Steve woke with a jolt. Looking around he remembered where he was, Clark's bedroom. Clark had offered to sleep on the couch so Steve could have his bed. Of course Steve refused but Clark insisted. He climbed out of the bed and peered out the window. He laughed to himself in disbelief, this farm, in the middle of nowhere was where Superman had grown up. The man who flew a nuclear missile into space lived here. He considered going back to bed but knew if he did he'd have to face his dreams again. Instead, he decided to go for a walk. Changing into a pair of jeans and white t-shirt he quietly left the house, making sure not to wake Clark on his way out.

Steve wondered across the farm, not paying attention to where he went. Eventually he wound up in the loft of the barn. He looked out onto the horizon, he could see most of the town from here. Steve let out a long sigh. Despite all the good he'd done, despite all the friends he'd made he knew he didn't belong here. This wasn't his time. He missed his old friends, his old team.

A whoosh sound from behind snapped him out of his thoughts. He spun around, hands clenched in fists.

"Who's there?" He called out as he slowly approached the stairs. As he reached the railing he peered over, ready for a fight. However, no one was there. Unclenching his fists, Steve let out a sigh, he was getting paranoid. Suddenly a black mist shot out of the darkness and crashed into the super soldier.

"Steve! Steve! You alright buddy?" A voice asked. Steve's eyes snapped open. He was surrounded by a group of people looking down at him. Cautiously climbing to his feet, he eyed the surrounding group. They were all wearing familiar clothes, clothes from his time. Not only the clothes but the smell, there was a distinct smell in the air.

"What'd you hit your head?" A hand came down on his shoulder. Steve spun around defensively only to freeze as he saw who was behind him. He couldn't believe it, it was Bucky Barnes.

"Maybe you need to lay off the beer." Bucky joked. "Come on, the guys are all waiting." Bucky began to walk away. Steve to dumbfounded to do anything remained where he was.

Bucky turned back and gave his friend a puzzled look. "You okay?"

"Bucky, your, your..." What the hell was going on.

"Come on, we can't keep the waiting any longer," Bucky insisted as he placed a hand around Steve's shoulders and lead him towards a table. Steve allowed himself to be pushed, to stunned to do anything else. Just when he was about to ask him what the hell was going on they arrived at a table. And that's when things got even crazier. Sitting at the table in front of them were all his old war buddies, Dum Dum Dugan, Jim Morita, Gabe Jones.

This wasn't possible it had to be a dream, but it felt so real. Not like the other dreams he had every single night, this one was different. Everyone at the table looked at him in confusion, wandering why he was behaving so odd.

"Steve." A female voice came from behind him. Everyone looked to the source of the voice.

Standing before them was the women Steve loved, Peggy Carter. He starred, taking in her beauty. She walked up to him and pulled him into a hug. He immediately hugged back holding her tight against him. All worries about where he was or what was real immediately dissipated. He was home, finally back, where he belonged.

"Clark. Clark!" Clark shot up from where he lay. Standing over him was John Jones.

"John, what are you doing?" He asked groggily.

"There's a phantom," the Martian revealed.

"What? Where?" Clark asked jumping to his feet.

"Remember the one that went inside your mind and made you believe you were in an asylum?"

"Yeah, how could I forget?" He asked sourly.

"Well, another one has gone inside Steve's mind," John revealed.

John lead Clark outside the house to where Steve laid.

"What are we going to do?" Clark asked.

"I will send us both into his mind. However, it will take me some time to find the phantom. While I'm searching you must find Steve and convince him this isn't real. We're going to need him to kill whoever the Phantom is pretending to be."

"Can't one of us kill the phantom?"

"No, the phantom is inside Steve's mind, he must be the one to severe its connection. Are you Ready?"

Clark nodded determinedly. Placing one hand on Clark and the other on Steve, John sent both of them inside the mind of the first Avenger.

Clark and John found themselves in a bar. The stench of cigarettes was unbearable for his super senses. Clark looked around, noticing everyone was wearing old clothes. Clearly this was during World War II. "I'm going to find the phantom," John explained. "Find Steve." With that John disappeared into the crowd, leaving Clark alone. As he walked away Clark noticed John was wearing a military uniform. He looked down and realized he was also wearing one.

'So, this is Cap's mind,' Clark thought to himself, looking around the crowded bar.

Pushing through the crowd of people Clark made his way towards the bar. He took a seat, waiting for the bartender. To his left he noticed two young women, smiling at him. Being polite as always Clark smiled back.

"What can I get you?" the bartender asked.

"Nothing, thanks. Actually I'm looking for a friend, maybe you've seen him?"

"What's his name?"

"Steve Rogers." To Clark's surprise the bartender began to laugh at him.

"You? Your friends with Captain America? Yeah right!"

"Could you just tell me where he is?" Clark asked in annoyance.

"Sure, I'll tell you, for a price." Clark glared angrily, this guy was really starting to get on his nerves. Reaching into his pockets Clark discovered he had no money.

"Listen, I don't have any cash on me. I just need..."

"Sorry, can't help ya." The bartender was about to walk away when one of the women Clark smiled to before stepped up to the counter.

"Here you go," she said as she slipped him a note. "That's for him." She nodded towards Clark.

Clark looked at the bartender expectantly.

"Sorry, I don't know where he is. Thanks for the tip though." With that he began serving other customers.

"What a prick," the women stated.

"Sorry, you wasted your money on me," Clark apologized.

"Oh that's okay, I just wish it was of more help."

"I'm Clark," he introduced himself.

"Catherine, but you can call me Cat."

"Don't suppose you know where Steve Rogers is do you?"

"Sorry." They sat in silence for a few moments.

"You wanna dance?" Cat blurted out. Clark was taken aback. He didn't want to be rude, but he did have to find Steve.

"Sorry but I..."

"Please," she begged. "Besides, you might find your friend whilst we're on the dance floor."

"I suppose," Clark gave in and followed her to the dance floor. 'Wait, why am I doing this. None of this is real,' Clark thought to himself, but it was too late as Cat grabbed him and began swaying to the music.

Clark went along with her for a minute, continuously looking around for any sign of Steve. Just when he was about to give up and move on, he noticed a familiar face on the other side of the dance floor.

"Excuse me." He let go of Cat and began, hurriedly pushing his way to the other side. When he finally made it he was taken aback by what he saw. Cap was dancing with a beautiful woman, who was wearing a long red dress. He seemed so happy as he danced with the women, happier then Clark had ever seen him before. He watched as they shared a passionate kiss. Feelings of dread filled Clark as he knew he had to brake Steve out of this dream.

"Steve." Clark tapped him on the shoulder. Steve turned around still smiling. His face dropped as he saw Clark in front of him.

"C, Clark?" He queried.

"Hey Steve," Clark replied, his voice full of sadness and regret.

"Aren't you going to introduce me?" Peggy asked, breaking the silence that had come between them.

"Clark Kent ma'am," Clark introduced himself. "Could I borrow Steve for a moment?"

Clark lead Steve to the side.

"Who are you?" Steve asked. This couldn't be the Clark he knew, the one he dreamt about.

"Steve it's me. The alien, the one who helped you and the avengers stop an alien invasion."

"No, no none of that is real."

"I'm sorry Steve. I know how hard this must be for you, really I do. But," Clark paused and looked around the bar. "None of this is real."

Clark went on the explain that a phantom had gotten into his mind and the only way to break free was to kill whoever the phantom was pretending to be.

"So, none of this is real?" Steve questioned.

"I'm afraid so." Steve fell onto a nearby chair, this was too much to take in. First he lost everyone, then he'd gotten them back and now, now he was going to lose them all over again. Clark noticed a few tears roll down Steve's cheek. He let him be for a few minutes, Knowing this was a lot to take in.

"How long will it take John to find this phantom?" Steve asked, wiping away the tears.

"I'm not sure, but when he does, you have to kill it as soon as possible."
"Well, seeing as we have time to spare" Steve smiled, putting on a brave face. "There's some people I'd like you to meet."

Steve lead Clark to his friends. "Everyone, this is Clark Kent. He's a very good friend of mine."

The group spent the next couple of hours talking and enjoying each other's company. Clark could see how happy Steve was to be back in his time, but he also noticed the looks of sadness he'd have when he thought no one was watching.

"So I had to save his ass and you know what he says?" Bucky asked, telling everyone a story about Steve.

"I had him on the ropes." The group erupted into laughter. Clark had to admit, he was enjoying himself, even he had to keep reminding himself none of this was real.

"Clark," Steve nodded behind the Kryptonian. Clark spun around and saw John waiting for them.

"Excuse us," Clark excused them from the table before walking over to John.

"Have you found it?" Clark asked.

"I have," John responded.

"Who is it?" Steve asked. John paused for a moment, this wasn't going to be easy for Steve.

"It's Peggy," he revealed. Steve looked devastated. How, how could he kill the women he loved.

"I know how hard this must be for you…" Clark began but stopped as Steve raised a hand to silence him. He looked over to Peggy, taking in her beauty one last time.

"I'll take care of it." Tears streamed down his face as he made his way towards his love.

Clark and John watched as the couple went back to the dance floor.

Clark saw them dancing for a few seconds before they disappeared into the crowd.

A minute later there was a flash of white light and the heroes awoke back in the barn. Clark's eyes snapped open just as John used his crystal to send the phantom to the Phantom Zone. Letting out a groan of pain, Steve climbed to his feet.

"I'll… leave you two alone," John decided. In a red blur he flew off into the night sky.

For a long time, the two heroes stood in silence, they simply starred out onto the horizon.

"I'm sorry you had to go through that," Clark apologized. "The phantoms are here because of me and as a result they've hurt you. I'm sorry." Cap turned to face to young hero.

"You have nothing to apologize for Clark. We all make mistakes." Once again silence fell over them.

"It was an honor," Clark stated, much to Cap's confusion. "It was an honor to meet your friends. They were an amazing group of people."

"They sure were."

"You know, you and me aren't so different." Clark realized. "I lost my home, Krypton. I mean, I love it here and I love my family and friends but…" he trailed off. "There's always going to be a part of me that'll wander what it would have been like to grow up on Krypton. Who my family really were? What would I have done with my life? What would I have become? You and me both lost our home. But we have another one now. We've got the avengers. We've got each other." Steve smiled at the man in front of him. He truly was amazing.

"Thank you Clark."

Author's Note:

And there you have it. I argued with myself for a while about whether or not to write this chapter but personally I'm glad I did. Hope people aren't too disappointed there wasn't any fighting between the heroes and the phantom. Not a hundred percent sure what the next chapters going to be just yet but it will most likely be a wrap up of this arc