Supergirl-myriad-1280jpg-68473b 1280w
Season 3, Episode 1 (37)
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Air date July 25, 2017
Written by Illyriarocks
Directed by Illyriarocks
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Nevertheless, She Persisted No Longer The Last
Lines is the first episode of Supergirl Season 3 and the 37th episode overall.


THE ORIGINAL BRAINIAC- When National City and Metropolis come under simultaneous attacks by the villainous Brainiac, Kara and Superman work together to repel the menace as best as they can. Meanwhile, J'onn, Alex, and Maggie stumble upon a government secret and Lena discovers an unwelcome visitor at L-Corp.

Main Cast

Special Guest Stars

Recurring Cast



CAT GRANT sits at her desk, furiously typing on her computer surrounded by coffee cups and the like. She is finishing a document.

We look closer. It’s a NEWS REPORT!

The story is titled: “Nevertheless, She Persisted”.

CAT: “In so doing, Supergirl has shown once more that she is the protector of National City first and foremost even in the face of great personal loss.”

She smiles and whispers to herself:

CAT: Well done, Kara.

Almost the same instant Cat says this, KARA herself enters.

KARA: Miss Grant, we have an issue.

CAT: Kiera, we all know that Mondays are the incarnation of the ninth circle of hell, but is there something you need to tell me? I’ve been revisiting and revising my old article from when Supergirl repelled the Daxamite invasion three years ago and- you seem perturbed.

Cat is right; Kara’s typical meek-and-mild-human-reporter persona has been shed. She’s a bit more authoritative than usual but not by much.

More like Supergirl? Definitely.

KARA: My cousin called from Metropolis. He says there’s a big alien spaceship thingy in the sky and now it’s apparently moving toward us.

CAT: Right, it’s been on the news. National City has already had a real-life version of that laughably terrible Independence Day sequel and one of those is quite enough. How can I help?


CLARK looks up at the ship Kara mentioned: it is shaped like a large human skull and is entirely covered in chrome. He narrows his eyes and calls someone.

CLARK: Lois! Sorry. I just got off the phone with Kara. Family stuff, you know how it is. Hey, babe, are you still in Bakerline with your sister? Okay. Oh, you’re already planning on staying there? Okay, good. Okay. I will join you as soon as I can. Love you. Bye.

He dashes down the nearest alleyway. SUPERMAN emerges and flies toward the spacecraft.


SUPERGIRL flies toward a black-clad figure in the sky.

SUPERGIRL: You’re not welcome here, Brainiac. I suggest you leave.

The figure turns around. It’s not Brainiac at all.


His eyesight has been restored.

NON: Good evening, Kara. You and I have unfinished business.




To say that our heroine is perplexed is an understatement.

NON: Did you think I died? Nothing so base. After our previous altercation, I found myself home once more.

SUPERGIRL: What does that mean?

NON: Kandor.


NON: Do you not recall? Brainiac stole Kandor just as Krypton was being destroyed. The whole city and everyone in it. I aim to reclaim it.

SUPERGIRL: You’re lying. For all I know, you could be working with Brainiac.

NON: Do you truly think so little of me?

SUPERGIRL: Would a firm ‘yes’ be so unsurprising?

NON: Will you help me or not?

Just as Supergirl is about to answer, Superman flies in and quite literally PUNCHES NON ACROSS THE SKY.

SUPERGIRL: Well, he certainly deserved that.

SUPERMAN: Any luck over here?

SUPERGIRL: No. I’ve never known Brainiac to have two ships.

SUPERMAN: Guess he upgraded.

SUPERGIRL: I can’t find a way inside. He’s lined the ship with lead.

Non flies back to the pair.

NON: I suppose I deserved that. If you had allowed me to finish, I would have informed the two of you that the ships are not our only concern. I have also located a weak point on the underbelly of the main vessel.

SUPERGIRL: “Main vessel”?

NON: The spacecraft in Metropolis is not the one in which Brainiac resides. The one before us is. The other one is filled with his soldiers. His drones. They are all ready to lay waste to both cities on his order. You destroy the main ship, his signal operating the drones dies along with him.

SUPERMAN: So how do we get inside?

Out of nowhere, Non STABS both cousins with Kryptonite knives.


Non drags them both toward the ship.


MAGGIE is crouched behind the sign in front of the building, speaking on her phone.

MAGGIE: Oh, come on, you’ve never seen Battlestar Galactica?! Alex Danvers, I gotta initiate you into scifi geekdom.

ALEX (voice): Maybe when there isn’t a hostile alien waiting to destroy the city?

MAGGIE: Fair enough.

A shadow falls over her. She looks up. MAX LORD.

MAGGIE: Hey, babe, I gotta go. I’ll call you back.

Hangs up. Looks directly into Max’s eyes.

MAX: I need to speak to you. In private. Now.

MAGGIE: What do you want with me, Maxxie?

MAX: I have something to show you. Or would you rather sit here alone waiting for Alex to call back?

MAGGIE: I’m not that whipped.

MAX: Yeah, you are.

They laugh and Max helps Maggie stand. They hug.

MAGGIE: Been a while, man. Heard you and Supergirl got off on the wrong foot for a bit a few years back.

MAX: Water under the bridge. Come on.

He leads her away.


Max ushers Maggie inside a research laboratory. A BLONDE WOMAN lays asleep on a bed with a sheet covering her and an IV in her arm. An eerie reminder of the brain-dead woman who became Bizarro.

MAGGIE: Geez, Max. I heard about that whole Bizarro thing. Was that you? Is this another one of your…?

MAX: No. The Bizarro incident was my doing; the magnum opus of my mindless-Supergirl-hating. Of course that distrust was at the time rooted in legitimate concern. But this is not me. We found her like this and have yet to be able to resuscitate her.

MAGGIE: But she’s alive?

MAX: Yes. Barely. She showed up in our lobby after the Queens and their allies took down Darkseid. She spoke a single word before she slipped into this comatose state: star.

MAGGIE: “Star”? What did she mean?

MAX: We don’t know.

MAGGIE: Does anyone else know about her?

MAX: No.

MAGGIE: Did she have identification, did you catch an accent, anything that could help us identify her?

MAX: We did deduce one thing in our studies of our unexpected guest: she’s Kryptonian.

Maggie is floored by this information.

MAGGIE: Supergirl?

MAX: Kara doesn’t know either.

MAGGIE: But of course you know.

MAX: Of course you know. Good catch, by the way. I guess my college-days faith in you was well-placed. I always wanted you to be happy.

MAGGIE: What’re you doing, Max?

MAX: Complimenting you and your girlfriend via your poorly-placed wire.

He nods to her left pant leg. Maggie scoffs and rolls her eyes.

MAX: Did Alex know about this? Did her little green man?

MAGGIE: Maxxie-

MAX: Don’t ‘Maxxie’ me right now, Mags. This is important. If the DEO knows, Brainiac could know.

MAGGIE: What are you talking about?!

MAX: General Lane, before he passed, informed me that there is at least one of Brainiac’s drones masquerading as a DEO agent, and has since the Convergence. That’s almost four years, Mags. That glorified toaster could know everything about us by now.

MAGGIE: Well, who is it? Who’s the drone?

MAX: Winn Schott.

MAGGIE: Are you serious?

She turns to go, almost making it to the door, before stopping in her tracks.

MAGGIE: You never answered my earlier question. Any identifiers on her, aside from the Kryptonian genetic structure? Why can’t we tell Kara again? If this woman is from her home world-

MAX: Mags. This woman is Kara. She’s genetically identical to Supergirl, but her heart is on the opposite side. It’s uncommon in twins and, as we learned recently, common when it comes to-

MAGGIE: Doppelgangers. You think she could be evil?

MAX: I think she could be the monster I once feared Kara to be.

MAGGIE: You running tests on her?

MAX: No need. Why?

MAGGIE: Keep her down until we deal with the megalomaniacal space toaster. One sci-fi problem at a time.

She leaves. Max looks down at the comatose woman.


J’ONN, ALEX, and WINN are standing together, arguing over something.

ALEX: It’s Kara, J’onn! We-

J’ONN: We attack the ship, the drones release and it’s Armageddon out there.

WINN: We disobeyed a presidential order to keep our allies from dying before, J’onn.

J’ONN: Brainiac is not someone to be trifled with!

ALEX: So we wait? Is that the plan? That’s a stupid plan.

WINN: Incredibly stupid!

J’ONN: It’s a pragmatic one. She’s Supergirl. She’ll pull through. She always does. Always will.

WINN: We can’t just sit back. Clark is up there, too.

ALEX: How do you know that?

WINN: Well, I-

He slams a passing agent against a pillar and steals his gun. Alex draws and FIRES TWO ROUNDS INTO HIS CHEST before he can use it.

J’ONN: Alex!

“Winn” collapses to the floor. No blood pools from his wounds. His eyes flash with the triangular dot symbol indicative of Brainiac.

J’ONN: What the hell?

MAGGIE (voice): Well I guess the Cylons did evolve after all.

Smirking, she descends the staircase and hugs Alex.

MAGGIE: We have a potentially disastrous problem at Lord Tech.

J’ONN: Does Lord know how to contain whatever it is he has on ice should it escape?

MAGGIE: No, but we do. And now, so does Brainiac.

The Winn drone’s eyes flicker and finally die.

ALEX: When was the last time you saw the real Winn, Mags?

MAGGIE: Our last game night.

J’ONN: Looks like we’re headed to Lord Technologies. Roll out in ten.

ALEX: Oh, goodie.

MAGGIE: I’ll get in contact with Lucy, see if we can’t manage to find ourselves a Schott or two.

Alex rolls her eyes. J’onn groans.

MAGGIE: What? I thought it was funny.


Kara awakes to find Non standing over her. She lunges at him but finds herself restrained to what appears to be an operating table.

KARA: Bastard!

NON: Now, now, Kara. You know as well as I that he would never allow me to come inside when both of you were active threats. I needed access to ensure that Kandor still existed and I got it. He gave it to me for safe keeping in exchange for bringing the pair of you here.

KARA: He’s lying to you.

BRAINIAC (O.S.): On the contrary.

BRAINIAC enters, soon shifting from its standard human guise (RAVEN TURING) to the visage of JAMES OLSEN.

NON: Kaoshuh, Kara Zor-El.

He nods and departs. BRAINIAC leans over Kara, looking into her eyes.

BRAINIAC: Kandor is very much intact. As a gesture of goodwill, I will help you get it back.

KARA: Kandor is gone! I saw-

BRAINIAC: Your memories are faulty, Kryptonian. It’s only a sad inevitability that your memories would alter as a defense mechanism to stave off further emotional and psychological torment.

KARA: Why James? And since when can you-

BRAINIAC: Because his is a face that elicits trust from you, Kara. Far more than the Raven Turing persona ever did.

He strokes her face. Kara recoils.

BRAINIAC: I have evolved, Kara. I can now mimic a synthetic malleable skin around my drones if I so desire. I believe the human term is “shape-shifting”.

He pulls up a chair. Takes a seat beside her, not unlike a kindly physician.

BRAINIAC: I can show you that I speak the truth?

Kara continues staring him down wordlessly.

BRAINIAC: I take that as a yes for sake of convenience.

He presses a finger to her temple. Kara’s eyes widen and she SCREAMS:



A young Kara rushes toward a hovercraft as the same skull ship hovers above the city.

Kara manages to jump into the craft and fly away just as a BEAM shoots down from its center and soon engulfs the city in light.


Brainiac releases Kara from the vision. Kara pants and is sweating.

KARA: How do I know you are telling me the truth?

BRAINIAC: Come with me.

He unfastens Kara from the table and offers her a hand. Kara promptly spits on it as Superman HOWLS IN AGONY off-screen.

KARA: What the hell are you doing to him?!

BRAINIAC: A Kryptonian exists outside my control. I find him an oddity worth examining. I am curious as to how the two of you have evolved and grown without my hand to guide you as the Kandorians have. Studying him will yield the answers I seek. To that end I have inserted a spiked probe into his digestive tract through his navel.

Kara is simultaneously nauseated and infuriated.

BRAINIAC: The examination will cease if you will accompany me, Kara Zor-El.

He again extends a hand.

A tense moment as Kara hesitates.


Kara nods, takes Brainiac’s hand. He leads her out the door.

BRAINIAC: I have much to show you.




Brainiac (still in James’ form) leads Supergirl into a large room.

The room is filled with small-scale models of cities.

At least, they appear to be models.

On closer inspection, we see miniature aliens interacting in these miniature cities.

Supergirl walks toward and peers into one of these cities.

SUPERGIRL: It can’t be!


BRAINIAC: Oh, but it is. The capital city of Krypton.

Supergirl whips around to Brainiac, eyes burning bright with rage. And heat vision.

BRAINIAC: You believe such an emotional display will intimidate me, Kara Zor-El?

SUPERGIRL: Put. It. Back.

BRAINIAC: I cannot. My technology was not designed to work in reverse.

SUPERGIRL: I’ll find a way to reverse-engineer it.

BRAINIAC: An exercise in futility.

She punches him clear across the room. He rises, dusts himself off. Returns to her as if nothing happened.

BRAINIAC: Force will not persuade me. If anything, your brutishness will only coerce me into signaling my drones to descend. I will slaughter everyone you love and I will take your cities.

Supergirl’s eyes- once burning bright with heat vision- now cool down.

She has relented.

SUPERGIRL: What was the point of this?

BRAINIAC: I can give you peace. I can shrink you down to the size of your compatriots in Kandor. You can live a happy life. I will give you everything you desire: an existence free of suffering. No more anger, no more abandonment, and no more guilt.

SUPERGIRL: What’s the catch?

BRAINIAC: You will have to say goodbye to Terra. You will remain here, in this display room, in Kandor for the remainder of your days.

SUPERGIRL: What incentive do I have to even consider your offer?

BRAINIAC: Your mother and father still live. They reside in Kandor along with its one-hundred-thousand inhabitants.

Supergirl is shocked by this information. She reacts as if she’s been punched in the chest.

For a moment, she’s not Supergirl anymore.

She’s not Kara Danvers either.

She’s Kara Zor-El again.

That scared 13-year-old girl in that pod.

Her next words are barely audible, an awed whisper, in Kryptonian:

SUPERGIRL: Ieiu? Ukr? (subtitled) Mother? Father?


Lena walks into her office to find her chair facing the window.

LENA: Excuse me, you can’t be-

The chair swivels around. Brainiac in its Turing disguise.

BRAINIAC: Hello, Lutessa. You and I have much to discuss.

Lena tenses, backing away.

BRAINIAC: Have you missed me? I have missed you.


Alex, J’onn, and Maggie intercept Max as he exits the building.

MAX: Alex, Director Henshaw! Good to see you again. What may I assist you with?

J’ONN: The woman. Where is she?

MAX: I’m not sure I know what you mean, Director.

ALEX: Don’t play coy, Max.

MAX: And where’s the fun in that? I find coyness the easiest way to stay alive around aliens like your friend here. Of course I know, I’m me.

J’ONN: The you know I can make you tell us.

MAX: In what universe do I not have the necessary precautions?

He taps his earpiece.

MAX: Mimics Kryptonian brainwaves just enough so you can’t see inside. Nifty, right?

MAGGIE: Maxwell.

MAX: What do you want with her anyway? What value is she to you? You can’t exactly detain a Kryptonian.

MAGGIE: You said she’s comatose.

MAX: And she is. For now. But what happens when she wakes up and we potentially have another Myriad on our hands?

ALEX: That technology was neutralized years ago.

MAX: You know what I mean! These Kryptonians put me to shame. They could figure something out (snaps) like that.

He continues even as the trio brush past him and toward the entrance.

MAX: Don’t say I didn’t warn you!


The agents gaze upon the comatose woman.

ALEX: J’onn?

J’ONN: I can’t read her mind.

MAGGIE: So she is Kryptonian?

J’ONN: But not from here. Alex, what did our friends from a parallel Earth say about other Kryptonians?

ALEX: Nothing. The only alternate-universe Kryptonian we’ve ever seen was the one that Darkseid possessed three years ago and she’s dead now.

Maggie notices a file by the woman, resting at the foot of the bed. She opens it, peruses.

MAGGIE: ‘Karen’.

J’ONN: Karen?

MAGGIE: I guess it’s the name Max gave her. She said the only thing she ever said was ‘star’.

MAX (voice, O.S.): Well I couldn’t exactly name her ‘Kara 2.0’, now could I?

J’ONN: You know we can’t let you keep her here.

MAX: What are you gonna do? Let her fly around the city doing God-knows-what?

ALEX: You don’t know if she’s a hostile.

MAX: They’re all hostile, Alex! Even your sister and her cousin! Red Kryptonite is enough proof of that.

ALEX: Isolated incidents!

MAX: Alcohol doesn’t change who you are, it just reveals it. Lying to yourself doesn’t look good on you, Danvers. But I know when to back down. You wanna take her? I won’t stop you.

MAGGIE: You’re not calling security?

MAX: Oh, I did. I told them all to watch the giant skull ship.

MAGGIE: I didn’t figure Maxwell Lord for a man prone to changes of heart.

MAX: Consider this a favor for an old college friend. Besides, if she’s a threat we have someone to take her down. Go before I change my mind.


Lena wobbles slightly, but stands her ground. Brainiac smirks and rises, crossing over to her.

BRAINIAC: Been a minute since I was inside that genius mind of yours, Lutessa.

LENA: Get. Out.

BRAINIAC: And why would I do such a thing? I am so close to bringing you home, to bringing humanity to its rightful place.

LENA: To be part of your twisted collection?

BRAINIAC: That is one way of putting it, yes. Kara Zor-El.

LENA: What about her?

BRAINIAC: You care for her. Greatly. You think-

LENA: Enough. What does she have to do with this?

BRAINIAC: She is with me on my ship. With Kal-El. But you were already aware of such a development. When the witch exiled me from your body, something was left behind, wasn’t it?

LENA: Why are you here?

BRAINIAC: You are special to me, Lutessa.

The alien gets in Lena’s face. Very closely.

BRAINIAC: Very special indeed. I wanted to extend to you the opportunity to join me in exploration of the stars, collecting the knowledge of whole civilizations and studying alien life forms.

LENA: Destroying planets and imprisoning the survivors, you mean.

BRAINIAC: Semantics.

LENA: I’ll pass.

BRAINIAC: Then you are of no use to me. The time has come for you to be terminated.

Brainiac grabs Lena and THROWS her across the room, through the window. Lena falls.



Lena falls. A FIGURE catches her and sets her safely on the ground.

Lena looks up at her savior. It is Non. Wordlessly, he nods to her and flies away.


Kara stares at the bottled city of Kandor.

KARA: My parents and I were in Argo City before Krypton exploded. How did they survive?

BRAINIAC: They transported themselves to Kandor before Argo City was encased in a protective dome. They thought it best that they die with their home, for doing nothing to stop its end. This was right after you were jettisoned into space, but they did not realize that Kandor was in the process of being transported to my ship here. My technology was much slower in those days. And so they exist in the miniature city, futilely awaiting release that will never come. They crave nothing more than to see you again, Kara. They…

The being stops its monologue.

KARA: What?

BRAINIAC: Kal-El has ceased screaming.

KARA: Let me go to him, please.

BRAINIAC: I calculate that you will not attempt escape given the new information I have shared. Am I correct?

KARA: Yes.

BRAINIAC: Then go. You will be monitored by another drone.

Kara takes her leave of him.


Clark has passed out, his suit torn and bloody. The probe Brainiac mentioned is nowhere to be found, but another drone in James’ form stands at attention.

BRAINIAC: Kara Zor-El. A pleasure to have the Son of Jor-El and the Daughter of Zor-El in the same room. It is also a pleasure to have you as captives.

KARA: Not returned.

BRAINIAC: I sense a deeper defiance about you. You still believe you hold the moral high ground and will defeat me.

KARA: You’re evil, Brainiac. I fight evil, it’s what I do.

BRAINIAC: The lines are blurred, Daughter of Krypton. The lines between good and evil must be redrawn in this brave new world.

KARA: Will you give my cousin and I a moment?

BRAINIAC: I… (considers) Yes. I will be right outside. You have sixty seconds to relay whatever it is you wish to relay to Kal-El.

He turns his back. Kara smirks as she turns and PUNCHES A HOLE through the drone’s back out its chest.

Alarms go off.


The drone turns back, as if to attack, and promptly collapses at her feet, the ‘James Olsen’ guise dissolving to reveal a metallic endoskeleton design.

Kara unfastens Clark’s restraints and exits into a:


Kara carries her unconscious cousin down a lit hallway. No one has arrived to stop them.

She makes her way down it.


Alex and Maggie carry the unconscious woman (KAREN) over to the sunlamp bed. Turn the settings to ‘red sun’.

Nothing happens for a few beats. And then:

Karen opens her eyes and gasps.


LUCY LANE looks out the window at the night sky, seeing Brainiac’s ship illuminated by the moonlight. She’s on the phone with someone.

LUCY: No, Lois, I have no idea whatsoever. I haven’t seen Clark since last week, and I haven’t seen Kara since the Myriad incident. Yeah, I do too. I wish Dad was here too. He’d probably be ranting about blasting the ship out of the sky right about now. Tell Chris hi for me, will you? I’ve missed that kid. No, I’m not jealous. You’re a great mom to that boy, blood or not. I mean, he is Kryptonian after all.

Her phone buzzes.

LUCY: Hey, I gotta go, Lo. I’ll call you back in the morning. Love you, bye.

She presses the ‘accept call’ button.

LUCY: Yes?

UNIDENTIFIED MAN (voice): Does Lois know about your mission?

LUCY: No, and I intend to keep it that way for a while. What is my mission?

UNIDENTIFIED MAN (voice): I need you to kill Maxwell Lord.

LUCY: Sir?

UNIDENTIFIED MAN (voice): Do it.

The line goes dead.

Lucy is conflicted.




Kara and Clark make it all the way down another hallway. They turn a corner to:


Kara groans. Clark begins to regain consciousness as Brainiac (in its Raven Turing guise) approaches the pair.

BRAINIAC: I see that you are going in circles, Kara Zor-El.

Kara’s eyes go red with her heat vision.

BRAINIAC: What do you hope to gain by- UGH!!

A large piece of metal explodes out of the android’s chest, and as Brainiac falls we see Non standing behind the fiend.

NON: Go. Take him. I shall retrieve Kandor.

KARA: Why the sudden change of heart?

NON: Consider it pragmatism. I recognize that in order to restore Kandor to its rightful glory, then we three must work together. Even if siding with a blood traitor goes against everything I believe, I must do what I can for the greater good of saving what is left of our world. Do not mistake my love for Krypton for a truce, for this is not one.

KARA: Perhaps it can be a start. You said after we fought in the desert, you found yourself home again. What did you mean?

Non does not respond, verbally or physically, but instead flies off through the rest of the display room. Searching.


Karen sits up, looking most pale. She’s groggy.

J’ONN: Hello?

Karen does not reply.

ALEX: Do you know where you are? What planet you are on?

MAGGIE: Why did you come here?

Karen does not respond immediately, and her voice is hoarse from disuse. When she speaks, she tests out the slurred words:

KAREN: K… Kandor.

ALEX: Kandor is on Brainiac’s ship. We have friends who are going to bring it back.

MAGGIE: Wait, wait- what? Kara and Clark’s hometown still exists?

J’ONN: Something I gleaned from the drone impersonating agent Schott.

ALEX: Have you heard anything from Kara?

J’ONN: Not yet.

KAREN: F-f-f-ff-find Kchhhahhndohrr.

She tries to stand, only to almost fall. Maggie catches her.

J’ONN: Well we know she speaks English at least.

MAGGIE: Easy, easy. You’ve been in a coma for almost half a decade. Maybe stomp on the brakes on the locomotion thing for a minute. Huh? What do you think? You’re very weak, just stay here for a little bit, okay? We will help you find Kandor.

Karen zeroes in on the door and pushes Maggie aside, making a beeline for it. She falls again. Maggie helps her up once more and leads her back to the bed.

KAREN: No! Kandor!

MAGGIE: We are going to help, but you won’t be of much help yourself to much of anyone like this. You need to rest.

KAREN: Brainiac! Has! Ka-

J’onn pulls down her hospital gown just enough to stick a syringe into her neck. She goes limp in Maggie’s arms almost immediately.

J’ONN: Sedative. Made specifically for Kryptonians.

ALEX: Was there Kryptonite in it?

J’ONN: Just enough of the synthetic blue that Olsen helped Miss Luthor make before he departed to keep her down for a few hours.

ALEX: Are we anywhere on the Winn search?

Speak of the devil, WINN SCHOTT staggers in. The real Winn. He’s bruised, beaten. Whatever happened did a number on him.

ALEX: Oh my god! Winn!

She runs to him, helps him stand.

MAGGIE: What happened to you?

WINN: Some scary Terminator-looking thing jumped me. I woke up in the lobby like ten seconds ago.

Winn looks like he could pass out at any given moment.

J’ONN: Do you remember anything?

WINN (panting): Cold. Display cases, little… cities…

And he passes out.

J’ONN: He was on the ship.


Brainiac stares up at Kara, “bleeding” some sort of metallic silver substance from both the chest wound and mouth.

BRAINIAC: You believe you have won? You cannot kill me. I will always come back, for I am-

Kara RIPS the piece of metal from the drone and then STABS it in the neck with the object.

KARA: Come back from that.

Non flies back to them. He holds the display case containing Kandor in his hands.

KARA: Where will you take it?

NON: Somewhere safe. I reiterate that this is not a truce.

KARA: Maybe someday.

NON: Unlikely.

He flies off. Another drone, also in the Turing visage, steps from the shadows.

BRAINIAC: He will find no safe haven for them.

KARA: You’re letting him leave with your prize possession?

BRAINIAC: I have my reasons. Go before I elect to disregard those reasons in favor of eliminating you both.

KARA: This is not over.

BRAINIAC: I doubt it will ever be, until one of us is dead. The drones will not descend, not yet. Tell Maxwell Lord hello for me.

KARA: Lord?

BRAINIAC: I said go. Now.

Kara glares at her adversary, ‘what’s your connection to him?’ but gets nothing. She leaves with Clark in tow. Brainiac smirks.

What is the alien planning?


Lena sits alone, staring into her laptop. Clearly shaken. Max waltzes in.

MAX: Stare at that for too long is gonna seriously screw up your eyesight.

He chuckles, sitting on her desk and offering her that disarming grin of his.

LENA: Bite me.

MAX: You okay? You took a bit of a tumble there.

LENA: As well as can be expected. Why are you here, Mr. Lord? How can I be of service?

MAX: Max is fine. And I’m here to offer you something I think you’ll have a hard time turning down.

LENA: And what is that?

MAX: A merger with Lord Technologies. More and more aliens and monsters are coming out of the woodwork. Werewolves, witches, vampires, things from our darkest nightmares, and it’s all because some cosmic lounge singer decided she wanted to make a “better reality” by mashing the multiverse together. Lord Tech and L-Corp could help defend humanity from those things that go bump in the night.

LENA: Omniverse may be a more appropriate word, Max, and I don’t need a history lesson in something literally all of reality has been living for the last four years. We all have front-row seats to the madness. I’ve met this “cosmic lounge singer”. Her name is Amara, she’s the personification of the nothingness that existed before creation and she’s not the warmest person ever. I wouldn’t go snooping about for her if that’s your endgame. She’ll come to you when and if she’s ready. You’ll wish you were never born once she’s done with you.

MAX: And you know all of that from experience?

LENA: Conjecture based on how my friends have described her.

MAX: Laurel Lance and her band of colorful, gleeful lawbreakers?

LENA: The Birds help people, Max.

MAX: Via vigilantism. It’s a brave new world, Lena.

Lucy enters and levels her gun at Max’s head.

LUCY: Too bad you won’t be around to see it.

MAX: Were you waiting for an entrance line? I feel like you were waiting for an entrance line.

LENA: Excuse me? Who are you?

LUCY: Major Lucy Lane, United States Military.

LENA: Lois Lane’s sister. I heard about your father, I’m sorry.

LUCY: Don’t be. On your knees.

LENA: Major Lane, you do not want to do this.

LUCY: I do.

LENA: No, you don’t. You really don’t.

LUCY: Yes.


MAX: Put the gun down, Major Lane, we can talk this over.

LUCY: I have my orders.

LENA: Oh, so the government wants you dead now, Max?

MAX: Hardly the time! Put it down.

Lucy wavers, but not long enough for Max to do anything.

MAX: Put the gun down. Put. It. Down. Right now.

Lucy hesitates.

MAX: Put it down.

Lucy puts the gun down. On the floor.

MAX: I didn’t mean literally.

Lucy stands there, freaked out but unable to pick it back up again. It’s almost like she’s frozen.

LENA: You must be a pro at this, I’m guessing? Talking people out of shooting you?

MAX (curiously): No, despite popular opinion. Lucy, pick it back up. Put the safety on and empty the chamber.

Lucy does as he says; the bullets clatter to the ground.

LUCY: What are you doing to me?

MAX: No idea. Give me the gun.

Lucy hands Max the gun.

LUCY: I hear your voice in my head when you speak.

MAX: You were never here, Major Lane. Turn around, go home. You were never here.

LUCY: You can’t just order me around!

MAX: Seems I can. Go home, forget the last thirty minutes or however long it took you to get here and go back home. You’ve been at home all night watching some stupid primetime dribble.

LUCY: I’ve been home all night watching some stupid primetime dribble.

Max is noticeably freaked, but retains his cool.

MAX: Yeah. Go.

Lucy turns and leaves. Max turns back to Lena.

LENA: What the hell just happened?

MAX: No idea.


Winn is now on the bed opposite Karen. Maggie and Alex linger by the entrance as J’onn leaves.

ALEX: So today has been weird.


ALEX Kandor is still out there. My sister isn’t totally alone except for her cousin and those psychos in the Phantom Zone anymore.

MAGGIE: We got Winn back. James is still alive, I was kinda worried there for a minute. Multiple silver linings.

ALEX: Brainiac’s ship left National City’s skyline, no drone attack. We’re getting married today.

MAGGIE: Yep! We dodged a huge bullet there and- wait, we are? Today is-

ALEX: June first, yes.

Maggie smacks her forehead.

MAGGIE: It slipped my mind, I’m an idiot. I am so sorry. It’s almost midnight, is the courthouse still open?

ALEX: It will be. J’onn is officiating.

MAGGIE: Your boss is officiating our wedding?

ALEX: My mind-controlling, shape-shifting Martian boss is officiating our wedding. It’s one of the perks. Sometimes I still wonder how he breathes here, how he manages to adapt to a new physical form without getting seriously damaged in the-

Maggie laughs out loud.

ALEX: What?

MAGGIE: I love you, you big nerd.

She kisses Alex.

ALEX: You better.

They giggle and kiss again, smiling into it.


Kara helps Clark down onto the couch. He sighs in relief.

CLARK: Oh! Uh, thank god. Something soft.

KARA: Relatively more soft anyway. How you feeling?

CLARK: Like I got probed. Is this how those alien invasion conspiracy theorists feel in all those documentaries?

KARA: I guess so. I meant to ask before, have you heard from James recently?

CLARK: Last I heard was a few weeks ago. He’s good. He’s in Gotham, keeping a low profile. I hear he’s staying with a guy named Tim Drake. Seemed pretty swell. I told him to stay out of trouble if he could help it. Lois is great too, by the way, she keeps asking about you.

KARA: Tell her I’m doing well. Clark, I need to tell you something.

CLARK: Anything.

KARA: The drone that looked like James. I tore a hole right through it to get you out safely. I… I didn’t feel anything one way or the other about doing it.

CLARK: Kara, it wasn’t James.

KARA: I know, I know, it’s just… when Zod... did what he did, he made sure that I had a neural link to my doppelganger from Earth-17. The one that Darkseid possessed. I remember everything that he did while in control of her body. Everything he destroyed, everyone he killed or hurt while he was searching for the Anti-Life Equation. He was evil and cold and cruel. He had no remorse for anything he did. I mean, he was looking for a cosmic math problem and he was just this monstrous thing.

CLARK: And you’re worried that the neural link may be affecting your moral compass? Kara, that was over three years ago.

KARA: I know that, I do, but…

She sighs, rests her head on Clark’s shoulder. Sniffles.

KARA (voice breaking): Clark, I’m scared. I don’t want to turn into something I’m not. I’m so afraid of that.

Clark strokes Kara’s hair and kisses her forehead twice. She starts crying.

CLARK: That won’t happen. I know it won’t.

KARA: H-How do you know?

CLARK: Because you’re you. You’re strong, resilient. Far stronger than me. Than anyone else I know, really.

KARA: Thanks. You might wanna widen your social circle, though.

Clark laughs.

CLARK: I mean it.

He turns to her, holds their heads together.

KARA: But what if-

CLARK: Shh… shh-shh-shhh. El Mayarah, remember? El Mayarah, Kara.

KARA: El Mayarah, Clark.

Clark kisses her forehead again and holds her. Kara sighs deeply.

CLARK: And if something does happen, then we’ll fight it. Together.

A FEMALE FIGURE appears in the shadows.

KARA: Who are you?

ALURA steps into view. Alive and well, not aged a day since Krypton exploded.

KARA: Mother?

ALURA: El Mayarah indeed. Hello, Kara.




Alex, in a white wedding dress, stands with a suited J’onn. ELIZA and a YOUNGER BLONDE (LESLA) are in attendance as witnesses. Alex is near tears.

J’ONN (warmly): Maggie hasn’t even shown up yet, Alex.

Alex barely resists the urge to guffaw. J’onn squeezes her shoulder.

ALEX: Thank you for agreeing to do this.

J’ONN: Anything for you.

ALEX: Thanks, Space Dad.

J’ONN: “Space Dad”?

ALEX: It’s something Winn jokingly calls you sometimes.

J’ONN: I like it. Oh, there she is.

Maggie turns a corner and begins to walk down the aisle. She is an absolute stunning vision. Alex begins crying. J’onn too.

Eliza and Lesla smile.

Maggie makes it to Alex. Alex takes her hands.

J’ONN: Well I must admit I’m not the most well-versed in human marriage customs…

The brides-to-be and witnesses laugh.

J’ONN (CONT’D): But these two, this couple right here, have become very dear to me and I am truly honored to be officiating their wedding. I did this a few times on Mars and the ceremonies were different each time, in accordance with our own customs. Each couple would choose a location and order of ceremony that best suited their wants and needs. If the vows were to be said first or not at all, if they were to be private things shared afterward, if the rings were passed around to each guest as an aid in marital blessings, or if there was no formal ceremony at all. Just two people declaring their love in a small, mutually meaningful locale in front of the Gods. Today is a very special day. Two people are joining their hearts, bodies, minds, and souls together in love and life. There is nothing more sacred than that. There is nothing more profoundly exciting or full of joy than the beginning of what will no doubt be a happy marriage. Today we celebrate the union of Alexandra Danvers and Margaret Ann Sawyer. If anyone has any objections to this marriage-

Eliza cups her hands around her mouth like a megaphone:

ELIZA: Hell no!

Alex and Maggie snicker at Eliza’s curse.

ALEX: You know, I don’t know if I have ever heard you swear before, Mom.

ELIZA: Don’t get used to it.

J’ONN (CONT’D): Then I suppose we’ll get on with it.

He digs out a box from his jacket pocket.

J’ONN: Martian custom is that the one officiating keeps the rings.

He opens the box. The twin bands are marvelous to behold. The brides-to-be start crying all over again.

J’ONN: Special-made for my girls.

MAGGIE: Thank you, J’onn.

ALEX: They’re astounding. What are they made of?

J’ONN: I’ll tell you after.

ALEX (smiling): Okay.

J’ONN: Do you have any vows prepared?

MAGGIE: We do, but we’re saving them mostly for the larger ceremony. We can just repeat what you say this time.

J’ONN: Do you, Alexandra Danvers, take this woman, Margaret Ann Sawyer, to be your-

ALEX: Yes!

J’ONN: Oh. All right. And do yo-

Maggie surges forward and kisses the crap out of Alex.

J’ONN: Uh, I now pronounce you wife and wife!

He laughs. Eliza and Lesla laugh and then applaud. Alex kisses Maggie back with equal fervor. The witnesses give a standing ovation.


Lena, alone, is practically asleep at her desk. The door opens and Kara enters with a bag of donuts.

LENA: Kara! Hi! It’s almost one in the morning, what are you doing here?

KARA: I could ask you the same thing. I brought Krispy Kreme.

LENA: Did you now?

Lena moves to the couch. Kara joins her and opens the bag. She gives Lena one, on which the CEO promptly begins munching.

LENA: What’s up?

KARA: I saw my mom today.

LENA: Your mom that died?

KARA: Yeah. Is that weird?

LENA: Is today a significant day for her or for the two of you?

KARA: You could say that.

LENA: Are you okay? You seem a little shaken.

KARA: It’s just so hard. I thought that it would get easier. It feels like it was forever ago and yesterday and sometimes every day.

LENA: Well that’s grief for you. Mean bitch.

KARA: You can say that again.

She sniffles, adjusts her glasses. Lena scootches closer.

LENA: Kara? Hey, I’m right here.

Kara hugs Lena, burying her face in the crook of Lena’s neck. Lena hugs back.

LENA: Shhh-shhhh-shhhhh. Hush, it’s okay. It’s okay.

KARA: It’s been a really tough day.

LENA: I understand. Shhh…

She kisses Kara’s temple.

LENA: I’m right here. I am right here. I’m not going anywhere.

KARA: Promise?

LENA: I promise. I will always protect you, no matter what, and I will always support you. You remember when you told me that after Jack died?

KARA: Thank you.

LENA: Always.

Kara inhales a shaky breath, and then removes her glasses.

This is the first time Lena has seen Kara sans glasses.

She blinks a few times.

KARA: Lena, I-

LENA: I know.

KARA: Huh?

LENA: Kara, I know you’re Supergirl.

KARA: You… you do?

LENA: I’ve known for a while and I wanted to let us progress to a point where you were comfortable enough and trusted me enough to tell me on your own.

KARA: You’re not upset or angry or anything?

LENA: I was. Initially. Then I thought it over for a few days and I figured you must have a good reason. Didn’t seem fair to be too mad about that. I mean. Yeah, you lied. Big time. Again. I mulled it over and decided that it wouldn’t be fair to stay angry at someone who does such good for this city. For the world. Thank you, Kara, for everything.

Kara, already emotional from the day, bursts into tears and hugs Lena again. Lena smiles. She knows these are happy tears.


Eliza is taking pictures of Alex and Maggie. Very blissful, very cute.

LESLA: So cute you might spontaneously combust if you look at it for long enough.

ELIZA Forgive me, but who are you again?

LESLA: I’m Lesla. I’m a scientist. One of Maggie’s friends from the alien bar downtown. We go back.

ELIZA: Would it be wrong of me to assume you’re an alien?

LESLA: I certainly am, Doctor Danvers.

ELIZA: Oh, do I have some questions for you.

She goes back to taking pictures of the couple.


Brainiac (as Turing) sits across from a man whose face we do not see; it’s obscured by shadow.

MAN: Non is alive?


MAN: What’s your source?

BRAINIAC: General, my source is Kara Danvers. Non is in the Arctic Circle, in possession of the city of Kandor. I believe he plans to reverse-engineer technology from Brainiac’s skull skip to restore Kandor and its inhabitants to normal size.

MAN: Why should this be a concern?

BRAINIAC: You will have 100,000 new Kryptonans, all with the same godlike powers as Superman and Supergirl, to deal with. Speaking of, how would you like to know who Supergirl is?

The man leans forward and we finally see his face. GENERAL SAM LANE!

GENERAL LANE: I’m listening, Doctor Turing.

A man enters the room. He looks like Clark, but he’s not. There’s something different about him.

His eyes glow RED as he smiles at Brainiac.

GENERAL LANE: Doctor Turing, this is Hank Henshaw. He’ll be assisting you in locating Non and this Kandor.

HENSHAW: Cyborg Superman will do, general.

BRAINIAC: I look forward to working with him.

A devilish grin crosses Brainiac’s features.


Another Brainiac drone, also in the Turing visage, steps up to the main console.

KELEX 2.0 appears but Brainiac spills some blood on the console before the robot can react. Kelex 2.0 becomes docile, even friendly.

A fatherly voice sounds as Jor-El’s face appears in the crystal console. Clark is his spitting image.

JOR-EL AI: Hello, Kal-El. How may I help you today?

BRAINIAC (with Clark’s voice): I want to know more about Kryptonian history and culture.

JOR-EL AI: What would you like to know?

BRAINIAC (with Clark's voice): Everything, but begin with the Worldkillers.



  • Antagonists: Brainiac, Sam Lane
  • Title Meaning: Brainiac informing a captive Kara about how "The lines of good and evil must be redrawn in this brave new world", a reference to The Convergence.
  • This episode takes place on June 1, 2020, three years after the events of Nevertheless, She Persisted and six-months-to-the-day after Kara, Alex, and Lena returned to National City in Save My City.
  • Zod, Lillian, Samantha, and Reign do not appear in this episode. While Benanti does appear briefly as Alura, Astra does not appear either.
  • This is the third season premiere to feature Kara, Alex, Winn, James, J'onn, Lena, Clark, and Cat.
    • It is the second season premiere to feature Eliza.
    • It is the first season premiere to feature Maggie, Lord, Lucy, Non, General Lane, Lesla-Lar, Karen, and Brainiac.
    • This is the second season premiere to not feature Mon-El due to the character's death.
  • Max Lord, Non, and General Lane were last seen in Better Angels.
  • Lucy and Brainiac were last seen in the Save My City.
  • This is the first Supergirl episode to feature the original Brainiac. Indigo previously appeared as a recurring antagonist during the first season.
  • This is the first episode to not feature Brooks as a series regular, as James was forced to go into hiding in the end of the previous season's finale.
  • This is the first episode to feature Henshaw, now known exclusively by the moniker Cyborg Superman, in which he is not portrayed by David Harewood.
  • This is the first appearance of Lucy as a series regular, after recurring in the previous seasons, as well as the first appearances overall of Karen Starr.
  • The Fortress appears in the final scene, where one of Brainiac's "Turing drones" responds to the Fortress' information question with "everything". The scene was meant to appear in the midseason finale Brave Enough but was moved up. Here, the Fortress is voiced by Hoechlin as the AI of Jor-El.


  • Each "Brainiac" that has been faced up to this point has been a drone, while the real one has been comatose in her ship for centuries. This is a pull from the comics.
  • James has continued his crime-fighting in Gotham City. This is seen in full for the first time in Three Years.


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