Inside the Kryptonian warship, the atmosphere crackled with barely contained hostility. General Zod and his surviving followers studied Ben with the calculating gaze of apex predators suddenly confronted with an unknown variable.
As genetically programmed warriors, fear had been systematically edited out of their psychological makeup, but Ben's casual infiltration of their most advanced ship still triggered deeply buried survival instincts.
Faora's reflexes responded first, her combat armor flowing like liquid metal as it shifted into full battle configuration. The biomechanical systems integrated seamlessly with her physiology, transforming her from imposing warrior into something resembling a technological goddess of war.
Unlike Tony Stark's bulky mechanical suits, Kryptonian armor achieved perfect fusion between organic and artificial systems, creating protection that was both impossibly durable and elegantly streamlined.
Her helmet materialized around her head with a soft hiss of pressurizing atmosphere, the transparent aluminum faceplate providing environmental protection while maintaining complete visual clarity.
Fighting aboard a spacecraft presented unique challenges, even Kryptonians couldn't survive prolonged exposure to hard vacuum without technological assistance, and structural damage to their vessel could prove catastrophic for everyone involved.
But the combat suits solved those problems with characteristic Kryptonian efficiency. The advanced materials could withstand direct immersion in stellar cores, while the integrated life support systems provided indefinite operation in any conceivable environment.
"He has complete control of our ship's systems," the mission specialist whispered to Zod, his scholarly features tight with barely controlled panic. The casual ease with which Upgrade had overwhelmed their most sophisticated technology suggested capabilities that transcended conventional understanding of physics and engineering.
Before Zod could respond, the airlock cycled open with mechanical precision, admitting a figure that made every Kryptonian in the chamber freeze with recognition and confusion.
Clark entered with unconscious grace, his movements carrying the fluid confidence that marked him as unmistakably superhuman. The ceremonial robes of the House of El draped his powerful frame like royal regalia, the distinctive family crest blazing crimson across his chest in a declaration of heritage that couldn't be ignored or misinterpreted.
The visual impact was so surreal that even battle-hardened warriors found themselves momentarily speechless. Here was their long-sought prize, walking voluntarily into their stronghold while wearing the formal dress of Kryptonian nobility.
"You must be General Zod," Clark said simply, his voice carrying no trace of fear or aggression. Jor-El's historical projections had provided detailed imagery of the man who'd once been his father's closest friend and greatest betrayer.
Facing the person responsible for Jor-El's death, Clark discovered that rage didn't burn in his chest as expected. Instead, he felt something closer to pity. Both men had wanted to save their dying world, they'd simply chosen incompatible methods for achieving that goal.
Zod's reaction was immediate and electric. The symbol of the House of El sent adrenaline surging through his enhanced physiology, decades of desperate searching suddenly vindicated by this impossible moment.
"I was just coming to find you!" Zod exclaimed, his joy genuine and overwhelming. The formal Kryptonian attire suggested that Kal-El understood and embraced his heritage rather than rejecting it. Perhaps Jor-El's son retained enough genetic memory to appreciate the honor of his bloodline.
Zod's tactical mind was already racing through revised operational parameters. His original plan had involved capture and coercion, but voluntary cooperation would be infinitely preferable. Even better, Kal-El possessed the natural-born flexibility that genetic programming had denied the rest of them. Where Zod could only be a general and warrior, this young man might become something greater, a true leader capable of guiding New Krypton beyond mere survival toward genuine greatness.
"I've been searching for you for years, Kal-El," Zod continued, his voice thick with emotion. "Seeing you here, wearing the symbols of our people, it means we can finally reunite the scattered children of Krypton and restore our civilization to its rightful place among the stars. You may not know who I am, I am Zod…."
"I know who you are," Clark interrupted gently.
Zod's expression flickered with confusion, thinking that Jor-El manage to do some trick to reveal the full history of Krypton's final days, meaning Kal-El knew about the coup attempt, the executions, and ultimately Jor-El's death at his own hands. But the young man's calm demeanor suggested forgiveness rather than condemnation.
"Your father and I were the closest of friends," Zod said carefully, "but unfortunately we couldn't agree on how to save our world. That failure doomed Krypton and everyone we loved." His voice hardened with conviction. "But we've been proven right by history itself. Only we survivors can rebuild what was lost."
Zod clenched his gauntleted fists, feeling the weight of destiny pressing down on his shoulders like a physical force. "We need your help, Kal-El. The Codex your father stole represents Krypton's last hope for survival. Together, we can restore our civilization on the planet that sheltered you. This is our sacred mission!"
Clark felt the pull of those words, the desperate longing for belonging that had haunted his entire life. After decades of isolation, the prospect of genuine kinship with beings who shared his nature was almost irresistibly appealing.
But the critical question couldn't be avoided.
"What happens to Earth?" Clark asked quietly. "What happens to humanity?"
Zod's face lit up with the fervor of someone explaining an elegant solution to a complex problem. "Your parents placed the Codex aboard the ship that brought you to Earth specifically to preserve Krypton's genetic heritage. With it, we can resurrect our entire species!" His eyes blazed with messianic conviction. "By reshaping Earth's atmospheric composition, gravitational field, and stellar radiation exposure, we'll create a perfect replica of our homeworld. Krypton will rise again!"
Clark's heart sank as the implications crystallized. Zod's plan wasn't just flawed, it was horrifically shortsighted. First, terraforming Earth to match Kryptonian requirements would exterminate every native life form on the planet. The atmospheric changes alone would poison the biosphere, while the gravitational alterations would crush anything not genetically adapted to Krypton's harsh environment.
Second, even if the plan succeeded perfectly, they'd simply recreate the same doomed civilization that had already destroyed itself once. The new generation of Kryptonians would remain trapped by genetic programming, eventually exhausting Earth's resources and facing the same existential crisis that had claimed their original world.
"Humans can't survive in Krypton's environment," Clark pointed out, trying to keep his voice level despite growing horror. He'd experienced Krypton's atmospheric composition aboard this very ship, without Ben's technological assistance, the toxic gases would have rendered him unconscious within minutes.
"Human? Why should we concern ourselves with inferior species?" Zod replied dismissively, his tone suggesting genuine confusion about Clark's question. "When our ancestors explored the galaxy, Earth's dominant life forms were primitive mammals barely capable of tool use."
The casual dehumanization hit Clark like a physical blow. In Zod's worldview, six billion human lives were simply obstacles to be removed, no more significant than clearing vegetation before construction.
"I understand your attachment to the creatures that raised you," Zod continued with what he clearly believed was generous compassion. "After we eliminate them, we can establish an annual commemoration day. Perhaps prepare roasted fowl in their memory, thanking them for their contribution to Krypton's restoration."
Ben's liquid form rippled with what might have been electronic laughter. "Thanksgiving dinner for the extinct natives? How wonderfully traditional," he commented, flowing closer to Clark's ear. "I'm sure they'd love this approach in America; it's got precedent."
"Ben!" Clark hissed, though he couldn't deny the uncomfortable parallel his friend had identified.
Zod's attention finally focused on the shapeshifting entity with barely contained irritation. "I'm conducting a private conversation with my kinsman. What exactly are you supposed to be?"
The general's enhanced senses had been analyzing Ben throughout their discussion, but his readings defied classification. Nothing in Krypton's extensive xenobiological databases matched this creature's capabilities or composition. The possibility that their scout ship's systems had malfunctioned concerned him, if he could capture and study this organism, he might prevent similar infiltrations in the future.
"Just a passing member from the Plumbers," Ben replied cheerfully.
"Regardless of your origins, you're our prisoner now," Zod declared with absolute authority. "Release control of our ship immediately and provide navigation to Earth!"
"I think you're getting ahead of yourself, General," Ben said with genuine disappointment. "You claim to want Krypton's salvation, but you're just planning to repeat the same mistakes on a larger scale. Even if you successfully terraform Earth, what then? You'll exhaust its resources within generations and need to start the process again on another world."
"What then?" Ben asked with contempt.
"Looking across the galaxy, countless worlds await terraforming!" Zod declared with renewed passion. "When Earth's resources are depleted, we'll simply move to the next suitable planet. Krypton's children will spread across the stars like our ancestors always intended!"
"You're talking about eternal colonization," Clark breathed, horror finally overwhelming his diplomatic restraint. "Turning Kryptonians into space locusts, consuming one world after another."
Zod's expression confirmed that this was exactly his vision, a nomadic empire that would devour civilizations across the galaxy in service of Kryptonian survival and expansion.
"Unfortunately, we seem to have irreconcilable differences," Zod observed, noting Clark's revulsion with tactical satisfaction. He'd hoped for willing cooperation, but resistance would serve his purposes just as well.
As a genetically programmed warrior, conflict was his natural element. Fighting inferior species for Kryptonian supremacy represented the fulfillment of his deepest biological imperatives. In many ways, he preferred the clarity of conquest to the messy complications of diplomacy.
Zod drew a crystalline blade from his armor's integrated weapons system, the edge crackling with contained energy. "Kal-El, order this creature to return our ship's controls. If you interfere with our mission, even if you're my friend's son, I will destroy you without hesitation."
"Looks like we're past the talking stage," Ben observed mildly, his form already beginning to shift and solidify.
He'd genuinely hoped to reach some accommodation with Zod's forces. The general was undeniably competent within his limitations, and his soldiers represented the finest military tradition of an advanced civilization. Under different circumstances, they might have become valuable allies in space conflicts.
But Zod's arrogance and genetic inflexibility made cooperation impossible. If the Kryptonian insisted on learning through violence rather than wisdom, Ben was perfectly willing to provide that education.
"Time for a practical demonstration," Ben concluded.
Zod's tactical instincts triggered the assault without conscious thought. His warriors had been waiting for exactly this moment, their enhanced reflexes launching them forward like guided missiles. Faora's powered strike carried enough kinetic energy to level a city block, while her male counterpart targeted Clark with similar devastating force.
The green flash of Ben's transformation filled the chamber with emerald radiance as Upgrade melted away, replaced by his perfected Kryptonian physiology. Where Ben had been a flowing liquid creature, Solarion now stood in humanoid magnificence, every inch the equal of Krypton's legendary heroes.
Faora's armored fist met Ben's casually raised palm with a thunderclap that shook the entire vessel. But instead of the devastating impact she'd expected, her attack simply... stopped. Her enhanced strength, amplified by advanced technology, couldn't move Ben's hand a single millimeter.
"Impossible," she whispered, staring at her trembling gauntlet in disbelief. The armor's power readings were beyond maximum operational parameters, yet this unarmored being had stopped her effortlessly.
The combat equations simply didn't balance. Her suit could propel her across kilometers in a single bound, punch through asteroid cores, and withstand direct stellar radiation. How could bare flesh neutralize such overwhelming force?
On the other side of the chamber, Clark's situation had briefly looked more challenging. The massive Kryptonian warrior's opening strike had actually forced him back several steps, his boots carving furrows in the deck plating before he managed to arrest his momentum.
But as Clark found his footing and began applying the techniques Ben had taught him, the tide reversed with dramatic finality. Enhanced by solar radiation and guided by awakening genetic memories, his counterattack sent his opponent crashing through the ship's reinforced bulkhead in an explosion of sparks and twisted metal.
"What are you?" Zod demanded, his analytical mind struggling to process the sensor readings flooding his helmet display.
"He's Kryptonian," the mission specialist announced from his monitoring station, his voice tight with confusion and awe. "The ship's biological scanners confirm it, but his genetic template is even more advanced than Kal-El's."
"Impossible!" Zod snarled, his worldview cracking under the weight of incomprehensible data. "There are no other survivors! We accounted for every ship, every outpost, every possible refuge!"
"I already told you," Ben replied with patient humor, catching Faora's wrist mid-strike and using her momentum to hurl her directly at her commanding officer. "I'm with the Plumbers. Though you can call me Solarion if you prefer."
The impact between Faora and Zod carried enough force to smash through the ship's reinforced viewport, sending both Kryptonians tumbling into the void. Their armor's emergency systems activated automatically, but being ejected into hard vacuum was still a disorienting experience even for enhanced beings.
Zod managed to separate himself from Faora's flailing form, his combat instincts screaming for immediate retaliation. But as he oriented himself toward the ship, he found himself staring directly into Solarion's blazing eyes.
The heat vision that erupted from Ben's gaze could have melted through planetary cores. At point-blank range, the concentrated thermal energy was devastating enough to reshape the local stellar geography, a distant planetoid simply ceased to exist, sliced into geometric segments by the precisely controlled beam.
Zod's armor absorbed what punishment it could before failing catastrophically. The general found himself floating motionless in space, systems critical, consciousness fading, his enhanced physiology the only thing keeping him alive.
As darkness claimed him, one final thought echoed through his dimming awareness: Encountered Ben by chance, and despite every advantage... utterly outmatched.
The irony would have amused him if he'd been conscious to appreciate it. For the first time in his military career, General Zod had found an opponent who made him feel like the inferior species.