Barry was in Jitters mumbling to himself about talking to Iris when a news report comes on behind them.

"The latest from Central City, where the mysterious criminal/vigilante known as Punisher killed an entire gang of criminals. Followed by the attacks by the metahuman criminal known as the Rival is once again terrorizing the populous with his incredible speed." The news says and Barry sneaks away and speeds off to catch up with the action.

-

Kid Flash knows that Punisher is too skilled to stop and he seems too equipped and skilled for him so he's going after the Rigal to stop him.

"Need our help, Flash?" An officer asks him.

"Nah, I'm good. When I'm done with this fool, he might." Wally replies to him. "What have you got against my city?"

"The city's just fine. It's the people in it who need to be educated. And I have no rival!" Rival tells him.

Barry watches the fight from down the street as Rival starts shooting lightning everywhere. One bolt comes shooting towards Barry and Wally saves him as Rival escaped.

"This guy and Punisher are becoming pains in my ass." Wally comments before speeding off.

-

Barry was able to actually ask Iris out before making it to the CCPD where he's asked about the Punisher or Rival.

"Punisher is not leaving anything that could clue us in on his identity, Rival is the same. We'll figure out who they are when Flash stops them." Barry tells the Captain.

"Well, the Flash better hurry up. Pun intended." Captain says and wonders where Joe is.

-

Barry gets some time off to check up on Thawne he has locked up in a warehouse inside a metahuman cell. What's been 15 years for everyone else was just a few months for him. Living in this alternative reality has been the best thing he's ever done.

His family is alive, there's a new Flash so he doesn't need to be, all that's left is Punisher. Whoever he is...

Thawne has been growing a beard ever since Barry locked him up. "There better be curly fries in there." Thawne warns him.

"Human beings can go almost three weeks without food so I'd sound a little bit more grateful if I were you." Barry replies to the man who murdered his mother.

"Well, you wouldn't do that to me, Barry. After all, you're the hero. I mean, haven't you met the Punisher? Or are you the Punisher?" Thawne asks Barry.

Said Barry is confused and scoffs at the man. "I'm not that maniac. I don't even know who he is." Barry tells him.

"Well, you'd be surprised just how much your little reverse It's a Wonderful Life can affect the people you care about." Thawne says and laughs at the irony of that. "So what should we call this brave new world you've whipped up for us? I was thinking Flashpoint."

"So you don't want this?" Barry asks while holding up the food bag.

"You may have figured out a way to dampen my speed with this glass cage, but I will get out of here and I will destroy your life, Flash, one way or another." Thawne says as Barry drops the food into the cage.

"You're never getting out of here. And you're never going to hurt anyone ever again." Barry promises him. "I have everything back that you took from me. Even what Zoom took."

"This might be paradise for you, but what about everyone you knew back home? This is a mirage. A fiction that will end the two of us, unless you let me out of here!" Thawne states and slams his fists the wall.

"You're not listening, Thawne. Why would I want to leave this place? I don't even need to be the Flash here. And the Punisher is cleaning up the streets." Barry informs him.

"Oh, I know about him all right. Punisher wasn't supposed to happen, even in my timeline. You created Punisher, Barry. How do you feel about that?" Thawne asks him. "Yet again, I guess Peter Parker doesn't exactly have anyone to run back to anymore." He tells him coldly.

Barry then starts getting worried to what he's saying. "What do you mean by that?" Barry asks him.

"Do you even care anymore? While you're sitting around hiding, like a lost boy, our common enemy is coming for the both of us. Time...it's already screwed with you and everyone you care about. And pretty soon, it's gonna take me right down with you."

"You know you've got some nerve. Peter's probably in New York with his uncle somewhere like he was supposed to be." Barry tells him, since if there's no Spider-Man in Central City, it must mean Peter never got bit and he's still living in New York.

"Then maybe you should have a conversation with this Punisher." Thawne bets Barry. "And when you see who he is, you'll beg me to kill your mother."

-

Barry spent some time with his parents before getting to work and was staring to have his date with Iris when she ran off with the officers. Barry sped off to watch the Rival and Kid Flash fight before Barry learned that it was Wally.

Then he learns that Iris and Wally have been doing this for years together.

"We need to take down the Rival." Barry explains to them.

"Well, I'm open to suggestions we've been trying for months. No luck." Wally tells the new guy.

"Well, what about the Punisher?" Barry asks.

"That maniac that shoots people?" Iris asks Barry while scoffing. "He's a criminal who kills other criminals."

"There's someone else who could help us." Wally suggests. "Cisco Ramon." He explains and Barry wonders how they know him.

-

The three of them go to former Star labs, now Ramon Industries when Cisco made billions with his tech and became the richest man in America. Barry sees him as said Cisco notices the group. Barry also sees that he's dating/possibly married to Lisa Snart.

"Well, I told you to never come back here after you brought Punisher down here when he put a bullet in my tech guy, Otto." Cisco reminds Wally as he walks them into the cortex that looks completely different than it did before.

"I make you a friction proof suit so your clothes don't explode at Mach 2, And you leave me out of your Punisher/Kid Flash civil war on how to clean up the streets. That was the deal." Cisco reminds him.

"Okay, listen to me, mr. Ramon. We need your help. I'm sure you've seen the Rival on the tv. He is terrorizing the city to prove he's the fastest." Iris explains to Cisco.

"Okay, send Punisher to stop him. He's taken Kid Flash here down all the time, I'm sure Rival would be a walk in the sky park carrying a rifle easy. But you know what happens you mess with a speedster unprepared? You get a vibrating hand going right through the rib cage." Cisco explains, and they're still not on board with him joining them.

Barry was unable to get him to help them, so he decides to talk to the Punisher himself.

-

Said Punisher was taking another gang of criminals down when a figure comes behind him. "I keep warning you cops to stay away." Peter tells Barry.

Barry quickly recognizes the voice and gets shocked. "Peter Parker?" Barry asks.

Peter turns to look at Barry and he sees his once friend has gone from a coded hero to a man with no rules.

"How do you know me?" Peter asks him.

"You're Peter? What happened to you?" Barry asks his friend.

"You seem to be pretty smart, figure it out yourself." Peter tells him while reloading his gun.

"Peter, we need your help talking down the Rival." Barry explains why he's here.

"Who's we?" Peter asked.

"Flash." Barry tells him.

"I'm not partnering up with that kid." Peter promises and starts leaving.

Barry walks after him, when his head starts spinning once again for the third time today. The first time was with Iris and he started loosing memories of his past life with her. Then the second time was with Cisco. Now it's everything he and Peter have been through together.

-

Barry goes to the one man who can explain what's happening to him. "It's like I'll be thinking of a moment from my past and then it vanishes. Why?" Barry asks Thawne.

"Flashpoint. It's a side effect. See, I told you before you don't know what you're doing. This new reality has already taken your friends down, and now it's staring to overwrite the reality you and I know. So your original life, your friends, family, pretty soon will just fade away." Thawne explains to him.

Thawne then realizes that the reason it's not happening to him is because he hasn't had access to his speed in months. Barry has been running around forever since he got to this timeline so he's loosing his memories the more he uses his speed and Barry won't even remember he's the Flash. And there will be no changing it back.

"You know what you have to do. You have to take me back to that night and let me finish what I started." Thawne warns Barry.

"Go to hell!" Barry tells Thawne.

"You already brought Parker down there, and nw you're dragging us all down there! Now who's the villain, Flash?!" Thawne asks as Barry leaves.

-

Barry then speeds across the city, grabs Wally, Iris and Peter and brings them to Ramon Industries.

"What did I tell you, Flash?" Peter asks while raising his riffle at him.

"Hey, this wasn't me." Wally says.

"What's going on?" Cisco asks them all when they notice Barry in the Flash suit.

"Who's this loser?" Peter asks.

Barry removes his mask to his old friends. "The man who's gonna help you stop the Rival." Barry tells them.

"Great, this guy." Peter mumbled.

Barry explains everything to them, and obviously they don't believe a single word he says.

"All right, this is as simple as I can possibly make it." Barry says while walking up to the glass. "Imagine this line is time, I went back in time stopped the reverse Flash from killing my mother and in doing so created an alternate timeline. A new existence where you're Kid Flash...Peter's the Punisher. And Cisco's a billionaire." Barry explains.

"So you're saying there's a timeline out there where I'm not rich? Boy that's a glitch in the universe." Cisco comments.

"So how did you know me in that life?" Peter wonders since he said that Punisher didn't exists.

Barry thinks for a minute to figure how to explain it to him. "You were Spider-Man. A hero for 15 years, you explained how your uncle inspired you to use powers you were given for good. Stop criminals, but never taking a life. You kept the people you loved safe." He tells Peter.

"So I had someone I cared about?" Peter asks Barry.

"Yeah, your aunt. You even had a girl." Barry tells him when Peter just gets up and walks to his face.

"Then allow me to share my feelings about this Flashpoint of yours." Peter tells Barry before punching him in the square jawed in the face. "My aunt died! In my arms." Peter informs Barry who's shocked to hear that.

"Okay, I mostly deserved that." Barry says. "Look, I need your help. The Rival needs to be stopped, and we can stop him if we work together."

"I can stop him myself." Wally states looking at Peter mad.

"Ha, you can't even stop me." Peter comments on his statement.

"Well, I'm not interested. I don't know how many times I gotta tell you freaks; I did my bit for queen and country." Cisco says.

Barry then looks around and realizes they're missing someone. He takes over Cisco's computer and searches for Caitlin Snow and speeds off.

He speeds back and brings Caitlin with him. "What just happened?" Caitlin asks them.

"Stop bringing strangers into my lab. Who is this?" Cisco tells him.

"This is dr. Caitlin Snow. In my timeline, she's a part of the team." Barry tells them.

"I'm sorry, did you just kidnapp her?" Peter asks the speedster.

"What? No, I didn't...Okay, technically I did. She's a scientist we need her." Barry explains.

"I'm not a scientist. I'm an ophthalmologist." Caitlin tells Barry.

"Really? An eye doctor?" Peter asks the new girl.

"A pediatric eye doctor. Aren't you the Punisher?" Caitlin explains and asks him.

"And...were done." Cisco says and Iris drags Barry out of the room.

"Have I been kidnapped?" Caitlin asks Peter.

"It's unclear at the point. But we're both in the same boat if so because I don't know any of these people." Peter reassures her and it works...slightly.

Barry and Iris come back after a conversation that has nothing to do with the situation they're in. "Turns our kiddie eye doc actually had a good idea." Cisco says as Caitlin explains how she used the speed cameras in the city to register for near sonic velocities and they have a location for the Rival.

-

Barry speeds Peter and Wally to the location where the Rival is.

"Okay, Look, I'm gonna go at him head on, give Peter some time to get a trap ready. When he turns to fight you, Peter activates the trap and we get him."

Rival speeds out and sees the three of them.

"Whoa, Punisher, Kid Flash and a third guy? Over preparedness now, huh?" Rival asks him.

"I'm so gonna kick your ass." Wally says as Peter walks off while Rival removes his mask to show he's not scared.

"My name is Edward Clariss. Rivals should know each other's names. You might as well tell me since none of you will make it out of here alive." Rival says and the two speedsters start fighting the Rival when Wally thinks he can stop him head on.

Rival gets taken down, and while they think they won he grabs a pipe and shoved it through Kid Flash. Peter tries shooting him from a distance, but Rival saw that and threw the bullet back at Peter, causing the bullet to

Barry tries fighting him, but the more he runs, the more his memories keep disappearing, causing him to forget everything that helps him run.

"You know, I'm wondering, where's Punisher? He run off?" Rival asks when several guns start going off and Rival catches all of the bullets they fire.

"Did you really think I couldn't catch all of them?" Rival asks when another gun fires from behind him.

Rival drops to the floor and Barry sees Peter holding a gun. "No one escapes the Punisher." Peter states as he drops from the bulletwound.

Barry rushes over to his friend to check if he's okay.

"Peter, you gotta stay with me." Barry says getting deja vú.

"Nah, I'm clocking out this time." Peter informs Barry while staying calm, bleeding out. "Just tell me one thing, Barry...was it worth it?"

Barry is taken back by the question and realizes what he means. He wasn't talking about stopping Rival. He was referring to the fact he messed with his life, everyone's lives. Everyone's been paying for Barry's happiness. The wouldn't have happened if he never went back in time.

"No, it wasn't. I turned you into the very thing you swore to never become. I took away the people who mattered to you." Barry confesses to Peter.

"Then do what you know I would do...set things right." Peter says for his dying breath.

-

Barry knows what he has to do and asks Iris to help him do what needs to be done and asks Thawne to do what he said Barry would do.

He begged the Reverse Flash to kill his mother.

As they go back and set things right, Thawne returns Barry to his appropriate timeline.

"There we go. Things are back to how they should be. For me at least." Thawne tells Barry and speeds off to get to his appropriate place in the timeline.

Barry then enters the house and sees Caitlin and Peter are missing and starts getting worried.

"Hey, where's Peter and Caitlin?" Barry asks them.

"Probably getting a room." Joe comments from the couch and drinking some more. Cisco on the other hand is trying to get the image of his friends kissing out of his mind. He's happy for them, it's just strange to see after all these years.

"I'm sorry, what?" Barry asks shocked to hear this.

"Yeah, while you were outside, they confessed they liked each other and didn't waste anymore time." Wally states while laughing.

"Can we please talk about anything else other than my best friends making out?" Cisco asks and the others just laugh at the man.

"Hey, where's Iris?" Barry asks not seeing her.

That kills the mood and Joe leaves the room. "I'll see you all in the morning." Joe says and turns it in for the night.

"You know Iris isn't here, Barry. They don't talk anymore." Wally informs Barry before leaving.

Cisco gets up and calls it a night himself.

Barry is left in shock to what has happened, and wonders why things are different.