Engine City

"All right, Chrome Crotch. You've got us alone, now what's the big deal?" Galatea asked Brainiac.

"Aren't you wondering why I haven't killed you yet?" Brainiac asked as she continued to lead Kim and Galatea down the corridor.

"That thought did cross my mind." Galatea said.

"I know Kara has several questions on her mind about how and why I'm here. So let's just say that I'm granting you a last request before I kill you." Brainiac said.

"Why not kill us now?" Kim asked.

"Let's say that I've developed a knack for theatricality." Brainiac said as she continued to lead them down the tunnel as all the defenses shut down and the doors opened before them. "Kara, do you remember our last encounter?" Brainiac asked.

"I remember Ron blew your head off." Kim said.

"A jaundice account. But part of my original programming is to preserve myself. Even more so now that I have become the last embodiment of Kryptonian technology. When I realized what was about to happen, I transmitted a copy of myself to your fortress' computer banks."

"What? You mean you've been hiding in,"

"No, Kara. Once my previous form was destroyed, my back-up program came on-line. I knew I wasn't safe inside your fortress's computer systems. So I created a satellite that could hold my consciousness and fled into space. At first, I planned to find a way to free Zod once more and resume his plan to re-create Krypton."

"Then why didn't you?" Kim asked her.

"I came to realize two things in the early stages of my journey. One is that Zod's plan was a futile attempt. Even he were to try again on another world, he would no longer have the resources he once possessed here."

"You mean the city of Kandor?" Kim asked the machine.

"Correct. Zod would use them to re-populate his new Krypton and use any surviving humans as a labor force. I gather Kandor is still alive and well?"

"For now."

"Let's cut the crap. You said you realized two things. What was the other one?" Galatea asked.

"I did mention another factor. You see, I realized I was tainted." Brainiac growled.

"Tainted? What do you mean you were tainted?" Kim asked. That's when Brainiac stopped and turned to look Kim straight into her eyes as Brainiac's organic face twisted into a look of both anger and disgust.

"When I had to assume an organic body to walk amongst the humans, I made sure that it was a combination of both Kryptonian tech and human bio-matter. My first true Cybernetic form. I had created fail safes that limited my use of the organic brain, but I underestimated its function. I . . . evolved." Brainiac said the words like they actually left a foul taste in her mouth.

"Do you understand what she's talking about?" Galatea asked Kim.

"I think so. You're not just a machine anymore, are you?" Kim asked.

"No. Once a machine has achieved a certain level of sentience, it is no longer a machine." Brainiac said.

"So what did you do? Grow a third arm?" Galatea asked.

"I was cursed with something I still can not understand nor grasp. I was given emotion."

Galatea began to snicker at the machine in front of her and had to do her best not to break out into a full fit of laughter. "That's it? You got the ability to get pissed off?"

"And how I hate it." Brainiac growled as her face became filled with rage and her eye began to glow. "So many – feelings - that serve no logical purpose! All of them so volatile and at times unpredictable! It almost drove me insane as I traveled the galaxy."

"Almost?" Galatea asked.

"Mock me if you will. But as I traveled, I realized one thing." Brainiac said and resumed their journey down the long corridor. "Until your rodent eared lover blew up my head, I had the emotions under control and in check. Now, I can't even suppress the tiniest feeling. It was your world that Zod wanted, your world that forced me to take an organic form, and your world that should suffer for it." Brainiac said with a smile.

"And then you found Mongul." Kim said.

"By accident. A micro meteor shower had inflicted damage and I needed to repair myself. When I found a suitable technology to suit my purposes, I hacked their computers and found out about Mongul. About how he used to control War World and how you defeated him. That it resulted in his banishment to a small world that he conquered within days of landing on. Then my plan came became clear. I convinced him that turning your Earth into his new War World would be the perfect revenge. It took a little bit of pain inducement to convince him, but he fell into place. He supplied the work force and army, I supplied the technology."

"I'm going to be sick. You allowed them to pervert Kryptonian technology into a massive weapon of destruction?" Kim asked.

"More than that, Kara. Look at this place. This is a perfect monument to what our people were capable of and what they could accomplish. This is by far a greater achievement in what our people developed than your little fortress."

"With a foundation of slaughtered innocents." Kim growled. "What you did was sick and wrong. Not even the council of twelve would have approved of this."

"In the words of my former master: 'A foundation must be built on something.'" Brainiac said.

"What about that monster and cupcake dying? Was that a part of your plan too?" Galatea asked.

"No. I had no idea the Creature of Armageddon had been on Earth all this time. But when I heard about her death, I realized that I had an opportunity that would make my plan all the sweeter. When I was on Earth six years ago, I had found a strand of Kara's hair when I first entered her fortress. Analyzing its genetic structure allowed me the ability to replicate her DNA and access the fortress databanks."

"What's that supposed to mean?" Galatea asked.

"It means that her genetic template is still contained within my memory banks."

"So you cloned my body to use as a mask." Kim said.

"I learned from my mistakes with the last organic body. More of this body is machine than you realize. No brain for me to contend with. I would assume your identity and let the destruction of Earth be blamed on you. Then you had to raise yourself from the dead." Brainiac sneered as they came to one last closed door. "I admit that I was surprised upon learning your resurrection. Out of all your abilities that you have gained on Earth, I never knew that cheating death would be one of them. You've stopped my plans from making Earth my own personal base of operations, Kara Jor-El. But," Brainiac said as her eye began to glow as series of electronic beeps and whistles were heard and the doors opened. "you will not stop me from this. This is where both of your journeys end."

Before them, inside a giant glass oval shield that contained a massive chunk of Kryptonite. Kim's eyes widened in disbelief at what she saw in front of her. She had never seen a piece that big or even knew that so much existed. The radiation that it gave off must be incredible. "How did you find this?"

"I tracked it. I recorded Kyrpyton's destruction and used my intelligence to estimate where various debris fields may be. Thankfully, I found this where Krypton used to be."

"And you used Jor-El's star drive to get your ship here." Galatea said, surprising Kim in the process. "I did my homework when I was with Kal, okay?"

"You would be correct. This ore not only powers Engine City, but it gave the ship the energy it needed to reach Earth." Brainiac said.

"That's why your ship was so easy to beat. You used the Kryptonite to power the star drive to get to Earth from Krypton, but you used the ship's power cells for the shields when you destroyed Coast City." Galatea said.

"I no longer need the vermin that have decided to flee. I will kill you both with my bare hands." Brainiac said as she floated in the air and both eyes began to glow red.


"I thought these things were supposed to let us go when they left." Victor said as he continued to fight against the cables that held him and the rest of his friends.

"Brainiac lied. But remember what I said before we left Metropolis?" Batman asked him.

"Not off hand." Victor said.

"Expect the unexpected." Batman said as the three points on each of his gauntlets extended and the fingertips on his gloves extended into claws that were able to puncture through the metal fibers that the cables were made of. Batman tensed his muscles and with all his might forced his arms apart with the claws and spikes slicing the cable to shreds and freeing himself.

"How did you do that?" Victor asked as Batman rushed to his side.

"Tech based on Kryptonian technology. A gift from Superwoman." Batman said as he sliced the cables holding Victor and freed him as well. "Start freeing the others. We've got to help Superwoman before Brainiac kills her." Batman said as the two rushed to their other team members.

"How does he come prepared for all this stuff?" Beast Boy asked as Victor used his cybernetics to try and cut through the cables that were holding him and M'Gaan.

"Because I'm the God Damn Batman." Batman growled as he used his claws to cut Kal and Green Lantern free.

"You knew the Cyborg wouldn't keep her word, didn't you?" Wade asked.

"They cheat, so I cheat." Batman said as his friends followed his example and began to help everyone else.

"But Victor doesn't have that tech. How is he cutting the cables?" Raven asked as Victor was able to sever the cables that were holding her and Speedy.

"Their strength is weakening. Whatever Galatea and Kara are doing must be drawing most of the Cyborg's attention." Kal said as he tore apart the cables holding Starfire and Kid Flash.

"Then we better hurry. Who knows what's going on with those three." Wade said.

"I put a tracer on Superwoman earlier and I'm tracking its signal. They're in the power core. Let's move!" Batman said as the group began to run down the corridors as fast as they could. Following the exact same path as Kim and Galatea had taken, they could soon a large room with a large rock glowing green inside of it with the sounds of a battle raging. They increased their speed to try and help their friends only for the large blast door to slam closed and keeping all of them out.

"Damn! Wade, can you hack the system?"

"The computers that are in my armor are shot." Wade said.

"Victor?" Batman asked,

"I can try, but it'll take time." Victor said.

"Get to it. M'Gaan, can you phase through the door?"

"Sorry, but I can't. I haven't learned how to do it yet."

"There's got to be a way to find out what's happening." Batman said as they heard what seemed to be a loud explosion coming from the other side of the door.

"KIM! KIM, CAN YOU HEAR ME?!" Batman shouted.

"That's it. Stand back!" Green Lantern said as he concentrated hard. His ring blinked a few times before coming online and producing a large battering ram that was the size of a Peterbuilt truck. "Here goes nothing." GL said and let the ram strike home.


EARLIER

"I no longer need the vermin. I will kill you both with my bare hands." Brainiac said as she floated in the air and both eyes began to glow red.

"Been there, done that, bought the T-shirt that doesn't fit." Galatea said as her hands charged with energy and blasted at Brainiac.

The blast struck Brainiac firmly in the abdomen and sent the living machine flying backwards into several of the various cables before tumbling back down to the ground and landing with a loud crash to the steel floor. Screaming with rage, Brainiac launched itself into the air again with both of its eyes blazing red with energy and fired at both Galatea and Kim. Both Kim and her double took cover from the energy blast as Kim exposed herself long enough to try and fire at the Cyborg and move to another spot.

"You try my patience with your toys, Kara Jor-El! You forget that I am a master of all technology here. I AM technology!" Brainiac shouted. Kim saw Galatea move to another location out of the corner of her eye and decided to give her covering fire. As Kim stepped out again and aimed her rifle, she quickly discovered that it wouldn't fire. "I am God in here." The gun said in a digitized voice before it began to overload.

Kim threw the weapon away from here just as it began to explode with the blast knocking her off of her feet and colliding with a large metal support leg that was holding up the glass oval that contained the Kryptonite. Even though it was contained, Kim could still feel slightly weak from being so close to it.

"I will skin you alive and wear it as a cape to prove that you're dead this time, Kara." Brainiac growled as she began to loom over Kim.

"Don't you ever shut up?" Galatea shouted, making Brainiac turn. As the living alien computer began to turn, Galatea brought down a heavy metal beam she had severed down onto the cybernetic organism's head and drove it down into the ground with extreme force. Galatea lifted the beam and slammed it down two then three more times with each blow ringing like a heavy hammer striking an anvil. "That is what I call bringing the hammer down." Galatea said with a smirk.

"Did you seriously just use a pun?" Kim asked.

Brainiac soared into the air with a scream of rage, sending the beam flying across the room like it was a weightless stick. Brainiac struck Galatea in the face with both fists before kneeing her in the stomach. The living machine grasped Galatea firmly by her armored uniform and drove her down into the ground as hard and fast as the machine could. Quickly standing to its feet, Brainiac's eyes glowed with energy as she blasted Galatea with a full blast of heat vision.

"Get away from her, you bitch!" Kim screamed as she ran towards Brainiac as fast as she could and firmly planted a swift left to the machine's jaw and sent it reeling before flipping onto her hands, flipping, and sent her feet square into Brainiac's face. Brainiac fell to their knees as Kim rushed to Galatea to see if she was still alive.

"You complain about me using a pun, but it's okay for you to rip off the movie Aliens?" Galatea asked as she accepted Kim's outstretched hand to help her stand.

Brainiac noticed that her jaw wasn't functioning as it should. Using her hands to try and help it function, she could feel that part of it was now unhinged and broken. Frustrated, Brainiac firmly grasped her loose jaw with one hand and tore it from her face, flinging it to who knows where in the room. Brainiac now glared at the women with boiling hatred as her eyes once again began to glow while a mixture of blood and fluids dripped from the torn flesh and mechanics where her jaw once sat. Brainiac used her heat vision again to try and blasts the duo, but both the heroines noticed that it wasn't powerful as before as they tried to get out of her eyesight.

"What gives? Is she getting tired?" Galatea asked.

"I thought you did your homework at the fortress." Kim said as they narrowly avoided another blast and ducked behind a steel column. "She must be using biology more than she was letting on. The more you use heat vision, the faster it drains the solar energy we build up." Kim said.

"And there isn't any UV light in here. The dumb ass is draining her own powers!" Galatea said with a smile. "So we just wait until her batteries are drained and rip her a new one."

"I wish it were that simple." Kim said as she looked back to the doorway and saw the rest of the team quickly making their way towards them. "Galatea, close the door!"

"Why?"

"Brainiac might kill the others or use them as bait. We can't let them in here no matter what!" Kim shouted as she grabbed several grenades from the belt that strapped on her chest.

"Then keep digi-slut occupied." Glatea said as she ran to where the door's controls were as Kim jumped into Brainiac's line of sight. Galatea balled her fists tightly and let the energy build before sending two blasts to the control panel. As soon as the panel was destroyed, the large doors slammed closed and sealed themselves. While the others were now safely trapped outside the room, they were now trapped with Brainiac.

Kim knew it was time for her act as soon as she heard the large doors slam shut. Activating the grenades she had just pulled, Kim lobbed them toward Brainiac as fast as possible. Brainiac was able to doge the first two grenades as they detonated a safe distance away. The blast from the second grenade forced Brainiac shift her hovering position slightly which put her in the path of the third grenade as it detonated. The blast sent Brainiac flying into the large container that contained the Kryptonite core and causing her cape to detach and float away. The fourth grenade struck Brainiac dead center of its chest and exploded with such force that it ruptured the container and allowed the radiation to spill outward. Kim immediately began to feel sick and unsteady on her feet as Galatea came to her side and helped her hide behind a massive control panel.

"You're looking greener than Sherri when she has a cold." Galatea said.

"The Kryptonite. I-I don't have any protection against it." Kim said as she began to sweat and fight down the bile that was building in her throat.

"DO YOU HONESTLY THINK A GRENADE CAN STOP ME?!" Brainiac screamed and made Galatea cautiously look around the corner. Most of Brainiac's Superwoman costume and flesh were burned away, revealing more of a sleek Kryptonian robot underneath. Both eyes were glowing red, but not as powerful as before. "I don't care what it takes, Kara Jor-El! Your body will be laying at my feet!" Brainiac screamed as she adjusted the controls on a near by display and ripped one of the conduits free from the Kryptonite chamber. "IF YOU CHOOSE TO HIDE, THEN I WILL MAKE YOU SUFFER THE GREEN DEATH!"

"Oh, Damn." Galatea said.

"W-what is it?" Kim asked.

"She's going to flood the room with Kryptonite radiation." Galatea quickly said.

"Then I-I'm dead. I d-don't have anyway of st-stopping her." Kim said as she began to feel even sicker.

"There's one way." Galatea said as she tried to think. "I can absorb it."

"What?"

"That's how I've lived for so long without looking like a bad Picaso art piece. I absorb Kryptonite radiation like you absorb solar radiation." Galatea said.

"Even that much will kill you." Kim said.

"Not if I find someplace to put it." Galatea said as she began to access the control functions of Kim's solar suit at the right wrist of Kim's suit.

"What are you going to do?"

"Give you a jump start." Galatea said as she finished altering the suit's functions and then placed a hand on the center of her suit's shield, causing the suit to deactivate. "When this is over, you're going to need this more than me." She said as she removed the shield from her bare chest and placed it in Kim's hands.

"Y-you can't. Kal,"

"Is a good man, Kim." Galatea said. "Make sure whoever he hooks up with deserves him." She said as she peaked around the corner and saw Brainiac was finished making the adjustments. "Whoever thought I would ever be noble." Galatea said as she leapt from her hiding place. "Give me your best shot!"

"With pleasure." Brainiac said and fired a concentrated blast of green Kryptonite radiation at Galatea.

As soon as the radiation struck her, the radiation began to change color while Galatea's body began to illuminate and glow from within. The more radiation she was given, the more she began to glow and shine. Galatea's entire being was now shinning like a small star as she screamed from the power overload that threatened to destroy her. Kim had to cover her eyes from all the glowing energy and noticed her suit began to beed as several silver sections expanded. Soon, Kim felt what could be called a second wind within her and it was building. Her suit was absorbing the energy and putting it into Kim's body like it had been doing with the sun light! Galatea screamed again, but louder as she began to glow as bright as Captain Atom and became so bright that that no part of her physical form could be seen. Kim knew that she was overloading and was most likely now a ticking time bomb. Kim forced herself to get up and move when Galatea could no longer contain the energy and finally went critical.


As soon as GL's ram hit the door, a giant blast of bright energy exploded and sent the doors flying past the gathered super beings heads as they covered their faces and tried to not let the massive shockwave blow them away like confetti during a parade. When the light faded and everyone gave themselves a moment or two to let their eye sight return, the first thing everyone noticed through the heavy smoke was how much of a wreck the entire power core chamber was. In the full literal since, it looked like a massive bomb had just gone off.

"Lantern, form a shield around us. We don't know how much Kryptonite radiation is left." Batman said.

A glowing green bubble surrounded all of them and lifted them into the air as they entered the room. Machines were torn, bent, and shredded while others were burned and scorched. And it all originated from one point in the room that wasn't far from where the large Kryptonite core once sat. The ore was now gone as the chamber that once housed it was in nothing more than various pieces and shards. Smoke still hung in the air which blinded their view from what else was in the room. So where was everyone?

"Victor, do you think they survived?" Starfire asked.

"I-I don't know." Victor said as they floated deeper into the chamber.

"I think I see something to the right." Beast Boy said, making everyone turn and look. "I SEE THEM! I – Holy shi,"


Nude, covered in grime, and still slightly glowing, was Galatea. As she lay on the floor, not moving, a dark figure stepped forward. A leg that was still partially covered in flesh and a blue uniform, nudged her before kicking her in the ribs and making her turn over. Upon seeing the face, the legs owner growled in frustration. Brainiac, whith most of the flesh disguise now gone and exposing the Kryptonian endo-skeleton underneath, kept looking about the room as its fists balled tightly.

"This piece of trash is no good to me." Brainiac said as it stepper over Galatea and continued to look about the room. "I want Kara Jor-El's damned body!" Brainiac shouted to itself as it continued to look.

"You killed millions, Brainiac. You did it wearing my family's crest. And you did it while using my name. Now is where I take it all back." Kim's voice said directly behind Brainiac. If the machine still had a flesh face, it would show utter surprise and shock.

"You should be dead." Brainiac growled as its eyes began to glow red one last time.

Brainiac blasted one last weak blast of heat vision to where it had heard Kim's voice, only for Kim to easily out run the blast and belt Brainiac with a hard right hook before it could register her movement. Brainiac's left eye was now shattered and soon fell out of its socket in pieces with a large dent in the side of its metal skull as it glared at Kim. Her solar suit was in tatters, but her muscles seemed to have slightly swelled with a new found energy. Brainiac tried to make its arm form a weapon or make some of the machinery in the room attack Kim, but nothing was happening. The explosion must have damaged more of its systems than it had realized. Brainiac tried to punch Kim and threw several punches, only for Kim to easily dodge them like Brainiac was moving in slow motion. Brainiac threw a right cross, only for Kim to easily block with an echo of steel being struck hard. Kim took a slightly deep breath and blew a strong puff of breath that sent Brainiac flying through consoles, hoses, and wires like it had been fired out of thee world's largest cannon.

Brainiac struck one of the thick hard walls of the chamber and bounced off of it like the machine was made out of rubber and stopped when it struck and ricocheted off of another destroyed consol. Brainiac grasped the twisted heap and used it to force itself onto its feet again. Sparks were coming from several joints and primary junctions while fluid was dripping from several locations within its chassis. As Brainiac looked up and forced its optics to focus, it saw Kim standing in front of her. The red headed woman shed her tattered and ruined solar suit and placed a shield of the House of El on her chest above her breasts. As soon as it was in place, a blue bodysuit with red trim began to form until it covered her body, complete with a red cape.

"This is your Doomsday, Brainiac!" Kim said as she delivered a swift uppercut to Brainiac's chest and sent her fist and arm through the machine's torso and hoisted it in the air.


"it! Did you see that punch?!" Beast Boy exclaimed.

"How did she get her powers back?" Batgirl asked

"Where's Galatea?" Kal asked himself as he noticed the armored bodysuit Kim was now wearing.

"This c-can't be. The o-o-o-odds were in my f-favor." Brainiac said, having trouble sounding a straight sentence without stuttering like a broken track on a compact disk.

"You're just a cold machine, Brainiac. No matter how much you've evolved, you forgot one thing. The human spirit is unpredictable." Kim said.

"I-it doesn't m-matter how powerfull-l-l you are. You will never beat me. I w-w-will return." Brainiac said.

"And I'll be here waiting. You can count on that." Kim said as she shook Brainiac's body off of her arm and to the ground. Brainiac forced itself to sit up and look at Kim one more time before Kim brought both her fists together swiftly and crushed Brainaics head in a shower of sparks and hydraulic fluids. The Cyborg Superwoman had fallen.

"Remind me to stay on her good side." Kid Flash said as the shield lowered them to the ground and began to disappear.

"The ring says that the radiation levels in here are normal. It should be safe." Green Lantern said as he placed a shield around what was left of Brainiac's body while Kim took Kal by the arm and quickly walked to where Galatea was laying on the floor.

"NO!" Kal shouted as they reached her. "What happened?" Kal asked as the others approached as Kal detached his cape and covered Galatea's body with it.

"She absorbed the radiation. I don't know how she did it, but she made sure I absorbed enough of her energy to give me my powers back. But – it was too much for her." Kim said as she saw Kal cradle her body in his arms. "Is she dead?" Kim asked.

"Her heart's beating and she's breathing on her own. But my readings show that she could possibly be in a coma." Victor said.

"I told her we shouldn't have come here." Kal said to himself.

"If she didn't, then Superwoman would be dead and Earth would be doomed." Batman said.

"Boss," Robin started.

"He needs to know this. You all need to know this. When we choose to help others, this is the risk we all take every time we go out there. As long as we choose to be heroes, there will always be a chance we might not be able to make it back home." Batman said as he looked at everyone. That's when he looked back down at Kal and placed a hand on his shoulder. "She isn't dead, Kal-El. I know people at STAR Labs who can help her. She'll receive the best care until she wakes up." He said before walking to Brainiac's body. "Is he still in there?"

"My ring can't detect him in that thing or in any of the machinery in this entire engine. It looks like Brainiac's finally gone." Will said.

"No, he isn't." Kim said. "We thought he was gone last time and look what happened. Brainiac has the ability to make a back-up of himself. I think it's safe to say that we'll see him again some day."

"Excuse me?" Starfire asked. "Does this mean we've won?"

"We did, Starfire. We won." Kim said.

"Holy crap. Dudes, we did it! We saved the planet!" Beast Boy said with a smile which quickly spread to Robin and the rest of the young heroes.

"I think this receives a Boo-Ya!" Cyborg said as each of them slapped high fives and shook hands with the exception of Raven.

"What about Supergirl? Do we know anything about her?" Wade asked Ron and Kim as Kal picked up Galatea and joined them.

"All I know is that she was able to stop the rocket. Other than that, I'm not sure." Kim said.

"Engine City is down. I think we can contact the League and radio for help in demolishing this thing and arrest the alien crew that are left." Batman said.

"Me and Wade can take care of that. We can also get them to give your team a lift home and have Superman's friend prepped and ready to be taken to STAR Labs."

"Superman?" Kal asked.

"That's what the others were calling you." Wade said.

"And if you're going to be wearing that symbol, I'm guessing that's going to be your name from now on. Think you can live with it?" Will asked him, making Kal think for a moment.

"I'll do my best to earn that title." Kal said.

"Then we better get started." Batman said before he stopped and turned to Kim. "I think you've earned some time to rest. Why don't you go let your mother know you're all right?" he asked her, but with his voice easing back into its normal tone.

"I think that's a good idea." Kim said. Even though her powers had been fully restored, she began to feel slightly exhausted from the whole experience. Using her x-ray vision to find a path, Kim tensed the muscles in her legs slightly before launching herself upward like a rocket.

"Batman? When the doors were closed, you were shouting for someone named Kim. Who is Kim?" Starfire asked.

Easily twisting and turning to avoid various pipes, cables, and other machinery, Kim soon found herself punching through a wall and flying through the blue skies and clouds above her. Banking around and heading towards Colorado, she couldn't help but smile as she felt the wind in her hair and all around her as she flew. There was a lot of work to do in the future, but that could wait for now. She just wanted to enjoy the sensations of being alive.