BEN 10 DOES NOT BELONG TO ME. JUSTICE LEAGUE UNLIMITED DOES NOT BELONG TO ME. I ONCE NAMED MY DOG KRYPTO, BUT DC COMICS CALLED COPYRIGHT ON HIM, AND NOW HE'S GONE… SNIFF… I MISS YOU, KRYTPTO!

Captain Marvel versus Superman is such an awesome fight. However, I refuse to call him Shazam, since it reminds me of that horrible movie with Shaquille O'Neal. Just the thought makes me ill.

Ben 10: Unlimited

Chapter 16

Clash

Metropolis

The citizens of Metropolis did not normally fear for their lives, at least, not from things like supervillains, or falling airplanes. Superman was always there for them, and the people of Metropolis were his strongest supporters. The same support could not be said for the other heroes of the Justice League, which was why mobs of civilians fled in terror from the current brawl occurring downtown.

The supervillain Parasite, a mutated human that was purple with white stripes on his body, had escaped from prison, and was currently fighting several members of the League: Elongating Man, who could stretch his body into any shape, Metamorpho, who could turn his body into any kind of chemical reaction, Batman and Heatblast.

Elongating Man was currently unconscious; Parasite's power allowed him to absorb the energy out of people and, in the case of metahumans, their powers with just a touch. He could even use those powers just as well as the original wielders; it reminded Heatblast of Kevin, except that Parasite could do that without going insane.

Metamorpho tried to hit Parasite with a wave of acid, but the villain used his new rubber body to slither out of the way like a snake. Heatblast managed to contain him with a wall of fire, but couldn't risk getting close; the possibility of Parasite absorbing all of the powers of his aliens was too great a risk.

Before Heatblast could get another shot off, Parasite turned his lower body into a spring and launched himself over the flames, tackling Metamorpho as he did so. With a scream of pain, Metamorpho felt his powers being taken away, before he fell into unconsciousness.

Batman threw an explosive batarang at Parasite, but he merely turned his entire body into a gas, emerging unscathed. With Metamorpho's power, there wasn't much that either Batman or Heatblast could do; Metamorpho could respond to new situations just as fast as Ben could.

"J'onn, we're in trouble!" Batman said into his communicator.

"Are you asking for help?" The Martian's response was incredulous.

"Yes, we both are!" yelled Heatblast.

"Neither of you ever ask for help."

"Just get us some reinforcements!" Barked Batman, as he and Heatblast dodged a stream of acid.

In the skies over Metropolis, a passenger plane was going down; its wing had caught fire due to engine trouble, and it was headed straight for the city. As its wing sheared off, the passengers began to pray; one little girl, however, looked out the window next to her seat to see the prayers answered. Superman was coming to save them!

The Man of Steel used his super-breath to put out the fire, then flew underneath the plane to guide it to the airport. As he did so, he heard his communicator chime.

"Superman," came J'onn's voice, "you are needed."

"I'm in the middle of something," Superman replied, "can it wait?"

"Unfortunately, no; it's the Parasite."

Superman began to lower the plane. "Give me half a minute and I'll be right…" he didn't finish his sentence, as a red blur zipped past him, the wind knocking his cape over his head.

What was that? Superman wondered, as he landed the plane and took off to help his teammates.

Great, I'm gonna have to deal with an Ultimate Parasite. Heatblast thought, as Parasite jumped at him; there was no time for him to dodge, and he wasn't sure how to beat him in the first place. Just before the purple metahuman reached him, however, a red blur smacked the villain into a building.

"What the…" Heatblast was confused, until he saw who the blur was. "Hey, Captain Marvel, glad you could join the party!"

Captain Marvel was a tall, muscular man with a red costume that had a gold lightning bolt on the chest. He had a white cape with gold trim slung over one shoulder. He had short, black hair, and a confident smile.

"I wouldn't miss it, Heatblast," Marvel replied; he always called Ben by whatever alien he turned into, while most of the other Leaguers had trouble remembering the names of more than a handful of his forms, "but I don't think that Parasite is quite welcome to this party."

"Yeah, he's getting to be a pain. I can't get near him, or else he'll get the Ultimatrix; that Wisdom of Solomon got any ideas?"

Captain Marvel tapped his chin in thought. "Wisdom isn't the same as knowledge; hey, Batman, what could stop Parasite at this point?"

Batman glanced at Parasite. "He has Metamorpho's powers; however, all chemical reactions stop at sub-zero temperatures." He looked at Heatblast. "You might need something a little colder."

"Got it." Heatblast slapped the Ultimatrix dial and disappeared in a flash of green light.

"ARTICGUANA!" Heatblast had been replaced with a blue, bipedal lizard wearing a black bodysuit. He was hunched over, and had several large fins coming out of his spine. "This should help him chill out."

Batman didn't react at the joke, but Captain Marvel actually laughed. He was one of the only Leaguers who ever laughed at Ben's puns; even Kara only laughed occasionally. Articguana took a deep breath, and released a blue beam of light at Parasite; once it hit him, his entire body was covered in ice.

"Once he's unconscious, the powers and energy he stole will be returned to their owners." Batman said to Captain Marvel. Marvel, understanding, rocketed towards the frozen villain and hit him with a powerful punch. The blow was enough to instantly knock Parasite out. As Batman tied him up with one of his bolas, Elongating Man and Metamorpho came to, and made their way over to others.

"Good work." Metamorpho said to Marvel. He gave Articguana a light punch on the shoulder, his way of saying thanks to the younger hero.

"It was nothing, really." Captain Marvel said modestly.

Elongating Man stretched his neck, bringing his head closer to Marvel. "Hey, I think he's blushing." He joked. Sure enough, a hint of red had appeared on the Captain's face at the praise.

"Seriously, Marvel, you got here just in time." Articguana honestly complimented.

"I'm sure you would've figured something out." Said Marvel.

"Well, thanks for not making my brain work too hard!" The alien joked; he and the others, minus Batman, shared a small laugh.

"Don't be modest, kid," said Metamorpho, "I don't even think Superman could have done a better…" he trailed off as Superman landed next to the group, "hey, we were just talking about you!"

"And you are?" Superman asked, his question directed at Marvel.

"Oh, that's right," said Elongating Man, "you were on a space mission when we recruited him, and you never met before now."

"I'm Captain Marvel, sir." Marvel held out his hand to Superman. "And it is a real honor; you're my biggest fan."

"Excuse me?" asked a confused Superman.

"Sorry, um, I'm your biggest fan; it's a little overwhelming meeting you."

"It's a pleasure, Captain," said Superman, though Articguana didn't hear any enthusiasm in his voice, "a real pleasure."

With the introductions out of the way, the heroes began to make their way out of the area, but were stopped by a crowd of reporters, Lois Lane among them. All of them began to barrage the Captain with questions, while the others stood back; Articguana in particular wanted to see how Marvel handled being swarmed by the media.

"Please, folks, one at a time." Marvel held his hands out in a placating gesture.

Lois spoke first. "Lois Lane, Captain, from The Daily Planet; how does it feel to be part of the Justice League?"

Marvel smiled. "How does it feel? Like I've waited my whole life for this. I mean, being on the same team with Superman, Batman, Wonder Woman…" he chuckled for a moment, "I still can't believe they actually let me join." All of the reporters gave a small laugh of their own.

"What is it you value so much about the League?" asked Lois.

"Golly," said Marvel, as if he'd never even considered the question before, "I guess it's all the good they do. Not just helping people—which is great—I mean, that's the reason we're all here in the first place, right? But they really make a difference; they change the world."

Articguana nodded; he couldn't put it better himself.

"How so?" Lois asked him.

"Well, just look at Lex Luthor." Said Marvel, "He used to be a supervillain, for Pete's sake, and now he's one of the good guys."

Articguana didn't necessarily agree with that, but he had to admit, despite Luthor's past, the man hadn't done anything to put him back in prison; he donated to charity, was researching cures for diseases and even building orphanages. He still doubted that he would ever trust Luthor, but even if he had some nefarious scheme in the works, at least some good was coming out of it all.

While Marvel was being interviewed, Articguana noticed Superman's hands clenching at his sides, especially when Marvel commented that it was good that Luthor was running for President.

"Let's go," ordered Superman. In a moment, he and the others, minus Captain Marvel, were teleported away.

Watchtower, The Next Day

It had been a month since Ben had been relocated to the Watchtower; in that time, he'd gotten to know each of his teammates better, though it did make seeing Kara a little difficult. They still went out, but both of them had gotten used to living together in Ben's house, though they had started to call it "their" house.

A lot had happened over the last month; five supervillains, under the command of Cadmus, had infiltrated the Watchtower while most of the League had been away, and had stolen the Annihilator, an indestructible, semi-sentient suit of armor forged by the Greek gods. Fortunately, Wonder Woman and Hawkgirl had tracked the suit down into Tartarus, the Greek underworld, and destroyed it, with the help of Hades. As a result, the two female Leaguers found their friendship slowly beginning to rebuild.

Sadly, another Leaguer, Huntress, had been dismissed from the League; she'd tried to kill the man who'd murdered her family, and with the help of The Question, finally tracked him down. That search brought the two into conflict with Green Arrow and Black Canary, but the four managed to put aside their differences and stop the murderer from escaping US custody. As far as Ben knew, Huntress and Question now had a very passionate, but very weird, relationship.

Ben had actually been expecting a lot of teasing from the other Leaguers about his own love life, but surprisingly, he'd only received a few good-natured jokes from Green Arrow and Flash; everyone else knew that Ben had to be there for his own safety, and that any strain on his and Kara's relationship was completely Cadmus' fault.

At that moment, Ben was telling Kara about the recent battle with Parasite while they got lunch.

"Wait a second," said Kara, "Captain Marvel actually laughed at that stupid cold joke?"

Ben gave her a grin. "Maybe he appreciates my sense of humor."

"Or lack thereof." Said Kara with a smile, robbing the joke of any malice.

"So," said Ben as they sat down, "what do you think of the new guy?"

Kara though about it; though Captain Marvel had only been a part of the League for a short while, he'd already made friends with nearly every member, Kara and Ben included. He was nice, funny, and brought a sense of hope wherever he went. Kara had yet to meet someone who hadn't walked away from talking to the man without a smile on their face.

"I think he's a good guy," she said, "he's gonna be fine here."

"Of course he's a good guy," said Ben, "I don't think we'd let him in if he was a bad guy!"

Kara lightly punched his arm. "You know what I mean; he's just likable."

Ben gave a look of mock-hurt. "You're not going to dump me for him, are you?"

Kara gave him a quick kiss. "Never in a million years."

Further flirtatious banter was cut off when they noticed Captain Marvel walking across the room, a rather angry expression on his face; that worried both of them, as they'd only ever seen a confident, friendly smile on his face before now.

"You think something's up?" Ben asked his girlfriend.

"Yeah; I heard Superman bring him over for a meeting. I heard some raised voices, but I wasn't paying attention to what was said."

Ben looked at her, confused. "How did you hear a meeting going…?" He suddenly understood when Kara tapped her ear, reminding him of her super-hearing. With a gesture from Ben, the two stood up and walked after Marvel.

"Hey, Captain!" Captain Marvel turned to see Ben and Supergirl, the latter of whom had called out, as they caught up to him in a hallway.

"Oh, hey, what's up?"

"Why don't you tell us?" Ben asked, "Did something happen?"

Marvel sighed. "The founding members, well, Superman really, got mad at me for the papers saying that I was endorsing Luthor for Presidency."

"Well, we aren't supposed to take sides in politics," said Ben, "but even if it is Lex Luthor, I don't see why you would get anything more than a slap on the wrist."

Captain Marvel looked a little ashamed. "I… I may have overreacted when Superman said that some people don't change."

"Overreacted how?" asked Supergirl.

Now Marvel looked sheepish. "I, uh, may have dented the conference table."

"Okay, look," said Ben, "I'm not saying that people don't deserve second chances; back home, my best friend tried to kill me more than a few times, back before we became friends. But Luthor has put the entire world in jeopardy, and he's tried to kill every founding member of the League at least once."

"It was because of his money and his tech that General Hardcastle put me in a coma." Supergirl commented bitterly, crossing her arms. Ben put a comforting hand on her shoulder, while Captain Marvel looked guilty; he had forgotten about that incident. It was at least partially Luthor's fault that Superman's last surviving Kryptonian relative had been hurt; if he was being honest with himself, if someone had hurt his family, he wasn't completely sure that he'd be able to forgive them, either.

Ben continued. "Most of the League will probably never trust Luthor, but I think we're all willing to at least wait to see what he does; if he's clean, well, good for him. If he's dirty, we'll bust his butt."

Captain Marvel nodded. "Okay, I see what you're saying; I still think that everyone deserves a second chance, but… I can see how keeping an eye on him could be a smart move."

"All we ask is that you look at both sides of this argument," said Supergirl, "before you make a mistake that you'll regret."

The couple walked away, leaving Captain Marvel alone with his thoughts.

"You think he'll be okay?" asked Supergirl, as she linked her arm through Ben's.

"I think so," said Ben, smiling when Kara put her head on his shoulder, "I guess he just needed someone to talk some sense into him… someone who isn't Superman."

Metropolis, A Few Hours Later

Normally, Superman was pretty adept at avoiding attacks; even if he was invulnerable to almost everything, it was still annoying to get smacked into the side of a building. Nevertheless, that's exactly what happened, courtesy of a large, super-strong member of a new metahuman gang that had attacked Metropolis.

He, Batman and Ben, now as Spidermonkey, had easily caught up to them; they weren't exactly a challenge, but Superman had other things on his mind. He had yelled at Captain Marvel, a hero who meant well, but seemed a little too naïve. In retrospect, all Marvel had done was what he thought was right, but supporting Lex Luthor, of all people… On top of that, Luthor, who'd avoided all contact with Superman for months, had openly invited the Man of Steel to a charity he was hosting, commemorating the construction of Lexor City, a large part of Metropolis that had been repurposed to offer jobs and housing to the less fortunate of the city. It stank of a trap.

"You were a little hard on the Boy Scout, don't you think?" asked Batman, as he used a set of electrically-charged Brass Knuckles to punch out a man dressed like a Luchador. Superman knocked his own opponent into the side of a building; part of the wall collapsed on top of him, burying him and taking him out of the fight.

"I thought I was the Boy Scout."

"So did we," said Spidermonkey, as he swung on a string of web and kicked a man with a glowing crowbar, "until we met Captain Marvel."

"What do these guys want anyway?" asked Batman, after he knocked his own opponent into a phone booth.

"To take over the world," answered Superman, as the man with the crowbar ran at them, along with a man that looked like an armored baseball player, "or rob banks. I forget."

The baseball player threw a metal sphere; the heroes ducked, and the sphere hit a van with enough force to smash it into pieces, while the other struck his crowbar against the ground, creating a fissure that spread towards them.

"Okay, enough of this," said Spidermonkey, "it's time to go Ultimate!" he twisted the dial on his chest, then slapped it. In a flash of green light, Spidermonkey's body had changed; he looked like a blue gorilla, with three toes and fingers, and four spindly spider legs coming out of his back. He looked much more imposing than before.

"ULTIMATE SPIDERMONKEY!" His new voice was much deeper now. Ultimate Spidermonkey shoulder-checked the baseball player, knocking him to the ground. As he tried to rise, his face met a large, blue-furred fist. While he didn't get up again, Ultimate Spidermonkey didn't want to take chances; he opened his mouth and, after his lower jaw split down the middle, spat an enormous net of webbing onto the man.

"But back to Captain Marvel." Said Superman, as he wrapped the last man's own crowbar around his body. "Why are you two, why is everyone defending him!?"

"We like him." Batman said, before he knocked out the last villain.

"Yeah," agreed Ultimate Spidermonkey, "he's… sunny." The heroes had no time to relax, however, as Superman heard an alert from his communicator.

"Superman?"

"Yes?" The Kryptonian answered.

"This is Emile Hamilton. J'onn was kind enough to patch me through."

"What is it, Professor?" Hamilton wouldn't have called through the Justice League communicators if it wasn't important.

"There's something here I think you should see."

"You guys go," said Ultimate Spidermonkey, "I'll make sure the cops lock these guys up."

Superman nodded. "Okay, we'll see you at the Watchtower."

S.T.A.R Labs

Superman and Batman were a little surprised to find out that Hamilton's lab had been robbed; the security there was some of the tightest on the planet. Still…

"If it's just a simple robbery," asked Superman, as they walked alongside the professor, "why call us?"

"It was anything but simple." Replied Hamilton. "They ignored valuables, priceless gems, high-technology artifacts. In fact, the only thing they took was the contents of this safe." He gestured to the open safe in question.

"Nearly four pounds of weapons-grade Kryptonite."

After nearly an hour of examining every part of the safe, Batman put away his gear.

"So?" asked Superman, clearly impatient for the answer.

"The lock was nano-picked." Replied Batman, "LexCorp technology."

"Then Luthor…" Began Superman.

"Which anyone could have gotten their hands on." Interrupted Batman. "Or, for that matter, planted here to incriminate Luthor."

"You know it was him." Superman argued.

"I'm not entirely convinced." Batman replied. "This is pretty sloppy for Lex."

Superman scoffed. "He's the most arrogant human being on the planet. He wants us to know."

"Maybe," was Batman's only reply.

"Maybe!?" Superman couldn't believe what he was hearing.

"I'll go to the Watchtower," said Batman, "see if the Atom can find something I missed." He began to walk out.

"Since when do you miss anything?" asked an incredulous Superman.

"Since when do you jump to conclusions without evidence?" countered Batman. He turned to Superman. "Go to that charity event tonight. You'll help raise some money, and keep an eye on our elusive Mr. Luthor."

Watchtower, That Night

It was a slow night for the League; there hadn't been much to do, and many Leaguers had gone home. It was fortunate for Ben and Kara, who'd found that they had most of the station for themselves; normally, they'd never act like this on the Watchtower. They had had a quiet dinner, and enjoyed each other's company. Now, they were standing next to a window that looked out into space; Kara had her back against Ben, who had his arms wrapped around her.

"It's been a while since we had a night like this," commented Kara, as she reached up and placed her hand against Ben's cheek, "we should do this more often."

"Yeah," Ben agreed, "we should." Kara closed her eyes in pleasure as Ben placed kisses on her neck, working his way up to her jaw, then her lips.

"Now, Ben," Kara said slyly, "we wouldn't want to do anything naughty right now, would we?"

"We wouldn't?" asked Ben, a coy smile on his face.

"Remember, we're still technically on duty right now; what if something happens?" Honestly, Kara hoped that that wouldn't be the case, but she and Ben both knew their responsibilities, even if they hated them at times.

Ben shrugged. "Hey, maybe the universe is giving us a break tonight?" He placed another kiss on her cheek.

"Ben, report to the transporter room immediately." J'onn's voice boomed over the PA. Ben sighed, while Kara turned around to look at him.

"You just had to jinx it, didn't you?"

"Yeah, I know," said Ben, "I'm an idiot."

"Go on," said Kara, "I'll see you when you get back." She gave him a quick kiss, and then Ben ran off.

When he got to the transporter room, he found J'onn working at the teleporter controls.

"What's going on, J'onn?"

J'onn turned to him. "Superman is fighting Captain Marvel at Lexor City."

Ben blinked. "I'm sorry, I must've heard you wrong; did you say that Superman and Captain Marvel are fighting each other?"

"I did; apparently, there is a device underneath Lexor that is Kryptonite-powered." Ben's eyes went wide. "Luthor says that the device is a temporary generator, which will be disposed of once the next sets of generators are installed; Superman, however, believes it to be a bomb, and is trying to destroy it. Captain Marvel is attempting to stop him, since they do not have enough evidence to suggest that it is a weapon or not."

"What do you want me to do?" asked Ben.

"You know both of them; try to stop the fighting before half of Metropolis is leveled!"

Lexor City

As Ben, now transformed into Diamondhead, teleported down, he saw that J'onn wasn't kidding about Metropolis at risk. There were craters pocketing the area, and half of a building was torn down. He ran towards a group of people, civilians, reporters and some police officers; he also saw Lex Luthor among them.

"Where are they?" Diamondhead demanded without preamble. Luthor was about to answer, when Captain Marvel flew overhead and crashed into the street, Superman not far behind him.

"What exactly do you plan to do?" asked Luthor. Diamondhead stared at the battling heroes; Marvel had gotten back up and had delivered a haymaker that sent Superman into the air.

"I'm not sure," admitted Diamondhead, "but I think you should help get everyone out of here, Luthor." He jerked his chin in the direction of a group of children, many of whom were crying. Lex nodded.

"You're right, of course; I'll help with the evacuation of civilians." With that, the crowd began to hurry off.

Well, that's one problem taken care of, Diamondhead thought, now how the heck am I going to stop two of the most powerful people in the League?

As he saw the two heroes flying at each other, an idea came to him; from what he understood, there hadn't been any time for the two to work things out. Superman had just charged straight in; maybe all he needed was a chance to talk things over. He slapped the Ultimatrix dial.

"GRAVATTACK!" this alien was a large humanoid made of orange rocks, with a red stone embedded in his center.

"Okay," said Gravattack, "let's get 'em on the ground, first." He ran forward, close to the fighting, and raised his hands; a white glow surrounded both his hands and the two people above him.

Both fighters found themselves feeling very, very heavy, and plummeted to the ground; while both were strong enough to resist Gravattack's power, the suddenness of it caught them by surprise, and they hit the ground in front of him.

"You two finished now?" asked Gravattack.

Superman shook his head, as if to clear it; he glared at Gravattack. "What are you doing, Ben? There's a Kryptonite bomb right there!" he pointed at a hole in the ground. "I'm going to stop it!"

If Gravattack had eyebrows, one would have been raised. "Really? It looks more like you're beating the snot out of Captain Marvel." He glanced at Marvel. "No offense."

"None taken." Captain Marvel was clearly the worse off of the two; he was covered in scratches and bruises, and his costume was torn. "But I don't think that it's a bomb; why would Luthor put a bomb right under his feet? That would kill him, too."

Superman struggled to stand, fighting against Gravattack's power. "We don't have time for this; the bomb has to be stopped!" In response, Gravattack upped the gravity further, pinning the Kryptonian to the ground.

"Neither of you are going anywhere; I'll check it out, and see what it really is. If it's a bomb, I'll take care of it, and if it's not, well, you've got a lot of apologizing to do, Superman." He slapped the Ultimatrix dial.

"XLR8!" with that, XLR8 rushed to the hole that Superman had pointed to and dove in. Inside, after traveling down several stories of scaffolding, was a large, vaguely rectangular device. A timer was counting down to something, but XLR8 knew that whatever it was counting down to would occur in only two minutes. He slapped the Ultimatrix dial again.

"GREY MATTER!" the small alien crawled over the device, inspecting every feature, but taking care not to actually open it up, his brilliant mind hard at work. He began to mumble to himself.

"Hmm… no, no, that's not it… the trigger mechanism would be right here, but… well, I'd have to check…" he put a hand against the side of the device. "No, the composition is all wrong, the vibrations indicate that…" his head shot up. "Well, I'm certainly surprised."

Superman and Captain Marvel stood up, the gravity powers finally wearing off. Superman had memorized how much time he needed to get to the bomb and get rid of it; now, thanks to Ben and Captain Marvel, he wasn't sure that he'd be able to get to the bomb in time. He flew towards the hole, praying that he'd get there in time, when Chromastone jumped out.

"Get out of the way!" Barked Superman.

"Wait for it…" Chromastone crossed his arms and looked at a nearby streetlamp. None of the lights in Lexor were on, because Luthor said that the generator wasn't up and running yet. After a few seconds, the streetlamp flickered, then began to shine. Then the rest of Lexor followed suit, save for the building that was damaged.

Superman looked around, confused. "What? I don't…"

"It wasn't a bomb." Chromastone said, "I checked over every inch of it as Grey Matter; yes, it's Kryptonite-powered, but the pieces powering the generator are such low-quality, I'm pretty sure that even if it was a bomb, the blast wouldn't give you more than a bad headache."

Superman just stood there, shocked, while Captain Marvel heaved a sigh of relief, before swaying on his feet; Chromastone rushed over and caught him before he fell.

"Easy there, tough guy," he said, "why don't you find a quiet place to rest, while I handle things here?"

Marvel nodded, then flew to the top of a nearby building; he had a feeling that he was going to have to have a talk soon anyway.

Superman was still standing there, his mind almost unable to comprehend that Lex Luthor was innocent. That he, Superman, was the bad guy in this. If it hadn't been for Captain Marvel and Ben…

Several reporters, along with Lex Luthor, approached the two aliens.

"I can't thank you enough for stopping this misunderstanding before things got too out of hand." Lex Luthor held his hand out to Chromastone. For a moment, he almost shook it, but then he got a look at Luthor's eyes; they held a cold intellect, smarter than most people he'd met, but as much as he tried to hide it, his eyes also showed… disappointment? Instead of shaking his hand, Chromastone only nodded.

"The… the Justice League will pay for the damages." Said Superman, finally getting over his shock and gesturing to the half-collapsed building.

"No, this one's on me." Replied Luthor.

"How about I take care of it and no one has to spend a dime?" without waiting for an answer, Chromastone slapped the Ultimatrix dial.

"CLOCKWORK!" the metal alien stomped towards the ruined structure and raised his hands; a green beam of light shot forth, and before everyone's eyes, the building reassembled itself, brought back to the condition it was before it was destroyed. After taking a moment to breathe, Clockwork made his way back to Superman.

"You, me and Marvel are having a talk. Right now."

Superman only nodded, picking up Clockwork and heading towards Captain Marvel.

When they reached the Captain, Clockwork turned back into Ben and sat down; all of those transformations, plus the energy-drain from using his time-powers, left Ben exhausted. Captain Marvel, on the other hand, was looking much better; in fact, he looked like nothing had happened at all.

As Ben took a moment to rest, Superman and Captain Marvel looked at each other warily. Neither was really sure what their standing was with the other. Finally, Ben stood up, and looked at them both.

"You're both idiots."

The Man of Steel and the World's Mightiest Mortal stared at Ben in shock. Ben sighed.

"You," he said, pointing at Superman, "jumped to a conclusion about something; you had no evidence, and you took it upon yourself to try to fix a problem, even though you had no idea what you were doing." Then he turned his attention to Captain Marvel.

"You just jumped into the fight; you could have said something like, 'hey, Superman, why don't we see what this device really is, before we do something stupid; maybe we can call a specialist in the League, since they can just teleport in someone like it's nothing!'"

Superman and Captain Marvel looked at each other; after a moment, Superman took a deep breath and walked over.

"Captain," he said, "I'm sorry for the way I've treated you; I was out of line, and you were right to call me out like you did. I hope that you can forgive me." He held out his hand.

Captain Marvel looked at the extended hand, then at Superman's face; a small smile appeared on his own. "Superman, sir, I can forgive a man who knows that he made a mistake; I just hope that you can forgive me for blindly thinking that Luthor was trustworthy. I know his history makes that hard, and I promise to be more wary of certain people from now on, but…" his eyes turned hard, "but I won't stop thinking that people can get a second chance!"

Superman nodded. "And I won't ask you to do that, son. It's hope like that that'll lead the way to better tomorrow."

Ben coughed, drawing their attention. "Look, this is all well and good, but can you continue this discussion at the Watchtower? It's dark, cold, I'm exhausted, and I promised Kara we'd watch a movie later."

Superman and Captain Marvel laughed.

Watchtower, The Next Day

The founding members of the League looked at each other, then at Superman. The Man of Steel had his head in his hands after he told them what had happened at Lexor. They all knew how close to disaster yesterday had been.

"If Ben hadn't been there," said Superman softly, "if Captain Marvel hadn't tried to stop me…"

"It wasn't your fault, Clark." Said Batman, "They set you up."

"How can it not be my… wait, 'they'?"

Batman nodded.

Luthor Estate

"Ah, things went well, all things considered." Lex Luthor pulled out a bottle of wine and popped the cork. "Superman is now seen as paranoid, and if the leader of a group is unstable, what does that say about the people he leads?" He poured the wine into two glasses. "Things might have gone better if that alien shapeshifter hadn't gotten in the way, but the seed of doubt has been sown."

He handed one of the glasses to the shadows, where it was accepted by a smirking Amanda Waller.

"To victory, Mrs. Waller."

"To victory, Mr. Luthor."

Yay for Ben Tennyson, the only person able to point out the obvious flaws in logic. Spock would be proud. Yeah, Superman was a bit, um, crazy-paranoid in this episode. I didn't like it. Thankfully, our favorite Ultimatrix-wielder was on the case. Are you glad that I was able to introduce 3 aliens that hadn't been used yet? And yes, Ultimate forms count.

I know that many of you want Alien X to show up. I want him to show up too, but I'm not sure when he'll show up, myself. Probably near the end of the series, since I have an idea that will tie into the sequel (which will come).

I'm going to try to update sooner, but I have midterms coming up soon, so I'll be working on that stuff first.

Next up: you wanted it, you asked for it, and adventure with Ben and Shayera!

Stay tuned for "Mystery in Space".

They may take our lives, but they will never take… OUR MUFFINS!