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Chapter 19 - Chapter 17 - The Man Who Stole Tomorrow

Chapter 17 - The Man Who Stole Tomorrow

In the dark void of space, a small blue planet drifted in the orbit of its' glowing star. Accompanying it, a single moon, silently circling its' larger companion as if watching over the many inhabitants that walk across its' surface.

But the peaceful tranquility of the void was suddenly disturbed. A flash of light, tore through the darkness and from it, came a massive space ship. It was long in appearance, slightly resembling a broad sword. It was primarily a bluish/green color, with light green spots littered across it. The massive ship silently glided across the cosmic sea as it approached Earth.

Within the ships bridge, several humanoid beings were busy working at their stations. They were primarily purple and wore futuristic armor that covered their bodies. Most of them wore helmet like devices on their heads that seemed unique to each individual.

On a platform above the working crew, stood one of the purple beings, who was gazing at the viewing screen as it displayed a series of data.

"Temporal transition is complete." The being reported. "Navigation, probes, and weapons are being calibrated. Cloaks are online. We are undetectable to current technology."

"What is the time?" A new voice asked. The source of the voice was a man, who had his back to the officer that was reporting to him. He suit was different from the others. His gloves, boots, belt and helmet were purple. But he wore a green cloth-like shirt over his armor, with three green circles on his chest. His helmet covered most of his head, but left his face visible, which was primarily blue in color, with markings around his eyes and mouth.

The officer looked back at the view screen and saw the stars being analyzed and marked, by the computer.

"Star charts are processing. The chrono date is 0028241.423. Very early 21st century." He reported.

"Has the target been located?" The Blue faced man asked.

"Yes, Lord Kang. In this era, the location is known as New York City."

Kang did not turn to look at the officer, his attentions was focused on something else. In front of the blue being, encased in a transparent force field, was a woman. She had dark skin, long flowing black hair and flawless features; she wore a silver and blue dress and headgear. Her eyes were closed, as she appeared to be sleeping within the energy field.

Kang reached out and put his hand through the field trying to touch her, but he stopped just short of her face and retracted his hand. He gazed at his hand for a moment before clenching his fist in rage. Kang then turned to the viewing screen, his eyes narrowed. 'If what he has told me is true. Then I will find him here.' He thought to himself.

"So it begins."

Ben Tennyson groaned as he stretched in his bed and opened his eyes. He blinked as his eye adjusted to the sunlight that was peaking through his curtains… Wait, sunlight?

Bens' eyes immediately shot open and he saw that there was indeed daylight outside his window, not the darkness he'd grown accustomed to seeing every morning. He then realized that, he didn't have a nightmare last night. No burning house, no dead bodies, no Him. Did that mean…?

The JARVIS terminal by his bed suddenly blinked and opened up. "Good morning Master Tennyson." It greeted.

"Hey JARVIS. What time is it?" Ben asked, rubbing his eyes.

"It is 8:30am. I am pleased to report that you have achieved the minimal sleep requirements, for a healthy adolescent of your age sir." The A.I reported.

Ben was surprised by this news. He'd just gotten the best nights sleep he'd had in months. He not only felt relaxed, but also liberated, like he'd finally shaken a weight he'd been carrying.

But the more he thought about it. The more it made sense. He had a new home, a new family, new friends and a new girlfriend. He was accepted and welcomed to this new place and had people who cared and supported him. For a long time, he had felt like a stranger to this world, like he was intruding and didn't belong. But now, Ben couldn't imagine himself anywhere else.

He was home.

Ben smiled at this revelation and got out of bed and started to get dressed.

"Shall I prepare the training room for you today, Master Tennyson." JARVIS asked the teen hero.

Ben stopped for a moment as he looked at his jacket. Then smiled warmly. "Not today, JARVIS. Think I'll let Hawkeye have the training room this mourning. Right now I'm hungry."

And with that, Ben exited the room and headed downstairs, his smile not leaving his face.

He quickly arrived in the kitchen and saw he wasn't the only one there. Tony Stark aka Iron Man, was sitting at the table eating a bowl of what appeared to be tofu while Steve Rogers aka Captain America, was doing one armed pushups while simultaneously reading a newspaper.

"What's a futurist?" The super soldier asked as he read an article, which was about Iron Man.

"What do you mean?" Tony responded as he used his chopstick to push a button on his Avengers ID card to activate the hologram function.

"Well, the newspaper calls you a futurist." Steve continued, "And unless you're into Italian art, I'm not entirely sure what that is."

Tony placed his hand to his chin. "Mmm, how to explain? A futurist is someone who tries to predict the future, or in my case, tries to create it." He said as he started to manipulate a few images on the holograms. "I'm inventing technology for next century. Trying to make the world a better place. For instance, having news an information delivered via wireless signals as opposed to a newspaper."

"That already exists, Tony. It's called Facebook." Ben quipped as he walked over to the fridge.

Tony smirked as he looked over at the teen hero. "Well look who's up. Never thought I'd see the day JARVIS didn't report on the damage you did to the training room."

"Well I figured I'd shake things up today." Ben replied as he walked over to get himself some breakfast.

Meanwhile Steve had just finished his pushups and walked over to the counter. "You know, Tony. You don't need to include tech in everything in your life, especially newspapers. I like newspapers." The Super Soldier said as he proceeded to crack five eggs against a glass and then drink them, much to the billionaire's disgust. Once he'd finished, he held up the paper in his hand, which had a picture of Iron Man blasting a HYDRA Dreadnought.

"For instance, this one has a picture of you fighting Hydra. And even from the picture, anyone can see that you don't know how to fight."

Ben snickered at the comment, while Tony adopted a stunned look at the Super Soldiers remark. "What? There are about 20 super-villains out there that would disagree with you."

Steve merely smirked in response and patted Tony on the shoulder. "Meet me in the training room in five minutes. We've got work to do." He said, then proceeding to walk out of the room.

Tony glared at the War Hero as he left. He then glanced at the newspaper for a brief moment and raised an eyebrow. A few seconds later he was walking out the door himself.

Ben watched the exchange happen with a wide grin on his face. He then pulled out his ID card and activated the communicator. The card blinked for a few moments before someone responded.

"Yeah, what is it Ben?" Hawkeye said as he answered the call.

"Get Hulk and head down to the training room, now. You do not wanna miss what's about to happen." Ben said with a cheeky grin.

He then hung up and opened the cupboard, then pulled out a bag of popcorn. This is gonna be awesome. He thought to himself.

Five minutes later, Ben walked into the training room, holding a large bowl of popcorn, and headed to the observation platform where Hawkeye and Hulk were both waiting for him.

"This is gonna be good." Hawkeye said, eagerly rubbing his hands together.

"Yup." Hulk agreed as he reached over and grabbed a handful of popcorn from Bens' bowl, taking at least half the contents with one scoop.

"Glad I used the jumbo bowl." Ben mumbled to himself. But he quickly turned his attention back to the training room floor, where Steve was finishing an exercise on a pair of gymnastic rings and Iron Man was putting on Boxing gear.

Steve performed one last move on the rings, before dropping down to the floor. The area then shifted to that of a boxing ring, with four posts on each corner and ropes, fencing off the area. The Super Soldier then put on his own pair of boxing gloves and walked up to the Billionaire playboy.

"From what I've seen, you're fighting style is to tackle people or to blast them." He stated. "If I had to guess, I'd say that you've never been in an actual fight in your life."

"Well, I-I…" Tony hesitantly started to respond. But Steve interrupted him.

"Punch me."

"What? I'm not gonna…"

"Do it." The Super Soldier ordered, sternly.

Tony shrugged his shoulders at the odd request. But raised his fist and sent a right hook straight at his opponents face. The sound of fist on flesh, echoed through the vast room followed by the sound of a body hitting the floor. But it wasn't Steve who was knocked down, it was Tony.

Up on the viewing platform, the three heroes smirked and lightly chucked at the sight of the Armored Avengers getting his lights knocked out so easily.

Tony groaned as he shook the stars from his head and gazed up at the Super Soldier. "Ow, what just happened?"

Steve smirked as he held out his hand to the downed Genius. "Let's try that again."

Tony took the offered hand and allowed himself to be pulled to his feet. He wobbled slightly, apparently dazed. But that turned out to be a ruse as he quickly took another swing at the Super Soldier.

Once again, quicker than anyone could see, Steve blocked Tony's attack and sent the Billionaire flying across the ring, into the ropes on the far side. He then proceeded to bounce of the rope and land face first on the floor in a crumpled heap.

Up in the platform, Ben, Hulk and Hawkeye, all burst out laughing at the display. So much so, that Ben couldn't keep his phone steady after he had pulled it out to take a recording of the spar.

Down in the ring, Tony groggily pulled himself to his feet, holding onto the ropes as he did so. He then turned to see Steve in a boxing stance, ready to go another round. The Super Soldier hadn't even broken a sweat.

Tony narrowed his eyes as he charged forward, sending a right hook at the Super Soldiers face, followed by a left. Steve easily dodged the first strike, but caught the second. Using Tony's own momentum, Steve then effortlessly sent his own fist back into his face, knocking him off his feet for a third time in a row.

By now, the laughter of the three audience members had become so loud it could have been heard from street level.

Tony glanced up at the trio and then at Steve Rogers, his eyes narrowed. "My armor protects me, you know? It would have taken you down before you even touched me." He stubbornly stated. Ignoring the hand that Steve was offering him as he stood up. He then stomped away from the War Hero and started to remove his gloves. "And if the suit I was wearing couldn't handle you, I've got four more that could."

"You can't always count on your armor." Steve stated, slightly annoyed by the Billionaires attitude. "You have to be ready for anything."

"That's the whole point." Tony responded as he removed his headgear. "I'm working to know exactly what's coming. I'll know exactly what to be ready for."

Up on the platform, Ben shook his head. He remembered when he was like that. Believing he knew best, always relying on his powers. While most of the time, it did work. Other times, it didn't, and people got hurt because of it. It was a mistake that Ben vowed to never make again. That was why he asked Steve, Clint and T'Challa to spar with him, to help improve his combat skills in his human form. In case there came a time where he couldn't rely on the watch, or he come across someone with superior combats skills. After weeks of training Ben, while nowhere near the level of his trainers, had managed to vastly improve his fighting skills. Enough so that Cap had said that Ben could fight toe to toe with a US Marine without difficulty.

Still as Ben watched Tony and Steve argue, he couldn't help but be reminded of his massive ego back in his universe. Still, Ben knew Steve could beat some sense into the Billionaire. But just in case, he would go down there and provide support, just in case.

But that was after he sent the video of Cap, smacking Tony around the ring, to all his friends. Both in the Avengers and out.

Meanwhile across the city, in amongst the sea of skyscrapers, one building stood out among them. Something most people notice about it, is that the bottom half of the building, looked the same as any other building in the city. But the top half was white, with metal plating one the outside. On the top of the building, was a massive holographic projection of a giant number four. This was the Baxter Building, home and base of one of the worlds most well known group of heroes, the Fantastic Four.

Within the Building, Ant Man, Wasp and Thor, were currently escorting their latest arrest down the halls of the high tech skyscraper. The man looked like an Eskimo, with a long blue winter coat and pants, with white fur trimming around the hood. He wore white boots and wore a silver metal backpack, with two metal tubes that connected to his gloves. He wore a skull like mask with a respirator like device on the front.

As the Avengers walked the villain down the corridor, Thor stopped to look at a photo that was hanging on the wall. It showed a group of four individuals. One was a man, wearing a blue jumpsuit, along with black gloves and boots. A white number four symbol was on his chest. This was Reed Richards aka Mr. Fantastic, leader of the Fantastic Four.

Next to him was a woman, with short blonde hair and wearing a similar, yet feminine version of Mr. Fantastics' uniform. This was Sue Storm aka the Invisible Woman.

Standing next to her was a young man who was literally on fire, yet had a wild grin on his face. He was Johnny Storm, the Human Torch.

Finally, crouching in front of the team was a hulking man, who looked like he was literally made of stone. Unlike the other members of the team, he didn't wear a jumpsuit. Instead he wore a pair of blue pants with the four symbol on his belt buckle. He was Ben Grimm, the Thing.

Thor looked at the photo with a raised eyebrow. It was an odd group of individuals to say the least.

"These fantastic four as you call them, they are mortal heroes as well?" The Asgardian asked.

"Uh, they're more like explorers." Ant Man responded as they continued to walk down the hall. "I think Reed said they were heading off to the earth's core today."

After a few more paces, the Eskimo villain grumbled. "This isn't fair. None of you could have taken me alone."

Wasp rolled her eyes at the villains' complaint. "Man, you are a whiner.

You've been complaining ever since we caught you, Blizzard. Which was really easy, by the way." She said, with a taunting grin at that last statement to pour more salt on the wound. She'd always enjoyed taunting villains, but this guy made her laugh cause his suit and ice powers reminded her of Big Chill. She'd even taken a photo of him and sent it to Ben with the tagline "#BigChillCosplay"

The Ice Villain known as Blizzard sulked a little more as they continued to walk. "Where are you taking me? What is this place?"

"It's, uh well, honestly I'm not sure. I haven't seen it yet." Wasp responded, as they entered a large room.

At the center was a solitary platform that looked like a large metal door. Large cables from the ceiling connected to the large device, with the number forty-two printed on the large doors. On each side of the door, stood two SHIELD Mandroids, who stood at attention as the Avengers and ice villain approached them.

"Well, Iron Man, Reed Richards and I had a meeting after the breakout. We brainstormed ideas to make the world a better place. And with some inspiration from our interdomantional friend, we came up with 42." Ant Man said as he walked up to a terminal and swiped his Avengers ID card against the card slot. An image of Ant Man appeared on the screen, which then changed into a handprint, which Hank proceeded to place his hand against.

Thor, however, looked unimpressed by the structure. "Truthfully, friend Pym, I do not think this will hold anybody." He said, indicating how it was only a door in an empty space.

Suddenly the door opened, and the group was greeted by a swirling mass of energy. Ant Man glanced back at the Prince of Thunder and smirked as he walked straight into the portal. The others hesitantly followed.

Once they emerged on the other side, everyone aside from Ant Man, looked around in awe at their new surroundings. They were standing in a new corridor that was far more high tech and shinier.

Standing before the group, ready to meet them. Was a robot. It was humanoid in appearance and was primarily silver in colour. It's head possessed two eyes and a mouth that remained open, both glowed blue. It had two antenai on each side of its' head.

"Greetings, Dr. Pym." The robot greeted in a cheerful, yet monotone voice.

"Good morning, Ultron 5." Hank replied with a smile. "We have a new guest for you. This is Blizzard, he's awaiting trail."

Blizzard looked a little uncomfortable when the robot, shifted its' attention to him.

"Greetings, Mr. Gill, aka Blizzard. May I call you Donald?" the robot known as Ultron asked in a polite manor.

"What? No." Blizzard stated, in a timid tone.

Just then Ultron raised its' right hand and a clear sphere of energy surrounded the Ice Villain. Then a circular section of the floor levitated off the ground, carrying the timid villain and preceded to float down the hall, lead by Ultron. Wasp and Thor looked at each other in confusion before following.

After walking for a few minutes, the group entered a large cylindrical chamber. In front of them was a bridge leading to the center, where a large glowing, lava lamp like device was positioned, stretching the width of the chamber. The group could see, levels upon levels of platforms lining the perimeter of the chamber, each having a connecting bridge and each having a blue circle a few feet from each other, lining the walls of each platform. In front of each circle was and Ultron robot. From the looks of it, there could have been well over a thousand of the robots that stood at attention.

The shear size of the place made the size changing heroine and Thunder God look at it in awe. As the looked up, they could see a glass dome over the top of the chamber and they could see outside. Unfortunately there was nothing to see out there but a dark void.

"Did I mention that I was really, really sorry?" Blizzard whimpered as he shook inside his energy bubble.

They then arrived at one of the blue circles, which upon closer inspection, revealed themselves to force fields acting as a door to each prison cell. Ultron then waved its' hand and deactivated the energy field and floated Blizzard inside the cell. It then simultaneously deactivated the bubble shield and activated the energy door, locking Blizzard inside.

"What realm be this?" Thor asked as he gazed up at the dark void above them.

Ant Man smirked as he typed into a data pad, registering Blizzard as an inmate. "We went over this at the mansion, Thor, remember? The Negative Zone? It's a universe comprised completely of anti-matter.

By placing the super-villain prison in the Negative Zone, even if there is another mysterious breakout. There's no where to break out to."

Thor nodded, apparently understanding. He then gazed at the Ultron robots that lined the walls. "And what of these metal, uh, things? They are the jailers?"

"Yes." Hank replied. "Ultron is a robot that iron man and I designed together. I've been mass producing them since the breakout to act as wardens to 42."

As Hank explained, one of the Ultron guards approached the cell of the criminal Mandrill. "How are you feeling today, Jerome?" The Mechanical being asked, using the villains' real name. What it got in response was a series of growls, along with fist beating against the energy door, from the baboon like criminal.

The Heroes watched as Ant Man continued to explain. "Ultron can't be hurt, he can't be corrupted, and I've programmed them to help rehabilitate the prisoners. Pretty great, right?" He said with a confident smirk.

Instead of agreeing with him, Wasp simply looked around the area and took note of all the robots that lined each platform above and below them.

"That's a lot of Ultrons." She said.

Back at the Mansion, Ben, Steve and Tony were all down in the armory suiting up. Ben however didn't really need to change as he always wore his usual attire, so he was basically looking at all the comments about the video he sent out to his friends.

'So funny! Makes you think twice about challenging Captain America' Peter said in his text.

'LOL Stark got rekt! XD.' Came Kitty's response.

'Man Stark sucks without his Armor." Bobby commented.

'Captain America was clearly holding back in this fight. Had he actually been trying, Stark wouldn't have recovered from that first blow." Said Laura's text.

'Meh I coulda taken them both, no prob.' Andrea's message said.

'This made my day. Thanks Ben XXXX' was Carols' response.

Ben smiled at that one. It happened to him every time Carol texted him. Every time he saw her name in the notification screen on his phone, his heart would skip a beat and he would immediately respond to her, no matter what he was doing. Unless he was in the middle of a fight, that would just be careless. But still, he considered himself lucky to have a girlfriend like her.

His musing's were interrupted when the Tony emerged from his Amor's housing device, fully suited up. The Iron Avenger then cracked his neck too relieve the tension in his shoulders, grunting, as they were still sore.

"Well, I appreciate the lessons and the bruises, but the world has changed, Cap. Life moves faster now than ever, and it's only gonna get faster still. I'm wired into a worldwide network of computers and satellites. The goal is to see danger before it gets here. I'm getting ready for the future, and working to get humanity there in one piece. You're still used to the old ways of doing things." He stated, continuing the argument from before.

"They say those who forget history are doomed to repeat it." Ben said, rolling his eyes at Starks stubbornness.

Captain America nodded in agreement. "Exactly, if the old ways include training and preparation, then maybe you need to slow down a bit."

"Uh, slow, uh, down?" Iron Man said in a sarcastic tone, before opening his faceplate. "I hear you talking, but the words don't make sense."

"It's always a good idea to know some basics." Ben said. "I mean I've more powers than the all the Avengers combined. But even I know it never hurts to learn some useful skills to get you out of a jam."

Cap nodded in agreement and then returned his attention back to Iron Man. He placed a hand on the billionaire's armored shoulder. "No matter what year it is, some things never change."

Suddenly an eerie light suddenly burst from nowhere. Cap and Ben shielded their eyes, while Iron Man closed his faceplate in order to filter out the intense light. From the brightness, came a dark silhouette of unknown origin. As the dark figure approached the trio could see that the silhouette was a man, sitting in what appeared to be a futuristic floating chair.

"Greetings, avengers. I am Kang." The being said as he rose from his chair, as the light died down. At that point the trio could see that the being was a man with blue skin, wearing purple and green armor.

The Beings eyes glowed menacingly as he glared at the heroes. The being then held out his right hand and a small green portal opened up just in front of the appendage. He then reached in and pulled out a futuristic rifle and primed the weapon.

"I have come from your future to deliver a message to Ben Tennyson." Kang said as he aimed the weapon at the teen heroes head.

Ben's eyes widened. How did this man know who he is? And why on earth does he want to kill him?

He was so lost in his stupor that he almost got his head blown off by Kang, had Captain America not stepped in. The Super Soldier stood in front of the stunned teen, just as a green beam of energy fired from Kang's rifle. The beam struck the shield at such a force that it sent both heroes flying off their feet and landed heavily on the ground.

Kang then fired a second beam to finish off the heroes, but Iron Man intercepted the beam with his energy shield. The Iron Avengers grunted, as the power behind the beam was so powerful that his shield was quickly being pushed to its' limits. Iron Man put more power into the shield in order to hold up against the barrage.

"JARVIS, initiate mansion defenses!" He ordered.

In response, several missile turrets deployed from the ground and fired several explosives at the assailant. The projectiles sailed through the air and impacted against Kang, engulfing him within a fiery explosion.

Captain America and Ben got to their feet and stood along side Iron Man in fighting stances. Ben activated the Ultimatrix and slammed the dial down. "DIAMONDHEAD!"

Once the smoke cleared, they saw Kang and his chair surrounded by a green force field, completely unharmed by the attack. The heroes eyes widened at the sight, not many being could stand up to a barrage like that.

The sound of machines moving was heard and Ben looked up to see several laser cannons deploy from the ceiling. The weapons then immediately opened fire, showering Kang in a fury of blue blaster bolts. But much like the missiles, the bolts just harmlessly bounced against Kang's shield. The Time Traveling Villain smirked from behind his defenses as he reached down and pushed a button on the console on the arm of his chair. The shield surrounding Kang then started to glow intensely and a burst of energy erupted from the chair and pulsed through the room, disabling all the defenses that were firing on him.

With the weapons no longer attacking him, Kang dropped his shield. He then aimed his blaster at the ceiling and fired a beam straight up. The moment it made contact with the roof, the beam divided into several separate beams that spread out and destroyed all the weapons that were deployed to attack him.

Iron Man looked around at the destruction, then he looked at Kang as he dismounted his chair and holstered his rifle on his back. Iron Mans' eyes narrowed. It was one thing to destroy his tech; it was another thing to make his tech look obsolete. No one out does his tech and gets away with it.

"I don't care who you are, this ends now." The Iron Avenger angrily stated as he fired a repulsor at the High Tech Villain.

But to his surprise, the Villain disappeared from sight, with the beam impacting against the shield of Kang's chair instead. Iron Man scanned the area for any sign of the attacker. Iron Man then turned around only to see Kang standing right next to him. The Villain then grabbed Iron Man by the neck and proceeded to lift him of the ground with little effort.

"Okay, now I care who are." Iron Man said in a surprised tone.

Kang smirked as he eyed the Armored Avenger. "You're armor is amusing. Primitive, but amusing."

As he stood their admiring/insulting Tony's armor, Cap and Diamondhead took the opportunity to take advantage of his distracted state as Cap threw his mighty shield and Diamondhead fired several crystal projectiles.

However, without even looking, Kang held out his finger and froze the attacks in mid air. The heroes adopted a look of shock at the villain's display of power.

"Now, where were we?" Kang said as he glanced at the heroes, smiling evilly.

Back in the Negative Zone, Wasp, Thor and Ant Man were all interrupted from their conversation when their ID cards started beeping. The heroes pulled out the cards to see that the call to assemble had been sounded.

"I think we should get back to earth. Right now." Ant Man said in a worried tone. Before all three of them ran back to the portal.

Back in the mansion, Kang looked at the rotating shield and frozen crystal shards floating before him. He then pointed his finger at the shield and started twirling his finger in a counter clockwise direction. The shield then stopped spinning in it current direction and then mirrored Kang's movements. The villain then thrust his hand forward and the shield and shards immediately flew back to their respective owners.

Captain America, moved to catch his shield. But the force of the impact sent him flying into one of the cement columns. While Diamondhead, simply raised his arms and allowed the shards to harmlessly shatter against his dense body. Seeing that going at this guy with brute force, wasn't going to get anywhere, the Alien Teen decided to take a different route. When Kang turned his back for a brief second to throw Iron Man into another column, Diamondhead reached up and tapped the Ultimatrix dial.

In a flash of green light, the Alien Avenger turned into a lizard like alien. It had a slim body that resembles a large purple salamander with darker purple camo-esque spots all over its' body and a short tail. It had three triangular eyes, the left being blue, the right red and the top green. The top of its head was purple-black, with a spike-shaped fin on the back of its head. It had four-fingered hands and three toes on its frog-like feet. It also had a wide mouth with sharp teeth. The Ultimatrix symbol on its chest.

"CHAMALIEN!" The new alien shouted.

Once Kang had dispatched Iron Man, he turned to face the Alien Teen. But to his confusion, the Alien Shape shifter was nowhere to be seen. Kang narrowed his eyes as he scanned the room for any signs of his opponent.

As Kang was distracted, Iron Man groggily got into a sitting position. He was surprised by how powerful this Kang person was. His tech and equipment were unlike any he'd seen before. Lucky for him, Tony specialized his advanced tech, having invented most of it himself.

"JARVIS, give me full analysis of Kang's armor and weapons." Tony commanded. His HUD lit up as the armor scanned Kangs' suit. However, to his shock, a flashing red 'Error' sign appeared on his display.

"Unable to analyze. The alloys are impenetrable by armor systems." JARVIS responded.

Tonys' eyes widened in shock. "What? What about his chair?" He asked as he turned the scanner to the floating furniture. However the result was the same.

"Error. No matching technology on file." The A.I sated. "Extrapolating. Error. Unable to comprehend given current level of technology."

Iron Man couldn't believe what he was hearing. His armor could analyze any technology that was currently in existence. The only way his systems couldn't analyze the tech is only if… if it hasn't been invented yet.

Back with Kang, the High Tech Villain stood motionless as surveyed the room. Suddenly from behind him, the air began to shimmer. Kang narrowed his eyes as he turned in a swift 180 degree motion and pressed a button on his belt.

Immediately a small circular shield appeared a few inches in front of his face as something impacted against it. The air shimmered as ChamAlien de-cloaked, gritting his teeth as he pulled his fist away from the tiny shield that blocked his punch. He then unleashed a flurry of strikes and kicks at the villain, using his current forms natural flexibility and reflexes to its full potential. However each time one of his strikes came within a few inches of Kangs' body, a small shield appeared to bloke each attack as the villain stood calm and collected.

"Who are you?" The Alien Hero questioned through gritted teeth as he continued to attack. "Why are you attacking the avengers?"

Kang merely looked amused as he watched the Teens futile attempts to fight him. "Oh, not the avengers, Ben. You." He stated.

That answer caused ChamAlien to halt his attack, allowing Kang to continue.

"As for your questions, I am Kang the conqueror. I have come from the 41st century, traveling to this backwater time period for one simple reason. To eliminate you from the timeline."

ChamAliens' eyes widened. If this person had come from the future to kill him, that could only make the Teen Hero wonder what could he have done to Kang to make him do that.

He was so lost in his thoughts that he left himself wide open for Kang to press another button on his belt, causing the circle on his chest to start glowing. Kang then fired a powerful wave of energy from his chest that blasted the Teen Hero off his feet and into Captain America's arms, who steadied the stunned Alien as Iron Man stood defensively in front of them.

"JARVIS, full power to uni-beam!" He commanded, before unleashing a massive beam of energy from his chest repulsor. The beam tore through the air towards Kang. However Kang simply raised another shield and the powerful beam bounced harmlessly off it.

Needless to say, Tony was speechless. "That's not possible." He all but gasped.

"Stay focused." Captain America ordered as he and ChamAlien edged towards the villain. Cap flanking left, Iron Man flanking right and ChamAlien crawling on all fours up the center.

"Kang, you say you're from the future, why would you want to take out Ben?" Iron Man demanded.

Kang stood for a moment and gave the heroes a cold hard look.

"To save the world."

Those words were enough to freeze the heroes in their place. Save the world? How would killing Ben save the world?

Iron Man and Captain America both glanced at their shape shifting ally, to see a look of shock and fear plastered on his face.

However, before anyone could ask what Kang meant by that. The Time Traveler heard the sound of heavy breathing, coming from behind him. The Conquerors' looked up only to come face to face with a very angry Hulk.

The Green Giant roared as he tossed Kang straight though several walls until he came hurtling into the training room. The Time Traveler rolled across the floor a few times before slamming into the far wall. Kang groaned as he lifted his head, only to see a trick arrow and Vibranium dagger pointed right at his face. The owners of said weapons, glared down at the intruder.

"Now, this is just some friendly advice, I'd stay down if I were you." Hawkeye quipped with his signature smirk.

Kang snarled as the top of his helmet glowed, before releasing a powerful wave of energy, blasting Hawkeye and Black Panther away from him. However as soon as he got to his feet, Kang saw Hulk running from the hole he'd just thrown Kang through and charged at the Future Villain.

In response, Kang activated his energy shield to protect himself. Hulk rammed the shield with his shoulder and the shield appeared to hold strong. However, Kangs confidence faded quickly, when Hulk slammed his fist into the shield and the energy field collapsed from the immense strength of the Jade Giant. Kang took a tentative step back in shock, but Hulk swiftly grabbed him by the shoulders with his massive hands and lifted Kang of the ground. Hulk growled as it looked like the Gamma Hero was about to crush the villain there and then.

But before he could, Iron Man called out. "Hulk, wait! We need answers!" The Iron Avenger explained, as he, Captain America and Ben, now back in human form, entered the room. Hulk grunted as he loosened his grip, but still held Kang in place.

Satisfied, Iron Man turned his attention to the Time Traveler. "What did you mean by save the world, Kang?"

"In my time, I rule all." Kang explained from his positioned in Hulks grip. "But a disruption in the space-time continuum destroyed my reality, wiping everything from existence. I traced the cause of the disruption to an anomaly in the time stream. Something that should not have existed in this Timeline. Ben Tennyson."

The expressions of everyone in the room varied with a mixture of surprise and shock. They all looked at Ben, who was shaking from the news. Yeah, Ben knew that he was a stranger in this Universe, and he knew all about how simple actions in the past can affect the time stream in various ways. But he never thought that his mere presents in this universe could cause an entire timeline to be wiped out.

Suddenly, Kang opened his hands and several small green orbs fired from his figure tips and struck each hero in the room. The heroes were so distracted from Kang's news that they failed to react in time to avoid the surprise attack as the orbs struck them, sending a wave of green electricity causing through their bodies. The heroes screamed in pain as they each dropped to the floor, Hulk included as he dropped Kang to the floor.

The Conqueror calmly walked towards the collapsed form of Ben as he writhed in agony. Kang stood over the Wielder of the Ultimatrix, eyes glowing with power as he drew his rifle and aimed it at Ben.

"Your actions in this era have destroyed my empire, Boy. Ending your life is the first step in restoring it." He said in cold determination.

However before the Time Traveler could pull the trigger, a hammer shot forth and slammed into Kang's gut, sending the villain flying across the room. Kang slammed into the wall with enough force to leave a crater. However once the dust cleared, the Avengers saw that Kang looked more annoyed than injured, as he floated calmly back to the ground.

The hammer, then flew past the Time Traveler and returned to awaiting hand of its' owner. The Mighty Thor, accompanied by Wasp and Giant Man.

"You wish to end a life, villain? Then try ours." The Asgardian challenged.

"Yeah." Wasp agreed in determination. However, she was so invested in the fight, it took her brain a few seconds to realize what she just agreed to. "Wait, what?"

Kang glared at the heroes as he raised his hand and made a come-at-me motion. Suddenly a series of blaster bolts fired from the hole in the training room, causing the Avengers to scatter as Kang's Time Chair hovered through the opening, firing laser bolts as it went. The chair then flew to its master, who quickly climbed onto it.

In response Wasp flew towards the Time Traveler, firing stingers as she did. But the chairs shield once again blocked the attacks as Kang flew around to avoid her. But it turns out, her attack was merely a distraction to allow the Avengers to unite together to face off against the enemy.

"Give it up, Kang." Iron Man announced as he descended down in front of the team.

"Kang does not give up, primitive." Kang stated as he typed a few keys on his chair causing it to start glowing. "If you insist on fighting for Tennyson's life, then I will show you fools exactly what you are fighting for." He declared.

The Avengers then charged at the Time Villain, Ben activated the Ultimatrix as he ran. But as he was about to slam down the dial, the blinding light from Kang's Chair engulfed him along with the rest of the Avengers.

Once the spots from their eyes cleared, the Avengers found themselves in unfamiliar surroundings. What they first noticed was the ruins of tall skyscrapers around them; rubble was littered throughout the area and fires ranged far and wide. Above them, where the Sun was supposed to be, the saw a large flaming red ball that looked like a blazing hoop coming off it.

But their eyes widened when they saw what was in front of them. A half melted statue of the Globe statue that is usually outside the UN building in New York. If that was here. Then that means they were standing in the remains of New York. The ruins of their home.

"No." Iron Man gasped, as Giant Man shrunk down, Caps face hardened, Wasp covered her mouth with her hands, Hulk looked angry, Black Panther remained neutral, Hawkeye narrowed his eyes and Ben looked like he was about to pass out. Was this… Did he…?

The Avengers attention was then captured, when Kang appeared before them in a flash of light. "This is what Ben Tennyson's presence in your time has caused." He explained as he glared at the Teen Hero.

"This is all his fault."

All his life, Ben has been beaten more times than he could count and some were so agonizing he would wished he would have died. All that pain combined into one fatal blast would have been a light shove compared to the pain he was feeling right now.

He caused this. He destroyed the world. Ben couldn't believe it. In the back of his mind, he just wanted to believe that Kang's predictions of the future were just a lie to get the Avengers to surrender. But now that he actually saw what his presences in this universe eventually leaded to…

"Where have you taken us, Kang?" Iron Man snarled.

"Not where, avenger, when." Kang corrected. "You stand in your New York City, just 10 years from your present day."

Hawkeye gritted his teeth as he aimed an arrow at the Conqueror. "You did this!" he snarled, while the threat was aimed at Kang, Ben couldn't help but feel that the arrow was aimed at his own heart instead.

Kang leaned back in his chair. "You are not listening, archer. I am not responsible for destroying your world. Ben Tennyson is."

Every time his name was mentioned, it felt like the Hulk was punching him in the gut. Ben started to tremble as the conversation went on.

At that moment Iron Man stood forward. "Everyone just. Just wait. JARVIS, connect to the Stark Industries' network." He commanded the A.I.

"Network not found." JARVIS responded.

"Try SHIELD. Try everything." Tony requested, panic starting to move into his voice.

"Error. No networks found."

Iron Man then dropped his arms as he looked at Ben; who's eyes were full of fear as if he already knew what the Armored Avenger was about to say.

"There's nothing out there. There's no one left."

"Of course not." Kang stated, as he gestured to the surroundings. "You see, very soon in your timeline, earth will be consumed in a war.

Earth's sun will be a casualty in that war, along with all life on the planet."

"What kind of war could do that?" Wasp asked, though she immediately regretted it when she saw the look of horror on Bens' face.

"A war between two alien empires, the Kree and the Skrulls." Kang continued. "But in the end, it was Ben Tennyson that was truly responsible."

Ben had no words, no coherent though. A cold sharp pain stabbed into his heart as his entire body shook like an earthquake, his eyes stung as tears threatened to escape from them, he legs buckled as they refused to function and the Teen Hero dropped to his knees, a look of shear horror was etched into his face as three words echoed in his mind.

'All my fault.'

He couldn't bear to look at the others. No doubt they were glaring at him with different levels of hatred and disgust. After all, that's how he'd look at himself, now that he knew he was responsible for Armageddon.

"Nay!" Thor denied. "You lie, conqueror. No one man could be responsible for such destruction, least of all Ben."

"Not knowingly." Kang clarified. "But Ben Tennyson should not exist in your time. He should not have lived. I am here to correct this."

"Let me get this straight." Hawkeye spoke up. "Handing over Ben to you is gonna save the world?"

However before Kang could respond, Hulk stood forward, his eyes burning with rage. This person was trying to kill his friend, that's more than enough of a reason to smash him.

"Stupid future man!" The Green Giant roared as he leaped towards Kang with both fists raised.

In response Kang raised an energy shield to block the Hulks strikes. Though it appears that Kang learned from his last encounter with Hulk, as the Green Giant was suddenly electrocuted by a massive energy surge until he was blasted back across the burning field into a pile of rubble on the far side.

"It may." Kang continued to explain. "I came to eliminate Ben Tennyson.

But just to be sure, I am going to advance the planet's technology in your time. I will ready your military and prepare for the coming war. Earth will be able to repulse the alien forces."

"And how do you plan to accomplish all this?" Ant Man asked.

"By conquering your world." Kang simply responded, sending a chill up the Avengers spines. "I tell you as a courtesy. This is going to happen.

Hand over Ben Tennyson, stay out of my way or face my wrath."

The team looked at each other. Were they really considering handing Ben over to this guy? In any other case, they would have flat out refused and just wailed on the guy. But they've seen what the future has in store for them. Was the fate of the world really worth one life?

For Ben, the choice was easy. No way would he be responsible for another family's death.

"I'll go." Ben said, getting to his feet. A downcast expression on his face.

His teammates looked at the teen hero with wide eyes. Wasp immediately flew over to him and hovered right in front of his face.

"Ben, no. Well figure this out. Well find a better way." She begged.

"There is no other way, Janet." Ben responded in an emotionless tone. "If I really am responsible for all this, then there not discussion. I have to surrender. There's too much at stake."

At that moment, Captain America turned to Iron Man. "What do you think, Tony? You're the futurist, after all."

Hearing what the Super Soldier said, Wasp looked over to the Avengers Leader.

"Tony, you can't possibly…" She began to say before Tony cut her off.

"We know the Kree are coming. We already met them. Kang's got technology more advanced than anything I ever dreamed of. He could be the world's only hope." Iron Man said, causing Kang to grin. Suddenly Iron Mans eyes began to glow.

"But he's being a real jerk about it. Avengers, take him!" Iron Man commanded.

Ben's eyes widened in shock as the Avengers sprang forward, putting themselves between him and Kang. Iron Man fired a repulsor ray, Captain America threw his shield, Thor tossed his hammer, Wasp fired her stingers, Hawkeye fired an explosive arrow, Black Panther threw Vibranium daggers and Hulk threw a large bolder. The attacks all impacted on Kang, creating a large explosion.

But once the dust cleared, it revealed Kang safely inside his energy shield. A look of disappointment was on the Conquerors face as he typed a few keys into his chair.

"I hope you enjoy the rest of your days on this dead earth for this is where I'm leaving you." He stated as he prepared to time travel.

However before the Conqueror could make the jump, he was suddenly swarmed by a hoard of cockroaches. The tiny insects crawling all over the Time Travelers equipment caused the circuits to short out, temporarily disabling it.

Wasp looked on in amazement, before turning to Ant Man, who's hand was on his helmet as he commanded the insect swarm.

"Okay, I'm impressed."

"I sensed them the second we got here." Ant Man explained. "Cockroaches can survive anything."

"Guys stop this!" Ben shouted, standing in front of the group. "Don't you understand? If I stay, the world will end."

In response, Hawkeye just scoffed. "Please, we've faced worse odds than this."

"Yeah, if you really think we're just gonna hand you over, just like that. Then you don't know us at all." Wasp added.

Black Panther then stood forward. "You once said, that Avengers look out for each other. How can we expect to call ourselves Avengers, if we would turn our backs on one of our own."

"You and I made a promise that we would never stop fighting the good fight. And I'm not about to let you go back on your word." Captain America added.

Hulk grunted as he smirked at the Teen.

"Face it, Ben." Iron Man said, placing a hand on the Alien Heroes shoulder. "We're not giving up on you. If you go down, were going with you."

Ben was stunned. He couldn't believe they were willing to sacrifice everything for him. But as he thought about everything they've been through together, he knew they were right. Just because Kang said it was the easiest way, doesn't mean it was the only way.

The Alien Hero nodded as he looked at his team with newfound determination. "Ok, lets kick this guys butt."

He then activated his Ultimatrix and slammed the dial down. "ARMODRILLO!" The alien roared. The jackhammers on his arms started pumping as he slammed his fist into the ground, sending a shockwave towards the roach covered Time Traveler. The impact, caused Kang to be thrown into the air, separating him from his chair and several meters into the air.

However the Conqueror simply floated down to the ground and found himself surrounded by the Avengers, but he simply stood there calmly, as if the heroes posed no threat to him.

Hawkeye drew two arrows from his quiver and fired them at Kang. The Time Traveler simply held out his hand and the two projectiles froze in midair. Iron Man then fired a missile from his armor, but Kang simply waved his hand and the projectile changed course and flew directly to Captain America. The Super Soldier raised his shield to protect himself as the explosive impacted against it, causing him to slide back a few feet.

"Iron Man, get to the chair. That's our ticket home." Captain America ordered.

Iron Man looked at the Super Soldier in confusion. "What? But I can't…"

"You're the only one who can." Cap interrupted as he blocked a green energy beam from Kang.

Hulk roared as he leaped at the Conqueror with his fists raised. In response, Kang pressed a button on his belt and a domed energy net appeared. Hulk slammed his fists into the net, but the energy construct, bent from the impact, absorbing the power from Hulks attack, then it pushed back with equal force, sending the Green Giant flying like he'd just hit rubber.

Armodrillo tried to punch the energy net as well, with his fist charged up with seismic energy. But he was met with the same result and was sent flying, digging a large trench in the ground as he did. The sound of Thunder ripped though the sky as Thor descended from the heavens, Mjolnir crackling with lightning as he slammed the mighty hammer against Kang's defenses. The Energy net, shock from the impact as a shockwave erupted from the impact, causing everyone to become unsteady on their feet.

Meanwhile Iron Man had flown over and sat in Kang's Time Chair. He then activated the manual interface in his armor and plugged into the chair, this started to run his programs to try and hack the technology.

Meanwhile, Kang was proving to be a superior opponent as he blasted the Avengers away. Wasp flew down and fired a powerful blast from her stingers. But they had no effect on Kang's shield; he then sent a small bolt of energy at her, knocking the size-changing heroine away.

He then deactivated his shield and held up his hand to stop an incoming bolder from hitting him. He looked to see Hulk holding a second bolder, then proceeding to toss it right at him. Kang then sent the first bolder flying into the second one, smashing them both to pebbles.

"You really hope to defeat me by throwing rocks at me, you mindless monster?" Kang insulted the Green Giant.

Hulk smirked in response. "It's called a distraction, smart guy."

To late Kang realized what was happening as Black Panther pounced at the Time Villain, raking his claws across his back, leaving an X shaped slash mark in his suit. Kang hissed in pain from the surprise attack, then faced the King of Wakanda, rage burning in his eyes. Kang then fired a beam of energy from his palm that hit Black Panther directly in his chest, knocking him away. He then activated his net shield to block Ben, who had transformed into Cannonbolt partway through the fight, and sent the teen hero flying.

Back with Iron Man, the billionaire was having difficulty with the Time Chair. It quickly became clear to the Armored Avenger that this technology was beyond anything he'd ever invented.

"Unable to analyze. Error." JARVIS said as Iron Man continued to search for a weakness in Kang's defenses.

Tony groaned. "Argh, come on! This isn't magic. It's technology.

There has to be logic to it."

Back in the fight, Thor descended towards the Time Villain with his hammer raised to its zenith. "Yield!" The Thunderer cried out as he slammed his weapon against Kang's shield. The blow however, proved ineffective as the shield stood strong despite the Asgardians vast strength.

However, Kang noticed out of the corner of his eye, Iron Man attempting to take control of his chair. His eyes narrowed as he glared daggers at the Armored Hero.

"You dare?" Kang hissed as he pushed Thor away from his shield before deactivating it.

He then started to march towards the Armored Avenger, however he paused when he noticed a shadow loom over him. Kang looked up to see Giant Man, towering above him with his right fist raised. Kang, however was unimpressed as he simply raised his hand and telekinetically lifted Giant Man off the ground and tossed him away like he was nothing.

Hawkeye then reached into his quiver and pulled out an arrow. However this one looked different that his usual arrowheads, as it had a blue glowing tip. The Archer then fired the arrow straight into the air, as it reached its maximum altitude, gravity took over and it turned down and headed straight for Kang. Suddenly during its descent, the arrow head glowed bright blue and broke open and hundreds of explosive arrow suddenly launched out from the original arrow, having been previously been shrunk down to fit inside the arrowhead. This was Hawkeyes new Pym Partical arrow, the archer made it with some less than willing assistance from Hank Pym. Now seemed like a good a time as any to use it.

The arrows rained down on their target, exploding upon impact as Kang was enveloped by the arrow storm. However once the smoke cleared, Hawkeye saw that, while the arrows had made an impressive sized crater with their bombardment, Kang was completely unharmed and was floating at ground level. The Master of Time, walked casually on the air as he returned to solid ground. Kang then waved his hand and sent Hawkeye flying off his feet.

Hulk then tried once more to crush the villain with his fists, but Kang simply fired a beam from his helmet, strong enough to send Hulk flying into one of the remaining skyscrapers, resulting in the buildings collapse as it buried the Jade Giant.

Kang continued to stroll at a leisurely pace towards Iron Man, when Black Panther ran up behind him and tried to tackle him to the ground. However Kang simply caught the Wakandan King with his telekinesis and raised him several feet into the air.

At that moment Wasp took her chance while Kang was focused on Panther and fired another stinger bolt at the Master of Time. But Kang saw the attack coming and positioned Black Panther in the bolts path so he would get hit instead. Kang then tossed the cat themed hero away and shot Wasp out of the air with and energy blast.

Kang returned his attention back to Captain America and Cannonbolt, who were all that stood between Kang and Iron Man. Kang blasted the heroes with green energy from his palms and the Super Soldier and Alien Shapeshifter blocked the attack with their shield and armored shell respectively.

"We're running out of time, Tony." Captain America yelled as the beam eventually knocked him off his feet. Leaving Cannonbolt the last one standing.

The Alien hero tried to think. This guy was strong, his technology was the most advanced stuff he'd seen in this universe. Not to mention he seemed to have a gadget to counter practically everything the Avengers threw at him. He mentally cursed the Ultimatrix for giving him Cannonbolt; he'd actually wanted one of his energy absorbers so he could drain Kang of his power. Though with Kang's tech, he'd probably have countermeasures against that as well. What could anyone possibly do against someone who's mastered time travel?

Then it hit him. Time. That was the key. For Kang, time was always on his side. Now it was time to switch allegiances.

Cannonbolt tapped the Ultimatrix symbol and in a flash of green light, the alien hero transformed into a familiar, mechanical being.

"CLOCKWORK!" The alien cried out.

Kang narrowed his eyes at the alien before him. "Resistance is futile, boy. I will conquer this timeline. I will do what ever is necessary to protect the Earth."

Clockwork narrowed his eyes at the villain, while part of him believed that Kang was right. How he went about doing it, was not. "Thanks, but the Earth is already under our protection. So I think it's time for you to go."

The alien hero then fired a wide beam of energy from his hand. Like before, Kang activated his shield to block the attack. However this beam was different from the previous attacks. Instead of impacting against the shield, it washed over it like a rock in a river. Once the beam stopped, Kang's eyes widened when his shield suddenly started to flicker, then fall completely.

The Conqueror looked down and his belt to see what was wrong and to his shock, he saw the belt was now covered in rust, with loose wires poking out, like the device had just been aged decades.

"What? How?" Kang demanded at the sight of his belts state.

"You are not the only one who can control time." Clockwork stated, as he marched towards Kang. "Your technology may be advanced. But like all think, they fall to the ravages of time."

The time alien then fired another wave of time energy at the Conqueror. Kang raised his arms in a vain attempt to block the blast, but the time ray washed over him. Clockwork took great care in what he intended his ray to effect. He focused on only affecting Kang's armor and not his body, as he didn't was to unintentionally age the villain to dust.

After a few seconds of continuous bombardment, Clockwork ceased the attack. Kang then looked at himself and saw that his armor had now faded in color with rust covering several areas of the suit, the cloth on his suit was now torn and tattered in several places and the lights flickered on and off like it was on its last legs.

"This. Is not possible. I am the Master of Time. I have conquered countless worlds."

Clockwork simply stood there motionless, his face showing no emotion. "I have faced your kind before. And whether it's in this era or the next. You will always loose. You may be the Master of Time. But I am Time."

Clockwork then punched Kang in the face, almost shattering his helmet in the process and knocking the Conqueror down.

Meanwhile Iron Man was still furiously typing at the Time Chair. He was so focused that he didn't even notice Kang's beat down at Ben's hand.

"Come on, come on." Tony groaned as he looked through the data wall of Kang's technology looking for a way in. Only now starting to think it was impossible. "I don't understand. I can't do it. There's just no way to…"

He stopped when he saw a particular set of code appear in front of him. "JARVIS, stop! Connect to port 290926 now."

The moment the connection was made, the chair was surrounded by an aura of time energy. Iron Man had finally gained control of the Time Chair.

"No!" Kang yelled as he saw his chair now in a primitives hand.

"A very smart man told me once that those who forget the past are doomed to repeat it." Iron Man explained to the Time Master. "Your tech is incredibly advanced, Kang, but some of its physical systems are based on very, very old technology. Stark industries technology."

Kang's eyes widened as he realized his blunder. Iron Man smirked under his helmet and sat tall in the Time Chair.

"Activate time circuits, now." He commanded.

On his command, each of the Avengers, including Kang, disappeared in a flash of light. Once their vision cleared, everyone could see they were back in the Avengers training room, apparently at the exact moment they left.

Kang grunted as he glared at the Iron Avenger. "You will pay for this." He snarled. The Conqueror then charged straight at the Billionaire, however with his system now under Iron Mans control, Kang slammed right into his own shield and was shocked by his own technology. He was then blasted across the room and landed in a heap, his ancient armor, sparking in several areas.

"This is not over." He hissed, glaring at the Avengers.

Iron Man stood up from his chair and stood alongside Captain America as the Avengers surrounded him.

"Cap and I don't agree on a lot, but on this we do. It's over." Tony said as he deployed a laser cannon from his armors forearm.

Kang looked around at the group, eventually his eyes landed on Clockwork and his eyes burned with hatred.

"I hope you are happy with yourself. I could have saved the earth from the catastrophe you would have caused. But now my empire, along with the billions of lives from my time, will be wiped from existence. And It's all because of you." He spat at the teen hero. He then touched a button on his barely functioning belt.

"Damocles, recall, now."

The belt spark in response and flickered like a candle in the wind. Regardless of its poor condition, the Conqueror disappeared in a flash of light, along with his Time Chair.

The team looked around in case the Master of Time returned for another round. Once they where confident he wasn't, Captain America turned to Iron Man.

"Good work, soldier."

"Thanks." Iron Man replied.

"You know he'll be back, right?" Captain America said, a grave look on his face.

"That's the problem with the future. It's always there waiting for you." Iron Man stated. While those words seemed uplifting for most of the heroes. One only felt a huge weight fall upon his shoulders.

Clockwork reached up and tapped the Ultimatrix symbol, turning back into Ben in a flash of green light. A solemn look on his face. The teen Hero said nothing as he turned away from the team and started walking away from them.

Wasp saw him move and walked over to him and placed a hand on his shoulder. "Hey. You ok, Ben?" She asked, a worried look on her face. Ben lowered his head as he glanced back at Wasp for a brief moment.

"I just need some time alone, Jan", he said in a glum tone, before shaking off her hand and walking out of the room. Leaving the rest of the Avengers looking at the team with different levels of concern.

Outside of Earths orbit, Damocles base drifted in the void. Inside the crew of the warship, awaiting any word from their master.

Suddenly a white light illuminated from the center of the control room and the crew looked on in shock as they saw the beaten and damaged form of Kang, teleport in. The Master of Time, grunted as he used his chair to pull himself to his feet.

As soon as he did, the deck officer ran up to him. "Did the natives surrender?" he asked.

"They did not." Kang responded bitterly. He then pushed a button on his chairs console and the Conqueror was immediately surrounded by a white aura. In a few short seconds, all the damage Kang's armor had sustained from his battle was instantly repaired, even the effects of Clockworks time ray was reversed.

Kang admired his restored suit as he looked out at the earth before him. He clenched his fists and his eyes started glowing. "Time to show the 21st century how I earned the title of conqueror."

Outside the warship, multiple beams of light began to erupt from the darkness as Kang's fleet. Hundreds upon hundreds of ships all lined in perfect formation.

The invasion of Earth had begun.

So Im pretty sure a lot of you had all ready guessed that Ben would be Kang's target in this timeline instead of Cap. Reasons why I made the change is because it makes more sense. Sure Caps a man out of time, but he does exist in that timeline, he always has. Ben is not, hes from an alternate world and his presence would cause the future to be rewritten.

If you have any questions on the chapter, feel free to PM me and ill try to answer as best I can.

Until next time. Captain Rex out.

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