Iron Man swooped down and dived at the robot. He rammed it with all the cybernetic strength his armor possessed. The robot was knocked backwards and Iron Man continued to pummel it with his metal-gloved fists. The robot unleashed a blast of energy from it's chestplate, which momentarily disrupted Iron Man's armor. In the few moments it took for his systems to go back online, the robot swatted him away. Iron Man fell to the ground, but quickly got back up. "Okay, C-3PO, let's try that again!"

Before he could act, an arrow hit the robot from behind. The arrow exploded with formidable power. The robot teetered slightly. Iron Man saw the notorious archer Hawkeye, whom he had met again recently, rushing into the fray. "Let's take this Battlestar Galactica reject down!" Hawkeye yelled.

Iron Man let loose with another burst of repulsor rays. The robot was forced ten feet backwards. Another arrow from Hawkeye hit the robot and released a corrosive acid. The acid started to eat its way through the robot's metallic outer shell.

"Tally ho! Make way for the Swordsman!" yelled a voice, as a costumed swashbuckler leapt into action. Iron Man had heard of the Swordsman. However, in the moment that Iron Man and Hawkeye were distracted by the Swordsman's boisterous entrance, the robot ejected a tiny pod which escaped the area unseen.

The Swordsman leapt towards the robot, and evaded a blow from its metal limb. Then, the Swordsman thrust his sword into the area of the robot's armor coat which was being eaten away by the acid. The sword pierced into the robot's insides. The robot began to jerk around and stagger. It then fell to the ground and didn't move again.

Iron Man landed on the ground next to the Swordsman. Hawkeye joined them. They looked down at the robot. It was defeated. Iron Man looked at his two new allies. "Nice work, you two. I appreciate the help."

"I told you I'd be watching your back, didn't I?" Hawkeye said. "This is my bud the Swordsman. He's my partner. Where I go, he goes. I'm going straight and so is he!"

The Thinker brought one thing with him when he moved into that lab . . . The Adapting Gene. It had been brought to Earth by the mysterious alien called the Collector, who used it to create the Carbon Copy Man, a being who had all the powers of the WWII superteam, the Justice Society. The Thinker had been wanting to create a new android, one with the power of the newest super guys on the block . . . the Avengers League. Even when the Avengers League broke up several years ago, the Thinker continued his research on the Adapting Gene. Recently, the Avengers League reformed and the Thinker redoubled his efforts to master the gene. Days ago, he succeeded.

He knew how to make the Adapting Gene work. He only needed one more item. An isotope that Stark Enterprises had. He had his drones build a very advanced robot, one powerful enough to deal with Iron Man if he tried to stop the mechanoid. The pod was designed in case of an emergency. Apparently it wasn't a wasted effort. Iron Man must have destroyed the robot. No matter, The Thinker mused. I have what I need.

The Thinker ordered his robots to complete the preparations for activating the dormant Gene using the Isotope. When they were done, all the Thinker's scans proved that the Adapting Gene was ready to be used. It could recreate any type of strength, speed, energy or ability.

The Thinker had also spent the past few months building an android. It was a large, impressive creation, basically humanoid and designed to be eye catching and colorful. But it was no great marvel. Not yet. Not until the Thinker put the Adapting Gene into it. Now it had the ability to recreate any super power the Thinker could program into it.

The Thinker been gathering information on the Avengers League. He tapped into government records, took energy readings of their power levels during a recent public brawl, filmed them, downloaded newspaper articles, anything at all that he could find out about them. He believed that he had a completely accurate picture of what each of the Avengers Leaguers could do. He programmed that information into his android, and the Adapting Gene kicked to life, remaking the androids synthetic body and systems until it was a walking gestalt of the powers of the Avengers League. Anything they could do, the android could do equally well, if not better.

There was one last thing to do. The Thinker downloaded his mind into the cybertronic brain of the Android. Now he was the Android. The Thinker/Android sat up. He/it looked at his/its hands.

"After all these years, to have limbs again. To walk and touch again. And best of all, to have power! Power enough to crush anyone! The combined power of the Avengers League! I am the most amazing creature in the world! I will call myself . . . Amazo, the super android! And to prove to the world that I am it's ultimate marvel, I shall destroy the Avengers League!"

"They each have unique abilities that could be very useful to us," Iron Man said. "I've seen them work, so I know. I also know that they have the courage of true heroes."

"It isn't their courage or abilities we're questioning," Captain America said. "The problem is that their reputations are hardly spotless. We have to maintain the public faith."

"Especially now," Wasp added. "With this whole mutant thing going on. People need to know that their heroes are above reproach."

"And anyone who's not above reproach isn't good enough for us?" Iron Man asked. "Have we become so elitist that we aren't even willing to give anyone a chance unless their past has been covered with glory?"

Batman, who had been sitting quietly, finally spoke. "It has nothing to do with glory. I was never covered in glory. I've been called a vigilante. Don't twist our words around. What this boils down to is a question of trust. Can the public trust us if we have two suspected criminals on our team, and more to the point, can we trust them not to betray us? If someone offered them enough of an incentive, would they revert to type?"

"They just helped me out of a tough spot," Iron Man said. "I'll vouch for them. Or don't you trust me either?"

"As much as I trust anyone," Batman answered. "But that still doesn't mean you're not making a mistake. Perhaps the fact that they've helped you out is clouding your judgement."

"And perhaps you're just paranoid and overly suspicious," Iron Man said, then looked at the other team members. "What about the rest of you? What do you say?"

"Well since you asked," Flash said. "I'm up for giving them their shot."

"Your naivete is showing," Batman said.

Flash winced. He was intimidated by Batman.

"Let everyone have their say," Iron Man insisted.

"He had his say," Batman countered. "And I have my opinion of that say."

"What about you, J'Onn?" Captain America asked.

"I'm unsure," Martian Manhunter said. "On one hand, I wish to give them the benefit of the doubt. On the other hand, Batman has a valid point."

"You could read their minds," Batman suggested.

"No," the Martian insisted. "That I will not do! Not without their permission. I do not like to violate the private thoughts of others."

"I could use my magic lasso," Wonder Woman said. "It will give us the truth."

"What if they refuse to submit to it?" Iron Man asked.

"Then they're hiding something," Batman said.

Quasar headed for the door. "Look, I'm just a rookie, so the rest of you decide. I'll go along with whatever you say."

"No, don't go," Cap said. "You're an equal partner in this team. You have an equal say. We want to hear your opinion."

"All right, then," Quasar began. "I'm inclined to let them in. I don't think we should condemn them without giving them a chance."

"Thank you for being a reasonable human being," Iron Man said.

"Another novice," Batman muttered.

"We need to settle this!" Captain America insisted. "So far the vote is three in favor, three opposed, and one undecided. What about you Diana? You haven't voted yet."

"I don't like to rush into such important decisions," she said. "I reserve judgement for the moment."

"Another undecided," Cap said. "A tie."

Iron Man was getting impatient. "So how do we . . . "

The sound of a loud impact and the intruder alarm interrupted the debate. Flash instantly zipped over to the read-out screen. "Someone just put a hole in the wall of the section A, front."

"Avengers League Assemble!" Captain America shouted, and the team quickly slipped into formation. They headed for the sector in question.

They came in force, eight of the worlds greatest heroes! At the sight of Cap's hand signal, they spread out into an attack formation. "Who or what is that?" Iron Man asked.

The Martian Manhunter strained to come up with an answer telepathically but failed. "I can't read it's thoughts clearly. There seems to be a human mind there and yet I'm not sensing a normal brain."

"A cyber intellect?" Batman suggested. "An Artificial Intelligence?"

The intruder spoke. "You knew me years ago as the Thinker, Captain America."

"The Thinker?" Cap repeated. "You're the Thinker?"

"No longer, you shield slinging simpleton," the intruder responded. "You can now call me Amazo!"

"Amazo?" Flash repeated snickering. "What a goofy name!"

"I'm glad you're in such a cheerful mood," Amazo said. "You'll die happy!"

Amazo unleashed a burst of Martian Vision in the direction of Iron Man and Flash. Flash managed to avoid it with his speed, but Iron Man was rocked and leveled by the blast. Flash charged Amazo faster than the human eye could follow, but incredibly, Amazo side-stepped the attack and backhand slapped Flash to the ground. Flash past out, and the rest of the team was shocked.

"I should warn you, you imbeciles," Amazo said. "I have all your powers combined. That means I have the combined speed of Flash, Wonder Woman and Quasar. To me, even Flash is a slow moving sloth! You pathetic cretins have no chance against me!"

"We have to hit him from all sides," Cap yelled. "And hit him hard! Break and attack!"

The Avengers League made a valiant attempt to stop the Android, but none of them could touch Amazo. The android played with them like a cat with a mouse. He easily evaded their every attack. Even Wonder Woman and Quasar couldn't touch him.

"You fools don't realize that I can read your thoughts!" Amazo said. "I know what you're going to do before you do it! And with my speed, I can avoid any assault!"

"Try to . . . " Cap began.

Amazo interrupted. " . . . Pin me down with a crossfire! That's what you were going to say, my dear Captain! Good luck!"

Iron Man tried a wide dispersal of his repulsor array but Amazo was still too fast. Quasar tried a similar move and was similarly unsuccessful. Amazo blasted them with their combined powers. Wonder Woman tried to lasso the android but Amazo caught it in the air and, with a speed that even she couldn't match, tied her up with her own lasso. He swatted Wasp out of the air and then went for Captain America. Cap tried to use his shield to defend himself, but Amazo became intangible and past through it. He lifted Cap off the floor. "What should I do with you, oh great leader?" Amazo said.

Amazo was stunned for a moment by a blast of Martian vision from behind. He dropped Cap to the floor. Cap rolled clear of the android. Amazo looked around. He didn't realize until this moment that the Martian Manhunter was using his own telepathic power to block Amazo's telepathy.

"Clever little green thing!" Amazo said.

At super speed, Amazo launched himself fist-first into the Martian. With the combined strength of Wonder Woman, Iron Man and J'Onn himself, Amazo punched J'Onn through the wall, and out of the building.

Batman had retreated into the shadows to observe. There was no way to beat this thing in a battle. Amazo's telepathy was a big problem, but he couldn't be too proficient at using it yet. Batman believed that by staying far enough away and by keeping his thoughts calm and under control, his thoughts would be lost among so many furious, scared, desperate minds. He didn't think that Amazo was reading his mind for the moment. When J'Onn was knocked out of the building, Batman saw a chance to plot some strategy outside of Amazo's scanning range.

"This is our chance to score some brownie points!" Hawkeye said.

"Charge!" Swordsman yelled.

Swordsman and Hawkeye ran to the fallen Martian Manhunter. J'Onn groaned as they tried to help him to his feet. "Steady big fella!" Hawkeye said.

"Who are you?" the Manhunter asked weakly.

"I'm Hawkeye and this is Swordsman."

"I see," J'Onn said. "I'm glad to see you. We need some help."

"The calvary is here," Swordsman said. "We'll save the day!"

"Tell us what you need us to do, and we'll get it done!" Hawkeye said.

J'Onn was still shaken from the blow, and was rubbing his left temple. "I'm not sure . . . "

"I am!" said Batman, who was suddenly among them. "There is one slight hope. If it fails, we won't get a second chance!"

"All too easy," he said. The android looked around and noticed something. "Batman! Where is Batman?"

"Here!" the authoritative voice said. Batman had returned. "And as long as one Avengers Leaguer is standing, you haven't won."

"You won't be standing in a moment," Amazo said confidently.

Amazo tried to read Batman's mind, but couldn't. "You're blocking me? How?"

Batman had placed himself in a position where the Thinker would have to face away from the hole to look at him. An arrow came sailing into the hole, heading for Amazo. With J'Onn's hearing and Wonder Woman's instincts, Amazo detected the arrow coming. He snatched it out of the air easily. But the impact of the sudden stop caused the arrow to activate. It emitted a pulse of electro-magnetic energy.

"An arrow?" Amazo said. "Which of you uses . . . ?"

Amazo stopped talking. He felt his systems being disrupted. Too late he realized that the arrow had released an EM pulse. He tried to run out of range, but he was momentarily unable to access his super-speed. He tripped trying to run.

Swordsman leapt in through the hole in the wall. "Good night, sweet prince!" he said as he swung his broadsword and cut off the android's head.

The head rolled on the floor and the android's body collapsed.

"And that, as they say, is that!" Swordsman said.

"How exactly did you pull this one off, Batman?" Iron Man asked.

"Simple logic," Batman said. "I knew that the Thinker couldn't yet have mastered his powerful new body, and that the disrupting effects of an EM pulse would render him temporarily helpless. From the research I've done, I knew that Hawkeye had such an arrow. I got J'Onn to create a telepathic screen to keep Amazo from reading my mind. Since he wouldn't be expecting anyone else, Hawkeye and Swordsman would be a total surprise. While I had Amazo distracted, Hawkeye shot an arrow at him. I knew Amazo would easily catch it so I instructed Hawkeye to set the arrow to activate when it's motion stopped. The EM pulse disrupted Amazo's body and while he was helpless, Swordsman cut its head off. The Thinker's intellect was most likely placed in the cybernetic brain and so I guessed that decapitation would stop it. I was right."

"Is the Thinker alive?" Cap asked.

"In a relative sense," Batman said. "His mind is still active but it's trapped in the severed head of Amazo."

"Good thinking," Cap said. "Nice work."

"I guess this proves what I was saying earlier," Iron Man said. "Hawkeye and the Swordsman could be valuable commodities. They saved our bacon today."

"They were useful today only because they were not members," Batman said.

"So stubborn," Iron Man muttered.

"Well, after the events of the day," Cap said. "I'm going to back Iron Man and switch my vote to yes. I think we should give them a chance at membership. I have a hunch that some of the other nay-sayers will also have changed their tune."

"It looks like we've got two new members," Iron Man said.

"I'm still against it!" Batman said.

"Suppose we keep then as reserve members for a while, limiting their classified access," Cap said.

"Better," Batman said. "Not ideal, but better." He turned to J'Onn. "How are you feeling?"

"Fine," J'Onn answered. "Although I have a slight headache, and I'm seeing some strange lights. Probably just battle fatigue. I'll be fine."

"We're in, Mr. L!" The Swordsman said. "We have met the enemy, and we have suckered them."

"Perfect!" Luthor said. "Step one is complete. Now for step two. The total destruction of the Avengers League!"