Shiro Yoshida waited at the docks. He had a team of six armed men with him, and he'd hidden several more around the area.

He paced nervously, waiting for his contact; he was ompletely unaware of the sniper rifle trained on his head. A car drove in to the docks and parked in front of the group.

The doors opened, and John 'Pyro' stepped out; he was followed by his own bodyguards, Deadpool and Barracuda.

The man holding the rifle twitched at the sight of the two.

Shiro walked up to Pyro angrily. "You had better have a good reason for making me leave the safety of my home land Pyro." He fumed. Smoke literally rose from his ears. "You know who's after me. You know what could happen at any second."

Pyro held up his hands. "Whoa whoa Mr. Yoshida, calm down. Let's take it from the top alright?"

Smoke continued to rise off of Yoshida. "Calm down? I'm in New York! Why did you call me here?"

Pyro's eyes widened. "Deadpool! Barracuda! Guns ready!"

The armed men at Shiro's side lowered their own weapons, but the two hit men weren't aiming at them. They were scanning the surrounding area.

"What is going on Pyro?" Shiro asked furiously.

Pyro looked into his eyes. "I didn't ask you to come to New York."

Comprehension dawned, and Shiro signaled his own men to search for any signs of trouble.

The man on the roof grinned as his finger tightened on the trigger. Suddenly, something sharp pressed against the back of his neck.

"Do not move." A voice behind him said.

The man raised his arms slowly, and suddenly turned around, stabbing behind him with a knife. The ninja threw his sai and it lodged in his throat. The man gurgled and collapsed.

The ninja lugged the body down to his employer. "Hey boss, I found this man on the roof."

Pyro grinned. "Looks like his little ambush failed."

Shiro's eyes widened. "Are you sure he's dead?"

"Yes sir. I checked his breath on a mirror."

"How did you kill him?"

"With a sai to the throat sir."

Shiro backed away slowly as the corpse stabbed the ninja in the chest. "Pretty difficult to see whether I'm alive or not by cheking my breath, if my throat's blocked by a scrap of metal." He whispered hoarsely. The ninja collapsed and the man rose to his feet, pulling the sai out and dropping it to the ground.

"Who is this guy?" Pyro asked taking him in. You would hardly know this guy had any clothes on underneath all of the weapons hanging from him.

Shiro shook with fear. "The Punisher."

Frank Castle's grin widened and he took off his mask. "What gave it away? The Skull on my chest?"

"He doesn't look so tough." Pyro said, attempting to put up a show of bravado. "What's his power?"

"I have a really big gun." He said, taking said gun off of his back and blowing Pyro's head off.

The Japanese gunmen fired with their modified AK-47s. The Punisher dodged through the hail of bullets, and blew them all away one by one. As they fell, their faces faded away, and became green.

A powerful shot blasted his shoulder, and bounced off the adamantium covered shoulder-blade. Punisher turned as the Barracuda stepped up, with a rail-gun, Deadpool next to him with a pair of powerful new Slug-busters. They started blasting.

The Punisher grinned and took it in, most of the bullets going right through him, or bouncing off of his unbreakable skeleton. The slug-busters knocked him back some, but he kept standing.

After a few minutes the pair of mercenaries ran out of ammunition, and he grinned. "My turn." He said, hefting a bazooka off his back and leveling it. He pulled the trigger, and they dodged out of the way.

Pyro's car blew up and lit the scene, revealing a few dozen more ninjas. Frank smiled and put back his bazooka. His hand wandered over the arsenal of weapons he carried with him, as if decideing which tool would be proper for the job, and he finally pulled an automated crossbow out of its leg holster.

The dark silent projectiles flew through the night, as the Punisher launched himself at the Skrull ninjas, shooting them all full of arrows. He walked slowly through the carnage, working fast and pinning his pointy-sticks-of-death through their heads.

He turned to the three survivors. Deadpool and Barracuda were standing in front of Shiro.

Shiro. Director of Project X. The man who made the X-patches.

The man who made him like this.

He snarled and ran at them, but Deadpool pushed a button on his belt and they teleported away.

The Punisher panted, and collapsed on the ground. Tears ran down his face and he screamed at the sky.

Only to realize it wasn't empty.

Hovering directly above him was the Torch, leader of the Avengers.

"So, having fun on your murdering rampage?"

Punisher nearly flew backwards, as he grabbed a gun – any gun – off of his back and started firing rapidly at the Torch. He conjured a wall of fire to melt the projectiles before they hit him, and then he sent a ball of flames at the vigilante.

Punisher ran desperately, but his way was blocked by Iron-man and the Sentry. "Going Somewhere?" Iron-man asked.

"Actually, yeah. Yeah I am." The punisher took out an e.m.p. and tossed it at the pair of them, running in the opposite direction.

Iron-man yelled as his armor shut down, and the Sentry screamed as his nervous system was zapped. He got up to his feet, smoking, and flew after the Punisher leaving Iron-man in the dust.

"Hello?" He called. "A little help here?"

Janet Blake, the Wasp, flew over to him and zapped him with one of her 'hornet stings'. The generator field on his suit absorbed it, and started up his energy generator again. "Thanks Jan." He said, as he got shakily up to his feet.

"Tony?" Pepper came in over his helmet's radio. "Tony, are you alright?"

"I'm fine honey." He said. "The creep had a… what was it called again? An e.m.p?"

"That sounds about right." Tony's son said over the radio.

"So how's the suit holding up then?"

"You should ease up a little." Pepper said. "I'm feeding the back-up power from life support into your force-field generator and flying power. It's rebooting slowly, so try not to spend all of your energy at once."

"Alright." Tony said, running flying after the team. "But you've never fought the Punisher."


The Punisher leaped up and grabbed the rung of a fire escape. He really wished he hadn't just taken all of those hits at the dock now; his healing factor was having to work overtime.

The Avengers? How had they found him?

The Avengers were formed by the Wasp and the Torch a couple of decades ago to serve as intergalactic cops. They dealt with threats that were worldwide. So why were they after him?

He reached the top of the roof, and leaped across several buildings. He reached an old church and ducked into the shadow of the angelic statue on the roof to catch his breath.

He sat down panting, as the bullets oozed out of his skin, falling to the ground. He readied his rocket launcher and waited.

Silence.

He leaned around the statue and saw them. The full Avengers roster was on the roof with him, ready and waiting to kick his rear end into next Thursday.

There was Torch, the Wasp, Captain America, Iron-man, the Sentry, Arachne, Falcon, Wonder man, and Giant-man with his robot wife Vision.

He ducked back behind the statue, pumped his gun, and leaped out from the shadows, firing rockets at them. He didn't want them dead; they were protectors of the weak. He just wanted to stun their strongest members to give him a chance to escape.

The Sentry, Iron-man, Vision and Wonder man all fell back under his barrage as he leaped across the roof. He took out his Marvel Knight radio and activated the tracing feature. "I need a way out of here now!" He yelled into it, dodging Captain America's shield. He took out a weapon he'd 'confiscated' from a guy named the Trapster and sprayed the Falcon with it. He fell to the roof with a dull thud. The Torch flew at him and melted the goo as it shot out of his gun. Punisher threw several capsules of liquid nitrogen at him. They melted in mid-air, and sprayed him with their contents, dousing his flame. Punisher hit him with the goo before he hit the ground, to deafen the impact and keep him still.

Arachne and Wasp tackled him, and he managed to throw Wasp to the side before Arachne caught him in a psionic web. He threw a combat dagger through the holes in the web, and it hit her between the ribs. She fell to the ground in pain and he escaped the web, rapidly firing multiple tranquilizers at Giant-man as he reached down to grab him. Giant-man collapsed, and he checked Arachne's pulse. She'd live.

"Any time now Cloak!" He yelled into his radio as the Sentry came back with Wonder-man in tow. Wonder man got him in a hold, but he managed to flip him over, and shoved a grenade down the Sentry's throat. He fell backwards as a firestorm erupted from his mouth, and Punisher took the opportunity to launch another rocket between the Sentry's legs. He fell to the ground, whimpering and holding his sensitive area. Punisher ducked as Wonder man swung at him from behind, and he kicked his legs out from under him, pushing him off of the roof.

Captain America's shield rammed into him, and he was knocked onto a chimney on the other side of the street. Cap jumped across the chasm and began beating Punisher.

Punisher grabbed Cap's fist and pushed him off, but Cap had grabbed one of Punisher's guns and shot at him.

The whole left side of his face got torn off in the blast, revealing his tendons and his adamantium skull. Punisher groaned and collapsed. He looked up. Captain America stood over him.

"You are dead punk." He said.

"What… whatever… happened… to the American way?" the Punisher panted.

Captain America shook with rage. "The American way? The American way!?" With an unholy scream, he leaped on top of the Punisher, and hammered at his face. "What do you know about the American way?"

"No…" Punisher moaned. "Stop... please..."

Captain America stood up. "This is the American way now." He said. "Thanks to you."

And he tore off Punisher's head.


Torch melted out of the paste, and looked around. Some of the team was getting up. He lifted up his radio. "Peter Gyrich? We're going to need a cleanup crew."

Cap walked over to him, with the Punisher's head in his hand. "Tell him that anonymous tip paid off after all." He said.

"Damm it Steve." Torch knocked away the head. "What have I told you about killing?"

Cap Shrugged. "Not to."

"So what's that?"

"He'll live." He sneered. "He just doesn't have a body at the moment. Besides, he was armed. It was self defense."

Torch glared at him and went over to cauterize Arachne's wound. "We're going to have a talk later."

"Sure thing kid." Cap said. "We can talk. Gyrich can talk too."

Torch grimaced as he remembered th fussy government official, who insisted Cap be on the team.

Cap jumped off of the roof. And into the night.

Cloak surveyed the scene from the shadows, and disappeared.


Deadpool and Barracuda stood on the roof of a building overlooking the scene.

He grinned. "We'll take care of the shipment from here Mr. Yoshida." He said. He put a teleporter disk on the drug dealer and pressed the button. He vanished, and reappeared in his penthouse in Japan.

"Pity about Pyro." Barracuda sighed. "He never saw it coming."

Deadpool shrugged. "He mouthed off to the Punisher, what did you expect?"

Barracuda took out a piece of paper. "So, cross one name of the list." He grinned. "How are we going to do the others?"

Deadpool grinned. "In the most creative way possible."

They watched as the Avengers loaded Punisher's head and body into a helicopter. As long as he was out of the way, nothing would stop them from taking out the rest of the people on their list.