"Hey guys have you seen my keys!" Ben called out as he rummaged through his room in the mansion. The teen hero was starting to get anxious, he'd completely lost track of time and now he was running late.
"Which keys are you looking for?" Jan called out from the downstairs.
"My car keys!" Ben shouted back as he checked under his bed. He didn't find the keys, but he did manage to locate his missing hover board. He picked up the compacted device and placed it back on his shelf along with his other souvenirs. He stood back and admired the collection for a brief moment. But then he realized what he was supposed to be doing and continued the search.
"I think I saw you keys in the living room if that helps." Steve announced from his section of the mansion.
"Thank You!" Ben replied as he ran out of his room and quickly descended down the stairs, skipping several steps at a time.
He then rounded the corner of the living room and saw his keys, sitting on the coffee table, in front of the couch. Ben grinned as he snatched up the keys.
"Found them!" he announced, not really caring who was listening as he headed towards the mansions garage where his car was.
He was on route when Wasp flew up to him and returned to her normal size once she reached him. "That's a relief. We wouldn't want you running late for your date with Carol." Jan giggles as a blush formed on Ben face.
"It's not a date." Ben denied. "I'm just helping her control her new powers. That's all."
After their encounter with the Kree Sentry and Captain Marvel, somehow Carol's exposure to Mar-Vel's energy field caused Carol to obtain superpowers. Needless to say Ben was shocked as were the others at this turn of events. After using the Ultimatrix to scan her, it reported that Carols DNA had somehow been mixed with Kree DNA, effectively making her a Human/Kree hybrid. Ever since that day Ben had offered to help train Carol to control her new powers ever since she accidently destroyed her car when she was leaving the hospital.
Jan smiles as she tussled Ben's hair. "I just think it's cute that you jumped at the chance to help her."
"It's not like that. We are just friends. That's it." Ben stated.
"Denial is the first step." Wasp teased.
"Who's denying what now?" Tony asked as he walked out of the kitchen with a cup of coffee in one hand and a holographic tablet in the other.
"Ben and Carols date." Janet casually replied.
"Wow another date? You must really like this girl, Ben?" Tony complimented.
Ben groaned as he rolled his eyes. "It is not a date. And I don't see her that often."
"Really?" Tony commented skeptically. "Hey JARVIS how often does Ben see Carol?"
"Master Tennyson has encountered Agent Danvers approximately 35 time in the last month, Sir." The AI responded.
"Thanks JARVIS." Ben said sarcastically.
"You're welcome, Master Tennyson." The AI responded.
Ben groaned as Tony and Jan smirked at the young heroes discomfort. "Can I just go now?"
"Of course you can." Jan responded cheerfully as she gave the wielder of the Ultimatrix a quick hug. "Just be sure to be a gentleman when you pick her up."
"And don't be cheap." Tony added. "Women like a guy who can by them nice things."
Ben rolled his eye once more as he walked past them and rounded the corner. The teen hero was walking threw though the garage towards his car, when he noticed that he wasn't alone. Sitting on the hood of his car, with his usual stern expression was Hawkeye. The Purple Archer had his arms crossed as he casually leaned back, like he was waiting around for something to happen.
Curiously, Ben walked up to him. "Hey Clint. What up?" he greeted lightheartedly.
"Have I ever told you about my time at SHIELD, Ben?" The Archer asked, not making eye contact.
Ben was a little thrown by the question. "Ahhh… No I don't think you did? But that does sound like an interesting story. Maybe you can tell me when I get back?" the teen replied a little anxious as he made his way to the drivers' door.
However Clint stood up and put himself between Ben and the vehicle. The Archer looked down at the teen with a serious expression. "Listen kid. As an agent Fury had me do all kinds of jobs. I wasn't just the world's best sharp shooter. I had to be cunning, work in the shadows, manipulate people to do what I wanted."
Ben raised an eyebrow at the Archers sudden forwardness. Why was he telling him this?
Hawkeye sighed as he continued. "My point is Ben. SHIELD agents are always working an angle. And your little girlfriend is no exception."
Ben's eyes widened at the Archer accusation. "Dude, come on. Carols not like that, she's my friend."
"How can you be sure, Ben?" Hawkeye questioned. "Fury threatened to take you away and put you in SHIELD custody and you refused. You got more powers than all the Avengers combined. And now one of your closest friends just happens to be a SHIELD agent?"
Clint looked at Ben, as if expecting the kid to put the pieces together. However Ben held his stare and gave the Archer a sympathetic look.
"Clint I know Natasha hurt you." Ben said moving passed the older hero. "But I trust Carol. She's not like her."
Ben then got into the car and started the engine. Clint looked apprehensively as the car drove through the exit.
"I hope you're right kid." He mumbled.
Ben would be lying if he said Clint's words didn't bother him. But Ben new in his heart that he could trust Carol, the way he felt when he was around her, it was like a new sense of joy. Like all the weight he'd been carrying around with him for the last couple of months was made significantly lighter whenever she was around. The teen hero smiled at the thought of seeing her, he then glanced over the dashboard of the car and saw the time on the digital clock.
His eyes instantly widened as he saw the time. "Oh Man!" Ben gasped as quickly slammed on the gas and sped down the New York streets. "I am so late. I hope Carols not to mad?" Ben said hopeful.
"Where is he?" Carol groaned impatiently as she checked her watch for tenth time in the last five minutes. "He said he would be here fifteen minutes ago. So where the heck is he?"
"My, my. Someone is certainly eager." Jessica Drew slyly commented from her position on the couch.
Carol groaned as she looked out the window of her apartment to the streets below, scanning for any sign of her tardy friend. Jessica meanwhile, giggled at the sight of her roommate's antics.
"He's just a little late. It's not the end of the world."
Carol shot a glare at the raven-haired teen. "I know that, but there's a principle involved. He said he would get here at a specific time and he didn't commit to that goal. Does punctuality mean anything anymore?"
Jessica rolled her eyes. "He's just taking you to go training. Not handing in an assignment. Seriously Carol you really need to stop being so stiff."
"I am not stiff." Carol defended.
"I know." Jessica stated, shooting Carol with a smirk. "Ever since Ben landed into your life, you've actually started to have a little fun. The Carol Danvers I knew back in training would never have gone to the movies after a super villain brawl. She would have gathered all the Intel and then spent the rest of the night filling out her report."
Carols glare subsided and she looked away from her friend. Jessica then got up from her seat and walked over to Carol.
"Every time you hang out with him, you start coming out of your shell a little bit each time. Admit it, Carol. You have the hot's for him don't you?"
Carol face immediately lit up as red as a cherry. "I do not!" she snapped back. "We are just good friends."
Jessica smiled as she placed her hand on Carols shoulder. "No Carol, you're my best friend. And I've never seen you look at me that same way you look at him."
Carol face remained red but her features dropped as she looked away. Jessica saw the look and continued talking.
"If you don't make a move. Then you're just gonna feel bad and beat yourself up for it."
"It's complicated." Was all Carol could say.
Suddenly the sound of a car horn sounded outside the window and the two women looked out to see the DX Mark 10 parked out side with Ben hoping out the driver's side and waiting patiently on the passenger side for Carol.
Jessica smiled as she leaded on the windowsill resting her chin in her hands in a dreamy like expression. "Well you may need to uncomplicated it, quickly," she said. "Cause I forgot just how cute he is and I'm thinking of making a move myself."
Carol didn't justify that comment with a response. Instead she merely grabbed her gear and walked out the door. The SHIELD Agent walked down the stairs and out the door to find Ben waiting for her, with a nervous look on his face.
"Before you say anything." Ben said as Carol halted a few feet from him with her arms crossed, waiting for his explanation. "Let me just say I'm sorry I'm late. I couldn't find my keys and then Hawkeye wanted to talk and then I got into traffic…" he stopped when Carol held up her hand, indication for him to stop talking.
She then gave him a hard stare, causing Ben to half expect her to yell at him for being late. He knew how much she hated being late when there's a confirmed deadline. Ben tried making the time schedule fluid but that only made things worse.
But instead of chewing him out like he'd expected, she simply sighed and walked up to him and placed her hand on his shoulder.
"I'm just glad you showed up." She said sincerely, causing Ben to raise an eyebrow. But then she suddenly grabbed him by the collar and pulled him close looking him dead in the eye. "But don't ever keep me waiting again." She said in a threatening tone. Now this was the Carol he knew and loved
…
Wait Loved? Ben eyes widened at the sudden thought. Why would he think something like that? Granted he was coming to terms on how he felt about her ever since the Sentry's attack. But he never expected them to get as intense as this.
It didn't take long for both of them to realize that Carol was still clutching Bens shirt and they were still gazing into each other's eyes. Carol immediately released her grip and took a step back, both teens blushing from the experience. Ben nervously scratched the back of his head as he looked away from her.
"So. Shall we get going?"
"Yes we shall." Carol responded. She then mentally slapped herself for saying something so stupid in front of him. What was wrong with her today?
Ben opened the passenger side door and Carol climbed in, he then proceeded to get into the drivers side, start the car and pealed away from the sidewalk. The two drove in silence for a while, during that time Carol was having an internal debate with her feelings. A clash between her personal feelings and her duty, all of which centered around Ben. The thought actually made her feel guilty. Carol was so deep in her thoughts that when Ben sharply swerved to avoid a crazy cab driver on the road, he hand instinctively reached out to grab something to stabiles her.
Her hand shot out and firmly grasped the gearshift, as she squeezed the shaft of the stick, she felt something click under her fingers, like a trigger. Carol looked down to see that the top of the gearshift stick had flipped open, revealing a small red button under the cap. She curiously stared at the cap, wondering what its purpose was.
At that moment Ben looked over to Carol and saw what she was looking at. The teen hero then reached over and placed the cap back on the button.
"Oh the little red button, don't ever touch the little red button." Ben said as Carol hand moved away from the gearshift.
"Why not." She asked raising an eyebrow.
"I only use it for an emergency only." Ben vaguely replied.
Carol raised an eyebrow as she looked back down at the gearshift. She couldn't help but be reminded of something whenever she looked at it. It was like something from a movie she saw a while ago. Shaking her head from that thought, Carol decided to say nothing more on the subject and just sit quietly in the car, as it cursed through the city.
After a while the DX Mark 10, crossed on of the bridges and was soon racing down the suburbs until they left civilization behind and were now cruising through the wilderness. Trees flanked them on both sides, until the vehicle pulled up to a large open field.
It was a natural clearing the size of a football field, with several boulders scattered around the area. Ben found this place and used it as a training ground for Carol as it was miles away from the city or any other populated area so no one would be in danger incase Carol or Ben proved unable to control their new powers. The duo exited the car and walked several meters until they where at the center of the field.
Once they were there, Ben turned to Carol. "So you wanna do some warm ups or just get straight into it?"
Carol thought for a moment. "Hmm. I say we just get started this time. I feel we really made progress last week."
"Yeah, you really did." Ben nodded in agreement. "You were able to effectively channel your energy to increase your strength. But you still need work on absorbing and releasing the energy."
"That why we train." Carol conquered as she straightened her scarf and got into a stance. "So, you ready?"
"Just a sec." Ben said as he activated the Ultimatrix. "Let me get my workout clothes on."
Once he found the alien he wanted he then slammed down the dial, resulting in a blinding green flash of light. Once the light died down; Ben was replaced by a humanoid, blue skinned alien wearing armor. It was a muscular Kree, with bright green eyes. It wore full body armor with black on the shoulders, front upper body and lower legs. Everywhere else was green. The Ultimatrix symbol was presented clearly on its chest.
"COMMANDER COMET!" the Kree called out.
The new alien then turned to his friend. "You ready?" Carol nodded. "Okay then." Commander Comet said as he got into a stance.
"Now remember, when absorbing energy, you can't have your muscles stiff and contracted. You have to be loose and relaxed, so that the energy can flow freely down your body." Commander Comet explained.
"It's kind of hard to be loose, when there's an energy beam flying at your head." Carol stated crossing her arms in the process.
Commander Comet sighed as he thought about what he could do to help her. Then an idea formed in his head.
"Try this." The alien hero said as he walked up to her and held out his hands. Carol stared at the hands curiously and then looked up at Commander Comet. "Give me your hands," he asked warmly.
Carols cheeks went a little red at the request and she hesitantly reached out her own hands and placed them into Commander Comet's strong hands, which only made her blush, intensify.
"Just breath." Commander Comet stated as his body began to glow with green energy. "Don't tense up, just let the energy flow."
Carol nodded and took a deep breath in and out, relaxing her muscles as she did. She then nodded at the Ultimatrix wielder to signal that she was ready. Immediately a warm, tingling sensation, flowed from her palms, up her forearms, to her shoulders and then spread right down to her stomach. In response her body began to glow with yellow energy that surrounded her body the same way Commander Comet's did. The sensation was so bazar and yet so wonderful at the same time. Carol couldn't help but wonder whether this feeling comes from all energy, or just from Bens touch. Cause right now, this electric feeling was so wonderful that she didn't want it to end.
However, much to her disappointment, Commander Comet stopped the flow of energy and released her hands. As much as Carol hated the separation, Ben did explain before that they don't know the full extent of her powers and don't want to push her to far. An acceptable reason in her book.
Now that she had a hold on absorbing energy, Commander Comet decided to assist her on releasing the energy. One of the main powers Carol discovered she possessed was the ability to fire photonic beams of energy from her palms. She first discovered this ability when she stretched her arms one morning and accidently blasted a hole in her ceiling. It was one of the powers that Carol was very nervous about using. But Ben was confident in her abilities.
The alien hero, lead the SHIELD agent to a space in front of two large boulders. Commander Comet then addressed Carol. "Now absorbing energy has the same effect as releasing it. However, absorbing has more of a pulling motion to it, while releasing is more of a push." He then pointed his arms at the boulder in front of him and once again his body was surrounded by the green energy.
"Just, focus on the energy. Let it build up. Then when you feel like its about to pop. Relax." The second he said that, a green beam of energy shot forth and blasted the boulder into pebbles. Carol watched the demonstration wide eyed as Commander Comet lowered his arms and the green energy subsided. He then turned to Carol and gestured to her boulder. "Now you give it a try."
Carol nodded as she took her stance and recalled Ben's words. "Focus, Build up, Relax." She repeated that over and over in her mind as her body became surrounded by her yellow energy field and aimed her arms at the boulder.
"Focus, Build up, Relax." She thought once more as the energy began to glow brightly around her hands. She then extended her hands and relaxed. However, instead of firing a beam of energy like Ben. The energy instead, exploded out in all directions, causing Carol to be blasted back a few feet and landed on her back.
Carol groaned, had she have been normal, she would have received a few broken bones from an impact like that. But her new power set seemed to have included heightened durability, as such she only felt a little winded. Once her vision cam back into focus she looked up to see Commander Comet standing over her as he held out his hand.
"You ok?" He asked.
Carol groaned. "Yeah." She then reached out and took his and allowed him to pull her up.
"That was a pretty good attempt." He complimented as she dusted herself off. "We might take a break from that and maybe move onto flying."
"You can fly already?" Carol asked in a surprised tone.
"Yeah." Commander Comet replied uncertainly. Not sure what her problem was.
"Unbelievable!" She yelled throwing her arms up in the air and storming off. She walked over to the boulder where she'd placed all her stuff on and sat on top of it, grumbling.
Cautiously, Commander Comet walked over to her, tapping the Ultimatrix dial and turning back into Ben in a flash of green light. As he approached her, he felt as though he should say something. However Carol beat him to it.
"How do you do it?" She asked.
Ben gave her a confused look. "I…Don't…"
Carol then raised her head and looked at him. "We got these Kree powers at roughly the same time and we both started practicing together. How are you so much better at using them? Why does everything come just so easily to you?"
Ben stared at her for a while before taking a deep sigh. He then climbed up onto the rock and sat next to her. He sat quietly for a second before he spoke.
"Whenever I transform, I feel like myself. But at the same time, I feel like I'm someone else. Get all these feelings and urges of what these aliens would be like if I was one of them. Their instincts are apart of me. Using their powers is like using a body part, it just feels natural." He then turned to Carol. "You are one of the most skilled and most determined people I've ever met. You can get this. I know you can get this. Heck, first time I used the watch I ended up starting a forest fire, so I think you got off lucky."
Carol giggled as she smiled at her friend. "Thanks, Ben. I don't know what I'd do without you."
The two teens smiled at each other as a blush formed on their cheeks. They didn't even notice that they were both slowly leaning closer to each other. But the sound of a twig breaking snapped both teens out of their daze and they immediately pulled away from each other, their faces red as cherries.
Ben grunted as he cleared his throat. "I. Ah. Should go and fill up my water bottle." He said nervously as he stood up. "There's a river past those trees. Why don't you practice your energy build ups while I'm gone."
"Y-yeah. No problem." Carol responded, equally nervous.
Ben nodded as he walked towards the tree line. Carol watched him go and brushed a loose strand of hair behind her ear as she watched him go. There was a brief moment when Ben looked back at her as he walked. However with his attention on her he didn't notice the stone in his path until he tripped over it. The teen hero briefly rolled on the ground before returning to his feet, slightly flustered. Carol had to cover her mouth with her hand to keep herself from giggling out loud. This caused the alien heroes fluster to intensify as he walked beyond the tree line and out of sight.
Carol smiled for a moment. However just at that moment, her phone rang. Carol grabbed the device and checked the caller ID and her smile faded. On a day like today, this was the last person she wanted to talk to.
Ben leaned over the riverbank as he let the water flow into the top of his water bottle. As he did he could help but think back to what was happening. That close call in the field pretty much sealed the deal for him. He liked her. Like, liked her, liked her.
Whenever he was around her, talking to her or even thinking about her, Ben couldn't help but get a warm feeling inside himself and all he wanted to do was see her again. He had to tell her, after training and they're both tired, he'd tell her how he felt.
When his mind drifted to her training, Ben placed a hand on his chin. How could he help her with that? Carol was well disciplined and was a very skilled Agent. But when it came to actually using her powers, she fell short. Perhaps she needed to really on her natural instincts. A surprise attack should be the motivation she needs.
Smirking at his own brilliance, Ben activated the Ultimatrix and turned the dial until he found the alien he was looking for. He then slammed down that dial and in a flash of green light. Ben turned into a phantom/ghost-like alien with claw like hands. It had grey skin with black lines running all over it. A single green eye was present on its head. The Ultimatrix Symbol was positioned on its chest.
"GHOSTFREAK!" the alien yelled in a raspy, whispering voice.
The ghost-like alien then disappeared from sight as he went invisible and floated back to the clearing where Carol was. While the teen hero knew that was probably a mean trick. He knew he had to try a different approach in helping her utilize her powers. Even though her knew that she was going to hit him for it.
Ghostfreak phased through the trees and saw Carol standing in the center of the field with her back to him. As the alien hero stealthily glided towards her, he noticed that she was currently speaking to someone on her phone. At first Ghostfreak thought he should give her some privacy. Until he saw her turn in his direction, since he was invisible she couldn't see him, but he got a good look at her face. She was nervous and at the same time guilty, she kept glancing in his directions as if worried Ben was going to walk through those trees at any second.
That instantly caused Ghostfreak's curiosity to overwrite his consideration. The alien hero glided closer to his friend until he could make out what she was saying.
"Yes Sir. I understand." She said into the device. "… Yes, Sir. I've been making progress, but these training sessions have allowed me to make some serious headway… I know but I just need more time. He trusts me now, but I just need a little more time to firmly cement my position."
Ghostfreak began to feel uneasy. What was she talking about?
"… No Sir, I haven't forgotten the mission… Director Fury, I can assure you. With a little more time, I can have Ben Tennyson as a member of SHIELD before the months end."
A White-hot poker to the eye would have been a relief to the pain that suddenly stabbed Ben in the heart. The pain was quickly replaced by rage as Carol let out a sigh and hung up the phone. Suddenly a bright green light flashed from behind her, making her jump in surprise as she turned to see a very hurt looking Ben Tennyson. His eye glaring at her so hard that he could've practically burned a hole into her skull.
Carols eyes widened at the sight of the teen hero. She stood unmoving, holding her breath as the two stared down each other. The seconds spread into eternity before Carol could form any words into her mouth.
"Ben… I…"
"So it was all a lie." Ben snarled at her, causing her to flinch from the harshness of his words. "From the very beginning, you were just playing me."
Carol could feel the pain from every word. Not just his pain, but hers as well. The moment she was afraid of was finally here. But instead of telling him the truth about how she felt, she instinctively fell back into her SHIELD training.
"Ben you have to understand…"
"Don't you DARE try to justify yourself!" Ben roared at her, causing her to take a step back. "From the very beginning you have been lying to me! Pretending to be my friend, making me trust you, tricking me into thinking that you were a real person. When all this time you were just playing me, so you can make me one of Fury's lapdogs. You honey-potted me!"
Desperately Carol tried to reach out to him. "No, Ben its not like that. I mean, yes. Fury did assign me to try and recruit you. But that was before I got to know you."
Ben went silent for a moment, making Carol believe that there was still hope.
"Even now you still lie." Ben hissed at her. "Hawkeye was right about you. I thought we were friends, but you were just faking cause Fury told you to. None of it was real."
'No Ben!" Carol yelled out, stepping towards him. "It was real to me. It may have started as a mission. But now it's become something… more." She then walked up to Ben until she was staring him right in the eyes. "Ben… I…"
"Save it!" Ben snapped turning away from her.
"Ben please listen." Carol pleaded, placing her hand on his arm. However Ben sharply pulled his arm away.
"Get away from me!" He yelled. His arm still raised, appearing as though he was about to strike her. In all honesty, Carol felt as if she deserved it.
However before either of them could move, a chilling voice called out. "My, my. A lovers quarrel."
Ben and Carol both turned to the source of the voice. Their eyes widened at the grinning skull mask of Taskmaster. The mercenary was leaning against the boulder several feet away from the teens, his broadsword in his right hand.
Ben's eyes narrowed, like he didn't have enough to deal with already.
"But granted, I knew this fight would happen eventually. Its SHIELDs nature to keep secrets." He eyes focused on Carol as she felt the pain of the guilt worsen with each word.
Taskmaster then focused on Ben, who had his hand on the Ultimatrix, ready to change at any second.
"You don't know how long I've been preparing for this?" he said, walking around the two teens like a shark. "Patiently studying, planning and preparing for the day where you would be at your most venerable. And now here you are, miles away from any form of help and without your precious team to help you."
Ben snarled as he activated the Ultimatrix. "I don't need their help to take you down." He then slammed the dial down. "SWAMPFIRE!"
The plant alien charged, igniting his fists in the process. He then jump over Taskmaster and brought his fists down hard. The mercenary rolled out of the way, just as Swampfire's fists formed a scorching crater in the field. The teen hero then blasted a wave of fire at the copy cat villain. However instead of dodging, Taskmaster pulled out a canister from his belt and tossed it at the fire. The canister exploded on contact and, to Swampfire's surprise, the flames where extinguished.
"Liquid Nitrogen grenades." Taskmaster explained. "Handy to counter fire users."
Swampfire's eyes narrowed as he charged the villain once again, raising his fists. Taskmaster smiles under his mask as he raised his sword and charged.
It was when he raised the sword that Carol got a good look at it. She noticed that the blade looked different to the last one he used. Instead of steel grey, the blade looked pearl white. It only took a second for Carol to realize what that meant. She tried to warn the alien hero, but it was too late.
Swampfire swung his fist at Taskmaster, but the mercenary easily avoided the strike and swung his blade, onto the outstretched limb. The sword easily cut through the appendage and severed the limb. Swampfire, as usual, didn't care due to the aliens regeneration capabilities and swiftly spun his body allowing his left arm to back hand Taskmaster, knocking him several meters away from him.
The mercenary rolled a few meters away before coming to a halt. Swampfire thought it was over as he put a lot of strength into that punch. Even the best body armor could stand up to that. However his eyes widened in surprise as Taskmaster suddenly got to his feet, chuckling as if nothing happened.
The mercenary then tapped the chest plate of his armor. "Vibranium weaving. Sometimes it pays to have allies who can teleport. And that's not the only surprise." He then gestured to Swampfire's right.
The alien hero looked down and to his shock, he saw that his right arm was still a stump. Swampfire was so occupied by the fight that he didn't even notice that his limb had failed to heal. How was that possible?
As if reading his mind, Taskmaster held up his white sword. "This new blade of mine is made with a very rare metal called, Carbonadium. What makes this metal unique is its little ability to temporarily cancel out healing factors." The villain said gleefully.
Swampfire's eyes widened, a weapon that could slow down Swampfire's regeneration was a major problem for him. If he hadn't been distracted buy… other events, he might have seen that. The alien hero berated himself for blindly rushing into a fight like that, now he was one arm down against a villain that could predict his every move. Luckily that wasn't the only trick up his sleeve.
Reaching up to his shoulder, Swampfire pulled over several seeds and proceeded to toss them directly at Taskmasters feet. The seeds then sprouted into several large strong vines. The mercenary did his best to try and cut down the attacking plants, but eventually he was ensnared by them and lifted off the ground.
Swampfire smirked as he walked up to the trapped villain. "You're gonna need a bigger weed hacker to take care of these weeds." The alien hero chuckled then turned his attention to his severed arm, which only now was starting to grow back at a very slow pace.
He was then approached by Carol who tried to inspect the arm.
"Are you ok?" She asked in a concerned tone.
"Like you care." Swampfire snapped as he pulled his arm away and then proceeded to distance himself from her.
Carol was about to call out again in an attempt to explain things to the alien hero. However before she could, the sound of a gun chocking caught her ear as she instantly turned around to meet the source, her hands instantly going to her hip were her gun usually was. She cursed when she realized she left it at her apartment. She then saw a stream of green liquid fly out from behind a bolder and splash across the vines that bound Taskmaster. A hissing sound quickly followed as the liquid ate right through the vines, freeing Taskmaster.
The mercenary landed on his feet as Swampfire turned in surprise to see the villain free. Then that surprise was quickly replaced by shock as a green portal opened up behind Taskmaster and through the portal, stepped the Masters of Evil. Ben and Carol stepped back in surprise at the sight of the villains.
"You didn't think I'd be foolish enough to face you without backup, did you?" Taskmaster stated tauntingly.
Zemo then stepped forward. "Greetings, Shapeshifter. We meet again." The Masked Demon then looked at Carol. "I see you have brought a friend with you."
"She's not my friend." Swampfire snapped back, earning a hurt look from Carol, even though she tried to hide it. "And I beat you guys last time. I can do it again. Only this time, you don't have a hostage."
Zemo raised an eyebrow. "Perhaps. But that is why we have felt the need to expand our ranks."
The leader of the Masters of Evil then gestured to his side and out from behind the boulder, came a man wearing a type of red suit, with silver plating on the upper arms, upper chest and lower legs. His head was covered in a round mask with yellow lenses over the eyes. He wore a disc-like backpack on his back, with a hose coming out of the base that connected to a high tech gun in his hand.
Then emerging from in between Executioner and Crimson Dynamo was a Man who looked like he was completely make of stone, He had short hair, white eyes without pupils, and a small moustache. He wore a caped cloak with a broad collar. Blue gloves and boots covered his hands and feet.
Zemo then gestured to the two new members. "May I introduce, Chemistro and Grey Gargoyle." He presented the two respectively.
Swampfire narrowed his eyes. "Bring as many losers as you want. I'll just kick their butts."
Carol however did not like their chances. Her concern was more on Ben though. Due to the way he was fighting Taskmaster, it was clear that his emotions where clouding his judgment, causing him to rush in blindly and attack. In his current stated, Ben was in no condition to fight these guys. They needed to escape, but since the Alien Avengers now wouldn't listen to a thing she said, Carol would have to put him a situation to force him to retreat.
Moving quickly, Carol charged forward towards the villains, heading straight for Executioner. Seeing a woman of her size and build charge straight towards an Asgardian with the determination she had. It was practically impossible for the bruiser to take her seriously. Nether the less, Executioner marched forwards with his axe blade poised to strike. The Asgardian swung his massive blade, only for Carol to side step the attack. The SHIELD agent then let out a cry as her fist shot forward and made contact with the Executioners chest. Then much to the surprise of everyone present, the executioner grunted as he suddenly doubled over and flew backwards from the force of the punch Carol threw at him.
One aspect of her powers that Carol was able to master quite quickly was her strength. While they haven't really tested her upper limits, Carol was easily strong enough to lift a SHIELD SUV above her head with little effort and dent solid steal with a single punch. Thanks to her usual SHIELD training Carol was able to control her strength so she wouldn't accidently break anything delicate she touched.
However in this situation, Carol released all restrained and simply let go. The villains where so stunned by this display of power that Wonder Man didn't even have time to react when Carol sent a left hook to his face, sending him flying off in a different direction.
At that moment the remaining Masters of Evil rallied, and moved to attack the super powered agent. Baron Zemo pulled out his pistol and fired several energy bolts at the teen agent. Carol saw the bolts and raised her hand to intercept them, however as she focus on what Ben told her, suddenly his kind words of encouragement, were drowned out by his bitter words of her betrayal. Those thoughts shattered her concentration and as the bolts hit her skin, she yelled in pain as the bolts stung the skin on her hand, leaving the palm quite burnt.
Carol clutched her injured hand as she looked up to see Crimson Dynamo and Enchantress, fire energy bolts and mystical energy, respectively at her. Just before the attacks made contact, a wall of thick vines erupted from the ground in front of her and shield Carol from the blast, being destroyed in the resulting explosion instead.
Carol looked back to see, Swampfire leap into the fray and blasted a wave of fire at Chemistro and toss several more seeds at Zemo and Taskmaster , who then proceeded to draw their swords to engage the attacking plants. However during his attack, Swampfire failed to notice Grey Gargoyle approaching him from the side until his was in striking distance.
Grey Gargoyle lunged forward and grabbed Swampfires right arm at the wrist. The alien hero struggled in the villains grip until he looked down at the appendage and his eyes widened. From the point of contact, Swampfire's green, viney arm was rapidly turning to stone. Grey rock, spread across his arm like a sickness. Without even a second thought, Swampfire seized his arm at the shoulder and proceeded to rip the appendage, clean off his body.
"I'm going through a lot of arms today." Swampfire commented as he watched his arm completely turn into stone in Grey Gargoyles. The villain then gave the Alien Avenger an evil grin before letting the stone limb fall to the ground.
Not wanting to allow the villain to get within grabbing distance again, Swampfire blasted a wave of fire from his remaining hand, creating a wall of fire separating him from the stone villain.
Swampfire then quickly regrew his arm just in time to see Crimson Dynamo charge him from the side with his fist raised to crush his. Not wanting to be on the receiving end of a villains attack again, Swampfire leaped back to avoid the strike and slapped the Ultimatrix dial.
In a flash of green light, Swampfire was replaced by an alien that greatly resembled a mix between a grasshopper and a praying mantis. It had a green film connected to the tibia and tarsus of its legs. It had a large segmented horn on top of its head and two smaller horns on the sides of its head where the eyes are placed. Each horn had three tiny spikes behind them. There are also three spikes on each forearm and the back of both tarsi on its legs. It had two sharp fingers and a thumb on each hand and two light-colored claw-like toes on its feet along with one on the back. Its chin was quite small with two lines. Under its armpits are gill-like structures. Its segmented neck extends from a green collar that is fused with the torso. It wore a suit with three black stripes and a green tip. The Ultimatrix symbol was present on its stomach.
"CRASHHOPPER!"
Crimson Dynamo raised an eyebrow at the sight of the insect like alien in front of him. "If this is your attempt at surrendering. Simply turning to human form would have been acceptable."
Crashhopper simply smirked. "I don't surrender. I jump at the chance for a good fight."
And to prove his point, Crashhopper then crouched down low. Then, with a noise vaguely resembling that of a cricket, Crashhopper leaped forward using his powerful legs, resulting in a small crater being left behind from the power of the legs. The insect like alien shot forward with the speed of a rocket and slammed his armored head right into Dynamos metal chest. The force of the impact was so powerful that Crimson Dynamo was launched back several yards before colliding with a tree trunk on the edge of the field. Splintering the trunk as he did.
Crimson Dynamo groaned as he tried to process what happened. That small, dainty look insect like being, just struck him with the same force as Abomination on a temper tantrum. He could still feel his armor vibrating from the shock of the impact. He then checked his armors systems and his eyes widened at the data the armor was giving him. Apparently the alien had managed to strike him so hard that the chest plate was actually dented from the impact.
Back in the fight Crashhopper was busy dealing with Enchantress as the sorceress fired, mystical bolts at the alien. But every time the alien would jump out of the way just before the bolt hit him each time.
Enchantress snarled as she grinded her teeth together. "Hold still, you vial insect."
"Pretty annoying now that the shoes on the other foot." Crashhopper quipped as he dodged another bolt. Usually, Ben would have been snickering in his head for a well placed zinger. But in this fight he was doing it more out of instinct than actual enjoyment. All he could think about was his desire to escape these villains so he would never have to see her again.
Speaking of, as Crashhopper looked out of the corner of his eye, he noticed Carol fighting Zemo, who had managed to dispatch Swampfire vines long enough for him to escape but leave Taskmaster behind. The Masked Demon slashed his sword at the SHIELD agent, who managed to sidestep the attack allowing her to close the distance between them and grab Zemo's outstretched arm and proceeded to judo flip him into Chemistro. If Carol was being honest with herself, she did feel pretty good to be smacking around a group of supervillains.
However her confidence faltered when a large shadow was cast over her. Carol turned to see the massive form of Abomination standing over her with a deadly grin on his face. Carol took a step back, her confidence waning from the intimidating presence that the gamma villain possessed. But then her training kicked in and her confidence returned as she threw a right hook right at the monster scaly face.
However, much to her surprise, Abomination was able to catch her hand in his massive paw. She tried to lash out with her left fist, but Abomination was able to catch that one too. With both limbs trapped, Carol was helpless as Abomination lifted her off the ground with her arms spread either side. Despite Carols desperate attempts to free herself, the gamma mutants grip held strong.
"You're strong girly. But not strong enough." Abomination taunted. "Pity, I was expecting a rematch with your little boyfriend. But I suppose I can still have fun tearing you apart."
Carol grunted as she felt her arms being pulled. She new she couldn't out muscle him. But side from super strength and faulty energy absorbing, what else could she do?
Then it hit her. How could she have been so stupid? Closing her eyes, Carol focused on what she needed to do as Ben's instructions went through her mind.
"Focus, Build up, Relax." As she repeated the phrase in her mind, her body began to glow with yellow energy. Abomination blinked at the sudden display, as the light the flowed into Carols hands, which then proceeded to glow brighter. Then Carol opened her eyes and let out a powerful yell as the energy, like every other attempt, exploded from her hands. The force was powerful enough to send Abomination flying away from her, causing Carol to land on the ground hard.
The SHIELD agent collapsed to her knees, panting heavily. The amount of power she put into that blast left her drained. She felt so tired and dizzy that she couldn't even stand.
Hearing the explosion, Crashhopper glanced in the direction it came from and saw Carol on the ground. Despite his anger towards her, the Alien hero's instincts kicked in as he leaped over the villains in his way and scooped up the tried woman in his arms. Crashhopper then crouched low and kicked off the ground, causing a massive shockwave as he did, and soared into the air.
The Masters of Evil, who were capable of ranged attacks, unleashed a barrage of Energy blasts, Mystical beams and missiles at the retreating hero. However none of which managed to hit the leaping alien.
Despite the apparent failure, Zemo did not look upset. The Villainous leader turned to Enchantress. "We do not want our prize to escape this easily, Amora. It is time to unveil our little surprise."
Enchantress grinned as she raised her hand to an open area in the field. A mystic portal opened up and from it came a large, cylindrical device, that glowed in several areas. The Enchantress then raised her hands and gathered mystic energy into them before unleashing a beam of energy into the machine. The Device then hummed to life as it then proceeded to fire a beam of energy directly onto the sky. Once it reached high enough, the beam then spread outwards like an open umbrella and extend out in all directions. Soon the energy completely encompassed the entire forest in a giant green dome.
The villains all grinned evilly. There will be no escape, for the Avenger.
As Crashhopper leaped into the air once more, Carol glanced over the aliens shoulder to see the massive energy dome spreading out over them.
"Ah Ben." She said worriedly.
"Not now." Crashhopper said, as he glided through the air.
However Carol saw the dome briskly approaching them and started to panic.
"Ben!" She said again, tapping the aliens shoulder to gain his attention.
"I said, not now." Crashhopper snapped back, clearly annoyed now.
Buy that point the dome was just about to reach them. Now Carol was really starting to panic as she grabbed head and forced him to look.
"BEN!"
"What are you... Woah!" was all Crashhopper could say as the dome crossed right in front of them causing the two to slam into the side of it like bugs on a windshield. They then proceeded to fall to the tree line bellow. Crashhopper quickly grabbed Carol and angled himself so he would take the full force of the impact. The two slammed straight into the forest floor, kicking up dirt and sticks as they did. The impact was so intense that Crashhopper slipped into unconsciousness, resulting in a flash of green light turning the alien back into Ben.
Carol groaned as she forced herself up. She groggily shook her head, once her eyes cleared she saw that she was laying across Bens chest with her face inches from his. At first she wanted to pull back, but as she gazed at him, she couldn't help but admire his features and she subconsciously started leaning towards him.
But suddenly, Ben groaned and Carol immediately shot back and backed away as Ben lifted his arms to rub his brow. The teen hero then got into a sitting position. He then shook his head and opened his eyes and for a brief moment, his eyes locked with hers. At first she saw the kind, gentle eyes that she had always seen whenever she looked at him. However that kind look quickly transformed into a look of hate and betrayal.
Ben then looked away from her as he got to his feet. "What happened?" he asked.
"Looks like the Masters set up some kind of force field." Carol stated as she got to her own feet and looked at the energy field. She then reached into her pocket and pulled out her phone. "And it looks like they're also jamming transmissions. I'm not getting a signal."
"Neither am I." Ben said, looking at his Avengers ID card, which was also displaying the 'No Signal' sign. He then started to fiddle with the Ultimatrix. "Not even on my…"
"Your what?" Carol asked curiously.
"Nothing. Forget it." Ben snapped back.
Carol raised an eyebrow as she approached him. "Ben if you think its important then…"
"I said, drop it." Ben snapped fiercely, causing Carol to instinctively take a step back. She'd never seen this side of Ben before, and if she was being honest, it scared her a little.
Ben then turned to where the wall of the energy shield was closest to them and started walking towards it. Carol followed, but after Ben's outburst, she decided to remain a couple of paces behind him. Once they reached a clearing just before the wall, Ben stood in front of the green energy field, staring at it intently. He then activated the Ultimatrix and slammed the dial down.
"CHROMASTONE!"
The crystal alien then placed his hands against the dome and attempted to absorb the energy. But suddenly Chromastone felt a jolt of pain travel up his body causing him to jump back.
"ACK!" Chromastone yelped as he jumped back. He never got used to the rare moment when he couldn't absorb the energy before him. But the times it did happen allowed him to understand why.
"What's wrong?" Carol asked, concerned.
"The dome is made up of 2 different energy frequencies." Chromastone explained. "I can only absorb one form of energy at a time. Looks like the only way we're getting out of here is if I destroy the shield generator."
He then proceeded to turn around and walk into the forest.
"Ok, lets do it." Carol agreed, as she started to follow him. However she was stopped when Chromastone turned around and aimed a glowing fist at her.
"Not you. You're staying here." The crystal alien stated.
Carol blinked at the statement, then instinctively went on the defensive. "Why, because I don't have any powers? You think you need to protect me?"
"No, because I don't trust you." Chromastone simply stated.
Carols expression instantly softened. She should have seen that coming. "Ben look, we need to work together on this. You can't beat all of them alone."
"And how do I know you're not working with them." Chromastone blatantly accused.
"What?" Carol said, clearly offended. "You're being ridiculous Ben."
"Am I?" the teen hero spat back. "I thought you were my friend. But you've been lying to me this whole time. I can't tell what's real about you anymore. And I can't work with someone I don't trust. I'll get you out of this shield. But after that, I never want to see you again."
Carol may be a SHIELD agent. And Agents usually undergo training to resist pain from being in a fight to being tortured. But that one sentence hurt her more than anything she's ever felt before. Her heart ached as it felt as if it was torn straight from her chest.
He hated her and it was all her fault.
Chromastone huffed as he turned his back to her and started to walk away, a stone cold expression etched into his face as he marched forward.
Carol stood motionless as she watched him go. "Ben." She croaked as she reached her hand out to him. She was at a loss for words; she tried to say something to defend herself, to justify her actions. But nothing came up. She'd lost his trust and there didn't seem to be any way to get it back.
However the emotional turmoil of both teens left them blind to a large axe blade that shot out from the tree line and slammed into Chromastone. Due to the aliens nigh invulnerability, the strike did little more than send the alien flying a few feet and stun him.
Carol gasped in shock as Executioner came barreling towards her at top speed. The SHIELD agent was completely caught off guard, resulting in her reflexes to be too slow as she was unable to draw her sidearm before Executioner reached her. The Asgardian brute stood over her menacingly as he simply flicked his wrist to knock her gun out of her hand.
Executioner than seized the young agent by the throat and lifted her off the ground. Carol gasped for breath as she desperately fought against the iron grip the brute had on her.
Chromastone groaned as he got into a sitting position. Once his vision cleared, the teen heroes eye widened as he saw Carol dangling in Executioners massive paw as the Asgardian warrior retrieved his axe. He then swung the blade in a vertical motion and sliced open a portal.
"NO!" Chromastone yelled as he swiftly flew forward to intercept the villain. But it was too late; Executioner stepped through the portal with Carol in hand and vanished with the portal closing behind them just before Chromastone could reach them.
Chromastone gritted his teeth in anger. How could have let himself get so distracted. Now because of him Carol had been captured. The Alien Hero didn't have time to reflect on what had happed, as Zemo's voice suddenly echoed all around him.
"Attention Avenger!" Zemo's voice rang out. "As I am sure you are aware, we have your little friend in our possession!" Chromastone narrowed his eye are he snarled at the disembodied voice.
"I believe you know what we want!" Zemo continued. "Come to the clearing at the center of the forest and we will make a trade! Your device, for the SHIELD Agent! I give you my word that she will be unharmed and will be released the moment the exchange is complete! You have 10 minutes, Hero. Do not keep me waiting!"
And with that the voice was silenced. Chromastone pondered for a moment. On one hand, every fiber of his being was telling him not to do it, as he couldn't let the Masters of Evil get the Ultimatrix. But on the other hand, he couldn't let Carol die. Yes she betrayed him; yes he was mad at her. But that didn't mean he wanted her to get hurt. Sure Zemo's a heartless villain that would definitely go back on his word and kill her the moment he got the Ultimatrix. But could he risk that? Was the life of the girl that broke his heart really worth the fate of the world?
The teen hero let out a sigh. He knew what he needed to do.
Back in the clearing, the Masters of Evil were starting to get impatient. The Alien Avengers deadline was fast approaching and several villains were starting to get restless.
"Times almost up, Zemo." Abomination grunted as he held their captive, Agent Danvers in his hands. "You said he'd come and he hasn't. We should just swash this little Slag and hunt him down ourselves."
"Patience, Abomination." Zemo said calmly. "He will come. He cannot help it. He's a hero. And like all heroes, he cannot resist the urge to save a weak damsel in distress."
In any other instance, Carol would have taken huge offence form those insults. But in her current stated, those words were only simple paper wads to the stone Ben threw at her moments ago. The young SHIELD Agent glared at the Masked Demon as he stood in front of her.
"You're wasting you time if you think he'll come for me." She stated. Her pain reflected in her words.
This however caused Enchantress to laugh. "Oh you poor misguided thing. If there is one thing I know with absolute certainty. Is that the hearts of man can easily be swayed when the woman he loves is involved."
Carol winched at her words. She then looked away from the witch, who grinned darkly at the young woman's discomfort. She loved to toy with her captive's emotions before she breaks them.
A few moments latter, Zemo turned to Crimson Dynamo. "How much longer does he have?"
"20 seconds." The armored villain responded.
Zemo sighed in disappointment. "It would seem this Hero is not what I expected."
"Then she's no longer useful to us." Taskmaster stated as he drew his sword and looked at the SHIELD agent like a hungry predator.
However before he could advance on her, a voice cried out from the trees.
"WAIT!"
The Masters of Evil, plus Carol, all looked towards the tree line. Out from the shadows, walked Ben in his human form. His mask was pulled up and his hands where raised as he walked towards the villains.
Zemo grinned at the sight of the Avenger. "I'm surprised it took you this long. We where starting to believe you would not come."
"I was walking in the middle of a forest without a map or compass. If it wasn't for that green beam I don't think I ever would have found you." Ben snarkely replied. He then stopped a few meters from the villains. "I have your word, right? I give myself up, you'll let her go?"
Zemo grinned evilly under his mask. "But of course, Avenger. I give you my word that the Agent will be freed once we have the device."
Ben narrowed his eyes. "Ok, then." He called out as he walked towards them. Once he was close enough the villains moved to surround him, weapons and powers aimed at him.
Ben looked around and raised his eyebrow. "Really? Is this really necessary, I already surrendered."
Zemo chuckled as he held the tip of his sword to Bens throat. "One can never be too careful, Young hero. Now remove the device."
Ben smirked as he lowered his arms. "Sorry Sock Head. But this thing is bonded to my DNA, I can't get it off."
Zemo's eyes narrowed. "Remove the device or the girl dies." He snarled, gesturing behind him with his sword to Abomination as he held Carol still as Grey Gargoyle held out his hand over he head, threatening to turn her into stone.
Ben's eyes widened as he looked at Zemo pleadingly. "Look I swear, I don't know how to get it off. This thing is really complicated I've never unlocked all its functions. The minute this thing latched onto my wrist I've never been able to get it off."
The Masters of Evil, looked at each other in confusion.
"I say we tear it off his arm!" Abomination called out.
"Tried that the first time I met him." Taskmaster stated. "The thing emits some kind of energy pulse if someone tries to remove it that way."
Zemo glanced at the mercenary questionably for a second before directing his attention to Enchantress. "Then we shall try another means to obtain it."
Getting the hint, Enchantress grinned as her handed glowed with green energy. Suddenly a ring of green mist surrounded Ben, causing his body to become paralyzed from the neck down. Enchantress then waved her hand and Bens left arm was lifted up and held out to his side. Enchantress then raised her hands as the mystic energy built up around them. The Asgardian Witch then fired a beam of green magic at Bens arm, striking the Ultimatrix at full force.
The teen hero grunted his teeth as his skin grew warm, then started getting hotter and hotter. Then he felt a burning sensation shot up his arm, as if a red-hot poker was just gabbed into his arm, reaching straight down into the bone. The pain grew so intense that Ben was on the verge of screaming. But then, suddenly the pain subsided. The Masters of Evil, all gathered around to see the Enchantresses handy work. But their excitement quickly turned into shock as they saw the Ultimatrix still attached to the hero's arm, completely unscathed, while the skin around the device was turning red from the intensity of the magic.
Even Enchantress herself was shocked by what she saw. "What manner of magic is this?" She said, flabbergasted.
Ben panted from the pain he endured. "Sorry Witch. But magic doesn't really do much on this thing." He explained, much to the villain's surprise. "Yeah magic used to be a problem, but then I got this thing upgraded so that wouldn't happen again. Guess you're not as powerful as you think. I'd consider getting a refund from Hogwarts."
Enchantress snarled at the teen Heroes remarks as he eyes glowed with power and her hands glowed with such intensity that the other villains backed away from her.
"Your insolent tongue has grated against my ear for to long, Mortal. If the device cannot be removed from you. Then you shall be removed from it!"
She then blasted a powerful wave of magic at the Alien Avenger. The energy washed over him and almost instantly, Ben started writhing in pain. It was as if he was being deconstructed one molecule at a time. There wasn't one part of his body that wasn't in pain. It was too much for the Wielder of the Ultimatrix to bear, in a few moments the teen hero was screaming in absolute agony as the villains watched in sinful glee.
Carol watched as Ben flailed about in the air, screaming in pain as Enchantress continued to attack him. Seeing him in so much pain seemed to hurt her just as much as him. It was unbearable; she couldn't let this happen to him. She closed her eyes as tears fell from them, but Ben's screams still filled her ears and drove a stake through her already shattered heart.
In that moment, something insider her snapped. All she could think about was getting to him, protecting him, and tearing apart anyone that would dare hurt him. All self-control left her as her instincts kicked into gear.
Carol opened her eyes, but instead of her usual blue eyes, they were glowing yellow. Yellow energy then started to surround her body, quickly gaining the attention of Abomination and Grey Gargoyle. The gamma mutant tried to tighten his grip, but the pressure that was building up was starting to be too much. Grey Gargoyle then tried to move in and touch her before she could do anything. But at that moment, the young woman had finally had enough.
"NO!" She screamed as she released a pulse of energy from her, that was so powerful and intense, that Abomination and Grey Gargoyle where both blown away from her. The former slamming into the ground so hard, he dug a large trench in he wake, while the latter collided with a boulder so hard that he was knocked unconscious instantly.
The remaining Masters of Evil all turned to see the SHIELD agent, floating several feet in the air, glowing intensely. He blonde hair flowed freely behind her as the band that usually held her hair together, snapped when she released the energy pulse. Her red scarf flowed behind her like a cape.
"Leave. Him. Alone!" Carol snarled as she glared at the Masters of Evil.
Despite her threatening tone and tremendous display of power, Zemo chuckled at the threat. "I think not, Child."
The Masked Demon then addressed his team. "Destroy her!"
Immediately Wonder Man and Crimson Dynamo took to the sky and fired beams of ionic energy and missiles respectively.
Carol saw the incoming attacks and quickly flew to avoid them. She displayed a remarkable set of maneuvers to avoid the missiles as the struck the surrounding area and obliterated several trees around them. She then saw Wonder Man appear in front of her and fire another beam of ionic energy. Carol then instinctively raised her hands in front of her and relaxed her muscles. And as the energy struck her open hands, the energy then flowed into her. Like a sponge to water, Carol absorbed the attack causing her body to glow brighter.
Wonder Man blinked in shock as Carol wasted no opportunity and flew at the ionic being with impressive speed and punched him with enough force to cause him impact into the ground, resulting in a large crater.
The Young woman couldn't enjoy her victory as she was struck in the back by an energy bolt, courtesy of Crimson Dynamos cannons. Carol was surprised to find that the attack didn't really affect her at all. It would seem she's more durable that she thought.
The SHIELD Agent then caught herself in the air and moved to engage Dynamo. The armored villain kept his distance from the superhuman and fired his cannons at her as he kept out of her reach. Carol flew after the villain, occasionally absorbing some of the energy bolts. This aerial game of tag quickly grew on Carol's nerves as she put her arms forward to try and make herself more streamline. But then an idea formed in her mind, recalling her instructions earlier in the day, Carol focused her energy and allowed it to flow into her arms, building up into her hands. Then once she built up enough, Carol relaxed her muscles. This time, instead of blowing up in her face, a powerful beam of yellow energy blasted out of her hands, cutting through the air like a saber. The energy struck Crimson Dynamo, right in his thrusters, causing them to be destroyed by the energy.
Without his thrusters, Dynamo had no way to prevent himself from plummeting uncontrollably out of the sky. The Armored villain landed on the ground hard, kicking up dust as he did. Once the dust settled, everyone could see Crimson Dynamo, his armor dented and his glass dome cracked open like an egg.
Carol smirked at her handy work, but just as she turned to face the remaining villains. A small metal canister flew in front of her face. The canister then erupted in a bright light and explosion so loud that her ears started to ring.
Carol recoiled from the effects of the Flash-bang grenade. With her eyesight and hearing temporarily disabled, she was unable to prevent the large solid object from tackling her out of the sky. The being slammed her into the ground with enough force to cause a crater
Carol groaned as her eyesight started to clear up, she gazed up to see the hulking form of Executioner standing over her. The Asgardian brute smirked as he lifted his axe to its zenith, before swinging down with the intent on cutting her in two.
The SHIELD Agent quickly rolled out of the way and used the momentum to get back on her feet. She then fired a beam of energy at the Asgardian, but Executioner was able to block her attack with his axe. The Asgardian then hefted his axe and charge. He swung the axe blade in a wide arc, but Agent Danvers was able to avoid the strike. He then tried again, but surprisingly she was able to dodge again.
Carol couldn't explain it, but every time Executioner prepared to attack her, she would some how get this sense and know exactly where the attack was going to go. Like she knew his moves before he could make it. Whatever the reason, she was able to successfully dodge every attack the brute sent her way.
Then Executioner swung his axe once more, but this time he accidently put a little too much power into that strike, providing a perfect opening for Carol to exploit. The SHIELD Agent balled her fist as it surrounded itself with yellow energy. She then proceeded to send a powerful right hook into the villains face, knocking him off his feet and sending him flying several feet.
With another bad guy down, Carol turned her attention to the remaining villains, her fists glowed as she prepared to blast them. However before she could, Enchantress then raised her hand and the weak form of Ben was lifted off the ground. Immediately Carol stopped in her tracks and glared at the villains.
Taskmaster then held his sword blade to Ben's neck as Zemo addressed her. "Quite impressive, Agent. But you must have known that this would not last. You had the element of surprise at your side. But that has all since passed."
At that moment, Chemistro appeared to her side and fired a stream of foam-like substance from his gun. The chemical landed at her feet and quickly expanded and solidified into a hard restrictive foam. Caught off guard and unable to move, Carol was helpless when Abomination suddenly charged from behind her and delivered a powerful uppercut to her chin. The force and power behind the punch was enough to tear her from the restrictive foam and launch her several feet into the air before crashing down at Zemo's feet.
The SHIELD Agent weakly tried to get to her feet again, but Abomination slammed his foot into her back and forced her back down.
Zemo grinned as he knelt down to her. "Poor child. Despite all your power, you have the same weakness as every other hero. Just like him." He said gesturing to Ben as Enchantress dropped him to the ground a few feet away from them. Carol grunted as she lifted her head up to look Zemo in the eye.
"You're wrong." She grunted. "He's the strongest, bravest and most selfless person I've ever met."
Zemo chuckled. "If he were as strong as you claim him to be, then why is he lying defeated at my feet?"
Suddenly Bens seemingly unconscious form started to laugh. The villains, plus Carol, all looked wide-eyed as the teen hero suddenly raised his head with a smirk of his face.
"You call it defeat. I prefer the term, playing possum." At that moment Ben activated the Ultimatrix and slammed down the dial, before anyone could react.
Green light erupted from the Alien Avengers body causing everyone to shield their eyes from the intensity. Once the light died down, Ben was replaced by a small bug-like alien, roughly a foot in height. It was yellow in color with black eyes and green pupils. It had four stick legs and a side ways facing beak along with a big to pronged antenna. It wore the Ultimatrix symbol on a green and white brace around it's neck.
"BALL WEEVIL!"
Everyone present looked at the tiny alien with a mixture of shock and confusion. Out of everything they had witnessed this shapeshifter had turned into; this was by far the most bazaar.
Chemistro broke the silence when he started laughing at the insect alien.
"Hahahaha. What the heck it that thing supposed to do? Bite my ankles? Cute us to death?"
"Don't take any chances with him." Taskmaster warned as he drew one of his pistols. "His forms are never what they appear to be."
"Got that right, Tasky." Ball Weevil quipped. "Big things come in small packages."
Taskmaster then took his shoot and fired several shots at the small alien. Ball Weevil responded by agilely leaping away to avoid the shots and scuttled across the ground. Chemistro tried to hit the alien with a chemical that caused the grass to wither up and die as it came into contact with. Zemo attempted to slice the teen hero with his sword, but once again the insect aliens small stature proved to be an advantage as he easily avoided the attack.
Enchantress then tried her luck and fired a beam of mystical energy at Ball Weevil. Once again the alien was able to flip over the attack. However this time, just before the alien his the ground he open his mandible-like mouth and a large glob of green slime shot out of his mouth. The slime landed of the ground and formed a perfect sphere, roughly two feet in diameter. Ball Weevil landed on top of the slime ball and proceeded to use his incest legs to roll the slime ball with incredible speed and accuracy.
As the alien rolled around the field, the slime ball started growing larger and larger as if it were absorbing all the matter it rolled over. The villains with long-range capabilities opened fire on the rolling alien. Energy bolts, bullets, chemical streams and mystical bolts bombarded the field as they tried to hit the ever-growing slime ball.
But eventually the small target became large enough for one of Enchantresses mystical bolts to finally strike the growing slim ball. However instead of destroying the ball, it absorbed it like everything else, growing to now be 10 feet in diameter. Ball Weevil then changed his course and rolled his ball right towards the villains.
Seeing that the villains were distracted, Carol put all her strength into her arms and pushed up. The sudden jerk knocked Abomination off balance; Carol then grabbed his outstretched arm and proceeded to judo flip the Gamma villain over her shoulder and into the ground.
The SHIELD Agent then moved to face Taskmaster, who drew his sword and shield to take her on. Once again, Carol's unknown sixth sense kicked in as she mentally saw Taskmasters sword strike before he could make it. She avoided his blade and threw a punch of her own. However since Taskmaster knew her moves and could predict her moves as well the fight resulted in a standoff, with both combatants throwing and dodging each other's strikes, neither making any headway.
Back with Abomination, the gamma monster rose to his feet, slightly dazed, but no less angry. That anger only increased when he saw Ball Weevil rolling towards him on his slim ball. Abominations eyes burned with hatred, that little shapeshifter made a fool out of him. Once he takes down Hulk, he would take great pleasure in squashing that little bug.
The Gamma Mutant roared as he charged towards the alien shapeshifter like a raging bull. As he got closer Bell Weevil smirked as he leaped off his ball, giving it one final kick in the process launching it forward. Abomination then cocked back his right fist and sent it straight into the slim. Bad move.
The second the scaly fist connected with the giant green glob, it erupted into a violent explosion so powerful that the resulting shockwave knocked everyone off their feet. Abomination got the worst of it as he was sent flying several yards away, landing in a smoldering heap on the other side of the field, his scales smoking from the heat of the explosion.
Ball Weevil smirked as he looked at the downed villains. "Suckers." He quipped.
His eyes then focused on the shield generator. With the villains down there was nothing standing between him and it. All he had to do was destroy it and he could call the Avengers and take the Masters down.
But just before Ball Weevil could hack up another plasma ball, a green mystical ring surrounded him and restricted him from moving. The Alien Avenger grunted as Enchantress appeared before him, gazing down at him with her flawless emerald eyes.
"Of all the mortals I've faced. You are by far the most troublesome." She remarked.
"Hey I wouldn't be doing my job if I didn't cause trouble for you bad guys." The alien hero retorted.
"Does you childish drabbles know no end?"
"Lady, I don't even know what drabbles means." Ball Weevil quipped.
Enchantress sneered as she raised her glowing hand. "The Nine Realms will be better off without a pest like you in it." Her hand then started glowing brighter as she prepared to cast her spell.
"GET AWAY FROM HIM!" A voice suddenly yelled as a yellow beam of energy struck Enchantress in the back, knocking her away from the teen hero and blasting her into the ground where she carved another trench in the ground.
The mystical energy restricting Ball Weevil, dissipated and the bug alien was able to turn and see a very angry looking Carol as she marched up next to him, her body glowing brightly and her arms outstretched as she kept them aimed at Enchantresses stunned body.
Ball Weevil stared at her in awe; the power she was displaying was unlike anything she'd shown before. She had really come along way from when she first got her powers.
Multiple groans broke the aliens musings as he turned to see that The Masters of Evil were all slowly getting to their feet. Despite Bens aliens and Carols new found control of her powers, it was still a slim chance they could defeat them all a second time. They were outnumbered and tired, they needed to end this now.
Ball Weevil turned to Carol, who was looking nervously at the villains. "Shoot me." He said bluntly.
Carol looked at him as if he'd lost his mind. "What? I'm not going to…"
"Do it!" Ball Weevil ordered.
Carol hesitated for a moment, but even though she may have lost his trust. She trusted him more than anything. Carol then aimed her hand at Ball Weevil and fired a bolt of energy at him.
Ball Weevil responded by shooting a stream of plasma from his mouth that collided with the energy from Carol. Immediately the plasma absorbed the energy and grew into a large ball. Ball Weevil then hopped on top of the plasma ball and rolled it towards the shield generator, scuttling as fast as his little legs can go. Then when he was close enough, Ball Weevil hopped off the plasma ball and watched it roll right into the shield generator.
The plasma detonated and the explosion reduced the generator into a large mass of flaming scrap metal. The green energy dome then dissipated and Ball Weevil quickly tapped the Ultimatrix symbol to activate his communicator.
"Avengers Assemble!" He announced into the device, hoping that they wouldn't be long. At the same time Carol also went for her communicator and contacted SHIELD.
Just then the Masters of Evil got to their feet and all glared at the two teens. However once Zemo saw the state of the shield generator, his eye widened. With the shield down they no doubt called for reinforcements, and with the state that the Masters of Evil are currently in, they will be captured and imprisoned before they could even attempt to retaliate.
"Enchantress, get us out of here!" Zemo barked.
The Asgardian witch, who had just crawled out of the trench Carol put her in, weakly raised her hands and formed mystical rings around herself and the other villains, teleporting away in a flash of light.
Ball Weevil grunted as he tapped the Ultimatrix dial and turn back to normal. A few moments latter, the roaring of engines sounded as the two looked up to see the Avengers Quinjet and several SHIELD aircraft, fly over the tree line and come to settle in the clearing.
Carol smiled at the sight of the cavalry and turned to look at Ben to share the moment. However her smile dropped when she saw Ben had turned away from her and was walking away. The SHIELD agent walked after him and tried to stop him from leaving.
"Ben Please…" She started to say.
But the moment her hand touched his shoulder, he shook it off and cut her off. "No! Like I said, Agent Danvers. The second we took down the shield, we're done."
With that, Ben turned his back to her and walked away. Leaving a heart broken Carol behind him.
A few hours later, after the Avengers picked Ben up and took him back to the mansion, the teen hero told them everything that had happened. Including Carol betrayal.
To say the team were mad would be a massive understatement, they were furious. The most vocal of them where Hulk and Wasp, both of whom looked like they were on the verge of going on a full blown rampage against SHIELD. In a shocking twist, all it took to calm Hulk down was a simple word from Ben. It took a combination of Captain America, Ant Man, Iron Man and Ben to stop Wasp from flying straight into the SHIELD Helecarrier, marching straight up to Nick Fury and gouge out his remaining eye.
Ben however didn't want to talk after that. The teen hero felt so angry and betrayed that he didn't know what else to say. He simply excused himself from the group and sat in the den, flicking through the channels on the TV, not really looking for anything and not even paying attention.
Honestly the Wielder of the Ultimatrix was more confused than mad. He knew Carol was spying on him for Fury. He knew that she was manipulating him so that he'd join SHIELD. He knew that nothing he had for her was real.
But was it though?
If this was all just a mission to her, then why did she act the way she did? Ben could have summed it up to the fact that she was just an expert actress and liar. But there was one thing that she could never falsify. Her powers.
She was able to fully use and control her powers when she saw him in danger. That kind of drive can only be achieved if the person truly cared about the person in danger. Like when a mother lifts a car off her baby, true power always shows itself, when a loved one is in danger.
Did that mean that Carol was telling the truth? That she really did care about him? Ben wanted to refuse to believe it, but he could not deny what he saw.
Seeing the young hero so sad like this, The Avengers thought to give him some space before they attempted to comfort him. One idea that came to mind to cheer someone up was food, Pizza to be specific. After placing an order, the heroes went about their business as they waited for the food.
A few moments later a knock sounded at the door. Hawkeye, being the closest one there, walked over the front door and opened it.
"Wow you guys aren't joke when you say 30 minutes or…" Hawkeyes sentence and smile stopped when he saw that the person on the other side was not the Pizza man. Instead a nervous looking Carol Danvers, dressing in civilian clothes, stood on the other side of the door, a downcast expression on her face as she looked up at the Worlds Greatest Marksman.
Hawkeye narrowed his eyes. "You gotta lot of nerve showing up here, Danvers."
"Is Ben here?" Carol asked as she nervously rubbed her right arm with her hand.
"I don't think he has any interest in talking to you." Hawkeye stated. "So you can just march right back to Fury like a good little lapdog."
"Please Clint…" Carol tried to beg before she was cut off when someone called out from behind Hawkeye.
"Hey, Hawkeye is that the pizza." Wasp called from behind him as she walked into view. "I hope he got our order right cause I'm…"
The second she saw Carol standing in the doorway, time seemed to slow down. In a split second, Wasps cheerful expression turned into hateful rage as her glare bore holes into the Agents head.
"You." Wasp hissed as Carol immediately backed away from her. "What do you want you filthy spy? How could you do that to Ben?"
Carol shook with fear at the sight of Wasps rage. Who would have thought that despite all of Janet's party girl, fun loving attitude, she could be so scary.
"W-Wasp… I…" Carol stuttered to say. But her words where lost when Wasp aimed her hand at her head as it glowed with stinger energy.
"Give me a reason." Wasp snarled at the SHIELD Agent. "Give me one good reason."
"JANET!" Ben suddenly called out grabbing everyone's attention. The teen hero then walked into the door frame, a neutral expression on his face. Ben looked at Carol for a brief moment before turning to Wasp.
"Could you give us a moment, please?" He asked the size changing heroine.
Wasp looked at Ben confused for a second. "Are you sure, Ben?"
Ben nodded. "She saved my life. That's earned her an explanation."
Carol smiled gratefully at the Teen Hero, but composed herself when Wasp gave her a final glare before lowering her fist. She and Hawkeye then walked back through the door, but Wasp held back for a second and placed her hand on Ben shoulder.
"We'll be just inside if you need us." She assured. Ben nodded in understanding and she walked inside, leaving the two teens alone.
For the first minute, the two stood in uncomfortable silence. Ben stood silently with his neutral expression, while Carol nervously scratched her jacket as she tried to work up the nerve to talk to him.
Eventually though, Carol was finally able to take a deep breath and look Ben in the eyes. She then reached into her ear and pulled out a small earpiece communicator. She then dropped the device to the ground and proceeded to crush it under her foot. Carol then reached into her pocket and pulled out her phone and then tossed it away into the bushes.
"This is between you and me." Carol stated. "No one else."
"Ben, I'm sorry." She said. "I'm sorry about everything. I never wanted to hurt you and there where times that I wanted to tell you, but I could never find the right time to say it."
Ben said nothing, so she continued. "At first this started as a job. I was doing my duty as a SHIELD Agent. But as I spent more time with you and got to know you. You became so much more than just a job." At this point, tears began to form in the corners of her eyes as she confessed to the Wielder of the Ultimatrix.
"You are the bravest, selfless, most irritating person I've ever met. And I like you, Ben. Like, like-like you, and I know I screwed up and these no chance that you'd ever want to be with me after what I did. But can we at least still be friends? Cause I can't picture my life without you, Ben."
For a while, Ben stood there completely motionless. His expression hard as he absorbed everything Carol said. He then closed his eyes and let out a long sigh.
"I'm sorry, Carol." He finally said. "But I just don't know you anymore."
Carol face fell. She didn't know way she would be surprised, after what she did, she wouldn't forgive herself either. The teen agent, lowered her head and started to walk away. Then suddenly, she felt a hand touch her shoulder and turn her around. Carol turned to see Ben, with a small grin on his face.
"Excuse me." He said nonchalantly. "I've seen you around and I didn't really know how to approach you. But I figured I'd just take a chance." He then held out his hand to her.
"Hi, my name is Ben Tennyson."
Carol looked at the hand with wide eyes. She was so blown away that she almost lost all self-control and hugged the teen hero. Luckily she was able to control herself. Baby steps she told herself.
Carol then took Bens hand in hers and shook it. "Nice to meet you, Ben Tennyson. I'm Carol, Carol Danvers."
The two teens smiled at each other. Then Ben blushed as he nervously scratched the back of his head.
"So listen. I was wondering." He said. "Would you like to have dinner with me. I know this great place downtown."
Carol smiled as she formed a blush of her own. "I would love to."
The two teens smiled at each other as they took the first steps in rebuilding their friendship. Or perhaps, something more.
Whew, good to be back. First id like to say, thank you for all being so patient this year. I know most of you dont like waiting this long for an update. But University has been hard. The workload is a nightmare and Ive had trouble at times, juggling my time. But this wont stop me from delivering what I promised.
Now I know a few of you are wondering about the new alien Commander Comet. First id like to thank my friend Just Q, for coming up with the name. Much better that what I was originally going to call him. If you want a better idea of what he looks like, look up Captain Marvel EMH concept art on Google and you'll get the idea.
Also yes, he does posses the same powers as Ms Marvel. Why? well Ms Marvel has been stated to be a Kree/Human hybrid and that why she has her power. And I remembered that Nanomech was described in the same way. So thats what I did to Commander Comet.
Also the New Artwork was created by my good friend Jade the Babe. An awesome writer and artist, you should all check out her stories and DV page.
Hope you all enjoyed this chapter. CaptainRex75 Out!