New Year's Eve 1999 was a stressful time worldwide. Everyone was concerned about the so-called "Y2K Crisis," which would have had computers worldwide crashing when their internal systems rolled over from 1999 to 1900 instead of 2000. Thankfully, not a single computer in the world was actually affected...except in Metropolis.
Brainiac 2.5 took advantage
of Lex Luthor's own protective software to download a future version of itself, Brainiac-13, to the present. In the
course of this upgrade, Brainiac upgraded the entire city of Metropolis, turning it into a true City of Tomorrow.
Brainiac-13 also took control of all machinery on the planet,
infecting it with the B13 programming--including all the robotic heroes on Earth, as well as the villains! For some
time the JLA had its hands full, dealing with rampaging electrical systems around the world.
Superman and Lex Luthor both tried to battle Brainiac-13. Superman was aided by Kelex, one of his Fortress robots, and also given a vital clue by the arrival of the Eradicator from deep space. From the Eradicator's human host, David Connors, Superman learned that the technology from the ruins of Superman's arctic Fortress ruins was calling out to the B13 tech.
The B13 tech, keen on devouring and upgrading all existing technology on the planet,
was racing towards the arctic like a child after a sweet. Unfortunately, the B13 technology would be powerless
against the alien Kryptonian tech. The Eradicator warned Superman that the Fortress' programming was going to
consume the B13 virus and make itself unstoppable before returning to its original program of converting Earth into
a new Krypton! Together, the Eradicator and Superman flew to the Fortress ruins, and managed to stop the Fortress
from absorbing the B13 technology.
Lex Luthor, meanwhile, was aided by Brainiac 2.5, which had managed
to install some of its programming into the body of Luthor's infant daughter, Lena. Working together, the two used
a battlesuit which Luthor's people had stolen from the ruins of Superman's arctic Fortress, knowing that Brainiac-13
would be defenseless against the Kryptonian technology.
Just before Luthor and Superman destroyed Brainiac-13, however, the
computer struck a deal with Lex. It would
give Luthor complete control of the B13 technology, in exchange for the Brainiac 2.5 program...and its host, the
baby Lena! Sadly, horribly, Luthor agreed to the bargain, sacrificing his own child for the chance to have total
control over the future technology which now ran the city of Metropolis.