Central City, 1955
At 10 minutes before midnight, the villainous Ghost intercepts the television broadcast and informs the populace that his mayor has refused to pay him $1 million. He warns that at the stroke of midnight, he will destroy downtown Central City. The people call out for their hero: the Nightshade. Soon enough, Nightshade leaves his secret base and goes to the Ghost's lair at the Central City Brewery. The Ghost has multiple television screens up and sends Nightshade a transmission, saying that he's the future. He then breaks open the front of one of the TVs and shoots Nightshade.
The hero recovers and confronts the Ghost at his control console, only to discover that it's his similarly clad sidekick, Belle. The Ghost stuns Nightshade from behind and then prepares to send the television signal that will detonate the bombs. Belle suggests that he not destroy the hospital, but the Ghost tells her that she can't let sentimentality stand in the way of progress. Nightshade uses a short-wave jamming device to short out the TVs. The hero grabs Belle and pulls her away as the room is consumed in flames.
Nightshade is unaware that the Ghost has slipped away via a secret passageway. He then enters his cryogenic freezing device and sets it to the year 1999. However, it malfunctions and changes the date to 1990.
Central City, 1990
The Ghost emerges from the chamber and discovers that the timing device has malfunctioned. He's still happy to have made it to the future and turns on the TV. Joe Klein is giving a newscast and then it cuts to a TV commercial for big-screen TVs with 178 channels. The Ghost gapes in pleasure and astonishment
At Star Labs, Julio gives Barry a ride so he can bring back Tina's laptop computer. Julio wonders why he's always there spending time with Tina and Barry insists that they're just friends. Tina comes in and says that they're going bowling, but Julio says that they have a TV telethon Sabrina put together. He realizes that Barry forgot to tell Tina about the telethon. Barry is hesitant to go on but Tina says that it'll be fun and she and Julio haul Barry away.
The Ghost goes to a video arcade and is disgusted that TV has been reduced to games. He's disappointed that there are no moon colonies or flying cars. He easily masters the video games and a couple of local street gangers compliment him. The Ghost soon works out the modern slang and offers them a job.
Barry is sleeping at home when Tina rings the doorbell. He changes at superspeed and answers the door, and finds Tina wearing an expensive dress in honor of the occasion.
A 35-year older Belle Crocker is performing at the Alibi Room. The Ghost tips her and she is shocked to discover that he's alive and unaged. He explains how he survived and that now he plans to succeed using the technology that has finally caught up to his imagination. He uses a remote to blow up the bar's TV and wishes that Belle had joined him in the freeze chamber.
At the telethon, Murphy is singing at the telethon with Bellows on piano. Host Joe Kline quickly gets them off the air and thanks Star Labs for its matching totals. Barry and Tina are on the phone and Kline has Barry move so he can sit in front with Tina. Sabrina tells Barry to take Julio with him to get some coffee because he's flirting with a woman. They find Garfield rehearsing for his magic performance and introduces them to their host, Dr. Desmond Powell, Chief of Staff at Central Hospital. Desmond explains that he's known Garfield for 30 years and pulls him away for a few minutes of private time.
On the set, Tina slaps Kline as he flirts with her, to the applause of all the female volunteers. Thugs break into the telethon and easily disarm Garfield, Bellows, and Murphy. When Kline points out that they it's a telethon and they don't have any money, the head thug knocks him out and tells everyone to watch the TV. The Ghost comes on and tells them he's waited 35 years for a technosociety sophisticated enough for his plans. Garfield jumps one of the thugs and accidentally releases a lighting bar. Barry changes to the Flash and rescues the volunteers beneath the bar as it hits the ground. He then changes back and escorts Tina out while Julio tells Garfield that thugs escaped with a truck full of broadcasting equipment.
Desmond returns to Nightshade's hidden base, now dusty and neglected, and picks up his old equipment.
The next morning at the station, Barry gives Garfield a report on the theft and admits they haven't turned up anything. Desmond stops by and tells them that the man on the monitors was the Ghost. Garfield points out that he'd be in his 60s and explains to Barry that back in 1955, the Ghost blackmailed the city. He disappeared and the newspapers claimed that the vigilante Nightshade took him out. Barry is intrigued by the idea of a masked vigilante and Desmond points out that some people thought that Nightshade was a hero. Nightshade faded away, forgotten, and Desmond points out that the life of a costumed adventurer doesn't leave much room for a normal life.
Belle brings the Ghost's former technician, Skip, to the brewery where he has set up headquarters again. Skip explains that everything is controlled through data networks and the Ghost can bring the city to its knees through television. The villain asks about the Flash and Belle and Skip tell him that he's busted a few gangs and nobody knows who he is.
Kline is on the air complaining about the telethon theft when the Ghost overrides the broadcast. As Barry watches at home, the Ghost announces that he plans to meet with the Flash at Star Labs. Desmond sees the same broadcast and leaves his secret headquarters in his special car.
The Ghost, Skip, and the thugs are stealing equipment at Star Labs just as the Flash arrives. He easily disarms the thugs but the Ghost traps him in a laser cone. He explains that in sixty seconds the cone will shrink down to a narrow beam, frying the Flash to a crisp. Nightshade enters the lab and Skip shoots at him. He wounds Nightshade in the arm before Nightshade can take him out with one of his special knockout darts. The Ghost removes Nightshade's mask but doesn't know who Desmond really is, and leaves him to bleed to death.
Once the villain and his gang leaves, the Flash disarms the security system at superspeed and goes to help Nightshade. He's shocked to discover that he's Desmond, and the doctor tells him to get his medical bag. He instructs the Flash in how to dress the wound and they slip out before the police can arrive. As Desmond gets to his car, he tells the Flash that it's good to meet the man who picked up the torch. After the Flash leaves, Barry comes by and claims he was driving by and he has a friend working at Star Labs. He offers to take Desmond home and the doctor decides to trust Barry with the rest.
Back at the Nightshade's base, Desmond admits that he was foolish to believe he could still fight crime after 35 years. Barry is impressed with all of the relics Desmond has of his other life, and asks what made him do it. Desmond explains that when he came home from Korea, the Mob and the crooked administration were squeezing Central City dry. Barry wonders if he thought grabbing a gun and fighting crime was okay, and Desmond tells him that he couldn't kill anyone after Korea so he developed a tranquilizer dart gun. He put on a mask because he was black and working outside of the law, and had to protect his loved ones. Barry understands all too well, and wonders why he never heard of Nightshade. Desmond explains that he quit after the Ghost and faded into obscurity, and suggests that nobody will remember the Flash in 35 years. When Barry points out that the Flash has done a lot of good, Desmond ruefully notes that Nightshade did as well but people forget. He gave up his health, his family, and his fiancée to fight crime. Garfield is one of his closest friends but he can't share his secret with him. They talk of the Ghost and Desmond explains that the Ghost created a way to turn a television into a camera, blackmailing people and breaking into secure buildings. He shows Barry the jammer he created but warns that the Ghost can do much more with the technology he stole from Star Labs.
At his secret headquarters, Skip helps the Ghost break into the power & light company. From there he can reach the telephone and water systems. The Ghost plans to wire himself into the systems, but a drunken Belle objects. He hugs her reassuringly but Belle says that she can't handle him back in her life after 35 years. The Ghost assures her that it doesn't matter and insists that he knows what he's doing, but Belle says that it isn't fair and leaves. He lets her go and tells Skip to plug him into the city database.
The traffic lights soon go crazy and Murphy and Bellows try to keep things moving. At the police lab, Julio loses eight hours of work on his computer as Barry and Desmond arrive. Tina calls to tell Barry that someone has destroyed her files as work. The computers go back to normal and Desmond figures that the Ghost is just warming up. He prepares to go out again to deal with his past, ignoring Barry's objections.
That night, Desmond goes to the Alibi Club. After a moment he removes his mask and goes inside to talk to Belle. She recognizes his voice and begs him to leave her alone, and wishes that the Ghost had just stayed a memory. Belle explains that the freezing process has destroyed the Ghost's mind and thinks he can control everything. She finally tells Desmond that the Ghost is back at the brewery and survived the fire in a hidden room.
As Desmond leaves, he finds the Flash waiting for him. He asks Desmond to show him how it's done and the doctor tells his fellow hero where they can find him. The Flash is eager to be off but waits when Desmond says they need a plan.
At the brewery, Skip tries to advise the Ghost against going through with his plan since they don't know the dangers. He warns that his old friend could be risking an electric lobotomy but the Ghost insists and enters the system. The villain taps into the entire city's power systems and broadcasts his image onto every video screen and computer across the city. The Ghost demands one billion dollars by dawn or he will destroy all of the computer records in the city and cut off every power line. Belle, watching from the bar, begs him not to but he signs off and cuts the power across Central City.
Bellows and Murphy arrive at the station as people storm in demanding help. Garfield is trying to communicate with the commissioner but the telephone lines are crossed. Julio reports that the hospitals are on backup power but they're operating blind.
Back at Nightshade's hideout, the two heroes try to come up with a plan. The Flash suggests that they use Desmond's jammer but he says that it's no longer state-of-the-art and broken. The speedster asks for an hour to fix it and takes it to Star Labs. Barry then supplies power by running on a treadmill to generate electricity. Tina then updates Desmond's transmitter.
Later, Nightshade drops into the brewery but the Ghost is waiting for him and tells his men to make sure the Flash doesn't get in while he handles Nightshade. He prepares to shoot Nightshade but the Flash drops his disguise and punches him. However, the Ghost jams his cable connections into the Flash and starts beating him up in the virtual reality. He then feeds the Flash wave after wave of television programming, overloading his mind.
Desmond comes in separately and subdues the Ghost's thugs. Skip finds them and the Desmond knocks him out. He then activates the new jammer, cutting off the Ghost from the city systems. The Flash removes the cabling from the comatose villain just as Nightshade arrives. Across the city, the power comes back on.
Later, the heroes retire to Nightshade's base and Desmond hangs up his costume. The Flash thanks him for everything he's learned and Desmond admits that he'll miss the thrill. He asks if the Flash has ever revealed his secret to anyone and the hero admits that there's a woman who keeps him on an even course. Desmond assures him that he'll be there if the Flash needs anyone else to talk to. When the Flash starts to remove his mask, Desmond stops him and says that he doesn't need to know and the Flash doesn't need his complication. He then gives the speedster his mask as the first souvenir for his own trophy room, and reminds him that the costumes don't make them different men.
Somewhere in cyberspace, the Ghost's consciousness drifts.