Lyla awoke in a gently lit room, aware almost immediately that her surroundings were unfamiliar. Her first thoughts, however, were alarm that she had fallen asleep while she was so sick. Lifting her hand to her nose, she was surprised to find that there was no blood there. Even better, she didn't feel sick anymore either. Her relief was brief as she looked at the grey stone surrounding her. She was unmistakably in a prison of some sort.

Kimda! He must have returned while she slept and managed to bring them back to Kandor… and now he had her locked up so he could experiment on her. Panicked, she threw the bed sheets off of herself and sat upright. It was only now that she noticed the female on the other side of the room, who was sitting with an apple in one hand and a book in the other. She knew right away that Kimda hadn't done this after all, but that didn't make her feel any better. The broad-shouldered figure was wearing a red dress and black skirt, with a red ribbon tied in her hair. Lyla had never seen her through her own eyes before, but she had seen her through Lana's. It was Lenaria. She struggled to breathe.

Lenaria looked up quickly as her eyes caught movement. Placing the book and apple down, she hurried over to Lyla's side, tugging at her skirt as she looked at Lyla anxiously.

"You're awake! I was very worried!" gasped Lenaria, taking Lyla's chin and turning her head from side to side. "I used my abilities to heal you, but you didn't wake up. I thought I had done enough, but… my power has failed me before. I'm so glad to see you recovered. Do you feel alright? You don't still feel sick?"

"I'm… fine," said Lyla, terrified. She tried to probe Lenaria's mind, to find out what she was up to, only to find barriers protecting it. She tried to find an opening, but there was no weakness there – her mind was like iron. On the other hand, she could feel Lenaria tearing through her own mental shields like they were made of paper. Lyla knew what the other Empireth was doing; gauging her strength, ensuring she was no threat. And also demonstrating her own power. She imagined that kind of thing had been common among her people. The thought was somehow dreadful. "Why… why did you help me?"

Wrapping an arm around her (Lyla thought horribly about how she might be crushed like an insect), Lenaria pulled her close, smiling warmly.

"You helped save my life when Clark stabbed me with that cursed dagger," said Lenaria. "You gave me the opening I needed. Lenaria remembers those who help her. You will find there are many rewards to being my ally."

"I…" began Lyla, before realising 'I didn't know what you were like then' wasn't the best thing to say at this point. "Thank you."

"You are most welcome," said Lenaria, getting to her feet. Lyla couldn't get a sense of her mind, but reading her body language, she got the impression that the other Empireth were almost… nervous, somehow. "But I must warn you, what I have done for you is not a cure. You will require further treatments every few hours. Without them, the exposure sickness will claim you."

Lyla shivered. She didn't know how close to death she had gotten. She just wanted to go back home to her father and be safe again. Thinking about home reminded her sharply of Pendar, and she gasped. He must have gotten sick as well! She didn't even know where he was!

"You must not worry!" said Lenaria, placing a hand on her shoulder in a gesture Lyla guessed was supposed to be comforting. She wished she could get even a glimpse of her mind – given all the things she had done, Lenaria was clearly a monster, so why was she being so nice to her? "I will never be away for long, and I will make sure nothing happens to you. We're the same, you and I. It was very dangerous for you to absorb another's mind at such a young age, but I see now that it was necessary for your survival. We aren't like the others from our world, who squandered their gifts and let themselves be wiped out. We learn how to adapt, to evolve. We do what we must."

"Am I a prisoner here?" asked Lyla, looking at the confined area she was in. Lenaria looked horrified at the suggestion.

"Of course not. You will have to stay close to me, yes, but this is only a temporary measure. Thanks to Clark and J'onn I have been forced into hiding, but soon I will be able to move freely. I will find somewhere for you to stay, somewhere far more pleasant than this place. I… had thought that we might live together. We need to look out for one another, you and I… but it is entirely up to you, of course."

Lyla gave a tiny forced smile and nodded. Lenaria wouldn't be fooled though, she knew. She would sense the uncertainty in her mind. She didn't like the idea of Lenaria being able to move freely at all; for Clark and J'onn, that could mean only one thing.

"I know you have your doubts," said Lenaria, some of the kindness disappearing from her face now. "Clark's influence, I am certain. You must not believe the things that boy tells you, Lyla. He is not to be trusted. If you allow him to, his lies will poison your mind. You will learn that you can believe in me. I want only good for this world."

"Could you… could you please stop looking into my thoughts?" asked Lyla nervously.

"Of course," said Lenaria, looking surprised. "I am sorry, that was senseless of me. I did not mean to intrude, I swear, only to get a sense of your talent. I am impressed that an untutored girl would have such ability. However, you are still weak for your age, and there is much about your abilities you do not understand. An untrained Empireth is a possible danger to herself and others. I will guide you. There is much that I can teach you."

"Like what?" asked Lyla, curious despite herself. The idea that she had unlocked only a fraction of her potential was very intriguing.

"In time," smiled Lenaria, running a finger through Lyla's hair. "For now, you must rest, and I have matters to attend to. If you get sick, simply call out to me telepathically, and I will be there instantly."

As Lenaria moved back over to retrieve her book, Lyla noticed for the first time a painted game board sitting on the table. The detailed patterns on the board were recognisable at once; she had seen it in the vision J'onn had shared with her. J'onn and Lenaria had played with a board just like it.

"Oh, I brought this for when you are feeling better," said Lenaria, noticing Lyla staring at it. "It was a gift from my late husband. We used to play it together, though the game works best with two telepaths. I would greatly look forward to playing against one such as yourself. I can teach you how to play, if you do not know how."

"I'd like that," lied Lyla. Remembering Lenaria's reaction to losing against J'onn, she knew she would have to deliberately lose every game.

"Excellent. Well, I know this place is not very comforting, but please get some rest. I will return shortly if you do not summon me first. Oh, and I will have one of Lex's servants bring you something to eat. There are many kinds of food on this planet that are quite delicious."

"Wait!" shouted Lyla suddenly as Lenaria moved for the door. "Wait, there's a friend of mine who came from Kandor with me. He must have gotten sick as well, but I don't know where he is. He was... well, I think he went somewhere near The Fortress to get help."

Lyla didn't think mentioning Kimda was a good idea; she had to hope Lenaria had kept her word and had left her mind. Certainly she couldn't sense her there anymore, but for someone with Lenaria's skill that didn't mean much.

"The nearest populated place would be the Yukon," said Lenaria after a moment's pause. "Do not concern yourself. I will find your friend – as I said, there are many benefits to being my ally."

Lyla gave Lenaria all the information she could on Pendar; she would just have to hope it wasn't too late. Lenaria assured her it would be alright. As she made to leave, she looked back at Lyla and smiled.

"Your friend must be very dear to you," she said. "It is good that you were not alone on Kandor. Still, it can't have been easy, having to live your life pretending to be someone else. I am so glad, Lyla, that I get to see who you truly are. You are a very beautiful young girl."

888

The apartment Lionel Luthor was currently using as a safe-house wasn't quite up to his usual standards, but he found himself strangely content all the same. He knew it had less to do with the place itself and more to do with the company. He had told Martha, half-jokingly, how good it felt to have a woman around again. Martha sat now watching the television worriedly, every moment spent fearing that an announcement was going to be made and her son exposed to the world. She had tried more than once to leave, but Lionel had talked her out of it. He had intended to track down Lex himself after seeing his little speech, but then Jor-El had arrived. Lionel didn't know what had happened, but he had passed out.

Martha had sat by his side until he had woken up.

"How's your head?" she asked now.

"I'm feeling much better," said Lionel. "I don't know exactly what happened, but Jor-El was forced to leave The Fortress in a hurry. He has taken up… residence… in his vessel. I'd charge him rent, but… he's non-corporeal."

"Has he told you anything? About Clark?"

Lionel shook his head, taking a sip from a glass of water, still feeling a little weak.

"No. But you're not to worry, Martha. I don't know what foolishness Lex is up to, but I will put a stop to it."

Shrugging on his jacket, Lionel made for the door.

"Lionel, let me come with you. I haven't been able to reach Clark for hours; who knows what he's going to do. If he saw Lex's speech…"

Lionel blocked the exit.

"Clark is a very impetuous young man, Martha, but he sent us into hiding because he at least knows that. If you go out into the open and something happens to you, Clark will throw every plan and bit of common sense aside to help you. We can't give Lenaria or Lex that kind of leverage. You need to trust me."

Martha looked about to protest when there came a knock on the door. Lionel pressed a finger to his lips, standing still as a statue. He hoped whoever was outside hadn't heard him. He waited for them to knock again. Instead, they tore the door of it's hinges. Lionel pushed Martha back, stepping forwards protectively.

"Kimda?" he asked in surprise, recognising the professor from the information Jor-El had downloaded into his mind.

"You seem to have the advantage of me," said Kimda, placing Jor-El's robotic servant Kelex on the floor and patting it's head like it were a dog.

"I find that is the case with most people I meet," said Lionel, recovering from his surprise.

"Where is Jor-El? This machine has brought me here."

Lionel tapped the side of his head. Kimda simply nodded.

"I need to speak with him."

Lionel shrugged. He had no influence over what Jor-El did. Clark's father's actions were enigmatic at times, though Lionel felt he understood him better than most. As a father, he could respect his actions. Though Jor-El's lessons were often harsh, it was important for Clark to be shown he had limitations, that there were things even he was not meant to do. They were the kind of things Lionel had never taught Lex. Lionel was about to explain that Kimda might be out of luck when he suddenly felt Jor-El's presence stirring within him. Kimda's eyes widened as he saw Lionel's eyes go white.

"It has been a long time, old friend," said Jor-El.

888

Escaping had looked too easy, and Clark had known at once that it was inevitably useless. Yet he had tried, because he had no other choice. He had first tried using his x-ray vision to find Chloe, but found he couldn't see through the walls, even though they weren't made of lead. His super-hearing had also failed. Frustrated, he had tried to punch his way through the door. A shock had run through his body, taking him off his feet. It shouldn't have hurt him, but it had. After a few minutes he recovered, this time taking a different approach. If the door was rigged, he would go through the wall. Blasting it with his heat vision, he was dismayed when, even after a sustained blast, there was not even a mark on it. Something was wrong with his powers.

Wrong, he thought glumly. The only thing wrong is with your head. You're not thinking. That's what's gotten you and Chloe into this mess. Lenaria had locked him away in his own mind, rather like she had in The Fortress. She would let him out only when she wished. He knew it would be better to just stay trapped like this. Think, Clark, think. She's strong, yes, but she's also the most weak-willed opponent you've ever faced. There has to be some way you can turn this thing around on her. But how?

After what felt like an age, the door opened. Clark leapt to his feet, trying to rush forwards and attack Lenaria, but his legs wouldn't obey his commands. Lenaria lifted her left arm up, stretching, and Clark's own arm did the same. As Lenaria's other arm went up, so did his, like a string being pulled on a puppet. Lenaria smiled, her pose a grotesque mirror image of his. Lowering her hands, she moved up close to him.

"You get the point, don't you?" she whispered. "I was much more careful this time, after that stunt you and J'onn pulled before. I've made sure that you're completely under my power."

"Good," said Clark, who was held in place by Lenaria's psychic command. "If I'm under your power, then J'onn will be able to find us."

Although that gambit had worked before, he instantly knew that this time he'd made a mistake. Lenaria waggled her finger at him.

"You've played that card before, Clark. However, I have prepared rather better for J'onn this time, I think you'll find. Did you honestly think you would be here, alive, if I thought for one instant you could bring me harm? No, you dear boy, are bait. When J'onn comes for you, he will walk right into the trap I have set."

I should have realised, thought Clark grimly. He needed to be a step ahead, and instead he was trailing. He could guess what Lenaria had in mind; fire. Like a moth to the flame… His mind considered that his only option now might be to make Lenaria mad enough that she killed him outright. At least that way, there would be no trap for J'onn to walk into. And not to mention she wouldn't be able to use him as a tool to hurt people. He had no doubt he was alive in part for that very reason. But he should have known just by looking at her that trying to play her fears that way wasn't going to be so easy. This was not the same cowardly pathetic figure he had encountered several times before, at least not on the surface. The fear that usually came off Lenaria like mist had been replaced by an angry thunderstorm.

His eyes widened as Lenaria firmly clamped her hand around his testicles.

"Now, what was it I told you before you locked me in that wretched place? I think it was something about having these for earrings…?"

As Lenaria grinned, Clark spat in her face. His movement had been limited, but his mouth still worked. Shrieking with disgust, Lenaria wiped her face quickly, looking at him with shock and hate. Her fist caught his cheek, knocking him back.

"Bastard!" she gasped, still wiping her face. Her hand this time seized him much higher up – this time she went for his throat. "Next time you try something like that it won't be you who suffers. I know you want me to kill you, to end your suffering, but I will not. If you make me angry, I will bring Sullivan in here and whip her like a dog… or perhaps have YOU do it for me. Is that understood? If you understand, say 'Yes, mistress,'."

"Yes, mistress," said Clark, remembering Mongul forcing him to address him in much the same manner. Not as mistress, though, obviously. His pride was a small price to pay for Chloe's safety. "Where is Chloe? If you've hurt her…"

"Chloe is, well, let's say my ace-in-the-hole," said Lenaria smugly. "I believe all my bases are covered, but should you think of something clever, know that the girl is hidden where you will not find her. She requires Lenaria to feed and provide water for her like the dog she is. Should something happen to me, know that Chloe will surely die."

"How do I know you didn't just kill her? I want to see her."

"Well if I were the kind of person who was going to give you what you wanted, Clarky, you should have asked for your freedom. Unfortunately for you, I am not. You see, boy, you make me think rather like Mongul. And it is far past time that you suffered for all the ordeals and humiliations you have put me through. Killing your friend was only the beginning. Mongul is very adept at physical pain, but he lacks imagination. Mental torture can be far more effective, in my opinion. I will enjoy playing with your mind. However, since you do make me think like Mongul, I believe we shall begin with physical."

Clark closed his eyes, trying to remain calm as Lenaria left the room. He tried again to move but he had no control over his body – it was useless. Whatever she did to him, he would not break. Lenaria had made mistakes before, she could make one again.

When she returned, she was carrying the dagger Jor-El had given him. Clark winced as he saw it. Though it did remind him of something. That dagger hadn't been the only thing he was carrying… he still had the device J'onn had given him, the one that would summon Brainiac. If there were some way he could get that…

"Do you remember this?" asked Lenaria, pressing the flat of the blade against his cheek. "I do. I remember exactly how it felt when you sunk it into my flesh. I want you to know how that felt, Clark."

Her words sounded almost gentle as she unbuttoned his shirt, taking it off and throwing it across the room. He heard something heavy inside it hit the ground. The device was still in his pocket! But he had no way to get to it…

"Please don't do this," said Clark. "I've shown you mercy before."

"You could have had the world, you know. I never dreamed it would be this easy, but I have humanity at my feet. Their future, their destiny, is mine to shape as I see fit. Did you never even consider the potential you have? The power to go to any country, and with a single word stop a war? You think I'm a coward, but you are as well, Clark. You could have done anything with the power you have, but instead you did nothing. And now it's too late," said Lenaria, walking around behind him where he couldn't see her and back round again. "But not to worry. You are still, in my book, most definitely… A CUT ABOVE!"

Slashing furiously with the dagger, Lenaria tore his cheek open from one end to the other. Clark's head snapped back instinctively, blood splattering over the floor as he screamed. The dagger almost tore across his eye, missing it only by pure chance. Lenaria's cut had been wild.

"Lenaria…" gasped Clark, before she thrust the dagger into his shoulder, twisting it violently.

"This is only the beginning," she promised him as he was taken, screaming, to his knees.