Superman apprehends a thug wearing a Lexcorp designed super-battle suit. He flies the goon to Lexcorp's Hong Kong branch office and presents him to Lex Luthor. Luthor claims that the suit was stolen from him and he bears no responsibility for any attacks made against Superman's person by whoever was wearing it at the time, and a side-effect of the suit's use renders the user too brain-damaged to testify to the contrary. Still carrying the goon, Superman flies back towards Metropolis.

Lex meanwhile consults with one of his scientists, Dr. Cheng, who is overseeing a classified program known as Project: Changeling. By scanning Superman's DNA, Cheng hoped to construct a perfect clone duplicate of the Man of Steel – one that would be completely subservient to Lex Luthor. However, Cheng did not take Superman's alien biology into account and the Superman clone crystallizes, transforming into a twisted Bizarro mockery of the true Superman. Disgusted by Cheng's failure, Lex orders the creature destroyed. Bizarro escapes however and flies towards Metropolis.

Some time later, Bizarro arrives in town and begins demonstrating behavioral patterns similar to that of Superman. He assists a disabled ambulance and saves the blind Lucy Lane from committing suicide. He then steals a cheap business suit and attempts to walk to the Daily Planet as if he were one of their employees.

Clark Kent notices the strange creature, and quickly changes into Superman. The two begin fighting on the streets of Metropolis, until Lois Lane arrives to witness the destruction. Bizarro shares many personality traits with Superman, including a fondness for Lois Lane. He leaves Superman be, and whisks Lois away in his arms. He flies her to Lois’s apartment and meets Lucy Lane for a second time.

Superman recovers from Bizarro's most recent attack and discovers that his foe’s skin secretes a chalky, white residue. Analyzing the dust with his microscopic vision, Superman learns that Bizarro is in fact an android.

He tracks his adversary back to Lois's apartment and the two foes begin fighting once again. They fly directly towards one another, but once they collide, Bizarro's body explodes into a cloud of white dust. Miraculously, the dust settles over top of the blind Lucy Lane, completely restoring her eyesight.

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