COVER - The Classic Avengers; Captain America, Iron Man, Ant-Man, Wasp, Thor and Hulk fighting the Super-Adaptoid.

ZeroBen's Avengers

Advanced Idea Mechanics.

A secret organization dedicated to world domination through scientific and technological means. They had aided the Skrulls in their foiled hostile take-over of Earth. Of course, AIM was anticipating the defeat. It was merely an opportunity they made good use of. By helping the Skrulls, they were provided with technology that they would otherwise have never obtained.

Technology which they used very wisely. You see, the AIM Organization had designed a new weapon in its plot for world domination. And, with the Avengers formed but the world still reeling from the Skrull Invasion, now was the best time to unleash it upon mankind. Its name...

The Super-Adaptoid!

10#

"Advanced"

"... And with the Presidential Election less than three weeks away, early polls are showing that Hickman has a considerable leading over both Bendis and Fraction. But, only time will tell if this lead stays intact. All three candidates are campaigning non-stop across the country, and even speaking with some foreign leaders. And, of course, the main topic of interest remains... The Superheroes. Namely, The Avengers. In other news, Colorado Senator, Henry Guyrich, has approached Congress with a proposed bill that would require all Superhumans to register with the US Government. Though, this idea is merely in its infancy, and there is not much more on it to report as of this time. Jill, back to you."

"Thanks Jack. Now, in other news..."

Click!

"I don't like the sound of that at all," Janet Van Dyne aka Wasp, mentioned, sitting in a new apartment she shared with Hank Pym. The Triskelion was in the process of being re-designed and re-built. Until then, there were no more living quarters inside the facility. Tony had a mansion newly built which he called... Avengers Mansion, but not everyone had decided on moving in.

Hank sighed, reading through different books scattered across a table, "Don't worry. No one's gonna listen to him. Especially since he wanted to mass-produce Iron Man armors to replace the Ultron Androids in the military."

Yes, their apartment was more like a lab at this point than a home. But, really, Jan didn't feel like complaining. She was just happy that they had a place of their own for the first time in... Well, for the first time, period.

"What are you reading?" she asked curiously.

"Different... Things. I'm working on developing Bruce a special device to monitor his gammadrenaline," Hank explained his current project, "This is just research. Maybe I'll pick up an idea or two."

"He definitely needs it right about now," Janet mentioned, sitting back on the sofa, "Especially since he's so angry about SHIELD not looking for whoever killed all those monks."

"I can't say I blame him, but we can't just rush in. We barely made it past the Skrulls. Last thing we need now is to be defeated by a new enemy before we learn what their strengths and weaknesses are."

"Still... They slaughtered all those innocent men because they were looking for Hulk."

Hank interrupted politely, "Which begs the question; Why were they looking for him in the first place?"

:::Avengers Mansion:::

He sat alone.

Sure, the Skrull Invasion had been thwarted. Sure, he had made a lot of progress with the Hulk. But, still, STILL, those bastards that murdered the innocent monks that had helped him so much were still out there, somewhere. Still alive... Still breathing. Urrrghh... Just the mere thought of them was nearly enough to drive Bruce Banner over the edge. But, no. He kept himself calm, he kept the monster inside.

For now.

Bruce paced the floor of what had become his bedroom. There was nothing other than a pile of laundry stacked up on the floor at the foot of the bed that would distinguish that this was his. No, that wasn't true. He did have that little photograph of he and Betty that he usually kept in his pocket. For now, it was on the night-stand, right next to where he laid his head to rest at night. Right next to where he dreamnt of a life spent with her and without the Hulk.

A knock at the bedroom door. Not caring, Bruce opened it up, finding Jarvis on the other side, "Pardon me, Sir, but is there anything I can get for you?"

"I'm good," Bruce responded.

"Really, it wouldn't be any trouble at all. Perhaps, a bite to eat? Maybe a drink? I could take care of that laundry if you..."

After a deep breath, Bruce answered a bit more sternly, "I said I'm good, Jarvis."

The butler took the hint, slowly backing away, "Right. As you wish."

Door closed.

With a huff, Bruce sat at the edge of the bed. What the hell was he doing here? Agreeing to live at Avengers Mansion felt almost the equivalent to signing over his soul and/or up with Tony Stark. A butler waiting on him, an artificial intelligence asking him questions? What... What the hell was this? Being a part of SHIELD was bad enough. But, being room-mates with Tony Stark? His gag reflex was tested at every turn.

Damn it, just sitting around in this room wasn't doing him any good. He needed to be out there... Fighting the fight, busting skulls. For Bruce to truly be free... He had to let the Hulk out and hunt down those bastards that attacked the monastery. Banner could feel a tingling in his veins. Looking at his arms, there was a faint trace of green running through his skin.

No. Not here. Not yet.

:::Triskelion:::

Betty Ross had suffered an upheaval. Her life was picked up, turned upside-down and thrown back to the ground with no concern for where it landed. SHIELD had taken a nearly lethal blow to their cause in the form of the Skrull Invasion. However, they were recuperating nicely. Although... Former SHIELD General, one Thaddeus Ross, was still out there somewhere. Betty remembered seeing him last and the Skrulls talking about where he was going to be taken. But... She couldn't remember where or by who. It was enough to drive her to insanity.

"We have to be out there," she pleaded with Director Fury as she followed him through the Triskelion as it was being rebuilt, "My father's in trouble. Why are we not looking for him?"

Foolishly, or maybe immaturely - if that was even a word - Director Fury kept walking forward in the hopes that Betty would just give up. However... No such luck.

"I realize how childish this is, but it's the only way to get through to you," she said, following him down a flight of stairs, "I want my father found!"

"You're just like him, you know that?" Fury responded, still moving forward.

"Being like my father has nothing to do with..."

"Not what I was going for," Fury turned around to face her, "I meant Bruce. Lately, he won't leave me alone about going after whoever slaughtered those monks."

"You made a deal with him," Betty pointed out, "If he joined the Avengers and SHIELD, then you would help him find the ones responsible as soon as possible."

"Exactly," Fury surprisingly agreed, "As soon as possible. Right now... That isn't possible. We don't know who they are or where they are. Just like we don't know where your father is. We can't look for something if we have no clue where it might be."

"With all due respect; You're full of shit," Betty spat calmly, wanting to get her point across in emphatic fashion, "You'll never change and you justify it by claiming it's always for the better. You lead your team into a battle they weren't prepared for and then you wouldn't even apologize to Clint for being respo..."

"Don't you put that on me," Fury interrupted her, "Mockingbird was a trained SHIELD Operative and soon-to-be member of the Avengers. She was more than capable of taking care of herself. I realize the situation was bad, but there was no way around it."

"It isn't that," Betty said, frustrated beyond belief, "It's the fact that after everything was said and done, you claimed that what you did was for the best. When you said that the deaths were sad but it was what had to be done and that it was worth it."

Director Fury had heard enough of this particular conversation, "It isn't the first I've seen and it damn sure won't be the last. Like it or not, there's going to be more. Hell, tomorrow, it might be me that bites it. I'm sorry if that bursts everyone's fantasy land bubble but this is the real god damn world... Things happen. Bad things. I'm sorry that Mockingbird is dead, I'm sorry that the others are too and I'm sorry your father is out there somewhere missing. But... As I said... This is the real world and things happen..."

"Bad things."

:::Jane Foster's Apartment Building:::

The Roof.

The God of Thunder sat comfortably on the ledge, simply staring out onto the busy city below, the breeze blowing his blonde locks to the side. As always, he was in his new Asgardian suit with his trusted hammer, Mjolnir, attached to his belt. The sound of door to the roof opening came, showing Jane Foster having just returned from another hard day of work. She took a seat next to Thor, nestling into his strong arm, her legs dangling off the ledge, but not fearing for one nano-second that she would fall. For, she had her God of Thunder to catch her if need be.

A thoughtful yet serious expression upon his face, Thor kept his gaze forward and below, "I remember once when I was a child. I was training with Loki and Sif... The Frost Giants attacked. It was an afternoon I would never forget. The fear, the destruction, the death. Yes, Asgard emerged victorious, but the Frost Giants had done what they set out to do."

Jane listened, eyes closing as she rested against his mighty bicep.

"They wanted us to no longer feel safe. They wanted us to know Asgard was not impenetrable. They succeeded in conveying that message. It was a very long time before I willingly closed my eyes to rest. It was a long time before Sif would go to bed without a sword in hand. And, my brother... Well... You know Loki. I hate to make excuses, but he has never been the same."

Thor continued on, "The main idea being... Even as Gods and Goddesses, Warriors and others, it was far difficult for us to adapt... To accept what had happened. Yet... I look down... Watching humans all morning and afternoon... They've already moved on. They're not afraid to go outside... Talk to their neighbors, enjoy a laugh at the corner. It's amazing. It truly amazes me."

"It's you," Jane responded, "They know Thor is watching over them. They know there's an Avengers team that will do whatever they can to save them. It isn't a lack of fear. It's that they feel protected."

"If that is the case," Thor responded, "Then I shall not let them down. Mjolnir will guard them greatly. I am certain in that as much as I am that there is no threat the Avengers will be unable to defeat."

:::AIM Headquarters:::

MODOK.

Mental Organism Designed Only for Killing.

Yet... There was so much more to the one they called MODOK. So very much more. After that fateful night in which he suffered at the hands of Obadiah Stane and then was foolishly aided by Arthur Parks, now known as the Living Laser, and that damned Justin Hammer, MODOK had evolved exponentially. As his head grew larger, so did his mind. He was able to design his own hovering harness, which he used to mobilize himself. He also created a way in which he could use the energy created by his over-sized brain and focus it into a weaponized beam.

Then came AIM.

The Advanced Idea Mechanics. A group that had been biding its time. Waiting for the right moment to unveil itself upon the unsuspecting public. Now was the time... Now was the right moment. The world was still in adjustment mode courtesy of the Skrull Invasion. Advanced Idea Mechanics had adjusted long ago. Unlike the credited Iron Man and SHIELD, it was MODOK who first discovered the Skrulls. However, rather than fight against it, MODOK decided it best to embrace change.

In turn, Queen Veranke chose to include MODOK and AIM in her plans for dominating Earth. Of course, MODOK knew what would happen. He knew that silly Director Fury would form the Avengers somehow, and rescue the day just in the nick of time. That was obvious. Still... MODOK went along with the alien race, carefully building an alliance. This granted him their secrets, one of which being the way in which they had developed the unique ability to copy superhuman powers.

Needless to say... The Advanced Idea Mechanics put that knowledge to very good use.

"MODOK," one of the AIM personnel approached MODOK, "The Super-Adaptoid is ready to be utilized. We now wait solely on your command."

"Good," MODOK sneered, his voice evil and raspy, "They all think the worst is over... Heh heh heh... It hasn't even begun yet!"

:::Castle In Germany:::

Once upon a time, this old structure was a healthy place of tourism. Quite the spot, raking in piles and piles of money every day that it was opened to the public. However, over the years, ownership switched many a time and it became lost in the shuffle. The promising business was no longer able to keep afloat, and the castle was left alone. Rumor had it that it was still owned by someone, but the courts ruling wouldn't end for decades, if even that short a period of time.

Slipping into a place such as this one was easy considering its current condition. Boring, actually. She much preferred a challenge when working a mission. Yes, a mission. She wasn't here on her own time. She was paying a very special visit to this place because a temporary employer of hers pushed an indecent amount of money across the table.

Natasha Romanova. AKA... The Black Widow.

Outfitted in her typical sleek black gear and her crimson hair tied back into a tail, Natasha crept through the halls of this once great castle. Though the name failed her at the moment, Natasha was aware that this property dated back to the 1600's, owned by a wealthy family through the centuries until it was lost to greedy little greasy men with briefcases and ties. In its prime, it was grand and luxurious. A feast for the eyes. Now, cobwebs and unsightly stains left by rats littered every step.

However... Black Widow seemed to turn down a long hall where the thick cobwebs appeared to be somewhat broken up. The dust was a little less caked on the walls and floors, sitting unsettled. Weapon in hand and ready, Natasha kept moving forward, though a bit slower than previously. Apparently, her benefactor was correct in believing that there may have been something going on in the old castle. Question being now... What?

The Black Widow arrived at the end of this long hallway. Which, strangely enough, had no door. It made no sense, there wouldn't be a hall with no door. She then began inspecting the walls, working on a hunch. And indeed, she was correct in thinking there may have been a secret switch of some sort. There was a path in which a finger had grazed the wall previously. She simply followed it and voila... The sound of gears grinding and a wall turning.

However...

The Black Widow then found herself staring right into the barrels of about five soldiers dressed in dark green suits that covered their entire bodies, and the same-colored masks with big red lenses...

Hail Hydra!

:::Special Television Interview:::

"Sitting here with the one and only... Anthony Edward Stark. Yet, perhaps better known as Iron Man, one of the individuals responsible for saving the world from an alien invasion. And let's start there. How does it feel to have been instrumental in literally saving the world?"

One of those prime-time talk shows on the news networks. This particular one being the most popular and the only broadcast with a wallet thick enough to pay for a Tony Stark appearance. Yes, it was true, if you wanted Tony Stark to appear on your channel or show, whether it be TV, radio, or even the Internet, you would have to pay forward a hefty sum of money. Of course, the full amount would go to a worthwhile cause. In this case, a charity foundation spearheaded by Stark to help support all people personally affected by the Skrull Invasion.

Stark shrugged, sitting there in his fine black suit, wearing sunglasses, sipping a drink, "It is what it is, I guess. I mean... How do I answer that question, really?"

"Honestly, perhaps?" the interviewer said.

Stark sat back comfortably in the chair, "It feels good, you know? There's a great sense of accomplishment that I've been feeling. But, on the other hand, there's still a lot more to do. Sad but true, there's a whole slew of villains out there. It's scary, but it's the truth. I mean..." he counted some off on his fingers, "You've got Mandarin, Red Skull, Crossbones, that nutjob Whirlwind, plus a lot more. So... Yeah, I feel good. But... I'll feel better when all the lil' baddies are tucked safely in their prison cells."

"Which raises a good point... Something's that has been mentioned a lot as of late; Why not simply kill Mandarin or Red Skull? Especially considering the obvious disregard for the Skrulls."

Tony chuckled sarcastically, grinning away, "I see where this is going. And the answer still is a big fat no comment."

"Tony, the people want the truth."

"The Avengers are not a kill-squad. The Skrull Invasion was just a rush of action and violence. Our backs were against the walls at all times. I know what some people are saying, I especially enjoy seeing the protestors on my way to work."

"On the spot; Will the Avengers kill villains?"

"No comment."

"Oh, come now, Tony... The people deserve an honest answer. And since..."

"... No matter what I say..."

"... Since when does Tony Stark back off at the chance to talk?"

"... Like I said; No comment."

"Tony..."

"What? You know as well as I do, no matter what I say... It's going to be twisted around."

"I need something. Give me something."

"Fine, what about this? Are the Avengers a kill-squad? No, we are not. Will the Avengers kill off all the villains in this world? I'll say this - DVR people - The Avengers will protect the people to the best of our abilities and will assess every situation differently as it comes our way."

A mock applause courtesy of the interviewer, "Bravo, Tony."

"You like that, huh?" a sly smirk from Mr. Stark.

"Onto easier questions... You have neglected as of yet to tell the defining reason as to why you have began to endorse Presidential Hopeful, Matthew Hickman. Care to share?"

Tony shrugged simply, "In my humble little opinion, he's the best man for the job. He's got the smarts, he has charisma, and it seems like the majority of Americans shares my sentiments because he's up in the polls and has been..."

The interviewer cut him off, "Since you endorsed him last month. The numbers are available. Senator Hickman was in a give and take tie with Fraction for second place. But... Since you said that you were on his side, he skyrocketed. His numbers climbed immediately. At the very next poll, he was closely trailing Bends. Then a few days later, he was far and away the most voted candidate. So... I guess what I'm digging at is... How does Tony Stark feel about essentially being the deciding factor in the United States Presidential Race?"

"Contrary to what a lot of people think - yourself included - I'm not the supposed deciding factor. What everyone either ignores or just plain fails to realize is Bends was actively supporting the Avengers and superheroes in general. Yet... At the same time... He wasn't reaching out to any of them. To be honest, I personally think Hickman is above and beyond a better fit. So, I got a hold of him and we did a lunch. We talked about different things and he told me a lot of different plans and ideas he hoped to implement if he was elected."

Tony kept on going with his response, "That's when I decided to go public with my support. It was also the first time one of these hopefuls spoke to the people with a superhero standing next to them. It's not me that swayed the election. It was Hickman really and substantially embracing the superhero community. It was credibility being displayed. Suddenly, everyone saw Bendis as an empty machine just firing off Hail Mary's. Hickman has embraced the change that's happening in the world. And he's done so honestly and openly. He wants to set an example and win this thing the honest way."

The interviewer spoke up, "Some would argue. But, moving on. Now, in the past some months, there are numerous viral videos on the Internet, plus eyewitness accounts; What can you tell us about the new armor you've created that - I cannot believe I'm saying this - Is literally stored inside of your body?"

"I'll avoid confusion by not getting too techy," Stark explained, "But... It's called Extremis. Yes, it's stored inside my body. The bulk is right under my skin, flowing through my veins. When I want it to..." he pulled back a sleeve and raised his right arm, forming a fist as it covered with armor, "It forms on my skin. And yes, it's every bit as durable and strong as previous armors."

"Fascinating," the interviewer was amazed, "Yet, it baffles the mind. We've witnessed a lot in this decade from the birth of the superhero and beyond... But this truly is astonishing. How can you possibly store a working Iron Man armor inside of your body?"

"I won't lie," Tony said, bringing the armor back inside his skin, "It's migraine-inducing complicated. In fact, make that coma-inducing. It's nano-technology at its finest. It's science at a level above and beyond. And, to be truthful, that's the extent in which I'm comfortable talking about it. I mean... If my enemies were able to figure this one out... There could very well be no stopping them."

"Yes, Tony Stark... At times, a window. And others... A wall. But, I digress. Ladies and gentlemen, that wraps up another night here. As always, I graciously thank our guest for joining us. Tonight, that means I thank Tony Stark. As I also thank you, the audience. Good night and see you tomorrow."

:::Museum:::

Ol' George never signed up for this.

But, there he was, standing his ground, gun twitching in his nervous and sweaty hands, pulse racing and heart skipping more than just a few beats. Just a couple more years before retirement, and there he was face to face with a menacing looking green robot of some darn kind. He didn't know what it was exactly. He just knew it was bad bad news.

"I-I-I-I-I'm gonna tell you o-o-once," his voice was just as shaky, "Walk outta here and..."

The robot approached aggressively, grabbed the older man's weapon and crushed it to bits in his hand before letting the now powder fall to the floor. Then the robot lifted the man up by his collar, prepared to do deathly damage when the man suddenly fainted. The robot then merely cast him aside - literally - by throwing him to the side of the room without care.

It began looking around, closely examining the various exhibits and artifacts this particular museum had. One by one, it walked to each, its pace picking up. Nothing. Nothing. Nothing. Nothing. Then something caught its emotionless full yellow eyes. It walked over to a glass case, paying no attention to the alarms sounding in the background. Paying no attention to the police cars pulling up outside.

Within the display was something without a proper name. However, it had come from space. It was jagged, shiny and black, shining in places when exposed to light. This rock-like object had fallen from Space years ago. Way before Iron Man or any other superhumans burst onto the scene. Save for Captain America and the Red Skull, of course.

The robot shattered the glass surrounding the object with ease, then reached in to...

The robot was then knocked forward, over the display case, tumbling into a shelf that contained information about this peculiar space rock. This attack came courtesy of Captain America and his trusted shield, having responded quickly to news of a menacing looking robot roaming the streets. The other Avengers were either busy elsewhere or unable to respond to the call as fast.

"Who are you?" Captain America asked, suited in full-gear, his shield returning to its rightful place.

The robot stood up, un-affected by the attack, and turned around, glaring through the hero. In that instant, it became obvious that this wasn't a typical villainous threat.

"All right," Cap corrected himself, "What are you?"

As The First Avenger readied himself for a fight, the robot merely stood in place, staring at him. But, it was doing more than just staring. It was almost like it was examining him or maybe studying him? Whatever the case may be, it made the Captain feel very odd. Even more so when the robot's physical appearance altered to that of Captain America... Shield included. Albeit still the same metallic green color.

"What the devil?"

The robot launched the shield from his wrist, Cap deciding on dodging rather than blocking. While doing so, the robot had jumped forward, somersaulting in mid-air, as well as catching the shield in mid-air and trying another long-distance attack. Once again, Cap dodged by flipping out of the way, but a few exhibits were smashed by the miss. Once more, the robot caught the shield in mid-air and launched yet another attack.

This time around, Captain America threw his shield as well, while running forward and diving straight for the robot as the shields collided in the air and crashed off to the side. The two combatants toppled over a large display of old artifacts and began pummeling each other with rights and lefts. This until the robot managed to push Captain America off with the bottoms of his feet.

Cap back-flipped and landed on his feet. The robot kicked up to his own feet, approaching Captain America, standing taller than the hero and speaking in Cap's own voice, "I am the Super-Adaptoid."

The Super-Adaptoid then extended an arm and his shield returned to his arm and he bashed the Avenger across the jaw before he could even react. It was lights out. And the next thing Captain America knew, he was waking up with the Avengers - Iron Man, Ant-Man, Wasp and Thor - standing around him.

"Steve?" Janet asked, "Are you okay?"

He sat up with a bit of a grunt, police and EMT's filling the scene around them, one of which being Jane Foster attending to the older security guard, "Ego is more hurt than my body."

"Lookin' for this?" Iron Man, minus the helmet, tossed the red white and blue shield to its owner.

"Is it in custody?" Cap asked, being helped up by Thor, referring to the new villain.

"It got away," Pym regrettably informed the Captain, "But, for now, the main thing is that everyone it attacked is all right."

"It called itself The Super-Adaptoid," Cap explained, shaking off the effects of a near concussion, "And it seemed awful intrigued by..." he looked over to the area where the space rock was, "Whatever the thing is that was in that case."

"What was it?" Jan wondered.

"A Space Rock," Pym answered, "Basically... A lone piece of debris that fell from the sky almost twenty years ago."

"Why keep such a thing in a museum?" Thor asked.

Pym shrugged, "From what I know; A team studied it for over a year. From what they could find, it was just a harmless piece of asteroid. No special properties, no traces of radiation, nothing. And it's been a little piece of tourism ever since."

"Obviously... That isn't the case," Iron Man spoke up, "There is something special about that rock. Otherwise, a frickin' robot wouldn't come looking for it."

"It's much more than a robot, Iron Man," Cap enlightened the heroes, "Just before we fought, it stopped completely. Like it was studying me. Then it formed into my appearance and even made a shield. And, I can't be sure, but I think it copied my superhuman abilities."

"Whoah," Janet gasped, "Just by looking at you?"

Captain America nodded, "It even spoke in my voice."

"Perhaps I am moving too far ahead," Thor said, "But... Are any of you suddenly thinking of Skrulls?"

"Impossible," Stark dismissed it immediately, "There's no traces of Skrull DNA anywhere on this planet. Trust me... My search was thorough."

"Skrulls could only copy appearance if they didn't have access to our DNA. This Super-Adaptoid probably isn't a Skrull," Pym surmised, "That's not to say that there isn't left-over Skrull technology laying around, though."

Jan thought of something, "Betty said that she found out the Skrulls were working with someone. What if that someone is behind this?"

"Certainly makes the most sense," Pym replied.

"I'll put War Machine on alert," Iron Man stated, "Everyone else, too, for that matter. Whatever this robot thing really is... It's obviously got some chops. Not to mention, there's more than meets the eye with the supposed Space Rock," Stark rolled his eyes, "They seriously couldn't come up with a better name?"

"What about Pepper?" Janet asked, referring to Tony's former personal assistant, and now Armored Hero known simply as Rescue.

Another eye-roll courtesy of Mr. Stark, "Oh, you mean the wonderful young lady that went behind my back to replicate my armor without my permission? Or, do you mean... The chick who went against my one wish after I personally pulled her away from death's door?"

"Uh..." Janet slouched her shoulders, "Nevermind, then."

There was a wealth of tension between Tony and Pepper at the current point in time. Once it became known to certain individuals - of course, including Stark himself - that Pepper Potts had her own armor, the two of them butted heads behind closed doors. The details of that argument were kept a secret, but everyone was aware that Pepper and Tony were not currently on speaking terms. Still, Wasp thought it best to give it a shot.

"Let's go," Cap got them back on track, "We need to discuss this with Director Fury. ASAP."

:::Castle In Germany:::

The next thing she knew, her body hit a stone-covered floor a lot harder than one would have liked.

Fighting blurred vision and a building headache, the Black Widow picked herself up as a heavy door was slammed shut and locked behind her. By the time she turned around, whoever had put her in this cell had already gone. With that, a sly smirk crept across her lips as she picked herself up and extracted a tiny little device that had been placed in the bottom of her right boot.

It folded out with a very small screen and keypad. After carefully tapping in a code with the very tips of her fingernails. Once that was finished with, she folded the device back up and replaced it in the bottom of her boot, nobody any the wiser. Well... Almost nobody...

"You got caught on purpose too, huh?"

Unexpected. Black Widow's eyes shifted to the right side of her cell, though she obviously couldn't see through the stone wall. She had to ask, "Who are you?"

"Call me Hawkeye."

"Ex-SHIELD," Natasha surmised, recognizing the name and now the voice, "The one who declined Fury's invitation to join the Avengers."

"That popular?"

"Mr. Barton," her accent thick, "You are on radars you never knew existed. Specifically... The one my employer currently watches at all times."

"Not interested," he knew where this was going, "I'm fighting the fight on my own. No teams, no organizations, my own rules."

"I understand," no use in beating a dead horse, "Now... I ask... Why are you here?"

"I've been tracking HYDRA non-stop ever since the Avengers formed," he explained, seeing no reason in telling nothing but the truth, "Took me awhile, but I ended up here. Now I'm just waiting until the time is right to make my next move."

"Which is?"

"Gotta keep a little secrecy," Hawkeye added, "So... How about you? Who's your employer? And... Last I heard... Black Widows were on the wrong side of the law."

"My story is complicated," her answer, "Though, I will say... I am on neither side of the law. My employer seeks to disintegrate HYDRA, but not for the same reasons as you."

"Good enough for me," Hawkeye remarked, "As long as we're taking HYDRA out... The more the merrier, right?"

"Yes."

A bit of a silent pause came next. Though, it was oddly comfortable for the both of them. The Black Widow was first to break it, however...

"Do you have a plan?"

"Yeah, I do."

"And it is?"

"..."

"You will not tell me?"

"..."

"Silence. Why?"

From the shadows in the hall came the form of a beautiful yet sinister young woman. Her suit was officially HYDRA, and her long green hair matched perfectly. She was flanked by two HYDRA soldiers, much like the ones Black Widow had ran into before. Her name... Viper. But, she would soon be known to the world as...

Madame Hydra!

:::AIM Headquarters:::

A number of AIM Scientists were hard at work. They were all huddled around a machine of some kind that appeared to be analyzing the rock their Super-Adaptoid had stolen from the Museum mere hours ago.

Overhead, watching from a balcony, there stood the Super-Adaptoid alongside the AIM Scientist Supreme and the one in charge of the entire evil organization, MODOK. As to be expected, the overgrown head with tiny robotic limbs was not a happy camper. Why? Because there were still no positive results.

"It would seem as though it is, indeed, a harmless piece of a meteor or asteroid," the AIM Scientist spoke to his leader and master.

"No," MODOK responded, eyes glued to the scene below, "I refuse to believe that. There is more to it. It is not a harmless piece of space rock. It is more. It is the key. It is... The Element X."

"But, how are we to know for certain if what we were told by the Skrulls is true?" the scientist asked.

"Know your place, minion," the voice of MODOK, but it came from the Super-Adaptoid as he grabbed the man's throat through the yellow beekeeper-esque suit, "Do not question MODOK!"

MODOK let this display linger for a few slow moments before calling off his creation, "That is enough. I believe he has learned his lesson and place."

The scientist was released and instantly bent over, lifting his mask up off his mouth and sucking in wind as he coughed violently, "He's copied you," he said through a hoarse voice.

"Indeed, he has," MODOK grinned sadistically.

Super-Adaptoid stood tall, a small beam of red energy glowing in his forehead now.

:::The Next Day:::

Flying was freedom.

Whenever he was in that cockpit, soaring through sound barriers, Sam Wilson was free. There was no stress, no hassles, no deadlines, nothing. It was just him and his bird, far away in the clouds. Some claimed that being a pilot was a waste of potential for him. Sam didn't feel that way, even as they all said that he was too intelligent and creative to be limited. He didn't care, though. He knew what he wanted out of life and piloting the SHIELD Blackbirds was exactly that.

This particular aircraft was a Blackbird Recon. Used, obviously, for reconnaissance purposes. Director Fury had established a new routine mission for his birds. At certain intervals, Blackbird Recon planes would be sent out to keep an eye in the sky. Checking to see if anything was out of order, if anyone was up to no good... That sort of thing.

"Coming up on next sector in less than twenty," Sam spoke into the radio, "Copy?"

"That's a copy, Falcon. Keep us in the loop."

"Of course, of course," Sam said, keeping his eyes on the monitors in front of him, connected to specially designed cameras that he drew up the designs for personally. So far... Nothing out of the ordinary. The world could rest easy for the time bei... Wait a minute, "Might have something here. Zooming in."

"What the hell?" was he seeing what he thought he was seeing, "Processing coordinates. Sending it your way. Ya might want to send somebody out here to check this out."

At first blush, it seemed merely a harmless crater of some sort. But, upon closer inspection, it was obvious that something strange was up. It looked like some kind of mining expedition. At least, that was the best description Sam could think of at the moment. If that was the case, though... You had to wonder... Who was behind this and why? It was a small island literally in the middle of nowhere.

:::::ZEROBEN'S AVENGERS:::::

I'm hoping all this isn't too much to jam in one chapter. A little bit of the "Ultimates" influence showing here with the Presidential Election and Iron Man's interview. MODOK's always fun, though he's a bit toned down. I think there's an incredible amount of potential in the Super-Adaptoid here. Who do you think is Black Widow's employer? I wonder, I wonder. Also... Was that yet another reference to Civil War? Hmmm...

Up Next:

COVER - Hawkeye (616 costume) and Black Widow posing with their respective weapons.

Chapter Title - "The Sharpshooter and The Widow"

Summary - While The Avengers contend with AIM and the growing threat of the Super-Adaptoid, Hawkeye and Black Widow become unlikely partners as they fight to uncover and defeat the reborn threat of HYDRA!