Kara entered the massive building at a leisurely pace. For the first time in a very long time, she was in no hurry at all. After the recent Khund skirmish, there was no major threat that would mean the end of humanity looming over her. All in all, it was a good day and one she had anticipated for months, now. It was this thought that was interrupted by the metallic voice of the internal scanners as she cleared the foyer into the main lobby.

"Designate, Kara Zor-el, Kryptonian. Member fourteen of the Legion of Super- Heroes, beta clearance. Designate alter-self: Supergirl."

Kara made her way through the vast lobby and down a connecting corridor and into the waiting turbolift. In mere seconds, the lift had whisked her up three levels and she left it's confines for her quarters.

She has decided several weeks back that it was time for a change and recent events had provided her the catalyst for that change. Superboy, who had joined after Saturn Girl, had been forced to return to the 20th Century after his exposure to a cloud of red kryptonite reduced him to a child of roughly four. Color Kid had eradicated the threat of the kryptonite but not it's effects soon after and she'd been asked to fill in for him. She had accepted without hesitation and just in time to help beat back the growing Khund threat. Because of this, she had achieved a measure of success on her own. She loved her cousin, but sometimes his shadow was bigger than even he knew.

Once inside her room, she secured the doorlock and removed her blue mini dress and red cape. With a burst of heat vision, she had incinerated them. As the last remnants of smoke curled into the air from her hand, she used a burst of super-breath to disperse the smoke. Removing her red boots, she repeated the exercise.

Now, I can start fresh, she thought.

In her own quarters, Tasmia Mallor had thought the same thing. She removed the auto-styler and placed it on her dressing table. She ran an absent hand through her newly grown ebony hair and looked at her reflection. The longer locks suited her, she thought with a smile. She had kept the pageboy long enough. She applied a bit of dark violet to her eyelid and lined it slightly. She applied a charcoal colored gloss to her lips and smiled at herself in the real glass of the mirror. The antique mirror had been a gift from Mon-el. Lar Gand, she corrected herself. One of the few things he ever gave her that didn't cause her pain or some type of heartache.

It hadn't always been like that, she thought as she let her diaphanous dressing gown slip from her shoulders and into the chair as she stood. She and Lar Gand had met soon after she returned from a sabbatical to Talok VIII and she had been mildly attracted to him. After months of pursuing, he and she had a whirlwind affair.

Tasmia went to her closet as she thought about this. She thumbed through her wardrobe of varying styles of her basic black uniform and her mind wandered back to the time she remembered Lar fondly. The time when he brought her orchids from Galtra, flew her through the rings of Flaria or whisked her through the ice field of Palatia.

She stopped and ran a finger over the thin, pale blue scar on her forearm.

Before his lead poisoned brain contracted the equivalent of Daxamite influenza and he had thrown her through a plate glass window fifteen stories high. At the rate she'd been hurled out of the window, it was a miracle that the glass hadn't shredded her. Of course, her flight ring caught her after the thirteenth story, but her shoulder and arm had been cut very badly.

As she picked a bodysuit with a revealing neckline, she closed the door to her closet and on those memories. She pulled on the fabric as if it were a comfortable second skin, and in many ways, it was. She had been a Legionnaire almost from the very beginning and she was very much a mainstay in the team. She'd survived the team's near decimation at the hands of the Legion of Super Villains, the Sun-Eater that nearly killed them all and instead claimed Lyle and Andrew instead, and the rampage of Mon-el...the first one, not the current, she reminded herself. That one, they were still dealing with.

Brainiac 6 and Inferno had come up with the anti-lead serum for Lar, but it had been too late. He had began to take New Florence apart brick by brick when Supergirl and Ultra Boy had finally subdued him.

Shadow Lass pulled on the ebony cape and clasped her stylized "S" pin in place to secure it to the front of her costume. She remembered the day her mother had given her this pin. It had been an expression of pride in her daughter, as had the gauntlets that Tasmia donned as she recalled the memory.

It was soon after a trip to see her mother that Lar had told her that he had chosen to return to Daxam. He knew his body would eventually reject the serum altogether and that he didn't' want to cause any more problems.

As Shadow Lass adjusted her boots, she thought again of the feelings she had then at the news. Relief and joy at his departing her life were the primary ones with satisfaction that she would be rid of his abuse and temper following a close second. Going to the door, she reflected on the dread that plagued her as Lar's cousin, Yar Gand had shown up during a try-out session in a replica of his cousin's costume, using the name Mon-el and claiming an immunity to lead. He had only been partially right. His body processed the lead more slowly than Lar's had and so far, a smaller dose was needed to retard it's effects.

When the turbolift doors opened to her approach, Tasmia was tempted to question Brainiac 6 again on the reasons why the current serum was having to be administered more frequently and in greater amounts as the team's current Mon-el grew increasingly belligerent and prone to mood swings. Boarding the lift, she thought better of it and by the time the lift descended to the next level, she had already begun to go over the upcoming meeting.

******************

"STOP FIDGETING!" Brainiac 6 shouted at his test subject as he recalibrated his instruments again.

"I can't help it, B!" The subject said, scratching his forehead.

Brainiac stopped momentarily to give him a look of disdain. He didn't know which was worse, being called "Brainy" or "B". Another thing to endure in his service to the Legion, he thought. He tried another set of equations and was about to feed them into the computer terminal in front of him when his subject began to move around, again.

"Ulu, please." He said, his voice surprisingly calm. "I cannot get an accurate reading if you continue to fluctuate in your bodily movements."

Color Kid sighed and stood still.

"Thank you." Brainiac said, recomputing his equations. "Now, I am going to irradiate you again with what I think is the correct percentage of the original radiation that gave you your powers to begin with."

The instrument panel to Ulu Vakk's began to blink excitedly. A panel of multi-colored lights moved in front of him and began to emit a series of radiated beams. He felt his body begin to tingle and he suppressed the urge to smile or laugh.

Brainiac 6 monitored Color Kid's life signs on the panel in front of him and smiled in satisfaction. The irradiation process was going well. The saturation level was as it should be. Ulu's cells were absorbing the projected energy and reacting as he had thought. If things proceeded this way, this attempt to augment his color altering powers would be a grand success, not like his dismal failure to do the same to Dawnstar's tracking abilities some time back.

He reflected on this soon after and determined that it was the fact that Dawnstar's power was no accident but a result of a genetic mutation and therefore had to be perfected and augmented by the young woman, herself, and not by science.

This was not the case with Color Kid. He would emerge from this experience a changed man.

**************

Nura stopped on the steps of the plaza before going into the Legion Headquarters. She turned to give her full-attention to the throng of off- worlders that had gathered. She signed autograph books and gave scent samples. After about twenty minutes and a rather rude request to kiss someone's tattoo, she decided she'd had enough and went inside.

"Designate, Nura Nal, Naltorian. Member seven of Legion of Super Heroes, alpha clearance. Designate alter self: Dream Girl."

"Cassandra's Chain, that thing is annoying." She said as she proceeded through the lobby. As she was about to go to her quarters, she decided on a detour.

She went into a side room just off of the main lobby. It was open to the public and usually saw a lot of traffic from them when parts of the building were opened for the Oliver Queen tours. However, not many of the Legionnaires themselves ever darkened the door. Dream Girl was certainly no regular visitor, herself, but today, she felt the old ghosts of the past pressing upon her.

The door to the room slid silently into the wall after she had entered. As it did, soft lights came alive and filled the small octagonal room with a soft glow. Winathian craftsmen had laid the Braalian marble floor and hung the flowering plants from Titan that now filled the room with a bittersweet aroma.

In the room's center, three statues were arranged in a triangular formation to face one another. Nura took in a deep breath as she stepped to the first of them. She looked up at it and saw the smiling likeness of a young boy who had captured the hearts of almost everyone the day he was accepted into the Legion.

He had tried so hard to perfect his powers, she remembered. He had been so afraid that he would rejected on the basis of the rule that he must possess one unique power in the Legion. He, like Cosmic Boy, was Braalian and all Braalians could manipulate magnetic fields but with time, the young boy learned he could do more. He found that he could not only manipulate the field around metallic objects but he could control the metal itself. He could manipulate the metal on a cellular level and in time, could do it with great efficiency.

Nura remembered as she read the plaque at the statue's base how passionate he was and how he truly wanted to make the universe a better place.

"Pol Krinn. He was son, brother, Legionnaire and loved by all who knew him."

A barely adequate statement, she mused. She had been there when Pol died. She had seen his cruel death at the combined hands of Lazon and Nuetrax and she cursed herself again. There was nothing she, nor anyone else could have done to save him but the pain was still present.

She stepped carefully to the next statue and looked at the incredible likeness of the Titan native it represented. They had never been the best of friends and their early meetings had usually ended in what Val had called "catfights". Behind the young woman's back, she had been dubbed the Ice Queen. Over time, Nura had found the girl to be quite the opposite.

They had been at their closest when Dream Girl had led the team to Cardan IV to battle the Empress and her new Fatal Five. Nura witnessed the valiant struggle of the young girl as Caress had burned her flesh away with her lethal touch. She had seen the young girl sacrifice herself to save the others. She now felt the same burning tears streak her face as the girl's last words replayed themselves in her head.

"Is everyone safe?"

The tears streaked her face as Dream Girl read the plaque.

"Mentalla. We only just knew you."

She stepped to the final statue and looked at it. She recalled with perfect clarity the day this was installed. How could she forget, she'd personally delivered it from the Ranzz ranch on Winath. She'd personally overseen it's placement and had written the inscription at the statue's base, herself. She had done all of this out of a feeling of responsibility. After all, if she had never tried to tamper with her powers, Ayla might still be alive today.

"Lightning Lass, your spark will never leave our hearts."

As she read the inscription, she thought of how Garth Ranzz had glared at her when she'd seen him at Ayla's funeral. He had cornered her later and told her how he blamed her for Ayla's death. He had told her of their "joyride" and crash landing on Korbal. Of how their ship had been damaged and of Ayla's plan to lure the Korballian monsters to their disabled craft. Through tears, he told of his twin's pain as she was caught just outside the ship and how she had been the only one of the three Ranzz children to be struck by their lethal blast and charged with their incredible energy. He told Nura of how it had been Dream Girl's image on a Legion holo-vid promo that had caught her attention and prompted her to join with her new electrical powers.

Nura knew he was searching for a scapegoat then, but the reality of her involvement in Ayla's death was something she had to live with every day.

"Damn me for a fool, anyway." She cursed aloud as the tears continued to flow as she slid to the floor beside the statue, burying her face in her hands.

***********************

Dirk Morgna turned off the spray and stepped from the shower. He playfully shook his head, sending water everywhere. He ran an absent hand through the strawberry locks and smoothed out any tangles. He winked at his reflection in the mirror before padding into the next room.

He stood just inside the doorway and gazed at the blond that lay sleeping in his bed. He smiled warmly and was transfixed by the picture of innocense that was before him. This was not the first time the blond had occupied this space, but Dirk couldn't recall the last time he had seen such a peaceful look on the sleeping face.

He could stand here admiring the sleeping beauty all day, but he had monitor duty in half an hour. He went to the small inset beside his closet and stepped inside. Warm air dried his body in seconds and he stepped out. He could have done this himself under his own power, but thanks to Brainiac's new computer system, the sprinklers were ultra-sensitive to heat and would defeat the purpose.

He took a red bodysuit from the closet and stepped into it. He fastened the closures and pulled on his yellow boots and gloves. He grabbed the belt from the floor and put it on, thinking he'd have to do something about the six points on the sun symbol that made it's buckle. Several times, he'd almost stuck himself. They looked great but weren't very practical.

He ran another hand through this hair and smiled at his reflection in the mirror. Before leaving the room, he programmed the auto-chef to have a traditional breakfast prepared at the same time the alarm went off. He kissed the blond's forehead and left the room.

********************

"Designate, Val Armorr, native. Member one of Legion of Super Heroes, alpha-one clearance. Designate alter self: Dragon."

"Designate, Imra Ardeen, Titanian. Member eleven of Legion of Super Heroes, beta clearance. Designate alter self: Saturn Girl."

"Designate, Projectra, Orandoan. Member three of Legion of Super Heroes, alpha-one clearance. Designate alter self: Princess Projectra."

"Designate, Drake Burroughs, native. Member sixteen of Legion of Super Heroes, beta clearance."

As the four heroes entered the building, Wildfire lead the Princess through the mass of beings that still crowded its front. When they had cleared the doors, she stopped to catch her breath. She smiled a smile of relief as she looked at his reassuring face. Val stepped to her side and took her elbow as Drake took her other. Saturn Girl walked a few feet ahead as both men doted over her. She had never the way men fell all over themselves for her fellow Legionnaire. The fact that Projectra was a bonafide Princess couldn't hurt, she supposed. When Projectra's well being was firmly established, they proceeded to the turbolift and on to the meeting room. None of them saw Dream Girl emerge from the Hall of Heroes. If so, she would have had to explain why she had gone there to begin with and it was best to let everyone believe that she was the aloof and careless bimbo they believed her to be. When people knew you had feelings and cared about something, the rules changed and people got hurt. As she completed the thought, she stepped into the guest-washroom to check her make-up.

*************************

Tasmia drummed her fingers on the table, something she had recently picked up from Violet and something she made a mental note to stop. She looked over the agenda and made a few adjustments to the listed assignments.

As she made the final notation, several other Legionnaires filed into the room. Saturn Girl was the last to enter and the only one who didn't respond to Shadow Lass' greeting. Instead, she took her seat quietly and tried again to shut out the almost incessant mental noise in her head. In doing so, she noticed how hard it was getting to do so.

*************************

Dirk entered the monitor room just as the enourmous video monitor that dominated it blipped off. Polar Boy stood from the swivel chair and made for the door without a word. This was customary for him, these days, Dirk thought.

"Who were you talking to, Brek?" Dirk said, trying to make conversation. "New girl?"

"Go frag yourself, jerk!" Brek Bannin hissed as he brushed past Dirk.

Polar Boy stormed down the corridor as Dirk stepped out to watch. As Brek rounded the corner, he narrowly missed a collision with Star Boy, who was emerging from the gym. With a quick verbal jab, the angry young Tharrian disappeared around the corner and into the turbolift. "What was that about?" Dirk asked Thom.

"He and Mon-el had another blow up a few minutes ago." Thom said walking toward his friend.

"What was it about this time?"

"The same stuff." Thom said, exasperated. "Mon's temper is getting worse as the time between his anti-lead doses gets shorter. This isn't the first time a Daxamite has had trouble with the lead serum."

The other boy grimaced in agreement. He had been working on and off with Dream Girl, Mirage and Brainiac 6 to find a way to make the lead serum doses last longer, but to no avail. There seemed to be no reason why the dosages had to be increased within a certain cycle; a cycle that was getting smaller all the time.

They had all noticed Mon's increasing mood swings and shifts in personalities but none had noticed more than Polar Boy and Alchemist. They were usually quiet types and very different from the boisterous Daxamite, which made them targets of his ribbing, more often than not. At first, the teasing was good natured and fun and was interpreted as such. Lately, however, it had taken on a rather cruel edge and was rather hurtful. This change in moods was definitely related to the lead serum but they couldn't figure out how.

"Well, guy," Thom said, snapping Dirk back to the present. "I have got to go. How about a game of Dungeons and Dragons after your shift?

"That would be great." Dirk said with a smile.

Thom turned to go and the other boy turned to the monitor board and his shift. In his head, he still went over the questions he had so recently mulled over as he did.

*****************************

Shadow Lass scrolled through miscellaneous information as Color Kid showed Dragon a new card trick he had picked up in New Francisco. As he concluded it and she switched off the table screen, the monitor behind her blipped on and Dirk's handsome face filled it.

"Shady." He said over the intercom. "Apparition will be here momentarily from Metropolis Plaza."

"Thanks, Inferno." Shadow Lass said, cooly. "One thing?"

"Yes?"

"Don't call me,'Shady'."

On the monitor, he smiled, but she knew Dirk was sufficiently admonished. One thing she truly disliked was the way they "casuallized" their own codenames. "Shady" was one she particularly disliked. "Dawny" sounded like an antiquated cleaning product and "Dreamy" only made Nura sound more empty headed. What was the use, she thought, of having established codenames when no one used them. Even as she thought this, she realized they were terms of familiarity but all the same, humans were still such strange creatures. Perhaps, she mused to herself, Dirk would like to be called "Fern" or even "Inf".

"Hope we're not late." Three young girls said in unison as they entered the room.

As always, they caught the attention of Condo Arlik. He smiled at them as they entered, their boundless energy contagious. They were all smiles as they each settled into a chair beside him and one another. One smoothed her pageboy, a style they all shared. Another moistened her perfectly shaped lips, still something else they all shared while the third brushed something from her thick eyelash, still another feature they all shared.

As a native of Cargg, these young women appeared to be the same person only in triplicate, and indeed they were. However, unlike other Carggites, they had very distinct and separate personalities.

Each one wore a variation of a solid colored bodysuit with a white panel dissecting the front and half of each leg. In the center, on her chest each wore a triangle dissected into three parts.

The one who wore the green was the bold and brash one. The one in the blue was the emotional and sensitive one, and the last who wore the amalgam of blue and green was the smart and sensible one. They each shared these qualities as a unified person but separate, these were the qualities that shown through in the individual.

"Actually," Shadow Lass said. "You're a little early, Triad."

The three girls smiled in unison as they were the first to notice Apparition emerge directly through the table. Taken more with Triad, Condo was startled by this and upset his chair, throwing himself into the floor. The room, including him, erupted with laughter. "Sorry." Apparition said as she suppressed a smile. "Are you alright?" Triad One asked, helping him up.

Triad Two set his chair upright.

"I think so." Condo said, as Triad Three patted his shoulder on the way back to her chair.

As the other laughter abated, Dream Girl made a typical entrance. She stood in the doorway for a moment, to get everyone's attention. She then bent to straighten her boot, which needed no attention at all, and proceeded to her chair.

Color Kid stood and pulled it out for her, standing to it's side.

She stopped and kissed his cheek lightly. "Thank you."

She seated herself and smoothed back a stray lock of platinum hair as Color Kid reseated himself beside her and Star Boy entered the room with Ultra Boy.

"We're still on for the City Star, aren't we?" She said vampishly to Ulu as Thom Kallor seated himself.

"Uh...sure." Color Kid said, stunned by the sudden invitation.

"Broth-er!" Dirk commented from the monitor at the display. "Dreamy, if you aren't careful, you'll have to redo your do. Brainy's sprinklers are liable to try and douse your fire."

At the sound of the nicknames, Brainiac 6 and Shadow Lass grimaced in unison.

A beautiful African American girl of about sixteen years of age and a native of Amerind heritage with ivory wings entered together and seated themselves beside one another opposing Dream Girl and Color Kid.

"Dawnstar." Val said with a smile. "I thought you would be gone another two weeks."

The winged woman regarded him warmly and her soft brown features melted into a smile as she answered.

"I had planned an extended trip to Starhaven, but Mirage persuaded me to postpone my trip until her schedule permitted her to accompany me."

"I wanted to do some studies on Dawnstar's culture and I thought that Starhaven would be the perfect place to do so." Mirage chimed in. "My thesis is due in three weeks so I thought this would be the perfect time to go."

"We're only lacking a few more members," Shadow Lass said, politely interrupting their talk. "We may as well get started on the briefing."

************************

"Designate, Rokk Krinn, Braalian. Member two of Legion of Super Heroes, alpha-one clearance. Designate alter self: Cosmic Boy"

Designate, Bobb Kohan, native. Member twenty-two of Legion of Super Heroes, beta clearance. Designate alter self: Crystal Kid."

Designate, Jo Nah, Rimborian. Member seventeen of Legion of Super Heroes, beta clearance. Designate alter self: Ultra Boy."

"I wonder if Brainiac 6 knows how annoying that thing gets EVERY time we come into the HQ." Ultra Boy said, toying with the idea of a burst of flash vision to the intercom system.

"Probably." Crystal Kid said with a smile.

Cosmic Boy only smiled as they continued on and into the turbolift. They had just cleared the doors when the newest and perhaps bubbliest member of the Legion sprinted toward them shouting for them to hold the doors.

"Hurry up, Zoe." Ultra Boy said with a chuckle. "You know, that's what your flight ring is for." He said when she had cleared the door and the lift was in motion.

"I'm still not used to using it." Kinetix said, panting. "In fact, I'm not used to a lot of things, it seems."

"You'll get it, Kinetix." Cosmic Boy said with an air of authority and a smile.

Outside, she blushed slightly at the attention but inwardly, she swelled with pride in this small comment.

***********************

As the other members filed into the room, Shadow Lass contemplated stopping in mid-sentence to admonish them over being late but thought better about it. She hated interruptions and it seemed that they were becoming more frequent. Instead, she calmly pushed back a stray strand of hair and continued.

"And so, as you are all aware from past experience, it would behoove us all to stay out of these areas and let him continue with his computations." She went on. She turned toward Mon-el and Ultra Boy and said, "Brainiac 6 has requested you help him move some of the heavier equipment from the lower levels of the headquarters."

"You want us to transport junk?" Mon-el said incredulously. "Since when are we a transport service?"

Brainiac 6 looked up from his computer pad for the first time. His left eyebrow arched slightly as his mouth opened to retort. Had he been a fraction of a second sooner, he would've beaten Tasmia to the first comment.

"No." She said, fixing the Daxamite with a withering stare. Her look told him that she had finally had enough. "I want you to do as you are told. That uniform does not excuse your duties to the betterment of the team nor does it exonerate you of your obligation to the Legion Constitution section 3.1, subsection IV which states that Legion members should be of good character and disposition."

As Mon-el shifted in his chair, she continued.

"And, in accordance with section 4, I could expel you from the Legion for the past outbursts of 'bad attitude' you've shown."

"Don't quote the Constitution to me, Leader Lady. I'm fully aware of it." Mon-el spat back.

"Let's hope so." She said, cooly and unintimidated. "Now, you'll check with Brainiac after the meeting to see when he will be needing you."

"Yes, ma'am." he said sarcastically under his breath.

"Now, if we can proceed." She said, calling up a new holo-prompt and continuing.

She had been "quoting the Constitution" to him so that in the event it became necessary to expel him then and there, that it was done by the book.

*********************

Inferno watched with a bemused expression from the monitor room. As Shadow Lass continued and Mon-el continued to sulk, he lost interest. He balanced his chair precariously on it's back two-legs with his only means of support being his foot on the console in front of him. As he held his arms out to balance himself, he felt the chair give way. It did not topple over, but rather it dissolved beneath him. Startled and with a small-cry of shock, he landed with a crash.

On the conference room monitor, Shadow Lass turned to this recent commotion. He quickly apologized, and she continued with the others. When she had, Inferno turned to the door to see the source of the chair's dissolvement. A smile of genuine delight spread over his face. A blond of medium height and build stood propped in the door. He was dressed in a navy blue and emerald green uniform that was newly pressed and fit him snuggly. He stood with his arms crossed over his chest and a smile on his face that told the tale. Even if he wanted to, he couldn't deny his involvement in Dirk's misfortune. The amused look on his face told the tale.

"You did that after I left you breakfast ." Dirk said, hitting the muting button on the monitor.

Inferno crossed to the blond and gave him his best sad puppy look for emphasis.

"I'm sorry." The blonde said, the amused look worsening. "Thank you for my breakfast, and thank you for letting me stay in your room last night. Y'know sometimes this building gets really big and very lonely."

"I know." Dirk said. He could more than attest to the feelings of loneliness the young Trommite was feeling. "Did you hear about Mon-el and Polar Boy?"

"Yes. Brek stopped me earlier and told me about it." Alchemist said. "Do you think it's the anti-lead serum like it was with Lar?"

"Dream Girl and I both are baffled. We think so. It's hard to tell. Yar is a lot like Lar in the fact that they're both Daxamites but other than that aspect of their genetic make-up, they couldn't be more different."

"Even though they're related?"

"Yes." Dirk said, his face clouding with thought. "With Daxamites, the genetic drift from one line to another is remarkable to the point that on a genetic level, they might as well be two separate bloodlines. Remember how hard it was to get a genetic pattern of the Daxamite Servant during the whole Darkness thing?"

Jan shivered at the thought. "Not like Tasmia's cousin."

"Not at all. Yar and Lar Gand are two separate people with separate blood patterns and therefore two separate problems."

"You'll figure it out. If you need me and my powers, let me know." Jan said.

"Alright." Dirk smiled and kissed his friend on the cheek. "You know I'd never thought about it, but you could help quite a bit if it ever comes to subduing Mon."

"You think it will come to that?" Jan asked, his face tightening.

"I don't know. You didn't see the first tirade." Dirk said, recalling the damage Lar did. "That was before 'Mystery Lad' joined the Legion." He continued with a smile.

"Cute."

"I think so." Inferno said, pulling Alchemist to him and covering his lips softly. As the kiss broke and they parted, the elder of the two looked at the other. "You'd better get going, Shady's not going to like that you're late."

"Alright." The blond said, turning around without an argument, ready to leave the room as he'd came in.

"Hey!" Dirk said, grabbing an arm and holding him inside the room. "No good-bye kiss?" The blond smiled and kissed his cheek. "You need to shave, Dirk."

"I was thinking of growing a goatee. Like the one Condo has. What do you think?" Inferno said, stroking his stubbly chin. "After all, Thom has a full beard and Rokk has a mustache that's rather cool."

"I think it'd be great." Alchemist said. "But, I do have to go, Facial Hair Lad. Let me know what you decide."

As he watched Jan disappear down the corridor, Inferno wondered if maybe he could be falling for the cute blond. He knew that he'd never felt as close to anyone before and that closeness felt right in a lot of ways. He remembered the first night he'd asked Jan to stay in his room and he entertained then the idea that he could really like someone with Jan's gentle soul.

"Who knows?" He said aloud as he returned to his post.

*************************

When Kara entered the conference room, Triad was the first to notice, but Kinetix was the first to react.

"STARSHINE!" The redhead exclaimed.

"Wow, Kara!" Triad said in unison.

The Maid of Might stood in the doorway, hands on her hips. Her whole demeanor had changed along with her look. Gone was the familiar red and blue mini-dress/red cape ensemble and in it's place was a striking orange bodysuit with a starfield front panel. Gone too, was the stylized "S" she had worn and in the center of the sparkling field was an eight-pointed star of orange that connected with the rest of the suit.

"Check Supergirl!" Catalyst said with a smile.

Kara smiled at this and tossed back her long blond hair. It cascaded over her shoulders in a flood of blond curls, revealing the star-shaped earrings Brainiac 6 had given her on her last birthday.

"Not Supergirl." She said, triumphantly. "I've lived long enough in Kal-el's shadow. Call me...ANDROMEDA!"

"Cool." Triad said in unison.

"I'm going to call you to order, 'Andromeda'." Shadow Lass said, barely suppressing a smile. "If you'll please take your seat"

The Kryptonian smiled and took her seat beside Dawnstar.

Even as she continued, Tasmia mentally recounted her enthusiasm when she had reinvented herself once. When she and Lar had vacationed on the Science Asteroid, she had changed into a version of her original costume and her name temporarily to Shadow Woman. She had even entertained the idea of wearing the light peach colored make-up she had had Nura pick up for her on Ventura. She would never have lived it down if she had, she was sure.

"Sorry I'm late." Alchemist said, coming through the door. "I had something to do first."

Shadow Lass started to say something about his being so late but was interrupted.

"I'll bet you did." Mon-el sniped.

"Yeah." Ultra Boy chimed in. "Dirk."

Dawnstar sighed and slightly shook her head at the display. This was a regular occurrence now. Whenever Jan, Dirk or Brek entered a room they were instantly mocked. The Legion's "powerhouses" became preschool children.

"That's uncalled for, Mon-el" Shadow Lass said, her voice becoming edgy. "It's alright." Alchemist said, going to his chair. "Ignorance can always be overlooked."

"What'd you say, you little freak?!" Mon-el said, standing and upsetting his chair.

"I said what can you expect from Daxamite intelligence. You may be the Legion muscle but you're far from being it's brain." Jan retorted.

Mon-el took to the air and was across the table before anyone could stop him. He flew at Jan and grabbed the boy's throat, taking him into the air, as well. The Daxamite's face was twisted with angered contempt.

"You little Trommite mongrel..." He said. "I've had about enough of you!"

Below them, Dream Girl turned to the monitor as Brainiac 6 was taking a hypo-syringe from his belt.

"Inferno, get the serum from the med-unit!" Nura said.

Dirk stood unmoving as her words barely penetrated his mind.

Saturn Girl reinforced the words when she sensed his hesitation and finally Dirk turned to do as he was told.

"Mon!" Ultra Boy said. "Hey, this isn't solving anything."

Yar Gand heard nothing. He only saw Alchemist's throat in his hands and a chance to rid himself of this freak.

"Put me down, Mon-el." Jan said, his face suddenly a mask of rage.

"Or, what?" Yar sneered.

"I'll make you wish you had."

"Really?"

Jan's left hand took on an emerald glow and the Daxamite screamed in agony. His body went rigid and his hands left the boy's throat. Alchemist was ready for this and gently floated to the ground using his flight ring. Mon-el, however, fell to the floor with a crash. His body still convulsed and contorted as his pain was voiced in shouts of agony.

"Jan!" Saturn Girl said aloud and in his head. "Stop this! You're going to kill him!"

Alchemist looked at her as Inferno's flaming body flew into the room to land beside of Dream Girl and Brainiac 6. As the three Legionnaires worked on preparing another dosage of the anti-lead serum, Alchemist turned his attention to them.

"There isn't enough serum in the universe to save him from having his blood slowly turned to lead." He said, his voice laced with a hatred they'd never heard in it before.

"Jan." Inferno said, looking at the young man incredulously. "No matter what he's done, Legionnaires don't kill their own."

The glow faded from Alchemist's hands and Mon-el's convulsions ceased. Jan walked to the door and turned in the archway. His face was unreadable but his tone was more than decisively angry.

"Cross me again, Daxamite trash, and not Inferno, nor your precious Legion Code will prevent me from killing you."

With this, Alchemist left the room.

"I'll go after him." Polar Boy said, rising from his seat and going after him.

Inferno wanted to be the one to go, but Mon-el needed him now.

Shadow Lass went to the trio of scientists and stood above them as they knelt around Mon-el's body. She stretched her arms out to her sides and from her hands came swirling tendrils of ebony. The wisps of shadow became thicker and formed a half-sphere that encompassed them all.

In the Stygian blackness, Inferno began to glow with a red light and placed his hands on Mon-el's shoulders. He flooded the young man with solar radiation from a red sun, causing all of his great strength and other powers to fade as the radiation from the Earth's yellow sun was eradicated.

Dream Girl measured the dosage and Brainiac 6 administered the anti-lead serum followed by a powerful sedative.

As the darkness faded, Shadow Lass went to the head of the table again and punched a series of buttons on the computer pad there. On the monitor behind her, the wrinkled face of the Legion physician appeared.

"What is it, now?" He said, obviously perturbed.

"We're sending Mon-el to you, Dr. Gym'll." Shadow Lass said. "He's had another episode. Brainiac 6 will be sending you his studies on Mon-el's case and his progress in that area. I suggest a red sun containment facility on Medicus One."

"I don't need instructions from non-medical humanoids on how to take care of my patients, Shadow Lass." He said. "I've treated Daxamites before. I know the precautions. I'll expect his arrival within two hours."

With no other word, the monitor blipped off and Shadow Lass turned to face the others.

"Wildfire, you and Dawnstar will take Mon-el to Medicus One." She said.

Drake smiled and his blue eyes twinkled. Dawnstar noticed and smiled back but said nothing to him. She instead, acknowledge her assignment and stood with Wildfire. They both walked toward the exit as Ultra Boy lifted Mon-el from the floor and followed.

"This meeting has been wrought with nothing but disruptions." Shadow Lass said. "I am rescheduling this meeting for later today. I expect everyone to be on time and I also expect no further disruptions."

As the Legionnaires filed from the room, Tasmia seated herself again at the table's head and called up the personal monitor. As she fed in the coordinates of her communique, the screen blinked on and the trademark "L" appeared in a sparkling starfield.

When she had finished, a chirp sounded and the starfield blinked away to reveal the interior of a Legion cruiser. The chestnut haired pilot sat in the command chair studying a personal computer report.

"Leviathan." She said, causing him to look up at her.

"Yeah." He said, casually.

"Do you have anything?"

"Not really. Violet and I have been out here for the past seven hours and we haven't found a thing. This cosmic dust anomaly is just that."

"Run a final diagnostic on the cruiser to determine if Brainiac 6's shielding will be sufficient for the other's departing the Asteroid Archipelago and send your findings here before leaving the sector."

"Sure thing, Shady." Leviathan said with a smile.

She switched off the screen and slumped back in her chair.

"Swirling Shadows!" She said aloud. "Now all we need is a natural disaster!"

**********************************

Brek Bannin caught up with Jan Arrah as the younger blond was heading to his quarters.

"Alchemist!" He said, halting his teammate in mid-stride.

"What." Was the chilled response as the Tharrian caught up to him.

"I came to see if you were alright."

"I am fine." Alchemist responded in the same cold manner.

"I thought I was supposed to be the cold producing one." Polar Boy joked, putting a hand on the blond's shoulder.

"I don't need a pep talk, Brek." Alchemist said, turning toward the door of his quarters.

"I know what you do need." Polar Boy said, creating a hard coating of ice around his right fist.

Alchemist had began to turn when he felt the dull sensation at the base of his skull. He saw the smiling form of Brek Bannin standing before him and the glint of light off of ice and then nothing but blackness as his unconscious form slumped to the floor.

****************************

"Alright, Cutie!" Kinetix said, bounding into the monitor room. "Your replacement's here!"

Inferno stood from his chair and smiled at the young girl.

"Thanks, Zoe." He said, not returning her enthusiasm.

"Look, I know you and Alchemist are more than friends." She started as Dirk started for the door. "We all do."

"What...do you mean?" He said, stopping and facing her.

"The way you look after him." She began. "It's more than a 'big brother' thing, the way you try and pass it off. It's obvious to everyone how you feel about him and the way he feels about you."

"Really?" Inferno asked, genuinely.

"The only person in this whole headquarters who doesn't know is you." Kinetix answered with a slight giggle.

"I should've been the one to go after Jan."

"Then don't let me stop you." She said, falling into the chair and turning to face the monitor.

"Thanks, Zoe." Inferno said over his shoulder as he left the room on his way to Jan's quarters.

"Boys." She retorted to herself with a shake of her head and a smile.

************************

"Do you think they're going to take us seriously?"

"Relax, Ral." Lydda Jath said to the man to her left as she adjusted the navi-computer. "They have to."

"They never have before." Came another voice from the back of the cruiser.

Lydda smiled to herself. "That was before."

*****************************

Dirk left Jan's quarters with a puzzled look. He had expected to find him here and instead found nothing.

"Jan." He said aloud. "Where is he?"

"Designate, Jan Arrah, Tromite. Member twelve of Legion of Super Heroes, beta clearance. Designate alter self: Alchemist. No such presence within the building."

Dirk was glad to have the newly-installed, voice activation element of the computer now. Cursing himself for an idiot, he would never have thought to ask the computer for Jan's whereabouts. He raced to the door and after activating his flight ring, flew down the corridor at the highest speed he could muster. He flew close to the ceiling as to avoid hitting anyone in his haste. He closed in on the hanger bay and had to slow down to avoid slamming into the door, which could not open fast enough.

Once inside, he noticed the newest of the Mark 494 cruisers gone. He knew Dawnstar and Wildfire had taken the one beside the empty position he was looking at. His heart sank as his mind put together a picture he wasn't ready to look at.

"Computer, list flight plan for cruiser six."

"No flight plan listed."

"Plot course based on known departure trajectory. Best hypothesis."

"Best hypothesis, computing." A pause, then, "92 percent chance of destination Venegar."

Dirk's blood chilled. What would he be going to Venegar for?

"Computer, was he alone?"

"Negative."

"Codename only, who was he with?"

"Designate: Polar Boy.

***************************

"What you're saying is that Alchemist and Polar Boy have left and you don't know where they went?" Shadow Lass asked.

Inferno finished the explanation of his sudden appearance in the monitor room.

"The problem is," Dirk said, trying to keep the panic from his voice. "Jan was upset when he left. Brek's not exactly been treated that great since he joined, either, and I doubt he was there in a consoling capacity. And, there is only one reason to go to Venegar after the Empress' holo-vid of forming an 'elite guard to protect against enemies of the state'."

"And you think, what?"

"The same thing we all thought after seeing that. She's putting together a new Fatal Five. After all, Tharok is dead and she and Mano have taken up permanent residence there. We don't know where the Persuader is and Jan and Brek could be easily swayed right now."

"The Empress may try to exploit them?" Tasmia finished, her face growing grim.

"Like she did Mentalla, yes."

Tasmia took this into consideration. She couldn't afford to let any detail slip when it came to dealing with the Empress. After a few moments, she turned to the computer terminal on her desk and keyed in her access code. Seconds later, the face of Gim Allon appeared.

"What's up, Fearless Leader?" He said with his trademark grin in place.

"I need you and your team to divert to Venegar." She said without preamble.

"Venegar?" He asked, causing Violet to turn from her console in the background.

"Please don't question me at length about this, Gim. Suffice it to say that it's important."

"What's it about?" Violet said, her soft voice almost a whisper.

"Alchemist and Polar Boy have taken a cruiser there after a blow up with Mon-el. In their present state, we don't know their intentions."

"Understood." Leviathan said, already plotting the course into the navi-computer.

"Intercept mode?" Violet asked.

"If you can." Shadow Lass said, gravely. "If not, see what you can find out using the ship's sensors. Do a sensor sweep and see if you can find the cruiser's trace signature. Do not, under any circumstances land on the planet or get close enough to be detected. Let me know as soon as you know something."

The screen went dark and she turned to Dirk. She saw he had his back to her and his head was slightly bowed. She took a step toward him and he turned on her. She could see he had been crying but now he was expressionless. His eyes held a question she didn't know how to answer.

"We'll straighten this out, Dirk." She said, softly.

*************************

Dream Girl was leaving her quarters at the same time Star Boy was rounding the corner of the corridor. Neither of them was looking where they were going and both collided with the other. Dream Girl fell on her backside and he only stumbled backward.

"Dammit, Thom!" She sputtered, standing and throwing back her errant locks which had spilled into her face. "Watch where you're going."

"Are you..." He began, reaching out a hand to her as he steadied himself.

She was on her feet and backed away as she tossed her head into the air. "I'm fine, MISTER Kallor."

"I thought Saturn Girl took the title of Ice Queen." Thom shot back.

She looked as if he'd slapped her. Her eyes ignited with rage and she said in a voice he had heard only once before. "If I'm frigid toward you, you made me that way."

She turned to walk away and he caught her arm.

"I have nothing to say to you, Thom."

"You used to have a lot to say to me, Nura."

"That was a long time ago."

"Not that long ago, Dreamy."

"Yes, well you got over it, didn't you?" She retorted, not warming even slightly as his face took on a pained look. "Look, I am not the guilty party, here. You and the rest of the team dubbed me the flirtatious one from the beginning. I suppose I was, but when we broke up, it was not because of me."

Star Boy's head dropped, his eyes welled with tears.

"You were the one who was unfaithful. However, I was the one who was blamed and I said nothing. If I had, Cosmic Boy would have been the one to pay for it. It would have broken his heart if he'd have know Lydda had betrayed him that way."

Before he could comment, Dream Girl silenced him with a glance.

"I'm just thankful that Kathoonian Influenza was swift in taking her. Now, he'll never know."

"Nura, I still love you. I've never stopped loving you. What happened between she and I was a mistake." Thom said, his heart sinking.

Dream Girl walked away from him, then. "Yes, and unlike her, you can live with your mistake."

**********************************

Several hours later, Shadow Lass had reconvened the team and informed them of the recent disappearances. Leviathan had contacted the headquarters and was beginning his briefing when the last of the Legionnaires took their seats.

"We've not been able to locate the cruiser." He said, grimly. "Brainiac 6's boosted sensor array hasn't even been able to pick up their signature."

"How's the cloaking device holding up, Leviathan?" Brainiac 6 asked.

"It's holding, B." Gim Allon said with a grin.

"Gim," Shadow Lass said. "Return to headquarters."

"Understood."

As the screen faded, the Legionnaires exchanged uneasy looks. No one really knew what was going on or what would happen. For some reason, even though a real threat had not been identified, there seemed to be a palsy in the air that permeated the room.

Suddenly, Dream Girl was caught in the invisible grip of a prophetic dream. Her body became rigid and she gripped the table in front of her. Her breath caught in her throat and her eyes glazed over. She pushed herself away from the table and tried to stand. As she also tried to speak, she felt the strength of her legs give way and she collapsed in a heap on the floor by her chair.

"NURA!" Star Boy and Color Kid said in unison.

Ulu was closer and as Thom landed softly at her side from the other side of the table, Dream Girl was coming around. Color Kid held her shoulders and Thom took her hand. Both men looked at her anxiously as her eyes fluttered open.

Nura braced herself on one hand and swept her hair from her face. Color Kid pulled her to her feet slowly and into her seat again. He told her to take her time before speaking and she took a couple of deep breaths.

"Nura?" Thom said, his voice full of concern for her.

"I'm fine." She said.

For a moment, Star Boy looked expectantly at her. She withered any hope he might have that she was softening to him. He stood and returned to his chair. He couldn't squelch the feelings he still had for her. For so many years, he was the one she turned to for comfort but that was more than over.

"Dream Girl?" Shadow Lass asked, expectantly as a look of confusion clouded the Naltorian.

"Yes." She said. "I had a vision."

"What was it?" Crystal Kid asked from his chair.

"We were attacked. Not long from now."

"By whom?" Apparition asked, nervously.

"I don't know." Dream Girl responded, the answer more foreign to her

than to her teammates, who were shocked. "I can't recall any specific details about my vision."

She tried again to recall anything about her dream. She was used to small details to be overlooked in her translation but they were still there, nonetheless. As she strained to remember, she didn't notice Saturn Girl's face contort slightly, nor did anyone else in the room.

Imra had sensed the intense horror that Nura felt as the vision concluded and the ebbing of Dream Girl's senses. She reached out to cushion the girl's mind instinctively. She had gotten caught up in the dream and to save them both, she absorbed it entirely and thus wiped it from Dream Girl's mind. This was something she was fighting Nura's incredibly focused mind to hide.

"I do know one thing." Dream Girl said. "Even though I don't know who they are, I saw some of us die."

At that moment, Saturn Girl bit back the tears that welled in her eyes. A major disadvantage of being a telepath was that she could never forget the things she was mentally exposed to. Every fact was locked in her head. As she looked at her fellow Legionnaires, she knew which of them, according to Nura's vision, were doomed.

"Shadow Lass," She said, standing. "Dream Girl's visions have never been so vague before. Perhaps the shock of the vision was too much for her and her subconscious cloaked it."

"Are you suggestion you go in and uncover it?" Dream Girl said.

"With your consent."

Dream Girl nodded her approval and instantly felt the tendrils of Saturn Girl's mind in her own. She felt the fingers of the Titanian brush across the plain of her mind and finally delve into that part of her cerebellum that housed the Naltorian subconscious. She was aware of Saturn Girl's presence but little else until the telepath receded her probe.

Saturn Girl sat down as she ended her probe. She hadn't truly probed Dream Girl's mind but rather implanted the fringe details of the prophetic dream. She hated the deception but it was the only thing she could do.

"Do you know who dies?" Kinetix asked, worriedly.

Before Dream Girl could answer, Shadow Lass stood. "It doesn't matter."

"But, if some of us will die..." Color Kid started.

"Then we die." Shadow Lass cut him off. "We all knew that was a part of being a Legionnaire. Mentalla knew it. Magnetic Kid knew it as did Lightning Lass."

"Exactly." Mirage said sternly. "We knew that coming into the team, Zoe."

"Some of us went to the Academy with Pol. We also went to his memorial, too." Crystal Kid added.

"So, we do nothing? Just charge to our death?" Kinetix said, her voice bordering on hysteria.

"Not at all." Shadow Lass said. "We take the necessary precautions. Zoe, since you still have the rest of your monitor shift to complete, I'd like you to notify Takron Galtos. Find out which, if any, villains have escaped."

"Sure."

"If the Empress has started a membership drive for the next Fatal Five, we need to know who we're facing." Tasmia continued. "I will contact President Foccart and inform him of our suspicions."

"Which are?" Catalyst asked.

"That Polar Boy had turned renegade, has kidnaped Alchemist and has taken him to Venegar. Whether Brek intends to join the Fatal Five or if there is a new Fatal Five is not important. We have an obligation to keep the UP informed of a potential threat."

"But Shady," Princess Projectra spoke up. "If Dream Girl saw some of us die and if Brek has hard feelings against us...then isn't it logical that the fight will be brought to us here?"

"I have already thought of that. I am also informing him of my plan to erect the emergency shielding around the headquarters to protect the Metropolis population."

"What if we're wrong?" Dragon asked.

"Then we do what we've done before." Shadow Lass answered. "We take the battle to them."

Sensing the meeting was over, the youths stood and had begun to file toward the door when Shadow Lass continued her statement.

"Whatever happens I do not intend to lose any Legionnaires without a fight."

****************************

"Your proposal has merit." Came the velvety response from the enthroned woman.

"How can we trust this Dog and his lackey?" Nyeun asked with seething suspicion.

A figure stepped from the shadows behind the throne and stood by the emerald haired woman who was seated on it. He crossed his arms and stood as she did, looking down from the dias at the assembled quartet.

"I've taken measures to ensure their loyalty." She said with a smile. "Those measures will, in turn ensure our success."

*******************************

Kinetix finished her conversation with the Takron Galtos official and settled back in her chair. She still shivered inside as she thought about Dream Girl's prophecy. Was she one of the ones foreseen to die? At this moment, she was glad Nura couldn't remember.

"Zoe?"

Kinetix was startled by the voice of the man entering the room. She came up out of her chair and whirled on him.

"Freakin' Nass, Cos!" She said. "Are you taking lessons from Apparition on instigating coronary failure?"

"Sorry." Cosmic Boy said with a chuckle.

He stood facing her for a second before going to the computer terminal and calling up a set of records. He made several adjustments and entries and signed out. Placing his hands on his hips, he turned to her and smiled a wide smile meant to instill confidence in her.

"You remind me of Projectra when we first established the Legion. You're so full of energy and life."

Kinetix twirled in a circle once and in a flash of her namesake energy, changed her bodysuit to a gossamer green skirt with matching top and thigh boots. Again she twirled and again she changed her costume into a variation of it's previous incarnation. When she finally settled on this look, she struck a pose worthy of a 20th Century model she'd seen on a holo-vid of Val's.

"Energetic enough for you?" She asked with a smile.

"You have Jeckie's flair for the dramatic, as well." Rokk said, his smile widening.

"Feeling a little nostalgic, aren't you?" Kinetix said as she seated herself again. "I noticed your reaction to Supe...uh...Andromeda's new look, among other things."

"I just can't get over how much we've changed."

"Tell me again about the beginning, Old Man." She said.

"Kinetix, this story is in the Legion data banks and I've told it to you hundreds of times." Rokk said, leaning against the console.

"Humor me?"

He extended his arm and reached out with his magnetic powers to pull a heavily cushioned but plastisteel framed chair to him. He knew she had only asked for this little history lesson to distract her. Maybe that was something they both needed, he thought as he settled into his chair.

"To say it was different than it is now would be an understatement." He began. "Val, Jeckie and myself were dreamers. It was obvious from the very first time we met."

As he spoke, his words transported them both back in time. To a time when he had boarded a shuttle from Braal on his way to the Galatic Games to compete in the Magno-ball Championship.

The Galatic Games were to be held on Earth to foster interplanetary relations. It was to host athletes from all over the galaxy and give them a chance to come together in various ways. Rokk had been so excited at having won the tournament finals on his homeworld that he was literally bursting with pride when he boarded the shuttle. So much so, he caught the attention of another boy who had won his own tournament on Imsk.

Val Armorr had won a contest in Imskian fighting and several other matches in something called "Karate". He had been dubbed immediately as "Karate Kid" by Rokk and the two of them became fast friends.

On the shuttle's next stop, Val met the love of his life and the one person in the universe that would possess him body and soul.

The Princess Royale of Orando boarded in a flourish with her entourage. Her exquisite beauty was without measure and caused more than a slight stir among the passengers and media, alike. Val looked at her differently, however. Rokk recognized the look, even if Val didn't. It was the same look that he had given Lydda Jath the first time he'd seen her at the weightlifting competition on Kathoon.

The Princess was escorted quickly to her suite onboard the shuttle and wasn't seen again until the shuttle docked in Metropolis Shuttleport. Val and Rokk, along with the other athletes had been disgorged from the aft section of the shuttle. They stepped off the gangplank just in time to see her meeting with the person that was to serve as her escort on Earth, the billionaire, R.J. Brande.

As the Princess and Brande approached his turboskiff, Rokk recounted the laser shots that hit and scorched the pavement in front of them. He saw in his mind's eye with perfect clarity the way the Princess' bodyguards closed around she and Mr. Brande. How two of the four were killed in the following shots that came from a nearby balcony.

Rokk had raced to her side, gently pushing the crowd aside with his magnetic powers. He magnetically pulled up parts of the street and encased himself, the Princess and Brande in a metallic cocoon as Val disarmed the hitman.

"She didn't even flinch." Rokk said, leaning in toward a spellbound Kinetix. "Through everything, Jeckie never batted an eyelash."

He recanted how Projectra had turned to the second hitman and reached into his mind. Seconds later, the man screamed in terror and toppled to the rooftop. When the Science Police brought him down off the roof, he was screaming "get it away". The officers nor the crowd saw anything. There was nothing physically there. The Thallosian Nightmare that lumbered toward him in his Mind's Eye was real enough to the hitman, however.

"Brande saw us all to the Games and after Val and I had won our events, he brought us back to his penthouse and pitched his idea for the 'Super Hero Club'." Rokk smiled. "We were hardly a 'Legion' then, but Mr. Brande always thought big."

Kinetix smiled. She imagined what they all looked like and how they felt. Probably the same way she felt the day she was accepted into the Legion.

"Condo was our first official new member. He was fresh out of school and just as eager to make his mark on the world as we were. He called himself Chemical King then. Now, he's Catalyst."

"Brainy was next, right?"

"Brainiac 6 was next." Rokk said, smiling. "He was not to keen on the idea, at first."

"What happened to change his mind?"

"Nothing. He was drafted into Legion service by the UP before the sanction was revoked by President Allon."

"I think being a Legionnaire has grown on him." Kinetix said with a small laugh.

"He wouldn't admit it, but I think so, too." Rokk agreed. "He's even loosened up a little."

"How?"

"He's changed his costume. He used to wear a hideous dark fuchsia jumpsuit and a very bulky force shield belt."

"Speaking of costumes, have you always worn that one, Stud Boy?"

Cosmic Boy stood and ran an ebony gloved hand over his partially covered chest, smoothing out the front of the black, form-fitting costume he wore. It was like a pair of 20th century briefs cut high on his hips that extended above his trim hips to barely cover the broad expanse of his chest. He turned once and the four metal squares that only barely covered his lower stomach caught the light. The identical squares that circled his glove and boot tops did, as well.

"I like my costume. My mother made it."

"What keeps it up?"

"My body, as all Braalians, generates a topical magnetic field and my costume is actually a type of fine chainlink mesh Brainiac 6 had woven together according to my mother's design."

Now, he mimicked Kinetix and struck a pose. Muscles flexed and his ebony costume conformed to them all.

"People can make fun of it all they want. It's a lot better than those pink tights that I started with." He laughed. "And if you think that's bad, you should have seen the lime green mini-dress Violet started in or Gim's yellow and green 'spaceman cometh' thing he wore. You could check the holo- vids to see the fuchsia bikini Imra wore for a while."

"The Glacier Goddess wore a bikini!" Kinetix said before she thought. She hadn't meant to use the derogative name she and Mirage used for Saturn Girl.

Rokk cast her a look.

"That's not fair to Imra, Zoe." He said sternly. "She's had a rough time of things since she joined the Legion. It isn't easy for her to have to keep a constant mental vigil to shut out very stray thought around her. Think about how many of those you have a day."

Kinetix took in his words.

"Saturn Girl is the most powerful telepath in Titan's history, but at a terrible price."

"I never thought of that."

Few people do, Rokk thought.

The monitor board sounded then. Kinetix punched up the clearance codes for Leviathan's cruiser. She looked excitedly at Rokk. "You are here to relieve me, aren't you?"

"Go on." He smiled.

Giving Cosmic Boy a quick peck on the cheek, she bounded out of the monitor room, and toward the hangar deck to greet her friends. As he watched her go, Rokk ran a hand through his hair and sighed. He saw himself, Val and Jeckie in Violet, Zoe and Leviathan. He saw the same excitedness of youth and the same thirst for excitement.

****************************

Shrinking Violet met her friend at the bottom of the boarding plank and the girls hugged tightly. When they finally parted, Kinetix related their like sentiments.

"It's so good to see you again!" She shouted, hugging Violet.

"You too! I've been on Imsk for almost a month and when Gim picked me up, Shady sent us on that mission." Violet's namesake eyes sparkled as she released her friend.

"Did someone mention my name?" Leviathan said, clearing the hatch of the cruiser.

"GIM!" Kinetix said excitedly, flinging her arms open wide.

"Great to see you, too." Gim Allon beamed as he swept the girl into his arms and spun her around once.

"Mom and I found a totally starry Mayan site almost wholly intact on Mars colony. I can't wait to show you the holo-vids we took." Kinetix said as she was planted firmly on the ground.

"Can we eat first?" Violet said as the trio made their way to the door.

"Great idea, Vi." Leviathan said, extending his arm for her to take, which she did.

Taking a lift down to the lobby, the headquarter's internal sensors read their signatures as they stepped from it.

"Designate, Kinetix."

"Designate, Salu Digby, Imskian. Member nineteen of Legion of Super Heroes, beta clearance. Designate alter-self: Shrinking Violet."

"Designate, Gim Allon, native. Member twenty of Legion of Super Heroes, beta clearance. Designate alter-self: Leviathan."

"How did you do that?" Violet asked, indicating with a sly smile the brief identification of Kinetix.

"Mirage and I rerouted Brainy's identification sub-program." Zoe replied with a devilish grin.

"Designate, Mirage."

"Talking about me behind my back," Danielle Foccart said as she became visible, entering through the main entrance. "That's typical."

"Hey, Dani," Leviathan asked. "Why the invisible entrance?"

"The crowd outside is murder. You do not want to go out there."

"They nearly mobbed Projectra and the others earlier." Kinetix said.

"That's the price you pay for fame." Gim said, puffing out his chest.

"Ham." Danielle said, leading them in the direction of the cafeteria.

******************************

Before they could go any further the air ignited and the front of the lobby was torn asunder. A large explosion obliterated the large glass front and it's supporting frame. Debris rained down around the stunned quartet. Kinetix was quick to reduce the larger chunks to smaller ones.

"Oh my gods!" She exclaimed as the dust began to settle.

Leviathan began to grow until he towered above the others. He was about to step forward and block the entrance when he was encased in a seething blast of pure energy; debilitating energy that not only returned him to his normal size but in half the time it took him to acquire it. As he fell to the floor in an insensible heap, he realized that it wasn't just any type of energy.

Violet stifled a scream at the sight of Gim's body constricting in pain and her mind registered the same thought. It was no ordinary type of energy. It had been EMERALD energy. Her mind whirled as her body did the same in the direction of the ruined entrance. Mirage and Kinetix closed in protectively.

"I'm going to see to Gim." Zoe said, assuring the others.

As she knelt by Leviathan's still form, she reached for his wrist. Before she could effectively determine his status, the sound of metal and glass being crunched underfoot came from the entrance. She stood and faced the sound.

"Efficient as always, my precious." Came a sugary voice. A woman's form was all that was visible through the still settling dust. When she had cleared the initial rubble, she swept aside an emerald cape to reveal a sleek body encased in white satin with a rounded collar of the same color as the cape, belt and thigh high boots and kid gloves she wore. The tall, arrogant woman brushed aside a lock of her kelly green hair and the breathtaking emeralds at her ears glittered madly. As she held her hand there dramatically, the multi-faceted gemstone on her index finger did the same. Violet and Mirage were too stunned by the effrontery of this creature to move. Never had she been so bold...or so alone, Violet thought. There were no others. Not even the...

"Eye...enter." The emerald clad female cooed.

As if on cue, the heretofore unseen orb that always accompanied the Venegarian came fully into view of the others. The awesome Eye of Ekron was doubly the size of a basketball and a complete duplicate of a human eye. Unlike a human eye, however, this one glowed with an ethereal but deadly emerald energy.

"Hello, children." The woman said. "Allow me to introduce myself. I am the Emerald Empress of Venegar and soon, the Universe."

"We have to get the others." Mirage said, turning to the corridor they'd come from. As she moved, her lithe form began to fade. She had barely gotten three feet when the crackling discharge of the Eye caught her. In a soul searing scream, the young Danielle Foccart was consumed by it's fatal blast in mere seconds with the only trace remaining, a blackened scorch mark on the floor.

As the sickening stench of burnt flesh wafted through the lobby, Kinetix fell to her knees, her stomach suddenly churning. Violet stood horrified and for the briefest of moments wondered if Gim had been killed just as easily.

"Now, now, children, " The Empress said, walking toward them. "I have no desire to harm any of you. The Eye, unfortunately for your comrade, is a bit more vindictive and impulsive."

Kinetix was on her feet first. She stepped in front of Violet and aimed her powers of alteration at the floor under the Empress. For the slightest of instants, the debris-strewn carpet began to shimmer and take on a tar-like quality. Abruptly, it reverted back to its original state.

"That wasn't very smart, Zoe."

Both of the girls saw a sight neither of them could believe. From behind the Empress emerged a figure only slightly recognizable to them. He wore a black bodysuit with a crimson sash that fluttered as he stepped carefully into the lobby. Military styled gloves and boots, also of crimson glistened in the faint light. On his chest was a bold white circle emblazoned with an Interlac "E" centered in the circle. The familiar blond curls were gone and instead his hair was cut severely on the sides with his bangs falling asymmetrically in his face.

As both girls watched him come to stand alongside the Empress, they noticed the only thing familiar about this boy was his gaze. Only instead of the trademark compassion they'd come to find in his sapphire eyes, they now saw only loathing and hatred.

"Alchemist?" Kinetix said, barely audible.

"No." He said, flatly. "I am only...Elemental."

With this proclamation, he reached out with his element altering ability and the floor beneath the girls began to dissolve into inert carbon. As it did, Kinetix activated her flight ring and Shrinking Violet shrank to subatomic level.

Jan had anticipated this from the Imskian and had enveloped her in a maelstrom of shifting elements. He changed the elements around her from nitrogen to helium to neon to hydrogen and so on until the young Legionnaire was caught between the quickly changing atomic storm and was forced to revert to normal. When she did, the Eye took fast and accurate aim and blasted her into atoms.

"VIOLET!" Kinetix screamed. Again, she felt the bile rising in her throat as she processed the information she had just taken in. She had just witnessed the brutal slaying of two of her friends. Possibly all three of them, she thought as her mind raced. She turned to face the Empress and aimed her powers at the flowing cape. Instantly, the fabric of the cape and the sash at Jan's waist became one. As the two stunned victims of her power tried to separate themselves, Zoe took advantage of their confusion.

She activated her flight ring as Cosmic Boy had told her and flew down the corridor and into the turbolift. She hastily barked the command for the intended floor and the lift was off.

**************************

Shadow Lass and Crystal Kid stood in the hanger bay and stared bewildered at the computer panel.

"What in the Twelve Hells?" Shadow Lass exclaimed at the readings. "Computer, explain the security precautions listed here."

"Internal sensors read various compromises in structure integrity. Emergency force fields in place."

"What does that mean?" Lydda Jath asked the Legionnaire.

"It means the headquarters has sealed us here in the hangar bay!" Staq Mavlen responded.

"And other Legionnaires in other parts of the building." Crystal Kid added.

"DAMN!" Tasmia swore, slamming her hand into the panel sending sparks and fragments of glass everywhere.

********************************

The lift ground itself to a halt only two floors up and the doors opened. Kinetix was relieved that this was her intended destination and sprinted from the lift to the monitor room. She found Cosmic Boy frantically punching buttons.

"The Emerald Empress is downstairs!" She screamed, hysterically.

"I know." He said. His voice was amazingly calm as he continued checking read outs and pressing buttons. "Internal security has been activated while external security has been compromised. I'm trying to establish some type of link with the central computer to tell me what's going on."

Kinetix sat in a chair and began to wring her hands.

"According to this, parts of the building are sealing themselves off and I don't know how or why." Rokk continued, his voice even but with an edge of seldom heard panic.

"It must have been Jan." Kinetix said, blankly. "He must have given them the security access codes."

"He doesn't have them, yet. He only has beta clearance." Cosmic Boy said, facing her for the first time.

"Mirage...Violet." Kinetix began, tears streaming down her face. "Maybe Leviathan too, they're dead."

"And you're next!" Came a voice from the monitor room's entrance.

"Polar Boy!" Cosmic Boy whirled to face his former comrade with his right hand igniting in magnetic waves.

"That pathetic weakling is no more." Brek said. "Now there is only...GLACIER!"

With this, he released a barrage of razor-sharp ice shards into the path of the two Legionnaires. Cosmic Boy shoved Kinetix roughly to the floor and fell atop her as the shards whizzed over them and lodged into the wall. He reached out and took hold of the iron particles in Polar Boy's body. Using them as leverage, he picked the Tharrian off the floor and was about to hurl him out of the way when his hand was encased in ice.

For only seconds, Rokk hesitated then exerted his control over the magnetic field all Braalians were surrounded by and channeled it through his left hand. Slamming his right hand hard onto the floor, the ice casing shattered. The magnetic field Brek Bannin was caught in changed slightly and the iron in his blood began to churn.

"AARRGH!" He howled in pain.

"RUN!" Cosmic Boy yelled to the stunned form of Kinetix. "NOW, ZOE!"

As she found her wits, Kinetix got to her feet and both she and Rokk ran for the door as Rokk hurled Brek's body into the room and wrapped it tightly in the confines of the plasti-steel chair.

"The lift's stuck!" Kinetix screamed suddenly remembering.

Cosmic Boy took her hand and pulled her with him. As he brain stormed the different ways they might be able to remedy that problem they rounded the corner and were stopped dead in their tracks. Directly in front of them stood the maniacal behemoth Rokk knew as Validus.

The monster stretched his mammoth arms out to either side of himself and let out an angered howl that literally shook the walls. He took a lumbering step toward the Legionnaire duo and they both took a step back. Only a few feet separate them to begin with and all the space they could get would be a benefit.

"Maybe we can get around it?" Kinetix said, realizing the futility of her suggestion as soon as it was free of her lips.

Rokk Krinn pushed the frightened girl behind him and again reached out with his magnetic control. The walls shrieked in metallic agony as huge chunks of jagged durasteel and valorium were torn out and hurled toward the aberration. Before they could have any effect, a blast of golden-blue mental lightning sprang from the transparent globe where the monster's brain was housed and fused the metal to a smoldering hunk of slag.

"We're going to die just like Violet and Danielle." Kinetix said weakly, buckling against the wall behind her.

Cosmic Boy's body radiated a faint purplish blue and the walls were ripped from their usual structure. The metal took on a liquid quality and began to weave itself into a mesh. Thick fingers of metal rose from the floor and snaked into the tapestry. Durasteel supports were reinforced with valorium and vibranium over and again until the corridor was completely sealed off from Validus.

As the glow faded from his body, Cosmic Boy took Kinetix gently but firmly by the shoulders. He steadied her and met her gaze with his own.

"Listen to me." He said with a confidence she had learned to expect. "We are not going to die."

Validus howled in fury on the other side of the makeshift wall. Huge dents appeared on their side as the fantastically powerful monster pounded at the obstruction from the other. Again, Kinetix began to shiver.

"Now what?" She said. "You cut us off from the turbolift."

"Now, you die!" Was the last thing either of them heard before being plunged into an icy hell and chilled immobility. They hadn't seen nor heard Glacier. His face erupted in a look of triumph as he walked passed the living ice sculptures he'd created in the Legionnaires. He quickly froze the metal barricade, making it brittle enough that Validus would be through it in no time.

*************************

"Now what do we do?" Triad said, again.

"What can we do?" Apparition said as she solidified again. "I can't phase through the floor with the force field in place. Damn Brainiac 6 anyway. Whoever heard of making our own headquarters phantom-proof!"

"You weren't here when Solon and the others tried to take over the headquarters." Dragon said in her direction. "They almost destroyed us."

As he spoke, Val was running his hands along the walls. His hands felt the small imperfections in the construction but not anything substantial enough for what he needed. It had to be here, he thought as he felt on.

Catalyst sat down in a chair as the third Triad emerged from the other two and joined him.

"Do you think it's the Fatal Five?" She asked.

"Don't know." He said simply. "Could be."

"If it is, I wonder if Jan and Brek are with them." The second Triad said, voicing the concern they all had.

"That shaking we felt was no earthquake, Triad." Triad One said in a tone that smacked of impatience. "Someone attacked the headquarters."

"So, again, I ask what do we do?" Triad Three said impatiently.

Just as Val found the weakest spot in the wall and prepared to deliver a blow that would shatter it, the wall blew apart.

"YOU DIE!" The Persuader yelled into the room as his Atomic Axe cleared the way for him.

He stepped into the room fully and was met by Catalyst, who's chair was beside the gaping hole in the wall. Condo jumped from the cushioned seat and was on his feet just as Triad Three was. He turned toward the Persuader and focused his power on the axe itself. In silence, he found the strange weapon immune to his power. Even as he stepped back and the Persuader stepped toward him, he shielded Luornu's third body with his own.

It was a deadly ballet.

As the Persuader began his half crescent arch toward Catalyst's stomach, Dragon launched himself toward the villain from a tabletop. Again, Condo's mutant abilities were useless on the strange weapon and he pushed Triad farther back with his own body. Val tucked into a defense posture to brace himself for impact.

The Axe missed Condo by millimeters but continued around, glancing Dragon's shoulder and shattering the protective armor and tearing the skin savagely. The fist that held the weapon caught Val's jaw and rattled the Legionnaire as he hit the floor equally as hard.

In an acrobatic maneuver like few had ever seen, Triad Three vaulted onto Condo's shoulders and into the air. In mid-air, she assumed the attack posture of a tri-jitsu nerve crunch and delivered the blow with perfect accuracy to the villain's temporarily exposed neck. He howled in a pain- induced rage and staggered.

Triad's other two bodies moved in for the following blows.

Condo had just recovered from the shock of what happened as the Persuader recovered from his blow and lashed out blindly with his horrible armament. The razor sharp blade found it's target and Triad's third body crumpled lifelessly to the floor. Condo lashed out with all of his power and for a matter of moments, it looked as if something might be happening. As he struggled to hold onto what he wanted to happen, the return stroke of the awesome axe caught him squarely in the chest.

As Catalyst's body joined that of the dead Triad, Apparition screamed. The Persuader laughed heinously and advanced toward her and the next scream died in her throat. She backed away and into the solidity of a computer terminal. She scanned the room and saw Triad's other bodies huddled together on the floor as if they were dead, as well. Dragon was bleeding profusely and looked barely conscious.

"What a weak bunch of mewling kittens!" The Persuader roared, slicing through the air as an act of intimidation.

Instinctively, the molecules of Apparition's body became immaterial and she shifted into a phantom-like state. She still backed away, into the console. When she hit the anti-phantom field just inside the wall panel, she cursed Brainiac 6 again. The same cursed field that prevented her from phasing through the wall and floor prevented her from escaping what was certain death.

She put on a brave front and stood with her fists clenched at her sides. She saw the terrible blade arching toward her and heard the horrific sound of the very air being cleaved in half. Not wanting to die and not knowing what else to do, she dove for the floor under the computer terminal as he swung in earnest. As she did, she felt the ungodly heat as she rolled to the side, further under the console.

Her mind registered that he had missed and icy fingers of relief ran themselves over her spine even as the pangs of dread gripped her heart. On the floor in front of her was a thick lock of her hair...a solid lock of her hair.

"Pathetic BITCH!" He roared, tearing through the console to get to her.

She realized then that there was a modicum of safety in the inset computer panel and crawled as far into the console as she could. It would only provide a moment or two of safety but it was better than dying now. Shards of metal clattered around her from the splintered console but passed harmlessly through her. The casing was made of inertron, the hardest metal next to valorium, known in the galaxy and it was being whittled away as if it were oak or ash wood.

She closed her eyes then and brought a hand to her touchstone. She didn't want to leave Jo and her father but there was nothing she could think of to save her. As she prepared herself to die, she heard a faint whoosh and a thud followed by a wail of anger.

Opening her eyes, she saw the Persuader's body pinned to the ceiling. He was flailing helplessly slicing the air with his axe. In front of her, Val was on one knee with his bleeding shoulder cradled in one hand and his other hand...devoid of his flight ring.

"T...Tinya, get Triad out of here." He breathed.

"Sure." Apparition said, solidifying.

She ran to the other wall and roused the principal Triad. Together, they managed to get the second to her feet and toward the gaping hole in the wall. Apparition turned to Dragon just as the Persuader found the implanted ring and removed it from his shoulder plate. She saw the hulking assassin land in front of Val with a triumphant stance asserting itself.

"GO!" Dragon yelled over his shoulder as he managed to get to his feet.

Not realizing what he had, the Persuader tossed Val's flight ring to the floor to land with a clatter in the debris of the computer console. Grasping his axe firmly, he took a step in the young Amerasian's direction. Again, beneath his helmet he smiled. He felt his pulse quicken as he thought about having three Legion deaths to his credit.

"Nice trick, boy." He said. "Can't fly away now, though."

Dragon took a deep breath and focused his mind the way Sensei had taught him. He then retreated deeper into his mind the way Saturn Girl had shown him and he felt the tremendous pain of his shoulder begin to subside. He brought his hands together in front of him and forced the remainder of the pain into the dark space of his mind. With another deep breath, his mind was cleared of all distraction and he could clearly visualize the outcome of his actions.

"P'fah!" The Persuader scoffed and closed the distance between them with his axe.

Seconds before the Atomic Axe would have cleaved him in two, Dragon reached up with both hands and caught the shaft of the edged death instrument. For a full instant, the Persuader was dumbstruck. He paused only an instant, however, and yanked the weapon back to him. Val was smart enough to pull his hands away in time.

These few milliseconds were all Dragon needed to regain his balance and perform a spinning hook kick. Anchoring himself on one leg, his body spun 360 degrees with one leg extended. As he completed the move, his foot connected loudly and solidly with the Persuader's jaw.

The brute was blind sided and he staggered backward with the blow. As he began to shake his head to clear the stars that spun madly in his mind, he felt the effect worsening. His center of gravity shifted and his vertigo from the blow increased by a factor of twenty. His vision became nonexistent and he fell to his knees. As colored lights made up his sight, he slumped forward and passed out. Dragon looked behind him to the figure of Condo Arlik. The cerulean clad Legionnaire was trying to push himself up to a sitting position. Dark crimson stains ate through the bright liquid blue of his costume as his wound was made evident. Val was at his side in seconds.

"Condo?"

"I've used my power to slow his nervous system. I've also slowed my own metabolism to the point that I don't bleed to death."

Dragon lifted his friend into his arms as Catalyst's voice cracked. He began to walk toward the door when the wounded boy raised up and asked about Triad. Dragon looked slowly over his shoulder at the lifeless body of the beautiful Carggite and felt the tears welling up inside him. Swallowing them just as quickly as they came, he continued out of the room.

"She's gone." He said quietly. "We've got to get you to the infirmary."

"It's been...sealed off." Catalyst choked.

The yellow and black clad Legionnaire did not answer. He had already thought of this and how they would get inside. He swore by his sensei that his friend would not die. He reached Apparition and the two Triads just outside of the ruined room. They were cradling each other and all had looks of horror and pain etched onto their faces. He knelt by them and laid Catalyst gently on the ground. "Condo's power isn't going to keep the Persuader out long." He said. "We have to find a way to circumvent these force fields." "Or else we're trapped on this deck with that murderer." Triad One breathed, holding her sister.

"Get down!"

Dream Girl had shouted the warning just in time. The blazing hand of Mano barely missed Ultra Boy's shoulder. A quick punch to the midsection with a super strength push behind it sent the world-destroyer flying across the room to crash into the wall.

The villain stood and shook off his disorientation. As his vision cleared, his right hand blazed with a black energy. He took a step in the trio's direction and outstretched it. Destructive anti-matter crackled around it.

<Now, Jo!>

Saturn Girl's voice in his head spurred the Rimborian to action. He switched his ultra energy to super speed then used his flight ring to augment that. Literally faster than the eye could see, he had seized the villain by the right shoulder and the wrist and propelled them both toward the far wall of the library.

Mano's lethal right hand made contact with the inertron/valorium wall and the structure cracked then cracked again before crumbling into rubble with a sizzling sound. As Jo switched to invulnerability, the invisible force field sparked and began to burn. Soon, a visible hole in the shield began to widen until it stretched to the floor and was large enough to step through.

"Thanks." Ultra Boy said, holding the lethal hand up and away from him.

"YOU..." Mano started.

"Good night." Saturn Girl said, then. She touched the villain's protective dome that surrounded his head and further. Into his head, her own mind went and planted a suggestion to sleep. As she tried to go deeper, something pushed back at her.

"Odd." She said as she severed the mental connection. "It's like someone shoved me out of his mind."

"Come on." Dream Girl said, pushing past both of them and through the opening in the wall. "We've got to get to Cosmic Boy and Kinetix if we have a chance of saving Catalyst."

The three heroes raced through the hallways and into intersecting corridors until they were only a few feet away from the monitor room. Ultra Boy took the lead and they converged on the door. As they neared it, Glaciers form appeared literally from nowhere.

"FREEZE, FOOLS!!" He screamed and engulfed the corridor with ice. Dream Girl caught a shard of ice to her wrist, slashing it open. She screamed in pain as Saturn Girl was at her side. Ultra Boy stood in front of the two as his flash vision worked overtime on melting the oncoming icy onslaught.

<I can't get a mind-lock on him.> Saturn Girl projected as she tore a strip of fabric from her purple tunic top and wrapped Nura's wrist while trying to avoid the razor sharp icicles, herself. <It's like he isn't even here.>

"Stay with me, I'm making some headway." Ultra Boy said, as he indeed moved forward.

Saturn Girl helped her Naltorian teammate along as they tried to stay clear of the frozen projectiles that were still being hurled at them. Around them, the walls and floors were being coated quickly in the frozen mess.

<KINETIX!> Imra thought-screamed. <WAKE UP! WE NEED YOU!>

Just inside the corridor, the young redhead's mind registered the mental summons as something akin to a point ten on the old style earthquake devices she'd heard Val talk about. She realized her situation and instantly changed the block of ice she was encased in to a shower of glitter. Once freed, she turned to Cosmic Boy and did the same.

Rokk took only a moment to realign his senses and looked at his young savior. She picked up on his non-verbal lead and as they neared the door, she aimed her kinetic ability at the floor beneath the distracted Glacier. It became a puddle of sticky goo and he sunk in it to his boot tops.

"BITCH!" He screamed in her direction as he shot a blast of icy shards at her.

She reacted quickly, changing the icicles to the same gold glitter as she had her own prison. At the same time, Ultra Boy blasted the Tharian with a burst of flash vision and was about to move in to finish him when he felt a hand on his shoulder. Turning, he saw the very beautiful but very angry Dream Girl.

"No one, but no one..." She said with a solid right hook to the glass jaw of the ex-Legionnaire. "Cuts me!"

"We've got to get to Catalyst and the others." Ultra Boy said in all seriousness but with a slight grin as Brek Bannin's body hit the floor with a loud thump.

"Triad's not doing so well." Saturn Girl said aloud, trying to prepare Kinetix somewhat for the news of Triads's loss.

"She's not..." Zoe began, the tears welling up again. "Dead."

"One of her bodies was killed by the Persuader."

"So much death." Kinetix said, wrapping her arms around herself to stave off an unseen chill.

Saturn Girl took the young girl in her arms and held her for a moment. After a while, she pulled Kinetix from her and smiled. "We have to be brave for her."

Zoe swiped at the tears and put on a brave face. "You're right. Let's go, Legionnaires!"

It was Kinetix that lead the way down the corridor and to the turbolift. When the others joined her, she changed the doors to fabric and swept them aside. The others followed her inside and again she changed the enclosure. This time to a polysteel glass material so they could see where they were going.

Ultra Boy pushed open the top and climbed out onto it. Looking up, he activated his flash vision. It took several long minutes but after a sustained beam, he had burned through the shield and Cosmic Boy moved the lift up to the next level.

"Only three more to go." Dream Girl said.

"I only hope Condo can hold on." Rokk said.

<Val.>

Dragon reacted slightly as the voice of Saturn Girl resounded in his head.

<Imra, where are you?> He thought back.

<On our way to you.> She responded, explaining the situation they were in. <How are Catalyst and Triad?>

<Condo is holding his condition stable, but Triad two is still unconscious.> Val thought back. <Do you know what's going on? Is it the entire Fatal Five?> <It's odd. I can only read Mano here. I pick up traces of the Persuader but not anywhere in particular. I can't read any foreign minds in the headquarters.> She paused. <It's as if they're being masked.>

<Masked?> Val asked.

<Possibly by another telepath.>

<Another telepath...Saturn Queen?> Val suggested. <No. I would recognize her mental signature.>

<Then who could it be?> <I haven't a clue.> She returned. <Stay where you are, we've just cleared your floor, we'll be there shortly.> <Imra.> He asked with a unspoken dread. <Where's Jeckie?>

******************************

Inferno grabbed the Princess as the blunt end of the jagged metal just missed her.

Projectra recovered quickly as Inferno's powerful blast rendered the metal a useless piece of slag in the wielder's hands. Star Boy was at the front then and encased the masked marauder in a bubble of gravity canceling energy.

The attacker fell forward only slightly and then shook off the effects of Thom's power. He opened his mouth and the air was filled with an ear splitting scream. As the four Legionnaires staggered, he advanced. His face was masked in a black domino mask made of the same material as his black bodysuit. On the left breast, an emerald stripe originated there and ran the length of his body. His gloves and boots were white and ringed in emerald. As he moved, the emerald stripe of his suit came alive and wrapped itself over and again around Star Boy.

Inferno was the first to recover from the sonic blast and set up a fire wall around them. Brainiac 6 erected his force field around himself and the Princess as Dirk turned up the intensity on his power and took a step to where Thom was struggling.

The masked figure laughed and stepped unharmed through the center of the firewall. He said nothing as his mouth twisted into a terrible sneer and he raised his hands. His form shifted and he became a Klingon razor beast.

Projectra was taken aback and gasped. Inferno knelt to Thom and was about to try and tear the binding material from him when the beast launched itself into the air. Dirk's hands came up protectively and ignited the air around him. The gesture was fruitless as the beast hurtled through the flaming barrier and hit Dirk squarely in the chest.

Brainiac extended his force shield at the last moment and was able to keep the namesake foreclaws of the creature from rending Dirk's throat open. It was then that the beast reverted to it's normal form and turned on the Coluian.

Brainiac 6 looked as if he were a blank slate and turned to look at the Princess. He stepped to her and took her by the throat.

"Brainy..." She choked. "What...are you doing?"

His hands increased their pressure and she choked.

Inferno go to his feet and shook his head to clear it. He took to the air and rammed into the masked man, bringing them both to the floor in a disorganized heap. Dirk recovered first as Projectra dropped to her knees and Brainiac 6 extended his force field around the two of them.

"Brainy, STOP!" He yelled.

To his left, Thom Kallor also sputtered as Projectra did. The emerald ribbon had wrapped itself tightly around his throat and was constricting.

Dirk's body caught fire and his hand reached for the ribbon, which ignited into a fiery string at his touch. In seconds, the strangling instrument was ash and Star Boy could breathe again. Both Legionnaires smiled at each other, an unspoken gratitude communicated between them before turning on the others.

Inferno took the attacker by the neck and applied a small amount of heat as Star Boy reached out again to ground him with his power.

"How dare you touch me!" He said, turning to fling both of them away with a swoop of his right arm.

Dirk's body was the first to hit the floor senseless with Star Boy following closely and finally with Projectra's completing their defeat. The masked villain turned on Brainiac 6 and the force shield dropped instantly. Without a word, the young man joined the other Legionnaires in unconsciousness. The man in the black mask raised his hands in a gesture of triumph and was about to leave the room when the room suddenly dropped in illumination and temperature. He stopped a few inches short of the exit and turned around. His mouth dropped open as the sight before him registered to him.

Princess Projectra stood in the center of a ring of sapphire flame, her scarlet cape billowing around her. Her ivory hair whipped back and forth in an angry wind that howled around her and the masked man. She raised her arms and demons of nightmare emerged from the floor. Stygian blackness curled around them and sulphur burned in the air.

"FOOLISH COWARD!" She said, her voice echoing in the room and in his head. As she spoke, the blue flames that surrounded her grew higher. The air crackled with fire and around the ebony clad figure, the floor began to scorch. He stepped back into a solidity he hadn't thought was there. The beginnings of fear inched along his spine as he tried to counter what his mind told him was illusion.

"I know what you're doing, Projectra..." He said, his voice uneven.

"Do you?" She replied cooly.

The blue flames raged then and framed her. As she spoke, Projectra's voice pervaded the room, echoing again and again in and of itself.

"I know who you are. I know what you do. I know also, that you have no power over a daughter of Orando. I was power incarnate when you were still a babe at your mother's breast."

The rogue stepped back again and looked at the face of the woman he'd thought was the weakest of the Legion. He saw her hands burst into the same blue flame that the room burned with. He saw her rise and float toward him, flaming hands outstretched.

"I will take your senses, coward." She boomed. "One by one."

As she said this, he no longer smelled the burning sulphur that had offended his nose. The fire ceased to produce heat and his body felt as if it were in a deprived void. He could no longer feel the floor that his eyes told him were beneath his feet.

"The last sight you see will be my burning image." Projectra said with a sneer to match the one he wore earlier as her body was surrounded by a blue aura of flame.

As the man watched, her body began to brighten to the point he had to look away. The brilliance of her not only blinded him momentarily but robbed him of his sight altogether. He fought to compensate for this with his vast powers but found he couldn't. He screamed as he realized he was not only physically blind, but the Princess had indeed blinded him of his senses.

"And, the last thing you will ever hear is the sound of my voice in the key of victory in your head."

*************************

Shadow Lass was at the end of her patience. She'd tried everything she knew of to access the internal codes that would release the force fields and allow them to leave the hanger deck. She couldn't use her shadow powers to any great effect and Crystal Kid's power was virtually useless. She paced her final pace before turning to the others assembled in the massive room with her.

"Any ideas?" She said, thinking it only a rhetorical question.

"I assume that the field projector is in the wall?" Staq asked, stepping to the side of the door.

"Y...Yes." Shadow Lass answered, not knowing the reason for the question.

Staq Mavlin's body dissolved then into that of pure flame. The intensity of which caused all of the others to step back. The fire form expanded and became the form of a giant bird of flame. As it began to grow, the wall in front of him began to melt like a candle. The shell of the wall melted away to reveal the small inertron encasement that housed the force field projectors. Turning up the intensity, even this melted into slag.

As Staq returned to his normal form, the force field around the hangar bay ceased to exist.

Lydda Jath stepped forward then. She stood before the door for only a moment before the surface of her body was darkened slightly. Like a second skin of darkness, a film of ebony formed over her. When she was completely enveloped in it, she reached into the steel of the door and in one savage jerk, tore it from it's frame.

"Good going, Night Girl!" Shadow Lass said, bolting for the opening. "You too, Fire Lad."

"Nightingale." Lydda corrected, falling in behind the Legionnaire.

"Flare." Staq too, corrected as he followed.

"And you?" Crystal Kid said to Ral as he hesitated.

"Would you believe, Germinator?"

"Yes." Crystal Kid said, following the others and wondering why he even bothered.

************************

"Thank the gods you're all okay!" Cosmic Boy said as he and the others were helping the wounded into the turbolift.

"We've got a problem." Saturn Girl said as Rokk closed the doors magnetically and they continued up to the next level.

"Problem?" Kinetix said, nervously.

"The Persuader." Imra said, "My psi-scans say he isn't on this level...he's moved to the lower levels."

"How?" Apparition spoke up, helping Triad One stand. "He doesn't have the security codes."

"Even if he had them," Dream Girl said. "They aren't working."

The turbolift cleared the next floor and Saturn Girl did a quick mental sweep of the floor. When she found no sign of the intruders they'd encountered, they disembarked. Tinya helped Triad One, Ultra Boy took Triad Two's arm and helped her along. Cosmic Boy lifted Condo's body into his arms and carried them. Dream Girl and Saturn Girl led the way to the medi-lab.

Just as they cleared the doors, the lights in the room came alive and bathed the room in light.

"Get them all onto those stasis beds." Nura said, authoritatively. "Condo's power can't hold his wounds any longer."

The death of Triad's third body should have killed her, Apparition thought to herself as she helped Lournu up onto the bed. As Jo put the other Triad onto the bed beside her sister, the two girls clasped hands.

"Nura," Cosmic Boy asked as she studied the instruments. "Can you do anything?"

"Except for putting them into stasis until Brainiac 6 and Inferno can help me, no." She replied.

"So, we need a plan to help the others." Ultra Boy said, taking Tinya into his arms.

"I'm working on that, Jo." Saturn Girl said.

***********************

<Tasmia...where are you?>

Shadow Lass stopped the others in the corridor as the projection from Imra echoed in her head.

<On our way to the lower decks.> She returned.

<Do you have a plan?> Imra asked.

<Possibly. I'm working on a hunch. I think the Empress is after the Zateral Emerald.>

<What makes you think that?>

<I'm presuming Brek and Jan had to bargain for her help in destroying us. With his clearance codes, Polar Boy had access to the galaxy's largest and most powerful gem.> Shadow Lass returned.

<Focused through the emerald, the power of the Eye would increase by a factor of twenty.> Saturn Girl finished. <And you think this could be his bargaining piece?>

<Precisely.> Shadow Lass agreed. <Can you read anything from them?>

<No. Even though the interference let up briefly, I'm getting nothing now. I'm only sensing the Legionnaires present in the building.>

<I'm close to disabling the force fields so we can move freely throughout the headquarters. It's really our only hope right now. Don't break telepathic contact with me for now.> Shadow Lass said, beginning to move again, taking the others with her.

<Understood.>

*********************

"You got careless, Ord." The Empress said. "The Titanian could have read our thought patterns while you were unconscious had she not had more pressing matters to occupy her."

"It will not happen again, Empress." The ebony clad Lallorian said, bowing his head.

The Emerald Empress looked at him coldly. She thought for the briefest of moments about having the cowardly boy killed. Instead, she formulated a supplemental to her overall plan and a way for the former Duplicate Boy to redeem himself in her...EYE.

"When we capture the Emerald," She said, going to the door with the Persuader close behind her. "Projectra is mine to deal with, personally. She has been a thorn in my side for far too long."

She moved through the door with the Eye and the Persuader following her. Mano and Elemental fell into step before the lumbering giant, Validus, pulled Ord to his feet and pushed him roughly out the door.

***********************

"Why did we come to your quarters, Shady?" Crystal Kid asked as the five of them reached the door.

"Because to access the security codes I need to deactivate the force fields, I need to do so through my personal terminal." She said rather hotly.

"Why?" Flare asked, innocently.

She sighed exasperated. "Each time a Legion leader is elected, the computer system generates a special override code to be used exclusively for him or her in the event of an emergency. The only way to access it right now is through my personal terminal."

"Well, allow me." Crystal Kid said, standing in front of her.

The door to her quarters shimmered and was turned to transparent crystal.

"Great." Shadow Lass said, annoyed. "Now, I have a crystal door cut off by the force field rather than a regular steel one."

Nightshade punched a neat but effective hole in the wall panel then, showering them all in a rain of sparks. She tore out the tenth projector since they began their trek to this destination. Crumpling it in her hands, she tossed it to the floor with a look of satisfaction.

"I don't understand why the force fields have been configured to shut off all individual rooms." Lydda Jath said as she delivered the blow that shattered the crystal door. "Is that normal?"

"No." Tasmia said, going into her room first. "It was probably reconfigured that way with the hopes of trapping some of us in our quarters."

She went straight to her computer terminal and called up her clearance screen. In moments, she had entered her command codes and a loud "breep" indicated acceptance. A second "breep" indicated the command had been carried out and the force fields had been disabled.

<Imra?> She thought then.

<I'm here.>

<The shields are down. Proceed to the lower decks as soon as possible. Notify the others to do the same. Send Apparition and whomever else you can spare to see to Gim.>

<Acknowledged.>

***************************

Shadow Lass and the others were emerging from the turbolift on their way to intercept the Empress when Color Kid and Andromeda met them.

"We were moving some of Brainy's equipment when we were cut off from the rest of the headquarters." Andromeda said, relieved to see the Legion Leader.

"I've managed to cut the shields." Shadow Lass said. "The Empress is on this deck and I suggest we find her before she can get to the Emerald."

Before any of them could move, the ceiling above them split and erupted outward. As the debris rained down on them, the Legionnaires and company moved to avoid the onslaught. Andromeda used her body to deflect the larger pieces as Flare reduced the smaller chunks to ash.

When the dust cleared, an emerald orb emerged from the ruined ceiling. As it settled in front of them, the Legionnaires prepared for the worst.

"Greetings, kittens," The Empress said grandly as the orb dissolved and she stood with her minions.

Color Kid reacted first and pointed at them. He collected the visible color spectrum into one bright light and that light became a powerful laser. Elemental was only a fraction of a moment quicker as he created an inertron barrier that, although it absorbed the brunt of the blast, only lasted a few seconds.

One of the other figures leapt forward to land just in front of the trio. His hands began to glow an unearthly ebony, crackling with energy of it's own. He brought it down and his fingers barely grazed the surface of the floor. When they did, the floor split and cracked loudly. The split separate Color Kid and Shadow Lass and in minutes, the floor splintered and fell apart in large chunks beneath them.

Shadow Lass responded quickly, activating her flight ring. Flare felt one of Color Kid's creations wrap around him, holding him aloft long enough for him to follow suit of the others. Ulu then turned toward the villains and sapphire energy shot from his hands.

Mano held up his hand as the energy met it and was either absorbed or burned away. he laughed at the Legionnaires and took a step in their direction. Shadow Lass' deep ebony blanket burned away, as well. The last figure stepped from the others and opened his hand. Color Kid felt a pain tear through his body. As his body fluids froze, his heart burst and his lungs quickly followed suit. Shadow Lass was horrified as she blanketed the corridor in thick blackness. The last thing she saw was Ulu Vak's frozen body break apart in icy chunks and the crazed look on Brek Bannin's face.

Even as she reached out and increased the blackness, she saw it beginning to be burnt away by both Mano and the Eye. She landed on the floor and thought to herself that Crystal Kid had potential after all as she noticed a crystal covering over the massive hole in the floor.

"We've no time for this." The Empress said, turning to go the other way down the corridor. Through the darkness, Tasmia saw that the Eye was burning away the shadow's in front of the quartet as they made their way to the room that housed the Emerald.

She dispersed the shadows and instructed the others to follow her. As she took the lead, she heard Flare and Ral gasp as they passed Ulu's broken body. She truly felt for them. Ulu had been their comrade first and closer to them.

****************************

The door to the vault melted to slag and before it could begin to cool, the Empress was stepping through it. When she had cleared it, she screamed. It was a sound not of fear but of pure and unbridled rage. The emerald nor any sign of it was visible in the room. No other treasures were housed, either. The only thing the Empress saw in the room was an impossible assemblage of Legionnaires.

"How did you get here?" She said, seething. "You couldn't possibly have gotten passed the force fields."

The other villains were filing through the door as Inferno emerged from the ceiling of the room through his own burned hole. Projectra, Star Boy and Brainiac 6 followed as they all took their place on the floor beside their comrades.

The hulking form of Validus and the shape of the Persuader appeared and materialized beside their partners in crime.

"I think, " The Empress began smugly. "We have a stand-off."

Dream Girl started forward, as did Ultra Boy. Before they could act, Glacier and Elemental turned to face them with Mano providing their cover. Saturn Girl stepped to the side and reached out with her mental power. Before she could grab anything, her mental hooks were deflected back on herself and she staggered.

From behind the group of villains, an orange and black blur sped by them. When Andromeda stood before them, she held the Persuader's axe. Ord matched her speed and grabbed Saturn Girl, holding her in an iron grip. The Persuader stepped in front of the pair and held out his hand to the Kryptonian.

"Give it back." He said with a smile. "Clone can match your speed and your strength, so don't think you've got a chance to save the telepath."

Andromeda looked into the eyes of the telepath and heard in her own mind the calm that Imra's thoughts held. In an instant, Kara knew what Imra knew and the two women were one in thought. When she stepped forward to return the axe, Andromeda was caught in the grip of something intangible, but no less real.

Every blood vessel in her body was caught in a constriction and the air in her lungs evaporated. As she fell to her knees, her senses went berserk. She heard the clatter of the axe as it fell to the floor, the footfalls of approaching Legionnaires from the hallway, the intake of air from Ultra Boy, the dirt crunching under Triad's left boot, and the breeze made by Dream Girl's eyelashes as she blinked in surprise.

The last thing she heard was the imperial voice of the Empress.

"Enough posturing." She said.

The Eye had bathed Andromeda in green kryptonite, not only irradiating the young woman in the deadly radiation, but infusing her every pore with it. Kara had no time to scream as her body contorted horribly and collapsed in a heap.

The Persuader smiled at this sight. From beside him, Clone severed Saturn Girl's spinal column with a sickening snap. As her lifeless body joined Kara's, the Persuader reclaimed his axe.

"Now, let us commence with the finalities." The Empress said as he took his place beside her. From outside in the corridor, the Legionnaires disappeared and reappeared within the room with the others, courtesy of the Eye. The Empress stood back only a few feet as the Eye flooded the room with emerald electricity. Glacier coated every available surface with ice except the spot they stood upon. In seconds, the entire room was made a giant conductor of the electricity.

In the heart of the energy maelstrom, Ultra Boy took to the air again and Apparition phased into her phantom form. One of Triad's bodies was caught in the grip of the energy while the remaining one took to the air. Dream Girl barely evaded the arching energy as she grabbed Dragon's hand and brought them both into the air.

The Empress watched the pandemonium and laughed aloud. She even clapped her hands as Nightingale lost her balance and fell to the floor, caught in the electric madness.

"You are all so predictable." She said. "And for that, you will fall like sheep to the slaughter. KILL THEM!" The Empress screamed, madly.

Mano bent to touch the floor and grazed the surface with his deadly hand seconds before being caught in the magnetic grip of Cosmic Boy's power. The slight touch, however, was enough to again cause the surface to crack loudly and separate. Kinetix was quick to repair what damage she could while still evading the lightning. It was then she was caught in Brainiac 6's force field.

"Thanks." she breathed, pulling herself together.

Before he had a chance to respond, a searing blast of emerald energy blasted the Legionnaires directly as the lightning around the others ceased. Brainiac was able to redirect a partial shield with Kinetix adding to it. Cosmic Boy reinforced it with more metal chunks from the floor. The cobbled together shield held, but only barely.

"KILL THEM!" The Empress screamed again, sounding every bit the power mad child she was.

Inferno stepped to the fore of his comrades and returned a blast of his own as Cosmic Boy wrapped Mano in a metal cocoon. The directive given by the Empress spurred Validus on and he raged toward the Braalian and Projectra. The Persuader targeted Dream Girl and Dragon, as Elemental reduced Inferno's blast to nothing with a cloud of nitrogen. Glacier coated the writhing Andromeda in an icy coffin and turned to face Shadow Lass.

"STOP!" Projectra commanded as her form melted into the likeness of the Empress and Cosmic Boy became the Persuader. "Not us, Validus...kill the Legionnaires!"

The confused behemoth looked around and saw the Princess Projectra standing triumphant with the Emerald Eye hovering over her and Cosmic Boy was closing in on Dream Girl and Dragon. With a roar and a blast of mental lightning, he lumbered toward what he perceived to be Cosmic Boy.

"You're dead!" Glacier said, posturing. "You thought you were so much better than us all, didn't you?"

"In your case, boy," Shadow Lass replied, shadows seeping out around her in vengeful curls. "I am."

Like predatory snakes, the curls of shadow wrapped themselves around the stunned boy and covered his face like a helmet. Glacier's hands went to his face, clawing futilely at the shadows. Screaming in fury, he released a barrage of razor tipped icicles. Shadow Lass was about to duck to evade them when they were vaporized. She turned as Ultra Boy sped past her and toward the shrieking form.

Before he could make contact with Brek, he was hit squarely in the jaw and off course to slam into the wall to his right. He hit the floor equally as hard and fought to recover. His head throbbed and his vision was blurred as he tried to focus. He put a hand to his stinging lip and felt the warm slickness of blood. He barely made the connection that it was his when he was hit again and this time, he felt his body being wracked with pain he had never felt before. He switched his ultra energy to invulnerability just in time to hear the wall behind him give way with the force of his body being slammed into it.

Jo felt the invulnerability he had always relied on begin to falter. He staggered forward into the next blow and fell to the floor on his knees as a result of the next. He looked to his attacker, who had allowed himself a moment to gloat. In this instant, Jo switched his ultra energy to super speed to strike and to super strength at the last moment to deliver a punch to the boy's smiling face. A definite crunch told the tale of the boy's jaw being shattered. Jo shook his head, freeing himself from the cloud of disorientation and served more of what had been dished out to him.

As the boy's body slumped to the floor, he turned back to the others in the room.

Validus had knocked the Persuader off of his feet and had turned his attention to Dragon and Dream Girl who both delivered debilitating blows to the giant's shins to bring it to the same position. Kinetix encased him in a metallic straightjacket and Validus was striking at it with his mental lightning.

Star Boy reached out with his power at the same time Flare did the same. A ring of flame encircled Nyeun's body and obscured Thom's view of the axe so the armor the Persuader wore became three times as heavy under Star Boy's power.

Inferno moved toward Jan in an effort to reach his friend verbally.

"You don't want to do this, Jan." He said, his voice surprisingly smooth and even. "We're your friends."

"BAH!" The Empress said disgusted as she interjected herself between the two. "You are all weaklings!"

"Weak..." Ral said to himself, watching the Legionnaires bravely struggling around him.

In the midst of the battle, he felt just that way and backed away from the Legionnaires. He made his way quietly backward until he found the makeshift access that Andromeda had torn in the wall. Cursing himself again, he waited until Crystal Kid and Kinetix stepped in front of him to obscure him and stepped through the hole.

"ENOUGH!" The Empress screamed. "Enclose the Legionnaires in a stasis field!"

The Eye was quick to respond and engulfed the room in emerald energy. Cosmic Boy froze in mid-motion, Kinetix's words died on her lips and Brainiac's hand never made it to his belt controls. Dream Girl's hair froze in midair as her twirling body did the same. Apparition froze in mid phase, Ultra Boy's words of warning died on his lips and Flare was topped dead in his tracks as his upper torso had begun to become flame.

As a deadly quiet settled over everything, Clone came to and canceled the effects of both Shadow Lass and Star Boy's power. The Persuader stood and Glacier shook his head to reorient himself. The Empress stepped forward as Mano shattered his metal jacket first and Validus' second. Sarya walked around the room, looking into the face of each Legionnaire in turn. When she had made her rounds, she took up a position in the center of the room. The Eye hovered over her, bathing her in it's light.

"Elemental," She purred. "Repair the room."

He did as he was told, reforming the debris and reconstructing the damaged portions of the room. Taking the initiative, he even reduced the steel and iron of Cosmic Boy's makeshift shield to harmless oxygen.

"Eye," Sarya said, smiling. "Arrange them for me." The Legionnaires were then moved like puppets by the Eye of Ekron. Arms moved to the body's sides, legs stiffened, heads straightened and spines became erect. They were then placed in a row in boy-girl-boy-girl fashion. When they were arranged and looked as if each lay in death on an invisible slab slanted upright, the Empress went to stand before the first in the row. She brushed a stray lock of blond hair from the Coluian's forehead and lifted his chin. A wave of deja vu washed over her as she remembered a scene similar to this one not long ago when she had captured him and four other of his comrades on Weber's World. It had been Supergirl's meddling that saved them then. That would not happen now, she thought.

"Does this not ring familiar to you, as well, Brainiac 6?" She said. "But this time, your beloved won't save you."

She stepped back and said, "Kill him."

Brainiac 6's body tensed visibly as he was encased in crackling emerald energy. His eyes bulges grossly and his lips tightened ever so slightly. His limbs were seized and went rigid before his lifeless body hit the floor with a sickening thud as it was released both from the stasis field and the mortal coil.

"Sweet Apparition." The Empress cooed. "You really are what your name implies, aren't you? A vision."

Ultra Boy felt a pang of hatred, guilt, and shame course through his immobile body as he saw the Emerald Empress standing in front of his beloved. If only there were something he could do, he thought.

"What will we do with you?" Sarya continued.

"Fillet and fry her." Clone said, his eyes beginning to glow. "With Ultra Boy's flash vision."

"She is yours, then." The Empress said, smiling evilly. "Eye, release her only."

Tinya became only just aware of her freedom before being engulfed in horrendous heat and then she was gone. Ultra Boy choked back a gasp and a cry as a single tear streaked his face.

"Crystal Kid." She purred as she stepped to him. "Brash, young and handsome."

"Let me kill him, Majesty." Glacier said.

"Certainly, Glacier." She said, stepping back. "When I will it, my kingdom is to be shared as is the responsibilities of ridding it of my enemies."

Glacier stepped to Flare's immobile body and began to generate his sub- zero field. Frost and small ice crystals formed over Bobb Kohan's exposed flesh. The absolute cold permeated Crystal Kid's body and froze his very blood. Cold fire tore through his veins and arteries as his heart finally froze and the life left his body.

"Mano, perhaps you would like to do the honors?" The Empress said, stepping to the next stasis-enclosed figure of Dream Girl. "Clone, produce binders for the tramp. Eye, release her."

Simultaneously, Nura was freed from the stasis field and found her wrists bound together and her body immobile again because of the clamps around her ankles formed from the floor beneath her. She knew that he'd used Cosmic Boy's power to do this. How lacking in imagination, she thought to herself.

"I can see your future, Naltorian." Ord Quelu said evilly. "It's very short."

Mano stepped to her slowly. She wasn't going anywhere, he knew and he took great pleasure in seeing her helpless. He hadn't forgotten how she had defeated him and the Hunter on Mavara VII only weeks ago. How smug she was. How arrogant in her victory over them. Now, nothing would stop him from burning that arrogance from her.

He reached forward and took a handful of her platinum hair that instantly melted into nothing. He smiled inside his helmet at this and was about to caress her face for the same reaction when he was interrupted by a voice from the room's doorway.

"Don't touch the lady."

"MON-EL!" The Empress exclaimed. She jerked her gaze from the Daxamite to Jan. "You said he was off planet!" She hissed.

"Empress, I..." Jan began, dumbfounded.

"Silence!" She said with a wave of her hand. "EYE, finish the Daxamite!"

The Eye turned it's attention to the form of Mon-el and fired a deadly blast of energy toward him. Unexpectedly, the energy passed harmlessly over him and he laughed. Again, he was fired upon and again, he shrugged it off.

Again and finally, the Eye blasted Mon-el fully with all of it's might. In order to do this, the stasis field was dropped. This realization came all too late to the Empress as she felt Projectra's hand around her throat first and her fist slam jarringly into her face to send her reeling.

The Persuader sliced at Mon-el and the Daxamite vanished. He turned on the Princess as realization seeped in and Projectra faced him. Her form faded as she laughed in his face. He stormed toward her, slicing blindly at the air and in his ears, her laughter resounded madly. He swung once more before feeling the blow to his chin and his helmet rattled on his head.

Only a few moments of awareness were left to him as a well-placed chop to his spinal column shattered his consciousness and he fell silently to the floor. Apparition solidified above him as Projectra's illusion faded and she reappeared, as well. The two women smiled at each other.

"Teamwork." Tinya said.

"Teamwork." Projectra returned.

"Teamwork." Sounded a third voice as the Persuader was wrapped in chains courtesy of Kinetix.

**************************

Glacier was turning to aid the Empress when a blast of laser fire tore out a chunk of the wall in front of him. A large piece of the steel enforced material struck the stunned Eye and for the first time in his experience, Brek saw the emerald energy around it fade as the Eye itself fell to the floor with a loud thud. He turned around and his eyes glazed over with hatred as the winged figure of Dawnstar filled his field of vision. She stood in the location previously occupied by the manifestation of Mon-el. She was smiling grimly and holding a particle blaster.

"Don't move." she said, sounding each syllable and taking aim at the Tharrian.

"How did you get that?" he said incredulously. "It was blocked off by the force field!"

"We deactivated your force field!" Germinator said, stepping from behind him and throwing the ruined control box from the internal computer bank to the floor.

"NOOOOOO!" he raged as he generated a double ice field in front of the door. He only succeeded in delaying the particle beam fired by the lightning quick Dawnstar. The delay bought him enough time to take better aim and fire another icy blast.

The freezing field was reduced to nothing by the quicker blast fired from Inferno. As Dirk moved more into range, he surrounded Brek in a super heated cloud with a thought. Even with his internal resistance to heat, Dirk's blast was too intense for him and Brek slumped to the floor. Germinator and Dawnstar stepped into the room fully and joined the fight.

*****************************

Cosmic Boy freed Dream Girl from her bonds and turned his attention to the others. In front of him, Validus raged and mental lightning crackled around his head. Rokk instinctively moved in front of Nura. He gathered the metal from the floor and sent it toward the raging beast. Validus shook off the attack lumbered toward his attacker.

Germinator took careful aim and from the wrist bands he wore, several small seeds shot out and landed in the villain's path. The band turned one notch and fired again. Again, the seeds littered the floor and Ral reached out with his power. The separate plants took root and sprouted into thick vines with large thorns that quickly trapped Validus in their coils. He struggled and pulled, firing blast after blast of mental lightning to no avail.

"What were those?" Dawnstar asked, smiling.

"Kryptonian strangle vines." He replied, returning the smile.

"Take this," She said, her face becoming concerned as she spotted Andromeda's body lying on the floor amid melting ice. "I'm going to get Kara to the infirmary."

The beautiful Amerind flew to the fallen Kryptonian and scooped her up. Kara's skin was a sickly green and her blond locks were tinged with the same color. Ragged breath tore from her parched and cracked lips. She tried to speak but was silenced.

"You're going to be fine." Dawnstar said, soothingly.

In moments, the two were gone from the room and the fight.

Mano closed in on Flare and Nightingale. His hand glowed it's lethal energy as he advanced. Lydda spun quickly and grasped his wrist, barely missing the deadly hand. She carried him with her in her twisting movement and flung his body into the waiting fist of Ultra Boy. Mano's helmet cracked loudly and the life preserving gas began to seep out and he felt his consciousness ebbing away.

Clone flew at Jo enraged. Before he could make contact, he was stopped by a solid wall of Kryptonite gas. Since he had been using Andromeda's power, he dropped to the floor instantly. Kinetix dispersed the cloud as Cosmic Boy agitated the iron in the boy's bloodstream to a painful pitch. Star Boy added to Ord's debilitation by making his body too heavy to lift. Cosmic Boy constructed chains from loose debris and wrapped them around the prone body. As the last of the Sinister seven fell, Jan looked on, horrified. He backed himself into the corner and slipped silently to the floor. He shielded his face with his hands and began to cry. Sobs wracked his body as he shook with their intensity.

"Kill them, you gutless baby!" The Persuader hissed groggily from across the room as he started to stand. "Turn their blood to acid and watch them burn!"

Jan initiated the power and felt the change begin to happen all around him. Dream Girl was the first to cry out as she crumpled to the floor. Jan saw Cosmic Boy fall and the mighty Ultra Boy was next. Something in his heart quickened at this sight, yet something else occurred to him even as Dragon and Projectra fell next. Why prolong this? Why hadn't he just made the elemental transformation instantaneous?

"JAN, STOP!"

He turned to see Inferno staggering to his feet, his face a mask of pain. For the slightest of moments, the haze he experienced lessened.

Dirk's gaze met his and he began to speak.

"Don't do this, Jan. You aren't a killer."

Jan's eyes clouded with tears. Inside his head, another voice screamed. "KILL THEM!"

"I know you better than anyone, Jan." Dirk continued. "I know you've had a rough time lately. Mon-el sent a communique earlier with an explanation and an apology for you."

Dirk took a step closer and Jan's head reeled in confusion. Elemental fought to stand and felt the battle being lost as he fell forward, catching himself on his hands. "KILL THEM!" Again, the voice called to him to finish the job he'd started. He didn't want to listen, but it was in his head. He couldn't shut it out.

"Jan?" Dirk said, standing over the gasping form of his comrade. He reached out a hand in a tentative gesture and brushed Jan's face softly. At this, the blond looked up and into Dirk's amber eyes. The hand at Jan's neck radiated heat then as the Trommite blinked in slight discomfort and confusion. A small square of circuitry blazed and was gone. With it, the voice inside Jan's head faded. The young boy looked up and was about to voice his confusion when he lost consciousness. Dirk caught the limp body and looked to his friends. With Elemental's collapse, the effects of his powers dissipated. The others were beginning to stand. Projectra felt as if she would retch as she accepted Val's strong arm to lean on. Nura swept her hair from her face as she fought the same feeling.

"Gutless WORM!" The Persuader raged, lunging at Jan.

Flare's body became animated flame and doubled in size. He reached out a hand and closed it around Persuader's body. The villain screamed in horrible pain as the flame tore through his armor and burned his flesh. He dropped the axe instinctively before blacking out and Ultra Boy scooped it up at super speed.

Flare's body returned to normal as Nightingale hauled the Persauder's limp body onto one shoulder.

"Nice job, Staq. You were paying attention." Came a voice from the door.

Everyone in the room turned to see Leviathan standing in the doorway to the room. It was on unsteady legs that he stood, but stood he did.

"GIM!" Kinetix said, rushing to her friend.

"Easy, Zoe." He said, accepting her into his arms.

"I thought you and Violet were dead." She said, tears flowing. "Violet?"

"She's fine." Gim said. "She's in the med-lab getting checked out."

"A very good idea." Shadow Lass said, regarding her team. Or what was left of it. She stood with Dragon to her left and Projectra to her right with various others around her. On the floor, she grimly regarded the lifeless forms of Brainiac 6, Crystal Kid and Saturn Girl. Imra knew she would die, Tasmia surmised then. She knew the native Titan had taken Nura's dream into her own psyche and had known all along that she would be among the dead.

Shadow Lass turned to Dragon. "The bodies, Val."

"I'll take care of it, Tasmia." He said, sadly.

She was about to say something else when Dawnstar entered the room with a small case. She took out a small circular patch about the size of a 20th century quarter and placed it on the temple of Glacier's immobile body. She clicked it on and it blinked a steady light pattern. As she made her rounds to each of the villains, Shadow Lass admired the swiftness. She also cursed herself for not bringing the cortical dampeners with her.

"We'll need blood treatments." Dream Girl said authoritatively. "Dirk, get Jan to the medi-lab. Contact Takron Galtos and tell them to expect a few deliveries."

"Dream Girl," Dawnstar said, her caramel voice clear and firm. "Shadow Lass is the Legion Leader. Perhaps it should fall to her to give the orders?"

"So it should." Dream Girl said with a knowing smile. "As for my not being leader, my dream's not over, yet."

Later, in the medi-lab, Dream Girl finished the latest scan of Jan's body as Inferno stood by nervously.

"What's the prognosis?" he asked.

"From the readouts I was able to get, the implant was organic. Insidious little thing, really. That was why he didn't detect it's presence; it had no elemental components that he would detect as abnormal. It scrambled his cerebral cortex, making him extremely susceptible to telepathic commands."

"Which were transmitted to him from Clone imitating a Titanian telepath." Inferno finished.

"Exactly." Nura said as she removed her medical gown and pulled her hair from the elastic band. "It must have been installed by Polar Boy."

"Sick bastard." Inferno said bitterly at the name.

"Perhaps even moreso than any of us thought." Nura said grimly.

"Will Jan be alright?"

"He should be." She said, going to the door. "I've set up some therapy sessions for him. Apparently, the "last Trommite" guilt runs deeper than even he realizes. Dealing with his same-sexuality would be nothing on Trom but here on Earth, as on many worlds, it's harder."

Inferno took Jan's hand in his own and held tightly. "He won't have to deal with it alone."

Nura smiled and left the room. She walked down the ruined corridor. Already, the servo-droids were repairing the damage. The damage to the building was the easy repair, she thought. Would the damage to the Legion be as easy to repair?

Shadow Lass rounded the corner and halted the Naltorian.

"As you've probably already dreamt, I'm going to resign as Legion Leader to take a much needed break." Tasmia said, her face tight and worn. "The deaths of so many Legionnaires is something I never thought I'd see in my term."

Nura pulled the other woman to her in an uncharacteristic gesture and embraced her. She may not have Saturn Girl's abilities, but she knew better than most what death could do to a person's soul, even one as strong as Tasmia Mallor. "As Deputy Leader, it falls to you to be Leader now." Shadow Lass said, stepping back. "I had my name moved to the inactive list a few moments ago."

*******************************

EPILOGUE The tall headquarters of the Legion of Super Heroes stood gleaming and proud in the Metropolis sun as it's residents stood in the outdoor plaza that it dominated.

Dream Girl took a step forward regarding the eleven young people that stood before her and the assembled Legion. She swept back a lock of ivory hair and moistened her scarlet lips. She hoped as she felt the vid cams close in on her face that her make-up was still intact after the opening ceremonies. She lifted her hands, the gesture calling for silence from the assembled onlookers that filled Legion Plaza. A hush fell over them in response and she began.

"Six months ago," she said loudly. "Our ranks, as well as, our headquarters were decimated in an attack by the Sinister Six. With the help of the United Planetary Federation, we have rebuilt our building. With the courage and determination exemplified by each of those worlds, we welcome our newest members and begin to rebuild the Legion of Super Heroes."

Nura's words incited the deepest of heartfelt cheers and shouts from the crowd. As they quieted again, she continued.

"From the planet Tagara, we welcome Huntarra." She said, as an ebony haired woman in battle gear stepped forward and raised her hand in salute.

Again, the crowd roared.

"The planet Talok VIII brings us another shadow champion in the form of Sable."

The cerulean-haired woman in the strategically cut black bodysuit stepped forward to an explosion of applause. She raised her hand in a thankful gesture and the gauntlet given to her by her father glittered in the sunlight. Grev's words of pride in her accomplishments resounded in her head again.

"Our latest Legion Academy Graduates join us as members." Nura continued. "Flare, Nightingale and...Germinator." Even she had to smile at the name Ral had chosen for himself.

The remaining applicants stood still as the crowd's cheers diminished. They all exchanged glances and smiled at one another, leaning in toward each other conspiratorially.

"You never did tell me how you survived that blast." One said.

"Apparently," the other answered. "The blast was designed to disperse my atoms. Instead, it forced me to shrink smaller. Smaller than I had ever done before and Dreamy said that the shock was so great that I couldn't figure out how to get my body to return to it's normal size right away."

"And, returning to the Legion," Dream Girl said, then. "Shrinking Violet, Dual Damsel, and Element Lad!"

At this, the entire crowd broke into cheers and applause. Cosmic Boy brought the Legion flag forward and-presented it. Projectra held the antiquated leather bound volume of the Legion Constitution and the Charter that each applicant, in turn placed their hand upon to perform the oath of allegiance to the Legion. Dragon, lastly, swore each of the eleven present into the Legion. When at last the formalities were at an end, Dream Girl welcomed each new member again and took a step back to stand among her friends. She looked around her and smiled at them. It felt wonderful to be standing here, not only in the light of the sun, but in the light of a new day for the new Legion of Super Heroes.