Just Another Meteor Freak

by jadedbluerose

Clark Kent has seen many strange things in his life; he's an extra terrestrial living in a town of meteor infected humans. But in the aftermath of the second meteor shower he discovers a cousin with his own strange past. What will the Kryptonian do when Danny Fenton arrives, bringing the ghosts of his own mysterious past along with him?

36. Maelstrom

Chapter 35

Maelstrom

Disclaimer: I own neither Danny Phantom nor Smallville

Lana sighed, listlessly rifling through the pictures on Lex's desk. For the past month they'd been investigating Fine and the location of the black ship, hoping to figure out his specific plans. Now it seemed like that was going to be her only way of finding Lex. She slid the top pictures aside, delving down to the older layer of images showing the man in places like Myanmar and Somalia. But there was nothing that suggested a pattern, and she had no way of finding where the ship was, let alone whether Lex was still alive.

Suddenly a burst of wind blew into the office, tousling some of the pictures out of the way. She looked up, her eyes widening when she saw him; dark jacket and formal pants, and concerned eyes that glimmered beseechingly at her. Lex, her Lex was back.

"I thought I'd never see you again." She heard herself murmur, pressing a hand to her heart as she closed the distance between them.

He wrapped her in a hug, strong arms closing around her so securely she couldn't help but feel safe. He was back. "It's okay." She heard him whisper, and it was only then she recognised the relieved tears that were stinging in her eyes. She took a step back, drinking the sight of him in as though he were water.

"What happened?" She asked hesitatingly, almost scared for the answer. He'd been gone for over a day, and his abductor was a man who was now known to be alien in origins. She'd been a breath away from a complete panic attack when he was taken, and now he was back she just needed to know that he was safe.

"I've been given a gift." Lex replied, looking down into her eyes. And she could see... something; a glimmer of uncertainty and confusion that she'd never seen in his blue eyes before. Lex looked away from her, walking over towards his desk. Lana wrapped her arms around herself uncomfortably, watching as his fingers laced over the mother of pearl cover of a wooden box on the corner. The man gently pried the lid open, drawing out a small silver handgun.

Lana took an involuntary step back as he turned around. There was a strange beseeching look in his eyes as he moved the gun, the silver metal catching her attention like a fire in the night. Slowly Lex moved the gun until the silver mouth rested against his open palm. Suddenly there was a loud bang, and a soft metallic clink as the shell fell to the floor. Lana gasped in fear, but hesitatingly approached when she realised that Lex wasn't in pain.

She held out her hands as she looked up into his eyes, and Lex unfolded his closed palm. Lana gulped, seeing the distorted lump of metal that had once been a bullet, caught against the flesh of Lex's hand. There was a ring of blackened gunpowder, but no blood, no wound, not even the slightest bruise from the force of the deadly piece of metal.

"Your hand..." She murmured, eyes flicking warily up to his. "There's not a scratch on it.

"You need to know the truth about me." Lex replied, meeting her firmly in the eyes. But Lana was already backing away. She'd seen that before, when those two monsters stepped out of the black ship. They'd deflected the bullets like it was nothing, steel skin immune to the weapons that should kill a normal man... and Fine had done that to Lex; made him like those monsters.

"They've turned you into one of them." She spat, her voice a confused mess of anger and fear as she withdrew from him.

"He may have their abilities, but it's still Lex." Another voice cut in, and Lana span around fearfully to face the white cloaked form of Phantom. And Lana didn't even want to know what the ghost was doing here; she only knew that it was too much. But suddenly a warm wash of peace fluttered across her heart, relieving some of her panic. It was an unquestionable feeling of safety and protection, but the exact cause she couldn't identify. All she really saw was Lex stepping towards her as his blue eyes locked with hers.

"Lana I'd never lie to you." Lex said with absolute conviction. "How could I keep something like this from the person I care about most?"

Lana nodded, biting her lip in uncertain acceptance. Lex had been honest with her; Lex had told her the truth. And she didn't want to run away on him, not when he had trusted her with this. She sent a fleeting glance to the white haired ghost, encouraged by his presence. He was able to break away from the stereotypes of his species, had managed to reach out and become something of a hero to first Amity Park and now Smallville. And if he was here, she knew there was hope for Lex. He didn't have to be like them, even if he had been given their powers he didn't have to be like them.

She bit her lip, nodding briefly before turning her attention back to Lex. Her eyes flashed in worry as she remembered something. Late the day before she'd dropped by the Planet; hoping to find some comfort from Chloe to settle her nerves, but she'd arrived to find her blonde friend already occupied. Clark had been there, the one thing she'd heard him say sending a harrowing shiver down her spine. 'If that's right then I gotta kill Lex'.

"Lex." She murmured urgently, meeting him in the eyes as she forced out her warning. "I overheard Clark talking at the Planet. Now that you're back... Clark, he's going to try and kill you."

Les pulled away, a tired look entering his eyes as they flicked between her and the ghost standing behind her. "It's fear, Lana." Lex commented disappointedly. "My father's infected him with it. Like he used to do to me. Clark can't stand the fact that I'm different now." He paused for a moment, blue eyes swirling with darkness as they looked down at her. "There's someplace I need to go." Lex finished, breaking eye contact.

"Take me with you." Lana beseeched, catching his wrist as he tried to walk away.

"No." Lex dismissed, shaking his head. Lana struggled to keep the pain out of her eyes, she'd only just got him back and now he planned on leaving? "Hey." He said, bracing her face between warm hands, as though she was the only person he ever wanted to see again. "Know that I'll always love you."

"You're talking like we'll never see each other again." Lana said, searching his dark eyes in confusion.

"That's your choice." Lex replied, his voice taking on a challenging edge. "If you want us to be together meet me on the roof of LuthorCorp Plaza. I'll be there tonight." And then he was gone, the office dors shutting closed behind him in a gust of wind. Lana frowned, bracing her hand on her chest as she struggled to catch up with what she'd just seen. It took her a full minute to figure out that he wasn't alone.

"You know what's happening to him." Lana accused, sending a reproachful glare towards the white haired ghost that seemed to have taken up residence in the sofa opposite her. "Why didn't you go with him?"

"I did." Phantom replied carefully. "Duplication can be helpful, although it has its limitations. He needs help, but you need someone who understands to talk to."

Lana just glared at him, still confused about his motives. If he was so keen to help, why hadn't he stopped Lex from being abducted in the first place? And why bother now of all times?

Phantom sighed. "I take that you are aware of Milton Fine's extraterrestrial origins?" He asked; green eyes bright against the warm glow of the afternoon sun in the office.

Lana nodded hesitatingly, still not convinced of his motives. "He's the one that did this to him."

This time it was Phantom that nodded. "Fine is playing a very convoluted game." The ghost replied idly pointed to the chess board still left on the coffee table from two nights before, the half finished game still set up. "In terms of chess, Lex is the pawn that made it to the other side of the board."

Lana watched as one of the white pawns moved across the board, seemingly by itself as Phantom motioned his hand at the board. It was unsettling to see this small display of power; the last time she'd seen a telekinetic they were trying to kill her, and it only served to remind her that the person she was talking to wasn't human. As she watched, the white pawn made it to the black side before being replaced by a tall white queen.

Lana pressed her lips together, eyes flicking between the board and the green eyed ghost as she struggled to find the meaning in his actions. "Lex got... promoted?" She asked, struggling to recall the right term. "But isn't that a good thing?"

Phantom nodded. "Normally yes," he replied his eyes turned back to the board. Once more the pieces were moving, but this time the black queen took the newly made white one. "But only if it's not part of a bigger plan. Lex is... not in the strongest position as things stand. He needs support, more than someone like me can give."

Nodding numbly she frowned, still struggling to catch up. She understood what Phantom was saying, sort of. But as her eyes strayed to the spot where the black queen now stood she couldn't help but feel vulnerable. She cared a lot for Lex, she wasn't yet sure if she could say she loved him, but she needed him in a way that she couldn't describe. When he had been taken she'd felt like her heart was being torn apart and the thought of having him back safely sent a surge of warmth through her that she couldn't describe.

"You know," Phantom commented, his green eyes staring blankly at the game board. "I never used to like chess. But I eventually had to learn. The man who... taught me... he was an expert, his favourite piece was the queen since it's the most powerful piece on the board. But I think different." Phantom paused, his hand idly reaching over the discarded pile of pieces at the side of the board. The ghost picked one of the pieces up, thumbing it between softly glowing pieces.

"There's a piece that's powerful in its unpredictability, and I think it's my favourite for that reason." Phantom said idly as the rest of the pieces shifted off the board and to the side. Lana's eyes were fixed on the ghost's, thoughtful green eyes staring at her curiously. Then the ghost smiled, the same almost cockily cheerful one he'd given her all those months before when he first showed up in Smallville.

"It's not only our own choices that determine our future." The ghost observed, standing up and away from the sofa. "It's the choices of those around us. You say you're worried about Clark's choice, but you have yet to make your own. For what it's worth, good luck, Lana." Phantom commented, turning away from her and towards the door. "I know you can make the right one." And then he vanished, disappearing in a pool of swirling green mist.

Lana sighed heavily, thinking over what the white cloaked ghost had said. He'd basically likened their lives to a chess board, and Lana loathed the insinuation. She didn't like the thought of being controlled like that, like she was just some predictable piece in that alien's game. Absently her eyes went back to the chess board, recalling the stark image of the black queen taking the white one. She frowned as she saw an aberration to the now empty board. Sitting in the centre of the game board was a solitary white piece. She frowned, reaching over to the board and turning over the ivory figure in her hands, struggling to understand the gesture.

Phantom had left her a single white knight.

Line Break

Martha Kent sighed, briefly setting down her suitcase as she stared at the small private jet in front of her. It was... a very kind gesture on Lionel's part. The man had come by that morning just in time to hear Lois complaining about the airline that had managed to lose their booking. It wouldn't have been that alarming if it weren't for the fact that she was supposed to be in Washington first thing tomorrow morning. She'd already pushed her flight plan back as much as possible so she could attend Danny's graduation.

But the airline had apparently suffered a crashed server overnight, and suddenly Martha and Lois had found themselves without travel options. Then Lionel had offered up his private jet, saying that it was the best way to handle an emergency. It was something that she'd never consider normally, she didn't like to accept favours like this from anyone, but this time she'd had little choice. Nervous though she was, she needed to be at the summit, it was the culmination of months of preparation and policy for her, and it was to be her first true test as Kansas State Senator.

She sighed, letting out a long calming breath as she picked up her bag once more. In front of her Lois was already handing her suitcase over to the baggage handler and Martha moved to do the same. The man sent her a kind smile as he took the bag out of her hands and proceeded to take it to the baggage compartment. She sent a fleeting glance to Lois before determinedly walking up the small staircase and into the cabin of Lionel's private jet.

"Wow." Lois breathed behind her as they both took in the decadence of the cabin. "If you're gonna be 20,000 feet above the ground, might as well do it in the lap of luxury." Martha found herself blinking as she studied the space. It was nothing like a commercial aircraft, instead the walls were all covered with a warm wooden panelling, and two luxurious seats sat over the wings on either side of the plane. Everything about it screamed of decadence, and Martha wasn't sure whether to feel grateful or overwhelmed.

"Well, enjoy it while you can." Martha commented, sitting down in one of the large armchairs. "If our flight hadn't been cancelled, I'd never feel comfortable doing this."

"Well, you might wanna start finding your comfort zone." Lois replied, taking a seat in the opposite chair. "I get the feeling that this isn't gonna be the last time you're invited to fly the Luthor skies."

"This is just a friendly gesture." Martha replied dismissively as she looked over at the young woman.

Lois raised her eyebrows sceptically. "Right." The brunette replied, casting her eyes around the cabin until they fell on a wine bottle left on the table in front of her. "Look, another friendly gesture." Lois commented, plucking a small card off the bottle and handing it across to Martha. "Card's for you."

Martha creased her eyebrows as she took the card off Lois, quickly scanning the message, blushing slightly when she got to the end. Lionel was... very sweet. But for the moment all that could be between them was a purely platonic relationship, as friends.

"Lionel can be a very generous man." She asserted as Lois's loaded stare. "I'm not interested in a relationship with Lionel or anyone."

"Really?" Lois pressed, eyebrows raised high in scepticism.

"Yes." Martha affirmed, setting the card aside on the table in front of her.

"Or are you just worried about how Clark and Danny would take it?" Lois pried, and Martha found herself pressing her lips thinly together. There was, perhaps, some truth in that statement. Lionel had become a rock in her life, someone who cared for her and would support her no matter what. And after that experience all those months ago when he'd practically sacrificed his life for hers, well, Martha couldn't help but find herself warming up to the man. "Okay. Enough said." Lois commented, turning away and looking out the window.

It had been a hard year, for all of them. She herself was still trying to come to terms with Jonathan's death. Even now she'd still wake up in the morning and find tears in her eyes when she smelled her husband's scent on the pillow beside her. It was hard. And she could see, sometimes, in the boys' eyes that they weren't over it either. And she couldn't criticise either of them for it. Clark had taken it really hard, and she knew her son still blamed himself for what had happened to Jonathan. And for Danny, it represented another death of a family member when he had already lost everything.

As things stood she knew there was a lot the boys weren't telling her. And while her worry was partially assuaged by knowing exactly where it was Danny disappeared to, it added a different worry to see reports of 'Phantom' on the news. The fact that through the year there were whole weeks where the younger boy had just completely vanished did little to comfort her fears for his well being. When Danny had come to them she'd promised to keep him safe, and she didn't know how to do that for him.

And her own boy was hardly any different. Clark used to be so open with her and Jonathan about everything, but since Jonathan's death he'd closed off. She suspected that he discussed things with Danny, but she still worried; especially when he had been so hesitant to talk to her about his initial suspicions about Lionel. It was like Clark didn't want to risk her getting caught in some unknowable crossfire. And she understood that perspective, knowing how desperately she had tried to shield him from the rest of the world all his life. But she still worried terribly for him, concerned that even still Jonathan's death was clouding his decisions.

Kind though the gesture of lending her his private jet may have been, Martha couldn't help but wonder if his presence earlier that morning had an ulterior motive. Martha sighed, shaking her head to clear it of wandering thoughts. Instead she pulled out some of her meeting notes, planning on catching up on some revision before she arrived at the summit. As the plane prepared for takeoff she sent a fleeting glance at Lois; the young woman was more perceptive than she seemed, but Martha had other concerns on her mind than what exactly she wanted there to be between her and the silver haired Luthor.

Line Break

Clark scowled as he pushed open the hospital room door, having just got off the phone with the patient in question. Lionel was sitting on the bed, eyes shadowed and bruised around a reddened nose. By the looks it had been set, judging by the white bandaging grossing the bridge of the man's nose, but he was still out of it from the pain.

"You found Lex." Clark commented dryly, studying the man in front of him.

"Yeah." Lionel replied, slipping on his jacket suit as he prepared to leave. "He was in the field. He's..." Lionel trailed off; sounding almost, well, haunted was probably the closest emotion to the glimmer in Lionel's grey eyes. "He's not... He's changed."

Clark's frown deepened as he narrowed his eyes. "What happened to you?" He asked, crossing his arms across his chest.

"Everything Fine has been doing is..." Lionel started, pausing in confused consideration. "It was meant to prepare Lex. Somehow he now possesses the same powers as you, Clark. You can't begin to imagine what he's gonna do with them."

"Why do you say that?" Clark pressed, hating the look in Lionel's eyes. He knew that Lionel was dancing around the truth; he had to be since the elder billionaire hadn't made any reference to Danny. But Clark couldn't help his own morbid curiosity.

"He wasn't raised like you, Clark." Lionel admitted hesitatingly. "I taught him to survive at any cost, to be completely ruthless."

Clark scoffed, his eyes flashing in a defiant challenge. "Maybe that's what'll save him. There's still a part of Lex that can fight this."

"You see that in him because you want to." Lionel dismissed, shaking his head tiredly. And Clark could almost see the secretive veil in his eyes, hiding whatever had happened between him, Lex and Phantom. "There's always been a dark force at work inside him."

"I don't wanna hurt Lex." Clark replied, echoing his own words from barely two hours before.

Lionel's eyes turned dark, grey icing over with sceptic disappointment as the grey-haired man met him in the eyes. "If Zod is as evil as you believe him to be" Lionel said, closing the buttons of his dark jacket, "it's easy to understand why he chose Lex to inhabit as his vessel."

Clark frowned, his arms falling to his sides as he considered Lionel's words. He knew there was a lot of truth in them; after all, he was the one who had walked away from Lex for his deplorable actions. He was the one who had left Lex when he knew the man was beyond redemption. So why should he be drawing a distinction now? Lex was still the same, and in a way his actions as Lex were only slightly preferable to what he'd heard of Zod.

"What about Lana?" Lionel pressed, interrupting Clark's dark thoughts. "Someone very close to you. She's a big part of his life right now." Lionel paused, standing up from the bed and proceeding across the room. He paused halfway through the door, turning to look back at him. "Be careful what you decide to do, Clark. Which one are you willing to sacrifice?"

Clark frowned, staring blankly at the hospital room door after the eldest Luthor. His dark words echoed in his mind, pervading over his every thought. He stood up dazedly, the question turning relentlessly over in his mind. Who would he choose? The way things were he couldn't see a way to save Lex from being pulled fully into Fine's plans. And without Danny he couldn't even begin to think of a solution, not outside of the dagger Jor-El had given him. And if he had to choose, if it really came down to that point...

Clark sighed, shaking his head as he realised that his musings had brought him to the front door of the Luthor Mansion. Part of him wanted to talk to Lex, to try and convince him to stay away from Fine. But another, darker part of him wondered if that would only release a darker monster on the world. One that he couldn't face. Lex had been his friend, once, and no matter what had happened between them, Clark had always hoped that their friendship would be enough to keep Lex away from his dark potential.

"You'll never find him." A feminine voice spoke over his shoulder, and Clark jerked at the iciness as he recognised Lana's voice. He had managed to make his way to Lex's office, hoping to get the chance to talk to the man himself. He knew that Danny was there, as Phantom, probably trying to help him in the same way he had with Maddie or Victor stone, mentoring him about how to use his new powers. Trying to keep him from abusing them. But at the same time, Clark needed to talk to him, to find out where Lex really stood.

"Lana, he's in trouble." Clark replied, hearing the desperate edge of urgency that appeared in his voice.

Lana scoffed. "I suppose you're gonna tell me you came here to help."

"I don't want anything to happen to him." He reassured, but stopped when he saw the cold anger that flared in those brown eyes.

"Like what?" Lana spat venomously. "Having your best friend turn against you? I heard you and Chloe talking about killing Lex. I don't know how you knew he was gonna come back different but I guess I shouldn't be surprised."

"Lana, you can't stay with him." Clark warned, hoping she'd believe him and stay away. If she wasn't there, then he wouldn't have to choose. He wouldn't be forced to make a decision that wasn't his to make. "He's not what you think."

"He told me his secret," Lana replied coolly, evenly. Her eyes were hard as they stared him down, almost accusing in their simplicity. "And it doesn't change the way that I feel about him." Clark felt his heart break a little hearing that, knowing that that fear, at least, was groundless. He had known in his heart that she would accept him for who he was, before, but hearing those words in her voice about Lex broke a part of him that he didn't even know was there to break.

"What's happened... it doesn't scare you?" He asked, his voice sounding pathetic and pleading to his own ears. Because he'd wanted to hear them said to him, had wanted her to know who he was and love him all the same. And pushing her away to keep her safe, it didn't change the fact that he still loved her. He loved her so much he'd had to let her go, and now his heart was breaking all over again.

"I am not going to abandon Lex." Lana replied coldly; completely unaware of the pain that statement rent through his heart.

He didn't know how, but he held back his emotions, locking away the heartbreak until he could face it on his own. "Neither am I." Clark confirmed. "Listen, Fine would not give him powers without expecting something in return." He cautioned, and saw a flicker of almost recognition in her eyes. "It's not over, Lana. I can help him if you tell me where he is."

"How do I know you won't hurt him?" Lana accused, brown eyes chilling as they met his.

"You know me." Clark replied simply, hoping that she still understood.

"No, I don't." Lana denied, shaking her head in bleak non comprehension. "You have all these different sides to you and I can't tell if any of them is the real you." Lana paused, closing her eyes briefly and letting out a slow breath. Once more those brown eyes opened, fixing him with an almost challenging stare. "If you have ever really cared about me tell me what's happening to Lex."

Clark gulped, feeling bile catch in his throat. He couldn't tell her without putting her in more danger, but at the same time he needed her to understand. "Lana, please." He practically begged, hearing the desperation in his own voice.

"You don't trust me." She commented icily, and he got the feeling he'd just failed some kind of test. Clark could only watch as her usually kind face became a cynical mask. "You've never trusted me, have you? I don't know how I could have ever loved you." Not looking back she turned away, storming out of the office. Clark was frozen, the pain in his heart becoming pure agony at the sheer venom in her voice.

"And to think," A new voice cut through the darkening office, having appeared out of nowhere mere moments before. "Her loyalty could have been yours if you'd been honest with her. I'm sure Zod will cherish her allegiance."

Clark growled, snapping around to deliver Milton Fine a fist straight to the gut. The man went flying, crashing into one of the wooden bookshelves at neck breaking velocity. The man had the audacity to appear now. Just as Lana took the broken remnants of his heart and trampled them with her spiteful words?

The pooling agony in his chest turned vicious, and his voice was barely more than a ferocious snarl as he spat at the dark haired man. "Leave Lana out of this!" He demanded, nostrils flared as he glared down at the man who had started all of this.

"It's your own fault, Kal-El." Fine retorted, standing up from the shrapnel completely unharmed. "You were supposed to be the vessel but your father's spirit was too strong in you. If you'd have released Zod the first time they would have been spared." The man paused, eyes considering as he stalked almost predatorily behind him. "I'm giving you one more chance."

"Nothing could make me release a monster like Zod." Clark growled between gritted teeth, turning once more to meet the man in the eyed.

Fine didn't seem dissuaded. "Except maybe your one weakness: Humans." He commented, moving away from Clark so he could lean over Lex's desk, a false imitation of the master in his castle. "They're so fragile. They'll never survive without their technology. No matter how crude. Take that away, and they'll devolve back to the animals they really are. Quite like that pet spirit of yours."

Clark gnarled, heat flashing into his eyes, warning the man to back off. Fine smirked, seemingly proud to have elicited a reaction. "Ah yes, I know all about your little defender. His kind is quite... malleable once you know what drives them. Just a small push in the right direction and they'll do whatever you want."

"Danny's not a part of this." Clark spat, glaring over the desk at the brunette.

"His very nature makes him part of this, Kal-El. He has no choice, and whatever loyalty he harbours towards you will be eclipsed by the demands of his obsession. Eventually that drive will force him to bend to Zod's will." Brown eyes lit with mocking superiority as the smirk deepened. "So, Kal-El, the stakes are set, and you can't save all of them."

"I'll never do what you want." Clark hissed instinctually, glaring solidly at the man. Fine was wrong, about everything. And Clark promised himself that no matter what he would find some way to destroy this monster of an example of artificial intelligence.

"Then it begins." Fine smirked, eyes glittering as a soft white light enshrouded his right palm. "Enjoy the show." The man pressed his hand against Lex's laptop computer, and suddenly there was a massive electrical spark. The lights overhead exploded, a shatter of glass glittering in the temporary highlight of electricity as the bulbs were overloaded. Clark gulped, staring at the abruptly blank space where Fine had once stood.

Cautiously he walked around the desk, casting his eyes over the laptop screen in desperate hope that he could fix this. But the screen was darkened, Kryptonian glyphs in neon green scrolling vertically across the screen like a computer in The Matrix. He tried to see through the coding, but it was hopeless, and the one person he knew who could read both Kryptonian and computer coding was currently tangled up in one of Fine's plans. He slammed his fist angrily into the desk, trying to vent his frustrations, but he found no respite. Letting lose a shaky breath he frowned, turning his thoughts to Metropolis, and a blonde haired reporter who happened to be competent in computer code.

Line Break

Phantom closed his eyes tiredly, listening more than seeing the city below him. When Lex had seen Lana at the Mansion he had requested that Phantom stayed hidden unless he was really needed. Lana had been on the cusp of a panic attack when he revealed himself, extending his own aura to help quell her fears. He'd duplicated, leaving one of himself behind to talk to Lana while simultaneously attending to Lex. It wasn't fun maintaining duplicates so far apart, but it had been necessary as both Lex and Lana had needed to quieten their fears after that discussion.

"How did you die?" Lex asked idly from the balcony alcove, forcing Phantom out of his thoughts. He had long since reabsorbed the duplicate, and the two of them were currently standing atop the clock tower in Metropolis. Lex had wanted to go to LuthorCorp Plaza, but Phantom had instead guided them to a building with more open access to someone still stuck walking.

Phantom shook his head, trying to fight back his instincts at the question. "Most of us don't like talking about it." He replied, green eyes meeting Lex's blue evenly. "None of us died happily and it's not fun being forced to remember." He sighed, shaking his head and looking away. His eyes gazed over the city, watching as the sun sank into the horizon.

"It was an accident." He eventually said, breaking the silence that had built between them. "I was hanging out with some of my friends, you know, just being a kid. Strictly speaking we should never have been there, but we were. They sorta dared me to check something out, and I ended up electrocuted."

"Do you ever blame them?" Lex asked, making Danny blink. He'd gotten lost again, each time he recalled that memory it was so vivid in his mind that it was almost real. Forcing the memory out of his mind he shook his head.

"Never." He replied firmly. "I loved them, and they supported me after it happened. I'm eternally grateful that they were there for me, didn't think any differently of me even when they knew I was a ghost."

Lex nodded; his own eyes speculative as the young billionaire stared out over the city. "They accepted you, even after..."

Phantom smiled and nodded. "They were true friends, we were inseparable as kids and even my dying didn't destroy the friendship we had."

"Are they... Do you still see them?" Lex asked cautiously.

Phantom bowed his head, white bangs falling over his eyes. "They're gone." He replied. "They were able to move on." He shook his head, clearing his mind of painful emotions as he looked back at the billionaire. "But they were the ones who reminded me of who I am. When I first realised what had happened, they were the ones who encouraged me to keep going, kept me from feeling like a monster and sort of... reminded me of what it means to be human."

"But you're not." Lex pointed out. Phantom pressed his lips together in thought. Lex did need a friend right now, but revealing his secret to the man at the moment would probably cause more harm than good. He didn't want to risk it being taken as a betrayal of trust.

"No, I'm not." Phantom replied, using the half truth for all that it was. "But that doesn't necessitate that I'm inhumane either. For the most part I can think like a human and feel like a human. And I know that just because I'm a ghost doesn't mean I have to take my differences out on humans."

Phantom sighed, floating over to stand near where Lex was. "It's like you said to Lana; 'I've been given a gift'. And I chose to use it to help humans."

He watched as the young man nodded in consideration, staring out over the city reflectively. Phantom could imagine that he'd done the same thing before from his LuthorCorp Plaza office, musing about how much power his wealth brought. But this was a different type of power than Lex was used to, and Phantom could still sense the difficulty he was having in adjusting. Occasionally the man's aura would flare in a way that was repulsively similar to a maddened Vlad's, but other times it vibrated in such a similar way to Clark's that he'd find himself looking for his cousin.

"How much do you know about Milton Fine?" Lex asked, the question seemingly random in contrast to what they'd just been talking about.

"A little." Phantom replied with a dismissive shrug. "Enough to know that he's bad news."

"You've met him." Lex commented dryly, crossing his arms in front of his chest.

Phantom nodded. "Twice. Won the first round, lost the second. To be perfectly candid I'm hoping not to have a third."

"So you don't know what he's planning?" Lex pressed, and Phantom got the distinct impression that he was being utilised as a resource, rather being respected as a friend. He tried to force back the wave of disappointment that came over him at that thought, all this year he'd been trying to show Lex to view other people as an end in themselves, rather than a means to an end. But it seemed that Lex wasn't able to do that, not with him in his ghost form.

"I could hazard a guess." Phantom replied, allowing a frown to pass his lips. "But..." He paused, his gaze falling to the horizon. The lights on one of the offices had just gone out. All at once.

"Something's wrong." Phantom murmured disconnectedly, watching as the building stayed enshrouded in darkness.

There was an ominous crackling silence as the building beside it blinked into shadow.

A third building shut down in quick succession, not even a second after the first.

Buildings four five and six blacked out simultaneously, promising something foreboding as the blackness clawed outwards.

From there it was like a blanket of darkness, rolling out across the city as one by one each building shut down. In the streets below the traffic lights blacked out, and the confused screeching of brakes and blaring of horns echoed up to their building top.

Behind them, the eternal white light of the clock tower flicked off, leaving both Phantom and Lex bathed in the dark light of the new moon sky.

Phantom turned a wary eye to the centre of the city, watching as the golden orb of the Daily Planet was first encased in darkness before it ground to a shuddering halt. And the entire city seemed to hold its breath, frozen in confusion as the night bathed them in blackness.

It started quietly, the cry of a child panicked by the sudden onset of darkness. That cry was joined by a second and then a third. The first sound of the blackened night was one of confused fear.

But the fear didn't last long, quickly giving way to a wave of hysteria that washed through the city so powerfully that Phantom felt it all the way to the core of his being. The hysteria brought its own sounds, echoic screams that bounced hollowly off skyscrapers, quickly joined in by masculine growls and animalistic cawing.

The second wave died down quickly enough in its own right, but the third sound of the night ripped through Phantom with such agony that he found himself frozen in place. Humans cannot handle hysteria for long, not in its most extreme state. Instead, it morphs, and can turn even the purest soul to its darkest most basal tendencies. The third sound of the black night was chaos, unbridled and unrestrained. And Phantom felt it.

He felt as the first people gave in, using the cover of darkness to resort to petty crimes.

He felt as others followed, mob mentality taking over as the people on the streets were swarmed by thieves and arsonists.

He felt the first blow, a man taking his theft too far as he took a baseball bat through a car window.

He felt the crowd pause, just for a moment, before pure anarchy descended.

Phantom gasped at the sudden onslaught, his core suddenly screeching at a volume he'd never heard before, no longer a gentle whisper but a screaming banshee wailing for him to Protect! PROTECT! PROTECT! Behind him he heard Lex ask what was wrong, but it was barely audible over the demands of his core. He knew, with his rational mind that he needed to stay with Lex. Lex needed help, needed to be protected from Brainiac. But already his vision was clouding in front of him, his core throbbing in agony with every second he delayed going down and protecting the masses.

"I can't..." Phantom murmured, pupils blown in pain as he stared down at the city. He felt his breath catch in his throat, feeling sympathetic agony as down below a man was trampled under the mob. He could feel the fear billowing up around him, feel the pain as people were hurt and he failed them. Feel the trauma with every instant that the mob surged forth, bringing lawless anarchy to the darkened streets of the once gleaming city.

Clark had once asked what it felt like, how he separated his obsession from a hero complex. And he'd really struggled to explain it, not when they both were able to motivate him into greater action, and both left him with guilt if he found out that he'd failed. But the difference was apparent now, even if it had never been before, he could feel it. Because the pain was crippling; forcing him to act and keeping him from moving all at once until he was completely paralysed. But the longer he stayed there, the worse it got, the more intense the demands on his core and the more pain he felt in his inaction.

"Lex," He struggled out, turning his eyes in the direction of the man. But he saw nothing other than the chaos in the streets below. "I... I can't stay. I have to help them." He paused, biting back a groan as he felt a woman below fall under a shower of shattering glass.

Phantom didn't know what Lex was thinking, what he saw, he himself could barely see past the blurring pain in his core. "You need..." He gasped once more, rubbing a hand against his chest as a teenager was rendered unconscious when a baseball bat struck his head. "You need to find Lana, your powers... they were given to you by a monster... But you don't have to be one. It's our choices that define us, how we're seen and how we see ourselves. You... you don't have to do what he wants you to do. Know that..." He trailed off, green eyes blurring out completely as he felt it.

Phantom let out an agonised cry into the night as he felt it, felt her. She was young, maybe only six years old. She'd been with her parents when the darkness struck, on one of the busier streets driving home. And he felt it, every agonised second as she was dragged out of her car, the mob terrifying around her. He heard her echoing screams down to his core as she cried into the night for help, for someone to save her, for someone to protect her. And he felt it. Every breathless heartbeat as a single stray bullet made its way into her heart.

Unseeing eyes watched as her life faded from the world, an agonising chill sweeping over his core. In an instant any rational thought was completely gone, destroyed by the mob just as she had been. He couldn't think of Lex any further, couldn't think of names or places or people. He was a ghost, and he had failed to protect her. And that was all he knew.

A chill swept through the darkened night as Phantom swept down into the fray, splitting up into six ghostly duplicates as he reached down into the chaotic city. Uncomprehending eyes evaluated the swarming masses, calculating the best way to save them, from each other and from themselves.

Six different Metropolis streets froze for a bare instant as Phantom landed, stilled by his chilled ghostly presence. And he spoke, words of strength and hope that made the crowd pause, disband and return to safety as best they could. Even though he would never remember the words he'd recall individual faces, a man with a leather jacket and brown eyes, a young woman with red hair and pink lipstick. But he was not enough, a candle to an inferno.

And for every person he protected, his core screamed in failure as five more were injured in the swarming mob. And so Phantom fought, seeking to incapacitate the most violent members of the mob and simultaneously protect the most innocent. Time became meaningless, unnecessary. All that existed for him in that moment was the crowd and his core, stretching him in all directions as he succeeded and failed in equal measure. All he could comprehend was his obsession, the integral basest fibres of his being as he struggled to fulfil his purpose. His core ceaselessly demanding him, shrieking at him; PROTECT! PROTECT! PROTECT!

Line Break

Chloe let out a shaky sigh as she stared at her computer screen. Like every other in the room it was reading weird coding in a language only she recognised as Kryptonian. She bit her lip, staring at the panicking crowd as they flooded out of the room; reporters who she'd worked with for months quickly became part of a fleeing horde, brought into a hysterical frenzy as soon as the lights had shut down. She herself was struggling, still feeling guilty for the way she'd lashed out at Danny the previous day.

She'd been scared, downright terrified. And she'd let that fear get the better of her. The truth was that Danny was there for them more than he wasn't, saving the day. But the news of Lex's abduction had set her on edge, and between that and Clark going to the Fortress it had been easier to attack Danny for being away than deal with it for herself. And he'd just taken it, he hadn't defended himself, not really, and even when he was recounting Fine – Brainiac's – plans for him, he hadn't gotten angry with her.

That was something she liked about Danny, there was just something safe about him. Like no matter what he'd just be there to protect her. And it was scary that he hadn't been. But that fear didn't give her the right to attack him the way she had. And now she wholeheartedly regretted it. But panic had set in as soon as that computer virus attacked the servers, seemingly taking everything out with it. And from the news that was reaching them, it was literally everywhere, stopping everything. The only electronic thing that was working properly was the emergency evacuation lights and the emergency frequency on the radio.

"Chloe?" She heard a recognisable voice call, piercing through the clamour of escaping people as Clark Kent pushed through to her desk. "What's going on?" He asked, and it was clear that even he was not immune to the panic that had set in across the entire city. "The street lights are out."

"You tell me." Chloe commented, maintaining her calm as best as possible as she twirled a computer monitor around to face Clark. She had to keep calm, she always had around Clark. She knew he relied on it too much for her to risk panicking in front of him herself. With the way his eyes widened she could see that he knew something more about what was going on.

"It's already reached Metropolis." Clark murmured, blue eyes filled with fear as he looked between the screen and her.

"You know where it started?" Chloe pressed, if only to confirm her fears.

Clark pursed his lips. "Smallville." He replied tersely. "Fine did something to one of Lex's computers. Thought if anyone could figure out what it was, it'd be you."

Chloe released a brief huff. "It's an electronic virus and it's spreading faster than I can track it." She replied doubtfully. "After it scaled every firewall and knocked down all the communication it's infecting most of the city's infrastructure."

"All because of me." Clark emitted. "I refused to release Zod. Now Fine's trying to force my hand."

"Well, he's definitely playing hardball." Chloe commented, pushing the conversation away from Clark's self doubts. Usually she'd be the first to comfort him and try and force him to see clearly, but they just didn't have the time. She could only hope that finding Clark some sort of direction would help. "I mean... elevators, gas mains, subways; the entire city is shutting down. I mean, it's like Y2K on acid."

She shook her head, turning up the volume on the battery operated radio. "The complete and sudden collapse of the city's infrastructure has caused havoc and panic throughout Metropolis." A crackling voice accounted. "Reports of scattered looting and violence are beginning to surface, with no sign of ending. Localised evidence suggests the appearance of the ghost 'Phantom', recognised as limiting numbers of physical assaults, but as the..."

"Danny's out there." Chloe commented sadly, realising that things had to be getting really bad if he hadn't even come to talk to her before intervening with the crowd. "Clark, if this continues every major city in the world is gonna be infiltrated."

Suddenly there was a loud screech and the sound of shattering glass. Chloe blinked, realising that all of a sudden there was half a car wedged into the window where she'd just been standing. Clark's arms were wrapped protectively around her as the glass was deflected off his skin, keeping her safe as he formed a living shield.

Clark growled and turned to leave, but Chloe grabbed his arm and pulled him back, realising that he planned on going out and helping Danny in the city. "Clark, there's no use." She commented exasperatedly. "You can't save everyone."

"And I can't release Zod." Clark retorted.

Chloe shook her head, unable to see any way out of it other than the one thing they wanted never to do. "Well, what if Jor-El was right?" Chloe asked and hated herself for doing it. "I mean, what if the only way to stop Zod and stop Fine and stop all of this is to just destroy that vessel?"

Clark's eyes darkened and Chloe's heart ached at the thought of what this would do to him, but there was no choice. "I don't wanna leave you here." Her dark haired friend said, not responding to her at all.

"You have to." Chloe said, searching those blue eyes desperately. "Clark..." She said, and part of her wanted to finally cast everything aside and kiss him, fear and desperation making her realise that this could be the last time she ever saw the man who she'd unrequitedly loved for so many years.

But as she looked in Clark's eyes she realised that he wasn't the one she wanted there, he hadn't been for some time. Instead she wished she was staring into a different pair of blue eyes, eyes that had shown her Metropolis from the top of a skyscraper and had glimmered mischievously as their owner was covered in flour. The eyes of the boy who'd held her hand and told her she wasn't crazy when she thought she was going insane, who always somehow managed to make her feel protected, the blue eyes of the boy who'd first saved her life all those months ago when a plant ghost took over Smallville.

Instead she pulled Clark into a tight hug, hoping that it would be enough while knowing that it wasn't. "I don't know if I'm ever gonna see you again." She heard herself murmur, but it was lost in the vacuous silence of the office.

There was a moment of stillness, Clark looking confusedly at her, but then the phone rang. Of all the impossible things that was happening at the moment one of the payphones was ringing. Clark sent her a dark look before walking over to the booth, cautiously lifting the handset off the receiver. From this distance it was hard to hear, the voice slightly muffled by the phone. But when the person on the other end spoke she immediately recognised who it was.

"Hello. Clark." Lex's dark, almost malevolent voice spoke, and Chloe could hear the derisive daring that echoed in the bald man's tone. "I heard you wanna see me."

And then Clark was gone, the phone almost crushed back into the machine, leaving Chloe completely alone in a room filled with shattered glass and glowing screens of black and green. Chloe sighed, releasing a tense half sob as she sunk back into her own desk chair. Her eyes stared at the computer screen, hoping to discern any meaning. But it was pointless, and the only way she could see out of this was to hope for a miracle.

Almost reluctantly she turned the volume on the radio back up, listening carefully for anything that sounded like a green eyed, white haired ghost as she hoped for the end of this panic.

Line Break

Lois started awake suddenly, shaking her head to clear it of the foggy dream she'd been lost in. It took a minute for her to orient herself, but it was clear that she and Martha were still on Lionel's jet, which was apparently much easier to sleep in than a military chopper. She yawned, noting that the sky outside her curtained window was dark. It wasn't entirely unexpected, after all the plane was scheduled to arrive in DC around eight.

"You'd tell me if I had drool all over my face, wouldn't you?" She asked dazedly, sending a fleeting glance towards Mrs K. She was still involved in reading the same papers as when the plane took off, and Lois couldn't imagine how dry that was. "What time is it?" she requested as her sleep addled mind started waking up.

"It's about ten minutes to nine." Martha replied, setting aside the papers to look at her watch.

Lois's eyes creased in concern. "And we aren't there yet?" She remarked, sending a fleeting glance towards the closed door of the cockpit. "We should be strolling down Pennsylvania Avenue by now."

"You're right." Martha replied, but she didn't sound worried. "I lost track of the time. We must have hit some strong headwinds."

Lois shook her head. She may not be the brightest crayon in the box, but with her military upbringing she knew how long a flight that distance should take. And they'd been up for way to long. "More like gale-force. We should've landed an hour ago."

"Lois, relax." Martha dismissed complacently. "There are a million reasons why we could've been delayed. I'm sure everything's okay."

Lois shook her head in denial. There was a sinking feeling in her gut saying that something was wrong, call it years of military bred paranoia but a simple flight didn't take this long unless there was something drastically wrong. Like 'we should have been diverted and landed at a different airport' wrong. Before they'd taken off she'd spoken with the pilot, but he'd seemed to be a fairly professional guy. Not particularly remarkable, he had brown eyes and brown hair, the sort of cookie cutter look of an everyman. So it should have been fine.

But her gut was clenching in anxiety, and instead of being complacent she looked out the window. "I might have flunked geography," she commented, eyes widening in genuine fear as the image burned into her eyes. "But the last time I checked the East Coast, it didn't look like this." And she gulped as she felt Martha come across to look over her shoulder, both of them staring down at the snow capped tops of what had to be the Rockies. They were so far off course it wasn't even funny, and Lois even recognised one of the passes that she'd flown over with her dad when she was twelve. They weren't even in the Unites States anymore; their plane was currently cruising over the far northern reaches of the Canadian Rockies.

Panicked, she pulled away from her chair and marched over to the small intercom panel by the cockpit. Pressing the button she demanded to talk to the captain, but there was no response. She pounded once more against the door before sending a worried glance towards Martha. Something was horrendously wrong, and the fact that their pilot wasn't speaking to them said that Mr Plain and Boring, wasn't quite so unassuming as she'd originally thought.

The plane lurched, suddenly gaining altitude, and even Lois could tell they were now going way too high. The air in the cabin was thinning too quickly, and Lois knew that it wouldn't hold out for much longer. Desperately she took up her attack on the door again, frantically hoping that she could get through to the man on the other side.

"Open the door!" She heard herself yell, but already it was distant as black spots danced on the edge of her vision.

"Lois," Martha's voice came weakly through their cabin, pulling Lois temporarily back to the reality of their situation. "I'm not feeling well."

"Neither am I." Lois replied, sagging heavily against the door as it stubbornly remained locked. Dazedly she wondered how the pilot could survive like this, and her mind distantly wondered if he was some kind of alien that didn't need to breathe at all. That would be useful... not needing to breathe. That way her lungs wouldn't be burning and maybe she'd be able to think.

"I can't breathe." A hysterical voice gasped, and it took Lois a minute to see through the dizzying fog to realise that Mrs Kent had just collapsed. There was something she needed to do... but it was so hard to think.

"Wait a minute, Mrs. Kent." She gulped, gasping for air as once more she slammed her hand against the intercom, not even hearing her own desperate pleas for more air. But she was met with silence as once more she sagged to the floor.

Her eyes couldn't focus properly on anything, fixating and then unfocusing a moment later. Through the encroaching darkness she saw a rectangular panel on the roof, but it took too long to place what it was. She'd seen it on corporate jets, the little panel that held the oxygen masks for emergencies. As soon as she placed it she was moving, fumbling across the cabin as oxygen starved limbs started to fail.

Weakly her fingers found a knife, heedless of the crystal tumblers that had been shattered in her search. Glassy shards sliced into her hand, but she didn't care. All she could see through the darkened tunnel of her vision was the rectangular panel. Taking as deep a breath as she could manage she lurched towards it, the knife scratching hopelessly against the plastic.

She didn't know how long it took; she couldn't focus on anything more than the little panel that signified their last opportunity for survival. A small smile came to her lips as the panel released and an oxygen mask tumbled down towards her, the emergency system activating and sending the rest tumbling down around her. The darkness was growing as she fumbled towards the mask, but she was too weak, and the world was crumbling around her as helpless fingers clutched around air. She felt her knees buckle and then nothing as the quiet embrace of black unconscious overtook her.

Line Break

Phantom gasped as another bullet lodged into his chest; the fifteenth time he'd felt it happen in the last hour. One of his duplicates had already been destroyed, overwhelmed by the sheer destructive rage present in the city. Even now it felt like with every life he managed to save there were two more that he couldn't. He'd caught bullets, blocked flying baseball bats and stopped various heavy, blunt and falling objects from inadvertently killing people as looters were overtaken by other members of the rabble.

After the initial surge of primal ghost instincts he'd managed to regain some semblance of rationality, not enough to truly be considered human, but more than a basal ghost. His core was still screaming at him, informing him of every single time he failed. But the lives he was able to save gave him the strength to keep fighting, and that was all he could hope for. He could think, could plan one step ahead and save two lives at the cost of minor injury than just one with the person coming out unharmed. It wasn't much, but it helped.

Some distant part of him realised that he couldn't keep this up forever; already another of his duplicates was weakening as a dark curly haired young woman was crushed under a falling air conditioning unit. And the city was alight with pandemonium and burning fires as the people fell further and further into anarchy. People were crowding the streets like wild animals, blocking the traffic and amassing a flurry of detritus debris. More than once he'd encountered a police SWAT team, pushing through the mob with their bullet proof shields, only to be pushed back by the sheer volume of people who were being consumed by the chaos.

He ducked under a metal pipe as a man swung it at him. Absently he caught it as the man came back for a second swing, turning his eyes towards the man. Glowing green eyes met angry hazel for a minute, the crowd seeming to slow as Phantom took in the man. He was middle aged, maybe in his mid forties, but he had the leather clad look of a biker gang member gone to seed, greying ponytail tied back loosely and black nylon pants held up by a pot belly.

"Is this really who you want to be?" Phantom asked the man, gesturing his head towards the pipe and the horde around them. The man froze, his face turning pale as he seemed to stop and really look at the barbaric nature of the rioting people around him. He shook his head infinitesimally, seemingly shocked by what he was seeing. Phantom nodded, managing to turn the man intangible and walk him through the crowd to the safety of an apartment building.

For him it was like taking a breath of fresh air, people scared or disillusioned by the insanity outside had retreated to the upper levels of their buildings. Anything accessible on street level had been abandoned, but Phantom had found small pockets of people gathering on internal staircases or on the higher floors who were willing to wait it out, gathering together for shelter and protection.

The streets outside were chaos, and Phantom kept finding himself disoriented by the fear and anger and rage that was emitting from the auras of the mob. It was so powerful and so strong that it seemed to conglomerate into one single writhing mass that threatened to overtake even him. But here, in the quiet of the buildings it was different, people uniting together in love and compassion, willing to take care of each other and protect each other from the maelstrom that battered at their windows.

He left the man with a small family, none of whom appeared startled by his appearance. As he left they gathered around their radio, listening to an emergency report that Phantom himself found he couldn't bear to. Instead he drifted out of the building, floating back down into the crowd as he prepared once more to keep fighting. It was disheartening to see that in his absence even the small path of tranquillity he'd cleared had been claimed back by the mob, but he had to press on. Every so often he'd come across an individual who was willing to be rescued, and for him that would have to be enough.

Phantom darted around a braking car, pulling back as the mob surged forth to shake the small red vehicle off its suspension. Glass was shattered and the driver was pulled out. And it wasn't the first time he'd seen such a thing that evening. People were just diving in, panic driving them to steal whatever they could for themselves. As the crowd moved on like a school of piranha he sighed, instinctively knowing that it wasn't going to be the last time he saw something like that before this was over.

A strange wind blew, moving his cloak ethereally around him and Phantom paused, seeing a familiar face amongst the surging crowd. The brown eyed man smirked before racing away, moving too fast for a human eye to see. Phantom snarled, gaining a second wind as he pushed himself faster and faster, catching sight of the dark jacketed form of Brainiac as he pulled around a building and into a darkened alleyway.

The man was still, staring at him as steam rose eerily up from a sewage line, creating a pooling mist that eddied in the space between them. "Interesting." Phantom heard the man comment, stalking up to him almost nonchalantly. A moment later he felt cold hands catching his cheeks as the man cupped his face, forcibly turning his head to either side as the man's brown eyes studied him intensely.

"You truly are a most fascinating specimen, Phantom." The man said conversationally. "Usually your species seems to demonstrate power by making yourselves look larger than you are, yet you choose to alter your physical features." Phantom gasped as he found himself thrown heavily into a wall, crumbling bricks falling off him in a fine dust as he pulled away.

He didn't entirely know what the man was talking about, but then again he didn't really care. Brainiac was behind all this, and if he could just manage to keep Brainiac preoccupied, delay his plans a bit, then maybe Clark would be able to come up with a decent solution. "I don't need to look bigger than I am; it isn't the size of the dog in the fight, but the size of the fight in the dog that counts."

Brainiac laughed. "Amusing that you use that analogy, Phantom; after all, last time you took such vehemence against being called Kal-El's pet."

"You're the one that started it," Phantom quipped, throwing an ectoblast towards the man and sending him flying into a pile of trash cans. "And who am I to come up with new material when you dig yourself such a deep hole."

"Then I suppose," Brainiac commented, metal clanging as the destroyed trash cans rolled away. "We'll just have to see if your bite matches up to your bark. Little Doberman." Brainiac smirked before surging forward, his knuckles morphing into silver spikes as the man landed a crippling punch to Phantom's abdomen. In that instant Phantom's concentration fractured, dispelling every one of his remaining duplicates in a wash of distractingly painful memories.

Phantom snarled, retaliating with a blindingly fast spinning kick that threw the man away and into the alley wall. He didn't give Brainiac a moment to recover, immediately following up with an ectoplasm-charged punch. For a moment he felt Brainiac's metallic flesh give, but it barely lasted an instant before a driving lance of cold steel was driven into his leg, forcing him to withdraw.

"Very good." Brainiac taunted, the sword like protrusion on his hand retreating back into his flesh. "You certainly are a skilled fighter, spirit. A quality that Zod will demand of you when he takes his proper place as ruler of this planet."

"I won't be his soldier." Danny spat, hurling another ecto blast towards the artificial man.

"You won't have a choice." Brainiac retorted, charging towards him before he could think. The man caught his shoulders, driving him through the alley wall and forcibly pushing him out the other side of the building. Phantom growled, directing all his focus towards the task of turning intangible. A merciful moment later he slipped out of the man's iron grip, tumbling to a halt at the back of a warehouse. On the ground was a shard of glass, glimmering in the half light of his glowing aura.

Phantom paused, temporarily distracted by his reflection. He didn't look like his usual self, either human or ghost. His eyes were a bright shade of silver, and he caught odd speckles of green and blue caught in their depths. His snow white hair was tipped with ends of obsidian black. His usually black tunic and pants had turned a bright shade of ivory, and even his glowing aura seemed to shine with a different shade of silver. It was a version of himself he'd seen only once before, in the Smallville Ledger where he'd been described as the 'Phantom Angel'.

Gritting his teeth in further determination, he searched his surroundings for his adversary. He wouldn't allow himself to be distracted now, not with so much hanging in the balance. Silver eyes fixed on a figure in the distance, calmly picking his way through the razed remnants left at the back of the warehouse, although Phantom couldn't tell whether it had been left by the mob or not. The rest of the world felt strangely distant, closed off. Like all that really mattered was the man in front of him.

Brainiac grinned practically taunting him, his brown eyes smirking in the darkness. Phantom barely felt the charge coming before he was assaulted by a full frontal heat wave directed from the man's eyes. The instant the beam made contact he knew he was in trouble; the beams were so much hotter, so much more ruthless than anything Clark had ever thrown at him that he gasped in agony. He felt the beam burn through his shirt and scorch into the flesh of his chest, throwing him violently backwards and further from the warehouse.

Phantom came to a skidding stop, momentarily dazed by the pain of the attack. Blinking he stared overhead, realising that they'd ended up in one of Metropolis' power relay stations. Phantom stood to one knee, pressing a hand to his chest and hissed in pain at the stinging sensation the action elicited. Letting out a shaky breath he stood up fully, ignoring the protestations of his aching body as Brainiac approached once more.

"You are a determined little one, aren't you?" The man mocked, tipping his head sideways in a derisive salute, almost giving Phantom the impression that he was being played with. "But determination doesn't get you anywhere without the skill to back it up."

"Oh I've got the skill." Phantom retorted, focusing just enough to teleport behind the man and deliver a quick energy blast to the head. He may not be able to move as fast as a Kryptonian, but he knew full well how to use what he had to get around that. "Question is; do you?" Brainiac was sent flying, crashing into one of the powered down transformers. There was an almighty crash as the metal warped around the man, destroyed in the impact.

Brainiac stood up, heedless of the destruction around him. His smile turned sinister as his hands briefly sparked blue. "Considering that the virus infecting this world's infrastructure is of my own design; I dare say I still have the upper hand." Phantom froze, hearing the whirring of the generators coming back to life. The relay station was working but... the lines out had all been destroyed.

Phantom's eyes widened as he realised what was happening, he barely dodged out of the way when a bolt of electricity came his way, splitting off from one of the loose cables as Brainiac easily flicked it in his direction. Phantom braced himself, allowing the electricity to make contact. Gritting his teeth he allowed it to flow through him, into his inner core where the rest of his electrical powers resided.

He sent a shaky smirk towards Brainiac before lashing out with his own attack. In an instant he'd thrown a tendril of ectoplasmic rope out towards the man, wrapping it tightly around his torso before releasing that same electricity back along the line. Brown hair sparked as the additional ectoplasmic charge rendered visible damage on the artificial man, making him stagger back and collapse back into the destroyed metal of the transformers.

Not giving the man a chance to recover, Phantom pushed himself forwards, summoning his sword as he went. He was weakened, quite drastically so, and he knew it. But Brainiac was weakening too. Already Phantom could see the touches of black bile tinging the man's lips, indicating that he'd rendered some internal damage to the system with one of the blows he'd landed. Phantom gulped, drawing the sword in both hands as he pressed it heavily against Brainiac's chest.

The brown eyed man looked up at him, half trapped in the rubble. A small amount of oily black oozed out of darkening tear ducts, mingling with the bile on the man's lips. Nearly lifeless eyes smirked at him, mocking him with the sudden laughter that pealed from the man's black stained lips. "Do it." The man grinned, taunting him with his derisive laughter. "Destroy me. You may have won this battle, Phantom, but you're about to lose the war."

"I'll stop you." Phantom hissed, pressing the blade further into the man's chest. Phantom knew in his head that Brainiac wasn't real; that destroying him was about the same as destroying one of Vlad's duplicates when the man still had his powers. Like a hydra he'd keep coming back, never truly defeated until the main body was eliminated. Brainiac was a monster, corrupted by the tarnished programming Zod had instilled in him, and the only way to end their fight would be to destroy this replicate.

But it was one thing to know in theory, and another to see in real life. And in reality Phantom saw a man beneath him; maybe not made of flesh and blood, but still sentient, and therefore something that he'd sworn to protect. Something that he knew he couldn't destroy because of his own nature. But... if he didn't do something Fine would just take Lex again and then Zod would have his host. The pandemonium in the city would escalate until nothing was left, nothing but the crumbling ruins of a destroyed society.

Phantom nodded, steeling himself in determination; reminding himself that Brainiac wasn't a man, and even if this particular copy was destroyed he'd still survive. He had to; it was the only way he could do what needed to be done. Phantom paused, not daring to close his eyes as he pulled the blade back. Disassociating himself from his core as much as he possibly could, he prepared for the onslaught of agony that he knew would come from this heinous act. He didn't let himself think, he just acted, burying the ghostly blade deep into Brainiac's chest. Like the crystals in the Fortress it pierced the steel Kryptonian made skin, burying itself deep into the cavity of what would be a living man's heart.

"You can't stop me, Phantom." The man gasped, black liquid oozing from his chest as he let out one last harsh, hysterical laugh. "You've already lost." There was a bright flash as the replicate was destroyed. Phantom sunk to his knees, his core screaming in agony, in failure as the night swirled around him. He let out a last, incoherent gasp as he collapsed forward, the pain in his core and his physical body too much. Icy blackness swirled around him as he fell into the clawing depths of unconsciousness.

Line Break

Clark frowned as he walked through the darkened archway that marked the gate to the farm. Not even a minute had passed since he'd taken Lex's phone call, but now he was here. He'd tried to call Danny, desperately hoping that he'd magically come through for him. But his cousin hadn't answered, and with every passing second it became less and less likely that the boy would be able to pull an appearance.

Gravel crunched under his feet as he kept an even pace. The house was dark, and there was no moonlight to provide any light against the encroaching night. But Clark didn't need it. This was his home and he knew every inch of it. Even Lex, for all his corruption, could not take away what this place meant to him. On the wind he heard a wolf howl, such a contrast to the screaming riot on the Metropolis streets that it made everything feel surreal.

Clark paused for a moment, looking up at the starry sky and just wondering how it had all come to this. Him being faced with one of the hardest moral decisions he'd ever had to make, and he was facing it alone. Even that morning, when he'd been talking to Lionel and Danny, he hadn't really believed that he would have to make the choice by himself. He'd half expected a miracle. Half expected that somehow Danny would sweep in with a perfect solution to everything like he had countless times before. But here he was, walking a darkened face to meet a man he had once considered his friend. And much as he hated to admit it, he couldn't see any other solution other than to kill Lex.

He realised now that that had been Fine's plan all along; separating the two of them. And the computer virus that was spreading to infect the entire globe was as much a trap for Danny as it was a weapon to motivate Clark. Fine would no doubt know Danny's – Phantom's – obsession, and by forcing the population of Metropolis into chaos like that, Danny would have had no choice but to fight to protect as many people as he could. And Clark hated it. Hated that the man could manipulate his life to the point where everyone he knew was little more than a puppet on a string.

Shaking his head tiredly he continued on, walking through the familiar wooden doors of the barn. He wasn't surprised to find them open; even though he'd closed them Lex's message had been clear. And somehow, despite the young billionaire having said nothing, Clark had known that he would show up at his farm. The man would see it as somehow symbolic, or as penance for the many times Clark himself had gone over to the mansion without an invitation.

"So, what did you decide, Clark?" Lex's voice spoke out in the darkness, echoing down from the rafters of the loft as Clark picked his way through the barn. "Are you gonna kill me?" His voice sounded cold, daring. And it was somehow filled with a level of barely repressed anger that Clark had never heard in his voice before.

Something about his tone sparked a level of vicious retribution in Clark's stomach. "You can't blame me for this, Lex." He replied coolly, thinking of every injustice Lex had committed; images of victims like AC and Victor stone, tied up in a lab as Lex prepared them for experimentation, flitted through his mind. And Lex had never even the guts to do it in person, pulling the strings and keeping his own hands clean while thousands more got caught in the crosshairs as collateral. And now it was Lex who had the superhuman powers. He'd let himself become so blinded by his lust for power that he couldn't even see past his own self righteousness.

"You did this to yourself." Clark finished coldly, looking up to the darkened silhouette of the man who had once been his friend.

"Oh, come on, Clark." Lex spat walking halfway down the steps so he could lean over the guard rail, a sick perversion to the place his dad had labelled his Fortress of Solitude. "You love it!"

Lex walked the rest of the way down, pacing around him unrestricted in the darkened room. "Ever since that day on the bridge you've always seen yourself as my saviour." Lex commented darkly, his voice moving from angered to cynical mocking as Clark felt Lex's blue eyed gaze fix on him. "The one thing that would pull me off the dark path I'd started." Lex paused boring down into Clark's eyes with the fierce intensity of a hunter. "See, that's why you cling to the idea that there's still some good in me. You don't wanna face the fact that you might have failed."

"Or maybe I can't believe someone would have so little willpower." Clark retorted coldly, not rising to Lex's speech. In truth, he had come to believe that Lex was a hopeless case a long time ago, that even Danny's attempts to save the man were doomed to failure. But it wasn't because he'd failed; he'd given Lex every opportunity to do the right thing. But Lex had always taken it and perverted it, spitting on any kindness offered to him until it was a perverted shadow of itself. It was Lex's failure, and Clark hated the fact that someone he knew, someone he had once cared about had done that to himself. 'There's always been a dark force at work inside him' Lionel's voice echoed in his mind, making him doubt that Lex had ever stood a chance.

"It's hard to compete with the willpower it takes to kill one of your best friends." Lex retorted quietly, tone dark and threatening as dark blue eyes met his firmly. "How did you know I was gonna come back like this?"

"You don't realize how much danger you're in." Clark replied, evading the question with his own pool of simmering anger.

"I used to think you had this strong inner core." Lex murmured almost reflectively, looking away briefly before contempt filled eyes turned back to meet him. "You were so virtuous. And yet you lie, all the time." He spat, his voice rising above the harsh whisper and boring down into Clark's soul. "To me, to Lana, to all the people who cared about you. What kind of sick person would do that?"

"If you thought this friendship was so doomed then why did you fight to keep it?" Clark retorted through gritted teeth, barely containing the growl that rose at the accusation.

"Because I wanted everything you had." Lex spat, cutting over him with anger in his eyes. "The family, the inconspicuous life, the loyal girlfriend." Clark fought to keep his face blank, the pain resurfacing in an instant. Because now it was Lex who she trusted, and now it was Lex who she'd support despite his powers. And in that instant he hated every inch of Lex, for taking her from him.

Lex seemed to sense his emotional turmoil, his face settling into a satisfied smirk. "Well, at least I walked away with the part you loved the most."

"You're not yourself." Clark replied, forcing back the violence that wanted to rise to that statement.

Lex smirked, darkened blue eyes pooling with a foreign sense of power that Clark had hoped never to see on Lex's face. "Or maybe I finally am." Lex replied calmly. "You see, I met someone today, quite an extraordinary being so far as it goes. And he reminded me of something. It's not who we are or whatever part destiny sets out for us. 'It's our choices that define us, how we're seen and how we see ourselves.' He said that. And I see myself as great."

Clark growled, echoes of thousands of conversations with his cousin reverberating through his head. And instantly he knew that Lex was just taking what Danny had said out of context. Danny had always said people need the chance to prove themselves, and that everyone deserved a second chance. But here Lex was, taking this and proving once and for all that he couldn't be trusted. A world where Lex Luthor had the powers of a Kryptonian was a world destined for destruction, and Clark would never allow that.

He didn't really register who landed the first hit, whether it was Lex's quick jab to his stomach or whether it was his own to Lex's face. But what he did feel was Lex's arms catch around him, so fast that he'd barely caught the movement, before the two of them were crashing through one of the pylons that held the loft up.

They grappled with each other, the small metal farm implements in the barn reduced to rubble beneath each of Lex's super powered punches. And Clark really doubted that the man even realised what he was doing. Lex's blue eyes were focused solely on him, blind rage bubbling in those usually refined eyes. And Clark felt a vague sense of catharsis in it. Each hit he landed was soothing in a way that he hated to validate, like he was finally taking something back from the man who had stolen everything he loved.

Lex's fist backhanded his face, sending him crashing backwards into the heavy barn wall. Clark grunted in response, surging forward and catching the man around the arms and Lex's hands tightened into vice like pincers in reaction. Ignoring the pain Clark twisted, gaining just enough momentum to throw the man bodily away.

There was a loud crash as Lex was sent crashing through the rafters where the hay was stored, wood splintering and hay flying as Lex's now Kryptonian strength body destroyed everything in its wake. Clark took a moment to draw in a deep breath, almost disbelieving what had happened. It was one thing to know that Lex was different, that Fine had changed him and given him powers that Lex should never have come to possess. But it was another thing entirely to see the effects with his own eyes. And no matter the force that Clark had thrown him, Lex should have been stopped by those beams.

"I knew there was something different about you." Lex's voice smirked from behind him, the man suddenly rejoining him completely unscathed. And a moment later Clark was the one sent flying, Lex managing to pick him up effortlessly and fling him up and into the barn loft. The railings splintered around him as he came to a skidding halt, coating him in a layer of powdery dust as Lex super sped up the stairs.

A moment later a cold hand was clasped tightly around his neck, cutting off his air as Lex sought to strangle him. But Clark had been in this position before; hundreds of meteor freaks had tried the same tactic. Clark rolled out from under Lex, drawing away just briefly enough to gain himself some momentum before throwing Lex heavily onto his back. An instant later his knees were in place, locking the bald haired man in place despite his struggling.

Without a thought Clark's right hand found its way to the Kryptonian dagger. The blade had been a heavy weight in his pocket all day, but in that second he was grateful for it. The crystal handle felt right in his hand, and in a sweeping arch he swung the blade down until it rested just beside Lex's neck. The Kryptonian glyphs glowed a bright shade of yellow, almost blinding in the near pitch darkness of the barn.

A fine sliver of blood pooled as the tip of the blade bit into Kryptonian steel skin. All Clark could think was how easy it would be to end Lex's life now. To finally stop all the havoc and destruction that followed Lex like a shadow, to prevent these powers from just giving the tainted man licence to destroy more lives, to take revenge for all the people he'd destroyed, all the lives he'd continue to ruin if he was allowed to live. The blade pressed further into Lex's neck as Clark's anger burned, scorching to new levels of rage as every hateful memory of Lex's corruption swam before his eyes.

"Do it, Clark." Milton Fine's voice commanded, breaking Clark away from his thoughts. His hand fumbled with the blade for a moment at the intrusion as doubt pooled in his stomach. "Let's see if you're really your father's son."

Clark growled, his eyes flickering from Lex's almost smirking face to Fine's commanding one. The man was standing in the middle of the barn, his stance loose and smug. And Clark's anger boiled once more. The dark haired man didn't even care, everything was just collateral to him and nothing mattered so long as he was able to serve Zod.

Fine seemed to sense his shifting emotions, the man's face shifting to a dark smirk in the shadows. "It all comes down to you, Clark." Fine commented, stepping forward across the hay strewn floor. "No one else."

"Danny..." Clark emitted, but was quickly cut off.

"Is currently occupied." Fine overcut. "I must say you have trained your pet well, he is an excellent fighter. Pity that the replicate he is currently battling with is nothing more than a distraction." Clark bared his teeth, not noticing as the dagger bit further into Lex's neck, leaving a long trail that cut almost into his jugular. But Fine carried on uncaringly. "Do it. Clark. Prove to the world who you really are."

Clark snarled, anger and hate pooling through him until he could barely see. His blood boiled, but as he looked down into Lex's eyes he realised that there was another way out of this. Blindingly fast he flicked his arm out, letting go of the dagger at just the right instant to send it hurtling towards the overconfident form of Milton Fine.

The blade seemed to move in slow motion, cascading through the air with an almost eerie stillness. The blade flew true, lodging deeply into the man's chest all the way up to the hilt. For a moment all was still, but then Fine smirked, arms thrown back as the white crystal of the dagger turned a violent shade of glowing crimson.

Clark took a halting step back, gasping in new fear as the dark smirk on Fine's face deepened. "What have I done?" Clark asked as Fine collapsed to his knees. A strange wind swirled through the air and the barn suddenly seemed horribly bright as the red crystal glowed even fiercer.

"You've opened the portal for Zod." Fine shouted, his voice horrendously cutting in its certainty. A beam of menacing red light lanced down into the barn, channelling down into Fine before cutting out again. A dizzying read beam leapt out towards both him and Lex, and for a moment all Clark could see was darkness as he was thrown aside. Dark spots danced on the edge of his vision, but all he could focus on was Lex's agonised screams as the beam of red light forced its way into his chest like a bolt of lightning.

There was a bright flash of light, radiating out from Fine. And for a moment the entire barn was consumed in a surge of bright white man as the man vanished; destroyed or simply gone Clark didn't really care. All that he cared about was the dark suited man standing dissonantly still in the shadows of the barn loft. Clark frowned, slowly pulling himself to his feet before he took a cautious step towards the man.

"Lex?" He heard himself say, his voice sounding almost fearfully small in its cautiousness as he approached the man. "Lex?"

Lex's shoulders were square, more erect than Clark had ever seen them before. He stood too straight, too still, too... confident in his silent position. The moment stretched out as Lex seemed to react, turning around slowly with a fluid grace that he had never had before. Clark froze momentarily when he saw the eyes, filled with an icy chill that wasn't Lex's.

The man closed the distance between them, using the stairs to manifest himself in a physical display of inequality, of power. "You have your father's eyes." Lex's voice spoke, but it wasn't Lex. The voice hit a level of dark menace that even Lex could never hope to. Clark shivered as the man studied him, feeling like he was being dissected under that coldly calculating gaze. "Hello, Kal-El."

"Where's Lex?" Clark demanded through slitted teeth, his own eyes boring down into steely blue. A strange surge of fear and anger pooled in his stomach as he realised exactly who he was staring at. The erect stance bespoke of years in the military, and the way the man seemed to don power like a cloak told him that he was staring in the eyes of General Zod; the man who had destroyed Krypton. And everything he had hoped to prevent by destroying Fine had been turned on him.

"Lex is dead." Zod replied coldly, sending a shiver down Clark's spine at the emotionless way he answered.

"Why are you here?" Clark demanded, gathering his rage and fear and guilt together and pooling them into a show of strength.

Zod raised an amused eyebrow. "For the same reason as anyone who'd been imprisoned like a beast." Zod replied. "Revenge."

Clark eyed him warily as Zod turned away, his voice turned musing as he paced predatorily across the loft. "Your father banished me to an eternal hell trying to save a doomed race. And in the end, the only survivor of his pathetic crusade was his son."

"Then this is between us." Clark replied, closing the distance between the two of them. "These people did nothing to harm you."

"No." Zod replied shortly before his face morphed into an almost amused smirk. "But you feel no pain greater than to see others in agony."

"I won't let you destroy this planet like you did Krypton." Clark replied evenly, meeting the evil man firmly in the eyes.

"You don't have a choice," Zod murmured, his voice low and threatening as he returned Clark's icy gaze. "Unless you join me."

"I'll never join you." Clark answered with deliberate slowness, promising defeat to the man who sought to destroy everything he held dear.

Zod's mouth twitched almost amusedly before the man turned away and walked past him. "Well, I hope that's a decision you'll be able to live with." The man replied before pausing at the top of the stairs. "Forever."

Zod turned around, and Clark watched as he pulled a strange ring like thing off his wrist. The ring seemed to move of its own accord, spinning slowly through the air as a peculiar moaning sound cut through the night. There was a brief brush of wind as the ring floated past him, and Clark's eyes creased in confusion as he caught Zod's smirking gaze. Dark eyes bore into him, and Zod nodded his head infinitesimally towards him.

Then there was a strange pulling sensation, like a rope had been caught around the inside of his chest and was tugging him backwards. But then it changed, and the rope became thinner, attaching to every part of him until each individual cell felt like it was being drawn backwards. It felt like he was being compressed and pulled apart all at the same time, like his body was caught in some huge vacuum that both pulled him away and pushed him tighter and tighter into himself.

For an instant there was nothing, blackness consuming his vision as the barn disappeared from beneath his feet. And then he was blinking, feet skidding across a strange mirror like surface as he dazedly stood to his feet. He was in a strange crystalline chamber, edges jutting out like rocky mirrors. And on each surface he caught an image, like the chamber he was in was a room filled with thousands of little screens that played in jagged clarity.

He saw his mom, limp on a red carpeted floor beside Lois as their plane careened towards the earth.

He saw Lionel Luthor, pulled out of the window of his limousine as the mob swarmed around his car.

He saw Chloe, struggling against meaty hands that held her in place as she tried to escape the riot.

He saw Danny, rendered unconscious on the ground with a fierce burn oozing red as electrical sparks lanced overhead.

He saw the lights turn off, one by one, radiating out from Kansas until the entire globe was enshrouded in darkness.

He saw the entire Earth pull away, everything he'd ever known shrinking into a vanishing blue orb. His chamber like prison was taking him further and further away from everyone and everything he'd ever loved and cared for. He let out a strangled gulp as the orb disappeared, his hands touching the empty crystal pane as though he could somehow manage to bring the image back.

But it was hopeless. And for the first time in his life he felt like he had truly failed.

Line Break

Lana gasped, desperate for breath as she raced through the imploding streets. Around her the riot swarmed, the sound of shattering glass and small explosions the only sound that cut across the tumultuous cacophony of screams and screeches. Her legs were aching as she jumped over a car, sliding across the bonnet as she cut the shortest path towards LuthorCorp Plaza.

A man grabbed her, his arm wrapping tightly around her and halting her path. But she wasn't about to let that stop her, unhesitatingly she drove a sharp elbow to his solar plexus before delivering a spinning kick to his groin. The man fell back as she pressed onwards, ducking under a flying trash can as she reached the shattered remnants of the Plaza entrance. She drove through the shattered doorway, heading straight for the emergency staircase.

It was eerily silent, the echoing of footsteps on cement stairs a vast contrast to the maelstrom outside. She panted as she raced up the stairs, drawing deep breaths as she used her hands to catch on the railing and help her spin around the tight turns of the narrow staircase. There were over 40 levels to the building and each one added a screaming burn to her aching thighs. But it was worth it. She'd made a promise and she was going to keep it.

Slightly light headed, she paused as she reached the top level, her eyes fixing to the door that opened up to the rooftop. She took a deep breath, getting her heartbeat back under control as her hand touched the silver door knob. The door opened easily, giving her a clear view of the rooftop. A dark figure stood right in the middle, staring over the small ledge at to the side of the LuthorCorp sign.

He was clad in a long black leather trench coat, fluttering lightly in the breeze. His back was straight, his posture bespeaking power and confidence. And if it weren't for the familiar head of bald hair she might have mistaken him for being a stranger. But as the figure slowly turned around she was met with the familiar face of Lex.

"Lex." She breathed, walking across the rooftop to stand near his side. He was staring at her curiously, an evaluative look in his chilly blue eyes. Lana would have been worried, but this was Lex. The man who'd been there for her and picked up the pieces when she'd been falling apart. The man who'd done everything he could to make sure she was okay. The man who'd nearly broken her heart when he'd been stolen away and who'd saved it when he came back safe. The man who she now realised she couldn't live without.

Her hand fixed on the small white chess piece in her pocket, the little white knight giving her a strength she didn't know she had as she started speaking. "You know part of me thought this was another one of your tests." She commented shrewdly as she walked slowly over towards him. "You've been abandoned and betrayed so many times how could you know that I wouldn't be next?"

By now Lex had stepped down off the ledge and was walking ever closer to her. "Well, I'm not." She asserted, meeting him firmly in the eyes. "I'm here. In spite of everything that's happening out there, I'm here."

Lana paused, her eyes falling briefly on the orange glow of the city before turning her attention back to Lex. "I don't know what it is you and I have but I'm here because I wanna find out. Do you?"

Les almost smiled, laying his strong hands on his shoulders as his blue eyes bore down into hers. They stayed like that for a moment, frozen, before something in his eyes changed. Lex leaned forward, possessive lips pressing into hers and she easily permitted him entry. There was a new fierceness in the kiss, something more domineering than the usual soft edge, but it was Lex.

It didn't matter to her that the city was burning beneath them.

It didn't matter to her that Lex had come back different.

It didn't matter to her that whatever it was they had right now couldn't possibly last when society around them was collapsing.

It just didn't matter.

Because Lex was wrapping his arms protectively around her, making her feel safe within his warm embrace. And she knew that he needed her, someone to keep him safe despite his newfound powers. He needed someone to pull him back, to keep him true to himself and stop him from losing everything that made him Lex. And she believed in what they had, in what they meant to each other; so much so that she knew she would never give up on him.

And for her that was more than enough.

---

AN; I am not a chess master, nor will I ever pretend to be. The white pawn that promoted only to be taken by the black queen, yeah, that's me. But it is a useful analogy for Fine's type of tactical thinking and it's just so easy to write using that particular metaphor.

So... what did you guys think of Danny fighting Brainiac? Did it meet up to expectations? Did it leave you screaming 'No!' when it turned out to be a ploy? You all asked for it, but even in his victory Danny loses against him... sometimes I like being evil. XP

Aaannnd... finished with the season finale of Smallville I will be back...

In all of two weeks with the continuation of this story

Seriously, if there's one thing that British and most Aussie shows have over the Yanks it's that they don't leave you hanging for the better part of a year to finish the season storyline up.

Anywho...

See you later,

Bluerose