Sol III is a worldship used to escape the Badoon invasion of the 31st century. The ship houses 5,000 Earthlings and Trilexians. The ship also houses many of the Clan Cyorse which is a cult-like religion that formed during the exodus. It is commanded by Captain Jennifer Cabre-Rios and her crew.
The ship was originally shaped like a barbell but it accidentally passed through a wormhole and lost the "left bell" and nearly 12% of the population. This event also brought Galactus who planned to consume the ship's energies. Clan Cyorse and the Trilexians also attempted to take over the ship at that time.