zeta's superhuman strength and are quickly dealt with. One of the Jokerz goes over the side of the highway and lands on the Batmobile. Batman interrogates him and gets a lead on Zeta's whereabouts. Batman calls up Bruce to let him know and Bruce explains Mad Stan's plan: the Department of Health is looking to raise the price of pet licenses, which angered Stan because of Boom-Boom.

Batman arrives at the department with only three minutes till midnight. With only one minute left, he finally finds Zeta and tackles him. Grabbing the bomb, he hurls it out the window just before it goes off.

With the immediate danger averted, Batman and Zeta head out of the building but the NSA arrives and tells them that the building is surrounded. Zeta decides that Batman should leave and he will face Bennett alone. The NSA agents storm the place and watch as Batman leaves the building. They decide to let him go as they only want Zeta. A search of the building ensues and they discover a lone teenager inside but after scanning him they leave him alone since he's truly human. As they leave Terry smiles at the deception. In the Batmobile, "Batman" removes his disguise revealing himself to be Zeta in disguise.

Later, Zeta destroys the tracking device and tells Batman that Dr. Selig has already moved on and they have to go. Ro kisses Batman as thanks, saying that he`s a real friend. They say good-bye to Batman and continue on their quest; Ro berates Zeta for trusting Mad Stan, as he does have ”Mad” in his title.


  • This episode was aired on the same day as the episode, "Shadows" from The Zeta Project, but takes place before the events of that episode, since in "Shadows," Ro and Batman have already met.

Background Information


  • This was the last Batman Beyond episode to be produced.
  • Last appearance of Mad Stan.
  • Producer Bruce Timm makes a rare voice acting appearance in this episode as one of the Jokerz that attacks Ro.
  • The Top Hat Joker uses same kind of electrified knuckles used by Mr. Fixx in Rebirth.
  • Zeta's appearance matches his revamped appearance on The Zeta Project, rather than his original appearance on "Zeta."
  • When Ro is crying wolf to the operator she mentions the Royal Flush Gang, Inque and Blight.
  • When Zeta drops his Batman disguise inside the Batmobile, the theme music from The Zeta Project plays.
  • The man that swerves into a fire hydrant seems to be the same one Batman saved in the train in "Hidden Agenda." He also makes a cameo in "Rats" and "Speak No Evil."
  • Agent West actually does something right by placing the tracer on the Batmobile.


Actor Role
Will Friedle Terry McGinnis / Batman
Kevin Conroy Bruce Wayne
Bruce Timm Top Hat Joker
Michael Rosenbaum Agent West
Bowler Hat Joker (uncredited)
Diedrich Bader Zeta
Julie Nathanson Ro
Henry Rollins Mad Stan
Kurtwood Smith Agent Bennett
Lauren Tom Agent Lee
Keone Young Dr. Ho
T'Keyah Keymáh Dispatch Operator


Mad Stan: We're a push-button society. Technology makes our heads soft, our bodies weak. But I've got a new idea. Blow it up! Blow it all up!

Ro: I saw the Royal Flush Gang. Yeah. And they were trashing City Hall along with Inque and Blight and a gazillion Jokerz.

Ro: Zeta was picked up by some muscle-bound gorilla with a thing for explosives.
Batman: Mad Stan.

Batman: I'll go. You're staying here.
Ro: But...
Batman: Don't make me lock you in!
Ro: And just what am I supposed to do while you're gone?
(Batman turns on the radio)
Batman: Enjoy.
Ro: (Sarcastically) Thanks heaps.

Zeta: Nice man, but he should drive more carefully.

Ro: I can't believe you actually trusted Mad Stan! I mean, wasn't the name kind of a giveaway?
Zeta: But he seemed so... cheerful.
Ro: You are so clueless.


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