DISCLAIMER: Liz, Max, Michael, Maria, Isabel, and Kyle belong to Jason Katmis and UPN. Clark Kent, Green Lantern, and all related characters belong to the WB and DC Comics. Superman was created by Jerry Siegel and Joe Schuster. I don’t own them.

CATEGORY: Max/Liz, and Clark/Chloe.

RATING: PG-13

SPOILERS: Takes place immediately after ‘Ch-ch-changes’.

Separated by a geyser of pure green energy, the two sides of the conflict could only watch in awe.

“What is going on?” Michael muttered.

Slowly, in the centre of the energy, a human figure appeared. It was Kyle, his body pulsating with energy. Slowly, a wave of green electricity flowed over his clothes. Altering them. Changing them into a green-and-black bodysuit. His boots changed from brown to black, and green gloves materialized on his hands. In the centre of his chest, a symbol appeared. The same symbol as on the ring.

Then, as quickly as it appeared, the energy vanished, flowing back into Kyle’s ring. He hung there in the air for a minute, before floating towards the ground like a feather.

“Kyle?” Liz asked in surprise.

Kyle looked at himself wide-eyed.

“Oh man!” he muttered. “What the heck happened to my clothes? My jacket…my car keys were in that thing!”

He turned to Max.

“Stop staring Evans!” he asked. “You’re making me nervous.”

“Let me guess?” Clark said, walking up to him. “Kyle Valenti?”

Kyle nodded.

“And you are?”

The skins, however, could only watch in awe at the newcomer.

“It can’t be?” one of them said. “A…Green Lantern?”

Clark looked at Kyle, curiously.

“Green Lantern?” he asked.

“Search me,” Kyle responded. “I’m sort of confused myself.”

Just then, K’Var used his power to fill the hole back in. He walked slowly across, towards Kyle.

“The ring?” he asked in shock. “A HUMAN has it?!?”

Kyle spun around.

“Let me guess…K’Var?” he asked, then waved his fingers in the air. “Looking for this?”

K’Var gritted his teeth in rage, and rushed towards him.

“Give it to me, you…!”

Kyle put his hands in front of himself defensively, trying to protect himself. But the instinctive reaction had an unexpected affect. Green energy suddenly poured out of the ring, transforming into the shape of a giant hand. That hand grabbed K’Var before he could reach Kyle, and lifted him up into the air.

“WOAH!” Kyle exclaimed. “Did…did I…?”

From the car, Chloe and Maria watched with surprise. While Michael’s jaw dropped.

“You didn’t tell me he could do THAT!” Clark whispered to Max.

“He can’t,” Max replied.

As an experiment, Kyle swung his hand back and forth. As he did that, the giant green fist that held K’Var imitated his movements. He swung it forward, a if throwing a baseball. The hand then threw K’Var into his army, making them fall over like bowling pins.

The hand then disintegrated, its energy dissipating.

“So that’s why he wanted it so badly,” Liz said aloud. “That ring is some kind of energy manipulator.”

“Meaning?” Michael asked.

“It’s like your powers, only more advanced,” she hypothesized. “A lot more advanced.”

Slowly, a smile appeared on Kyle’s face. It started as a smirk, but then widened so that he was grinning ear to ear.

“Oh my Buddha!” he exclaimed.

K’Var picked himself off the ground, pulling another weapon out of his pocket. This wasn’t a normal gun, though. It was triangle-shaped. Some type of alien weapon.

“That’s it!” he yelled, and fired.

Kyle was ready for him, though. With a single motion, a green metallic barrier appeared in front of them. The fire from the weapon didn’t even scratch the surface.

“Nice try!” Kyle replied, and shot a beam of energy from the ring. It hit the weapon, which then evaporated.

“WHOOOO!!!!” Kyle cheered. “I LOVE this thing!”

‘Do not congratulate yourselves yet!’ a voice called out.

Langly searched around, confused.

“It can’t be?” he asked. “J’Onn?”

“Ha!” Pierce spat, stepping up to the pile of green slime on the ground. “Nice try, freak. I killed that worthless alien…”

His words were cut short, as a strong fist suddenly grasped his throat. It was the slime. It had formed itself into a large arm.

‘I had better inform you of something, Pierce!’ the voice called out in his head. ‘Shapeshifters are very, very difficult to kill!’

With that, the entire puddle began to reform. Legs, arms, a torso, a head… Now, standing there, holding Pierce in the air, was J’Onn J’onzz…alive and well.

He slammed Pierce into the ground, then turned to face the others.

“NOW!” he screamed, turning back to face their enemies. Beams of red energy exploded from his eyes, hitting several skins in one blast.

“You’re alive?” Michael asked. “How?”

“As I told Pierce,” J’Onn explained. “Shapeshifters are hard to kill. I have complete control over my body mass. Once the flame was gone, I was free to reform myself.”

As if on cue, one of the skins generated a shot of flame towards him. Kyle, seeing this, leapt to his aid.

Using the ring, he created a metal containment chamber around them. On the door was a sign marked ‘do not disturb’. A second later, a green fire extinguisher materialized in mid-air, and put out the fire.

Once they were safe, Kyle turned to J’Onn.

“Ok, obviously we’re on the same side, right?” he asked him. “I get that. But who are you?”

“My name is J’Onn J’Onzz!” the Martian informed him. “You knew me once, as Milton Ross.”

“Wha?” Kyle exclaimed in surprise. “The creepy UFO guy was an alien himself?”

“Listen, we do not have much time Kyle!” J’Onn warned him. “There is an atomic weapon in Roswell. You must stop it.”

“I’d never get there in time!” he argued.

J’Onn just stared at him. Kyle knew why.

“This ring?” he asked. “I’m not even sure how it works yet.”

“Liz was right,” J’Onn told him. “It is an energy manipulator, but that is only one part of its capabilities. It is capable of creating or causing anything the wearer can imagine. Weapons, protection, vehicles. It can heal, enhance your own body, translate languages, and manipulate other objects. If you will it, it will even allow you to fly faster than the fastest ship.”

Kyle looked at the ring.

“Fly, huh?” he asked. “So, all I have to do is think of it, right?”

“Correct!” J’Onn replied, but then was caught off-balance as the room around them started to crumble.

“HEY!” Kyle yelled. “What’s going on?”

“Your ring only has two limitations!” J’Onn hollered over the commotion. “Your imagination and your willpower. If you stop concentrating on a construct, it will lose cohesion. It’s possible to make a permanent one, but it requires more concentration.”

“Got it!” Kyle exclaimed.

Green energy expanded around him, covering him in a protective force field. He flew into the air like before, but this time he was in control. The power wasn’t controlling him…he was controlling it.

“Eat this!” he yelled at his attackers.

Shock waves erupted from him, throwing everyone off balance. Kyle, his arms at his sides, shot like a missile across the desert…headed straight towards Roswell.

He only hoped he wasn’t too late.

*****

It was over, Tess knew it. Whether K’Var won or Max won, she had lost. She didn’t recover the ring, and K’Var would kill her for failing. Max and the others still wanted vengeance for Alex Whitman, so even if they defeated K’Var, they’d turn on her next.

The only thing to do was run. And so she did, across the desert as fast as she could. Though her departure didn’t go unnoticed.

“Tess!” Max growled, and took off after her.

Liz herself noticed her boyfriend taking off, and desperately called after him.

“MAX!” she warned. “Don’t…she’s too dangerous!”

He didn’t hear her of course, so there was only one thing Liz could do.

She went after them.

*****

“Max?!” Michael called after them. “Liz?! Oh, great! Just great!”

He then ducked a punch by one of the skins, using his power to push them back.

Isabel just ignored him, instead deciding to focus on the locked car a few feet away.

“They’re in the line of fire, Michael!” she told him. “Somebody get them out of there!”

Without any hesitation, Clark quickly sped over and pulled the car door off his hinges with his bare hands.

“Ahhh!” Maria screamed. “Mom is so gonna kill me!”

Just then, a energy blast ricocheted off of Clark’s back.

“Unless they do it first!” Chloe added.

Clark didn’t say anything. Instead, he sped over to their attackers at super speed, knocking them out before they even had time to react.

“Michael, who is this guy?” Isabel whispered, once the skins they were fighting went to help against the ‘unbeatable foe’.

“He calls himself Clark, but his real name’s Kal-El,” he informed her. “Comes from a planet Krypton, that we were an ally of in our previous lives. His dad knew us personally. Something about Earth’s sun makes him strong.”

“And fast?” she asked.

“Yeah,” he replied. “Really, really fast!”

Chloe and Maria ran over to them quickly. Michael swung his arms around Maria protectively, as some vans drove up out of nowhere. At least a dozen more skins, including Nikolas, piled out of them and advanced forward.

“Oh no!” Clark said, stopping cold.

“There’s too many of them…even for Clark!” Michael commented.

J’Onn J’Onzz then materialized right above them, floating in mid-air like some bizarre-looking angel.

“Kyle has gone to stop the bomb!” he told them. “We must keep them busy. Too busy to activate it manually.”

Clark turned towards Langley.

“Watch them!” he commanded.

Langley’s eyes narrowed, as he stared at Clark with surprise.

“Just who do you think you are?” he asked.

Clark grabbed him by the shoulder.

“Watch them…please!” he corrected himself.

With that, he rushed towards the advancing forces a super speed, while Michael and Isabel used their powers from a distance.

*****

The feeling was just incredible. He was flying. Kyle Valenti…mechanic and high school student…practically the only normal person in their entire entourage…was FLYING!

It felt like he was in a jet, only there was no jet. No engine, so seats…just him. Exhaust fumes were replaced by a streak of emerald energy coming from him…the same kind that surrounded him like a shield. He didn’t even have to ‘learn’ how to fly. It came completely naturally.

It must have been the ring itself. Some kind of autopilot maybe?

What else could it do?

Suddenly, up ahead, he saw the town in the distance. Roswell. Even from here he could see small fires begin to spread. It wasn’t enough for the skins just to nuke the place. No, they had to terrorize the people there first.

That thought just made Kyle even madder. He prepared himself to go even faster, but then stopped short.

“What am I doing?!” he asked out loud.

Immediately, Kyle stopped. He floated there in mid-air, a worried look on his face.

If he rushed into town, he was pretty sure he could stop them. But not without a few dozen people seeing him do it. Seeing his face. Seeing what he could do with the ring. He’d end up just like Max and the others…hunted because of his power.

“I need a plan!” he told himself. “I can’t just go charging in there like Zorro and…”

Then he had an idea. Quickly, he created a mirror in his left hand. Then caused a surge of energy to appear over his eyes. The energy solidified, transforming into a ‘domino’ mask that covered his eyes and the bridge of his nose. As long as he was wearing it, no one would know that it was him.

“Perfect!” he said with a grin.

Then, after causing the mirror to disappear, he sped back towards Roswell.

*****

“HELLLP!” the woman screamed, trying desperately to flee her pursuer. “Somebody please help me!”

Some sort of gang started to pillage the town. They must have been on steroids, because they were strong.

Really, really strong.

To her surprise, she found herself at a dead-end. The alleyway just stopped dead. Desperately, she turned back around…only to find the man she was running from had caught up.

How did he get there so fast?

“Please,” she cried. “Take anything you want. Just don’t hurt me.”

She searched his face for some sign, but found none. Just a blank expression. No anger, or amusement, or even malice. Just a blank, cold look.

“Please…” she whispered one last time, closing her eyes.

“She said please!” a voice called out from above. The girl looked up just in time to see Kyle swoop down into the alley.

His ring generated a pile-driving hammer, which then flung itself at the skin, knocking him unconscious. Another blast from the ring shackled him to the nearest wall.

“That wasn’t so hard!” Kyle said, congratulating himself. “You okay, miss…”

However, before he could finish his sentence, the girl flung herself at him, wrapping her arms around him. She impulsively kissed him on the lips, much to Kyle’s surprise.

“Wow!” he whispered once she broke off the kiss.

“You…you saved my life,” she said with a smile. “Thank you!”

Kyle blushed.

“Hey, it’s what I do,” he responded. “How many of these guys are there?”

“I don’t know…twenty I guess?” she informed him. “They first showed up at the Crashdown Café. I think they had something to do with the museum burning down.”

Kyle smiled.

“Then that’s where I’m headed!” he concluded. “Thank you, miss…?”

“Carol!” she answered. “And you are?”

“My name’s K-…” he started to say, but quickly stopped himself. “My name’s Green Lantern!”

And with that, Green Lantern flew back into the air, generating several buckets of water to douse the fires that had been set.

Green Lantern?

Kyle smiled. He liked the sound of that.

*****

Max paused at the entrance to the cave. He had seen Tess duck inside in a desperate attempt to escape. All he had to do is follow her. Then he’d…

He’d what? Fight her, of course. But what would he do then? Hand her over to the police? He couldn’t do that without explaining what she was…what the rest of them were? Could he kill her? Max had always believed that there was another way, but his options were rather limited. She was a murderer, so he couldn’t let her go free.

Then a thought came to him. What about their son? What had she done with him?

Could she have killed him? After what she did to Alex, it was obvious murder wasn’t something she was afraid of doing. But her own child?

That thought enraged Max. One way or another, it would end tonight.

Without another thought, he entered the cave.

*****

Back near the ruins of the pod chamber, the others continued to fight. As Cal Langley stood back, protecting Chloe and Maria, the others fought on. Michael, Isabel, and J’Onn all used their powers from a distance while Clark, being impervious to harm, made a full frontal assault. Using his super speed to get in close to the skins, and super strength to knock them down.

However, as fast as he was, he just wasn’t fast enough. There were just too many of them, more arriving every minute. Even with the others helping, they would soon outnumber them greatly.

“Where did Kyle run off to?” Isabel asked. “The guy finds an ‘ultimate weapon’ and then abandons us?”

“Hey, like you were any help?” Michael spat. “Next time pay closer attention and maybe you won’t get kidnapped!”

Isabel stole a cold look at him. Then she froze as she caught something out of the corner of her eye.

A few feet away, one of the agents from the special unit was pointing a gun in their general direction.

“MICHAEL!” she screamed.

Michael Gurin turned just in time to see a shot fired at him. To his surprise, it missed.

He was about to strike out with his powers when he heard something hit the ground behind him. He and Isabel spun around to see that a skin had tried to sneak up on them. The agent had just saved their lives.

“What is going on?” Michael asked, turning back towards the agent, who was now no longer alone.

At least a dozen FBI agents were now advancing towards them, each armed with a gun. They started to shoot at the skins from all directions.

“Aim for the ones with the blank stares!” the leader commanded.

Maria just stared at them wide-eyed.

“Since when are they on OUR side?” she asked.

Chloe just smiled and stole a look at Clark. Something made her think he had something to do with it.

“That’s a good question!” Clark responded, rushing towards the head agent’s aid. “Why the change of heart?”

The man turned to him.

“I thought about what you said, kid!” he replied. “Pierce has a few dozen aliens acting like a ‘secret police’, but a small group of kids are the ones we’re supposed to hunt down? That doesn’t sound right. We all joined the special unit to protect this planet from the threat of aliens. It’s pretty obvious which one of you is most threatening. What’s your name anyway?”

“My name’s Kal-El!” he said with a smile. No sense giving the FBI a name to track him down with once this was all over. “From what I can see, there’s some sort of release valve in their lower backs. Try aiming there.”

The agent nodded.

“You heard the kid!” he called out to the others.

Clark ran back to join the fight, just as Pierce charged towards him.

“Stop it!” he ordered. “You’re shooting at the wrong people!”

He was suddenly struck across the face with the butt of the other agent’s gun.

“With all due respect ‘sir’…shut up!” he spat. “You’re under arrest for treason!”

Pierce looked up at him in anger. He would be sorry for turning on him.

They would all be sorry.

*****

Back in Roswell, at the Crashdown, Jim Valenti stood guard at the main doors. Inside were the Parkers and the Kents. Jonathan paced nervously back and forth.

“Who are these people?” Mr. Parker asked. “We’ve never had gangs in Roswell. Why now?”

Valenti just shrugged. He then turned towards Jonathan and Martha, who knew what was going on as much as he did. They just hoped the kids were ok.

Much to their surprise, the wall suddenly began to shimmer. It parted like water, letting Kyle fly inside.

“What in god’s name?!” Mr. Parker shouted in surprise. Quickly, he pulled a gun out from behind a counter.

Kyle was ready for him, though. A surge of energy from his ring created a pillow in mid-air, which cushioned the bullet, preventing it from reaching him.

“Calm down, I’m here to help!” he reassured everyone, gently floating to the ground. “There’s a bomb in here somewhere.”

Martha gasped, while her husband looked at him doubtfully.

“Who are you?” Jonathan asked. “How do you know this?”

“I’m Green Lantern, and I just do, ok?” he responded, searching around.

“What kind of name is…?” Jim began to say, but was cut off when Kyle motioned for all of them to stand back.

He stood in the centre of the room and stared at his ring.

“Where’s the bomb?” he asked out loud.

In reply, a beam of green light exploded out of the centre and flew around the room. It twisted and turned, as if it had a mind of its own. Finally coming to rest on the menu chalkboard.

Kyle pushed the board aside to reveal a round mechanical device. It was covered in alien markings as well as a series of lights. Once discovered, it began to beep loudly.

“That doesn’t sound good!” he muttered.

Quickly, he grabbed the bomb and ran out into the street. He placed the bomb on the ground and kneeled next to it, trying to disarm it.

How could he turn this thing off? He couldn’t read the words, but somehow, thanks to the ring, he knew that there wasn’t much time left.

“Do you know how to disarm it?” Jim asked him.

“There’s no time!” Kyle replied. “Just get out of here, dad. As fast as you can!”

Jim Valenti froze at his words. He just called him ‘dad’.

“Kyle?” he asked in surprise. “How…how did…?”

“I’ll explain later, if we live that long,” Kyle responded.

A crowd had started to form, so Valenti didn’t press the subject.

“EVERYONE GET BACK!” he yelled. “It’s some sort of bomb!”

Kyle chuckled. If this thing went off, no way would anyone be able to get far enough away. He only had one chance.

Using his ring, Kyle encased the bomb in a green bubble, holding it aloft in the air. Bracing with his opposite arm, he prepared for the worst.

Then, it exploded.

“AHHHH!” Kyle screamed, falling to his knees.

It was one of the worst pains he could imagine. Like someone took a golf club to his head. Pounding on it repeatedly. That bomb had the power of a baby nuke, and he was trying to keep all that radiation contained.

The people around him gasped, as they saw the mushroom cloud begin to expand inside his little green bubble. They knew that, if he let it drop, they’d all die. Their skin melting off their bones. A girl cried for her mother, fearing the worst.

Kyle was sweating, trying desperately to hold it together. The bubble was controlled by his willpower, so if he let up for even a second it would shatter. It would not only kill him, but everyone in town. His town.

“Gotta…hold…it…together…” he told himself with gritted teeth.

But it was no use. Cracks were beginning for form on the construct. He was loosing it.

“Kyle, listen to me!” his father whispered. “I don’t know how you’re doing this, but keep it together. You’ve got to!”

All Kyle could think of was how Max would probably done it better. That he wouldn’t fail. Now…he was dead. So was his father. So was that girl Carol.

The cracks became bigger, as Kyle’s nose started to bleed from the migraine in his head.

Just then, he remembered the Martian’s words. Imagination and willpower. Imagination…

“Willpower!” he whispered. “That’s it…willpower!”

He was going at this all wrong. He was using more energy, hoping to contain it. But the energy was only going to be as strong as he was. If he let himself be broken, it would be too.

But if he cleared his mind…remembered what he learned from Budda’s teachings…

Slowly, almost painfully, Kyle stood back up. A newfound strength filled his body. Almost immediately, the cracks vanished.

“I’m not gonna fail!” he said out loud. “I’m not!”

Using the ring’s energies, he caused armoured plating to cover the bubble. Padlocks and chains held it together.

“OH YEAH!” he exclaimed. “You think you got Green Lantern beat, pal?”

He forced it to start shrinking. The bubble became smaller. And smaller…

“THINK AGAIN!”

The green energy, along with the destructive power it contained, imploded on itself. It vanished, leaving nothing but a puff of smoke in its place.

Kyle fell to his knees, not believing what he just did. Suddenly, the crowd erupted in cheers.

“No…way!” Jim exclaimed. “You…did you just?”

“I stopped…” he muttered. “A…a nuclear explosion?”

A smile formed on his face.

“I stopped…” he repeated. “A NUCLEAR explosion?”

With that, Kyle took off into the air, arms outstretched in victory.

“YAAAAAAAAA-HOOOOOOOOO!!!!!!” he yelled at the top of his lungs.

Back on the ground, Jim smiled proudly.

“That’s my boy!” he whispered. “Go get ‘em, son!”

Kyle did a barrel-roll, and shot back off into the desert. The others would need him. And right now he felt like nothing could stop him.

It was time to end this.

*****

“TESS!” Max hollered into the damp darkness of the cave. “It’s over!”

Using his power, Max caused his right hand to shine bright blue. It illuminated the cave, letting him see.

“We know the truth now!” he called after her. “That you were the traitor back home. You killed me, you killed Michael, you killed Isabel. You betrayed us to K’Var!”

Max froze, hearing a low electrical hum. He knew that sound.

Immediately, he spun around and threw up his energy shield. He braced himself as Tess’ force blast slammed against it.

“You didn’t give me much of a choice, Max!” Tess spat at him.

“There’s always a choice!” he retorted. Max then dropped his shield and hit her with his own force blast.

The impact caused her to tumble backwards and fall to the ground.

Slowly, Max walked up to her. He put his hand up, preparing to use his power again.

“Go ahead, Max!” she laughed. “Kill me!”

He hesitated for a moment…but a moment was all she needed. With lightning-speed, Tess generated a mindwarp.

“AGH!” Max screamed, his hands quickly covering his temples.

He fell to his knees, as Tess rose to her feet.

“It never changes!” she muttered. “King Zan or Max Evans…either way, you’re still the same. Soft. Weak. Unable to do what’s necessary!”

Max struggled, still in pain.

“Unfortunately for you, I don’t have that weakness!” she smiled.

“The…the baby?” Max gasped. “What did you…agh…do with him?”

Tess laughed.

“There was never any baby, Max!” she informed him. “Do you honestly think I’d let and pathetic creature like you even touch me? It was all a mindwarp…all of it!”

Unknown to either of them, Liz had just entered the cave. She hung back, but was hearing everything.

“You remember what happened to Alex?” Tess asked.

Max winced in pain, as she applied more pressure to the mindwarp. Liz could only watch, helplessly…as her anger grew by the second.

“I just pushed the mind warp…just like this!” she told him. “Just kept pushing…and pushing…until his brain burst. I don’t have to necessarily do it over time, either. If I use enough power, I can probably kill you right here…right now!”

“AHHHHH!” Max screamed. “I…won’t…let you!”

Tess grinned evilly.

A few feet away, Liz started to feel strange. Something was happening to her.

Then she remembered…emotion. Her powers went out of control before when she was angry. Only, this time, her anger was multiplied a thousand fold.

Plus, this time…she had a target for that anger.

“You know, you’re the first person I’ve had to kill twice, Max!” she reminded him. “Don’t worry…it’s not going to happen a third time!”

However, before she had the chance to finish, a blast of energy hit Tess from behind. She lost her hold on Max, who fell to the ground unconscious.

Tess quickly picked herself up, turning towards her attacker.

Standing there, enraged, was Liz Parker. Both her eyes and hands were glowing with incalculable energy.

“TESS!” she screamed. “LEAVE HIM ALONE!”

Tess faced her down.

“Come and get him, human!” she spat.

*****

Back in the desert outside, the battle raged on. Clark, J’Onn, Michael, Isabel, Langley, and a dozen special unit agents fought off the Skins with all their might. And, surprisingly, they were now winning.

K’Var was not happy. Not at all. He didn’t come all this way just to be defeated on this backwater planet. He needed to stop the Kryptonian…now!

Looking in Langley’s direction, he saw what he needed. With a blast of energy, he sent the shape shifter careening across the desert floor.

Then, before the others even realized it, he snatched his target, wrapping his arm around her throat.

“CLARK!” Chloe screamed.

Suddenly, everyone spun around. Clark looked at her in panic.

“Chloe?!” he yelled. “Let her go, K’Var!”

K’Var grinned.

“I think not, Kal-El!” he answered. “I believe I’ve discovered your weakness, haven’t I?”

He tightened his grip on Chloe’s neck.

“You want her, son of Jor-El?” he asked. “Then come and get her!”

“He’s trying to goad you, Clark!” J’Onn informed him.

Clark didn’t listen.

“K’Var, if you hurt her…I swear I’ll make you pay!” he spat, walking towards him. “One way or another…this ends NOW!”

TO BE CONTINUED...

NEXT: The grand finale. Liz vs. Tess. Clark vs. K’Var. The final fate of Kyle Valenti and Lex Luthor. Whatever you do, you must not miss this one!