(R.E.B.E.L.S. #5, 6) - Captain Ciji had been been assigned by the Durlan Shadow Council to restore order by restoring Vril to power, because after Vril's disappearance from L.E.G.I.O.N. the Khunds, Spider Guild and Citadelians began massing their forces, threatening war. Her conversation with Vril was interrupted by Storm-Daughter, who said her master was fascinated by the mind that created the L.E.G.I.O.N., and offered him the chance to serve Starro, and retain some degree of free will like she had. Vril had no interest in the proposal, Ciji blasted Astrild, and Astrild responded by attacking her ship, killing a number of Khunds and Getorix before Astrild destroyed Ciji's ship. Vril sent Wildstar to Maltus to retrieve Silica, and proceeded to fly off with the rest of his crew. Starro the Conqueror and his High Vanguard returned to Maltus after conquering the Dominator homeworld, and Vril used Silica's failsafe programming to regain control of his L.E.G.I.O.N. peacekeepers. They left their client planets, flying to Maltus, forming a forcefield around the planet, effectively trapping Starro and his legions. Starro was in a fury, warning Vril he had no idea what a powerful enemy he'd made.

(R.E.B.E.L.S. #8) - The Khunds Godhead ship approached the Starro controlled Dominator homeworld, and prepared to wipe it out with neuron torpedoes. The High Vanguard responded, led by Smite, and dismantled the Khunds weapons before slaughtering most of them, and placing Starro spores on the rest. Starro The conqueror told Smite his work was impressive as always.

(R.E.B.E.L.S. Annual #1) - Starro's High Vanguard invaded Kalanor, and Despero fought them in a pitched battle, demanding single combat with Starro. Starro agreed to his demand, and while Despero blustered about his power he entered Starro's mind and found a will he could not break down. Starro beheaded Despero, saying he would have wished Despero to serve in his High Vanguard, but his peek at Despero's mind made it clear Despero would serve no man. Starro made it clear to Astrild and the Vanguard that he wanted Vril as his slave pet for his defiance, for his thoughts to belong to Starro. The Vanguard realized it was personal because Starro only recruited the very good or very bad into the Vanguard, yet he'd offered a place to the morally ambiguous Dox. They could find no one he cared about enough to gain leverage against him, so Starro decided they'd kidnap his son Lyrl, saying family did strange things to a man.

(R.E.B.E.L.S. #13, 14) - Starro prepared his invasion of Earth, with Astrild as the head of the scouting party and Smite in charge of the command fleet. Starro said he would challenge Earth's superheroes to personal combat and humble tem. Lyrl asked to join in the battle, but Starro said he was to valuable an asset to risk. Lyrl told Smite he'd figured out that he was ready to usurp his leader, and told him to simply hang back, because Lyrl had a plan to see Starro dead. Vril Dox had created a weapon to cut Starro off from his star-slaves, and Lyrl opened a transmatter portal that delivered Starro straight to the R.E.B.E.L.S. Astrild started to suspect Smite of treachery because the usually proactive warrior was not worried by their master's absence. Vril killed Starro's starfish, severing his connection with his mind-slaves, killing their Starros and freeing them. Smite was horrified to see the horde he hoped to lead turn against the Vanguard.

(R.E.B.E.L.S. #15) -Despero's approval rating jumped 20 as he made a spectacle of Starro's public execution. Starro was still in shock at having lost his empire, and refused to believe this was his ignoble end. Before Despero's ax could be brought down on his neck he was freed by Astrild and Smite, who insisted they never lost faith in him. Smite wanted to stand and fight Despero, but Astrild insisted that Starro's safety was their main concern, and they fled. Despero called them cowards and promised vengeance.

(R.E.B.E.L.S. #23) - The Psions were planning on how to retaliate against the R.E.B.E.L.S. for destroying their breeding nexus when Starro, Smite and Astrild Storm-Daughter barged in on them. Astrild sucked the lifeforce from several Psions before demanding they find a way to restore Starro's power. Starro's starfish was comatose, but not dead, and the Psions used retroviral therapy to restore its' functionality. Starro was pleased that he felt some of his strength return to him.

(R.E.B.E.L.S. #24-26) - Starro, Smite and Astrild traveled to Rann, the new home of the R.E.B.E.L.S., and Lobo got the whiff of Czarnian pheromone, but it was a trap laid by Astrild Storm-Daughter, who'd borrowed the pheromone from the Psions. She leeched his lifeforce until Starro's alien was at peak health, able to produce new starspore. Starro said he was already to attack the R.E.B.E.L.S. and Smite began the assault, hitting Vril Dox in his starship. Smite and Astrild kidnapped Dox after Smithe buried a battleaxe in Tribulus' skull, grievously wounding him. Starro showed off his new army of mindslave Psions to Dox, as well as the cloned Czarnians the Psions created. Vril knew that if he could strike with them he would have already, correctly deducing that the clones of Lobo would kill themselves before being made into Starro mindslaves. Starro made Vril into a mindslave as his punishment for defying the conqueror. On Rann Adam Strange gave Lyrl Dox the job of trying to patch up Tribulus, and when Lobo went off after Starro half-cocked, the other R.E.B.E.L.S. were able to follow him using Wildstar's tracking ability. On the Psion Homeworld Astrild was eager to face Lobo in combat, but he put a quick end to things by putting his hook and chain through her head. Lobo thought that under different circumstances he could have been close to Astrild, so he'd use her as motivation to brutalize Starro.

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