AN: Thank you all so much for giving this fanfiction so much love! I never thought it would have so many fans! There have been may of you that have pointed out that Mjol means flour. I know. I decided to go with the name just because it was the first half of Mjolnir. It's like a baby version - kind of like how Thora is Thor's baby. Even if it means flour, that's the name. :P

12: Midgard

Superman raced down to Metropolis, his thoughts clouded with what he'd just heard. Lex Luthor had used that annoying frequency to threaten him. His mind drifted back to his disgusting greeting.

"Hello, Superman," Lex said. "Meet me at Warehouse 249 in ten minutes or else I'm going to set off a bomb in the Daily Planet. I know how much you care about the place so if you still want to see it standing, you'd better show. And if you try to disable the bomb, I have a second that will take out Metropolis City Hall. You can't be in two places at once and we both know that if you try to involve your friends, they'll end up getting hurt along with civilians. Warehouse 249 in ten minutes. I look forward to seeing you, my old friend."

Superman scowled in rage. Only Luthor would do something like this. He knew exactly how to manipulate him into doing precisely what he wanted. Putting on a burst of speed, Superman broke the sound barrier as he soared into Earth's atmosphere. He would just barely make it if he kept his current pace. It was a good thing he knew where the warehouses were, having spent so much time there the last two weeks. Whatever Luthor was planning, Superman was going to put an end to it.

Racing over the city of Metropolis, he made sure not to fly too close to any buildings; his speed might cause the windows to shatter. Warehouse 249 was located close to the edge of the city, near the water. Superman slowed his pace and touched down just outside without leaving a crack in the pavement. Thrusting the door open, the sight that greeted him caught him off guard.

Streamers lined the ceiling, balloons littered the floor, and the number twenty covered the walls in several places. Superman stepped inside and the door to the warehouse whooshed shut. Someone in the corner started clapping. Zatanna slipped out of the shadows, a large smile etched across her face. She wore her traditional black and white suit complete with top hat.

"I've got to admit," she said slightly laughing over Superman's surprised expression, "I'm impressed. You managed to get here from Watchtower in nine minutes forty seconds. You're early but that's okay."

"Zatanna? What's going on?" Superman asked, still trying to recover from the surprise. "Where's Luthor?"

"Oh, he's not here," she said, coming towards him. "He just did a little favor for me."

"What? So there's not a bomb at the Daily Planet or City Hall?"

Zatanna's eyebrows rose. "Wow, leave it to him to think up something that diabolical as a false reason to get you to me. No, Clark, there aren't any bombs. Luthor's not even here. He's attending a party."

Superman looked around quickly to make sure they were alone. "Zatanna, you know not to use my name in public."

"Relax," she soothed, coming to a stop three inches away from him. Her fingers traced the S symbol on his chest. "We're all alone."

Superman took a step back. "Zatanna," he warned. He knew she always had some kind of feelings for him, despite the fact she'd met him after he was already in love with Lois. She'd tried a few times in the past to win him over but it was all in vain. Superman felt bad that he couldn't reciprocate any feelings since it brought Zatanna so much pain to see him with Lois but he couldn't help it. His love belonged to Lois and Lois alone. No other girl had captured his heart the way Lois had. Zatanna knew this full well, yet she still teased him with moves like this.

Zatanna didn't appear hurt by the brush off. "Clark, I didn't have Luthor lure you here to seduce you."

"Then what are we doing here?"

Zatanna spread her arms. "Can't you tell? Today's the twentieth anniversary of the first day we met!"

Superman groaned. "Oh no."

Zatanna grinned. "Don't worry, Clark, I only wanted to give you a present. A twentieth anniversary is a big deal after all."

Superman eyed the small box she was holding. He didn't trust whatever it was; Zatanna's gifts usually resulted in something ridiculous. He still remembered the prank where she managed to get drug him with magic so he acted like a complete drunk. The memory still haunted him. Zatanna placed the little wrapped box in his hand. It was lined with lead.

"You didn't think I'd allow you to peek?" she whispered, smiling.

Superman scowled. "I really don't want to open this, Zatanna."

"Why not?" she chimed, playing dumb.

"You know full well why. You're gifts always do something unpleasant."

"Oh, come on," Zatanna urged. "They're not all that bad. You've laughed about them over the years."

Superman frowned. "Yes but at the time they caused me to do things that I regret."

"You won't regret this," Zatanna said.

Superman still appeared apprehensive but he knew that she would never leave him alone if he didn't go ahead and open the gift. "If Metropolis goes up in flames, I'm sending you to the Phantom Zone for a week," he muttered, ripping the package off. Opening the lead box, he tipped it over and something fell into his hand. Before he'd registered what it was, Zatanna slipped the bracelet onto his wrist.

Power surged through his veins, spreading throughout his body. Immediately he relaxed, feeling perfectly at ease. He looked at Zatanna and raised an eyebrow.

"How do you feel?" Zatanna asked, excited. She'd seen him on Red Kryptonite before when he was younger. If he still acted that way, Zatanna was sure this day was about to become very interesting.

"I feel great," he answered. "You know, Zatanna, I've been thinking."

"Yeah?" she asked, her heart skipping a beat since his deep blue eyes were focused intently on her.

"The world has always caused me problems," he said suddenly beginning to pace.

Zatanna's brow furrowed. That wasn't what she'd been expecting. "That's nothing new," she muttered, disappointment curling at her insides.

"Exactly," he said, suddenly coming to a stop and facing her. "I've been too lenient with them. It's about time for something to change. I'm tired of having to save them all the time only to have another wave of crime and disorder destroy everything I have built up. I'm going to take matters into my own hands."

"What do you mean?" Zatanna asked, suddenly fearful. He wasn't suggesting-?

"I'm going to make all the world leaders bow down to me," he said, smiling broadly. "Everyone will have to do as I say. I'll be in control. I'll have all who commit crimes put to death and everyone will live in harmony. I will create world order and everything will be as it is supposed to be."

Zatanna began to panic. "But, Clark, that goes against everything you stand for!"

"Not anymore!" Superman snapped. "Didn't you hear me, Zatanna? I'm tired of doing things that don't produce the proper result."

"But what about the Justice League?"

"They will either join me in my efforts or I will have to eliminate them," he said simply. "You're part of the League. Will you follow me in the conquest for peace?"

Zatanna knew full well that if she disobeyed, he'd fry her with his heat vision. Standing tall, she nodded. "Of course. You're right after all. This world needs a change."

Superman nodded. "A wise choice. Let's return to Watchtower and purge those who disagree from our midst. We can't have any resistance if we want to achieve our goal."

"Wait!" Zatanna said, thinking fast.

Superman paused. "What?"

"What about Lois? Don't you think you should discuss this with her before you make a decision?"

Superman's face softened just a fraction from the cold expression he held before. "Lois will agree with me. She always does when she knows I am doing something right."

"I don't doubt it but she is your wife and you need to make big decisions like this together," Zatanna said, thinking fast.

Superman let out a breath and folded his arms. "You're right, of course. If I am to have Lois reign by my side, we need to be on the same page. Even if it takes a few days, she'll agree with me. She always does. Do you know where she is?"

"Yes," said Zatanna. "I opened a portal that will take you to her. You just need to fly through the window."

Superman raised an eyebrow. "Or I could simply fly directly to her."

Zatanna shook her head. "The portal would be faster, trust me. You'd be there in a second's time. This is a matter of urgency, is it not? Time is precious."

Superman looked at the window. "Alright, I'll take the portal. But if I have found that you have lied to me, Zatanna, you will regret it."

Zatanna smiled, keeping her heart rate and voice steady. "I promise it will take you where you need to go."

Superman nodded before leaping into the air. Raising his fists, he flew directly through the window and suddenly disappeared. Zatanna didn't waste any time. Waving her hand quickly, she closed the portal, causing the air to shimmer for a split second. The other side would have taken him to his apartment where he would have met Lois. If she wasn't there, he'd come back here for sure and Zatanna wasn't going to stick around to find out.

Her plan had backfired completely from how she'd envisioned. If Clark had acted the way he did when she'd first seen him on Red Kryptonite years ago, he would have been completely preoccupied with his wife. But instead he was bent on taking over the world. And the terrible thing was that he could do it. She was thankful he'd decided to follow her advice about talking to Lois first. It would have been a lot worse if he hadn't. Smacking herself mentally for the unknown mess she'd created, Zatanna whipped out her communicator. Punching the button for emergencies, she was immediately connected with a screen where most of the League sat in the council room.

"Zatanna, what's wrong?" Wonder Woman asked, standing up.

"It's Superman," she said.

That's when she noticed Lois leap to her feet. What was she doing in Watchtower?

"What happened?" Lois demanded.

Zatanna groaned. "I'll tell you all the details later. The drastic thing you need to know is that he's on Red Kryptonite."

"How the heck did that happen?" Lois cried, terrified.

"There's Red Kryptonite?" Flash asked, looking at Green Lantern.

Green Lantern shrugged. "I've never heard of it."

"Neither have I," Aquaman said.

"Lois, what does it do to him?" Wonder Woman inquired.

Lois looked faint. She put her head in her hands. "Red Kryptonite messes with Clark's emotions. It removes all of his morals, making him reckless, dangerous, and unpredictable."

"Zatanna, where is he?" Hawkgirl said, turning back to the monitor.

"I sent him through a portal that should have placed him back at his apartment. I thought Lois would be there."

"What did you think I could do?" she demanded. "The last time he was on the stuff he wouldn't listen to anyone, including me!"

"That was years ago, Lois," Zatanna pointed out. "He was younger and his desires were that of a young man in his twenties. Now that he's older -more mature- he's determined to take over the world and…" Zatanna paused.

"And what?" Hawkgirl demanded.

Zatanna had a hard time looking any of them in the eye. "If anyone defies him in any way… he'll kill them," she whispered.

"Dad would never do something like that!" Jason said immediately.

"If he was on Red Kryptonite he would," Lois muttered.

"Lois, I may not know all the effects of Red Kryptonite but Superman isn't a killer," said Martian Manhunter. "He would never do something like that."

Lois shook her head. "You all don't understand! When Clark is under the influence of Red K, every dark thought, every dark desire, is magnified tenfold. When he was first exposed to it as a teenager, he stole his parents credit cards and bought a ridiculous amount of technology, was a playboy at school, stole a car, used his abilities out in the open, and ran away from home. Then, another time, he ran off and lived in Metropolis by stealing from the ATM's of every bank in the city and partying at the clubs, picking up random girls. Does any of that sound like something Clark or Superman would do?"

The League was dumbfounded. They couldn't even imagine Superman or Clark doing any of those things, not even in their wildest imaginations. He just wasn't that type of person. If he was like that as a teenager, then what could he be capable of as an adult? Zatanna said he wanted to take over the world. Would he really do such a thing?

"You said you transported him to his apartment?" Wonder Woman asked.

"Yes, but once he finds that Lois isn't there, he might go ballistic," Zatanna answered. "I'm currently in Metropolis but nothing seems to be blowing up just yet."

"I'm going to make a phone call," Lois muttered, pulling out her cell.

"Who are you calling?" Jason asked.

"Your father," she replied. Everyone waited. After thirty seconds Lois hung up. "He didn't answer."

Wonder Woman turned to Martian Manhunter. "Go and warn Batman and Green Arrow. You should be able to get into the procession."

Nodding, he stood up and left.

"We need to remain calm," Wonder Woman stated. "If Superman is going to take over the world, he'll come here to try to convince us to join him."

"Actually, he's going to be looking for Lois before he goes for world conquest," Zatanna piped up. "I convinced him to discuss it with his wife before making a final decision."

"And he agreed to that?" Lois asked, surprised.

"He wants you to rule at his side," Wonder Woman guessed. "Superman may desire to be the world's dictator but he won't want to do it alone. I'm sure his feelings for you, Lois, are just as strong as they were before he was infected by the Red Kryptonite."

Lois frowned. "I hope you're right about that."

"I'm almost positive that's the case," said Wonder Woman. "And if it is, you are our only hope in getting him off the stuff. If we lure him here to where you are, can you do that?"

"Of course I can," Lois said. "Although…you might want to make sure we're in a private room…"

"Ugh, mom, gross!" Jason groaned.

Thora giggled.

"What?!" Lois demanded. "It's the one sure way to distract your father enough to lower his defenses."

"We'll prepare a room," Green Lantern said, standing up.

Lois nodded. "Make sure it only has one door and no windows. Things could get a little rough."

"Will you be alright?" Hawkgirl asked.

Lois grinned. "I'm his wife. If anyone can handle Superman, I can."

o0o0o

Superman hadn't expected flying through some strange vortex only to end up in the heart of New York City. He raised an eyebrow. Why on Earth would Lois be here? Hadn't he just left her at Watchtower? Perhaps Zatanna's portal hadn't been placed correctly. He was just about to leap into the sky when someone materialized in a glow of green light.

The stranger was wearing a foreign outfit, one that suggested he was from somewhere other than Earth. His long black hair was slicked back, his gray eyes surveying Superman suspiciously. "Who are you?" he demanded.

Superman smirked. "Funny; I was just about to ask you the same thing."

"You used the Vortex," the man pointed out. "How?"

"I have a friend that told me that if I used it, I could find Lois Lane," Superman answered. "Have you seen her?"

A black eyebrow rose over one of the gray eyes. "I've never heard of her. Then again, I think it a waste of time to know the names of mortals."

Superman frowned. "You speak as if you aren't one."

The man laughed. "Of course I'm not! I wouldn't dream of being one of them. Theirs is a pathetic race meant to be ruled by a superior."

Superman grinned. "I agree. Which is why I plan to make it happen."

"Oh?" the man asked, interested. "And just how do you plan on doing that?"

"I will see if the world leaders will be willing to serve under my direction."

"And if they're not?"

"I'll kill them. There's no point in harboring useless tools. If they are not meant to be governed, they are meant to be eliminated."

The man smirked and held out a hand. "I am Loki of Jotunheim."

"Superman," Superman replied, shaking his hand.

"Superman? What kind of a name is that?" Loki challenged.

"It was given to me by my wife. Do you have a problem with that?"

Loki noticed the warning in his voice. He smiled. "Not at all. I am very interested in your plans of world conquest. May I join you?"

Superman eyed him for a moment, considering his offer. "As long as you are willing to be governed as well," he said finally.

"Why can't I be your equal?" Loki asked. "If I am to help you achieve your desire, surely I deserve a reward?"

"My equal will be my wife," Superman retorted firmly. "Now, if you desire to be one of my workers that would be helpful. You can join the rest of the Justice League. I need underhands in order to keep the world leaders in line."

Loki scowled. "I'm afraid I will have to decline your offer. Serving under someone else isn't really my style."

"Then I have no use for you," Superman stated. And without warning, he used his heat vision. Loki's form disappeared and a burning hole etched its way into the brick building behind. Rising into the air, Superman shot out of the alleyway in search for Lois. "I can't begin until I find her," he muttered. "I hope she won't be too elusive. Then again, a game of hide and seek with her is always fun."

Loki waited until the man in the red cape had disappeared before stepping out of the shadows. He wandered over to the brick wall and felt the hole where the red energy from Superman's eyes had drilled into the red stone. He then looked up into the sky. A man who could fly bent on ruling the world. Loki frowned as he wondered whether or not he should tell Thor. He had said he would inform him if anything happened on his end. Superman had appeared flying out of the portal meant for Thora. Maybe he knew where she might be? If that were the case, Loki needed to find him again. But surely the man thought he'd just destroyed him. Besides, Loki wasn't too thrilled about coming between Superman and his desires. Anyone who can shoot some kind of energy from their eyes to kill you wasn't friendly. His mind made up, Loki disappeared.

o0o0o

Thor was currently on Midgard, spending some time with Jane. Now a days he never liked to leave her longer than twenty four hours. She was almost to the breaking point. Since learning about the Vortex and the possibility that they might never find Thora, Jane had retreated into some kind of depression. She'd wander the house and randomly burst into tears one moment and the next she would be locked away in her office, pouring over notes she'd collected about her research of the Bifrost and wormholes. The only time her life returned to normalcy was when Thor was home.

Thor carried two cups of hot chocolate into the living room where Jane sat on the couch, holding Pikachu. She'd taken to carrying it with her wherever she went. Thor smiled sadly as he handed her a mug.

"Thanks," Jane muttered, taking a sip.

Thor sat down next to her and put an arm around her shoulders, drawing her in close. "I'm sorry I came home later than expected," he muttered. "We were searching through Alfheim."

"Did you find anything?"

"No," Thor sighed, displaying his fatigue. "We have the Asgardian soldiers crawling over every inch of the place since the Avengers were needed elsewhere on Midgard. Apparently Dr. Doom was attempting to take over the entire west coast of America."

"Did they stop him?" Jane asked, more for conversations sake than anything else.

"They did," Thor answered. "I would have gone with them but they told me to keep up the search."

"That's nice of them," Jane sighed, sipping more of the hot liquid.

A knock on the door caused Thor to leave Jane momentarily on the couch. He set down his mug and headed down the hall. Opening the front door, he froze in surprise. "Loki! What are you doing here?"

Loki glanced over his shoulder before turning back to Thor. "Let me inside first. I have news."

Thor let him in at once, shutting the door quickly behind him. Loki strolled into the living room and sat down in an arm chair facing the couch. Jane seemed just as surprised to see him as Thor had been.

"What are you doing here?" she asked.

"I have news," he repeated.

"What is it?" Thor asked, sitting down next to Jane who sat bolt upright.

Loki explained his encounter with Superman. "I think he might know something about Thora," he finished.

"You think this Superman might be from wherever Thora is?" Thor asked.

"Yes."

"You said he's planning on taking over the world?" Jane asked.

"That's correct," Loki muttered, stealing Thor's hot chocolate. Thor scowled.

"Thor, you need to tell the others," Jane said. "You have to find where he is! He might know where we can go to find Thora!"

Thor nodded. "Alright. Brother, you're coming with me."

"What?!" Loki yelped, almost spilling the mug of hot chocolate into his lap. "Why? I told you all that I know! Why do I have to come?"

"You are the only one who knows what this man looks like."

Loki's form rippled in green and a man wearing a bright blue suit with a diamond symbol displaying a bold red S on a yellow background appeared. He wore a red cape over his broad shoulders and a pair of red boots up to his calves. Black hair and blue eyes stared over the mug held up to his lips. After taking a sip, his form glowed green and Loki reappeared. "Now you know what he looks like, brother," he said with a wicked grin.

"Wow, he was handsome," Jane muttered.

Thor raised an eyebrow. "What?"

Jane kissed his cheek. "He may be handsome but he's not you, honey."

Loki gagged. "Please refrain from that kind of affection around me. It's disgusting."

Thor rolled his eyes. "I can't wait until you find love, Loki."

Loki scoffed. "Yes, that will be the day. Now, if you'll excuse me, I have a portal to look after. You might want to call up your friends to warn them. I don't think this Superman should be taken lightly."

Thor nodded, standing up. Kissing Jane on the forehead, he promised to be back before midnight. Loki followed him out of the house. The two said their goodbyes before going their separate ways.

o0o0o

Superman flew off in the direction of Watchtower. He made it out of Earth's atmosphere but came to an abrupt halt. Watchtower wasn't where it should be. Flying past several satellites, Superman's brow furrowed further. Watchtower was nowhere to be found, even with x-ray vision. It was almost as if it didn't even exist. Frowning, Superman decided to head to Metropolis. He reentered Earth's atmosphere, creating a sonic boom in his flight to get home. Something didn't seem right. Where was Watchtower? Where was Lois?

o0o0o

"Colonel Roads," a man called, "you might want to come here, sir."

"What is it?" Roads asked, stepping up to look at the large monitor the solider was viewing.

"Unidentified bogey," the solider answered. "And it's moving fast!"

"It's not Thor, is it?" Roads asked.

"We don't think so, sir, but it could be."

"Well, find out before we send out any planes. I don't want to lose a jet just because the guy thinks we're trying to shoot him down."

"Understood, sir."

"It looks like he's making his way towards New York City."

"Maybe he's going to talk to Spiderman," Roads suggested. "Keep your eye on him though. I want a visual at the very least. If it's not Thor, we need to be prepared."

"Yes, sir."

o0o0o

The Avengers decided to congregate at Tony's house, seeing as he lived on the West coast. Thor arrived shortly after the others were all assembled in Tony's living room. Pepper Potts was sitting next to Tony, their hands intertwined. Steve Rogers had his arms around Natasha, both preferring to stand than to sit. Hulk had decided to take a break since Bruce Banner sat comfortably on the couch opposite to Tony and Pepper. Bart was lounging next to him.

"So, Thor, what's the emergency?" Tony asked before taking a swig of scotch.

"Loki found something," Thor said. "He's been watching the portal he created somewhere on Midgard and someone came out."

"Who was it?" Steve asked.

"A man with the ability to fly and shoot some kind of energy from his eyes that left a foot indent in a two foot wall of brick. Loki said he called himself Superman."

Tony snorted. "Superman? What kind of a name is that?"

Thor shrugged. "That's not the worst part."

"Of course not," Bruce said. "Every time a weirdo shows up, they want something."

"Let me guess," Bart cut in, "he wants to take over the world?"

Thor nodded. "But before he does, Loki said he was looking for someone."

"Who?" Natasha asked.

"A woman named Lois Lane. Have any of you ever heard of her?"

Everyone shook their heads.

"Maybe we should track her down," Steve suggested. "If he wants her, maybe she's working with him."

"Do you know how many people might have that name?" Tony said. "There could be hundreds!"

"What do you suggest we do, then?" Natasha asked.

Tony stood up to refill his empty glass. "I think we should contact Roady. He has all the tech in the air force to see who's in the sky. Thor, you say this guy can fly? Then Roady will be able to track him down. We follow where Superman's going and then we can search that area for Lois Lane. That lowers the field from the entire US to one area."

"Alright then, Stark, make the call," Steve said.

Tony grinned. "With pleasure. Jarvis?"

"Yes, sir?"

"Call Roady, please."

"Yes, sir. Calling Colonel Roads."

After a couple rings, Roady picked up. "Tony, I'm kind of busy at the moment."

"Good to hear from you too, Roady," Tony said. "Look, Thor's just informed us there's some new guy in the sky. Have you seen anything on your radars?"

Roady's pause confirmed Tony's suspicions. "We have," he admitted.

"Where's he headed?"

"New York City. And Tony, he's flying fast! Not even Thor moves like that across our radars."

Everyone looked at each other.

"Right, Roady, stand by," Tony said. "According to Thor, this guy is bad news."

"Great," Roady sighed, "We just barely get rid of one threat only to have another show up. I swear, ever since you guys went public weirdoes have been popping out of the woodwork like crazy."

"That's how it goes, Roady."

"Yeah, well, let me know if you need backup."

"Will do," Tony muttered before hanging up. Turning to the others, he sighed. "Well, so much for taking it easy the rest of the day. First Doom and now this guy; are you guys ready to take him down?"

Banner stood up and transformed into the Hulk who let out a roar. Grinning, he grunted, "Let's smash!"

Steve chuckled. "Alright, big guy, but first we've got to get there."

"The jet's ready to go," Tony said, grabbing a remote. Pointing it at a bare space in the wall, the section split open to reveal one of his suits. After getting inside, Tony leapt off the platform and kissed Pepper before sliding the mask over his face. "Let's go."

As everyone loaded into the jet, Hawkeye turned to Black Widow. "Hey, doesn't Spiderman live in New York City?"

"Yeah," she said. "Maybe we should give him a heads up."

"That would be a good idea," Captain America said. "We might need his help."

"You can do the honors this time, Cap," Iron Man said.

o0o0o

Peter Parker was in the middle of enjoying a New York hotdog when he looked up into the sky to see a man flying quickly down Broadway. Mustard fell onto Peter's shirt, causing him to look away from the oddity.

"Awww, man!" he muttered, grabbing a napkin. "This always happens when I decide to wear white." Just then his cell phone rang. Shoving his half consumed hotdog into his mouth, Peter pulled out his phone. "Fel-low?" he said through his hotdog.

"What?" said a voice he immediately recognized.

Peter swallowed quickly. "Hey, Cap! What's up?"

"Hey Spidy, long time no see," Captain America said. "Look, have you seen anyone flying through New York?"

Peter raised an eyebrow as he looked back up into the sky. The flying man was circling the Empire State Building in the distance. "Um, yeah, why?"

"Keep an eye on him," Captain America ordered. "We're on our way."

"Wow, you guys are coming to New York?" he cried, excited.

"Yes. That guy's bad news, Spiderman. He wants to take over the world and we're on our way to make sure that doesn't happen."

"Okay…do you want me to confront him or wait for you to show up?"

"Stay in the shadows until we get there," Cap answered.

"Will do," Peter said. Putting his phone back in his pocket, he inhaled the rest of his hotdog. "Even when I have the day off from the Bugle, there's always something I have to do. Oh, well, comes with the job description."

Disappearing into an alley, Peter looked around before changing into his suit. Spiderman sent a web into the air and flew up the side of the building, making his way in the shadows to the Empire State Building where the man in blue had decided to rest.

o0o0o

Superman was confused and frustrated as he stood upon the Empire State Building, looking over New York City. He couldn't understand why it was here and yet Metropolis was not. He'd flown to the exact location of his city only to find an empty field. It was as if the city had never even been built. The same anomaly occurred with Gotham, Star City, Central City, and Smallville. The last discovery was a heavy blow for him. His hometown was nothing but an endless field of cornstalk. The other cities had been sites for various power planets and rural country side. He decided to fly off to New York in hopes of finding the city there. He wasn't disappointed but it didn't ease his confusion. Why would New York City be here but Metropolis not? Was this some kind of prank?

Panic wasn't an emotion he regularly gave in to but he couldn't help but let it flow through his veins. Watchtower, Metropolis, and Smallville were nowhere to be seen. And that left one possibility Superman refused to accept as reality; if the cities and spacecraft were gone, where was Lois? He couldn't start his takeover without her. He needed her to be by his side. Being a human, she could help those who were rebellious to see sense in his convictions that a dictator was the only way to achieve peace across the globe. She was the only thing keeping him grounded. If she didn't exist, taking over the Earth would be meaningless; he'd have no one to enjoy it with.

Where was the Justice League? Where was his son, Jason? Where was his home? And where was Lois?

He had to find them! Superman was about to take off into the sky to search across the entire Western Hemisphere when a sound of a large jet reached his ears. Looking to the west, he used his telescopic vision to hone in on the source of the noise. The aircraft was large and appeared to be like nothing he'd ever seen in the military's bases. Was it a private jet? It seemed to be moving towards New York.

Then Superman heard a strange noise much closer to his location. It was a rhythmic pattern of something flying through the air and making a small splat on a solid surface. Turning his vision away from the aircraft, he looked down to see a man wearing bright red and blue flying from one building to the other on a piece if slightly transparent string. He was a few miles away but even from here Superman could see the web designs and spider symbol on his chest. Curiosity over the aircraft and this man kept him from flying off.

The jet stopped before him and continued to hover in the air as the hanger doors opened. Superman was quite surprised by what he saw. The small group gathered before him on the hanger reminded him of the Justice League. Each wore a type of costume he'd never seen before. Perhaps they were a new start up group that wanted to join the League?

"Wow, that's him?" the one clad in a red and yellow suit asked.

"Check out the size of his biceps," the man holding a bow muttered. "They're as big around as my thighs."

Superman couldn't help but grin. They obviously didn't know he could hear them or else they wouldn't have said those things. Did they not know who he was?

"Right," said the man in America's colors, "we'll see if we can reason with him first. If not…"

"We'll smash!" said the green monster behind the rest.

"There will be no smashing if we can help it, Hulk," a blond man said. He held a large hammer in his hand.

Superman paused. He stared at the hammer as if he considered analyzing it further but then he dismissed the thoughts. He had more important things to worry over besides a hammer. Deciding to be the one to make the first move, he flew over to the hanger.

"Watch it!" the only woman in their group warned.

They all became defensive as he glided to a stop. "You obviously don't know who I am," Superman said, folding his arms, "Or else you wouldn't have spoken as if I couldn't hear you."

"Who are you?" the American costumed man asked.

"I'm Superman," he answered. "And who are all of you? I've never seen you before."

"I'm Captain America, this is Iron Man, Hulk, Hawkeye, Black Widow, and Thor," he said, pointing to each member of his team.

Superman surveyed them all. They looked like a good team; they had the chemistry of working together. Superman was no fool. He knew of good stock when he saw it. Perhaps he could convince them to join in his cause.

"You all look like good heroes," he said. "I'm assuming you're heroes and not villains."

"We are," Captain America confirmed.

Superman nodded. "I could tell. You can rest your unease because I'm a hero as well."

"Oh really?" Thor challenged, stepping forward. "We were informed that you had other intentions for Midgard than to protect it."

Superman raised an eyebrow. "Midgard?"

"He means Earth," Iron Man explained.

Again, Superman had an inkling to consider Thor more deeply but like before, he ignored the thought. "I can assure you my intention is to protect Earth," he said. "I have protected it long before any of you came into the picture."

"Oh really?" Iron Man said. "Because as far as I know, the Avengers are the first superheroes to ever be known on Earth."

Superman's brow furrowed. "I've never heard of the Avengers. Is that what you call yourselves?"

"Yes," Captain America said. "We're Earth's Mightiest Heroes."

Superman scowled. "I'm afraid you've got that mixed up. The Justice League are the defenders of the Earth. We have been since we were founded ten years ago."

Iron Man turned to Hawkeye who rotated his finger near his temple. Superman noticed and in a second flew right up into Hawkeye's face like a general would to a soldier. "Do you have something you wish to say to me?" he demanded.

"Wow! How did you get over here so fast?" Hawkeye cried, stepping backward.

Superman stayed in the air as he folded his arms. "Look, I don't know what all of you are doing here but I'm very busy."

"You're looking for someone," Black Widow said.

Superman eyed her suspiciously. "And if I am?"

"We want to know what you want with her," she demanded.

"It's none of your business," Superman said. "Now, if you'll excuse me."

Captain America grabbed his hand. In anger, Superman thrust him away. Captain America went flying backwards, slamming into the wall.

"Wow, what did you do that for?!" Iron Man demanded as Black Widow rushed over to see if Captain America was injured.

"Word to the wise," Superman snapped, "don't touch me again."

"We just want to know what your motives are for being here," Thor said. "What is your plan concerning the Earth?"

Superman scowled. "I plan to rule it. As heroes you understand full well that no matter how many times you clean up a mess, people return to destroy everything you've rebuilt. I'm through with being the Earth's personal maid. I'm going to rule this planet and bring peace to every people. And if there are any who rebel or come between me and this noble cause, I'll eliminate them permanently."

The Avengers didn't miss the threat. He was obviously saying join me or get out of my way.

"A hero would never try to become a dictator," Iron Man stated. "A hero stands for truth, justice, and the good of the people."

"Which is exactly what I plan to do by ruling over the humans," Superman stated, clearly frustrated. "Do you not see that it is better for them to have someone to govern them instead of watch them parade from day to day in chaos? Admit it, no matter how many times you save them, some fool rises to endanger their lives. Keeping them under my protection would signify the preservation of their race."

"You speak of humans as if you are not one," Thor said.

"I'm not."

"Then where are you from?" Thor inquired.

"I'm from a deceased planet called Krypton. My birth parents sent me to Earth as a child so as to be a protector of the planet. I was to be their inspiration, their guide, and I am. Everyone looks up to me."

"I don't know what Earth you're talking about because I've never heard of you," Iron Man said. "And frankly, I'd never look up to someone who wants to be a dictator. You know something, Superman, the last time we had someone try to rule over the planet, we stopped them. And if you try to make this planet a place for you to rule, we'll do the same thing to you that we have done to everyone else. We'll destroy you."

Superman breathed out a frustrated sigh. "Then you are of no use to me either. I cannot have anyone preventing me from doing what I know is best. Do all of you agree with Iron Man?" From their expressions he knew they did. He surveyed them. "Such a pity. I'm sure you all would have been useful in the new world I'm going to build."

Before he could even move, a giant green fist came out of nowhere and punched him right in the face. Superman went flying backwards into the side of the Empire State Building, sending a large crack through the stone.

"You talk too much!" Hulk screamed, launching himself out of the jet.

Superman met the Hulk in midair, pulled back his own fist, and connected it with the green monster's jaw. Hulk soared through five buildings, causing glass and debris to rain down upon the citizens of New York. Spiderman flew down on the scene to stop several large pieces of cement from crushing a group of people. After making sure his web was secure he looked back up at Superman and yelled, "What's your problem, man? You're going to hurt someone!"

Superman didn't reply because the Hulk had emerged and was galloping down the street, picking up cars and tossing them at the Man of Steel while roaring in anger. Superman punched through the first car, sliced the second with heat vision, and flew through the next four to collide again with the Hulk. They started beating each other up, their blows causing shock waves. Glass shattered, car alarms went off, people screamed, and the Avengers took action.

Superman picked Hulk up by the wrist and was in the process of swinging him around when the others dropped from the jet onto the asphalt. Superman sent Hulk flying into the bay. Captain America threw his shield, smacking Superman in the back of the head. The Man of Steel whirled around only to be met by one of Iron Man's energy blasts. It sent him flying into a department store. The blast didn't really hurt him physically but it was powerful enough to knock him off his feet. Before he was able to get his bearings, Thor came thundering into the department store, his hammer flying into his chest. Slamming into the concrete wall, it took a moment for Superman to pry himself out of the debris.

Frustrated, he sent a wave of heat vision towards Thor. The Asgardian deflected it with his hammer, sending the blast into the nearest mirror, shattering it instantly. Superman took advantage of the distraction and shot towards Thor like a bullet. A shock wave knocked over shelves, displays, and unfortunate shoppers as Superman's fist connected with Thor's face. Thor's body soared out into the street, knocking Iron Man over in the process. Superman pursued but was grabbed around the middle by a furious Hulk who threw him violently into the ground and proceeded to use him like a punching bag.

After the tenth time Hulk's giant green fists smashed down, Superman put on a burst of speed and flew into the air, taking Hulk with him. Punching him repeatedly further and further into the atmosphere, Superman let out all his rage and frustration. After propelling Hulk twenty feet ahead of him, he zoomed past him, laced his fingers together, and slammed his hands into Hulk's back. The massive creature plummeted to the earth. No sooner was Hulk out of the picture, Thor appeared, swinging his hammer like a madman.

An enormous thunderstorm appeared and Thor and Superman exchanged blows, their fists, elbows, calves, and even heads colliding over and over again. After Superman dealt Thor a clean uppercut punch, the Asgardian whirled his hammer above his head and lightning leapt from his eyes. "For Midgard!" he screamed shooting towards Superman like a bullet. Lightning danced and thunder clapped as Thor smashed into Superman with all the strength he could muster. The Man of Steel whirled downward, creating a crater the size of a football field as he connected with the ground. Debris, glass, and a broken car rained down upon him.

The Avengers gathered around the crater. Superman didn't reappear.

"Good job, Thor," Iron Man said, clapping him on the back.

Thor nodded since he was breathing too heavily to speak. Hulk lay unconscious on top of a dented semi.

"Do you think Hulk will be alright?" Spiderman asked, joining the Avengers after making sure his webs holding debris were still secure.

Before anyone could respond, a grinding noise filled the air as the Earth began to shake. All of a sudden, Superman emerged from the crater, a slight trickle of blood flowing down the side of his mouth which he wiped away with the back of his hand.

"What is this guy made of?" Iron Man asked, firing off every missile in his upper armor towards Superman.

The weapons exploded, sending the Avengers diving for cover from the blast.

"Tony, the next time you fire off your entire arsenal, tell us first!" Captain America shouted angrily from behind his shield.

All of them looked up as the smoke began to clear. Superman came flying out of the thick vapor straight for Iron Man. One punch was all it took to send him flying through seven buildings.

"Tony!" the Avengers cried in unison.

Iron Man did not respond. Angrily, Captain America charged towards Superman who stood ready for him. Cap pulled back his fist as he launched himself into the air. Using all the force he could muster, he punched Superman's jaw. The effect was good, sending Superman flying into a parked car, but Captain America cried out as pain shot up his arm.

"Cap!" Hawkeye shouted, rushing over. "Are you alright?"

Cap nodded. "Hurts to move the arm," he muttered through clenched teeth.

Superman pried himself out of the car. Hawkeye grabbed an arrow and took aim. He'd chosen one of his explosive arrows. Launching it at Superman, it ignited on impact but he simply continued to walk towards them. Spiderman threw some of his web blasts which covered Superman's face. Before anyone could celebrate, a glow of red melted the web away. In a flash, Superman smacked Spiderman in the side of the head with the back of his hand, sending him careening into a building. Black Widow rushed forward, attempting to deliver a round house kick to Superman's chin. Instead, she screamed out in agony as a crack rent through the air after making contact. She crumbled to the ground, her leg sticking out at a weird angle.

Superman looked down at her without pity as she breathed heavily. Just as his eyes began to glow red, Hawkeye appeared, smacking him upside the head with his bow. The weapon shattered as it made contact with Superman's skull. The Man of Steel turned to look at a shocked Hawkeye with a raised brow. Smirking, he punched the archer and Hawkeye went tumbling end over end into the pavement. Thor cried out in rage, rushing forward with his hammer. Asgardian and Kryptonian plunged once more into a series of flying fists, shockwaves of savage wind and lightning digging into the sides of wrecked buildings.

"Why do you keep fighting?" Superman demanded as he punched Thor.

Thor spit blood as he responded, "Because we refuse to allow you to take over the Earth. This is our home and as long as we live, we will protect it."

Superman grabbed Thor by the neck. Staring into his deep blue eyes, the Kryptonian smirked. "You're all doing such a bang up job. If you haven't noticed, all your companions have fallen before me! I cannot be defeated. Surrender!"

"Never!" Thor growled.

Superman tightened his hold on Thor's neck. "Then die," he spat.

Thor screamed in rage as he swung his hammer, smashing into Superman's wrist. The jewel of his bracelet shattered, the red pieces turning to dust in the midst of electricity. Thor noticed a strange red glow burn over Superman's eyes and suddenly his expression turned to one of utter shock and horror. His grip immediately loosened and Thor punched him, sending him flying into a wall. Drawing back his hammer, Thor let out a cry as he rushed forward to pound Superman into the concrete. Just before he was about to thrust Mjolnir into Superman's chest, Thor saw a look of utter devastation cross Superman's face. Thor faltered.

Superman's eyes surveyed the scene. All the Avengers were wounded. Using his x-ray vision, Superman saw Iron Man wedged under a stone pillar of a building that was about to collapse. Without a second's thought, he flew past Thor in a blur of red and blue, racing to save Iron Man before he would be crushed. Crashing through several layers of solid rock, Superman reached Iron Man just as the building began to cave. Grabbing Iron Man around the middle, Superman took off. Just before the building collided with the ground, Superman burst into the street. He carried Iron Man back to where the other Avengers were. Thor watched him in absolute disbelief. Superman set Iron Man down and x-rayed him.

"He appears to have head trauma," he said. Looking at the others, he noticed Captain America's right arm had fractured just below the elbow, Black Widow's leg was cleanly broken although the bone wasn't protruding from her flesh, and Hawkeye's wrist was twisted. The Hulk's skeleton was like a human's, though much larger, and it appeared that he didn't have any broken bones. He was simply knocked out. Superman observed Thor. He too didn't have any broken bones though one of his ribs was cracked. All of them had multiple bruises except for Hulk and Iron Man, the latter because of his suit.

"You all need to get to a hospital," Superman said.

Thor breathed heavily, eyeing him with distrust. "Are you not going to finish us off? That's what you want, isn't it?" He spat blood.

Superman shook his head. "Believe me, the last thing I want to do is hurt people."

Thor actually began to laugh. "Then what do you call this?" he demanded, waving his hand over the mass destruction all around them.

Superman cringed as he noticed unmoving bodies amidst the debris. Guilt and horror burned his insides. "I swear, I didn't mean for any of this to happen! It was the Kryptonite!"

"The what?"

"Radioactive pieces of my home planet," Superman explained. "There are several different types. That red rock you destroyed with your hammer was Red Kryptonite. It turns me into something of a monster. You have to believe me!"

Thor's eyes continued to display mistrust. "I'm afraid I'm having a difficult time believing someone who destroyed half of New York and nearly killed all of my friends."

"Your friends need a hospital," Superman said. Sirens could be heard in the distance. "And so do you. Your right lower rib is cracked."

"How do you know?"

"I have x-ray vision."

Several police cars and ambulances arrived on the scene along with ten black vehicles. An African American with a black eye patch stepped out of one of the black cars along with fifty men loaded with guns. All of them were pointed at Superman. Even the paramedics weren't moving forward to help the Avengers onto stretchers. Everyone eyed Superman apprehensively.

"I'm not going to fight anyone," Superman said.

"And how are we supposed to believe that?" the man with the eye patch inquired.

"These people need to get to the hospital," Superman said. "Arrest me if you want but help them first. I'll come quietly."

After a moment, the man nodded and two men rushed forward to handcuff Superman while the paramedics set to work loading the Avengers onto stretchers and into the ambulances. Superman allowed the men to lead him towards the man with the eye patch. As he passed Thor, Superman met his eyes. The Asgardian still eyed him with distrust before pushing past to assist in helping the paramedics with the Hulk. After being roughly shoved into one of the black cars, Superman glanced out the windows at the mass of destruction he had caused. Upon seeing the dead, his eyes weld up with tears.

"What have I done?" he whispered.

I based the red kryptonite version of Superman slightly off of the Smallville TV series. He was able to do a lot of damage to the Avengers and knock out the Hulk because he wasn't holding back as much as he usually does when fighting people.

Reviews are love! :)