Based off NoDelinquent's Lord Superman and Brainy vid "Set me down in your warm arms," so i reccomend watching it before you read. It's quite beautiful and sad. NoDelinquent has made so many delightful Legion videos- I highly reccomend paying their Youtube account a visit.
But after watching it, I couldn't help but think; how would Lord Superman react if he met our Brainy? And this basically just flew on from there. Hope you enjoy!

Title: To Rule One's Heart

Summary: While in conquest of the other Superman's Earth, by chance Lord Superman finds a familar face from his past in his counterpart's Fortress of Solidtude. Spoils of the new world, indeed...

Disclaimer: Don't own it. Excuse me while I go cry in a corner.


Superman wasted no time in smashing through the flimsy walls of his weaker, alternate's ice fortress of Solitude. To his surprise, it had been harder to find than he expected. Even though he knew the exact longitude and latitude of it he had floundered around angrily in a building snowstorm in search of it, more than once doubting this world's Superman had even built one. That would have at least explained why he was so much weaker.

When he had finally found it, he had to praise the other Superman's ingenuity at its camouflage, but sneered at the strength of the outer wall. He could punch through it easily, and to enemies, he doubted it would last. This would not do.

But before he made some drastic, better protected changes, an area sweep was in order. Bypassing the plain ice-encrusted room decorated with a simple icy path served as the front hall of sorts, he choose the door leading to the left, certain it would lead to the West hallway, if his memory of his old one still served to be correct. And despite a few minor differences in homing design, he was right.

He fanned out with interest, checking every room, sneering at the homey décor that dominated the carpeted floor and beige walls as he delved further in. First were all the heavy set rooms used for storage, training and experimentations, all large, cluttered and utterly disgusting. And then, onto the spacious living quarters, certified with rich warmth from their depth under the Arctic snow.

He walked through the many lovingly craft plush hallways here, and despite himself, was impressed at the incredible detail put into the luscious design. His own ice fortress was just that; a fortress. The cold dank but impenetrable outside walls reflected it's insides; just as cold and unanswering. This one however, was comfortable, cozy and warm. But it was more than the surroundings; the aura surrounding this place was welcoming, homey, and …lived-in. He briefly wondered if his could ever look- or feel- like this one.

Shaking his head as a scowl fell into place in answer to his own silent question he reached the end of this particular hallway and paused at the grand mahogany doors, his scowl deepening. Those must have been hard to transport, and even harder to manage with the constant moisture of the air. That was effort that should have been spent on improving this place in order to be ready for any danger.

Due to the different layout, it took him longer than necessary to dreg up what this room was used for before he changed the fortress. While his was a storage facility of potentially dangerous alien artifacts, this was the other Superman's main bedroom. That alone was not surprising. From the current layout of this place, it took no fool to realize comfort and storage was the main purpose of this fortress. What was truly surprising was that when he quickly scanned the room with his X-ray out of curiosity, he spotted a heat flare in the bed, indicating a heated, living body was lying on the bed. He stopped completely. Someone-or thing- was alive in there asleep.

He pushed open the doors far more quickly than necessary, his gaze zoning on the long splayed shape on the bed. His mouth opened slightly in confusement, studying the gentle rise and fall of the being's shallow breaths, feeling what it's just as gentle heartbeat through the floor.

His eyes widening a tad, he darted forward, silently and quickly opening the door and arriving at the side of the bed over to the unknown intruder. Except… he did know this person. For a moment he lost his self-control as he gasped and jerked back, his eyes widening like plates.

...Brainiac 5?

Composing himself with a self-punishing grimace, he stared openly at the vulnerable sleeping form on the oversized bed, shifting through his thoughts cautiously at this unexpected turn of events.

He hadn't seen Brainiac 5 for years, ever since he had killed Luthor and they had started to disagree whenever the Brainiac had visited from the future. Multiple arguments and tense moments had passed since then, until he had snapped and practically chased the green ex-android away. After that, Brainy had never returned, and he took Superman's own time bubble technology that had once been gifted to him from the Legion with him, fearing for the worst. Superman had never looked back.

Country to that, he was now looking back quite furiously at the sight of Brainiac 5's topless figure wrapped sensually in a nest of bundled blankets, his face peaceful and a hand resting upon his head, cutting half of his face from view. He followed Brainiac 5's body down the bed, unable to tell if the green human was completely unclothed or not, and instantaneously wondering if he was. A quick X-ray proved that the green human was indeed, not wearing anything. His face colored, and his mind wandered.

When it hit home what he was thinking about, he gulped, his eyes hurriedly zooming up and down the still, quiet form on the bed.

Their relationship back then had been somewhat casual, and he recalled the usual steamy make-out session, but that was nothing compared to what was being suggested slyly here through the setting, Brainiac 5 himself and the circumstances in which Superman had found him.

Brainiac 5 suddenly shifted and turned, his hand regaining his usual grace and dignity as it flopped off his face and fell to his crumpled pillow, resting next to his serene face. Superman found himself watching with interest, especially at Brainiac 5's much more handsome and aged face. Not by much, he noticed, but still enough to be noticeable, and considering the miniscule amount he had grown in the three or so initial years Superman had first met him, he judged that this Brainy was much older. Even so, he still looked undeniably adorable. And hotly alluring, curled up welcomingly in those soft blankets.

Superman chuckled at that, rubbing a hand over his forehead as if to erase all of the past minute's thoughts. Some things never changed despite how much he might have.

He found himself… indefinitely and totally jealous of this universe's Superman.

And… he suddenly wanted to touch Brainiac 5's smooth jade green skin again. He needed it. To remember. To see. To feel.

His smile was bordering predatory as he eyed his defenseless old friend and ex sprawled comfortably on the bed. When he wanted something, he got it.

Without a second thought, he swiftly removed his glove and smoothed his bare hand down the side of Brainy's face, trailing it down in order to cup his chin lovingly, stroking his thumb over his cheek. He allowed himself the pleasure of a real smile. Wherever he touched Brainiac 5, little blasts of heat travelled throughout his body, rejoicing in the reconnected contact between his own skin and Brainiac 5's, a memory of the joy that had once been, and the incredible lust. The lust that was returning in full force.

Brainiac 5's eyes suddenly blinked open, and all Superman could do was smile disarmingly above him, completely unconcerned at Brainiy's reaction. He calculated Brainiac 5 would immediately assume he was Superman, and as soon as he had that blind trust, even if he had it for just a minute, Brainiac 5 would be his. And it wasn't like Brainiac 5 had the strength to physically repel him. And that's what excited Superman the most, to his own disgust, but the pleasure he felt far outweighed that.

'Mmmh?' Brainiac 5 blinked sleepily at he caught sight of the face above him and located the thing that had coaxed him out of sleep. Pushing himself up, he smiled, slipping his fingers through Superman's own gracefully.

'Morning,' the green human yawned, clutching at Superman's hand. Superman just watched, enchanted. He had never seen the Coulan sleep before, and it was extremely enticing. It was even more so when Brainiac 5 sat fully up, the blankets pooling teasingly around his slender waist, and stretched like a rare breed of exotic cat. The small but developed muscles of Brainiac's taught navel were displayed, distracting Superman to the point that the whole world seemed to shut down around him, just leaving the two of them alone. He could not help but deeply love himself for insisting on surveying the other Superman's ice fortress out of pure curiosity. If he hadn't, he would have never stumbled upon this jewel from his past.

Brainy finished stretching and grinned lazily at Superman's glazed expression, unable to stop preening himself smugly. It always made him feel indefinitely perfect when he was able to fully wrap the man of steel around his finger. 'Enjoying the show?' He asked thickly.

He then blinked, at once noticing Superman's odd appearance, and even more so, the time. His internal clock was always correct, and it should have taken Superman far longer for one of his usual fights. He had been planning to depart back to his own time as soon as he had awoke, which would have only been in another hour or so. He hadn't planned on Superman arriving back so quickly; they were scheduled to meet again in one of Superman's weeks; which could have been any amount of time for Brainy. He did, after all, control the time with his time bubble.

'Have you defeated Luthor already? And what happened to your outfit?' He seriously doubted Luthor had invented a wardrobe exchanger gun.

Superman now found himself the subject of Brainiac 5's infamous sharp gaze, and for the first time in years felt like he was passing under Brainy's own personal laser scanner. It felt good. 'Luthor was up to no good, but that was all. I wasn't even needed,' he answered slickly with a small grin, passing it off with a dismissive wave of his hand. 'And do you like it? I just thought that it was time for a change. Surprise.'

The last bit he said with a bit of a flare, leaning forward and sliding his hand out of Brainy's grip to land it on the young Coulan's shoulder and trail it down the Coluan's arm. Brainy raised an eyebrow while smiling, allowing himself to study Lord Superman's costume before just as quickly dismissing it with the same dignity Superman just had. 'I dislike it quite a bit. Black and white do not look good on you,' he noted bluntly but helpfully.

Superman chuckled. It surprised him how much he had missed Brainiac 5, but it didn't surprise him how eager he was to get closer to the small human now. It just reflected on how much he had wanted to years before, and how much he suddenly wanted to now. He could felt the beginnings of uncontrollable lust arise within his being, and instead of repressing this as he had with most of his true feelings ever since he became Lord Superman, he let this one run rampant.

'Well, then, how about you help me get it off?'

Superman was almost expecting Brainiac 5 to banish him from the room when his head jolted to face him, but instead he was met with a very pleasing, very surly expression from the other occupant of the room.

'That is rather unfair, considering there is nothing for you to relieve me of,' Brainy retorted silkily, leaning back on his arms and tilting his head invitingly. The sight of his long, slender neck coupled with the perfect view of his petite waist and smooth chest sent shivers shooting up Lord Superman's spine, and his excitement increased. He forced himself to remain calm outwardly, and slowly, teasingly, removed his other glove.

'That's fine. I'll make up for anything you lack.'

Without warning, he lunged forward and shoved Brainy back, smirking down at him. Brainy raised a skeptical eyebrow, but immediately withdrew it and smirked back as Superman leant down and started raining gentle, delicate kisses along his jaw, travelling sensually down to his neck.

'Mmmmnnnn…' Brainy softly murmured, arching into Superman and wrapping his arms around the black and white Superman's abnormally broad shoulders. 'Is that a challenge?' He asked, gasping as Superman's licks grew harsher and more drawn out.

The sounds he made started to excite Superman, and he pulled back at Brainy's half-out question to push his face close, their noses touching sweetly, their eyes locked with burning lust.

'Impress me,' Superman whispered, smiling slowly and devilishly as he crawled fully on top of the Coulan. There was no escape now, weather the Legion member wanted to or not.

All Brainy could do was smirk back, his own excitement starting to peak. Even so, there was a small niggling sense of doubt digging into his mind that was promptly ignored, bound and gagged by the lust and ecstasy running through Brainy's systems. Usually he always listened to the doubt, but when he was around Superman, it usually didn't matter.

Usually.

….

Superman tilted his face only slightly so as to not disturb the small sleeping form huddled against his chest in order to study that very figure. Or more accurately, it's figure. He eyed Brainiac 5's almost feminine curves and slender frame, easily distinguishable through the thin covers, and smiled smugly, perfectly confident in pulling the Coulan closer and letting his hand roam freely of its own desires. Brainiac 5 didn't even flinch.

His young face lay nestled against him, his soft features relaxed and open.

Freedom. This is what freedom truly was.

This new world, so full of promise, so full of spoils… It was his, truly all his. He could do anything he wanted. Even now he could feel the power coursing through his body, the ambition, and he relished in it, grinning openly at the ceiling.

He knew the League would not come looking for him for another five days or so, and even if they did, he had not disclosed where he was going to any of them. It wasn't like they needed to know. He was pretty sure Lord Batman might eventually figure out he was here if he put off returning for too long, but that was of little consequence. It wasn't like any of them could make him come back.

At the current moment, the others could handle the new world all on their own. Besides, it wasn't unknown for him to disappear for sometimes weeks a at a time. None of the League knew where, and none of them asked.

Shaking his head slightly, he turned over, enveloping Brainy's body with his. Unfortunately, his small movement alerted Brainy, and he shuffled around sleepily until he could see Superman's face, where he smiled, despite the doubting feeling that smashed back at him upon awakening with full force. Superman was hardly ever up before him. He was often the one trying to wrestle himself out of a sleeping Superman's iron grip, which never relented unless Brainy woke up Superman.

'Morning,' he said, cracking his head and wincing from the dull thobbing he felt over his whole body that were the results of last night's activities. Grimacing, he glanced down his body. His green skin was littered with blossoming bruises and merciless red bite marks. He blinked, shocked himself at how bad some of them looked. He rolled his eyes at the sudden though of what Kel was going to say when he saw some of these.

Composing himself, he attempted to push himself out of Superman's hold, suddenly feeling very claustrophobic and confused when Superman refused to give him up. He tried a few more times for good measure, a sinking sick feeling rising up in his stomach; his instinct was suddenly yelling at him to get away.

He huffed out a growl and turned to glare at Superman, stopping when he caught the look on Superman's face. It was loving, and completely adorable. He calmed down, feeling foolish for overacting over some freak feeling. Superman could probably hear – and feel- his heart acceleration. Damn, he felt stupid.

'Is everything alright?' Superman asked, his voice light and full of mischief, making Brainy feel even more uncomfortable at the familiar comforting tone. 'I'm fine. I would just like the use of my body back, please.'

After a chuckle, Brainy felt his living shackles release, and he immediately zipped out of bed and made a beeline for his clothes, dressing hurriedly, unable to fully dismiss the warning feelings he had been feeling. He could feel Superman's hard gaze boring into his back, making him feel even more uneasy.

'I've been thinking…' Superman started as he leant up in bed, his eyes never leaving Brainy's quickly disappearing backside. Brainy felt a whoosh of air and Superman was suddenly beside him, fully dressed. Unable to help himself, he jumped.

'I think it's about time you had a proper tour of the Watchtower.'

Brainy was so shocked he actually dropped his shirt. '-What? Really? But, it was decided that it would be best if my presence was never discovered in this time,' he cautiously said, slowly glancing sideways at Superman, who disappeared with another rush of air and appeared right in front of Brainy, leaning back against the wall causally.

'Says who?' he asked.

Brainy straightened up and faced Superman, suspicion dancing in his eyes, which were starting to grow hard. At this, Superman internally tensed.

'Us,' Brainy interjected bluntly. 'We did. Both of us. Together.' He indicated the both of them, then crossed his arms. When he gained nothing from Superman and he continued to stare at him, his face unreadable, Brainy retrieved his shirt from the floor and quickly pulled it on.

Superman growled silently. This was starting to turn bad. Who knew it was so hard to be yourself? If Brainy fully figured out he was not the 'correct' Superman, he would have to use force. And that would just turn everything sour. Time to reign it in.

He allowed his voice to mellow until it was smooth and pleading. 'Come on. I think the time has come for you to see more of my world. After all, you showed me yours. I think payment is due.'

When Brainiac 5 raised a skeptical eyebrow at him, he simpered alluringly, leaning right in close. 'Don't you want to see the stars with me?' and he took Brainiac 5's chin, kissing the middle circle on his forehead tenderly.

As soon as he felt the tell-tale heat rising to Brainy's cheeks, he knew he had him. 'Look, I'll even take you myself. How about it?'

'But…but…' Brainiac 5 was struggling; Superman waited patiently, feeling smug. 'But… I can fly too; I have my ring.' He held his hand up, showing the gleaming Legion ring fastening on his hand.

Superman grabbed Brainy's displayed hand, swiftly slipped the ring off and stooped low to kiss that very hand while pocketing the ring before Brainiac 5 could even blink. He glanced up to Brainy and smiled alluringly, before pressing a long and hard kiss on Brainy's tightly held knuckles. A lighting fast look ensured Superman that Brainy was now blushing furiously, his face cutely embarrassed but flattered.

Perfect. He had him completely now. 'Let's go.'