Ficool

Chapter 4 - Chapter 4: Some Assembly Required

New York City

The city of Manhattan bustled about under the midday sun. People walked about doing their usual activities, however some gave some weary looks as they past a particular group of people.

One was a woman of average build with red hair and green eyes, wearing a business suit and skirt. She was also holding a data pad in her arms. This is Pepper Potts, personal assistant of Tony Stark and friend.

Next to her was a giant green muscular man, wearing torn purple pants. This is the Jolly green giant known as the Hulk, Strongest One there is (as he puts it)

The third person was the most bizarre, even when next to the Hulk, it was a being that looked like it was made of diamonds, it had a body made of purple rock, its arms and part of its head were made of diamond, it also had two large diamond shards coming out of its shoulders and two smaller shards sticking out of it chest, at the center of his chest was the Ultimatrix dial. This is Diamondhead, one of the many forms of Ben Tennyson, who had been insistent of keeping his identity a secret, even though the other heroes seemed to not follow this trait, he didn't want a repeat of what happened in his universe.

The three were standing in front of a gate to a large mansion. Tony Stark aka Iron Man had asked the team to gather at the address for something that he had prepared for them. so far only Pepper, Hulk and Diamondhead had shown up and were now waiting for the others, Hulk rather impatiently.

Pepper looked at her wrist to check her watch then looked at the two heroes. "Well, thank you two for actually being on time. Unlike the others." She said, with both gratitude and annoyance, the later no doubt for Iron Man who was always late to every meeting he's ever had, some he doesn't even show up to at all.

"No problem" Diamondhead replied "Though my watch doesn't even tell time and yet I still got here five minutes early."

Hulk just grunted in annoyance with his arms crossed and his signature scowl on his face.

While the group waited for the rest of the team. Diamondhead thought about what has happened over that last week. So far the teen hero had been staying at Stark Tower along with Thor and Hulk, who butted heads even more than he and Kevin did when they fist stared out, Ben had to play peace maker for them in order to keep them from going beyond taunting words or threats.

Also the Avenger's took down a Villain named Mandrill, a baboon like villain with strange pheromone powers, who was trying to rob a bank. While he was confident he could take down both Wasp and Iron Man himself, his confidence folded when he saw the other heroes and surrendered immediately, which was sadly anti climactic for Ben, but it still strikes another name of the villains list.

"One down, 73 to go." Ben said to himself

Also while he was there Ben used the time to get to know his new teammates, he would share some of his stories with them and they would do the same. It felt good for his to talk about his past; it made it easier for him to thing about it without tearing up, even though there were still moments that haunted him. These talks allowed the teen to better know his fellow Avengers.

First was Tony Stark/ Iron Man, the self proclaimed Team Leader, at first glance Ben didn't think that Tony was really the hero type. A billionaire playboy, with an ego bigger than Way Big, did not seem like the most suitable person to lead a team; in fact the only reason Ben believed he was even in charge was because he was personally financing the team. Also the fact he was a billionaire and had a powered suit of armor made him very similar to Bens past villain Captain Nemesis - who also started as a hero before his ego turned him villain - that made Ben want to keep an eye on his 'leader' in case his paranoia turned out to be true.

But as Ben read his file, apparently Tony was a weapons manufacturer, who built advanced and powerful weapons of mass destruction. However in one trip to the Middle East, he was attacked and kidnaped by a group of terrorists using his own weapons and was forced by them to build new weapons for them. The attack had apparently caused shrapnel to be imbedded near his heart and an electromagnet was used to keep it at bay. After months of imprisonment Tony was able to use the parts he was given to build a miniature self-sufficient energy source called the Arc Reactor to power his heart. Then with a new drive Tony built a suit of armor and escaped his captors. Since that day Tony shut down the weapons devotion of his company and devoted himself to finding the weapons he's made and destroying them. a quality that gave Ben respect for the Armored Hero.

Next was Thor, Ben found his to be quite likeable, even though his medieval ways were kind of odd. He was also curious, as this was apparently the actual Norse god of thunder. Apparently Thor lived in an alternate dimension, or realm as he called it, called Asgard. There Thor lived with his father Odin and adopted brother Loki. Apparently Thor used to be very brash and cocky like Ben when he was younger, thankfully Ben had matured over the years, and went to a place called Jotunheim, home of the Frost Giants, against his father's orders. As punishment Thor was striped of his powers and banished to Earth, more specifically New Mexico. With his powers gone Thor had to learn how to respect to other beings of the universe. Then Loki was revealed to be a jealous evil being and tried to over throw Asgard. Thor was able to return after regaining Mjolnir and defeating his stepbrother. The two had been fighting ever since. Now Thor considered Earth to be under his protection and has done what he can to protect it, which Ben thought was a very honorable.

Then came Ant Man and Wasp, who Ben considered to be 'fish-out-of-water' in the hero business. Henry, or Hank, Pym is a scientist for starters. A genial absent-minded professor and pacifist, he would rather use reason with and rehabilitate villains rather than resort to violence. He discovered a group of unstable particles, known as 'Pym Particles' that can allow anything they touch to either grow or shrink at and alarming rate. While shrunk down Hank developed a cybernetic helmet that allowed him to communicate and control ants and other forms of insects. In Ben's mind Hank was not the kind of guy he would see being a superhero; he hated violence and he was more focused on finding ways to help the villains, which Ben thought was a good idea, he would sometimes do it during a fight instead of just taking the bad guy down and worry about rehabilitation later, that what prison is for.

Then only reason Ben thought that Hank was even part of the Avengers was because of Janet/ Wasp, which has lead Ben thinks that there is something going on between the two. Ben liked Janet, in the week he's been in this universe she had been like a big sister to him, hanging out with him, talking to him and even took Ben to the mall to get him some new clothes, Ben even found a Smoothie joint much to his joy. She had even offered for Ben to stay at her penthouse apartment, but he turned her down, saying that he was still adjusting to his new surroundings.

Janet Van Dyne is Hanks business partner and fashion designer, she underwent a similar procedure with Pym Particles that allowed her to shrink, however she can do it at will while Hank is limited to his belt, and grow insect wing and fire bio stingers. So far what Ben had seen is that she only wanted to be a hero for the thrill of it. Also much like Ben when he was younger so he found her relatable in a quirky sort of way.

Lastly there was the Hulk. Ben got along ok with the green giant, as he was the only one Hulk didn't threaten to smash every five seconds, and Ben thought he was nothing more than a green human version of Rath, a bruiser that thought that every problem could be solved by hitting it. But as Ben read his file he saw there was more to it.

Hulk used to be a scientist named Bruce Banner, another scientist that was an expert in Gamma radiation. He worked with the military to try and create a new version of 'Super Soldiers' for a man named General Ross. Banner was so sure of his experiment that he tested it on himself; the result turned him into the Hulk, which everyone considered a mindless raging beast. Apparently Banner turns into Hulk when he's angry and the Hulk is basically rage personified, again similar to Rath. Ever since the military had tried to capture the Hulk so they could turn him into a weapon. After an incident in Harlem, New York, Banner found a way to influence the Hulk and convince him to be a hero to show the world that he isn't a monster. Ben had to relate to this as Will Harangue had made Ben out to be a one-man alien invasion for a majority of his hero career and he had plenty of experience with people trying to take his Ultimatrix and turn it into a weapon.

All in all the Avengers seemed like a bunch of mismatched unstable heroes, but Ben still thought that they could all work together for the greater good.

A moment passed by before Diamondhead saw the outline of a familiar Asgardian warrior flying towards them. With a huge grind Thor landed on the sidewalk.

"Ho, Miss Potts! Hulk. And Diamondhead" Thor greeted, making sure to used Bens alien name as the teens insistence of a secret identity was confusing to the Prince of Thunder.

"Tis good to see you again. Are you ready for the upcoming battles?" Thor asked with joyful enthusiasm

However the Hulk did not mutually receive that joy "You ready to get a watch?" he asked in annoyance.

"Seriously dude" Diamondhead added almost as annoyed as Hulk, "we've been standing here for half an hour. Where were you?"

"We're here." Came the cheerful voice of Wasp as she flew into the center of the group at eye level. "Sorry we're late. I had to tear Hank away from his lab." She apologized.

Ant Man then appeared in a yellow light, having grown back to his normal size. "It was an important experiment." He defended as he adjusted his helmet.

"Friend Pym, I did not see you there." Thor said surprised "I expected you to be giant."

"Really? Why?" Ant Man asked in confusion.

"Thy giant self seems more useful."

"Well, actually…" Diamondhead began to say, as he new from experience that being small had it advantages, when he was interrupted.

"Where's Stark?" Hulk burst out, his patience already wearing thin for being made to wait so long.

"Sorry. Sorry, everyone." Iron Mans voice rang out as he came into a landing near them, then taking of his helmet. "I got caught up in a meeting." He tried to excuse himself, only to receive a look from Pepper, who new him all to well to know when he was lying.

"Uh, actually, I missed that meeting, too." He guiltily admitted, before turning to his team.

"Anyway, thanks for coming and welcome to Avengers' Mansion."

Iron Man gestured to a massive mansion that was beyond the gate that the heroes were standing in front of. It was a large four story building, with a kind of old style architecture to it.

"This was my…" Iron Man began to say until the Hulk, who was now sick of waiting around, smashed his fist into the gates, blasting them of their hinges with a loud crash. Hulk then walked through the destroyed gate and up to the mansion.

"You know, that was really rude." The Iron Avenger commented with a startled look on his face.

"What do you expect from making him wait for so long" Diamondhead joked as he soon followed the Jolly Green Giant, the others not two far behind him.

The Avengers and Pepper now stood in the mansions main hall, which was massive, with white marble columns and a grand staircase that lead up to the next level of the house.

Since they were now away from the public eye Diamondhead slapped the Ultimatrix dial, returning to human in a flash of green light. Ben then stared to look around the mansion, as did the other Avengers. Thor was looking at what seemed to be a terminal in the wall.

"Greetings, Thor Odinson." The Asgardian reeled back in shock as a British voice spoke out of the terminal as the optic in the center lit up.

"May I offer you a drink?" the terminal asked the confused Thor.

"What manner of palace is this?" the Asgardian in question asked Iron Man, still disturbed that the 'wall' was talking to him.

Tony smiled as he explained. "This was a museum for the Maria Stark Foundation, my mother's home. I've had it upgraded since the breakout.

I thought this could be our headquarters."

"Swanky." Wasp said as she flew throughout the massive house.

Stark continued. "The mansion is run by J.A.R.V.I.S, my personal artificial intelligence. Anything you need, J.A.R.V.I.S will provide. Say hi, J.A.R.V.I.S."

"Indeed." Came the voice of the A.I as his terminal lit up again.

Tony the began the tore of the mansion, explaining in detail everything that place has for the team. The first stop was the kitchen.

"We've got a full kitchen. Chef on call." Tony explained. While that happened Wasp flew over to the Hulk, who had his head in the fridge, and landed on his shoulder. There she got a front row seat at the Hulk pigging out on all the food that was in there. A look of disgust crossed her face when Hulk let out a large belch, something that made Ben snicker a little.

The tore then went upstairs where Stark showed the heroes the living quarters.

"There are 12 bedrooms, maid service, laundry, room service, a theater/lounge, satellite TV and movies, every form of video entertainment on the planet." Tony then turned to Ben "I also thought this would be a better place for you Hulk and Thor to live, as I know Stark Tower doesn't have a very homey feel to it."

Ben couldn't help but feel grateful to Stark; this man had not only put together a HQ for the Avengers but even a new home for him and the others. He had to admit the tower wasn't exactly the best place to live. His room was cramped and there were business workers walking around everywhere. This place provided so much more space for him and it did have a more homely feel to it.

The Avengers then made their way into what appeared to be the main lounge area. With a large couch and a fireplace. Janet and Ben both sat on the couch; Janet grabbed a remote and pushed a button. A painting that was on top of the fireplace slid up revealing a 90-inch plasma screen TV, both heroes grind wildly at this.

"Are you serious, Stark?" Ant Ma asked. "This is what you spent a week preparing?"

"Uh, no, I haven't gotten to the good stuff yet. You're going to need these." Tony replied, he then reached into his pocket and pulled out several items that looked like cards. They were the size of a credit card, with a large blue A in the left side, on the right corner there was a small black screen with an image of each Avenger on it.

"These ID cards are linked to the Stark entry satellite network, and will keep us in audio and video communication anywhere in the world. They also give you full access and control of the mansion."

Ben examined his card with both amassment and disappointment as something he had made with one of his brainy aliens seemed to be been made useless now. Ben looked up at Iron Man.

"So dose this give me a discount anywhere," Ben joked.

Iron Man only rolled his eyes at the comment. The other Avengers examining their cards as well, Ben then saw Pepper rather hesitantly holding a card out to the Hulk.

"I can show you how it…"

"You think I can't figure it out?" Hulk snapped as he snatched the card out of the small woman's hand.

"I'm sure you can." She replied holding her hands in a placating gesture.

Ben mentally sighed, obviously being hated and hunted for so long, Hulk was obviously not used to people being nice to him. Hopefully being on a team like the Avengers will help with that.

Thor, however, narrowed his eyes at the green giant, and then marched up to the Hulk until he was right in front of him "T'would be wise to treat the lady with respect."

"Which lady do you mean, Blondie?" Hulk shoot back, referring to Thor's long blond hair, the tension in the room began to rise as the two powerhouses squared of.

A throat clearing got their attention as Iron Man walked over to a terminal, held up his ID card to it and with a beep, followed by the sound of machinery moving, the fire place opened up revealing a hidden elevator entrance.

Wasp's eyes lightened up as she shrunk back down and flew towards the elevator. "Nifty."

The team filed into the spacious elevator and began to descend. A moment later and the saw a rather impressive view, the elevator shaft opened up into a massive underground chamber, at the center was a large pyramid like structure made out of a black metal.

"And voilà, the sublevels." Iron Man said.

When the elevator stopped, the Avengers pilled out and saw the massive area; it looked like something out of a science fiction movie, as there were many high tech gadgets everywhere.

Iron Man proceeded with the second part of the tour. "The mansion's got a beyond state-of-the-art science lab, space for Hank's modular labs, as well as my armory."

Ant Man stopped to look at his workspace; while he didn't admit it he was a little impressed. However Hank was one of the few people who didn't think the Avengers would work as a team. Just cause someone says they're a team, doesn't mean they are one. It takes trust and for a bunch of strangers like they are, trust is a hard thing to come by.

The Avengers soon entered another room. This one had a large platform above a large open space, surrounded by glass walls and roof. But what really caught their attention was the large body of water that filled the bottom of the pool, easily 100 meters long.

"Wow, big pool." Wasp commented.

"Took the words right out of my mouth" Ben said.

Iron Man smirked "Actually the pool's on the roof." As the sound of machines moving rang through the area. Suddenly the 'pool' split in half, revealing a space under it. Out from the space came a large high-tech aircraft. It was mostly red, with some white on the sides, and looked very streamline.

"This is a full-functional hangar with two prototype high-speed aerial shuttles. The Quinjets." Tony stated, as several hatched on the Quinjet opened up to reveal a mass of weapons, and a semi visible force field covered the entire craft.

"Weapons, shields, and an air speed of Mach 8 for those of us who can't fly." This earned Iron Man a glare from both Hulk and Ant Man. "But they can go into space, too." He quickly added.

"Then there's the training room." He said as he turned and began to walk out of the room.

"What? Like a gym?" Ben asked.

"Well, kind of." Stark replied with a mischievous grin, making the other heroes a little nervous.

A couple of moments later the Avengers were all in different sections of the training area where they quickly discovered that it wasn't a gym, it was death chamber.

Literally everything in that area was trying to kill the heroes. Wasp flew down a dark corridor, with several missiles being fired at her. She dodged two of them, which exploded behind her, but the third one exploded a little to close. The shock wave sent her into a raised platform, she floated there for a second before another missile platform rose out of the ground infront of her and fired three more missiles at her. She didn't even hive time to react, however before they got to close, a trio of repulsor blasts destroyed the missiles, cortices of Iron Man. The Armored Hero landed infront of Wasp and pointed his arm at the platform, a section of the armor on his forearm raised revealing a small missile. The mini rocket fired and destroyed the missile platform in a massive explosion. The two heroes took of as more weapons unfolded from the walls.

Elsewhere Ant Man walked in a dimly lit room; suddenly the lights brightened and metal tendrils shot forth and entangled the size-changing hero. He struggled for a moment before he managed to reach his belt, in a flash of yellow light Ant Man shrunk down to ant size and escaped the tendrils. He only made it a few feet before the floor opened up and swallowed him, the floor then closed back up to seal him in. however a rumble went through the room as the floor then exploded revealing a ticked off Giant Man whose upper torso was the only part of his visible in the room.

In the next chamber Ben was running for his life. The corridor he chose released a bunch of small flying drones that fired energy beams at him.

"Tony! This is me not laughing!" Ben yelled as another beam of energy cut passed his.

He rolled out of the way and slammed the dial down of the Ultimatrix "DIAMONDHEAD" the alien shouted.

The transformed teen turned to face the squad of drones as the released another barrage of laser blasts at him. the energy didn't even phase his, some where even reflected of his diamond skin. Diamondhead pointed his arms at the drones and fired a barrage of diamond shards at the incoming drones. In a few seconds the remains of several shredded drones were littered across the floor. Diamondhead then continued to the next chamber to see what other death traps Tony had installed for them.

Thor wasn't having much fun either. He was currently in a long cylindrical corridor with several rotating arms with large wrecking balls on the end. The Asgardian tried several times to maneuver through the, but each time he tried he was immediately slammed by one of the balls and sent into a nearby wall. Eventually Thor got fed up and with a mighty yell he charged at one of the arms and slammed Mjolnir into it, separating the ball from the arm and sending the ball through several walls of the training rooms, almost hitting Diamondhead in the process.

"Hey I'm walkin here!" the transformed teen yelled, shaking his diamond fist at the Asgaridin. The hero in question merely scratched the back of his head in embarrassment.

The Hulk didn't even bother to do anything in his room, he just stood in the center with his arms crossed looking bored and unimpressed at the task he was given. At the end of the corridor a series of thick steal doors were slamming shut one after the other, each one getting closer and closer to the Hulk. The green giant didn't move an inch as the final door slid forward about to crush its victim. However instead of crushing it target like it seamed, the Hulk actually held the doors back, with his large arms pushing the doors apart with tremendous amounts of strength. The pressure being built up seemed to be to much for the machines, and with a mighty shove, the door and the devices controlling it, were hurled through the wall into the adjacent room, where Iron Man and the other Avengers soon entered, some looking a little exhausted. Wasp flew over and landed on Diamondhead's shoulder and leaned against his head. Diamondhead himself was still panting form all the drones and other dangers thrown at him.

"Is that the best you've got, tin man?" Hulk smugly yelled at Iron Man, clearly proud that he just wrecked the devises meant to test him.

"It's self-repairing. Thanks for asking." Iron Man replied as he floated over the wreckage. He then smirked under his helmet. "By the way, that was level 1 of 10."

Diamondhead let out a groan as he turned back into Ben. He then turn to Wasp, who was still on his shoulder. "I don't know what will kill me first. The villains or the gym." Wasp only panted in agreement.

After some time for the heroes to catch their breath, Hulk and Thor were the only ones who didn't, as they didn't even break a sweat during the training. And now they entered a large room

"And this is the assembly hall" Iron Man stated.

The walls were all black and shiny and the roof seemed to go on forever. At the center of the room was a large round table, with red on the outer ring and blue in the middle and a large A positioned on it, the a that's on the Avengers ID cards.

"All the money you've thrown into this is very impressive, Tony." Ant Man said, though his tone said otherwise. "We're you bored? Are we your new pet project? Why are we here?"

"Oh, that's a good question. Kind of angry, but that's okay." Iron Man replied as the team gathered around the table.

"JARVIS, bring up the most wanted list."

A large hologram appeared from the table, showing the faces of all the villains that had escaped during the break out. Some were familiar to Ben, like Graviton and Mandrill, while the rest were a mystery, he'll have to do some research in his down time.

Iron Man continued, "74 supervillains escaped on the day of the breakout. Graviton is being held by SHIELD. We caught Mandrill, but we've got more work to do."

"Is there any word on how these bad guys all escaped?" Ben asked. From what he learned, there were 4 supervillain prisons; the Vault, which held tech-based villains, The Cube, a place for villains who's powers come from radiation (mainly gamma), the Big House, the mini prison that was on the Helicarrier, which apparently held many of the regular super powered villains and the Raft, which held the most dangerous villains ever to exist on earth. And apparently on the day of the break out, all these prisons security systems just shut down mysteriously, setting every prisoner free.

Iron Man shook his head. "Sorry, but SHIELD hasn't given any word on how the prisons systems all just shut down at the same time. Either Fury's keeping a tight lid on the situation or he doesn't know. Either way, just leaves more work for us."

Ben wasn't sure how to respond, he didn't like being kept in the dark and if that's what SHIELD is doing, then he might have to go looking for answers. In the corner of his eye Ben saw the Hulk brooding in the corner of the room. For some reason the Strongest Hero seemed to be talking to himself. Ben looked over to the Hulk and he looked back, the teen gave Hulk a smile and a thumbs up, Hulk just snored and looked away, the closest thing that came close to positive reaction in the Hulks book.

Ben returned his attention to the discussion, but as he did he failed to notice a faint green light that briefly glowed in Hulks eyes, the older heroes were talking about the villains.

"I know many of these villains." Thor said. "The Wrecker and his crew are formidable. His weapon is of unearthly might."

Ant Man then cut in, "If we do recapture them all, where do we put them? The Big House is destroyed. The Vault is destroyed. We haven't heard anything about the Cube."

A good point, in Ben's opinion.

"I'm working with a colleague on something now." Iron Man responded. "Reed Richards has proposed a prison that actually outside this dimension. In a place he calls the Negative Zone."

"That sound kind of like the Null Void." Ben said aloud. This caught the others attention.

"What's the Null Void?" Ant Man asked.

"A prison dimension in my Universe. Created by the smartest beings in my galaxy, the Null Void is a pocket dimension where the universes worst villains are put. There's no bars, no walls, just an endless void that goes on forever. Only three people have ever escaped from it."

Iron Man and Ant Man both pondered at what the teen said. This prison dimension would be the perfect place to send their villains.

"Is there any way you can access this dimension, Ben?" Iron Man asked.

Ben shook his head. "The only way to get into the Null Void is to use a Null Void Projector, and unfortunately I didn't bring one with me."

The two scientists were disappointed; they should have known that it wouldn't be that easy.

"To bad." Tony said in a disappointed tone, "Seems like there's a lot of tech in your universe that could be very useful…"

Ben noticed Tony trail of and followed the billionaire's gaze. Only to see that he was, once again, staring at the Ultimatirx like a lion to a steak.

"TONY!" Ben yelled, startling the Iron Avenger, "How many time do I have to tell you? No means Nooooo." The Ultimatrix wielder emphasized. Tony then looked back to the hologram, with the look of a five year old who had just been denied a new toy. Ever since Ben had told the others about the Ultimatrix, Tony had practically been begging Ben to allow him to study the device. Each time Ben turned him down, saying that all the information of the Ultimatrix must be kept secret incase any information got into the wrong hands. Tony seemed to respect Bens wishes, but it didn't mean he wouldn't constantly try again.

"So its back to the Negative Zone plan then," Ant Man stated, steering the conversation back to its original course. "We don't even know what caused the breakout in the first place. What's to stop it from happening there?"

"Too much talking." Hulk grunted as he walked forward. "We should just go get these guys." He punched his fist into his hand for emphasis.

Ben noticed Wasp was slowly dosing of on the edge of the table, and he quickly cut in to make sure the Hulk didn't start something.

"You know, maybe we should call it a day, then concentrate on beating up some bad guys tomorrow." He said, stretching his arms to get his point across.

"At least one of you knows what they're doing." Hulk said coldly. This sent Thor of the edge as he advanced on the Hulk, his hand gripped tightly on Mjolnir.

"I have had enough of you, creature. Your insults end here."

"You want to go, Goldilocks? Let's go."

"Whoa, okay." Ben said, as he got in-between the powerhouses, placing a hand on each of them in a futile way to keep them apart.

"How about instead of going, we find a way to actually get along? Since the three of us are the only ones staying at the mansion full time, I, and I think I speak for everyone here, would appreciate it if you two didn't level the place on day one."

Hulk only grunted as he turned and left the room, Thor relaxed a little after Hulk left and turned back to speak to Iron Man and Ant Man.

Wasp walked up to Ben, who was releasing a breath he didn't even know he was holding.

"Wow, he's gonna be fun." She said in a sarcastic tone.

"Yeah" Ben replied. "But you don't have to life with him."

That night the Avengers were all on break, Ant Man and Wasp went back to Hanks lab at Grayburn College, Hulk and Thor remained at the mansion, hopefully they wouldn't get into another argument and trash the place. Which left Iron Man and Ben, both of whom were back at Stark Tower, but for different reasons. Tony Stark was doing some paperwork, one of the many downsides in running a multi-billion dollar company, and Ben was doing some packing.

The Wielder of the Ultimatrix, had selected a room in Avengers Mansion for him to move into. A nice comfortable room with a king-size bed, spacious wardrobe, built in bathroom and plenty of space for his belongings, not that Ben had much to begin with, but it was a better place to store his souvenirs, rather than in his car, and that he could rebuild his life.

Ben was currently emptying out all the cloths that Janet had bought for him; she found it odd that all he wanted was black shirts and jeans.

"Its just my style," he had told her. However she did convince him to get some stylish out fits and even some formal wear, just in case.

He packed all the clothes in a bag, then sat on the bed, and looked around. In retrospect, this was Bens first home in this Universe, while not the best place in the world, it was still the first step Ben took into being accepted into this world, by people who cared about him, that were there for him. He would have to make it up to them, first thing he would have to do is find a job, he couldn't be sponging off of Tony or Janet for the rest of his life, he needed to find a way to make some money for his own expenses.

Ben walked out of the room, bag in hand, and headed for the elevator to the garage, he'll need to take his car to the mansions car park, just in case any Stark tech employees get any funny ideas.

But when he passed Tony's office, he heard a familiar and less-than-pleasant voice.

"Not this time. This time, I came to help you." Came the calm monotone of Nick Fury. "You see, believe it or not, I want your little Avengers project to succeed."

Ben cringed at the sound of the SHIELD Directors voice, even though he new that Fury was a good guy and with the government, it seems that they had don't some questionable things in the past, even more resent, trying to take Ben away to make him either into one of his loyal agents or a lab experiment to obtain the Ultimatrix. Ben new the type, government officials that say they're doing what's best for the world, but do it in the wrong ways and take down anyone they see as a threat.

Little did Ben know, one threat was about to raise its ugly head.

In the halls of Avengers Mansion, J.A.R.V.I.S's terminals were keeping a constant monitor of the mansions inner activities. However for some reason some of the terminals were starting to become filled with static before shutting down completely, the only thing the sensors picked up was the shimmering outline of a female before shutting down.

The A.I's systems couldn't comprehend what was happening, so it followed its programing and proceeded to alert someone.

Thor was sitting in the lounge room, staring contently at the fire. Since he grew up in a magical land, the Asgardian had no interest in watching television, not that he new how to operate the device, and so allowed his mind to become lost in the dancing flames as he reflected on battles past.

His thoughts were interrupted by a polite voice.

"Pardon me, sir." Came the voice of JARVIS "There would appear to be something wrong."

"What be thy concern, ethereal voice?" Thor asked, curious to what could make a machine worried.

"I have no physical evidence of this, but I believe the mansion's systems are being tampered with. I believe there's an intruder."

His natural lust for battle kicked in as Thor rose from the couch and summoned his hammer to him. He then notice movement in the corner of his eye and turned to see the Hulk walking passed the doorway.

"Come, Hulk." Thor announced joyfully. "Let us patrol the grounds. The house believes we have been infiltrated. Perhaps if we are lucky, we will find battle this night." He held up Mjolnir for emphasis.

In his joyful mood, the Asgardian failed to notice a faint green glow that came from the Hulks eyes. The green giant then grunted and stomped up to Thor.

"I don't battle. I smash." Hulk growled at the Thor. "And if you talk to me again, hammer face, I'll smash you."

Thor's smile faded, he should have known better than to make merry with an ill-tempered beast such as the Hulk. He scowled at the Hulk and took a fighting stance.

"If you wish to test your metal against an Asgardian, I am happy to oblige."

The two brutes stood their ground, nether backing down from each other. The tension rose as if the house was waiting to see who would make the first move. The Hulk let out a growl, before taking on step back.

"I don't need this. I don't need anyone. Tell the others I quit." He yelled before turning around and stomped out of the mansion.

"Good riddance." Thor coldly replied.

Not a moment after he said that, the television monitor came to life, showing the image of a very concerned Pepper Potts

"JARVIS just told me the Hulk left." She said. "Thor, you have to bring him back."

"Why would I do that?"

"Because he's our responsibility. And with the mood he's in, he's liable to tear down this entire city. Please, go get him." Pepper begged.

Thor grumbled as he grudgingly complied, the woman made it hard for anyone to say no to, and left in search for his monstrous comrade.

In the streets of the city, people were running scared as an angry Hulk stomped down the street. While he wasn't doing anything aggressive, it was his mire appearance that sent the crowds screaming.

This did not improve the Hulks mood, what annoyed him the most was Banner. Something that Hulk didn't tell the others, mainly because it was none of their business was that he and Banner could talk to each other. And it was Banner that convinced the Hulk to help the other heroes, to show that he wasn't a monster like everyone believes. But for some reason Banner was now tell the Hulk that the Avengers would turn on him. That, like everyone else, they only see him as a monster and would imprison him first chance they got. But Hulk didn't think they would, besides Thor, Stark and Ant Man, Hulk actually thought the other heroes were nice, especially Ben and Wasp. For some reason Hulk felt a sort of connection with the former, maybe it was because of SHIELD wanting to turn him into a weapon, or maybe it the fact that Ben had lost everything just like he had.

Whatever conclusion Hulk was about to come to, was interrupted by a very annoyed Thor, that landed right in front of him.

"You are to come back to Avenger's mansion with me Hulk." The Asgardian ordered, his tone deadly serious.

Hulk only growled and tried to walk passed the Asgardian Prince. He made it a couple of feet before Thor grabbed his arm.

"T'was not a request."

This turned out to be a bad move, as with a mighty roar, Hulk smashed his massive fist into Thor, sending the Prince of Thunder flying through the streets and into the side of a building. Thor lifted some debris off of him and stared at the Hulk, then smirked, he finally got an excuse to fight this monster.

Back in Starks office, Fury was still talking to Tony with Ben eavesdropping from the door.

"Officially, SHIELD tolerates super-heroes, but just barely." The SHIELD Director said as he stared out the window. "A team of super-powered vigilantes, rounding up criminals makes a lot of people uneasy. I believe in what you're doing, Tony. I believe the Avengers are important. And behind the scenes, I'll do whatever I can to help you." His tone almost made his offer genuine. However both Tony and Ben knew that Fury must be working some edge.

"Wow, I almost believe you." Tony said leaning back in his chair.

Ditto Ben thought while still listening intently.

"You'll help us when you're not trying to manipulate us." Tony finished.

Fury chuckled then turned to Stark, "You take the good with the bad."

Ben tried to hear more, but a small cough made him jump. He turned to see Pepper looking at him with one eyebrow raised. Ben was about to make some lame excuse like 'going to the bathroom' when Pepper just held up her hand, put her finger to her lips, then winked at the teen. Ben smiled and stepped aside, letting Pepper walk passed.

In the office a knock was herd from the door, both men turned to see Pepper walk in.

"Tony, we've got a big green problem."

Tony looked to Fury, waiting for something along the lines of I-told-you-so, but the SHIELD director just shrugged.

"It's your team, hero. Deal with it."

A little surprised by Fury's action, he'll figure it out later, Tony pulled out his ID card and pressed a small button on the right corner. The A lit up in a blue light and an alarm sounded from the card.

"Avengers, assemble." Tony said, the first time he used the catchphrase for an actual mission.

Immediately the message was sent to all the Avengers, Ben was walking away from the room when his cards alarm sounded, he dropped his bag and headed for Tony's office, hand already scrolling through his aliens.

"Looks like its Hero Time." Ben said as he slammed the dial down.

Central Park

The usual peaceful nature of Central Park was rudely interrupted by the sudden impact of an Asgardian Prince. In the center of the park, creating a massive cloud of dust from the impact.

The Hulk landed near the crash site, looking for his opponent. His search was cut short when Thor charged out of the cloud with a war cry, Mjolnir raised above him. He slammed the hammer into Hulks face, disorienting him, the swung again sending the Hulk flying into a statue, knocking the Hulks ID card out of his pocket. This however did little more than make the Hulk even angrier, as he stomped forward crushing his ID card under his foot. With a roar Hulk leaped at the Asgardian, tackling him in mid flight, sending both of them into a line of trees. The impact carved out a trench that marked half the length of the park.

Hulk and Thor grappled on the ground, both wrestling to one up the other to a standstill so far. The fight was interrupted when Wasp and Jetray entered the scene.

"Hulk, stop." Wasp pleaded, holding her hands up in a calming gesture. "Why are you doing this?"

"Yeah Dude" Jetray added, holding his arm wings up in a similar gesture. "You need to calm down. We're not attacking you."

With Hulk distracted he failed to notice Thor's incoming fist until it collided with Hulks jaw sending him a few meters away.

"Well, I guess Thor is." Jetray clarified.

Hulk however was to made to take on what Jetray was saying and advanced on the heroes. At that moment Iron Man showed up, he flew straight at the Hulk and attempted to stop his advance, however even with his jet boots pushing against him, the Hulk was still advancing towards Thor, a killer intent in his eyes.

"Hulk, Hulk, stop this. You have to listen." Iron Man tried to reason, with the green giant. However he was interrupted when an alarm sounded inside his helmet, indication JARVIs had completed his scan of the Hulk.

"Alert, unknown energy detected." The A.I stated as on the inside if Iron Mans helmet the Hulks head was shown to have some kind of green energy surrounding it, that only his sensors could pick up.

"Hulk, wait. There's something… Aah." Iron Man never got to finish as Hulk grabbed Iron Man by the head with his massive hand and slammed the Iron Avenger into the ground. Before Hulk could attach again, a combination of bio-stings and neroshock blasts, by Wasp and Jetray respectively, pelted the Hulk, the surprise attack was enough to force the Hulk back for a moment.

Thor ran over and helped Iron Man to his feet.

"There's some kind of weird energy around the Hulk." Iron Man said as his sensors picked up a similar energy that was emanating from Tors hammer. "Thor, it's similar to what your hammer gives off."

The Asgardians face-hardened, as he came to a realization. "Tis dark magic. The Hulk has been enchanted."

Jetray looked back at Thor, "So someone's controlling the Hulk? That's not good for us." He said with a worried expression, when the Hulk shrugged of Wasp and Jetray's initial attack, and now was about to reengage.

However before the Hulk got to close, a giant hand slammed on top of the green giant, pinning him to the ground. The heroes looked up to see Giant Man, giving them a confident grin as he kept the Hulk pinned.

"I'm guessing this isn't a team trust-building exercise." He asked sarcastically.

Before Jetray, or anyone, could respond Giant Man was suddenly flipped over the heroes and landed on his back. Hulk released his hold on the giant heroes hand and jumped into the air. Jetray tried to cut him off, but Hulk merely backhanded him away. The green giant then landed on Giant Man's head, just as he was getting up after being flipped over. Hulk then raised his fists, intending to smash Giant Mans head, but Hulk saw movement out of the corner of his eye and looked to see Thor heading right towards him, his hammer raised.

The Asgardian swung his hammer, only for Hulk to dodge it. The power and momentum of the attack caused Thor to loose his balance when it missed, allowing Hulk to grab him by the cape and spin him around, building up speed until he sent the Prince of Thunder flying of into the distance.

Giant Man tried to get Hulk off his head, but the green giant was making it difficult. Iron Man tried to fly in, with the intention to tackle the Hulk, but the Strongest Hero saw him coming and cloths lined him into some trees in the distance.

Hulk then jumped of Giant Man's head and expertly landed on his shoulder. When the size changing hero turned to face him, Hulk sucker punched Hank in the face, sending him falling down into unconsciousness. Hulk landed on Giant Mans chests, after he fell, but before he could take advantage to the situation a voice cried out. "Get away from him!" followed by a combined blast of neroshock and bio stingers by Jetray and Wasp, the latter having called out.

The two remaining heroes continued their attacks, hopping to keep Hulks attention on them rather than their downed teammates. However Hulk just got annoyed, drawing back both arms, he slammed his hands together, releasing a massive shock wave at the two flyers. The force was so strong that it sent both heroes flying back, Wasp hit a tree, causing her to be knocked out instantly, while Jetray was only knocked back a few feet. He decided that he would need one of his heavy hitters if he was going to fight the Hulk, he would apologies later, right know he needed to contain him.

But just as he reached up to the Ultimatrix dial, the Hulk came out of nowhere and tackled the manta-ray alien to the ground. Jetray didn't have time to move or do anything, as the Hulks attack stunned him long enough for the Hulk to slam both fists on top of him. Thanks to Jetray's durability, he was only knocked out, this however led to him transforming back to Ben in a flash of green light.

Hulk glared at the now human hero, then raised a fist to crush him. but, just then, in the dark spaces of Hulk's mind, Bruce Banner, who was somehow chained up some how, broke the bonds that kept him contained in Hulks mind. This freed Hulk from whatever enchantment he was under. Shaking his head clear, Hulk looked down at Ben with a guilt-ridden face, the first person that had ever come close to being his friend, and he had almost killed him. Now he and the entire team would consider him a monster, nothing would ever change.

With a sad sigh, Hulk leaped away from the Avengers. Ben came to a little while later, to see the Hulk jumping away; a look of confusion crossed his face. The other Avengers gathered around the clearing as well, all wandering what caused Hulks bazar behavior.

"That went well." Iron Man stated sarcastically, before turning to the others. "Is everyone…" he never finished his sentence for a giant battle-axe came out of nowhere and imbedded itself into Iron Mans chest plate. The Iron Avenger landed on the ground with a thud.

Ben and Thor were to stunned to reach as two green bolts of energy, blasted them square in the chest, sending Ben into the trunk of a tree stunned and Thor to be sent back a few feet, dropping Mjolnir in the proses. The Asgardian reached to reclaim his weapon, but a second bolt of energy surrounded the hammer in a green field that zapped Thor when he tried to pick it up.

"The Avengers." A feminine voice sounded out. "How unimpressive.

You had better hope someone more capable chooses to avenge you."

Ben shook his head and looked up to see two figures come out from the shadows. The first was an extremely beautiful Caucasian female with a slender body, long blonde hair which reaches down to her waist, green eyes and wears pink lipstick. She wore a green skintight suit, which left her shoulders bare, and a matching mini skirt. She wore tight green arm sleeves that went almost up to her shoulders, and black tights with green circles on the sides and a green tiara.

The second was large man, only slightly smaller than the Hulk, with a baldhead sporting several tattoos and a walrus mustache. He wore armor on most of his body consisting of large silver shoulder plats and a red chest piece. He also wore black gloves.

The two stood over Iron Man, who's systems had been shut down due to the damage from the axe that was still imbedded into his chest plate.

"JARVIS? JARVIS, raise the shields, now." Iron Man ordered in a panicked tone.

"Not possible, sir." The A.I responded, "Armor systems are in critical condition and are losing power."

Iron Man then felt a jerk within his armor as the large man pulled his battle axe out of his armored chest, leaving a large gash in the chest plate.

Thor recovered from his shock from the energy surrounding his hammer and glared daggers at the two attackers.

"How dare you attack us, Enchantress." He yelled at the woman, who simply placed her hand in her hip as she eyed him.

"Wait, wait, wait. You know these people, Thor?" Ben asked confused, as he got up form the attack and stood bye Thor.

"Aye, the Enchantress and her Executioner. They are Asgardians." Thor replied with a hint of bitterness in his voice.

"And since Bulging Biceps over there threw an axe into Tony, I'm guessing they are not friends of yours." Ben asked sarcastically, as he moved his hand to the Ultimatrix.

Thor's eyes narrowed as he diverted his attention back to the pair. "Why have you come here, Amora?" he demanded.

"Oh, you love Midgard so much, Thunderer," The Enchantress taunted as she raised her hand, which then covered itself in green magical energy. "We thought we would come and see what all the fuss is about."

She then pointed he hand at Thor and shot a beam of magic at the Thunderer and Ultimatrix bearer. Both heroes dodged the attack and Ben rolled out of the way and slammed the Ultimatrix dial down.

In a flash of green light Ben transformed into a humanoid, plant-like alien that has an overall green and black colored body, mostly with a flame-patterned head and root-like feet. Also, his shoulders and head have red petals. The Ultimatrix symbol was on his chest.

"SWAMPFIRE"

The three Asgardian's looked at the alien with wide eyes. The Enchantress was the first to get over her shock as she fired another beam at the transformed teen. Swampfire dodged the attack and charged at the sorcerer, his right fist rose to attack. However, as he got close, he was intercepted by the Executioner, who shoulder checked him away from the Enchantress.

Swampfire slid away a few meters until he got his footing, then glared at the large Asgardian.

"Ok tough guy" Swampfire said in a nasally voice. "You wanna fight? Then lets go!" he slammed his fist into his palm for emphasis.

The two combatants charged at each other. The Executioner raised his axe above his head and slashed downwards, intending to bisect the plant-like alien in half. But Swapfire dodged to the side and delivered a right hook to his face. Even with his already impressive strength, the blow was only enough to rock the Asgardian brutes head back. The Executioner looked back down to the alien with an evil grin.

"Uh Oh" Swampfire was able to say before the Executioner backhanded him away. The force of the blow was enough to send him stumbling back, Swampfire then looked up to see the Executioner swing his axe at him again. As a reflex Swampfire raised his arm to block the attack, however that proved to be futile as the axe sliced right through the plant aliens arm.

"BEN!" Thor yelled as he tried to go to his young friends aid, only to be blocked by the Enchantress, who fired beam after beam of magic energy at the Prince of Thunder.

Suddenly a yellow beam of energy stuck the sorcerer, causing her to back step. Wasp flew down firing he stingers in a frenzy after she witness Swampfire losing his arm.

"Go help Ben!" she yelled as the fire more stingers at the Enchantress. "ill handle the Green Witch"

Thor nodded, and then ran over to his injured team mate with anger plastered across his face. But before he got close, he saw something that amazed him. a vive grew out of the stump Swampfire's arm and connected with the severed limb, the limb was then pulled back into the socket and reattached itself. The transformed teen gave a smug grin as flexed his reattached arm.

"My turn." He said, as a fireball appeared in his hands, Swampfire the blasted an inferno at the Executioner, who was to shocked to move, sending him staggering back.

Swampfire glanced back at Thor, who was still staring at him in shock. The teen hero smirked, "Regeneration." Swampfire replied to an unasked question. "Swampfire can regenerate from any attack that's thrown at him."

"Well if that's the case Shapeshifter, then lets test that shall we" came the sly voice of the Enchantress as she blew Wasp away with her magic. The two Avengers took fighting stances as the Executioner returned and stood by his mistress. The two groups charged and the battle continued.

Meanwhile, in an empty ally somewhere in the city, the gloomy figure of the Hulk lumbered in before sitting down and leaned against the wall. Hulk crossed his arms over his legs and stared glumly at the ground, he could believe that within a day he had almost killed his new team mates, the first people that didn't run or try to lock him up the moment they saw him.

His thoughts were interrupted by a voice that called out in his mind.

"You have to go back." Before the Hulk and man appeared. He had a rather weak build, while being chased by various people and a scruffy beard, brown messy hair, brown eyes. He wore dark blue jeans and a hoodie with a white shirt underneath. He was Bruce Banner, alter ego of the Hulk and one of the smartest men on the planet.

"Someone is manipulating you. They wanted you to fight the Avengers. You have to go back and make sure they're okay." Bruce pleaded in a calm yet urgent tone to his monstrous alter ego. But the Hulk merely looked down at his feet, his scowl at its maximum.

"Everything you said was true. I am a monster." He grumbled at the scientist.

"It's only true if you let it be." Bruce replied as he figment walked over to the green giant and laid a hand on his arm, making the Hulk look at him. "Walk away now and it will be."

Back at the park, the fight was going badly. Iron Man was still leaking power and Thor was still without him hammer; and without a weapon the Asgardian Prince was at the mercy of his foes attacks. The only Avenger that was barely holding him own was Swampfire, his regeneration was the only thing that kept him going during the whole fight. Now however it looked like his luck was about to run out as enchantress managed to snag him with a magical binding, preventing him from moving. Now Executioner was walking up to him, a sick grin present on his face as he raised his axe.

"Oh, this is gonna hurt." Swampfire mumbled, as the axe blade cleaved him in two. His upper body landed with a thud on the ground behind him while his lower body dropped to it knees, then fell forward. Needless to say the other Avengers where ticked, Thor charged in and tried to crush the Enchantress with both of his fists while Wasp and Giant Man, both had regained consciousness a while back, engaged Executioner.

Wasp fired several stingers at the axe wielding Asgardian, but they didn't seem to even be noticed by the brute as his attention was focused on a much bigger threat. Giant Man slammed his hand on the ground in an attempt to pin the Executioner, however the Asgardian brute proved to be far more agile than he appeared, effortlessly dodging each attempt that Giant Man made at him. The Executioner's axe then started to glow red; which he then proceeded to swing it like a baseball bat, launching a massive fireball, which then collided with Giant Mans head.

Whatever properties the fire had, obviously didn't mix well with Giant Mans Pym Particles as in a flash of blue light Giant Man shrunk down to his regular size. With a predatory smile the Executioner advanced on the size-changing hero. But suddenly a blast of fire halted his advance, the Executioner adopted a look of annoyance as Swampfire, who had managed to 'pull himself together', once again, stood to challenge him. This was starting to get on the Executioners nerves; this shapshifting creature just couldn't seem to stay down no matter how many times he had been struck by him. Both combatants got into fighting stances – Executioner raising his axe and Swampfire igniting his fists – engaged each other once more.

Meanwhile Wasp, seeing that her attacks were barley doing anything to the two beings, flew over to the downed Iron Man.

"Iron Man, now might be a good time for some kind of- Something." She said urgently.

Iron Man groaned within his depowered armor as sparks and fluid leaked from the gash. "Armor's leaking energy faster than I can recharge." He managed to say. "Unless you got some spare batteries lying around or an electrical socket…"

He was interrupted when a green ring of mist surrounded Wasp, preventing her from moving. She was then dragged away and positioned next to Thor, who was in a similar predicament, leaving Swampfire the last one standing.

Said hero was soon thrown away bye the Executioner, who got in a lucky swing from his axe, sending Swampfire skidding down the path the Enchantress and the rest of the Avengers were currently positioned. Swampfire stood up groggily as he wounds healed.

"I must admit you are quite impressive Shapshifter," the Enchantress said with interested, "It has never taken this long for my Executioner to smite any individual before. But even you must see that although you posses the ability to heal, you still don't posses the power to fight both of us."

"Maybe." The plant like alien replied then looked at her with a confident smirk. "But the one thing you should know about me, is that there's a time to go hero and a time to go Ultimate!"

With that Swampfire slapped the Ultimatrix dial causing four spikes to poke out the rim, then in a flash of green light Swampfire's body began to change. He became more tree like as his body was made of petrified wood. Three blue shells grew out of his back, giving him a hunched over appearance, three smaller blue shells appeared each arm and out shell made up his face.

"ULTIMATE SWAMPFIRE" the evolved alien shouted, everyone present was shocked to see what had just happened. Executioner was so shock that he didn't even move when Ultimate Swampfire pointed both his hands at the Asgardian brute and fired two massive streams of blue fire at the Executioner. The force and intensity was enough to blast the brute away from the area, carving out a massive trench, similar to what the Hulk did to Thor earlier.

Ultimate Swampfire turned his attention to the Enchantress in order to put her under the magnifying glass as well, only for the same green mist to surround him, preventing him from moving let alone attacking.

After making sure that her spell would hold, Enchantress looked over to the Executioner, who was barely able to stand up. Even with the Asgardian healing factor Executioner looked very sore, his armor was covered in soot and his body spotted several serious burns, the Asgardian brute stumbled back to his mistress, his face flinching in pain for every step he took. Whatever this form the shapeshifter took was far stronger than the previous; the power it possessed was unimaginable. Executioner walked right up to the downed Hank Pym; who's mask was also sporting some burns from Exectutioners last attack, which made the Enchantress grin slyly.

"The giant man first." She ordered. "His head will make a good trophy on my wall."

Executioner nodded, then raised his axe to its zenith, ready to decapitate the size-changing hero.

"Hank." Wasp choked, as a tear threatened to fall. Ultimate Swampfire was furiously struggling against his bonds, trying to get free. Not again, I wont let it happen again. He thought as the blue shells all over his body glowed a dangerous aura, as his body heated up to the point where the grass around the evolved alien was set ablaze. But no matter how hard he tried, he could not get free. Suddenly he was back in his own universe, seeing the dead bodies of his loved ones once again, he looked at the Executioner, but saw only him and his sinful cackle filled his ears once more.

"NOOOO!" Ultimate Swampfire roared, as a pulse of blue fire erupted out of his, burning the Enchantresses spell of him. He charged forward in a blinding rage and struck the Executioner with his giant wooden fist. Thanks to his enhanced strength the Executioner was sent flying, rolling on the ground for a few meters before landing back on his feet, stunned and disoriented from the power of the attack. But Ultimate Swampfire was not done yet. He reached for his arms and pulled of the blue shells from each of his arms and tossed them at the Asgardian brute. Once they made contact with the ground, they ignited in a fiery explosion; knocking the Executioner through several trees.

Ultimate Swampfire then turned to the Enchantress, who still had the others trapped in her spell, and marched towards her; blue fire forming in both his hands. But the Enchantress clenched her fists, causing the bonds surrounding the other Avengers to tighten, making them winch in pain. Ultimate Swampfire stopped when he saw this.

Enchantress gave the evolved alien a sick playful smile and waged her finger. "Uh, Uh, Ah" she taunted. "You wouldn't want me to do anything … Unfortunate to you little friends would you?" the bonds tightened even further as both Thor and Wasp winched at the pain. Ultimate Swampfire's eyes narrowed, the fire began to die down in his hands.

"Hostages Amoura?" Thor spat as the glared at the witch, "Have you no honor?" his question was left unanswered as the Enchantress kept her gaze on Ultimate Swampfire, whom she was enjoying tormenting, and grinned at what she saw behind him.

Ultimate Swampfire saw this but reacted to late when he was struck in the back bye an axe and landed face down on the ground. He tried to rise but a large boot pined him down. The Executioner stood above the Ultimatrix hero with a triumphant grin on his face, even thought he looked severely beet up, if he had not been an immortal warrior he would have been unable to stand let alone fight.

"I think when should see just how much you can endure Shapeshifter." The Enchantress said as she walked towards him. "This form has shown to be quite formidable. But lets see how much pain you can take before you finally fall."

Ultimate Swampfire groaned, as he was able to slightly raise his face. "There is nothing you can do to me that is worse than the pain I have already suffered." He spat back at her.

The enchantress raised an eyebrow, "We shall see." She said raising her hand, now glowing with mystical power. She then fired a beam of magic at Ultimate Swampfire causing the alien to grunt in pain. Though he didn't show it, to deny her the satisfaction, Ultimate Swampfire was in agonizing pain, every part of his body was boiling and every second seemed like an eternity of agony. His body twitched and shock from the pain that was flowing through him. The Avengers who were conscious had to look away, to avoided seeing their friend suffering before them. then only thing that was more painful to the Ultimatrix hero, was the knowledge that he failed again. He tried to be a hero once more and now within a week he and his new team were about to be taken out. He failed. He failed the Avengers, He failed his family…He failed himself. Looks like ill be joining you after all. He thought as the closed his eyes to awaited his destruction. I'm Sorry.

Suddenly, before anyone could react, a large impact sounded at the edge of the clearing. Then with a loud growl, the ground shock violently throwing the Executioner and Enchantress away from Ultimate Swampfire. The evolved alien stood up and looked to were he heard the growl and, to his relief, he saw the Hulk standing in the clearing; looking very mad. The shock wave the Hulk created was enough to break the Enchantresses concentration allowing the Avenger to be free from the witches spell.

The now free Thor held out his hand, summoning Mjolnir to him. He held his mighty hammer aloft, summoning a bolt of lightning to him, which sparked and crackled in every direction. The Enchantress stood her ground and opposed the Asgardian Prince.

"I do not fear your lightning, Odinson." She spoke defiantly "Your magic is nothing against mine."

"You are not my target, witch." Thor then stood aside, revealing Iron Man; now back on his feet with lighting sparking across his armor recharging it.

"Armor energy reserves at 214%." J.A.R.V.I.S announced to Tony as he showed the armors systems on the HUD, making the Iron Avenger grin. He then activated his thrusters and narrowly avoided a slash for the Executioners axe, then fired a repulsor blast into his chest, knocking him back to be right next to his mistress. Iron Man then landed and regrouped with the Avengers, minus Giant Man.

"Take them down." Iron Man ordered as the Avengers charged at their enemies.

Wasp fired several stingers at the Enchantress, who blocked the attack with a magical shield; then before she could counter, jumped away from Thor's hammer strike.

At the same time Executioner raise his axe to block a punch from the Hulk, but the green giants strength proved too much for the brute as he was sent sliding back a few meters. Wasp then flew forward firing her stingers at the Executioners face, but the brute blocked them with his axe; which then lite up blue, the Asgardian brute then slammed the axe blade into the ground and a wave of ice traveled across the ground to were Hulk and Ultimate Swampfire were charging from. Once they both stepped on the frost, a layer of ice traveled up both heroes, encasing them in a block of ice. Before Ultimate Swampfire could even think about thawing them out, the Executioner ran up and with a swing of his axe, shattered the ice sending both heroes flying across the field.

Back at the other end of the field Iron Man and Thor were having a tough time with the Enchantress. True to her claim, her magical ability proved to be stronger than any of them. She created a shield to block another of Thor's blows, then nimbly avoided two more swings before blasting the Thunderer with her magic making him crash into Giant Man, who had just regained consciousness, sending them both into a nearby lake. Iron Man then swooped in and fired his repulsors at the Asgardian witch, but she merely teleported a few feet away to where she was. Iron Man continued to fire a barrage of repulsor blasts, each time Enchantress would teleport away, taunting the armored hero. After another fail attempted to hit her, the Enchantress raised her arms, which then became surrounded by green magic; then Iron Man was surrounded by the same aura, with a flick of her wrist, she sent Iron Man hurling into a statue nearby.

Wasp in the meantime was doing her own taunting as she was flying all around the Executioner like a mosquito, stinging him all over; the Asgardian brute was so large and slow compared to her that she could easily avoid his axe. This soon proved to be nothing more than a distraction as the Hulk charged out of the blue and delivered a powerful haymaker to the Executioners face sending him flying over the tree line.

The Enchantress seeing this, and knowing that the Avengers already hade numbers on their side, decided to even the playing field. While she would have preferred the shapshifter due to his variety but she had already planted the spell inside him; raised her hand to the Hulk, surrounding his head in a green aura. The green giant then turned to her in a trance making her grin.

"Destroy them all, my creature." She ordered as the Hulk advanced towards her. Suddenly he stopped, shook his head, then glared at the Enchantress with hateful eyes.

"No one controls the Hulk!" he roared as he stamped his foot into the ground causing a shockwave of earth to flow straight to the Enchantress, knocking her of her feet. With her down the Avengers took their change as Iron Man fired his repulsores, Thor unleashed his lightning and Ultimate Swampfire blasted his blue flames. All the attacks met on the Enchantresses location, causing a massive explosion.

When the dust cleared Iron Man Thor and Ultimate Swampfire stood around the unconscious form of the Enchantress. She had several scratches and bruises but nothing to serious, which really made Ultimate Swampfire hate Asgardian invulnerability. The heroes' attention was cause by a groan from Giant Man, who was being supported by Wasp, the fact that he was still moving made the Ultimatrix hero smile. he finally realized that Iron Man was right, neither one of them could have defeated these villains alone, it took all of them as a team to fight; sure they needed some work but they were still able to look out for each other, the way a team should.

"Watch out!" Wasp suddenly screamed, the others turned only to get swatted aside by the Executioners axe. The Asgardian brute then slung the Enchantress over his shoulder, then used his axe to open a portal allowing both to escape before anyone could react.

Giant Man and Wasp walked up to the others as they got up from the surprise attack.

"Aah, does somebody want to explain what that was all about?" Giant Man asked, his voice a clear reflection on how sore he was.

"Old enemies from Asgard." Thor explained. "The Enchantress has ever found joy in causing me pain."

"What is she your Ex or something?" Ultimate Swampfire quipped, who then taped the Ultimatrix dial, turning back into Swampfire, then back into Ben. Thor ignored the Question and instead walked up to the Hulk who stood to the side, with his trademark scowl.

"You have won the day, friend Hulk." Thor praised. "Truly thou art a warrior to be reckoned with for few can resist the Enchantress' charms."

He held out his hand for the Hulk to shake, but the green giant merely grunted. "Nothing's changed." He stated. "You all thought I was a savage monster. You were gonna take me down. You're no different than Ross and SHIELD. Expect they're honest about it." He then turned and walked away from them.

"Hulk, come on." Wasp called out.

"Yeah it's not like that." Ben finished, trying to catch up to the jade giant.

"I'm done." Hulk said, then he leaped into the sky as his former team looked on.

"Okay, so not the most promising day two." Iron Man stated, as he looked to the others. "Lets head back to the mansion I think we can all agree that we need some rest."

The others nodded in agreement, but Ben still looked to were the Hulk was going. Even though the Hulk was always made at every one Ben still counted him as a friend and even thought he fought them he still came back to save them. Ben new he couldn't leave thing the way they were.

Outside New York

On the outskirts of the city, the ground shook as a certain green giant landed on the ground with an earth trembling crash. Hulk stood were he landed and looked back to New York, he really thought that the Avenger would be different and even though he new the Enchantress was controlling him and feeding him lies, he new that they would never accept him.

Before he could leap away, he hared the sound of something approaching him. he looked to see a dust trail heading right towards him at and amazing speed. Whatever it was came to a halt a few feet from the Hulk, allowing him to see what was after him.

It resembles a semi-armored Velociraptor. With black wheels on his feet and a helmet with a visor in the shape of an X. A familiar hourglass symbol was on his chest.

It then tapped the symbol with its clawed hand and in a flash of green light turned into Ben Tennyson.

Hulk just narrowed his eyes and grunted. "If you're going to try and convince me to come back. Then you're wasting your breath." He said bitterly. Ben only raised an eyebrow.

"You know that Fury's deal with me is pretty much the same for you. You leave the Avengers and it pretty much open season on you." The Ultimatrix hero stated.

"Better than being trapped."

"Come on Hulk. Do you really think Tony would be that stupid to actually try and trap you? You can throw forklifts like there softballs; you can tear steel like its tissue paper. You're the strongest guy I know."

"Stark was the one who built those weapons that were used to hunt me" Hulk said, as he marched up to the teen until he was standing a few inches from him, forcing Ben to crane his neck back to look him in the eye. "There all the same, everyone thinks I'm a monster. Everyone hates me and will always fear me."

With a sad expression Hulk turned and stated to walk away.

"Not everyone." Hulk stopped. "Look I've been in this universe for a week. The first time I met you we fought side by side against Gravaton, and from the time we've spent together I can tell a few things about you." This mad Hulk at least look at him. Ben then continued. "Your brash, hard headed, always thing with your fists, you've got an anger problem that would give an Apoplexian a run for his money… but you've also shown me that you always do what's right. You just broke out of prison and the first thing you did was come to help us. And just now, even thou you thought we hated you, you still came back to save us." Ben then walked up to the Hulk. "No matter what people say about you or you say about yourself. In my book you're a hero."

The Hulks eyes widened, that was the first time anyone had called him that. He never thought that anyone would even consider him to be nice let alone a hero, and now this young teen, who he had only known for a week was saying that he was a hero.

He was so lost in thought that he didn't notice Ben taking something out of his pocket.

"I know that today was a little hectic for you and you probably need some space." Ben said. "But just in case, I want you to have this." He then held up what was in his hand.

It was a small disc like device with a similar symbol to the Ultimatrix. "This is a prototype communicator I built using some of my brainy aliens," the teen hero explained. "I was going to show it to Tony and hoped it would be the teams communicator but that idea was kind of shot down with the ID card thing."

He then placed the device in Hulks giant hand. "If ever you're in trouble, or you just want to talk. You can contact me on that."

Hulk just stood there staring at the device in his hand. Ben half expected for him to crush the device then leave. Instead he put the communicator in his pocket, then turned around.

"Thanks" Hulk mumbled loud enough for Ben to here, then he leaped into the distance.

Ben watched with a smile on his face. Sure it wasn't the best moving day for him, but at least he did lose anyone today, he didn't fail. And now his future was as bright as ever. A brand new adventure with a brand new team.

Ok first before anyone asks Yes I did consider having a Rath, Hulk fight in this but then the story would have gone longer than I would have been and nothing kills a story more than a chapter that drags on for too long.

As always any advice for story ideas and grammar mistakes please real free to review or PM me any help is appreciated. And don't forget to vote cause the poll will come down on the 8th of Febuary.

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