Loki was assembling the parts of Clockwerk using his magic and the technology from Lionheart Tower. As the God of Mischief watched Agent Gary put everything together, he turned his head as Lionheart came into the building, suit retracting as he walked into the penthouse.

"Hello, Loki. I don't think I allowed you to come into my house," said Lionheart, pouring himself a drink at the bar.

"Heart of Iron, is it? Coming to stop me alone?" Loki said.

"No, just here to talk," the lion said. "You know you're not going to win, right?"

"I'm not in this to win," Loki said, "I'm here to gain power."

"Rebuilding a killer robot owl seems like a lame way to gain power. No originality," Lionheart said.

"Says the lion with the suit of armor," the cat said.

"So we both need something to hide behind," Lionheart admitted, "but unlike you, I'm doing this for something greater than myself."

"Don't test me, Mortal," Loki said. The God of Mischief walked up to Lionheart and put his staff to the lion's chest, only for nothing to happen.

"Oh, I forgot," Lionheart said, suit reforming and blasting Loki in the face, "My suit interferes with mind control, so ha!"

Suddenly, there was a metal screech as Agent Gary finished putting the Clockwerk parts together, the immortal owl awakening and turning towards the building.

"Finally, I live again!" Clockwerk said.

"Uh, guys? Clockwerk is back, get here soon please," Lionheart said into his coms.

"I sense something… different about myself," the robotic owl said, "A connection to something in this building."

Clockwerk's eyes turned red as a rumble was felt through the building, and multiple Iron Legion suits came up to join their new master, eyes also glowing red.

"My own army. Who am I to thank for this?" said the owl.

"That would be me," Loki said, bowing to Clockwerk, "I was I who brought you back and- "

"A mammal?" Clockwerk said, laughing a bit. "You are far too weak to claim responsibility for my return."

"What? I am a God, you unfeeling machine, and you will do as I say!" Loki said, losing his temper.

"No. I will take my new army and concur this world in my own image of metal. All will be CLOCKWERK!" the owl said as he took off into Zootopia to cause havoc.

Meanwhile

The rest of the team had landed in Central Zootopia as Clockwerk and his Iron Legion started their attack on the city.

"Guys, Clockwerk has control of my prototype suits," Lionheart said, flying down to meet them.

"What about Loki?" Heimdall asked, joining the group as well.

"He's the least of our worries right now, Chief," Judy said, "We need to stop Clockwerk and save the city."

Everyone nodded at the bunny's words and got ready for a fight: Jack pulled out a high-tech rifle, Skye shrunk down to flight size, Clawhauser charged his ring, Bogo hefted his sword in front of him, and Apex roared, ready for a fight.

"Z-Force Assemble!" Spider-Woman cried as the heroes raced off to fight the evil robots.

Apex jumped up and grabbed one of the robots, dragging it down and crushing its head into the pavement. Green Lantern made a flyswatter construct and smacked some of the robots out of the air, with Agent 53 and Violet Dauber taking out the ones that were at ground level. Heimdall focused on the civilians and protecting them with his broadsword, his future vision also helping to keep them safe.

Spider-Woman hitched a ride on the back of Ironheart, both of them pursuing Clockwerk himself and firing webs and repulsor blasts, respectively. "I need to get in closer to try and tie up his wings," Judy said, "Can you get me there?"

"On it!" Lionheart said. Moving more power to the thrusters, Ironheart got side by side with the gigantic steel owl, whom turned his head to look at the two heroes.

"Fools. You cannot stop me from bringing this city to its knees," Clockwerk said, firing his own lasers at them. Ironheart swerved to dodge, Judy jumping off of him and onto the owl's back.

"Alright, time to take this bird down," Judy said. Spinning some web lines, she tied up the wings and used the lines to steer Clockwerk as he descended into the city.

"ERROR. Control of flight lost," the owl said as Judy made a crash landing into Zootopia Stadium, where Gazelle was holding a concert. The owl came to halt as Judy was face to face with the superstar.

"As much as your helping this city, Spider-Woman, I would like it if you stopped dropping in on my concerts," Gazelle said as Judy shrugged sheepishly.

The other heroes soon gathered as Clockwerk regained control of his own body, breaking the webbing that held him and bearing down on the heroes.

"You have become a thorn in my side," Clockwerk said, "almost as much as the Cooper Clan. You will be eliminated at once."

While Judy may have disabled Clockwerk's flight capabilities, and the rest of team defeating the robots, they still needed to face this final challenge. Immediately the owl fired some laser beams, which Green Lantern blocked by making shield.

"Gazelle, as much of an honor as it is to meet you, it would be best if you got out of here," Clawhauser said to his idol.

"Will do, Senor," Gazelle said as her and her dancer fled the building with the concert goers.

Back to the fight, Ironheart countered Clockwerk by firing a Unibeam from his chest, pushing the owl back. Changing tactics, Clockwerk sent some spinning rings at the heroes, forcing them to dodge. Agent 53 fired some shots at the owl, taking cover with Violet Dauber behind the stage.

"I think I can disable some of Clockwerk's weaponry by getting into his head," Skye said, "but I'd need someone to give me a boost to get there fast enough."

"How about I throw you?" Apex suggested, throwing some of the rubble at Clockwerk.

"That… would actually work," Jack said, running the scenario through his mind.

"Alright, let's do it," Skye said. Getting into Apex's paw, the Tiger threw the fox at Clockwerk in a fastball special, the vixen quickly shrinking down and flying into the owl's brain.

"WARNING. Detected disturbance in weapon system," Clockwerk said as Violet Dauber broke some of the wiring for his weapons. Soon the laser cannons started sparking and shut down as Skye destroyed the owl's defenses.

"All clear guys," she said, "Take him out!"

"Chief, let's team up for this," Clawhauser suggested. Nodding, Heimdall threw the cheetah his sword as a cannon construct was made, blasting the sword right through the owl, taking its heart as the enchanted blade came out the other side. Light dying in his eyes, Clockwerk shut down and fell down face first, Violet Dauber flying out if his head and returning to normal size.

Judy gave a cheer as the whole team started to celebrate at the defeat of the robotic owl. Their victory was short-lived, however, when Loki appeared on the stage looking down at the heroes.

"Fools! Clockwerk was only the beginning," Loki said, eyeing each member of Z-Force, "there are powers out there that are far worse threats to your pathetic planet. Soon, everyone will bow to me, and nothing will- "

Apex interrupted the tirade by grabbing Loki and repeatedly slamming him into the ground. When she finished, Loki was stuck motionless as she walked off with a satisfied smirk. "Puny God," she said.

"Wow, now that's a woman," Lionheart said, mask retracting, "might I ask you on a date, miss?"

"I don't think you can handle me," Apex said, "but I'll consider it."

'Wait, we're doing what? I'm agreeing to WHAT!?' Bellwether screamed in Apex's mind, the tiger giving a soft chuckle as SHIELD agents came in to clean up the mess.

After what will become known as the Battle of Zootopia, Z-Force was officially recognized by the mayor of Zootopia as the city's official crime-fighting team. Lionheart Tower was turned into Z-Force Tower, being the base of operations for the team.

Judy Hopps was offered leadership of the team, but declined saying that she wanted to focus on just being a hero.

Chief Bogo went on "extended leave" to take Loki back to Asgard, the portal to the Ten Realms restored to Midgard. Heimdall also went to go find Thor, whom was missing.

Benjamin Clawhauser went back to being the desk assistant at ZPD.

Leodore Lionheart became the de-facto leader of Z-Force and started looking for new heroes in Zootopia and Beyond.

Dawn Bellwether was exonerated of her previous crimes by SHIELD and now lives in a quiet suite in Tundra Town.

Jack Savage and Skye Winters went on vacation to the Caribbean, where the two got married and had a relaxing honeymoon.

"So Carrots, saved the city again and forgot to invite me?" Nick said as he and Judy sat in a restaurant for lunch.

"Hey, it's not my fault you guys were off world when everything went down," Judy countered, flicking her straw at the fox.

"Touché," Nick said. The two of them finished their meals and left the establishment, only for Judy's phone to buzz.

"Sorry, that's a call for Z-Force," the bunny said.

"No-no, go on. Be the hero this city needs," Nick said, "you have Zootopia, I have the stars."

"You know you love me," Judy said playfully as she put on her costume.

"Do I know that?" Nick questioned. The fox quickly picked up Judy and gave her a full kiss on the lips, the bunny surprised by the gesture. Nick put the blushing bunny down and activated his rocket anklets, hovering in the air. "Yes, yes I do."

Judy just stood there for a while, before smiling and putting on her mask. "Sly Fox," she said, swinging off to be a hero once again.

Author's Note

Here it is, the final major arc of Phase One completed!

"Phase One, you say? What is that?" Why, thanks for asking, myself! This story has only been the first part of the ZHU, establishing characters and forming teams. While this may be the last arc of this story, it's not the end of this AU.

I would like to thank everyone whose read this story, as well as those that have left reviews and PMed me for suggestions. Heck, I've only been writing for a month and I already have an official spin-off for this story! Also, I just hit over 5,000 views, so thanks to all of you.

I'll be taking a LONG break before "ZHU Phase 2" comes out, but that doesn't mean I'll be leaving you dry. There's still an epilogue chapter in the works, as well as a story that will be about individual characters and serve as an in-between for phase 1 and 2, titled "ZHU Headlines."

As for now, Excelsior, true believers!