Kal-El surveyed the wreckage around him, his ears filling with the din of battle and told himself that he was not a fool. There was no way he could have foreseen this or prevented it. None. He closed his eyes tightly and knew that he lied.

Martha Kent's fear filled voice began it.

"Jonathan! Clark!" she called from the small living room of the Kent home, "come quick! My Lord, it's terrible!"

" ... events remain confusing at this hour ... " the solemn anchorman on the ancient television screen reported. "But the battle seems to be centered on the famous Metropolis Daily Bugle building. Heroes have gathered to defend the city, perhaps even the earth itself, from the single unknown invader. Reports are coming in confirming the presence of Professor Reed Richards and his Fantastic Four(3), Metropolis own local hero, Steel, Stark Industries Iron Man(4), the mysterious, Batman, The Scarlet Spider(5), Princess Diana of Themyscira, AKA Wonder Woman, the Flash, and others. We take you now live to the scene. Jimmy?"

Kal-El did not need his eyes to tell him that the flame-haired, freckled young newscaster was frightened. His voice betrayed that despite his most valiant efforts.

"Thank you, Perry. Down town Metropolis is the scene of chaos and carnage today as ..."

" ... first view of the invader ... captured on film earlier today by tourist Mark Waid's(6) camera ... "

On screen, the busy thronging life of a Metropolis street, exploded with a great kaleidoscopic burst of harsh, bright purple light and people fell back in panic and astonishment. In eerie silence, the towering figure swept all before it like gnats swatted casually by some great determined hand.

Disjointed, in jerky fits and starts, the camera lost sight of the giant alien, as the frantic camera-wielding tourist found himself pulled along in the wake of the retreating mob. Like a salmon swimming upstream against the currents of a rushing river, the photographer fought the rising tide of coursing humanity. With a roar, the video camera's sound system burst into strident life just in time to catch the clarion call of a great, demanding voice that shook the steel and concrete canyons of the great city.

"Kal-El! To me, my Herald! Galactus commands!"

Galactus, the World Devourer, had arrived.

Kal-El's stomach clenched and his world shrank to a pinpoint centered on Galactus' vast, square pupiled eyes. He heard the voice of Jonathan Kent soothing his uneasy wife.

"It's all right honey. Look! There comes Steel, now. He'll take care of that character. You just watch."

The life he had briefly made for himself as Clark Kent fell away in small shattered pieces, leaving in their broken wake only Kal-El. Kal-El. Who was servant to Galactus. He backed away from the television, filled now with scenes of fighting and destruction. Calmly, he took off the discarded pair of Jonathan Kent's wirerimmed glasses he wore in an effort to look more common and placed them carefully on the mantle so as not to inadvertently damage them. Everything on this world was so ... fragile. He glanced at Martha and Jonathan Kent. And somethings were even more fragile than most.

"I have to go ... " he told his foster parents, softly.

For several moments the elderly couple watched him silently. It was Martha Kent's quick kiss on the cheek that broke the tension.

"You be careful now, Clark Kent, you hear me?" she demanded. She hurried into the safety and comfort of her kitchen, still warm and fragrant with the smell of baking bread. Jonathan Kent walked with his foster son out into the fields of growing corn. Neither of them spoke. The old farmer peeled back the shuck from an ear of corn and tested the firmness of the kernels beneath with a practiced touch. He gathered the juice of one burst kernel on a finger and tasted it and Kal-El waited.

"Not quite ready yet," he judged, "not sweet enough. Be around another week, I reckon." With care he replaced the shuck over the exposed cob and sighed. The sadness in his eyes was difficult for the alien youth to bear but the trust that also lived there would never leave him. Only living things did that.

"I guess you know what you have to do, boy. No need for this old man to tell you that." He squeezed Kal-El's shoulder. "Mind what your Ma said and be careful, now," he admonished in a voice he hoped was stern.

On his flight to the city of Metropolis, Kal-El discovered that he was not alone, after all. All the way there he carried the faith and love of Jonathan and Martha Kent with him.

He was never going to be alone again.

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

The battle, when Kal-El caught up to it, was not going well.

"Who the hell is that?" snarled Guy Gardner, the self-styled "one, true Green Lantern (accept no substitutes!).

"Help maybe?" ventured the hopeful voice of The Flash, panting with exertion, dodging around the giant aliens left leg..

"Naaah, prolly some wimp in a used spandex supersuit," Gardner sneered, pounding at his foe with a huge, green power-ring spawned hammer.

"Somehow ... I don't think so," opined Reed Richards, Mr. Fantastic, noting the speed with which the stranger was approaching. Using his malleable body, he stretched his torso, forming a shield to protect his wife, the Invisible Woman. Darting forth, his right hand snaked out and caught the falling Batman and set him gently down on the rooftop once again.

"This isn't getting us anywhere," observed the pliable scientific genius. "Brute force isn't going to work. We need a plan."

"Noooo kidding!" cracked the harassed voice of the youthful Scarlet Spider. "Tell ya what, buddy ... You grab his ankles and I'll jump up and down on his big toe!"

Galactus ignored them all.

It wasn't until the stranger stood hovering in the air, watching, hawk-eyed, that Galactus left off construction of the gigantic Machine with which he would drain Earth of it's energies. Turning to face his Herald, Galactus frowned. The assembled heroes fell back, murmuring expectantly. Reed Richards unobtrusively joined Steel in examining The Machine. Wonder Woman took the hot-headed Guy Gardner by the shoulder.

"Wait!" she hissed. Reluctantly, he took her sound advice.

"Hey, Wonder Babe, after we can this sucker, what say you and me ... " Perhaps fortunately for Guy Gardner, the rest was drowned out by the booming voice of their foe.

Pointing at the hovering figure, Galactus demanded, "Who are you? Say your name."

"I'm Kal-El."

"And who is Kal-El?"

Kal-El's face stilled itself into smooth lines, reflecting no expression at all, giving.no clue to his inner turmoil.

"Your ... Herald ... " he replied, after a moment's pause. If his hesitation concerned the World Devourer, he gave no sign of it even to Kal-El who was used to reading much into the silences and few words of his grim Master.

"And why do you live, Herald?"

"Be - because you saved me."

"Even so," Galactus barbed words struck deep. "You would do well to remember that."

"I have not forgotten," Kal-El defended himself. "I have searched, I - "

"And your search has been fruitful, loyal one. This planet is rich with energy; Galactus shall feast here. Well done, my Herald, well done. You have redeemed yourself in the eyes of Galactus."

"Why do I not like the sound of that?" muttered the Flash

"No!" Kal-El cried in a harsh voice. "Not here! I - these people have been kind - no ..."

"And what matters their kindness to me? I am Galactus. I am a law unto myself; none may judge me, Herald. Not even *you*" The hovering man faltered for a moment and then seemed to catch himself. His eyes closed in pain.

"Master, please ... we can leave this place ... " His voice gained strength and enthusiasm although his eyes told a differt tale. "Let me find you another world to satisfy your hunger. It's only one insignificant planet, after all. There are many others. I'll find you a better. Come away ... Together, we can ... Together ... " The voice was almost pleading now, but still there was pride in it. For a moment, if only a moment, the giant alien hesitated. He regarded his Herald silently, as if he were considering the possibility. Kal-El thought of his foster parents, Jonathan and Martha Kent and his heart clenched in fear and hope.

But, then, he saw the hunger, the *need*, sweep all else from those vast purple eyes and it sank like a stone. Despair gripped him with sharp talons as he heard Galactus reply.

"There is no need," said Galactus simply and turned back to constructing The Machine. Kal-El's hands knotted themselves into fists at his side.

"Forgive me ... " he whispered and flew at Galactus.

The Devourer of Worlds did not turn to face his attacking Herald. Steady and unhesitating, his massive hands continued their task of building the great energy siphoning Machine. Seemingly, it was only his voice that struck, ringing out over the din of battle as the assembled heroes once again engaged him. And like flies, Galactus swatted them away. But this time he did not neglect his Herald.

"You forget, Kal-El, the Power Cosmic is mine to give."

When Kal-El struck the impenetrable energy field protecting the World Devourer, it seemed to reached out for him and grip him. It flared and sparked and he writhed within it.

"And mine to take away," Galactus reminded him.

Kal-El screamed.

Dazed and burning with pain, he went tumbling from the sky once more, his Master's voice resounding in his ears.

"Hear me, my faithless Kal-El!" echoed the voice of the World Devourer, Galactus. "You have betrayed me."

"In your ear, buddy!" cracked the voice of the spider-powered youth who called himself the Scarlet Spider. The webbing he unleashed at the giant alien never reached it's target, but fell harmlessly to the rooftop of the Daily Bugle building that was their unlikely battlefield. The well placed repulsor blast aimed at his foe by the determined man in the gold and crimson armor was little more effective. Ironman fought well, if futilely. But he did serve well enough to distract Galactus from his errant Herald.

KL-El struck the ground hard and again it shook at his rough, unexpected embrace. His nerves were on fire and for a long moment he lay panting on the cool concrete of the city streets.

"Get back, people! Back! Maggie Sawyer, Metropolis Special Crimes Unit!" warned the voice of an armor clad woman, carrying a large gun in one waving hand. A policeman? Kal-El could not focus on her long enough to decide. She was not very much like the friendly Police Chief, George Parker of Smallville, Kansas, at any rate. When a young brown haired man, the flash bulbs of his camera popping like mad, ducked under the yellow tape cordoning off the Daily Bugle Building, Kal-Elsaw the woman confront him.

"Back behind the line, Parker!" she threatened.

"Aw, Maggie! Gimme a break! Your friendly neighborhood shutterbug Peter Parker's(7) gotta make a living for cryin' out loud! I've got tuition!" A silent wave of her arm sent the disappointed youth reluctantly scurrying behind the Police line.

"That goes for you, too, Lane! Same as your partner, Parker! Nice try, though!" Kal-El could hear a grudging smile in her commanding voice when Sawyer addressed the dark haired woman busy sliding noiselessly around her right side like a wraith.

"I'm deeply hurt, Maggie," smiled Lois Lane, sweetly. "My Pulitzer won't get me through, huh?"

"Not even those big blue eyes, sister," Maggie informed her with an equally bright smile. "You're cute... but not *that* cute." In a lower voice that did not carry to the rest of the frightened, noisy crowd, Maggie Sawyer whispered to the smaller woman. Had Kal-El's ears been any less keen, he might have missed it altogether.

"Lois, you know, I can't." She pointed to the battle raging atop the the Daily Bugle Building. "Christ, just *look* at that ... Be a friend, okay, and don't give me any trouble. I don't need it right now!" Sawyer's sharp eyes spotted a tall, shapely blond woman, microphone in hand, inch her way past the cordon, cameraman in tow like a tugboat caught in the wake of a sleek racing yacht.

"Bullock!" she shouted, "get your lard-butt up here and catch that idiot Grant before she gets herself killed, for God's sake! This is a battlefield, damnit," she cursed at the Society editor of WGBS News, "*not* a photo op! Get away from here! And take Vale with you while you're at it!" She gestured at the slight red-haired woman edging inconspicuously alongside Cat Grant.

Crap!" cried Vicki Vale, looking about for The Batman.

"Bullock!" Maggie called again, "get those people back! *Now*!"

The large man who obeyed her harassed order lumbered forward. Even through the haze of pain that gripped him like a vise, Kal-El could see the rough unkept shadow of a beard that dotted the slovenly man's face, the shaggy mop of greasy hair that sprang from his skull. And even before he saw it with his eyes, his nose brought him the odor of the cheap cigar gripped tightly between large, broad teeth. When he spoke, ash from the cigar fell onto the chest plate of his somehow rumpled, dull, and unpolished armor.

"I hear ya, Maggie, babe, don't get yer bikini in a knot," snarled Harvey Bullock, grinning at the prospect of action. "DeWolf!(8) Leech!(9) Front and center! Move it, move it!" Two female figures trotted forward and Kal-El groaned.

"Lois! I said get *back*!" demanded a furious Maggie Sawyer. Already half way across the street, the journalist didn't even pause.

"Maggie, he's hurt! He needs help! Call an ambulance or something!"

Maggie Sawyer was so intent on Lois Lane that she almost missed the dark shadow that lightly touched down behind the reporter, until one dark gauntleted hand reached out and grabbed the woman by the arm.

"Do as she says, Miss Lane," commanded the Batman and the feisty woman did not struggle when he thrust her gently but firmly to his back, in the direction of the Police barricade.

Watching the determined Sawyer drag back the equally determined Lane, Kal-El struggled to his feet. None of the SCU had hurt anyone it was true, but the crowd seemed to fall back before them and that was for the best. Beneath Kal-El's blazing form, the concrete of the street smoldered and melted, popping and hissing, throwing off dull red sparks of heat.

When he touched the bumper of an automobile to use as a lever, the chrome metal shrieked in protest, turning to slag in his hands. Without support, he collapsed back onto the street. Beneath him, the street shook under the onslaught of the battle far above.

Wailing, the crowd fell back, running, stumbling, desperate to avoid the large chucks of masonry and steel falling from the sky, dislodged by the ongoing fight atop the now battered home of the Daily Bugle. The huge stylized metal Bugle, world renowned symbol of the great Metropolitan newspaper, tottered and, with a scream of rending, protesting metal, plunged earthward.

A scarlet blur and a great howling wind that whistled and sang were the first signs of salvation to reach the horrified crowds scrambling below. Tornado force winds engulfed the falling concrete and masonry with pinpoint accuracy, diverting it from the helpless people. With a resounding crash the debris landed safely in a wide lot, it's only victims a good many parked cars. Forlornly, auto horns honked and wailed, their lonely cries lost in the rising cacophony.

"Warning!" threatened a stern, electronic voice, unheard above the din. "You are too close to the vehicle! Please step back!"

"I've got the rest of it Flash," said the calm voice of Iron Man. Repulsor rays lashed out and the remaining chucks of falling building joined their compeers in the devastated parking lot. Below, the crowd struck up a weak, nervous cheer.

"Yer working too hard, Shellhead," cracked the voice of Nick Fury(9). Deprived of his trade mark cigar, the Director of S.H.I.E.L.D(10). was headed for a nicotine fit sometime in the near future, but for the moment he concentrated on the palm held controls of his LexCorp flight boots. "Time to let my boys have some fun." Unconsciously, his gloved hand rose to adjust his eye patch. Nick Fury might have only one eye left, but he didn't miss much. He still saw clearer than most men with two.

"Castle(11), Grayson, Ryan, Wilson, Kyle, Rock(12)," he barked off the names of.his subordinates, "get down there and help those SCU people! On the double, you combat happy Joes!" With a pleased grin, he watched the men and women of S.H.I.E.L.D's crack Easy Company peel themselves out of formation one by one and head for the ground.

"Rock, you're in command dirtside; Grayson's you're second. And Castle? Wilson? Watch the body count you two maniacs! Any civilians bite it and I'll have yer butts for breakfast! And that's not a threat ... that's a promise."

"Roger that, Nick buddy. All right, you heard the man people! Let's go help the heroes, boys and girls."

Obeying Frank Rock's command, Dick Grayson, Selina Kyle, Red Ryan, Slade Wilson and Frank Castle joined the fray.

Selina Kyle swung herself in a tight circle, guided by the armored flight boots snugly encasing her feet. The agent of S.H.I.E.L.D barely avoided the still falling huge metal bugle from atop the constantly raging battle ground of the Bugle. She might, in fact, have struck it but for the quick reflexes and power of the man in the dark blood-red and purple costume. Hovering in the air, the Master of Magnetism, the most powerful mutant on earth, reached out and, with one elegant gesture, grabbed hold of the multiple tons of plunging metal. His blue-gray eyes danced with actinic fire and miniature lighting sparked between the fingers of his upraised hand. At his bidding, electrons shifted their orbits and the Earth's magnetic field, like a well trained hound, hurried to obey the will of it's Master. As lightly as a feather, almost weightless in the grip of primal forces, the gigantic metal advertisement lay itself obediently down atop the other debris in the now very crowded former parking lot.

"Magneto!(13)" cried Kyle, "I could kiss you! Kitty-Cat has just about used up all her nine lives. You're a lifesaver. Literally."

Even filtered and distorted by the electronic microphones of his helmet, the softly accented voice of Erik Magnus Lehnsherr, Magneto, was eloquent.

"You're quite welcome, Miss Kyle," he said, then doffed his helmet to reveal long silver hair. Encased in his protective bubble of magnetic force, he did not even feel the backwash of her passing when Selina Kyle waggled her gyrostabilizers at him in a saucy salute of gratitude. One sardonically arched silver eyebrow and a small smile told quite a tale, though.

"Yes, ladies and gentlemen!" crowed the excited voice of a garishly clad telenewsman. "You saw it here first! Live and in color! Magneto, mutant terrorist and his outlaw X-Men(14), fighting on the side of the angels! Or are they? Stay tuned for Summer Gleeson's 'Gotham Insider' Special Report: 'Magneto: Threat Or Menace?' This is Jack Ryder signing off, live and on the scene! Bringing you the news as it happens!"

Cautiously, The Batman approached the burning figure. The heat was still considerable, washing off the figure in stifling waves. But the odd clothes the stranger wore did not seem to be ablaze, so perhaps it was no ordinary fire that engulfed the unknown man kneeling before him. With deft, quick hands the dark clad figure removed his heat resistant cape and threw it over the other man. For long moments it smoldered, acrid smoke rising off the asbestos-laced cloth. But, eventually, the fires were smothered beneath the capes weight and The Batman drew closer.

"Can you understand me?"

" ... Galactus ... stop him ..." the stranger gasped.

The Batman put out a swift hand to steady the other.

"We're trying," he answered. "Can you help us? What do you know of him? How can we fight him?"

The urgency in the Dark Knight's voice spurred the other man and he tried to rise. As he watched the small struggle, a thousand unanswered questions blossomed in The Batman's mind. Who was this man? *Was* he a man, for that matter? Recalling the speed of his approach to the battle, The Batman prudently decided not. But whatever he was ... how could he be of use to the embattled heroes? Even as he watched the stranger seemed to catch his breath.

"Keep fighting him," he said. He shook his dark tressed head as if to clear it. Pain lived in the depths of his blue eyes, but he ignored it. He lay hands on The Batman's shoulders and even through the kevlar and leather of his costume, the Dark Knight could feel the vast strength there.

"You've got to keep distracting him," Kal-El pleaded. "But you can't defeat him with force ... " Stepping back, out of range of those hands, The Batman's eyes narrowed beneath his cowl.

"Why is he here?" he demanded. "What does he want?"

"He ... hungers," whispered Kal-El. "I think he's very close to dying of what you would call starvation and that's my fault ..." For an instant he looked so very lost that The Batman frowned. Then the other man seemed to gather himself with an effort and continued.

"Galactus feeds on energy much the same way you feed on lesser life forms. He consumes the energy of planets to survive. And he's here to dine on your world." It took The Batman a moment to absorb that. But only a moment.

"How can we stop him?"

Kal-El drew a deep breath. It was betrayal and he knew it. There would be no turning back after this.

"Aboard Galactus vessel there is a device that could stop him. A terrible weapon. If we had that ... "

The Batman, who did not miss that inclusive "we", regarded the other closely. "Can you get this weapon?" he wanted to know. Kal-El shook his head and the dark curl on his forehead bounced and danced as if in ironic merriment.

"No," he replied, "I can't." He glanced up at the top of the Daily Bugle Building where the futile battle still raged. "Your friends will need my help to keep Galactus distracted. I can't go." He looked back at his dark clad companion. "But *you* can."

The Batman froze. Trust was a difficult thing for him. It did not come to him naturally. As a child, his trust in the world had been brutally violated by that world and the people in it. Six year old Bruce Wayne trusted the world to be safe; to be an orderly place that made sense, that he could understand.

And the world left him frightened and grieving, kneeling in an alley in a slowly spreading pool of his parents blood.

No, trust was not an easy thing for him at all.

And yet ...

And yet ...

This Kal-El was trusting him, was he not? Trusting a total stranger with "a terrible weapon" ... Trusting The Batman to succeed. Where had he come by such a precious thing as this trust? Surely not at Galactus side. Then where? Was it some innate part of Kal-El that not even Galactus could crush?

And did he have a choice but to trust the young alien? God knew what sort of trap it could be. And God help them all if he were wrong.

"How?" he asked quickly. "How can I get this weapon?" Kal-El's face flooded with relief.

"I can send you to Galactus ship. The thing you seek lies at the very heart of the vessel. The way is fraught with many perils. Once you have it, the weapon itself will bring you back. Please, there isn't much time." Steeling himself, the hero of Gotham stepped forward and gave himself into Kal-El's waiting, trusting hands.

With the last vestiges of the Power Cosmic left to him, Kal-El sent The Batman on his desperate journey. The crowd murmured and retreated a bit at the blinding flash of pure white light that engulfed the Dark Knight and sent him on his way.

"Parker!" shouted Lois Lane, "you got that, right? Tell me you got that!"

"Nobody move!" growled Frank Castle, pointing his LexCorps M-18 laser rifle at Kal-El.

A stunned Dick Grayson's lips moved, whispering what might have been a name, but the only one close enough to hear him was Selina Kyle.

"My God, Dick," cried the former cat-burgler turned S.H.I.E.L.D. agent, "what happened? What did he do to Br - "

"Castle! Stand down!" Dick Grayson's voice lashed out and the former Marine in Frank Castle responded. Reluctantly in the face of an enemy, he lowered his gun and glared in frustrated fury at the younger Grayson.

Selina Kyle lay her hand on her adopted son's shoulder in comfort. She and Bruce Wayne might be divorced, but she had never lost her love for the man nor for their son, despite all that lay between she and her ex-husband. Through the heavy padding of his uniform and the flack jacket covering his chest and back Selina felt Dick Grayson tremble for the safety of the man who was the only father he could remember.

"Rao protect you," whispered Kal-El to the disappearing form of The Batman, remembering his father's last words.

Stripped entirely, now, of the Power Cosmic, possessed only of the natural gifts granted him under the influence of the Earth's kindly yellow sun, Kal-El flew toward the battle and confrontation with his former Master,

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

In the blink of an eye, he was simply someplace else. He braced himself for dizziness and disorientation that did not come. In fact, he felt, somehow, better than normal. The finely tuned instrument that was his body seemed to have acquired new vistas of energy and resource. Suddenly, the answer to a rather irritating puzzle encountered recently on a case sprang full blown into his mind and he smiled. The Riddler was in for quite a surprise when this was done here and The Batman once again had time to devote to his capture.

The featureless metal corridor seemed to stretch endlessly before him for literal miles. Most probably, in fact, did so.

"'The journey of a thousand miles,' says Lao-Tse," he told himself firmly, "'begins with but a single step'."

With determination, he took that first step.

Slowly, he increased his speed until he was trotting at a steady ground eating pace that he could maintain for hours, to his certain knowledge. Briefly, he hoped that wouldn't be necessary. Time. There was no time. He increased his pace a bit. When he came to the branch in the corridor he took the right fork almost without thinking. It was only several seconds after his instinctive decision that he caught his first full view of the three dimensional map of the huge vessel he had breached that lived within his mind now, guiding him on his quest. He smiled and offered up a quick prayer of thanksgiving to the absent Kal-El.

Rounding another turn in the endless corridor, his mind was suddenly shrieking caution at him. The way before him was as featureless and inoffensive as any other stretch of this endless place. But beneath his boots he could feel the slight tremble of the metal deck; the sharp tang of the air in his nostrils brought him the feel of great power like ants crawling over his skin. Crouching, drawing deep, even, sustaining breaths, he placed his hand on the deck and felt the faint traces of the power surging there even more clearly.

Withdrawing a small glass marble from his utility belt, he lobbed it in the direction in which his internal map guided him. Hastily, he covered his body with his cape to shield himself from the brilliant flare of light from directly ahead.

Apparently, the way before him was well guarded as he'd been warned.

Practiced hands removed the retractable batarang from his utility belt. In the harsh luminescence of the huge corridor, the tiny, soft blue light at it's center winked dully. Explosive charge activated, The Batman's weapon of choice waited patiently. The strike would have to be timed just so. Slowly, he began the mental countdown. He drew back, released it, and fell lithely to the floor, making as small a target of himself as possible, and covered himself once more with the kevlar-laced protection of his massive cape.

His ears rang for several moments with the batarang's explosive force, but another quick, careful marble tossed, unharmed, down the corridor told him the way was clear now.

Smiling, step by cautious step, The Batman continued his journey of, what he hoped, would be considerably less than a thousand miles.

End, Part Two!

Part 3