By Alex Shannon with help from Ben Page.


A World Far Away. Metropolis Elementary School, four years ago...

Conner Kent walked between classrooms with his backpack slung over one shoulder. The strap dug into the collar of his black leather jacket, but the weight of the pack didn't bother him. He'd inherited his father's super strength from a young age, and Conner's came closer to Superman's every year. Life's little struggles seemed to wash over him, and for the most part, that was just fine with Conner. It let him get things done faster, help others when they needed it, and do basically whatever he wanted to in his off-time. Conner and Jonathan were both star students at school, just like Clark was, as Grandma Martha told them repeatedly.

Conner caught a glimpse of an image of the Justice League engaged in a fight with an enormous man in a dark green suit with bright red lenses on his eyes on a TV screen in one of the classrooms.

"Hey Conner!" One of the students from the classroom, a kid named Jaime, if Conner remembered correctly. "Check it out, the Justice League's fighting someone downtown!"

Conner looked at his watch, then peered into the classroom at the TV as the man in the green suit slapped Blue Beetle out of the shot.

"How long has this been going on?" Conner asked as it cut to another angle, showing a swath of destruction behind the battle. He leaned against the doorframe of the classroom casually, and let his backpack fall to the floor inside the room.

"A while." Jaime said. "Someone woke this guy up a few minutes ago, and he started tearing up buildings."

Wonder Woman took a slash at the man with her sword, and the man blocked it with his arm. The blade bit into the material of the suit, embedding itself in the grey skin beneath. Wonder Woman slammed her left bracelet down onto the crossguard of her sword, driving the blade through the man's arm, severing the hand from the arm. The arm did not bleed much once the blade made its' way through, the flesh merely hardened, and the bone grew into deadly-looking spikes. The man grabbed the sword out of Wonder Woman's hand, and flung it away with a ferocious grunt. Batman fired a grappling-hook behind the giant man, and jumped around the giant, looping the cable around his throat. Booster Gold pumped both of his fists, and shot two thundering blasts of yellow energy at the giant man's face. The beams burned the helmet away, revealing a monstrous, rocklike visage beneath the green material and red lenses.

Even on the TV broadcast, everyone could see Booster Gold's expression change from triumphant to nauseated shock as the creature roared in his direction, and took a swing at Booster with his now-spikey arm. Then, in a flash of red and blue, Booster Gold vanished. The grey giant stared aghast at the spot where Booster had been, and looked all around for the futuristic hero. The cameraman tilted the camera up from the fight to focus on a spot in the sky above, where Superman held Booster Gold above the fray.

Conner leaned away from the doorframe, and picked up his backpack.

"Well, that was interesting while it lasted." He said, glancing at his watch. "But I've got to get to class."

"You don't wanna see them beat this guy?" Jaime called after him.

"Nah, Superman's there. I know how it's going to end."

"But this guy's huge!" Someone else from the classroom said as Conner turned away.

"So was Steppenwolf." Conner called over his shoulder.

Booster Gold's voice was barely audible over the TV, but Conner caught a snippet of it as he walked away. "-It's like Doomsday's here!"

"Superman never loses a fight like this." Conner said with a shrug.


The fight raged on into the afternoon, after school had been dismissed for the day. Jonathan Kent didn't even bother taking the bus, he just strapped his backpack, ducked into the shadows, and took to the skies as fast as he dared. He landed on the patio of the penthouse apartment he and Conner lived with Lois Lane-Kent, and Clark Kent... AKA Superman. Jon dropped his backpack on the floor, and flopped onto the couch. He grabbed the remote, and switched on the TV.

"You're home early." Lois said as she emerged from her home office at the sound of the TV turning on. "Don't tell me you flew home."

"I couldn't wait!" Jon exclaimed. "Dad's fighting a big monster! I gotta TIVO that!"

Lois chuckled. "Alright, just be careful when you're flying like that, okay?"

"I was!" Jon said as he fiddled with the remote. The DVR began to record... Just as the giant man took a swing at Superman with his jagged stump of an arm. The bone spikes grazed Superman's face as the Man of Steel darted away. The videographer zoomed in on Superman's face, as blood began to run down his face from where the man's spikes had grazed him.

Jon and Lois both froze in shock at the sight. Conner unlocked the front door, but stopped in his tracks at the crystal clear image of his father bleeding on the one-hundred inch television in their living room. Conner's expression immediately changed to one of confusion as Superman wiped the blood from his face, and dashed back into the fight.


As the fight wore on through the night, many members of the Justice League dropped like flies. They were hauled out, beaten and bloodied or just exhausted from the fight... But Superman kept going, even as the sunlight died. Even as the fight worked its' way up town.

A voice crackled over the intercom at the door.

"Missus Kent?" The doorman said. "They're issuing an evacuation order. Metropolis PD says the building's too close to the battle."

Lois rushed over to the intercom. "Alright, we're on our way ou-" Lois stopped short as she heard the patio door open, followed by a loud whooshing noise as Jonathan took off into the night, in the direction of the fight.

Lois let the intercom button go. "Conner, follow him!" She said as she grabbed her keys. "I'm right behind you"

Conner nodded, and dashed off after his younger brother.


Jonathan arrived just as Batman fired a kryptonite gas grenade at the giant grey man. Jon landed on the rooftop of a building as the monstrous man coughed and hacked as he inhaled the green gas, allowing Wonder Woman to capture his arms with the lasso of truth. The cord lit up bright in the night as Superman took a deep breath, and jumped toward the monster.

Jonathan gripped the edge of the building so tightly he left imprints of his hands on the steel railing.

Superman aimed a punch straight at the grey monster's head, just as the monster wrestled his intact arm from the lasso enough to aim a punch of his own at Superman. The two of them collided like a thunderclap, and exploded away from each other with a shockwave, leaving both of them flat on their backs among the rubble of the road.

"Dad!" Jon cried out as Superman flopped to the ground.

He let go of the railing and flew towards his father as fast as he could. Jon hauled Superman up off the pavement and held him tightly in his arms.

"Dad!" He cried. "Dad, you won! Come on! Dad! Wake up!"

Batman gently grabbed the lens of the sole remaining camera, and aimed it away from the sight of the boy cradling his dying father.

"Dad!" Jon cried as he brushed a lock of hair out of Superman's eyes. Clark didn't respond.

Another, longer pair of arms wrapped around Jonathan and Clark, followed by a shorter, stronger pair. Lois and Conner held them both tightly as tears escaped Jonathan's eyes, and began to well up in Lois and Conner's.


Superman's funeral was held a few days after his death. It was attended by all in sundry, so few paid any mind to the Kents attending the funeral, much less them being in such a position of prominence in the procession, as Lois and Clark had written several award-winning pieces on Superman and the Justice League. Clark Kent was presumed one of the many missing or dead after the fight had ended...

Jonathan's mind could not have been further away from the somber services at hand. He used the time to hatch himself a plan... A plan he'd hoped would've made his father proud. And so, right after the funeral, Jon disappeared as Lois and Conner were about to leave for home.

"Jonathan!" Lois called out. "Jon?" She looked all around, then shook her head. She knew he had to have flown off.

She turned to her older son. "Conner did he say anything about where he was going?"

Conner shook his head. "No, but I think I know where he went."

"Go get him. Or just find him and call me, okay?"

Conner nodded, walked into a nearby hidden alcove, and soared away to the North Pole.


Conner landed just outside of the Fortress of Solitude. The door was open, and the giant key used to open it had been cast to the side.

"Jon?" He called into the door. There was no response. Conner sighed, and flew further into the fortress, to the Central Computer Nexus, where Conner could already hear a hundred or more voices from the holographic displays inside.

Conner found Jonathan on his knees at the center of the holographic displays, each of them tuned to a different news feed.

"You can't just run off like that, you know?" Conner said as he landed behind Jon. "Mom's worried sick."

"So's everyone else." Jon replied.

"Yeah, about you." Conner replied.

Jon shook his head, and pointed up at the news feeds. "No." He said emphatically. "About him."

Conner looked up to the screens, all tuned to footage of mourning the world over, or people talking about the funeral, or about Superman's death, or all of them at once.

"They're scared." Jon said.

"Of course they are." Conner said softly. "They didn't think he could die... I didn't think that either."

"Then let's do something about that." Jon replied, turning to face Conner.

Conner was taken aback by the statement. "Do what?!" He asked with a snapping motion of his arms. "I'm ten, you're nine!" Conner said, gesturing to him and his brother, respectively. "The world already has heroes!"

Jon rose to his feet to face Conner. "And look what we can do! I betcha if we were there," He pointed to a clip of the fight. "Helping him, he'd still be here."

Conner's voice caught in his throat. "Jon, don't blame-"

"I'M NOT!" Jon exclaimed. He sputtered, and shook his head. "I... I don't know! I just know what we can do."

"Please don't do anything stupid." Conner said with a small begging tone in his voice.

Jon shook his head. "It's not about smart, or stupid. It's a matter of responsibility."

Conner's voice caught in his throat. It was almost word for word... "Just like dad always said."

Jon nodded. "Come on. If we're gonna do this, we should look the part." He flew out of the Computer Nexus toward the suit synthesizer. It was the machine their dad had used to rebuild his super suits whenever they got too damaged to repair.

"So, what are our options?" Conner asked as Jon flipped through the images of pre-made suits on the screen. An all-white suit, a black and silver suit, a golden suit, and others.

"Looks like just about anything we want." Jon replied with a tap on a button labeled "Manual editor."

The brothers flicked through the options, but ultimately settled on suits that largely resembled the one their father wore, with a luminescent red on their center shields.

"How does it look?" Conner asked Jon, striking a pose with his hands on his hips.

Jon stifled a laugh. "You look weird without your jacket." He said with a chuckle.

Conner let his arms flop down to his sides. "Yeah, I feel weird without it. Maybe I should go back and make one for it."

An alarm sounded through the fortress. "Incident detected." Kelex said.

"Guess it can wait..." Conner said as he and Jon took off for the Computer Nexus.

"Looks like a ship's going down in the Bering Sea." Conner said. "Aquaman's en-route..." He glanced at Jon. "But we can get there faster."

Jon clapped Conner on the shoulder. "What're we waiting for?"


Four years later... Somewhere in New York State...

"So what's this, your secret childhood home?" Butcher asked, rhetorically. He knew what the house was, he'd already seen it in Superman's pictures. "Was this before or after they lashed you to the bomb?"

Homelander let out a smug chuckle, and waved his finger at Butcher. "Still acting like you're untouchable." He said with a dangerous smirk. "You're lucky I'm in a good mood. Knock on the door, you're gonna love this."

Billy eyed Homelander warily, but walked up to the glass double doors, and knocked on them.

A surprised and frightened Becca Butcher rushed over to the door. Her surprise melted into further shock at the sight of Billy.

She opened the door.

"Billy, how are you-" She began, but Homelander cut her off.

"Told you Madelyn was hiding things from both of us." Homelander said, striding up to stand behind Billy. He clapped one hand on Billy's shoulder. "But just you wait."

Billy heard another pair of feet pounding the floor of the house, and a blonde-haired boy with the jawline and cheekbones of a movie star rushed up behind Becca. His bold gold-flecked green eyes pierced into Billy's soul.

"Wow." Homelander said, impressed. Billy couldn't detect a lick of feigned enthusiasm in the star-spangled bastard's voice. "Look at this handsome devil."

Becca made to hide the boy behind her, but Homelander escorted her away by, as far as Billy could tell, softly pressing the back of his hand to her shoulder. He didn't appear to force her away, but there was nothing Becca could do to stop the steady force of his hand. Homelander crouched down to meet the boy's eyes.

"Hey, pal!" Homelander said softly.

There were a few things that unsettled Billy about this exchange. One, he had a sneaking suspicion, based on the boy's appearance, and the circumstances of Becca's disappearance, who the boy's father was. Two, Hughie was right about Homelander. He usually felt slimy, and fake. Like everything about him was plastic... But right now, Billy couldn't detect a single note of insincerity in Homelander's voice, demeanor, or appearance.

"Do you know who I am?" Homelander asked the boy.

The boy was in awe. Evidently, neither Becca nor anyone at Vought had communicated what Homelander's true nature was to him.

"You're The Homelander!" He said.

Homelander grinned, and laughed. "Yeah, that's right... But do you know what else I am?"

The boy shook his head.

Homelander glanced at Becca, then at Butcher. "Mommy didn't tell you, I guess." The red white and blue wanker said with a sly smile. "Well, I'm your father."


Later, at a café in Grand Central Station...

"Why'd you show me that?" Billy asked. "Just to rub it in my face?"

Homelander stirred his coffee, and laughed. "No, no. Nothing like that." He took a sip of the beverage, and smacked his lips. "I just figured that, if you knew the truth, you'd get a little..." He blew a lazy raspberry with his lips. "Extra motivation."

Butcher raised an eyebrow. "What the fuck are you on about?"

"Well... When you're as powerful as I am, things..." Homelander made a lazy circular gesture with his hands. "Get a little too easy. While you were unconscious, I had some time to think, and... When I got past all the embarrassing moments, all the feelings of humiliation..." Homelander let out an embarrassed laugh. "I liked the challenge Superman and that thing posed."

Butcher raised his other eyebrow involuntarily. "You... Liked it?" Butcher asked incredulously.

Homelander slumped back in his seat, and threw his hands up in the air. "I know!" He said, practically squealing with restrained enthusiasm. "I couldn't believe it either! I even liked the stuff he taught me about how to be a better hero. So! One good turn deserves another. People love a good team-up, and I think we could make a hell of a team."

Billy shook his head. "You know I'm not work for you." He said with a mild sneer.

Homelander made a dismissive gesture with his hand. "I'm not asking you to work for me. I'm asking you to challenge me. Work with me! At least a little. There's parts of Vought I want to tear out and burn, and I think they're the same parts you want to. There's things I can't do inside the company, and there's things you can't do outside of it... Together, we can fuck some stuff up and have a little bit of fun doing it." Homelander's grin grew to resemble that of a great white shark. "Because I tell you what, I've never felt more alive than I did lifting that building with Superman."

"Are you sure you'll get what you want out of this?" Butcher asked. "Gotta say, I ain't exactly gonna be hefftin' buildings with you.

Homelander shrugged. "Of course you won't." He said, taking another sip of his coffee. "I don't know what I'll get out of this, really. I don't think there's anything spectacular waiting for us at the end of this road, not with as weak as you and your friends are, but anything's more fun than running to Edgar and telling him what I know. Not that I can prove anything, anyway."

Homelander downed the last drink of his coffee. "Though that kid you recruited... Hughie, I think? God, I should've known he was working with you. The two of you just kept popping up."

"What can I say?" Butcher said with a shrug. "We're like bad pennies."

"Don't you people call them 'pence?'" Homelander asked, turning his cup upsidedown on the saucer.

Billy smirked. "I'm playin' to my audience."

Homelander returned the expression. "Coins aside, how do you two get on?"

Butcher shrugged, and sniffed at his own coffee. "Famously." Butcher said, drolly. "You writing a book?"

Homelander shook his head as a cheerful grin crossed his face. "No, but you should hold on to that one. Even when he was close to passing out in the baptism pool, he didn't plead or beg once. A good sidekick is tough to find." Homelander passed his cup to a waiter. "I don't really know what the future holds for me, but, if I need to, I'd like to pass my mantle on to my sidekick."

Butcher felt his stomach sink.

"You don't have a sidekick." He said, dreading Homelander's response.

"Not yet." He said as he took a fresh cup of coffee from the waiter. "Thanks!" He said with a phony smile. He turned back to Butcher. "But, after I've given him a few pointers, passed on what I've learned and what Superman taught me, when the time comes, my boy will be America's new Shining Eagle! And, one day, a long long time from now, he'll be the next Homelander!"

Homelander stirred his new coffee lazily. "Do you even have a mantle little Hughie can take up?"

Butcher's face hardened, but Homelander laughed, and waved at Billy dismissively as he slumped back in his seat.

"So, what's it gonna be?" Homelander asked. "We can either run head to head, and burn everything to the ground. I'll probably come out on top, and you'll wind up dead. Or... We can work together. I can take you under my wing, we take care of things behind the t, you hash things out with your wife, and we both benefit from the situation."

Homelander snatched his coffee from the table again, flung his head back, and drained the entire cup down his throat.

Homelander turned the cup upsidedown once more, and set it on his saucer. He rested both of his arms on the top of the seat.

"Tell you what?" He said, crossing his legs. "You can come back to me in a week, tell me what you say." Homelander allowed his arms to glide lazily back down to the table, onto the cup and saucer. "Don't worry. I'll know where you are." Homelander drummed his fingers on the cup with increasing intensity, until the cup smashed into a million pieces.

Homelander stood up, and walked to the server.

"Send Vought the bill." He said with a phony grin.


Butcher left the cafe without taking a drink of the coffee Homelander had ordered for him. He didn't know if Homelander had given the server some kind of signal to poison the drink, and he didn't care for that kind of coffee much, regardless.

The first thought that came to Billy's mind was Is he insane? But he immediately answered his own question. Of course he is, you wanker. You already knew that.

Butcher wandered lazily through the city, constantly looking all around for any kind of tail he could shake. He found an isolated public bathroom in a large store, a handicap one that was fully enclosed, and stripped himself down. He didn't find anything missing or damaged from what he'd brought into the fight with the creature. His pistol and all of his ammunition was present, as was his phone, and everything else. He didn't find any additional items on his person or in his pockets that might be a tracking device. As far as he could tell, aside from a quickly-fading bruise on the side of his neck, Homelander had left him entirely unmolested. He could hardly believe it. Hell, he could hardly believe anything Homelander had told him.

He's gotta have an angle. Butcher thought. Of course he does, but what is it? What the fuck does he actually want?

Butcher redressed and gathered his possessions, and exited the bathroom with his collar pulled up high. He shoved his hands into his pockets, and walked towards the exit.

He passed a young couple on his way out of the store. Between the man and the woman was a young boy, had to be the age of Becca's boy... Ryan. He looked so happy to be with them, just on a regular old trip to the shops.

The rest of the world faded away as Butcher eased the door open to leave. All he could see was Becca trying to hide Ryan behind her from Homelander... Just like he'd tried to do with Lenny. Then, everything his father put him and Lenny through flooded into the forefront of his mind, and he could only see two ways it could end for the boy, if someone didn't do something.

One way led to Lenny's fate, suicide.

The other led to another Homelander.

Fuck that. Butcher thought. Even if he is Homelander's kid, he doesn't deserve that bastard ruining his fucking life.

Part of Billy tried to rationalize his way out of this path he was quickly committing to. He tried to tell himself that he wasn't in any position to stand in Homelander's way, and trying to save anyone but himself and Becca would get everyone killed...

But he also saw how Becca treated the boy. She put herself between Ryan and Homelander without a thought. She'll never leave without him. He thought to the cynical part of himself. If we want to get her out, we need to get them both out.

But another part of him spoke up a little higher. It spoke to him in a voice that wasn't his own.

"It's a matter of responsibility." He thought in the voice of Clark Kent.

"It's about the kind of help even a guy like me can give!" He thought in Hughie's voice.

Butcher snapped back to where he was, halfway through the store's door, and strode out.

Guess it's settled. He thought in his own voice as a grimace crossed his face. Homelander's not gettin' that kid.

Billy strolled down the street, in the general direction of a nearby safe-house. Gotta get somewhere and make contact, let them know I ain't dead. Billy thought as he turned through the sidewalks. He snapped out of thought when he saw a collection of four toughs hassling a street vendor who had T-shirts laid out on a table in front of him.

"Hey man, I know you're not late this week, right, Franky?" A guy with a baseball bat on his shoulder said.

"Jimmy, please!" The street vendor begged. "I don't make a whole lot."

The man named Jimmy laughed. "Franky, my man, that sounds like a personal issue. The bank ain't gonna give you no extra time, I gave you three whole weeks!" He rested the bat on the table, on top of the blue shirts.

Billy nearly turned away from the situation. You're not gonna be here next time these fuckers come around, and you're burning that week already. He thought. Then he caught a glimpse of the logo on the shirt. It was a large red "S" inside a shield. A nearly exact replica of Superman's logo. It was somewhat poorly -printed, the contrast was all fucked up, but there was no mistaking it.

"Oi Franky!" Butcher shouted, crossing his arms on his chest. "What's it been, eight, nine years?"

The toughs turned to face Billy.

"What's your problem, limey?" The man named Jimmy asked Butcher as be brought the bat to rest on his shoulder again.

Billy shot Jimmy a shit-eating grin. "No problem!" He said with a barking laugh. "Just figured I'd swing by and check on an old friend!"

"Check in some other time." A guy with a mohawk and shutter shades barked at Billy.

Billy strode forward without flinching. "I'll check in whenever I want. Now unless you're here to buy somethin', I'd suggest you lot fuck off."

Jimmy sneered at Billy and slapped his bat in one hand. "Says who?"

Billy felt a warm itching behind his eyes, but forced them to stay open as he smirked, and pulled back his coat to reveal his pistol.

"Mister Beretta." Butcher replied.

The toughs exchanged a look, and darted away as quickly as their feet would carry them.

Billy let his coat fall back into place with a satisfied laugh. "The great equalizer." He said with a chortle. "Never leave 'ome without it."

Frank stared at Butcher with a combination of disbelief and amazement. "How did you do that?" He asked.

"Raw animal magnetism." Butcher said as he strode up to the table. He picked up a shirt, and turned it over in his hands. "How much?"

"For you, man?" Frank replied. "Four bucks a pop."