A/N: What's going on, guys? Sorry I keep failing to update things, I think I might update when I have motivation to do so because that always works, right?

So, this. I wrote all this stuff up in March/April and after getting the author of the story it's a sequel to's blessing, I've decided to post it for everyone to see. Like I said, when motivated more is on the way.

Speaking of it's prequel, for those of you too scared or the faint hearted to check out a story involving Alien, what you need to know is that the Aliens invaded the Marvel Universe and now many heroes are dead. You'll find out who as you go along, and it might be confusing, but if you have queries about it just ask me.

This is the longest thing I've posted on here, and please don't forget to R&R! Now that's out of the way, we can begin...

Disclaimer: None of the characters except for Ouroboros (and civvies) belong to me. The story this is based on, Marvel vs Aliens, is courtesy of Benji The Vampire Confuser. If anything seems off, it's because this is a mix of official Marvel continuity and my continuity. A Marvel Crazyverse, if you will. Feel free to Google anyone you don't know.

Chapter 1: Act I: Arrival

"There's a dark side to everything." - Prince


Deep within the night sky, the darkest star in the universe shone over the planet Earth. It had stayed dormant for thousands, if not millions of years. But now, something was about to happen.

The star stopped twinkling. It started to shrink, growing smaller and smaller as its dark shine went with it, until it was the size of a pin prick.

It stayed this way for a minute, before expanding and exploding. The sound was very quiet, almost inaudible.

Out of the star, a single black streak emerged from it, racing towards Earth.

'Today is the day.' It whispered as it thundered down.


Captain America stepped up to the podium, and took a deep breath.

"Good afternoon, heroes."

All of the survivors from the Alien attack were present, minus Generation X who were too heartbroken to show up. Cap looked around the plaza.

"One year ago, there was an invasion unlike any we had faced before. It was a stressful time for us all."

The crowd murmured in agreement as Cap continued to speak.

"But, the most heartbreaking part of it all, was that we lost many of our comrades and friends." He looked down. "I know you are all as distraught as me about many people you lost. Personally..."

Cap looked down at his hand, letting a tear fall. Tony Stark was his best friend, closest comrade, and yet, here he was talking about loss. For he lost him.

"...you know who I'm talking about, right?"

"Iron Man!" Spider-Man, Cloak, Dagger and Gambit shouted back.

"Yes, yes..." Cap could hardly move on. The thought of so many crushed friendships and dreams made him frozen in grief. Tony would have taken it from here, if he was here.

"Oh, let me finish." Beast got up from his seat and went to the podium, standing next to Cap.

"We have all been incredible fighters and heroes, but our strength in numbers is what made us effective. But now, that we are standing here, the only heroes left-"

"Aside from Generation X!" Iceman shouted, getting looks from the rest of the heroes.

"...and Generation X, we are less stronger. If a strong force like the Aliens were to attack Earth, unless new heroes were to rise, our group wouldn't hold up, even with Gen X helping us. It would be a curbstomp unlike any other." Beast said grimly. The heroes in the plaza looked at each other and the sky in worry. This was true!

"I don't want to die!" Shrieked Namorita.

"That would be one-sided!" Complained Venom.

"Gee, that would be the worst case of Parker Luck ever." Spider-Man wisecracked.

"Tony would want us to plan before we fight. Maybe if we had a good plan, we would succeed." Cap stated.

"Nah, it's all about fighting." Sabertooth snickered. Wolverine turned to him and smiled, giving him a pat on the back.

"I would just like to-" Cap was about to continue, when a piercing noise not unlike that of a high pitched beep took over the air. Many of the gathered heroes were covering their ears in pain.

Cap and Beast looked on at the commotion, and everything flashed white.

When the flash cleared, everyone was unconscious. A single black clad figure stood above Cap, before vanishing as fast as he appeared.

As Beast came to, he saw all the other heroes awakening from the sudden knockout. Climbing back onto their seats and examining the area in confusion.

"What just happened?" Questioned Iceman. Nobody had an answer.

Suddenly, Dr. Strange, who was looking at the left wall, gasped as his face went pale.

"No...no..." He muttered, looking at the wall in horror.

"Strange?" Cap asked, glancing at the Sorcerer Supreme.

Strange stood, his face completely serious.

"We are all going to die." He spoke.

"How and why?" Asked Meltdown. Strange didn't answer her.

"Gather at my Sanctum Sanctorum at sunset and I will reveal all. For now, behold the image of the horror you are all about to face." Strange disappeared through a portal.

"What does he mean by tha-" Iceman looked to the left and stood. Everyone else followed his lead, with Cap and Beast stepping down from the stage to see what Strange was so shocked at.

On the left wall of the plaza, a giant symbol of a serpent eating its own tail was emblazoned in black.