Tilly Lace: 1995 - Present

The only child of Clifton Lace and Jenet Klyburn, both promising researchers in their respective fields of solar energy and chemistry, Tilly was a well-loved child who inherited her parents' intellect and knack for the sciences. Properly nurtured and educated, Tilly was a girl that found wonder in all things and thirsted for more knowledge. Her parents were hired by STAR Labs shortly after the organization was founded, working out of the Metropolis Branch. Director Milton Fine was reportedly so impressed by a display of Tilly's intelligence while visiting the compound that he personally arranged for her to be considered a candidate for a prestigious private school in downtown Metropolis.

Tilly seemed to be rather blessed until the terrorist organization known as Kobra raided STAR Labs one early morning in a bid to steal some of its recently awarded salvage from the Brainiac invasion. Due to the hour of the raid, few employees were working that day which kept the body count low, but Clifton Lace was just arriving to work to get an early start on his work so he could skip out early to catch Tilly's presentation at her school's science fair. Though neither of her parents showed up, Tilly thought they had just got caught in traffic, but when she came home to show off her first place trophy, she found Milton Fine and Harrison Wells in her front room comforting her crying mother.

Devastated by the loss of her father, Tilly turned from a sweet, innocent youth into a girl who sought revenge against such acts of senseless violence. She became politically active, heading up after-school clubs that organized writing campaigns to both local and non-local politicians, demanding something be done about bringing these terrorists to justice. Tilly is still well-known for the passionate speech she gave on G. Gordon Godfrey's program, urging the military and Justice League of America to do something about Asim Muhunnad, the Khandaqi president who was known to be harboring Kobra within his nation's borders. Eleven-year-old Tilly's tearful plea was heard as three months later, not only did Khandaq revolt against their president but the United States Congress and the United Nations approved a military intervention to aid in the removal of Asim Muhunnad and to hunt down the leaders of Kobra.

While this war was being waged overseas, Tilly was accepted into the magnate youth program for Ivy University. It was here that she met a number of other intellectual equals, including Will Magnus. Tilly and Will bonded over the mutual loss of their fathers and desire to engage in military research. As Will specialized in robotic engineering and Tilly in computer software, they decided to combine their efforts and develop military robots with the intent of making massive amounts of mechanical soldiers to replace the living ones.

TillyWilly's first attempt at this frightened them as they realized they had potentially created a murderbot who did not distinguish between the ability to kill and the need to kill. While going back to the drawing board, Will wished it were possible to give robot soldiers a human soul and inspiration struck Tilly. The two workshopped the idea some more, fleshing it out and what was the result soon became their claim to fame: the responsometer, a device which allowed human personalities to be neuro mapped into artificial intelligence code.

After neuro-mapping one hundred volunteers and programming those results on their first twenty-five responsometers with little success, Will and Tilly's twenty-sixth responsometer produced their first operational prototype. The pair were quickly hired by STAR Labs where they opened the M.E.T.A.L. ('Military Enhancement Through Artificial Lifeforms') Project. However, after developing over twenty more responsometers with designs intended to be used for military application, Will heard that his brother Michael was killed in action in Khandaq. Furious, Will refused to design anymore robots with military designs, almost abandoning the project completely. Knowing she could not do this without Will, Tilly convinced Will to change the program to 'Municipal Enhancement Through Artificial Lifeforms' and develop robots more inclined toward domestic service and disaster relief.

Today, Tilly spends her time fine-tuning the programming of the seven prototypes known as the "Metal Men". Collectively, these seven robots are designed to be the ultimate answer to the needs of law enforcement, disaster relief, and crisis intervention. Though Tilly hopes to one day convince Will to open the project back up to the possibility of exploring more military applications.

Threat Assessment


  • Genius Level Intellect: Tilly is considered to be in the top 0.01% of the world's geniuses and is considered by many to be the world's foremost expert on Artificial Intelligence and a leading expert in a number of other fields including metallurgy, chemistry, and robotics.
  • Responsometer: Tilly is the co-inventor of the device known as the responsometer, a modular artificial intelligence that contains sophisticated programming and a digital neurological map which contains an actually unique personality, emotional core, and identity, effectively giving any machine connected to such a device a digital soul.
  • Martial Artist: Though not much of a fighter and not particularly inclined toward violence herself, Tilly has studied Krav Maga, planning to use this to defend herself if there is ever a need.


  • Lonely: Since the death of her father and her mother's promotion to the STAR Labs Board of Directors, Tilly became comfortable with solitude, finding social interaction mostly only through her computer. She did find a real friend when she went to Ivy U and met Will, but when she's not with him or in the lab working, or out with the Metal Men on assignment, she's likely to be found alone, at her home. She doesn't particularly enjoy it, but she's become comfortable with it.


Missing Data

Trivia and Notes


  • Tilly is an atheist.
  • As an inside joke and due to Tilly's insistence that a prototype robot be built with possible military applications, Will designed the chassis of Unit 29, Codename: Copper, to greatly resemble a mechanical version of Tilly. The fact that Tilly doesn't see the resemblance and is insistent that she looks "nothing like Copper" just makes the joke all that sweeter for Will.
  • Will and Tilly actually have shelved responsometers with truly exceptional scores. They found these to be "inhumanly perfect" in their lab testing. They also shelve anything with horrible scores or severe red flags. They like their bots to have some flaws. Flaws make them relatable and give them a personality that makes them less like machines and more like "Metal Men".
  • The mapped out personalities contained in the one hundred initial responsometers were actually people Will and Tilly knew personally, such as family members, friends, classmates, teachers, and neighbors. Will and Tilly also did such scans on each other. With their first 100 volunteers, Will and Tilly did a blind test run. Due to privacy concerns and to focus on the scientific aspects, Magnus and Lace shuffled the results and assigning them random numbers. Thus exactly which volunteer's personality was mapped to which responsometer is purely speculative. That said, Will is pretty confident that Gold's's responsometer is likely based on the neuro-maps of one of his older brothers. While Will claims to see traits of his oldest brother David, Will prefers to think of Gold as a 'surrogate' of his brother Michael, who died in a military operation in Khandaq shortly after he participated as a volunteer for neuro-mapping to help Will's college project. Will also believes that Copper was Tilly's own neuro-map, hence the reason he chose that responsometer to use for the gynoid body he built to resemble Tilly herself.
  • Tilly says that Platinum has the neuro-map of Will's mother, but Will thinks she only says that to freak him out due to Platinum's obvious affection for Will. Will thinks Tilly only says that to disturb him more and little does he know he is correct, as Tilly actually is concerned that Platinum is her own neuro-map.
  • Yes, she is quite aware of the song she was named after. She doesn't want to talk about it, though. Her dad had a sense of humor and took advantage of Tilly's mother being unfamiliar with that particular era of music to have it go by unnoticed until the birth certificate was already printed. [1]
  • She experienced some lucid dreams and visited the Sinister House.[2]


  • In the comics Tilly's father is called Clifton Lacey and he's a villain called Solaris. He was killed by the supervillain Kobra.
  • Asim Muhunnad was a Khandaqi dictator overthrown and executed Black Adam and former JSA members in JSA, Vol. 1 #56.

Links and References

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