The Battle of Transylvania was the last conflict of the Second Cold War. It took place in January 2042, after the Gladiator lured Lindsay Kellerman and the other S.M.S.B. members to Transylvania Quarters in an effort to obtain the Orb of Power.

Once at the manor, the seven S.M.S.B. members were cornered by a dozen Knights of Plague, whom they managed to fend off, despite losing Red X along the way. In the skirmish, the Orb of Power was destroyed, as was Andromeda and all the Knights of Plague except three. The remaining three were captured along with the Gladiator, one of whom was Monroe.

The battle resulted in the ultimate destruction of the Knights of Plague.


In January of 2042, after rounding up his army, the Gladiator decided it was time to obtain the Orb of Power, which would make him indestructible. Knowing the State Senator trusted the S.M.S.B. with it, the Gladiator resorted to using a different sword, due to the generators of their blades being the only ones created from space rocks. Because the government feared the Knights of Plague and because he now had many servants to do his bidding, the Gladiator did not attempt to retrieve the orb he sought himself. As he considered such a thing to be beneath him and being seen by the community was not an option. The Knights of Plague made a few attempts at stealing the orb in question. All the attempts ended in failure and the orb remained inaccessible.

Sebastian Lestange possessed Fredrick Powell, a government bodyguard, to force him to steal the orb. However, the protection placed on items in the Hall of Domination only allows those who are attuned to the orb to access them; the Gladiator punished Eve for assuring the Dark Lord that the plan would have worked. Fredrick was afflicted with mind control and admitted to NYC Hospital. When word of Fredrick’s improvement reached the Knights of Plague, they sent a potted cutting of animate vines to Fredrick, to prevent the plot from being revealed, and it strangled him in his hospital bed. Earlier, Russell Stewart had also been possessed to attempt the same, but was arrested trying to enter Transylvania Quarters. The Gladiator also sent his rebirthed snake, Nagatha, to scout government defenses of the orb. The Gladiator had sent Nagatha to retrieve the orb. This resulted in the injury of Percy who was guarding the orb.

Thus, the Gladiator tried a different tactic using Lindsay Kellerman. The Gladiator planted a vision in Lindsay’s mind that suggested that the Gladiator was building a bomb that he would soon use to destroy New York in the Hall of Domination at Transylvania Quarters. The Gladiator predicted that the S.M.S.B. would race to the fortress to stop him.

As the Gladiator predicted, Lindsay told Master Intelligence about it, who rallied the other members of the S.M.S.B.. For the mission, Master Intelligence revealed the old Pinewood Derby, now made much larger. The group rode it to Transylvania Quarters to stop him.

Meanwhile, Becca Smith and George returned to Transylvania Quarters to communicate with the Gladiator via hologram. George proposed using the base’s superweapon to destroy the old police station, which would give the police nowhere to go once their station’s shields were breached. The Gladiator authorized his proposal. He then spoke with Becca privately, asking if she had felt an awakening in the light side. He ordered Becca to kill her daughter to overcome her temptation by the light.

The battleEdit

Locating the OrbEdit

The S.M.S.B. flew to Transylvania Quarters, where they descended to Level 11 and down the corridor to the Chamber of Mystery. They found themselves in the Entrance, with twelve identical black, handle-less doors. When each door behind them closed, the walls spun, and the doors returned to different places. They went through one, which turned out to be the Space Chamber and went back to the Entrance Room and try another, which turned out to be the Death Chamber. The next door they tried would not open by any means, but the next room, the Time Chamber, contained the glittering lights from Lindsay Kellerman’s dreams. Once in this room, they took another door to the Hall of Domination.

In the row where the Gladiator was supposed to be waiting, they spotted the Orb of Power with Master Intelligence’s name inscribed on it. Against Master Intelligence’s advice not to touch it, Telekinibabe picked it up. This prompted twelve Knights of Plague — Rudolph Lestange, Sebastian Lestange, Nolan Giles, Eve, Wallace Blanks, Caberra, John Webb, Augustus Salt, George, Monroe, second-in-command Becca Smith, and the Gladiator himself as leader — to emerge from the shadows and demand that Master Intelligence give them the orb, upon seeing Telekinibabe hand it to him.

Battle in the DepartmentsEdit

Master Intelligence attempted to buy time by mocking the Gladiator and infuriating Becca Smith, yet the Gladiator stopped her from killing Intelligence, not through defense, but so that he can protect the orb. In their argument, Becca and the Gladiator broke two energy crystals. Master Intelligence still refused to hand over the orb, so the Gladiator began to tease him that the orb can tell him anything. That the orb can grant him physical strength beyond his dreams, but only if given to him from another.

Just then, on Master Intelligence’s signal, the S.M.S.B. members all attacked the Knights of Plague briefly before sprinting away. As they ran, John grabbed Intelligence’s arm, but was stunned by Andromeda. Andromeda broke off to join Sebiscuits, where she took out a Knight with a stun beam. Sebiscuits took out one subsequently, and Andromeda congratulated him. Lindsay took out Eve, who was subsequently injured when Lindsay deflected her attack with her sword. The six members were then separated. Several Knights of Plague Apparated to Andromeda’s position, causing her to panic. Whilst running, Lindsay and Andromeda both fired at the Knights, who deflected their attacks. Master Intelligence, Lindsay, and Andromeda fled to the edge of the shelf, only to be intercepted by two fighters. Sebiscuits, however, joined them and blasted them away. He was accompanied by Andromeda, and was immediately joined by Telekinibabe. Seeing everyone was in place, Master Intelligence telekinetically smashed the shelves, distracting the Knights of Plague so they could flee. Monroe attempted to pursue, but he was then injured by the collapsing shelves. When Rudolph Lestange and Caberra pursued them by flying above the shelves, Master Intelligence ordered everyone into the adjoining Time Chamber pursued by the other Knights of Plague and sealed the door behind them, but then he, Lindsay, and Andromeda realized they have been separated from the others.

In the Death Chamber, Master Intelligence realized Lindsay had the orb, just as the Knights of Plague forced their way in. A moment later, the three S.M.S.B. members met up with Force Baby, Telekinibabe, Baby Strength, and Sebiscuits. Sebiscuits had been hit by a stun beam and Force Baby’s ankle was broken. Although the Gladiator cut them off from the Death Chamber, they had managed to get away from their pursuers because Sebiscuits had blasted apart the model of the planet Pluto in the Space Chamber to injure their pursuers. Seeing Becca Smith nearby, Andromeda pursued Becca and attempted to talk. However, Baby Strength called to Andromeda and told her to regroup with the others. While the members regrouped, the Knights of Plague swooped down and attacked, capturing everyone except Lindsay and rounding them up before tying them. In their attempts to escape, Baby Strength was blasted with stun beams and Andromeda took a stunner to the face. As the others struggled, the Gladiator stepped up to Lindsay and told her she had two choices: to hand over the orb, or watch the others die.

Death of Red XEdit

Lindsay Kellerman: "Cynthia...why?"
Red X: "I had to do it. Sometimes one must be sacrificed...for the sake of many."
Lindsay Kellerman: "You’ve been a good friend, Cynthia."
— Lindsay to Red X’s dying form[src]

Finally, and after seeing the others in their bonds monitored by the Knights of Plague, Lindsay handed the orb to the Gladiator, who pocketed it triumphantly. The Gladiator then proceeded to reveal the electric bomb the members were after. With it bore the capacity to destroy the entire continent once it was released. Horrified, Baby Strength used his Super strength to free himself and proceed to steal his captor’s keys. Seeing this, Red X asked Baby Strength to free her. Baby Strength nodded and did this. Seeing this, the Gladiator immediately launched the bomb, but Red X sacrificed herself, leaping in front of the bomb, causing it to hit her instead. The bomb never got past her torso, negating the range it needed to cause the destruction. However, it did give Red X a slow, painful death. Lindsay ran over, and with her last breath Cynthia told Lindsay the reason for her sacrifice. The Gladiator did not have any more bombs to launch.

Meanwhile, Baby Strength freed the others. Master Intelligence, Lindsay Kellerman, Sebiscuits, Telekinibabe, Andromeda, and Force Baby reclaimed their weapons, and the battle resumed.

Once again, Andromeda and Sebiscuits tried to escape, but were stopped by Becca Smith and George. The four immediately began to duel with swords, Sebiscuits fighting Becca and Andromeda fighting George. At the same time, the Gladiator slipped and fell, and the orb fell out of her hand and broke. Meanwhile, Baby Strength made for Eve, who Disapparated away and landed nearby. Most of the members attempted to escape, though a few stayed to fight. However, Master Intelligence insisted they couldn’t leave without Andromeda and Sebiscuits.

The Death Chamber standoff Edit

The Gladiator moved in to attack the members, but Master Intelligence leaped upward, knocking him away and attacking the villain, reclaiming his sword for the task. This forced the Gladiator to pull out his pistol and open fire on the superhero. As Master Intelligence deflected the Gladiator’s gunfire, the antagonist ignited his jetpack and hid himself on top of a lighting fixture. Unbeknownst to Intelligence, the Gladiator fired the jetpack’s missile at the mutant, which exploded nearby, causing Intelligence to lose his sword. The Gladiator then seized a nearby heavy turbolaser and fired on Intelligence. The shots hit nearby, and Intelligence was thrown backwards across the platform. The Gladiator reemerged from the fixture and flew towards Intelligence, who jumped and kicked the Gladiator, knocking the villain to the ground, and causing him to lose both of his guns.

Meanwhile, Andromeda confronted Becca Smith on a bridge over a large pit, pleading with her mother to reject the Gladiator and return to the light side. Becca held out her sword to Andromeda, but then she twisted the angle of her weapon and used it to impale her daughter, sending the sword right through Andromeda's chest. As Force Baby, Lindsay, and Baby Strength looked on, Andromeda side-hugged Becca one last time before falling down a shaft. Furious, Force Baby injured Becca with his gun and proceeded to shoot down several unsuspecting Knights. Augustus Salt proved harder, however, kicking Lindsay aside, deflecting Telekinibabe’s sword, and firing beams at Force Baby, forcing him to dodge. However, a stray blast from the embattled George and Sebiscuits defeated him for good. Meanwhile, Cardarphen telekinetically disarmed Becca, prompting her to run. Andromeda turned and used a spell to disarm George before hurling him off the platform and into the abyss.

As Master Intelligence and the Gladiator engaged in hand-to-hand combat, the Gladiator tried to grab onto the Super. With a quick kick at the criminal’s head, the Gladiator was forced to release Master Intelligence. Upon regaining his feet, the Gladiator stood up and head-butted Intelligence, causing the mutant to fall back onto the platform. The superhero noticed his sword near the edge of the platform and tried to call it to him. The Gladiator shot his whipcord launcher at the mutant, and the cord wrapped around the mutant’s outstretched hand and yanked him away from his sword, dragging him across the platform.

Master Intelligence tangled the whipcord around a lighting fixture, causing the Gladiator to crash onto the platform. The jetpack was released from his armor and exploded nearby. Standing up, the villain grabbed onto one of his fallen guns and fired at Master Intelligence, who was running towards the Gladiator. Intelligence kicked the Gladiator off the platform, and then realized that he was still connected to the whipcord around his hands. The Gladiator was flipped onto the side of the platform and slid down towards Master Intelligence.

Desperate to save his life, Master Intelligence activated a series of grappling tools on his arm and dug them into the platform to slow down his fall. The Gladiator, however, slid past Intelligence and off over the edge of the platform, where he dangled, held by the whipcord. As Master Intelligence’s grip was failing due to the added weight, he released the whipcord, causing the Gladiator to free-fall down towards the abyss. The Gladiator managed to telekinetically throw the cord and attach it onto a structure below the platform. After making sure that the villain was nowhere to be seen, Intelligence used his newfound cord to crawl back to the top of the platform, but then slipped and fell off of it, desperately clinging to a pole attached to the wall. Meanwhile, the Gladiator flipped onto a ramp up to the platform and quickly recovered his sword. Infuriated, the Gladiator ignited it and chased Master Intelligence onto a balcony overlooking the abyss, slashing at Intelligence recklessly. When Intelligence attempted to climb back up, the Gladiator used his cape to knock Intelligence off the balcony, but he managed to hold on and ended up pulling the Gladiator along with him, but was unwilling to let him fall. The Gladiator dangled momentarily for his life, but he was soon able to climb onto a pole. As he raised himself in perfect position to kill Lindsay (who is attempting to save Master Intelligence), laughing wickedly, the pole started to break off and he fell, clinging on for dear life and dropping his sword. Lindsay immediately pulled Intelligence on top and Intelligence telekinetically brought the Gladiator back over.

The fighting ends Edit

As Master Intelligence captured the Gladiator with cords, the three surviving Knights of Plague attacked. Lindsay dueled Eve while Baby Strength took on Monroe. At this moment, Master Intelligence returned and most of the fighting stopped and the Knights of Plague that saw him arrive attempted to flee in fear of dueling him, having seen the demise of their master. Intelligence quickly rounded up numerous Knights of Plague, announcing their capture, but Becca and Sebiscuits were still fighting. Finally, Sebiscuits disarmed Becca and hit her with a death beam, killing her.

Conclusion Edit

With the fighting over, Master Intelligence called for the uninjured to step up, receiving only Telekinibabe. They briefly pondered how to dispose of the bodies, until Telekinibabe suggested using the Dish of Smoke to transport both the dead and living. Master Intelligence considered this, but Telekinibabe telekinetically moved everyone into the Dish. Shrinking on impact, they all materialized into the Tavern of Tombs, located near Transylvania Quarters. Here, they located the dead in graves and the injured lying together in a corner of the tavern. Master Intelligence quietly summoned ART-100, before realizing that Andromeda was dead. On his request, ART-100 and his owner, Ramona Meyer, materialized everyone into the Pinewood Derby.

At the MBH, Telekinibabe helped everyone into the medical bay while ART-100 sent a message to the U.S. Government, initiating an imminent trial for the captured Gladiator at the Mutamon.


Everybody regretted Red X’s death bitterly, but as a result of it everybody else survived. Andromeda's death was also mourned, and Patrick Smith, her father, was left wondering what to do with his life.

After going to Myra Gordon's apartment, feeling terrible about the demise of the two mutants, Master Intelligence met and befriended Thomas Meyer. The two men shared a lot in common: they were intellectuals and class-toppingly talented young mutants who were idealistic and ambitious. (Master Intelligence, who felt trapped by the death of his friends and familial obligation, gained a glamorous connection to the excitement of faraway places and things in Thomas. Thomas, an ego case, gained a powerful ally, who didn’t threaten his sense of control.) Thomas joined the S.M.S.B. and took the name of Centauri. It is clear that the pair were very close and the platonic affection was genuine on both sides. They shaped one another’s ideas, powers, as well as destinies from that day forth.

They also shared two preoccupations. The Sword of Abomination held their fascination for many shared reasons, but their most fundamental reasons they didn’t quite have in common. They also dreamed of protecting the Fobbles and beginning centuries of world peace. After returning to the MBH, Master Intelligence buried both Red X and Andromeda in Lioness graveyard, next to Paige Nelson.

After the duel, the Gladiator was captured and detained in the top cell of a prison he himself had built to hold his enemies, after he was brought to trial for his crimes. George and an unknown two others were imprisoned with him, and Transylvania Quarters was ultimately given back to the Swenson family.


  • Death of Red X
  • Death of Andromeda
  • Capture of the Gladiator
  • End of the Knights of Plague


Second Cold War
International timeline

Previous: Third NoHead War


Battles of the Second Cold War
2035-2042 Skirmish in Transylvania Quarters
Search for the Orb of Power (Hall of Domination) · MBH · Transylvania Quarters
Related topics and articles
Ramona Meyer · The First S.M.S.B. · Knights of Plague · U.S. Government · Destruction of the Police Station