In the far reaches of Khund space, three Khund vessels came upon a weird-looking blue cloud of energy that spanned 2 AU or approximately 300 million km in diameter. The cloud was in organized waves of blue light like an energy shield. Within this shield were folds of darkness indicating a fluctuating magnetosphere around the central object. Naturally, the three Khund vessels fired torpedos at it. The torpedoes disappeared into the energy shield without any effect. Unable to damage the central object, the Khund ships retreated away. Large white torpedoes emerged from the energy shield completely disintegrating two ships. A third torpedo went for the last one. The last Khund ship fired a rear torpedo in vain and disintegrated. The central object then made a move toward Galactic Federation space, specifically Earth.


Meanwhile, Brainiac 5 was on Colu, his home planet. The planet was entirely covered in the city. The only wildlife was in zoos, greenhouses, and indoor farms. In the capital district, he greeted three Colu elders with respect and let them speak. "Our ancestors cast out their animal passions. Our race was saved by the attainment of logic and intelligence through which all emotion is shed. You have accomplished what many of us struggle our whole lives to achieve," the elder councilwoman said to him.

"It was super-easy, barely an inconvenience," Brainiac 5 replied

"Now, receive from us this symbol of total logic," the elder councilwoman said as she gifted him a necklace with three green orbs.

Brainiac 5 placed his hand up, refusing the gift. "The passion to remove all emotion from one's life and strive toward perfect logic...is emotion and this trinket only strokes one's ego. Therefore, I cannot accept."

"So, there is a contradiction in a passion for logic?" one of the councilmen asked.

"You say so," Brainiac 5 confirmed. "I have no passion whatsoever. I am pure logic and intelligence simply because I am."

"Don't you find that to be a little arrogant?" the other councilman asked pissed off.

Brainiac 5 ignored him and sensed a disturbance approaching Galactic Federation space. With his network of drones across the galaxy, he received instant news and information. The councilwoman seemed to notice him briefly distracted. "Your thoughts. Give them to me," she demanded. Brainiac 5 complied extending a cable from his fingertips to the councilwoman's scalp which featured several plugs. "This consciousness calling you from space reminds you of your past. It touches you funny. Your place is not with us but elsewhere. You will not save the galaxy from this threat by staying with us."

"I concur with your analysis," Brainiac 5 replied and then departed.


Kara arrived in San Francisco as part of her rotational routine. She would live for a week in every country ensuring she visited every country on the planet over the year. Occasionally, she would have to deal with national emergencies or missions in space that would force her to cut short or skip a country in which case the scheduled country would get the shaft for that year. However, it was a far better scenario than the Head of State living in one city for nearly their entire reign. Despite the human population being nearly the same in height, weight, skin color, eye color, and hair color, Kara managed to find ways to walk around places completely unassuming. She wore a black admiral's uniform. While the grand admiral, an all-white uniform, was a higher rank, Kara kept to her all-black uniform every day.

Kara didn't stay long and took a shuttle to the Elysium space station in orbit. There, she met with her chief engineer, Chuck Taine. "Twelve hours? You can't be serious," he complained immaturely. "We've spent the last eighteen months designing and refitting the Metropolis. How the hell do you think I'm going to get this ship up and ready in twelve hours?"

Kara took Chuck aside. "Because if you don't, we're fucked. There's an alien ship with immense power headed our way three days away at its present course. This Hades-class ship is the strongest in the fleet, possibly the galaxy. Ready or not, she launches in twelve hours."

"The crew hasn't had enough transition time with the new equipment," Chuck brought up.

"Have you ever thought to tell the crew that transitioning is unnecessary?" Kara mocked.

"The engines haven't even been tested at warp power and we have an untrained captain," Chuck complained.

"I'd like to think I'm trained," Kara scoffed. Chuck gave her a confused WTF look. "I'm taking command," she clarified.

"What did Admiral Nogura say about that?" Chuck asked concernedly.

"Fuck that guy. Everything in the Galactic Federation is mine to play with," Kara said dismissively. "I am the Supreme Leader."

"Well, with you in command, we'll be ready within twelve hours," Chuck said confidently.

"Is it because I have super-speed that makes the entire crew redundant? Or, is it because for the next twelve hours, you all will be working like highly motivated slaves?" Kara asked.

"Yes, Your Majesty," Chuck nodded nervously.


Kara and Chuck entered a shuttle from Elysium to the space dock for the USS Metropolis. Kara tried to get a good look at the ship through the windows. The Metropolis, a Hades-class cruiser was designed for ship-to-ship battle while being able to cruise around the galaxy permanently. The ship was triangular with large powerful engines in the stern, a docking bay in the belly, and a main bridge on the top. Two shield generators were located on top of the bridge. The ship had several dozen missile batteries and laser canons mostly alongside its top super-structure. Despite its larger size, it had the same impulse speed as the Athena-class destroyer while being superior in shields, armor, and weaponry. At the time, it was the most advanced ship in the Galactic Federation.

Still, Kara had difficulty getting a good view of the ship with Chuck taking up most of space with his fat body. "Really? What the fuck? How am I supposed to do a damn inspection with all this fat in front of me?" Kara said outraged as Chuck blocked the windows with his gut.

"I get nervous and fatter when I take a shuttle," he admitted.

Kara and Chuck finally docked with the Metropolis docking bay after an unnecessarily long thirty-minute flyby. Upon docking, Kara immediately opened the shuttle doors and squeezed herself out. "God damn," she said dismayed as she stumbled out of the shuttle and onto the docking bay floor.

"May I show you to the bridge, Supreme Leader?" a random ensign asked.

"I think I can get there on my own, asshole," Kara snapped. She then realized she was being a bitch and reset herself. "I'm sorry. That was uncalled for. Just make sure Commander Taine gets to engineering immediately."

"Yes, Supreme Leader," the ensign nodded completely star-struck.

Kara took the elevator to the bridge and found it a disorganized mess as the crew worked to get it ready in time. On the bridge was Thom at communications, Val at the helm, and Dirk at tactical. As Kara entered the bridge, no one appeared to notice her. "Ahem!" she said gaining everyone's attention. "Look, the situation is critical. There is an intruder on its way. If we don't figure out how to defeat it, we're all fucked. Where is Captain Decker?"

"He's in engineering," Val replied.

"Damn it, I just came from there. Well, he's going to have to come to me, not the other way around," Kara said peeved. "Wait...that came out wrong. Dirk, assemble the crew in the recreation deck at 0400."

"0400? Holy shit," Dirk said dismayed.


Kara radioed for Decker to join her on the bridge. When he ignored her, Kara went down to engineering noticeably pissed off. Decker and Chuck were working together on some technical engineering tasks. "Supreme Leader, we're getting some top-brass send-off," Decker said surprised and oblivious he had been demoted.

"Let's have a chat," Kara took him aside.

"With all due respect, Supreme Leader, I'm a little too busy for a pep talk," Decker said arrogantly.

"I'm taking command, asshole. You should feel lucky you're staying on as my executive officer," Kara told him.

"You're personally assuming command?" Decker asked stunned.

"That's what I just said," Kara said peeved.

"But why?" Decker wondered.

"Because I'm Supreme Leader and the most powerful being in the universe. Look, we don't have to go over my long list of accomplishments over a thousand years," Kara said condescendingly.

"You don't know shit about this ship or its crew," Decker pointed out.

"That's why you're staying on board and not in jail for molesting several teenage girls. One was under fourteen. I mean, what the fuck is wrong with you?" Kara fumed. "Look, I'm sorry."

"I don't think you are," Decker sensed otherwise.

"You're right. I was being fake and condescending," Kara mocked.

"You recommended me for this command," Decker pointed out.

"To be fair, I used an AI to make that decision and now I regret it very much," Kara shot back.

"Now, you've found a way to take it all back," Decker said resentfully.

"It was super-easy, barely an inconvenience because I'm the Supreme Leader...and I can do whatever the fuck I want," Kara said wide-eyed.

"Aye, Supreme Leader," Decker said. "But we don't have a science officer and no one is rated for a Hades class."

"Except you," Kara said smugly. "You're now the XO and the science officer."

"Did I just give myself more work?" Decker wondered.

"Report to the bridge, asshole," Kara ordered and then wandered down the halls completely lost.


Eventually, Kara made her way to the recreation room. An ominous video showed the three Khund ships being destroyed by the unknown ship. "It is now 53 hours from Earth. We are the only ship that can stand in its way...cuz I'm on this ship. Now, I'm assuming there's an object in the middle of that cloud. I'm ordering this ship to intercept, investigate, take names, and kick ass. We can only hope there is an intelligent lifeform aboard that thing that is capable of feeling humiliation and terror. Now, the cloud is three hundred million kilometers in diameter or a bit longer than the distance between the sun and Mars. There must be something big that's generating that kind of power. We leave in forty minutes," Kara said to the crew.

She then confronted some crew members dressed in Native American costumes. "The fuck is this?" she asked them.

"We're from the Mohawk tribe and this is our traditional dress," the first one told her.

"Native Americans faded out of existence several centuries ago," Kara pointed out. "Care to take a DNA test to confirm?"

"That would be a gross invasion of our privacy," the second one protested.

"Yeah, well, no smoking weed, dancing around firepits, and turning my ship into a casino while you're onboard," Kara ordered.

"You have deeply offended us and our god and our god is a god of vengeance and action. Our god is an Indian man that can turn into a wolf...," the first one told her off. "And he's wolfing out now," the second one threatened.

"Yeah, whatever," Kara scoffed and walked off.


After freaking out her entire crew, Kara made her way back to the bridge. "Lieutenant Ilea is on her way to the bridge. She the navigator," Thom informed her. "She's Deltan."

"I have no fucking clue what that means," Kara admitted.

Ilea then entered the bridge looking Indian and bald. "Lieutenant Ilea, reporting for duty, Supreme Leader," she said as she exited the elevator.

"Hello, Ilea," Decker smiled affectionately.

"Decker," Ilea smiled flirtatiously.

Kara immediately sensed what was going on. "Try not to molest my navigator while we're on this mission, Commander Decker."

"I was stationed on her home planet some years ago," Decker said defensively.

"Doesn't change a thing," Kara said dismissively.

"Commander...?" Ilea questioned.

"Yes, our exec and science officer," Kara clarified.

"The Supreme Leader has the utmost confidence in me," Decker said embarrassed.

"Yeah, that's a lie," Kara mocked.

"My oath of celibacy is on record, Supreme Leader," Ilea reminded her.

"What the fuck?" Kara wondered. "Was that directed at me or someone else?"

"May I assume my duties?" Ilea asked, ignoring Kara's question.

"By all means," Kara allowed giving her an odd look.


Kara entered the sick bay and encountered Tinya, the ship's doctor. Kara found Tinya in the middle of phasing her hand into someone's gut, feeling around, and withdrawing a scalpel. "Whoopsies," she admitted, having lost it during surgery.

"How's it going?" Kara asked.

"You drafted me so I'm disgruntled," Tinya admitted while her patient gave a WTF look.

"There's a thing headed our way," Kara said vaguely.

"There's always a thing headed toward this planet. I blame you," Tinya brought up.

"I need you...badly," Kara said softly as she looked into Tinya's eyes right through her.

"Alright, but I want nurses that won't question me," Tinya relented.

"Sickbay and all the nurses are yours," Kara assured her.


The USS Metropolis finally was underway as it exited the space dock. "Give me warp," Kara ordered Val.

"We're still in the solar system," Val protested as the Metropolis went past Jupiter.

"I don't give a fuck," Kara said dismissively.

"If we go Warp 7, we'll intercept the intruder in twenty hours," Decker calculated.

"The science officers' computations are confirmed," Ilea seconded. The two gave each other flirtatious smiles at each other. Kara gave them both an expression of dismay and disgust.

Tinya then arrived on the bridge to hang out. "Well, does Sick Bay have your approval?" Kara asked her.

"No," she said flatly.

There was an awkward silence on the bridge. "Well...shit," Kara muttered. "Engineering, I want warp now."

"We need further simulation study," Chuck radioed back.

"No one has time for that shit. I want it now!" Kara demanded.

"Kara, relax," Tinya said as she gave Kara a shoulder massage that occasionally went inside her body.

"It's a hard maybe on the simulator," Chuck reported.

"Warp speed now," Kara said calmly as Tinya continued to massage her shoulders.

Immediately, the Metropolis entered an orange-colored wormhole. Alarm noises went off everywhere. "Really?" Kara shook her head annoyed. "Impulse power, full reverse."

"Helm control not working," Val reported.

"Communications jammed!" Thom shouted.

"An unidentified small object has been pulled into the wormhole with us, directly ahead," Ilea reported.

"What are the fucking odds of all this?" Kara asked incredulously.

"Stupid low," Tinya nodded.

"Put this object on the viewer," Kara ordered.

"Wormhole effects have overloaded the power systems," Decker reported.

"Navigational deflectors inoperative," Ilea added.

"Time to impact?" Kara asked throwing up her hands.

"Twenty seconds," Ilea replied.

"Well...shit. Lasers, it is," Kara shrugged.

"No!" Decker shouted.

Kara gave him an odd look as everyone on the bridge began moving and talking in distorted slow motion. "Phooooton Tooorpeeeedooos," Decker said with a slurred distorted voice.

"Arrrrmmmmed," Dirk replied, also distorted. "Taaaargetttttingggg assss...terrrr...oidd."

"FIRE TORPEDOES!" Decker shouted.

"Tooorpeeedoooes aaaaaaway!" Dirk said as he fired.

The Metropolis fired a single torpedo at the asteroid completely destroying it. Coincidentally, the Metropolis also exited the wormhole. "That was quite the acid trip. Is anyone else tripping balls right now?" Kara smirked.

"I know I am, damn!" Val said stunned. "Helm control restored."

"Communications back," Thom reported in.

"Well, let's get back on course," Kara said dryly to Ilea.

"Engineering, what's your status?" Decker radioed.

"Just fine. Something happen?" Chuck asked confused.

Kara stood up looking calm and collected. "I need to go to my quarters where I can freak out. Mr. Decker, join me."

"Shit," Decker realized.

"Mind if I tag along?" Tinya asked amused.


Kara, Decker, and Tinya entered Kara's captain's quarters. Deckers's stuff was still in the room from when he was captain. For a good while, Kara freaked the fuck out reminded of the wormhole that got her to the 31st century. At first, she denied a wormhole even happened, then anger that fate had implausibly placed her in the path of one, then bargaining with God to either make it never happen again or to happen again only with her returning to the 21st century, depression filled with self-pity and sobbing, and then finally acceptance of the situation.

"I'm good now," Kara said, wiping away tears and fixing her hair which was now a total mess.

"Holy shit," Decker said dismayed.

"Why the fuck did you countermand my laser order?" Kara demanded.

"Power to the lasers is routed through the engines. When the engines are imbalanced, the laser systems are automatically cut off," Decker explained.

"That sounds like a serious design flaw," Kara frowned.

"You would know that if you knew what the fuck you were doing, you dumb blond ditz," Decker said pissed off.

Kara stared him down with icy blue eyes that could kill. "Trash-talking me on the bridge and in my quarters is bold. I like it."

"Thank you, Supreme Leader," Decker said awkwardly.

"You saved the ship," Kara complimented.

"I'm aware of that," Decker said matter-of-factly.

"You think you can compete with me, Decker? I'm the Supreme Leader, Empress of the Galactic Federation, Queen of Earth, the Supergirl. I am the most powerful being in the universe. My IQ is ten times your level. What do you have that I don't, Decker?" Kara challenged.

"A dick...and some balls," Decker stood up to her. "The fact that you're obviously a crazy bitch, in my opinion, jeopardizes this mission."

"I trust you will act as my midwife, assisting me to give birth to this mission?" Kara asked expectedly.

"With all due respect, what the fuck?" Decker asked.

"I won't keep you from your duties any longer. Get the fuck out," Kara ordered.

As soon as he left, Kara and Tinya had a chat. "He may be right?" Tinya smirked.

"About which part?" Kara narrowed her eyes.

"You have an obsession with command, being the hero, taking all the glory. Your reaction to Decker is an example of that," Tinya pointed out.

"But Decker is a piece of shit. When he found out Ilea took a vow of celibacy on Delta IV, he took off without saying goodbye," Kara pointed out.

"We got a shuttle!" Thom radioed and then signed off.

"How did that shuttle know where we are and go fast enough to intercept us? How does he know these things?" Kara asked perplexed.


Brainiac 5 exited the shuttle and came aboard. He took the elevator to the bridge and met the bridge crew. "Barney, how did you know where we are? How did you get the speed to intercept us?" Kara demanded.

"I've been monitoring your communications," Brainiac 5 replied.

"What communications?" Kara wondered.

"I'm also aware of your engine design difficulties. Even though I could run this ship all by myself, I offer my services as science officer," Brainiac 5 replied.

"Decker, you're fired as science officer," Kara said immediately.

"I will now go to engineering to input my fuel equations," Brainiac 5 said and then exited the bridge.

"He's unusually anti-social," Tinya noticed.

"He's just salty I made the flagship of the Galactic Federation free of any of his drones," Kara explained.


Brainiac 5 immediately fixed the engine in no time making the entire engineering department redundant. The Metropolis then went to maximum warp to intercept the object. Kara, Tinya, and Brainiac 5 then had a chat in Kara's quarters. "What are we dealing with here?" Kara asked slightly concerned.

"On Colu, I sensed a presence more powerful than I had ever encountered. Thought patterns were exactly ordered," Brainiac 5 said concernedly.

"I hate to admit it, but I need you. This crew is slow as fuck and one of you is worth more than all of them," Kara said.

"Then my presence is to our mutual advantage...again," Brainiac 5 said smugly.

"I expect you to report these thought patterns immediately to me," Kara demanded.

"It would take too long to explain it to you even with your super-speed intelligence," Brainiac 5 said condescendingly.

"Is that right? How do I know you're not compromised by this object? Maybe, you're a spy for it," Kara said wide-eyed.

"You don't," Brainiac 5 said flatly.

"Visual contact!" Thom shouted over the radio.


Kara rushed to the bridge and saw a large blue cloud in front of her. "Try to contact it."

"I communicated "Sup?" in all language codes," Thom replied.

"We're being scanned," Brainiac 5 reported.

"No response," Thom shook his head.

"Battle stations?" Dirk wondered.

"Shields and weapons?" Decker requested.

"Nah, I want to lure them into a false sense of security. You're all safe. You're with me," Kara said dismissively.

"The scans are coming from the center object of that cloud," Brainiac 5 determined.

"Well...no shit," Kara agreed.

"As your exec, it's my duty to tell you when you're being a dumbass," Decker reminded her.

"Yes, yes it is," Kara allowed. "You see what happened there? I'm showing character growth," she said impressed with herself.

"I'm not congratulating you," Decker shut her down.

"Five minutes to cloud boundary," Ilea brought up.

"Get closer and then fly parallel to the cloud. Fly casual but not too casual," Kara ordered.

"The object is a twelfth-level intellect," Brainiac 5 sensed.

"Twelfth? I thought only you were that high," Kara said confused.

"Incoming fire ahead!" Dirk warned as a torpedo from the cloud fired at them.

"Okay, now shields up," Kara allowed. "What is that thing?"

"Unknown," Brainiac 5 said flatly.

"Alright, all decks brace for impact. This could get ugly," Kara warned.

The energy torpedo exploded prematurely right in front of the Metropolis. The shields and electronics went down for a brief moment indicating an EMP wave. Dirk suddenly got shocked by his console. He screamed in pain, held out his damaged hand, fell out of his chair, went to his knees, and keeled over.

"Dirk, don't be a drama queen," Kara scolded.

Dirk immediately turned to pure light and back to his human form with the injury immediately gone. The cloud then fired another energy torpedo at them. "I am attempting to communicate with the thing," Brainiac 5 said calmly.

Kara waited impatiently as the torpedo got closer and closer. "You, good?" she asked Brainiac 5. He made no reply.

"Our shields can't handle another attack of that magnitude!" Chuck radioed from engineering.

"Barney, don't hold us in suspense," Kara said uneasily. Brainiac 5 still made no reply.

"Impact in twenty seconds," Ilea reported.

"Barney...the fuck?" Kara asked him.

"Ten seconds," Ilea counted down.

"Barney, send the damn transmission now!" Kara shouted at him.

Brainiac 5 casually pushed the button to transmit the message. Immediately, the torpedo dissipated before it could impact. "So, what are you doing, Barney? You doing a power-play on me? Trying to fuck with me?" Kara demanded.

"That would be a logical assumption," Brainiac 5 replied.

"Look, I'm sorry I purged the ship of your drones and your AI in the computer system and didn't invite you on this mission. You, happy now? We, cool?" Kara asked.

"You're under a false assumption. I have no ego to bruise. However, I would call this episode a teachable moment for you," Brainiac 5 replied.

"You, robot bastard," Kara seethed. "So...what do you recommend now?"

"We should proceed," Brainiac 5 said, not caring if the entire human crew and the ship were destroyed in the process so long as he got his scientific results.

"Mr. Decker?" Kara asked.

"I recommend we get the fuck out of here. We're totally outgunned. We should rendezvous with the Galactic Federation fleet, get an armada together, and engage this thing with all of our firepower," Decker advised.

"There's no time. This thing is twenty hours from Earth and we know nothing about it," Kara refuted.

"Fuck the Earth, we're all going to die if we go into that cloud. We should find a new colony and restart humanity. It's game over, game over!" Decker told her.

"How do you define game over?" Kara wondered.

"You asked for my opinion," Decker said flatly.

"Earth is my sister's planet. I will not give it up so easily. I'll sacrifice myself, this crew, and this ship if there is a chance to save it. Proceed ahead," Kara ordered.

The Metropolis went closer to the cloud and entered one of the folds between waves of shielding. Within this narrow passageway, there was no room for error. Val expertly flew the ship in between the two energy shield folds with wide eyes. All around them were the intense auras of the energy shield. Within the cloud were spots of lights, ribbons, and strings of energy.

"How could a vessel emit this kind of power? I don't even think I could do this," Kara said amazed.

As the Metropolis continued, it entered a tunnel of shielding shaped like a hexagon with a small circle at the end of it. "It kind of looks like a...," Dirk said as he stared at the viewing screen.

"Like what?" Kara asked confused.

Finally, the shield dissipated giving them a view of the vessel, itself. The vessel dwarfed the Metropolis at seventy-eight kilometers in length, fifteen kilometers wide, and fifteen kilometers in height. The object was shaped like a long hexagonal tube with six large spike towers sprouting from its midsection. Despite its enormous size, the cloud the vessel was emitting was roughly 3.8 million times longer in diameter than the vessel's length.

"Communications?" Kara asked Thom.

"We be jammed," he shook his head.

"Val, take us parallel to the vessel at 500 meters distance along its shaft," Kara ordered.

The Metropolis avoided the vessel's mouth and went above it to survey its structure. There, it found a spiky surface of instruments and radio towers. Along the surface of the vessel, there were several large glowing openings. The terrain of the ship's surface resembled land with hills, ridges, and cliffs. The Metropolis passed by an ominous area of the ship with buzzing static electricity. Then, it passed by a large valley where the tower spikes were present. Instead of being one solid mass, the shaft was full of glowing openings and webs of metal as if it were organic. The metal was in waves as if it were muscle attached to a skeleton underneath. Toward the stern, the Metropolis went past glowing balls and then found itself at the rear of the ship.

"Held position here," Kara ordered as they completed their survey of the vessel.

Suddenly, a high-pitched sound paralyzed the bridge crew in pain including Kara. A pillar of intense energy appeared on the bridge. The pillar began moving about as if scanning the bridge computers and equipment. "What the fuck is that?" Dirk asked.

"We're being probed," Brainiac 5 said obviously.

"Don't touch that shit," Decker told everyone.

"No shit," Dirk agreed.

"It's futile to resist it. It will know all of our classified material soon enough," Brainiac 5 said to Kara.

"I'm beginning to think we shouldn't have done this mission," Kara said dryly.

The pillar of energy suddenly shocked Ilea causing her to spaz out. Decker attempted to save her only to get shocked himself. Lightning cracked around the bridge and then Ilea was disintegrated. "Well...shit," Kara muttered.

"This is what I mean is game over," Decker said pissed off.

Alarm bells went off as the ship opened up its rear and started pulling them in. "We're being pulled in by a tractor beam. We cannot break free. We have a fraction of the power necessary," Brainiac 5 said obviously. The vessel opened its metal lips revealing a large hole. Inside the ship, there was a relatively dark cavern.

"If we fire at the beam, we might get free," Decker suggested.

"It will be futile," Brainiac 5 told him.

"Do you know something we don't? Have anything to share with the class?" Decker asked him.

Going deeper into the ship, the Metropolis found itself surrounded by city-sized orbs attached to the walls. Another hexagonal opening appeared before them while the opening in the rear closed. "We be trapped!" Thom said.

"Tractor beam has released us," Brainiac 5 informed Kara.

Within the opening with six lips was another smaller opening with a ring around it. "We're looking down their throat now," Decker noted.

Val gave an odd look. "It looks more like a...," he said.

"Yeah," Dirk agreed.

"Like what?" Kara snapped.

"We're headed toward a small flexible opening with lips and nubs, so...," Val said.

"And?" Kara asked confused.

"You have to admit that it looks like a familiar hole," Dirk said.

"It is a hole but why is it familiar?" Kara asked annoyed.

"Not to mention the Metropolis looks like a tongue...from a certain point of view," Val continued.

"How so?" Kara asked.

"Well, it's triangular with its base in the back," Val pointed out.

"And this tongue...is going into that hole," Dirk confirmed.

"I don't know what you guys are on about," Kara said irritably. The Metropolis entered the hole past the lips and found the smaller opening.

"I believe the closed orifice leads to another chamber, part of the vessel's inner mechanism," Brainiac 5 said.

"Almost like a womb," Val brought up.

Kara gave him an odd look and then another alert appeared. "Intruder alert!"

"The intruder is in your chambers," Brainiac 5 informed her.

"Shit, Decker, you have the bridge," Kara said as she rushed to the elevator with Brainiac 5 and Tinya with her.


Inside her quarters, Ilea teleported into the room. "She wore a fairly inappropriate uniform that resembled a bathrobe that was extremely short at the legs. "I'm here to record and observe the carbon-based lifeforms infesting this ship by my master."

"And who is your master?" Kara questioned.

"The master is who programmed me," Illea replied.

"Yeah, no shit," Kara rolled her eyes.

Tinya placed her hand inside Illea's chest and then withdrew it. "This is a mechanical probe," she determined.

"I got that part. I have X-ray vision," Kara nodded.

"No doubt a receiver unit that records everything we say and do," Brainiac 5 said.

"Like...you," Kara pointed out. "Where the fuck is Ilea?" she demanded of Ilea.

"That unit no longer functions. I've coated my mechanical body in her human tissue to communicate with you," Ilea explained.

"That's creepy as fuck," Kara said shocked and appalled. "Why are you headed to Earth? What's your deal, asshole?"

"To find...you," Ilea replied.

"What does your master want with me?" Kara asked.

"To join forces, to become one," Ilea replied.

"Before I agree to join you, I intend to waste your time by giving you a tour of the ship," Kara told her off. Decker then entered the room and noticed Ilea.

"Holy shit," he said surprised.

"This an Ilea duplicate created by the vessel. Give her a tour and try not to molest her," Kara ordered.


Brainiac 5 approached the airlock and then exited the Metropolis to merge with the orifice. The orifice pulsed repeatedly as if excited. Brainiac 5 flew over to the orifice and penetrated the opening with his body. Inside the "womb" of the ship, Brainiac 5 observed entire worlds miniaturized inside transparent cases. These worlds hung suspended inside the chamber. Along the walls was a mechanical city with glowing lights. Brainiac 5 approached a suspended orb and entered a hole filled with static electricity. Inside this chamber, there were holograms of planets, moons, stars, and galaxies of where the ship had been in the past. Brainiac 5 finally came upon an energy orb that appeared to be the core intelligence of the ship. He held up his hands and attempted to make contact with it.

Not long afterward, the orifice spat Brainiac 5 out. His drone body was unresponsive as it was collected by Kara in space. "Barney? What happened?" she asked him as she brought him inside the ship.

Brainiac 5 rebooted and looked around in Sick Bay. "What's the deal?" Kara asked.

"It's a lifeform of its own, conscious, living entity. I saw a planet populated by living machines, unbelievable technology, and knowledge across the universe. Despite this, its logic is cold. No mystery, no beauty, no meaning, no hope, no answers. It seeks more and cannot find it," Brainiac 5 explained.

"A living machine looking for me? But why?" Kara wondered.


At this point, the vessel was right on Earth. Its energy shield had dissipated. On the bridge, Ilea turned to Kara. "My master seeks you."

"The vessel wants an answer," Decker said to her.

"I don't even know the question," Kara excused.

"You are not responsive," Ilea said to Kara. Immediately, a torpedo was fired from the vessel toward Earth in a warning shot.

"Planetary defense systems are inoperative," Dirk reported.

The vessel then fired several more torpedos that began orbiting the planet. "From their positions, they could devastate the planet," Brainiac 5 said.

"Why?" Kara demanded of Ilea.

"You have not answered," Ilea replied. "If you do not comply with my master, he will exterminate the carbon-based lifeforms on the planet."

"What do you want from me?" Kara asked her. Ilea remained silent. "Okay, withdraw the torpedoes from the planet, and I'll talk."

"We jammed again!" Thom reported.

"You will talk now," Ilea ordered.

"No, fuck yourself," Kara refused.

Immediately, Metropolis was hit with waves of electrical energy over its hull. "You will comply," Ilea told her.

"Clear the bridge," Kara ordered. She then turned to Ilea. "If you destroy my ship, I'll destroy yours."

"If you talk with my master, the torpedos will be withdrawn," Ilea agreed.

"The vessel operates from a central brain complex," Brainiac 5 pointed out.

"I won't talk with your master's probe. I must talk with him directly," Kara negotiated.

Ilea said nothing but the orifice opened up allowing Metropolis to go deeper inside via a tractor beam. Moving inside the womb of the vessel, Metropolis approached a central AI complex. "What's our next move?" Decker asked uncertainly.

"Dude, I'm just winging it," Kara admitted. "Back to stations," she said to everyone.

The Metropolis floated over a large plain of mechanical panels as it approached a glowing monument structure. "Kara Zor-El will now meet with my master," Ilea ordered.

"Barney, Tinya, Decker, you're coming with me. Decker, put on a red shirt," Kara ordered.

"Crap," Decker realized.


Kara, Brainiac 5, Tinya, Decker, and the Ilea probe exited the Metropolis as it landed on the mechanical plain. They approached a mechanical glowing Stonehenge-looking monument. Inside the monument was a pit that finally revealed the identity of the master. "Is that who I think it is?" Kara asked stunned.

The master was a green, tall, frail, slender creature encased in a black suit connected to dozens of cables sitting on a throne. His head was bald, his eyes were black, and his face appeared whithered. On his chest were three glowing orbs similar to that of Brainiac 5.

"Brainiac," Kara identified.

"Yes," he confirmed.

"Looking good after a thousand years," Kara complimented. "Still collecting planets?"

The monument suddenly glowed green weakening Kara to nothing. Anticipating this, she touched the crest seal on her chest giving her a Kryptonite-proof space suit. Immediately, she felt relief from the green lights. "Your new suit is admirable...but mistaken. You can no longer use your long-range abilities, only your strength," Brainiac said to her.

"My strength is enough," Kara told him off.

"If you exert yourself too strongly, your suit will tear making you vulnerable," Brainiac pointed out.

"What's your deal, asshole?" Kara asked.

"To collect all data, learn what is learnable," Brainiac said simply. "This vessel was built for that purpose."

"What do you want from me?" Kara asked.

"To transmit all that I have learned to you and to merge with you," Brainiac said.

"Excuse me? I don't think I heard you correctly," Kara said to him.

"With my knowledge and your power, your dream of a galactic empire according to your values and goals is within reach. I will provide you with immortality and rid you of your weaknesses. We will be all-powerful," Brainiac tempted.

"You could at least take me out to dinner before you fuck me," Kara scoffed.

"You must join me," Brainiac insisted.

"Is it really just my strength and power you want? Or is there something more?" Kara asked knowingly. "You want the answer to why? Is there nothing more to this universe than acquiring knowledge, wealth, and power? You seek my beliefs, my faith, my connection with the All-mighty, don't you?" Kara realized.

"You say so," Brainiac replied.

"Well, I'm not going to merge with you," Kara said stubbornly.

"Let me do it," Decker volunteered. "I'm a man of faith. I got this."

"You do realize that Brainiac is a dude, right?" Kara reminded him.

"I'll merge with Ilea," Decker said.

"Decker, you don't know what that will do to you," Tinya said obviously.

"Yes, I do. It means I finally get to score with a bald attractive celibate Deltan," Decker smiled.

"Decker, don't...," Kara said half-heartedly.

"Kara, I want this. As much as you want Earth, I want this," Decker said resolved.

"You mind if we use a proxy merge?" Kara asked Brainiac. "Your girl and my man?"

"This is acceptable," Brainiac allowed.

Decker and Ilea then glowed as they merged together. Their clothes were vaporized as they embraced. Naked, they consummated their merger in front of Kara, Brainiac 5, and Tinya. After a brief moment, the two were incinerated in light as Brainiac absorbed their essence.

"So, we good?" Kara asked as the light faded.

"His faith was as strong as his morality was repugnant," Brainiac noted. "And the Deltan's virtue was as strong as her lack of faith."

"Yeah, a bit ironic, don't you think?" Kara rolled her eyes.

"As soon as I learned of your emergence to this time, I knew I needed to speak to you. I have a proposal," Brainiac said. "I seek a permanent truce between us, a non-aggression pact."

"Why would I agree to that? I have you exactly where I want you," Kara said aggressively.

"Destroy me and the ship automatically self-destructs killing every lifeform in my collection," Brainiac replied.

Kara looked to Brainiac 5. "They're still alive in perfect suspended animation," he informed her.

"You would be responsible for the deaths of trillions of lives and the extinction of thousands of species," Brainiac said to her.

"But you would finally be dead," Kara pointed out.

"Is Braniac the flesh made machine or the machine made flesh?" Brainiac asked rhetorically.

Kara gave an uncertain look not sure what to think of him. If the Brainiac in front of her was merely a version of him, a drone of him, destroying one drone wouldn't kill him. "You're using your collection to blackmail me? I'll destroy you and your ship if it means saving the Earth. Let God sort it out."

Brainiac eyed Kara intensely. "I believe you."

There was an awkward silence between them. "Promise to leave Galactic Federation space and never threaten the Earth, and I won't hunt you down and destroy you," Kara promised.

"Your offer is sincere. Such a selfish species, willing to forsake everything else to protect that which you love," Brainiac chided.

"You trying to piss me off, because I'm reaching my limit before I go crazy on you," Kara told him.

Brainiac then turned to Brainiac 5. "My distant descendent, you wager that an alliance with these superheroes will help you surpass my knowledge and experience?" he asked him.

"Kara Zor-El is a rare unique flower...," Brainiac 5 began.

"Ah, that's so sweet," Kara smiled.

"But I am the tree," Brainiac 5 clarified.

"The fuck did I just hear?" Kara asked outraged.

"Very well. When and if I expire, I will give you my knowledge and possessions as an inheritance," Brainiac said to him.

"I am honored by your consideration," Brainiac 5 said politely.

"And as a token of my goodwill, I will give back to you the city of Kandor to be placed on a planet with a red sun. I am sufficiently done with them," Brainiac said to Kara.

"You're responsible for the destruction of my world. I'm pretty sure I still hate you," Kara glared.

"I know," Brainiac replied and then sat back down on his throne.


Brainiac and Kara parted ways. The Brainiac ship exited the solar system and warped into deep space. On the Metropolis, Kara, Brainiac 5, and Tinya went back to the bridge. "Did I just make a terrible mistake," Kara said haunted.

"Had you destroyed Brainiac, all of the civilizations that make up his collection as well as the Earth would have been destroyed," Brainiac 5 pointed out.

"But now he's out there, free, able to enslave and torture more races," Kara said befuddled. "What would Mon have done?"

"He would have destroyed the ship," Brainiac 5 said flatly. "However, we must have faith in peace."

"Maybe I infected him with a new sense of purpose. Maybe, he won't be such an asshole from now on," Kara mused.

"Sounds like a lot of foolish sentiment," Tinya scoffed.

"Quite true," Brainiac 5 agreed.

"Fuck you both," Kara scolded. "Send a report to fleet command that Lieutenant Ilea and Captain Decker were killed in action and are to receive all honors."

"Why not missing?" Thom asked.

"Cuz, they'll never be given a funeral and their families won't be compensated if they're simply missing," Kara said obviously. "Captain Decker was a man with flaws but he died a hero...sort of."

Chuck finally rolled himself onto the bridge. "I want a full shakedown of the engine room, no rest," Kara ordered.

"Holy shit," Chuck said, already freaked out by everything that had happened during the mission.

"Val, take us out," Kara ordered.

"Where?" he asked.

"I don't give a fuck. Just go," Kara ordered.


Author's Notes: Star Trek Motion Picture arguably had special effects that surpassed Star Wars in ship design but was boring AF for anyone not a dedicated Trekkie. It was also quite forgettable and the plot could have been solved with a simple email. A lot of the runtime was filler. The character development of Kirk from asshole to semi-reasonable was good for a movie but makes no sense in light of the TV series where that should have been developed prior. From my twisted POV, there was something highly sexual about that alien ship. I made numerous references to Stephen Collins aka Captain Decker's legal troubles so all of that was not out of thin air. With these episodes, Kara's more cautious curious approach to things is in great contrast to Mon's way of command.