After the last world crisis the Justice League faced, Amanda Waller (the government agent who tried to take down the JL because they were too powerful) started becoming their ally, and in her role as US Ambassador to the Justice League, she got to know Batman , Bruce Wayne, very well, gaining a large respect for him. As time went on, Waller saw him age, and realized he wouldn't be around forever. However, in her mind, the world needed a Batman.
Waller used her old super-secret-government-project (. A year later, Terry McGinnis was born, genetically the son of Mrs. McGinnis and Bruce Wayne.
Genetics, however, do not alone make a Batman, so Waller hired an assassin (Andrea Beaumont, the Phantasm from the '') to kill Terry's parents as the three of them were leaving a movie theatre, hoping that the same tragedy would cause the same response. Andrea couldn't go through with it though, and the project was effectively scrapped.
However, due to a cruel twist of fate, Terry's father ''was'' killed, by Derek Powers . Terry stumbled upon Wayne Manor and the Batcave, and the rest is future history (as seen in Batman Beyond ). Waller implies that she believed it was a form of divine interference which led to the death of his father because it was still Terry's fate to become Batman.
When Terry learns that he is the son of Bruce Wayne, he is at first angry. He imagines how he confronts Bruce Wayne with this information (in the form of black and white segments) and turns his back on the future Justice League, saying "Batman is dead". Convinced that Bruce won't tell him the whole story, Terry breaks into Waller's home to get the story straight from her. When he finds that Bruce is innocent, he returns to the Batsuit, shares a moment of mostly unspoken reconciliation with Bruce, and takes off to patrol Gotham...
- Although it is ambiguous on-screen, producer/writer Dwayne McDuffie has confirmed that the black & white sequences are Terry imagining what would happen if he did resign as Batman, ''not'' flashbacks or events that actually occurred.
- The episode was written and produced before ''Justice League Unlimited'' was renewed for further seasons, so the episode was also intended as an epilogue for the entire '', all the way to ''Justice League Unlimited.''
- In a flashback to the present, we see an early incarnation of the Royal Flush Gang . In an episode of ''Batman Beyond'' when Terry was fighting them, Bruce had mentioned that ''"Batman's been fighting this gang for decades"''. However, we hadn't seen them until the Justice League episode "Wild Cards", featuring the original Royal Flush Gang as formed by the Joker.
- --- The leader of the gang shown here is Ace , a member of the original gang.
- --- Waller says, "The Justice League were fighting the second group of criminals to call themselves the Royal Flush Gang... or was it third? Who can keep it all straight?"''
- --- Also, many members of the Royal Flush Gang are puns of their names:
--Ten is based off Bo Derek in the movie '' 10 .'' (You can tell by the cornrows)
--Jack is a samurai, a reference to the show '' Samurai Jack ''.
--Queen is revealed to be a man, a play on Drag Queen .
--King is an oversized head in a floating chair, a reference to MODOK , a creation of Jack "The King" Kirby.
- We find out that not only are Terry and Dana still dating, but that he eventually told her that he's Batman. However, during the black & white scene, he refuses to marry her out of fear for her safety. Towards the end of the show, Terry does call Dana telling her that they are still on for the weekend and that he needs to ask her a question before pocketing an engagement ring.
- When questioning Bruce about the Cadmus procedure that could have altered his DNA, Bruce says that those procedures have been illegal for decades. Terry responds, ''"Didn't stop the Joker from using them on Tim Drake,"'' referencing the '''' movie.
- As Terry's parents are walking into the hospital, Temple Fugate, aka the Clock King , walks past them, stopping to check his pocket watch. As a former agent of Cadmus, Amanda Waller presumably recruits him to switch the flu vaccine for the nanotech solution that rewrites Warren's reproductive DNA to match Bruce's.
- The film that Terry and his parents were leaving when Phantasm was supposed to kill them was ''The Gray Ghost Strikes''. The Gray Ghost (voiced by Adam West ) was the childhood hero of young Bruce, and eventually teamed up with Batman in one of the original ''Batman: The Animated Series'' episodes.
- Waller's referring to her project as "Project: Batman Beyond" is, of course, a reference to the title of the series.
- The appearance of Phantasm is the first time she's shown up since originally appearing in '' Mask Of The Phantasm .''
- On his warpath in the Batcave, Terry says that ''"Barbara, Tim, Dick, Selina - they all loved you! But you forced them all to turn away from you!"'' This references Batgirl , Robin , Nightwing , and Catwoman , respectively.
- Towards the end, Bruce tells Terry ''"Kent called. Nothing apocalyptic. He'd just like your take on a case he's working on,"'' reminding us that Superman is still alive and well (and likely still in the Justice League Unlimited) even 10 years past the end of Batman Beyond. (This further enforces the idea, occasionally put forward by the comics, that Superman may be Immortal , though when he appeared in the ''Batman Beyond'' crossover episode "The Call" he was shown to have aged slightly.)
- When he's about to give up being Batman, Terry joins a fight with the current JL, against four criminals. We've seen three of them in Batman Beyond ( Shriek , Inque , and Stalker ), with the fourth being a version of Superman's foe, the Parasite , who closer resembles his comic-book incarnation (although whether or not it is the original animated Parasite is unknown). The Future Green Lantern tells him, ''"Nice of you to drop in, seeing as three-quarters of the Iniquity Collective are from your Rogues Gallery."'' Rogues Gallery is term used by fans to describe a hero's group of personal, recurring enemies. This episode, however, is one of the first times such a group has been called as such in-universe.
- Though it is never stated out loud it is more than likely that Bruce is also the biological father of Terry's younger brother Matt.
- The final sequence of this episode, featuring a flying Terry silhouetted against buildings and starting an airborne police craft, is a shot-for-shot reversal of the opening scene of " On Leather Wings ," the very first episode of the original ''Batman: The Animated Series''.
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