Chapter 20 - Chapter 18: Come the Conqueror

Chapter 18: Come the Conqueror

Inside Avengers Mansion, the elevator to the lower levels opened up and Tony, Hank, T'Challa and Steve exited. As they entered, they saw Janet, Clint, Hulk and Thor all in the lounge room. A gloomy aura washed over the room, as the heroes all had downcast expressions on their faces.

"He still hasn't come down yet?" Tony asked.

Clint shook his head in response. "Can you blame him? Kid just got told he single handedly cause Armageddon. That's not something you just get over."

Tony sighed. "I just thought he would have bounced back by now. He's always seemed so adaptable."

"Emotional scares, such as these, take time to heal," T'Challa interjected. "All we can do is reassure him that he is surrounded by those who care about him. We are all he has."

The others nodded solemnly, Janet then gazed out the door and up at the ceiling, a worried look on her face.

It had been a day since Kang had attack the Avengers and delivered his ultimatum. Since then Ben had shut himself away in his room, he didn't eat, he didn't sleep, he just sat alone in the darkness. During that time, each member of the team had gone up to check on him. But the Alien Avenger was unresponsive each time.

The Teen Hero was currently sitting on the edge of his bed. His curtains were drawn shut and his lights were turned off. He had hardly moved from that spot since his encounter with Kang. The knowledge that his mere presence could cause the death of all life on earth was something that did not weigh well on the young mans' conscious. The scare that once held the guilt of his lost family had now been reopened and then stretched further to hold the guilt that he was now feeling.

Ben felt a buzzing in his pocket, out of reflex he reach into his pocket and pulled out his phone. He looked at the screen and saw he had received a message from Carol. "R U OK?" the message read. This was the twentieth message she'd sent him in the past 24 hours. But, like before, Ben ignored the message and placed the device back into his pocket.

This was then followed by a knock on the door. "Ben, it's me. Can I come in?" Janet called out from the other side of the door. Ben didn't answer, but Janet entered the room anyway, a plate of food in her hand.

"I brought you some breakfast" She said as she walked over to him.

Ben didn't respond as he continued to look down. Janet looked at the teen hero with a concerned look on her face. She walked over to his bedside table, were another plate was already sitting. It was the dinner she had made him last night, much like every other meal she had made him, it was untouched. The woman sighed as she replaced the old food with the new one and she turned to leave the room.

As she passed him, she turned her head back to the depressed teen. She opened her mouth to say something, but found that speech escaped her. This wasn't like how when his family died and she was trying to get him open about it. She, along with everyone else, were present to see what happens to the world and hearing Kang say that it was all Bens' fault. While Janet knew in her heart that Ben was incapable of causing a future like that. She had no idea how convince anyone otherwise when the evidence was so clear.

"I'm sorry, Ben." Was all she could say before she left the room, closing the door behind her.

Ben listened to the sound of her footsteps echoing down the hall. His mind then wandered back to Kang and the future he had caused. The Alien Hero closed his eyes and tightened his fists, tears threatening to fall from his eyes.

He then sighed and dropped his hands. "Is it true? Is that my destiny?" He asked the darkness. To many people, this would be considered as one of the first signs of insanity. But for Ben, he wasn't necessarily talking to himself.

"Time is ever-changing, young Benjamin." A calm British voice answered from the darkness.

Ben didn't react to the sudden voice, nor did he react when a middle aged man walked out of the darkness. He had black hair and brown eyes. He wore a white lab coat over a brown vest and black pants. A pair of green safety goggles hung from his neck. The mysterious scientist then pulled out a gold pocket watch and checked the time before slipping it back into his coat pocket.

"With many possibilities and endless outcomes."

Ben remained quiet for a moment. He then rose from his bed and looked the scientist in the eye. "Is it true?" He repeated the question.

The man in the lab coat frowned at the question and sighed. "Benjamin… What you must understand is that Time is…"

"Don't you pull that with me! I am in no mood for your riddles Paradox!" Ben yelled harshly. "I want a straight answer. Does my presence in this universe, cause that future?"

The Teen Hero glared at the man called Paradox, his eyes burning with anger and pain.

Paradox didn't flinch at Bens' out burst. Instead he met the teen's gaze and could see the turmoil that he was in. It was the same look he had on the day he watched his family's funeral.

"Yes," Paradox answered grimly.

Ben's features immediately dropped as a dark shadow fell over him. The Teen Hero trembled as he sat back down on his bed. He eyes stung as the full weight of the truth sank into him like an ice dagger.

"But that's only in that particular timeline." Paradox finished saying. This made Ben look up to the Time Lord. "That is just one of many futures. But that does not mean it is the only possible future for you, Ben. There are many timelines in which you will have a grand future and accomplish great feats in this world."

For a while the young hero remained silent. Letting the Time Lords words sink in. Though he seemed hesitant to accept them. "But Kang, said that my mere presence caused his timeline to be wiped out."

"For that Kang, yes. However you must realize, Benjamin that while Kang has mastered the art of time travel. He is not a true Time Lord, like myself. He only uses technology to achieve his feats. There are many different Kang's throughout the multiverse of this particular set of timelines." Paradox explained. "Every choice made and every course that is taken, results in a different timeline being created and in some cases, replacing one. You cannot dwell on what might happen in the future. Instead, you must focus on what you have in the present. For that is what truly matters."

After hearing the speech Ben sat quietly on his bed, his face lowered so the Time Lord could not see it. As he let the words sink in, Ben started to see that he was right. Fearing what the future may hold, may cause him to let his present slip away from him. Send him falling into a darkness that he may never escape from.

Slowly the Wielder of the Ultimatrix rose from his bed and gazed up at his friend. "Thank you, Professor."

Paradox smiled. "You are very welcome, Benjamin."

"I thought you said you weren't allowed to interfere with other peoples' timelines, cause it was 'against-the-rules'." The teen quipped with a small smirk.

Paradox returned the smile. "Well if there's one thing you have taught me in our many adventures together. Is that there's always loop hole in any set of rules."

Ben let out a small chuckle, his good mood slowly returning. "Don't suppose you want to come down an meet everyone?"

"While I would love to, I'm afraid I have pressing matters to take care of, back in our dimension, or will I have pressing matters. As you know, time travel makes correct tense very hard to determine" Paradox said.

Ben shrugged. "Yeah ok. Maybe next time." As Paradox was about to leave, Ben remembered something important he needed to say if he ever encountered the Time Lord again.

"Hey, Paradox. Don't suppose you could tell me how exactly I ended up in this universe?" the Teen Hero asked curiously.

Paradox smiled cheekily in response. "No Spoilers, Benjamin. That answer will be revealed to you, in due time. Until then, Cheerio."

With that, the Time Lord disappeared in a flash of blue light, leaving Ben alone in his room. For a while Ben remained where he stood. So much had happened in the last 48 hours, from being one of earth's mightiest heroes, to the bringer of the apocalypse. For most people, that would be enough to send someone spiraling into a depression. But not for Ben, if he broke down after every heart-wrenching event that's happened to him, he never would have saved the Universe more time than he could count.

He then smelled the delicious scent of the breakfast that Janet had given him. His stomach suddenly let out a loud growl as it dawned on the hero just how hungry he was. He grabbed the plate of the bedside table and started to wolf down the crispy bacon and scrambled eggs, throwing all forms of table manners out the window as he chowed down. Once he was done licking the plate clean, he decided to head down stairs.

Once he reached the ground floor, he could hear voices coming from the sitting room. The Teen Hero, quietly creped up to the edge of the doorframe and listened to what was being said.

"Do you think Ben will be ready for when Kang eventually shows up?" he heard Hawkeye ask.

"Not sure." Iron Man responded. "But were gonna need him if were gonna take him on when he does."

"Unless he decides to surrender himself to Kang." T'Challa stated, causing tension in the room to increase tremendously.

"H-He wouldn't do that." Wasp said, a slight hitch in her throat. "He can't. It's not his fault, we said we'd figure it out."

Everyone looked uneasy while T'Challa kept his calm demeanor. "Ben has always been one to put himself before others. From what Kang has said, Ben would most likely try to save us all by sacrificing himself."

"Maybe." Ben said as he walked out from behind the door, causing everyone to look up in surprise. Ben sighed as he looked around at his team. "I'm not gonna lie. What Kang said really got to me. I'm not from this world. Me being here has messed up the timeline. And I'd be lying if I said I wasn't considering giving myself up to Kang so you'd all be safe."

Ben then paused and took a deep breath. "But just because someone says that's my destiny. Doesn't mean that's the only path for me. I'm here to stay, and no time traveling Smurf is gonna tell me otherwise."

No sooner had he finished his speech, Ben was immediately enveloped by a hug from Wasp. The Wielder of the Ultimatrix could feel his shoulder getting wet from her tears as she tightened her grip on him. The other heroes looked on with prideful grins on their faces, at the sight of the young heroes inner strength.

A moment later Janet eventually separated her-self from Ben and brushed a few tears away. "I'm glad." She added in a relieved tone. "Cause if you think for a moment that we'd let you give yourself up to that jerk. You've got another thing coming mister."

"Aye. This Kang would have to face the full fury of Mjolnir, before we would allow him to take you from this realm." Thor added, striking his hammer in to his hand.

Ben couldn't help but smile. While it was obvious that the Avengers would react the same way if any of the other members were targeted, he was grateful that they would all stand by him without any hesitation. It's just what families do.

Suddenly alarms started echoing throughout the mansion, followed quickly by JARVIS's voice.

"Alert. Several ships have entered the atmosphere. The City is under attack." The A.I reported.

The Avengers all looked at each other in determination. Someone just picked the wrong city to attack.

"Looks like it's Hero Time." Ben said with a smirk.

While New York is no stranger to villain attacks and criminal activity, none of them could have prepared for what was about to happen. Citizens looked up in shock and panic as the sky above them warped and started glowing a brilliant white light. What appeared after was a giant UFO. It resembled a spinning top in appearance and was primarily gold with aqua coloured bulges projecting from the edges. The strange ship was suddenly joined by several more, each appearing out of thin air and preceded to fly over the city.

Then once they were in position, the bulges on each ship suddenly fired out of them, revealing themselves to be a form of spherical projectile. Each ship fired the unknown spheres in all directions, each time one was fired, another would take its place and the process was repeated. The spheres flew over the city, before crashing down like meteors, destroying roads, cars, the occasional hotdog stand and buildings. Throughout the city, crowds of people ran for their lives, screaming in panic as they either tried to seek shelter, or get as far away from the destruction as possible. One such crowd was running down a street, when suddenly one of the spheres crashed right in front of their path. The citizens froze in front of the smoking crater, some out of curiosity, others from fear.

The ground then started to rumble as the rubble within the crater suddenly exploded outwards, revealing a massive robotic creature. It was easily twenty feet tall, with golden armor. It had a small head with a glowing blue cycloptic eye. The lower part of it's chest on either side also glowed blue. It stood on four insect like legs and had two long, tentacle like arms with three white claws at the end. It's appearance vaguely resembled a Scarab beetle. The robot gave a metallic screech as it started rampaging through the city.

As the invasion progressed, more and more robots were launched into the city attacking everything and everyone they could see. In front of the UN, a group of brave security soldiers stood they're ground as the machines advanced on the building. The soldiers opened fire on the attacking automatons and were able to destroy one of the drones. But unfortunately, they were too slow to prevent another one from getting close. The giant machine easily grabbed the UN security's armored vehicle in its' claws and tore it in half like piece of paper, causing the remaining soldiers to retreat.

Over the skies of the city the invasion ships continued to launch Scarab pods over the city, intending to spread their forces over as much of the city as possible. Suddenly a volley of blue blaster bolts burst forth and vaporized a wave of Scarab's right out of the air.

The surprise attack was courtesy of the SHIELD Helecarrier and a squadron of fighters. The high tech vehicles fired their artillery at the invading forces, shooting down numerous Scarab's before they could hit the ground.

In response, the invading ships launched another wave of spheres. However instead of heading for the ground as the previous ones, they unfolded midflight, reviling wings and a pair of mandible like structures in the front. The airborne Scarab's then flew and engaged the attacking SHIELD forces, firing energy beams from the mandibles. While some went after the jet fighters, a majority of Scarab's flew straight for the Helecarrier, bombarding it with energy blasts.

Inside the massive aircraft, Nick Fury stood at his command post as he surveyed the battle. The entire ship shock from enemy fire as consoles started to spark from the energy surges.

"Report!" Fury barked.

From one of the consoles, a SHIELD Agent turned to the Director "Sir, the Helecarrier is taking fire from multiple unknown contacts. Shielding is ineffective."

Fury narrowed his eye as he looked out at the approaching Scarab's. "I just got this boat back in the air, I'm not about to let her go down again." He stated in determination.

"Director Fury, this isn't just an attack on SHIELD." The Agent reported from his terminal. "The United Nations is under attack. We're getting distress calls from all over. Sir, what are your orders?"

The Director of SHIELD ground his teeth from hearing the news. This was more serious that what he initially believed. If they were going to live through this, they were going to need some serious help. Fury turned to the Agent. "Someone get me the Avengers!"

Meanwhile within the city, Scarab's continued to rain down into the city. In the midst of the chaos two young boys, barely in their teens, ran down the streets as fast as they could. Suddenly a pod impacted just behind the boys, the shockwave from the impact knocked both of them off their feet and the glasses from one of the boys.

The ringing in his ears, combined with the blurry vision caused the boy to become disoriented. The boy then felt his friends' hand on his shoulder, steadying him. He felt his glasses being placed into his hand and he moved to put them on. Once his vision cleared, both boys could then clearly see the towering form of the Scarab as it emerged from the crater. The giant machine glared down and the two children, who were frozen in fear at the sight of it. The two blue areas on its chest started to glow and the Scarab fired two beams of energy from his chest straight at the helpless children.

However just before the beam can hit, a figure wielding a circular red, white and blue shield, stood in front of the boys and blocked the energy. Then with a mighty heave, Captain America threw his shield at the giant robot, smashing against the mechanical insect, cracking the metal on it's head. Sparks then erupted from the crack as the robot then started twitching uncontrollably then exploded.

Captain America then caught his shield and held it aloft. "Avengers Assemble!"

As the Super Soldier covered the retreat of the kids, three more Scarabs landed in front of him and advanced. But before they could reach him, Hulk suddenly leaped down from the sky and crushed the lead Scarab; he then tore it apart, roaring at the top of his lungs.

In another part of the city, as swarm of carpenter ants, flew down to another squad of Scarab's. Their tiny insect bodies easily allowed them to crawl inside the automatons. They then proceeded to chew through the electrical wires within the machines. The Scarab's then suddenly flailed wildly before the lights on its body dimmed and it fell to the ground disabled.

With that Scarab taken care of Ant Man, astride his own ant, flew away with the rest of the swarm.

"So much destruction." Ant Man commented, as he looked over the horror of the battle around him. "Why would someone do this?"

"Why? I'm still working on 'What?'" Hawkeye responded as he ran alongside the size changing hero, firing an explosive arrow into another Scarab, then dodging an energy bolt and lined up another shot.

"What are these things? Aliens?" The Archer asked.

Somewhere else in the city, another Scarab just got sliced in half and Black Panther emerged having been inside the insect like machine.

"Unlikely, given the Egyptian styling to them." He responded over his communicator as he leaped away from the bisected Scarab before it exploded. The cat themed hero landed gracefully on his feet and moved onto his next target.

"More likely this is Kang," he finished.

"That makes sense." Heatblast said as he blasted another Scarab with his fire blast. "The guy made it pretty clear that he was gonna try to conquer our world. Maybe the he's making his move?"

In the skies above the city Thor threw Mjolnir at a second wave of flying Scarab's, destroying several in one swoop before the magic hammer flew back into his hand. He then held the mystical weapon aloft and discharged a large bolt of lightning, destroying several more.

"Truly, this is a battle the likes of which Midgard has never seen." He said as he flew through the swarm of fighters. He then turned to his right. "How fare thee, Wasp?" He asked his teammate.

The size-changing heroine then flew past the God of Thunder, firing her stingers at an incoming Scarab pod. However her stingers proved to be useless as they simply bounced off the Scarab's armor and flew right past her as if she didn't even exist.

"Ugh, I need bigger stingers." Wasp groaned in annoyance. While her stingers have proven effective for her in the past, Wasp couldn't help but notice that in most of her recent fights, her stingers have proven to be ineffective against most of the villains she's faced. She'd be lying if she said it didn't bother her. After all, with all the heavy hitters on the team, what use is she if she couldn't even hurt them?

She was interrupted from her musings when she heard Heatblasts voice in her earpiece. "You don't need to get bigger, you need to get closer." He advised. "Find a chink in the armor and exploit it."

Wasp listened to the words and nodded, despite the fact that he couldn't see her. She then flew at top speed until she was flying right next to a Scarab pod, she looked over the metal hide of the machine until she found what she was looking for, a small gap in the metal plating. Wasp flew over until she was directly on top of the gap and charged up her stingers. She then fired the energy bolt into the gap, this was followed by an electrical surge that coursed through the entire pod. Suddenly a small explosion erupted from the gasp and the Scarab pod fell from the sky crashing down into the sky below.

Wasp smiled at the accomplishment. 'Good old Ben, always making me feel like I matter.' She thought to herself. "Good advice. Thanks, Ben."

"Anytime, Wasp." Came Heatblast's response.

Wasp was cut off from any further conversation when a bolt of energy from a Scarab fighter shot past her. She looked to see another squadron heading straight for her and sighed. By the time she would be able to find and hit all their weak spots, half the city would have been leveled. She needed to find a way to destroy them at a faster rate. Until then, she settled for firing her stingers at a distance, hoping to at least be useful in some way.

"This is crazy. Do we have a plan?" She said as Thor flew beside her and destroyed another Scarab with his hammer. Then she noticed that the absence of their team leader. "Where is Iron Man?"

Meanwhile, the Helecarrier was in serious trouble. The Scarab fighters were bombarded the SHEILD ship, severely damaging it with their superior weapons. Inside Nick Fury was doing his best to boost moral of his men as they fought a loosing battle.

"Return fire!" He ordered.

"Sir, all weapon's systems are offline." The Agent reported. "We can't… Sir, incoming!"

Fury looked out the viewing platform of the Helecarrier and saw another wave of Scarab fighters, flying straight towards them. For the first time in his life, Nick Fury was unsure what to do. He'd lead countless missions with long odds before, but this was unlike anything he'd faced before. All he could do now, was accept his fate and go down swinging.

But before he could make the order, a familiar being in a red and gold suit of armor, flew right in front of the Helecarrier and fired a giant beam of energy from his chest, vaporizing the Scarabs before they could destroy the flying fortress.

"What took you so long?" Fury asked Iron Man, dryly.

"Hey, traffic's worse than normal." Iron Man quipped as he shot down the attacking drones with his repulsors. "The Helecarrier is a sitting duck out here, Fury, you need to get clear of the city. The Avengers can handle this."

"Yeah, you want to tell me how you intend to do that?" Fury asked skeptically.

"Sure, once I figure it out myself." Iron Man mumbled under his breath.

Suddenly several Scarabs started exploding after a flying hammer collided into them. Mjolnir flew in a wide arc, destroying drones as it went, before returning to the awaiting hands of its master, Thor.

"The Hulk and Ben boasted that they would smash more machines than I.

They are sorely mistaken." Thor stated with a cocky smirk.

Iron Man gave the Thunderer and incredulous look. "You could at least act like you're a little worried about this, Thor."

The Thunder Gods cheerful demeanor then dropped as he looked out over the raging battle. "Sadly, I have faced such odds before in the defense of Asgard."

While Thor reflected on his past battles, Iron Man turned his attention to the attacking machines. "JARVIS, isolate one of these things and analyze."

On his orders, his heads up display zoomed in on one of the Scarab fighters and started displaying all the information it could provide. Needless to say, the results did not make Iron Man happy.

"Oh, you have got to be kidding me." Iron Man exclaimed aloud.

Thor, who was still absorbed in his own musings, looked at the Armored Avenger in confusion. "I kid thee not."

"No, these robots, the ships, I know this tech." Iron Man explained, "This is all…"

He was interrupted when a giant holographic image materialized in front of them. The two Avengers narrowed their eyes in anger as the giant image of Kang the Conqueror appeared before them. "Did you really think that you had defeated me?"

"Kang." Thor snarled.

"I told you Avengers that I would save this world." Kang said in all his high and mighty attitude. "Under my rule, Earth will be strong. It will survive the coming onslaught. I've been learning the strengths and weaknesses of your era's defenses. And now the true conquest begins."

Meanwhile in the middle of city, the Avengers stood among the mass of destroyed Scarab robots, rather proud of themselves. But there cheerful expressions quickly faded as the downed machines started to twitch and the lights began to glow once more.

"Uh-oh." Hawkeye said in a panicked tone.

Hulk growled as the destroyed Scarabs, suddenly stood back up, the damaged parts of its body rapidly repairing themselves.

"They're regenerating." Giant Man stated as the Scarab under feet started moving. "They're self-repairing, this was all an act. We never even made a dent."

The size-changing hero looked on in fear as they the number of drones they were fighting just tripled in mere seconds.

The bad news didn't stop there as the Scarab fighters turned their attention back to the retreating Helecarrier and concentrated all their fire on the engines. Iron Man noticed the enemy's bombardment and his eyes widened.

"Fury, watch out!" He yelled, but it was to late.

The two front engines of the flying fortress exploded in a violent inferno, sending the Helecarrier into a violent nosedive. Inside, Fury grunted as he held onto the railing, other Agents around him desperately clung to anything they could to prevent them from falling onto the viewing windows glass. Fury looked ahead to see the ocean below them approaching at a rapid rate. At this speed, the impact from the water would crumple the Helecarrier like a tin can and kill everyone on the bridge.

Just then, Fury noticed something moving at high speeds, just above the waters surface. Upon further inspection, Fury saw that it was Ben Tennyson's fire alien form, Heatblast. The fire alien blasted fire from his hands and feet to rocket himself above the surface of the water until he was directly underneath the falling Helecarrier.

Nick Fury was confused by the heroes actions. Was this hero really going to attempt to catch the falling fortress. Sure Fury had received reports of aliens he possessed that can manipulate gravity and magnetic fields, but not even his strongest forms could possible stop an airship this big, from crashing.

The Alien Hero reached up and tapped the Ultimatrix symbol. A massive burst of green light, bigger than anything Fury had seen before, erupted from the Alien Shapeshifter. Fury and the other shielded their eyes, both from the lights intensity and to brace themselves from the impact. The entire ship jolted from the sudden collision, Fury lost his grip and was flung forward and landed against the glass.

But to his surprise, he found that he was still alive. What was even more surprising was that the glass of the view port had not shattered and being filled with water. Fury groaned and pushed against the glass and shook his head. He then opened his eye and almost had a heart attack from what he saw. A giant green eye, staring right back at him.

The being was gigantic, with a white body with red strikes running long his chest, arms, legs and head. It had a large red, fin like crest on the top of his head. The Ultimatrix Symbol was on its chest.

"WAY BIG!" The alien cried out in a booming voice as he held the Helecarrier in his massive arms. Everyone who was in the area looked on in shock and awe at the sight of the titanic being, that held the SHIELD Helecarrier aloft.

"Odin's Beard!" Thor gasped at the sight of the giant. Iron Man on the other hand was completely speechless. Never before had he ever seen Ben turn into something like that. Granted Ben did mention that he had a giant form in his watch, but he never thought that Way Big would be this… Big.

Meanwhile Fury was still staring into the eyes of the giant being with absolute shock. Way Big could help but smirk at the SHIELD Directors expression, he only wished he had a camera with him. The Giant Alien carefully lowered the SHIELD aircraft into the water.

"Everyone ok!" Way Big asked.

Nick Fury was still speechless, so he simply nodded his head. Way Big smiled in satisfaction and returned the nod. Suddenly the Titan Alien felt several small things tap his back. The Alien Hero turned to see a squadron of Scarab fighters flying towards him; firing energy blasts at rapid pace. However due to his durability, the energy bolts felt like a handful of foam packing peanuts being thrown at him.

As they got close, Way Big simply raised his arm and swung it in a wide arc, swatting the drones right out of the sky, destroying them. He then noticed another squadron approaching him from the side, but the giant alien simply backhanded the squadron into oblivion.

Way Big then saw one of the invasion ships flying straight towards him. The base of the ship then separated and energy started to build up. Didn't take a genius to figure out what was about to happen so the Alien Avengers quickly raised his arms to shield himself. A massive beam of energy being fired from the flying disk immediately followed this. The beam struck Way Big's arms at full force resulting in a massive explosion that shook the very earth.

After a few minutes the beam finally ceased. However as the smoke cleared, it revealed Way Big standing tall, a smoking scorch mark on his arm. The Alien hero lowered his arms and glared at the ship in anger. The Titan Alien then crouched low and proceeded to leap into the air at the flying dish and grabbed it with both hands and pulled it right out of the air. The pilot within the ship was so scared by the action that he immediately ejected from the ship, his escape pod launching straight into the city.

Way Big held the invasion ship in his hands and looked up to see a second ship floating in another part of the sky. Lining up the target, Way Big then spun on the spot, building up momentum, then released his grip on the ship. Throwing it directly at the second ship like a discus. The two ships collided, resulting in both of them being destroyed. The ships combined to form one massive fireball that smashed down into the ocean in a massive flaming wreckage.

Nick Fury, along with every other member of SHIELD looked on in awe. None of their weapons seemed to come close to damaging one of those flying saucers and yet this teen just took down two of them in a matter of seconds. The SHIELD Director will have to re-evaluate his leniency towards this boy if he was packing a cannon like that in his arsenal.

Way Big smiled at his accomplishment, not even paying attention to the Scarab fighters, who were pelting his body with energy blasts. The Alien hero casually looked at the attacking drones and prepared to back hand them away, when suddenly a series of blue laser bolts fired from the blew and vaporized the front line of Scarab fighters.

The Wielder of the Ultimatrix looked over to see a SHIELD jet, fly straight past him, straight into the squadron. The Scarab fighters moved to intercept the lone jet, but even with their superior numbers and firepower, the jet was able to perform a series of acrobatic movements that where allowed it to out maneuver the fighters, either taking them out one by one or causing them to shoot each other out of the sky. In a few minutes, the jet had completely eliminated the entire

It was like visual poetry, the jet moved in ways Way Big never thought a human aircraft could move in that way. And yet here it was, performing the most amazing form of aerial maneuvers he's ever seen. What kind of pilot could perform skills like that?

"You can thank me for that later?" His answer came over his communicator. Way Big's eyes widened as he recognized the voice. Both joy and fear filled his mind, as the jet did a flyby past his head where Way Big could see the pilot clearly inside the aircrafts cockpit. The pilot then retracted the visor then removed the oxygen mask, revealing the cocky smirk of Carol Danvers.

Way Big was slightly nervous about seeing her again, after basically ignoring her for the past 24 hours. He wasn't sure if she would yell at him or punch him, with her enhanced strength, it's possible that even Way Big would feel it.

"You know when people say, 'Big things come in small packages', I don't think you're supposed to take it literally." She quipped as her jet shot past him.

Way Big smiled as he watched her go, he then reached up and activated his communicator. "Carol, listen I…"

"Are you really going to get into this while there's a War going on?" Carol asked in an annoyed tone.

"I… Uh…" The Giant Alien faltered, unsure what to say next.

Carol sighed over the comm. "Look, we'll talk about this when the world isn't in danger. Right now, your team needs you." Then her tone turned dark. "But when this is over. You and I are going to have a long talk about why you've been avoiding me."

Despite the threatening tone, Way Big couldn't help but chuckle. "Yes Ma'am." He responded with a mock salute.

"Good." Carol said, her cheerful tone returning. "Now get to it, the world isn't gonna save itself."

Way Big nodded as he watched Carols' jet fly of to engage another squadron of Scarab Fighters. He then turned his attention back to the city, to where his team was. It was gonna be a long day.

Back in the City, the Avengers were on the ropes. While they could've held there own by bottle necking the attacking robots. Now that the robots had revealed their self-repairing function, the team was now on the defensive as they tried to take down the Scarabs faster than they could fix themselves.

Giant Man punched and kicked every Scarab he could see, using his size to his advantage. However several Scarabs were able to jump the Size Changing hero and used their tentacle arms to trip him. Giant Man fell to the ground and the Scarabs pilled on top of him to keep him pinned.

"Hawkeye, Panther fire at will." Captain America ordered, his years of fighting in the War allowed him to easily keep his cool under pressing odds. The Super Soldier then turned to Hulk. "Hulk, free Giant Man!"

Hulk however raised his eyebrow at the order. Despite being on a team, the Green Giant still did not like being told what to do. He always preferred to have everyone leave him alone while he does what he does best. However Captain America did not seem to be in the mood to deal with what Hulk wanted, as he gave the Gamma Mutant a stern look. "Move!" he barked.

In response, Hulk simply grunted and leaped at the robot dog pile. But before he could land a Scarab fighter rocketed into the battle field and tackled Hulk into a nearby building.

At that moment Cap heard another explosion come from a nearby street. The super soldier turned to see a group of Scarab drones marching of what appeared to be a woman with blonde hair, wearing a white body suit, was standing in the street with the three Giant machines bearing down on her.

In response the Super Soldier leapt into action, throwing his mighty shield at the furthest drone, smashing into its eye causing it to shatter upon impact. The metal disk then bounced off and collided into the shoulder of the drone next to it where Captain America just landed on. The War Hero then grabbed his signature shield and slammed the edge of it into the machines back, damaging the metal causing and electrical surge to erupt from the damaged area before exploding. Captain America then leaped off the disabled machine and proceeded to toss the shield at the last drone's arm, just as it reached out to grab the woman. The patriotic weapon sliced threw the appendage and returned to its wielder. Captain America landed on the ground between the giant machine and the blonde woman and stood tall to oppose it. The Scarab then prepared to fire its lazer cannons at the Super Soldier, only for Captain America to throw his shield once more into the machines eye, destroying it in the process.

Captain America grinned at the result of his handy work, then turn to the woman he saved. Now that he could see her clearly, he had to admit she was very attractive. She looked to be in her early 20's with long blonde hair and light brown eyes. Her white body suit was dirty in some places, but all around she look unharmed.

Cap quickly realized that he was being rude by staring so he decided to speak up. "Are you alright, ma'am?" He asked.

"I am. Thanks for the assist, Captain." The woman responded with a cute smile.

Just before Captain America could carry on the conversation, an explosion caught the pair's attention as they turned to see a second squadron of Scarabs heading towards them. Instinctively, Cap moved to stand in front of the blonde woman.

"Excuse me, Miss. Could you please stay behind me. This could get dangerous." The Super Soldier politely insisted.

He then charged forward to the first Scarab and easily dodged its attempts to grab him with its tentacles and then block its energy blasts with his shield. But just as he was about to throw the shield at the giant machines eye, a volley of energy blasts suddenly pelted the automatons face, destroying the metal in several places, causing it to spark and explode.

The Super Soldier turned to see where the attack came from and much to his surprise, the woman he had just rescued ran straight past him, an energy pistol in each hand. The white suited woman continued to run past the downed Scarab and towards the next one, firing her pistols with extreme precision, while also avoiding their own energy blasts with the grace of an Olympic athlete. One of the Scarabs tried to grab her with its tentacles, but the woman simply jumped on top of the appendage and proceeded to run up it like a ramp. She quickly scaled the limb until she was standing on top of it.

She then looked towards the final Scarab, who was targeting her with its lazer cannons, and by timing just right. She jumped towards the last Drone, just as it fired upon the one she was just standing on. The woman used the force of the explosion to boost herself in order for her to land directly on the Scarabs head. She then pulled several explosives from her belt and stuck them to the machines external armor. She then leaped off and landed on the street just as the Scarab exploded in a violent combination of flames and shrapnel.

During the entire scene, Captain America just stood motionless with a stunned expression on his face. That woman had just taken down three highly advanced machines, by herself with such skill and grace, it was unlike anything he'd ever seen. He looked over the destruction she had caused in awe.

"Or maybe I should get behind you." He commented aloud.

The woman smirked as she casually walked over to the frozen Super Soldier. "Well be sure to let me know when it gets dangerous, ok." She said in a cheeky tone.

Captain America was thankful that he had his mask on as he could feel his face heat up. Despite the soldiers' calm and confident demeanor, the man had very little experience with women. Mainly because no woman would've given him the time of day before he gained the Super Soldier serum. And after he had, he was constantly on missions and never really had time to settle down with someone. And in this new world with the Avengers, the thought of going out and actually meeting someone had never even occurred to the man out of time. At least, until now that is.

The woman smiled at the Super Soldier and held out her hand. "Agent 13 of SHIELD. I've read a lot about you Captain Rogers."

While she seemed very professional about the greeting, Cap could tell the woman in front of him was very nervous and excited to meet him. An expected reaction in his point of view as everyone has that reaction when they meet him, though some are not as restrained as others. So Cap couldn't help but admire how professional Agent 13 was acting towards him.

"A-A pleasure to meet you, Ma-am. Captain Steven America… I mean Captain Steven Rogers." He quickly corrected. Cap couldn't believe he messed up like that. He was always so professional and clear headed in the field. But the second this attractive woman shows up, he was reduced to that scrawny kid from Brooklyn that needed his best friend to bail him out every time.

Agent 13 giggled at the Super Soldiers stutter, further emphasizing his embarrassment. "Well I should rejoin my team. SHIELD has set up several barricades in the city to try and slow these things down."

Captain America nodded in response. "Y-yes, of course. As you were." He said, trying to compose himself, with little success.

Agent 13 nodded as she turned to walk away. Cap watched her go, only for her to stop and glace back at him one more time. "Next time, let's do this without the giant robots." She then gave him a playful wink. "Until Next time. Steven America." She said playfully, before running off the rejoin her squad.

For a moment Captain America stood there, lost in his stupor. It was only when another Scarab drone landed in the street. The Super Soldier shook his head and returned his focus to the battle at hand. First he had to survive this fight, then he can think about 'Next Time'.

Elsewhere, Black Panther had scaled up the side of one of the buildings and using his Vibranium claws and boots; he was able to effortlessly run along the side as he tossed Vibranium daggers at the invading robots below. The daggers exploded upon contact, destroying the machines, prompting them the return fire at the Wakandan King. However Black Panthers athletic skills allowed him to effortlessly dodge the incoming energy bolts. However the cat themed hero eventually ran out of roof, forcing him to leap from the building and descend towards a Scarab drone below. Black Panther then unsheathed his claws and proceeded to slice right through the Giant Machine, effectively slicing it in half.

"Oh, come on." Hawkeye groaned, as he witnessed yet another wave of Scarab pods, impacting into the street they were fighting on. The Archer had to dive out of the way in order to avoid being crushed by the falling Mech's.

Meanwhile, Giant Man was able to escape the Scarabs that were on top of him, by shrinking down to Ant Man. The Robots collapsed to the ground in a heap, while the size changing hero flew away on the back on an ant.

Back with Hawkeye, the archer reached back to his quiver to draw a new arrow, but found himself pinching air. The Archer looked back to see that his quiver was empty. In any other situation, this wouldn't be that much of a disadvantage. However against massive, destructive robots, Hawkeye was going to need something with a little more kick than the debris he was surrounded by. Nether the less, that didn't stop him from holding his bow like a Bo staff and stood defiantly infront of the invading forces.

As the Archer backed up, he bumped into Captain America, who was also facing off against another wave of Scarabs.

"We've got a big problem here, old man." Hawkeye said, looking at the incoming machines. "They're corralling us."

"I know." Captain America agreed. "We need to set a rally point and regroup. How many explosive arrows do you have left?"

"None. I could throw rocks if you want." Hawkeye quipped half-heartedly.

Things were starting to look grim for the pair, when suddenly a giant red foot dropped from the sky and crushed the Scarabs in front of Captain America. The Super Soldier and Worlds Greatest Marksman, looked up in awe as Way Big stood above them.

"Someone order the Jumbo Special?" Way Big smirked as he swatted away the Scarabs that were behind the duo with ease. However due to his size and the proximity of the buildings, Way Big's massive arm accidently smashed into one of the buildings, taking out a large chuck of the skyscraper.

Hawkeye winched at the accidental destruction. "You might want to cut down on those late night chilly fries, kid." He jokingly yelled up at the alien giant.

While Way Big was one of Bens' strongest aliens, his size did limit him in certain areas. The cramped areas of the city restricted the Alien Hero from going all out without causing major collateral damage. And since most of the battle was taking place within the city limits, Way Big was not the best alien for this situation. The Alien Avenger tapped the Ultimatrix dial and in a flash of green light, he turned into a smaller, but still very large, tan dinosaur.

"HUMUNGOUSAUR!"

The Dino Alien joined his fellow Avengers as they stood at the ready as another wave of Scarab drones marches at them from all sides. But just before the heroes could make their move, an energy beam descended from they sky and destroyed several Scarabs close to the heroes. The trio looked up to see the Avengers Quinjet sore over them and swerve into attack position for another run.

"I found bigger stingers." Wasp voice announced over their comms. "You boys might want to duck."

The heroes quickly reacted and Humungousaur positioned his body between Cap and Hawkeye and the incoming jet. The Quinjet then shot down the street, firing energy blasts in rapid pace, destroying many Scarab drones in the process.

Meanwhile, Hulk was lifting a Scarab drone off himself, but was surrounded by a dozen more. Luckily Iron Man managed to relieve some of the pressure off him, buy firing several missiles from his armors gauntlets. The explosive projectiles destroyed enough of the drones for Hulk to tear apart the remaining Scarabs and leap out of the scrap pile.

While that was happening Ant Man, astride his ant, flew away from a downed Scarab drone. However the seemingly destroyed machine, suddenly stood back up, having repaired itself, and reached towards the size-changing hero. Suddenly the mystical projectile known as Mjolnir smashed into the drone, destroying the machine before turning around and returning to the hand of its master Thor. The mystical hammer then crackled with lightning before Thor whipped the weapon blasting a massive arc of lighting at a small squadron of Scarab fighters, annihilating the entire squad in the process.

With the initial threat taken care of the Thunder God and Ant sized hero flew to rejoin the rest of the Avengers, who where now sprinting through the city taking down any Scarab drones they come across. At this point they didn't have any clear goal in mind, just that they needed to slow down the advancing drones in any way they can to allow the people to escape.

"Is everyone okay?" Iron Man asked as he flew along with the others.

"We don't have time not to be." Captain America responded as he blocked an incoming blast with his shield. "These things are moving through the city, block by block. We need to divert them."

"It's Kang." Iron Man interrupted as he fired his repulsors. "The ships, robots, everything. It's all Kang. He's invading the city."

"No exactly Iron Man." Nick Fury's voice suddenly chimed in over the comms. "Tactical targets are being hit all along the Eastern seaboard."

After hearing that, Ant Man raised a eyebrow in confusion. "Well, why New York then? They're no tactical targets in the city."

"The Avengers are a tactical target." Humungousaur stated as he tor another Scarab drone in half.

"There's more." Fury continued. "This isn't just happening here. It's happening all over the world. Kang isn't just invading New York, he's taking over the entire planet."

At that moment, every heroes eyes widened in shock. The stakes just got a whole lot higher.

With the knowledge that Kang's invasion of New York is actually just a small blip on what is essentially a global invasion. The Avengers headed back to the mansion, partially to re-think there strategy and another due to Bens Ultimatrix running out of power. And, despite the teen heroes protests, the heroes where not going to risk the Alien Heroes safety, what with him being number one on Kang's hit list.

So begrudgingly, Ben returned to the mansion with his team. Deep down he knew they were right, without the Ultimatrix Ben would not fare well in a fight with Kang's forces, even with his new training. So as he waited for the watch to recharge, the teen hero took the brief moment of silence to try and contact his friends on the outside. The responses he got, did not lift his spirits very much. Spider Man stated he was helping civilians escape from Scarab drones and he was having a hard time taking them down. X-23 said that she and the X-Men where engaging the Scarabs on the Upper West Side, however Beast and Cyclops were injured and they were barely holding the line. Mania said she and Agent Venom were at a SHIELD outpost about to do some recon, this made Ben smile a little as the thought of Andrea being sneaky in anyway was hilarious. Finally Skye said she was in an underground bunker, using her hacking skills to help coordinate a counter attack.

Ben didn't hear anything from Carol, which made him worry. But he was confident that she could handle herself. After all she beat up the Masters of Evil, some big bug bots weren't gonna be any trouble for her. Still, despite his confidence in her, Ben still worried for her safety and wanting more than anything to go and find her. But in his current situation, all he could do was hope for the best.

It wasn't long before Cap called the team together and gather in the meeting room. As they walked in, Ben could see Tony standing in front of them with his back turned. In front of him, several holographic screens displayed footage of Kang's forces attacking multiple locations around the world. Some of the videos showed heroes fighting back. But it seemed futile as the Mechanical Army outnumbered the heroes a hundred to one.

Another screen materialized into view, showing Nick Fury whose grim expression reflected the Avengers perfectly.

"Every major city in the world is under attack by Kang's forces" Fury reported. "Several have already fallen. Even more are surrendering. If we're going to turn this around, we don't have much time."

"This is… This is madness." Ant Man said in a frightened tone. "How are we supposed to fight this?"

The Avengers looks at each other, unsure on how to answer. Even Ben, sure he'd faced alien invasions before. But never one on this grand a scale.

Captain America then turned to Fury's image. "Nick, have you had any luck with those flying discs I saw up in the sky?"

"Conventional weapons aren't making a dent." Fury reported glumly. The Director of SHIELD then look to Iron Man. "We were hoping Stark might have some ideas."

"There was a back door in Kang's tech that I was able to exploit when we first met him, but he's closed it off. I'm still analyzing the data I got." Tony stated in response.

As the others continued to brainstorm ideas Ben noticed out of the corner of his eye, Black Panther standing in front of a video showing Kang's invasion force attacking Wakanda. Ben knew exactly what the Cat-themed hero must have been feeling, after all the teens own home was currently being attacked and he was defending it with his life. The teen Hero walked over to the Black Panther and placed a hand on his shoulder.

"Your people need their king." The Alien Avenger said. "You should go."

Upon hearing what the Teen had just said, he snapped his head towards the young hero with an annoyed look. "What? That's not your call, Ben! We need all the…" The Iron Avenger stopped when he saw all the looks the others where giving him. At that moment he realized his mistake and he lowered his head in shame. "Right. T'Challa, take one of the Quinjets.

We'll be there to help as soon as we can."

Black Panther then turned towards his teammates and bowed his head to them. "Thank you, my friends." He said, his words gushing with gratitude as he quickly existed the room to get to the hanger.

Once he was gone, the heroes all turned their attention back to the SHIELD Director. "We have to do something. We're hopelessly outnumbered here. Our forces are barely holding on."

"We have to find Kang. Take the fight to him."

Ben concluded.

"He's right." Cap agreed. "We stop Kang, we end this invasion."

"Do we have any idea where he is?" Ant Man asked.

"No." Tony admitted as he sat down in his chair and started typing commands into the computer. "My tech couldn't trace his communication. He could be on any one of those ships, anywhere on the planet."

"The Avengers have to get back out there." Captain America stated as he turned away from the group and started walking out. "People need our help. We'll buy you as much time as we can. Find Kang. You're the only one who can do it, Tony."

The others nodded and started to file out of the room as well, leaving Tony and Ant Man behind. Once they left the room, Tony turned his attention back to the computer, an annoyed look on his face.

"I hate him." He stated, referring to Captain America. "You know, when he's right."

Ant Man chuckled as he patted his friend on the shoulder. "That's how the rest of us feel about you. Good luck, Tony." The size-changing hero said as he turned to follow the others, leaving the Iron Avenger alone in conference room with his tech.

Back in the city, Scarab fighters descended towards the skyline prepared for another attack run. But before the fighters could get in range, a series of energy blast, shot forth and destroyed the fighters with extreme precision. Those blasts were courtesy of the Avengers Quinjet, piloted by Wasp. The Size Changing heroine then looked over the city from her vantage point and noticed something out of her right flank.

"There's more heading for the bridge." She called out over her comms.

True to her word, a massive legion of Scarab drones where making their way towards the Brooklyn Bridge. Scared citizens ran away in terror, children cried out in paralyzing fear as the Giant machines approached them. Luckily, help had arrived in the form of Hulk, Hawkeye and Big Chill. The Archer was piggy backing on Hulk as the Green Giant leapt over the city and landing on one of the bridges suspension towers.

Hawkeye then hopped off Hulks back and deployed his bow. "You ready, jade jaws?" He asked the Hulk.

"I'm always ready." The Gamma Giant responded punching his fists.

Hawkeye grinned and looked to the Alien Hero. "What about you, Cool Breeze?"

Big Chill just looked at the archer and smirked. "Like you really need to ask."

The trio nodded without saying a word and then leaped into the fray. Hulk roared as he jumped down to a Scarab drone below him, the mechanical Warbot barely had time to look up before the World Strongest Hero, crushed it under his feet.

Meanwhile Hawkeye was sliding down on of the suspension cables with three arrows drawn on his bow. The Archer then fired the projectiles at three Scarab drones, the arrow each hit their marks and exploded on impact, destroying the Drones.

Elsewhere Big Chill blasted a wave of ice from his mouth at an attacking Scarab, freezing it solid. The alien then flew down and punched the Mechanical Drone with all his strength shattering the robot like glass. He then heard the sound of a child crying and looked to see a young boy, standing in the middle of road frozen to the spot and tears flowing from his eyes. The child made no attempt to move as a Scarab drone scuttled straight towards him, it's energy weapons glowing as it prepared to fire. Alien Avenger quickly reacted as he flew straight at the child at high speeds. Just as the moth like alien reached the boy, the Scarab fired its energy cannons. Two green beams of energy flew straight at its targets. With no time to fly away, Big Chill grabbed the child and held him close, focusing on his powers; the alien hero shifted the density of his body along with the young boys, allowing the energy beams to pass harmlessly through them. Once he was sure the threat had passed, Big Chill returned their density to their normal state and flew away from the Drone, his top priority was to ensure the child's safety, before dealing with the Drones.

The Alien Avengers was able to locate the child's father and placed him on the ground on the far side of the bridge. Once he was sure they where out of harms way, Big Chill flew back into the fight where Hulk was already tearing apart another Scarab.

"Goldilocks thought he'd smash more robots than me. Stupid hammer man." The Gamma Hero grunted as he smashed the machine to pieces. However in his anger, he failed to notice another Scarab drone approaching him from behind. The mechanical menace, prepared to attack the unfocused Brute, when Big Chill suddenly flew down and fired a stream if ice from him mouth. The beam hit the War machine and quickly froze it solid, preventing it from moving. An explosive arrow courtesy of Hawkeye then finished it off. The archer then jumped down and landed on the street to regroup with his teammates.

"Hey, you want to focus here, green?" The Archer berated at the Hulk. "We have to hold out until the bridge evacuates. And I've taken down more of these things than both you and Thor combined." He added that last part with a cocky smirk on his face.

"Yeah, but you're all playing for second, compared to me." Big Chill added, with a smirk of his own.

Suddenly the sound of mechanical footsteps approaching, the trio turned to see a second wave of Scarab drones marching right towards them. In response Hawkeye casually drew a new arrow and confidently stood in front of the Jade Giant and Alien Shapeshifter.

"All right, I'll take…. I'll take them all. You just rest, guys." The Archer confidently started, earning an eye roll from Big Chill.

Suddenly as the Battle bots got closer, the lead Scarab suddenly halted and the top of its body suddenly opened up like a sliding door. Then one of the Scarabs behind it suddenly leaped into the air and its four legs joined together and slid right into the opening of the first Drone, like a puzzle piece. The remaining Scarabs then repeated the process, one after the other. Hawkeyes confident grin swiftly faded and his jaw dropped as he looked up at the new automaton.

The Drones had now combines into a giant 60 foot tall, Centipede like machine with the drone at the top functioning like a head. It's arms were missing and it had an opening in its chest area that resembled a mouth.

Hawkeye looked up at the new threat dumbstruck, however Hulk simply crossed his arms, with a slight smirk on his face. "Hmm, maybe I will rest now." The Green Giant grunted as he casually turned around and walked away.

"Yeah, Good luck with that." Big Chill added, with his own smirk.

Hawkeye shot a quick dirty look at his teammates before returning his attention back to the Centipede Drone.

The Giant war machine then opened its mechanical mouth and a light began to glow inside it. Then a powerful beam of energy shot forth from its mouth so fast that Hawkeye and Big Chill barely had any time to dodge out of the way before the beam struck Hulk right in the back. The Green Giant grunted in pain as the energy wave washed over him.

"Great, now I have to save the Hulk." Hawkeye said in a mock sarcastic tone as he drew another arrow and aimed it at the Centipede Drone.

At that moment the giant war machine sent one of its many tentacles towards the Archer. However Big Chill suddenly flew in to intercept the appendage and the moth-like alien blasted a beam of ice from his mouth that instantly froze the limb, halting its advance. Hawkeye then seized the moment and fired his arrow, hitting it right in the joint of the frozen limb. The arrow exploded and the limb was severed. The Archer then notched two more arrows into his bow and fired them, taking out a pair of tentacles. But despite his efforts he was still making very little progress in actually doing some serious damage to the giant machine. And he could not risk using an arrow that packed more of a punch as he could end up destabilizing the bridge in the process.

As Hawkeye tried to figure out a new strategy, Big Chill flew around the Mechanical Centipede and Hulk emerged from the smoky crater he was in and glared at the Giant war machine in annoyance. Lots of things made him angry, but being shot in the back really ticked him off. The Green Giant jumped out of his hole and grabbed a nearby car and heaved it over his head. Hulk then charged straight at the Centipede Drone.

However the Giant Drone detected the Hulks approach and determined he was a larger threat than its current combatants. In response the machine fired another powerful beam of energy at the Gamma Hero, vaporizing the car and blasting him back.

The Centipede Drone then managed to grab Hawkeye with one of its tentacles and lifted the Archer off the ground. But Big Chill swooped in and froze the limb with his ice breath and then used his super strength to smash it to pieces, freeing his teammate. The Alien Hero then caught the Archer before he could fall and gentle lowered him to the ground.

"This isn't working." Hawkeye stated. "We need something with more punch to take this thing out. Only problem, it keep blasting our big gun before he even gets a change to move."

Big Chill paused for a moment and looked up at the Giant machine. Then a smirk appeared on his face. "I think I've got something that can take this thing out."

Hawkeye looked at the Alien Avenger curiously. "Are you finally gonna turn into Humungousaur? Cause we could really use some muscle."

Big Chill shook his head. "Nope, to heavy. We can't risk this bridge collapsing with people still needing to be evacuated."

"Then what?" Asked Hawkeye, starting to become annoyed.

In response, Big Chill reached up and tapped the Ultimatrix Dial. In a blinding flash of green light, the wielder of the Ulimatrix transformed into a small, red alien that bears a close resemblance to a gremlin. It is small in stature, only about as big as a human head. I wore the Ultimatrix Symbol on its chest.

"JURY RIGG!" The new alien cried out with a big toothy grin.

Hawkeye looked down at the small alien in utter disbelief. Had Ben completely lost his mind? What could he be possibly thinking of to think that tiny thing could destroy a three-story robot?

But just before the Archer could comment of the Teen Hero's poor choice in forms. The gremlin alien looked up at the Centipede drone and its eyes brightened with childlike glee.

"Break! Break break break." The alien then started to chant as it suddenly sprinted towards the Centipede Drone at a brisk pass.

"No, Kid. Wait!" Hawkeye tried to call out, but the little alien either didn't hear him or just ignored him, as it continued to run towards the Giant Drone.

As he ran the Giant Drone noticed the small alien running towards it, so it sent one of its tentacles to intercept the gremlin alien. However, instead of catching the incoming creature, the small alien simply jumped onto the limb and proceeded to scamper up the large appendage like a rat up a drainpipe. Hawkeye watched in amazement as the tiny alien reached the joint of the Drones limb and with its skinny arms, it dug its fingers into the metal and tear open a small hole like it was paper. Jury Rigg then jumped inside the Centipede Drone, cackling as he did.

The sound of metal breaking and wires shorting out combined with Jury Riggs evil little cackling, echoed from within the Giant Drones body. Suddenly the machine started to shake and flail about uncontrollably. Then one by one, its arms started to pop off and fall to the ground. In a matter of seconds the Mechanical Centipede was swiftly reduced to a Worm. Then finally its head sparked and detached from its body, which was then followed by the rest of its body as it clattered to the ground in a giant scrap heap. Jury Rigg then crawled out of a small hole in the armor and climbed up until he was sitting on the severed head of the dismantled Drone, still grinning like a maniac.

Hawkeye just stared at the gremlin alien slack jawed. "Whoa, guess the biggest things really do come in the smallest packages. Nice job, Kid."

"Oh not done. Not done not done." Jury Rigg announced as he got to his feet.

Hawkeye raised an eyebrow. "Um, Dude. There's nothing left to destroy."

Jury Rigg simply chuckled in response. "Not disassemble. Reassemble!" He screamed.

The gremlin alien then hopped down and started scampering around the Drone scrap pile in a red blur, grabbing pieces of tech and metal and somehow putting them together in new and different ways. Hawkeyes eyes widened in shock as Jury Rigg connected several Scarab bodies into one large round structure with the head at the front. Then he connected several tentacles into various spots around the parameter. The once the Alien Avenger was finished. The machine sparked and reactivated, its tentacles moving to lift itself off the ground, revealing itself to be a massive Mechanical Spider.

"That's just… Whoa!" Was all Hawkeye could say as Jury Rigg cackled at the top of his lungs at the joy of his new creation.

Suddenly the Giant Spider Drone detected other Scarab Drones marching towards the bridge. As if on instinct, the Spider Mech charged straight towards the other Drones and swiftly tore them apart like they where nothing.

Jury Rigg laughed once more before he tapped the Ultimatrix Dial and in a flash of green light, turned back into Ben. At that moment, Giant Man, Wasp, Thor and Captain America all arrived at the scene and joined the Shape shifter and Archer, while Hulk dragged himself out of his crater again. But they did not have time to complement the hero, all they could do was look out over the battlefield and see more Drones be launched from the Invasion ships.

"So what now?" Wasp asked the group. "Well, I think there's only 700 million left."

Everyone was a little unsure how to respond. No matter what they did, the Drones just kept coming with no end in sight. It was a fight that would never end.

At that moment Giant Man activate his communicator. "Tony, it's Hank.

Any luck?"

"If I'd found him, Hank, I'd have given you a ring." Iron Man snapped back over the radio. "I'm connected to every satellite in the world right now, I can't detect Kang anywhere! All of this technology is useless!" He screamed before the connection was cut.

Giant Man took his hand away from his communicator as he gave a nervous grin to his teammates, who eagerly awaited his answer. "Uh, he's still working on it."

"Oh, well, that's wonderful." Hawkeye said in a deadpanned tone. "Maybe Kang will let us call a time out until we find him."

At that moment, Ben noticed that Captain America wasn't even paying attention to the group. The Super Solder was still looking out over the city as the battle went on.

"Cap?" The Alien Teen said, trying to snap him out of his stupor.

However Captain America didn't even turn to look at him. Instead he continued to watch him home be invaded. "This is war and we need an army." The Super Soldier finally said.

The Avengers looked at each other, they knew Cap was right. There were too few of them to properly repel a whole invasion force. But even though that's the case. Where would they get an army at such short notice? SHIELD was currently trying to fight the Drones and save civilians at the same time, while all the other heroes in the city where fighting the invasion in there own way. They needed a united, coordinated fighting force at this very moment. But at this point in time, it seemed impossible.

Suddenly Wasp had an idea. It was crazy but just might work. Even so, would Hank agree to it? The Size changing heroine debated with herself for a few moments before coming to a conclusion.

"I know where you can find an army." She announced.

After a brief explanation and some convincing on Hanks part. The Avengers, minus Hulk and Thor, who remained in the city to fight, walked through the automatic doors of Prison 42 and approached the chrome robot standing at the end of the platform they where on, surrounded by many of its kind.

"What do you call these things?" Captain America asked as he looked at the humanoid machine.

"Ultron." Wasp responded.

Despite having been here a few times before, Ben was still amazed at the sight of 42 and how it was created using human tech. All the facilities the Plumbers used on earth and in the Null Void were made of Alien tech as humans were too primitive in comparison to build something so sophisticated. But this prison, the dimensional gateway that leads to this dimension and even the robot guards, were all built by human scientists using human technology. A feat that was truly impressive to the Alien Avenger.

His musings where interrupted by Ant Man, who was standing beside the Ultron robot in front of them.

"I'll just say it again for the record. I'm not comfortable with this." Ant Man stated aloud. "The Ultron's have built-in weapons systems that Iron Man designed, but I've disabled everything except a simple stun blast."

"People's lives are at stake, Doctor Pym." Cap reminded the Scientist. "If you have a better idea, I'm open to it. But as it stands, these robots of yours are our only chance to even the odds. The world is counting on us."

Ant Man let Caps words sink in and sighed, the stakes were much bigger than he was. As much as the Size Changing hero didn't like it, The Super Soldier was right. Reluctantly Ant Man walked behind the Ultron robot and tinkered with a disk like device on the back of its head. He then pulled it out, revealing it to be a cylinder like device with glowing blue energy swirling within it.

"What are you doing?" Cap asked.

"I'm teaching Ultron the concept of violence." Ant Man explained is a grim tone.

He then rotated the cylinder and the calm, peaceful blue energy, suddenly shifted into harsh red energy. Ant Man then pushed the cylinder back into the Ultron's head and the lights within its eyes and mouth turned from blue to red as well, giving it a more menacing appearance. Suddenly the Avengers noticed that all the Ultron robots where shifting from blue to red in response to the main one.

"Programming accepted." Ultron said in a deeper voice than before.

Meanwhile back in the Avengers Mansion meeting room, Iron Man stood in front of the conference table, multiple cables were hooked up to his armor to help increase its processing speed as the Armored Avenger searches for any sign of Kang. So far the Billionaire was having no success in tracking down the Time Conqueror. Iron Man grumbled in frustration, as he felt so useless at that moment.

Suddenly the sound of Ant Mans voice sounded over the comms, interrupting the Avengers leader from his thoughts.

"Tony, it's…"

"Not there yet, Hank." Iron Man interrupted assuming that the Size-changing hero was calling once again to check on his progress.

"Tony, listen." Hank insisted, causing Iron Man to role his eyes but he humored the man. "Cap's got a plan for dealing with Kang's forces, but it's all moot if we can't find Kang and take down the Armada ship."

And there it was. The reminder that he was failing the one job he has. The fate of the world on his shoulders and he was letting everyone down.

"I don't know where he is, okay?" Tony yelled as he pulled of his helmet in frustration. "I just can't Argh."

For a moment Iron Man just leaned on the table, panting heavily. With all his tech and intelligence, he just couldn't figure it out. It was impossible.

"Keep at it, soldier." Captain America's voice suddenly said over the communicator.

With that one sentence, Iron Man knew that he couldn't give up. The world was counting on him, and he was not about to let them down. The Armored Avenger took a deep breath, put his helmet back on and resumed his search.

Back in the city, Hulk and Thor were engaging a squad of Scarab Drones at the docks in the New York harbor. But despite the combined power of the two bruisers, for every Metal Bug they smashed, a dozen more took their places. Currently the Prince of Thunder threw his mighty hammer at one of the Scarabs, destroying it, while Hulk used a cargo container to crush another Drone.

However it seems that plan played out better in Hulks head as the Scarab he smashed suddenly burst through the container unharmed and blasted Hulk with its energy cannons, sending the Green Giant flying. Thor then swooped in to try and take out the Drone himself. However another Scarab appeared from behind him and grabbed the Asgardian with its claws and slammed him into the ground. Thor tried to rise back up, only for the Scarab to blast the Thunder God with a continuous blast of energy. Normally this would be an easy problem for the Thunderer to overcome. But the Scarab was swiftly joined by two more Drones, both of which bombarded the Prince of Thunder with energy blasts, causing the Asgardian a far amount of pain.

Suddenly a crimson beam of energy shot down from the sky, punching through one of the Scarabs heads, causing the machine to overheat and then explode. This attack caught the Scarab's off guard as they halted their attack on Thor and turned to see what attacked them. Only to be met with two more blasts in the face, destroying them as well.

With his attackers destroyed, Thor was able to pick himself up, straightening his helmet as he did. Meanwhile Hulk landed near the God of Thunder, a little woozy from being blasted by the Scarabs. Both heroes then looked up at the sky to see who the mysterious attacker was and to there surprise, they saw a whole squadron of silver metal men flying across the sky in a V formation. The reinforcements had arrived.

All throughout the city, Kang's forces where suddenly attacked by a whole army of Ultron robots. The robots flew through the skies blasting energy blasts from their mouths at the invading drones, destroying dozens of them in the process, while also suffering minor losses on there side. But due to the smaller size of the robots, they were faster and more maneuverable than the larger Drone fighters, immediately turning the tide in the war.

Down in the streets a Scarab had cornered a lone civilian who was trying to flee the battle, only to take a wrong turn. Now the giant war bot towered over the scared man, who shook in his shoes as he stared up at the Drone. However just before the Scarab could make a move against him, it was destroyed by a pair of red beams. The frightened man shielded himself in fear from any debris that may fly in his direction. When he lowered his armed, he looked up in awe as two Ultron's descended to the ground and approached him.

"You are safe now. Everything is going to be all right. Do you need medical attention?" The first Ultron asked the man.

But before the man could respond a Scarab fighter suddenly appeared overhead and fired an energy blast, destroying one of the Ultron robots. The remaining Ultron then swiftly responded to the new threat by firing a beam from its mouth, slicing the wing off the Drone Fighter, causing it to crash into the street.

In another area of the city, the Quinjet flew lower over a street filled with Scarab Drones. The cargo ramp then opened and out jumped Captain America, Hawkeye and Chromastone. The trio landed in the street and got into fighting stances.

"Take them down, Avengers." Captain America ordered as he threw his shield at one of the Drones, destroying it. This was quickly followed by Hawkeye and Chromastone, who took down two more drones with explosive arrows and multi-colored energy blasts respectively.

Back in the Quinjet, Wasp sat in the pilot seat flying the jet over the city with Ant Man sitting along side her. Just then Captain Americas voice sounded over the comms.

"Wasp, Ant-Man, you know the plan." The Super soldier informed, giving them the go ahead.

"We're good to go, Cap." Wasp responded enthusiastically.

In response Ant Man glanced over to his female counterpart with a sly smirk on his face. "You seem way too excited about all this." He stated, which only made Wasps grin even wider as she gunned the engines, causing the jet to shoot forward at incredible speeds towards one of the Flying saucers over the city.

"I'm a extremely positive person." She responded with mock modesty.

"Well, that makes one of us." Ant Man said sarcastically.

As the Jet approached the Invading ship, the base of it opened up to deploy its energy cannon. The Flying saucer then fired a beam of energy at the approaching craft, which managed to narrowly dodge it. However the Ship swiftly fire a second beam and the Quinjet appeared to be to slow to maneuver around it as the beam sliced right through the Jet, cutting it in half. The two half of the Quinjet fell away a few meters before exploding in a blazing inferno.

However while it may have appeared that the Invading Ship had destroyed its attacker, it failed to detect that its occupants were not in it. Wasp and Ant Man, now shrunken down with the former carrying the later, flew towards the Flying saucer having abandoned the Quinjet and used it as a decoy to hid their approach.

"See? Everything according to plan." Wasp gloated, looking down at her partner with a confident smile.

Ant Man then looked up at her, only with a incredulous look. "You know those Quinjets cost Tony about $20 million apiece, right?" He pointed out.

"Well, it wasn't my plan." Wasp defended as they continued to fly towards the ship.

The Size-changing duo flew along the outside of the ship before coming across one of the Drone launch bays. Just as the ship launched another Drone into the city below, the pair took their chance and flew into the opening. They flew down the corridor for a few meters before another Drone was suddenly loaded into the shaft and started to advance towards the launch bay. Ant Man and Wasp gasped as the metal sphere advanced on them. But Wasp noticed what looked like a vent grate above them and she quickly flew into it before the Drone could squash them. The Size Changers then flew up the vent duct until they came into what appeared to be the cockpit of the Ship.

It was a large circular room with a small circular control panel in the center. A lone pilot sat in the control area type in commands to keep the Ship running. Suddenly he heard a buzzing sound coming from behind him. The pilot turned around and saw Wasp floating behind him with her fists glowing with energy and a smirk on her face.

"Hi." She said cheerfully, before blasting the pilot in the face with her stingers. The blast knocked him out and he fell off his chair unconscious.

With the threat neutralized Ant Man grew back to his normal size and started examining the controls.

"This is of similar design to portions of Kang's time chair." He explained. "Iron Man and I theorized that Kang's equipment must have some kind of temporal stasis device, something that allows it to remain in this era, like an anchor. If we destroy that anchor, the ship theoretically would return to its own time."

The science behind the theory was so fascinating that Ant Man couldn't help but marvel at the idea as he said it out loud. Under different circumstances he would have loved to have examined this technology further and possibly unlock the secrets of time travel and exploration. But unfortunately the Scientist forgot who is audience was as Wasp groaned and flew over the control panel.

"Ugh, I'm gonna blast it now." She said and proceeded to fire a barrage of stingers at the ships control. This resulted in the machines to start sparking.

Suddenly the whole ship began to rumble and a glowing green light started to emanate from the ship. The glowing got brighter until suddenly, in the blink of an eye, the ship vanished into thin air. However since only the ship disappeared and only the things from its own time went with it, Ant Man and Wasp were left behind. And since Ant Man was no longer standing on a solid metal ship anymore, the Scientist started to fall to the city below. Wasp immediately moved to catch him as Ant Man shrunk himself down to allow her to easily grab him.

Back in the City, the Avengers and Ultron's where busy fighting for their lives in the streets and even in the skies. Suddenly they where momentarily interrupted when Ant Man contacted them over there communicators.

"Cap, this is Ant-Man. Tell the others it worked. They're clear to proceed."

"You heard the man, Avengers." Captain America responded over the frequency.

In response Thor, who had just destroyed a squadron of Fighter Drones with his lightning, turned his attention towards the nearest Invasion Ship. The Asgardian Prince flew towards the ship, punching through the outer hull with his strength before reaching the cockpit, frightening the pilot. With a battle hardened glare, the God of Thunder hurled his mighty hammer at the control console, destroying it. As a result the Ship glowed and vanished like the previous ship.

In another part of the sky, a squadron of Ultron robots, having received Ant Mans broadcast as well, flew towards an Armada ship at full speed, blasting apart any Drone Fighter that got in there way.

Within the ships cockpit, the frantic pilot typed furiously at his console attempting to do anything to prevent the attacking forces from overwhelming him.

"Armada ship 795 to Damocles." The Pilot said over his communicator. "I am under attack! I repeat, I am under a…" He was interrupted when the wall behind him exploded, rocking him in his seat. The Pilot turned fearfully to see the red glowing eyes of his attacker. The Ultron robot marched into the room and bore down on the frightened pilot, and its' red eyes would be the last thing he'd ever see in this timeline.

As the battle raged on another Armada ship was trying to fend off its attackers by having its drones form a parameter around itself. However that attempt was in vein as within the cockpit, the pilot got quite the surprise when a floating blue jellyfish with green eyes, phased through the floor and floated in front of him.

"Time to send you. Back to the Future!" Ampfibian quipped, before blasting the control panel with blue electricity, causing it and the rest of the ship to vanish back to its own time.

As that ship vanished, Hulk leaped across the rooftop of buildings until he finally reached a Flying saucer. The Gamma Hero launched himself at the ship and managed to land on the upper hull. With his tremendous strength, Hulk easily tore through the ships metal to see the cowering pilot within it.

"Time to smash." Hulk said with a big grin on his face. Once again the ship glowed and vanished leaving Hulk to fall down to the streets below.

All around, Armada ships quickly vanished one after the other until the skies were clear all over Manhattan. The citizens all cheered for joy, applauding the heroes that saved them.

"And that's how you free New York from an invasion of time traveling robots." Hawkeye remarked from where he was standing as he and Captain America both looked up at the clear skies.

However the Super Soldier looked up with a grim expression on his face.

"This was just a battle." He stated, making the Archer look at him. "There are hundreds of ships, all over the world. Thousands of robots. The war will never end until we find Kang."

Meanwhile back at Avengers Mansion, Iron Man leant over the table with an irritated look on his face. Hours of searching and scanning, using all the most advanced tech in the world available to him and he still had…

"Nothing." The Armored Avenger stated. "All my technology, and I got nothing."

Iron Man had never felt more useless then he did at that very moment. He had spent all his life building the most advanced tech in the world to help protect people. But at the moment when he is needed the most, they all failed him. All the frustration the Genius Billionaire had been building up finally reached its' boiling point as he slammed his armored fist into the table, denting it.

"WHERE ON EARTH ARE YOU?" He roared. Tony stood there for a few moments, panting with rage. Suddenly an epiphany struck Tony right in the brain.

"Earth? What if he's not on Earth?" Tony then looked up at the screened, a new sense of determination burned in his soul. "JARVIS, get me all scans of space in the last 24 hours, full spectrum analysis. Focus on geo-synchronous orbit over North America."

The AI responded to Tony's command exactly. After a few moments, Tony narrowed his eyes at something that appeared in the screen. Not wanting to give everyone false hope, Iron Avenger decided to make sure his theory was correct. Tony donned his helmet and disconnected from the computer terminal. A few moments later Iron Man blasted out of the Mansions skylight, all his thrusters deployed and blasting him straight into the upper atmosphere of the planet. In a few minutes the Armored Avengers was in Earths orbit, looking out into the vast vacuum of space.

So far all he could see was darkness. But suddenly, the sun peaked out from behind the earth and light illuminated the Titanic starship that floated menacingly in the void above his home. Tony's eyes narrowed as he activated his communicator.

"This is Iron Man to the Avengers. I've got him."

Well thats all for now folks. Hope you enjoyed it. Sorry for the delay on my updates, but I have been really busy at University. Between Assignments and Exams the stress of it all was starting to get to me. And it certainly did not help when I am checking my Emails for Uni work and I have to comb through a bunch of messages telling me to Update faster. Telling me to write faster, is not going to motivate me to write faster. Please everyone just be patient with me. Im doing this because I enjoy doing it, just because I take a little long, does not meant that ive given up on this story. Understand that I do have a life outside writing and I am going to live it.

As usual if you have any questions or ideas, do not hesitate to PM me and ill try to get back to you.

Until next time. CaptainRex75, out.