Hello people. Sorry for the long wait. Anyway, here's the next part to Episode 1.

Part 2

Seven ghostly figures flew above the mansion that now served as the new headquarters for the Avengers. Each of these figures bore the same appearance; they we're slightly purple, appeared to be made of out vapor, had humanoid appearances, save for long ears. They each had a featureless face save for white eyes and mouths.

"There is more than we expected." One figure observed.

"What does that matter?" Another figure questioned. "We are here to kill the Princess nothing more."

"One of them is a machine, so he will not be a target for us to assimilate." A third figure stated.

"Let us go for the most powerful of them, that way we'll have the advantage." The fourth one proposed.

"They cannot be allowed to form their robot however." The fifth figure said.

"Then we must destroy the machine first, either him or the corporal, then our victory will be assured. Our fallen will be avenged." The sixth figure stated.

"Let us use caution; they whipped out armies of our kind, they can not be underestimated." The seventh figure advised.

"We will have that power however, and our master will be pleased." The first figure said with confidence. "Let us begin my brothers."

With that, the seven figures flew down towards the mansion to begin their mission.

Assembly Hall.

Illana sat in one chair, while Lance began to type in data into a keyboard in the table, which also served as the computer.

"Lance, why are you so against this?" Illana asked. "Against this team? I mean, true we just started, but with the right amount of effort, we'll become into something more than just a team, I know it."

Lance sighed. "Look, I applaud the idea, believe me, I do; but just because some of us say we're a team, doesn't make it so. We're all strangers, it takes time to form a team, and it takes trust."

"Some people here know each other." Illana said.

"We don't." Lance replied. "We only know their names and some of their powers; we don't know anything else. And the same can be said for some of them as well."

Illana actually listened to what he said and began to think for a bit. "You know Lance, you're right."

Lance was a little bit surprised to say the least. "I'm right?" He questioned; it was rare that she ever agreed with him on anything.

"We don't know much about each other; so we need to get to know each other better." A smile formed on her face. "In fact; once the others are done exploring the mansion, I'm gonna call everyone back here and we can start sharing stories."

"Like what?" Lance questioned. "How they got their powers? The people they know?"

"Yes, exactly!" Illana happily beamed. "You know what? I'm gonna see if they're available right now!" She ran out of the room before Lance could say anything to stop her.

He sighed with an amused grin. "Optimistic as usual." He then felt something odd, an unusual presence in the room. He felt he needed to turn around when he did, he could have sworn he saw a purple vapor trail. He put on his usual serious face. Something's not right here.

Laboratory

"Okay…" Zak began. "Bio lab?" He said out loud.

"Authorization, accepted. Begin construction." The female computer acknowledged as the ground opened up just in front of Zak and a table rose up from the opening. Out of the table, from small openings, came test tubes, beakers, a microscope, a centrifuge, and other scientific tools. Zak's eyes widened a bit at this. "Human bio lab construction complete."

"Wow." Zak breathed.

"Yes quite impressive." Newton agreed. "If I may Zak, why a bio-lab?"

"Well my parents are cryptid-zoologists, so I kinda advanced in that filed a bit myself." Zak explained.

"I would very much like to meet them sometime." Newton said.

"Oh, they'd get a real kick out of you, big guy." Zak joked as he lightly elbowed Newton.

Newton smiled but soon noticed something odd. He switched his optics to UV spectrum and saw it; a purple, ghostly figure looming just above Zak. "LOOK OUT!" Newton yelled as he shoved Zak out of the way as the figure landed on the ground. It slashed at Newton and sent him to the wall.

Zak got up to see Newton loose his hologram and bear his Octus appearance. Zak also saw the ghostly figure staring at him. "I'm guessing you're not one of Ben's." Zak said as he readied his claw. The figure flew towards Zak. "Didn't think so." Zak ducked to avoid a slash. He rolled on the ground and tried to slash at it, but his claw just seemed to go through as the being literally flew into Zak.

Octus got up to see the figure just fly into his friend. "Zak!" Octus then ran to him to see a purple vapor fly into Zak as he held his head and moaned in pain. He fell to his hands and legs on the floor. "Zak, are you alright?" Octus asked in concern, only to be greeted by a claw to the face that sent him back.

The retractable claw returned to its origin as Zak slowly got up. He slowly opened his eyes to reveal that they we're now glowing purple. "Your friend is one of us now." The distorted voice of the now possessed Zak revealed with a sinister grin.

"Oh no." Octus breathed.

Basketball Court, Backyard.

On one side of the court stood Ben and Rex, facing Jake and Ron; each of them bearing eager grins.

"Who's up for some B-ball?" Jake challenged.

"Forget B-ball, who's up for some S-B-Ball?" Ben replied.

"What does the S mean?" Rex asked with an amused smile.

"Super." Ben replied as he activated his Omnitrix and transformed into Spider Monkey.

"Oh, me-likey!" Ron stated as he activated his Blue Mystic Monkey aura.

"Dragon Up!" Jake stated as he was engulfed in flame and transformed into his dragon form.

"Yeah, now we're talking!" Rex said as he formed his smack hands.

Rufus, currently wearing a referee-outfit, blew a whistle and tossed up the basketball. A web snatched the ball and it came to Spider Monkey. He ran and dribbled forward; but Ron jumped in front of him. Spider Monkey leaped onto Ron's shoulders and jumped over, throwing the ball to Rex as he grabbed it with his left smack hand and threw it to the basket.

Before it could hit however, Jake intercepted it in the air. He flew alongside the ground, while dribbling still and flying under Rex as he attempted to grab him. He flew up and was about to dunk it, but was grabbed by Spider Monkey's web and pulled down. When he landed, Spider Monkey jumped and snatched the ball, tossing to Rex.

Before Rex could catch it, Ron leaped forward and grabbed the ball, rolling on the court. He tossed the ball, but tossed it a bit too hard as it literally broke through the board and left a circular hole. Spider Monkey transformed back into Ben and all of them stared at the hole for a few seconds before they all laughed, even Rufus.

"Too much?" Ron asked.

"A little." Rex replied as they stopped laughing.

"We're gonna need a new basket." Ben observed.

"Forget that, we're gonna need a whole new court." Jake joked, resulted in them laughing even further, till a few whiffs caught his attention. "Guys, hold up."

"What, what is it?" Ben asked.

"I smell something. Something, odd." Jake replied; they all looked around a bit, and so far have found nothing.

However, Rufus noticed something in the air. He gave a loud, squeak and pointed behind Rex. Ron noticed. "Rex, behind you!"

Rex turned around just in time to see a ghostly figure fade into his body. He held his chest and grunted in pain as he crouched to the ground.

"Rex!" Ben yelled as they we're about to run to him; but he formed his Smack Hands again and punched towards them; they we're knocked back.

"Dude, what was that for?" Ron questioned.

"Uh, guys…" Ben pointed out and they could see something different about Rex, his eyes we're now glowing purple.

The possessed Rex looked towards his metal hands. "Interesting. Now this is a unique human." He spoke in a distorted voice.

"You're not Rex, who are you?" Jake demanded

"You'll learn soon enough." He replied with a smile. "Now brother!"

Before anyone else could say anything; an identical ghostly figure entered into Jake from behind. Ben and Ron looked to see the American Dragon become possessed and gain glowing, purple eyes.

"Uh oh." Rufus squeaked.

Training Room.

Danny Phantom flew up and around, dodging laser fire from the pillar that shot up towards him. He was able to avoid all of them with ease. Below him, Kim, who was in her purple and black mission clothes we're dodging them all that we're shooting towards the ground. It shot forward, but she leaped over it. She limboed under another shot, before summersaulting over another one, and finishing with a slide on her back.

"Simulation complete" The compute said as Danny landed next to Kim who was taking a bit of a breather.

"Well, that was fun." Danny observed.

"Yeah, quite a work out." Kim added, as she stood upright. "Still, not as much as fighting the bad guys."

"I hear that." Danny agreed. "So what do you think? About all this?"

"Well, this place is great." Kim admitted. "But as for the team… I mean, don't get me wrong, everyone here seems pretty cool, but I just don't really know. Ron and I always work together, along with a few of our friends, but the kind of things this team might do… that whole Mutradi Invasion… I just feel a bit out of my league."

"I know how that feels." Danny began. "But it's always good to get out of our comfort zone, it'll make us stronger. Yeah, this team's gonna take a while to get some things straightened out, but I got a good feeling about, we're gonna do great things."

"Glad someone else is thinking like that."

The two turned towards the door to see Illana walk in.

"How long have you been there?" Kim asked with an amused smile.

"I just walked in." Illana replied. "The Avengers… that sounds like something that people will look up to. Yeah, I admit, we're gonna have trouble here-and-there, but I know if we all work together, there'll be nothing we can't do."

"Well there's an upbeat attitude if I've ever seen one." Kim observed as she and Danny smiled. However, Danny gave a light gasp as a small blue vapor came from his mouth.

"Danny? What is it?" Kim asked.

"We got company." Danny said with a slight scowl.

"Aren't you observant."

They all looked up to see one of the ghostly figures fly down towards them. Before either could react it flew into Kim. She yelled in pain as it entered her body.

"Kim!" Illana yelled as she and Danny kneeled down to her. "Are you okay?"

She slowly stood up and turned around to reveal purple eyes and an evil grin. "She's not here."

"That's not good." Danny observed.

Laboratory

The possessed Zak flailed his claw like a whip at Octus, but he grabbed it and ended up pulling Zak in and pinning him to the wall.

"Zak, whatever's making you do this; fight it!" Octus stated

"The one you call 'Zak' is indeed resisting our control; but it is all for not." The possessed Zak revealed.

"'Our control'?" Octus guessed. He scanned Zak's body in a UV spectrum and could see the purple ghost in Zak's place. He scanned it's energy signature and found six more around the tower. "Oh no."

"Oh yes." He replied with a grin before extending his claw and pushing Octus back. Octus used his speed to run out of the lab. "Run all you wish!" He called out to Octus. "None of you will escape us!"

Back Outside

Ben had now transformed into Diamondhead. He caught a fist from the possessed Rex's smack hands. He flipped the possessed Rex over him, before changing his diamond arms into blades.

"Okay buddy, I don't know who you are, but you better get out of my friend if you know what's good for ya!" Diamondhead ordered.

"Bold words for a human." He responded before retracting his smack-hands and forming his BFS. He ran towards Diamondhead and the two clashed blades. Diamondhead tried to stay on the defensive as his opponent was the one attacking. He slashed to the left, but Diamondhead blocked it before trying to swing to the right, which the possessed Rex blocked the two locked weapons.

"What's the matter?" He taunted. "You can do better than this, we see it through his memories, perhaps it's because you fear for your friend? You know if you strike us, you will only harm his body."

"You talk to much, you know that?" Diamondhead said as he threw Rex back and placed his hands on the ground, creating a diamond dome to seal Rex inside.

Ron, still bearing his blue MMP aura, rolled and dodged the incoming fire-balls from the flying, possessed Jake. Rufus barley clung onto his shirt and was patting his tail rapidly as it was slightly on fire.

"Do you intend to simply dodge forever?" The possessed Jake questioned.

"I am good at avoiding the bad guys, but no." Ron replied before using his power to jump right to Jake and tackle him, before landing and pinning him hard to the ground.

"Who are you? Some kind of ghost?" Ron asked.

"You could call us that." He then unleashed a stream of fire forward, to knock Ron off of him before putting him in a headlock.

At the same time; Diamondhead felt the ground rumble underneath him. It exploded from beneath, sending Diamondhead flying before landing hard on the ground. The possessed Rex resurfaced; using his spinning Smack-Hands as a makeshift drill. He retracted his Smack Hands before forming his blaster caster and wrapping Diamondhead in the whip and pinning him to a nearby wall to the mansion.

As he grinned; he failed to notice something come in from behind. Lance, in his Manus armor, smacked the possessed Rex away, causing him to let go of Diamondhead. He grabbed the whip and flung him towards the possessed Jake, knocking him off of Ron as both rolled on the ground.

Ron, and Diamondhead got up with Rufus. "Lance, is that you in there dude?" Ron asked.

"It's me." Lance confirmed.

"Do you know what the Hell is going on here?!" Diamondhead exclaimed.

Lance's armor then scanned the possessed Jake and Rex as they got up. "They're being possessed." Lance answered.

"Uh, yeah dude, we kinda already figured that out." Ron said in a deadpanned way, with Rufus nodding in agreement.

"By Mutradi." Lance replied, getting their attention. "Some sort of, Phantom-based Mutradi, from this DNA scan."

"Mutradi?!" Diamondhead questioned. "I though those guys we're finished!"

"If you read comic books you know, the bad guys always come back, always!" Ron stated.

"Very clever, humans and Galalunian." The possessed Rex granted.

"What do you want?" Lance questioned.

"If I had to take a guess, I'd say revenge." Diamondhead said with a slight glare.

"You guessed, correct." The possessed Jake replied. "You destroyed our grand empire, and only few of our kind remain. You shall all pay for your hubris."

"Yeah, you and what army?" Ron questioned.

"Why yours of course." The possessed Rex said with a smile.

Before Lance knew what was happening; he turned around to the sounds of Diamondhead and Ron yelling. He looked to see purple mist enter both their bodies. Rufus saw this in horror, and quickly ran up to Lance's armor, running up and clinging to its head in fear.

Both heroes have become possessed as well; bearing purple eyes and evil grins, staring at Lance.

"Well isn't that just perfect."

Training Room.

Illana was avoid the relentless assault from the possessed Kim. She punched and kicked, Illana was barely able to avoid them, but she got a kick to the side, which knocked her down.

"Kim stop! Why are you doing this?!" Illana questioned as the possessed Kim stared down at her.

However, Danny grabbed her from behind. He grabbed her by the upper body, pinning her arms to her side and lifting her up. She struggled as she kicked, but Danny was too strong for her.

"Sorry Kim." Danny said before blue-ecto energy engulfed his arms and Kim was frozen from the neck down. She struggled but the ice wouldn't budge.

"Why is she?" Illana asked as Danny helped her up.

"It's not Kim, she's being possessed." Danny revealed.

"Possessed?" Illana began. "By wha…" She then looked serious as activated her armor and scanned her. She turned to UV and saw the purple ghost in Kim's place. "You're right. There's something else… wait… there's Mutradi DNA in it!"

"Mutradi?" Danny questioned. "An alien ghost?"

"Phantom." The possessed Kim corrected. "You may have subdued this one; but the others won't be defeated so easily."

"'Others'?" Danny repeated as Illana widened her scan.

"Uh… Danny…"

"Don't tell me; there's more?" He grunted.

"Yeah." She hesitantly replied.

"Where are they?"

"Upstairs… wait…" She noticed something in her armor's scan; it was the signal from the Manus armor. "Lance is there! We gotta help him!"

"My thoughts exactly. Come on!" Danny grabbed Illana by the armor's shoulders and flew upwards before turning intangible and flying through the ceiling.

The possessed Kim struggled to escape from the ice trap. However, the door opened, to reveal the possessed Zak entering the training room.

"Well, it seems you we're successful." The possessed Zak said in a somewhat sarcastic tone.

"They know of us know." The possessed Kim stated.

"We are all aware of that know, we share a hive mind, remember?" The possessed Zak reminded before taking out his claw and using the sharp end to cut away the ice trap, freeing the possessed Kim.

"It won't matter." The possessed Kim began as she rubbed the ice off. "We already have six of them; we just need one more, and then, we can begin."

Mansion Main Hall.

An explosion erupted through the front door Lance, still in his Manus armor, slid back on his feet before getting back up and reading his machine-gun cuffs, before Rufus slapped the armor's head and desperately shook his head no.

"Well how else am I supposed to defend myself?" Lance questioned, before realizing what he just said. "I'm arguing with a naked mole rat, can this get any more strange?"

Diamond shards flew forward; and impacted the armor, which it was able to prevent Lance from getting injured. The possessed Diamondhead rushed forward and jumped, punching Lance's armored head and knocking him down. He quickly grabbed Diamondhead and pinned him to the ground, but was shot back by a ball of fire.

The possessed Jake flew in from the dust and began to blast a stream of fire towards Lance, his armor was able to protect him; but it provided enough of a distraction for the possessed Rex to come in with his Punk Busters and kick him in the side, knocking him onto the stairwell. The large metal foot pinned him down. The possessed Ron walked up slowly, still in his blue aura, and cracking his knuckles. Rufus, however stood in front of him and waved his arms, squeaking chirps to get to Ron.

"Are you hopping your master will recognize you?" The possessed Ron asked with an evil grin before giving a slight chuckle. "Sorry, but he is with us now."

He pulled back a fist, before Octus quickly zoomed forward and pushed him away; sending him into the wall and creating a dust cloud.

The other three possessed Avengers looked in surprise; only to be greeted by Illana who blasted a laser from her forehead, which hit the possessed Jake in the air and sent him rolling onto the ground. The armored Illana was wrapped in a blaster-caster whip from the possessed Rex, while the possessed Diamondhead rushed forward with his left arm morphed into a blade, he was ready to bring it down onto Illana.

An ecto-shield however prevented him from doing so as Danny turned visible. He dropped the shield and blasted two ecto-beams forward; one hit the possessed Diamondhead, the other Rex, and both we're blasted to the other side of the hall. They quickly came to Octus as he helped up the armored Lance.

"Lance, are you okay?" Illana asked with concern.

"I'm fine." Lance replied, earning a sigh of relief from Illana. "They're all being…"

"Possessed by Mutradi Phantoms, we know." Danny interrupted. "What exactly are they?"

"Some form of alien, dark-matter." Octus tried to explain. "I don't know how to explain it, but they are Mutradi, that I know for certain."

Rufus squeaked, getting the groups attention, and pointed forward to see the possessed Rex, Diamondhead, Jake, and Ron all stand up.

"What do you want?" Illana questioned.

"Revenge, princess. Revenge for what you all did to our kind" The possessed Diamondhead stated. He looked to his hands in admiration. "We must admit, these unique earthlings are quite impressive."

"Yes, with the power they wield, it's easy to understand how they we're able to defeat our whole empire." The possessed Rex said.

"And the knowledge they have, very interesting, parallel earths. Never knew those even existed." The possessed Ron added.

"But, that is not our objective; our mission is your destruction. And by your new friends, how ironic." The possessed Jake grinned.

"Yeah we got that already." Danny said. "But do you get how I'm not gonna let that happen?" He questioned as he flew upwards, hands surging with ecto-energy.

"Oh to the contrary, you are going to help us." The possessed Rex contradicted.

"What are you…?" He questioned as something very familiar phased from the floor behind him.

"Danny! Behind you!" Illana shouted.

He turned around to see the seventh, and final, Phantom Mutradi fly into his body. He fell to the ground as it was now attempting to control him.

"No!" Lance yelled as he, Illana, and Octus tried to rush forward. However, the possessed Jake let loose a torrent of flame, creating a firewall that prevented them from going further. The possessed Diamondhead put his hands to the ground and created a wall of diamond that separated them.

"No! Stop them!" Illana exclaimed as she, Lance, and Octus began to fire their respective weapons and tried to break down the wall.

On the other side; Danny struggled on the floor as the purple mist surrounded him and the four possessed Avengers approached him with sinister grins.

"You resistance is admirable, but futile. There is no escape." The possessed Diamondhead said

"Become one with us, Danny Phantom. Join us." The possessed Ron compelled.

Danny still struggled as he held his body on the floor. The purple mist couldn't enter his body as he continued to resist. It caused the four to look in confusion.

"It has never taken this long before." The possessed Jake observed.

"No, this cannot be." The possessed Rex said in awe as he and the others saw this; Danny's body began to glow green. "We cannot posses him?!"

Danny slowly got up as his body glowed a brighter green. "Get out." He mumbled. "Get out! Get out!" It morphed into a yell as he opened his eyes to reveal they we're glowing a brighter neon green. "GET OUT!"

Illana, Lance, and Octus broke through the diamond wall, along with Rufus, on Illana's armored shoulder, only to be surprised at what they saw. Danny exploded in a green flash, and the purple Phantom Mutradi was flung out of his body and rolled on the ground, much to everyone's shock. Danny kneeled in exhaustion, but still remained in his phantom form.

"What just happened?" Illana asked.

"He resisted it." Octus observed. "Danny was able to expel the Phantom."

"We could not posses him!?" The possessed Ron exclaimed in frustration and shock.

"That is impossible! No one could resist us!" The possessed Diamondhead fumed in anger.

"It doesn't matter." The last Phantom stated as he got up. "If we cannot have him, we can at least have the one closest to the princes!"

It flew forward, straight for Lance. It flew into his armor and into his body. He yelled in pain as he struggled backwards.

"Lance!" Illana yelled in fear as she tried to fly forward but Octus held her back. "Octus let me go!"

"There's nothing you can do for him now!" He said as he flew Illana and Rufus back towards the kneeling Danny, who could only look in shock at this as well.

The purple mist entered the armor and into Lance's body. The yelling stopped. His eyes turned purple as he got back up on his armored feet.

"Brother?" The possessed Jake questioned.

"He is with us now." The possessed Lance revealed; much to the Phantom's satisfaction; and the heroes' horror.

The possessed Lance opened and aimed his missile-shoulders; while the possessed Rex formed his slam cannon; the possessed Diamondhead aimed his arms, ready to shoot diamond shards; the possessed Jake's mouth was ready to blow fire. They all aimed towards the heroes.

"If we cannot have this Danny Phantom…" The possessed Ron began.

"…Then he can die with the Princess!" The possessed Rex exclaimed before they all opened fire.

Missiles, a torrent of fire, a large boulder, and diamond shards all flew towards the heroes in the center of the room. They all collided, resulting in a large explosion. All the possessed Avengers walked towards the center. The possessed Lance deactivated his armor; the possessed Jake turned back into his human from; the Mystic Monkey aura around the possessed Ron disappeared; the possessed Diamondhead transformed back into Ben; and the possessed Rex retracted his slam cannon. They all looked to see the smoke clear, to reveal nothing, nothing but a scorch mark on the floor.

"They've escaped." The possessed Ben observed.

"How was he able to resist us? No life form could ever resist our control." The possessed Jake said.

"It must be because of his powers." The possessed Lance stated. "We may not have gotten his body, we did however acquire his memories and knowledge, so we all know his power set."

"His ghost-abilities must have protected him." The possessed Rex suggested.

"He isn't the only one." The possessed Ron informed as he looked to his right palm. "We can all feel it; these humans we're more difficult to control. Even know they resist, their will is quite strong."

"Of course, since we see their memories in our hive mind, we know who they are and know their experiences as well." The possessed Jake stated.

"Besides that, now that we have the corporal, the Princess and her robot cannot form their giant." The possessed Lance revealed.

"They still present a clear and present danger." The possessed Ben said. "We must hunt them all down and destroy them."

Done. That is part 2. Looks like the heroes already had their first fight. Will Danny, Illana, Octus, and Rufus be able to save their friends? Find out soon with Part 3 coming up.