Hey, guys! Sorry I took so long! Anyway, I hope you all have a MERRY CHRISTMAS! :D

Note: There will probably be grammar mistakes that I will fix later.

"Okay, so tell me: why am I staring at a human brain in a bowl?" Tony Stark asked the mutant Turtle, raccoon, and the cyborg that stood on his front porch.

The trio showed up unannounced and surprised him with a rather disturbing sight: a slime-covered brain in a bowl which Mikey held. Plus, he didn't even have time to change into his casual clothes and so he stood before them in his robe. Needless to say, he was peeved.

Mikey grinned sheepishly at the retired hero. "Heh, sorry, Mr. Stark. We, uh, had no where else to go."

"So you come here?" Tony concluded in annoyance. "To my house, where my two-year-old daughter lives? My wife is gonna flip when she finds out." He pointed to wrist watch. "By the way, you have any idea what time it is?"

Sighing, Rocket stepped forward. "Look, we know this is an inconvenience, not to mention inappropriate, but what else could we do? Waltz into a hospital and say, 'Hey, we got a brain here!'?"

"I do see your point," Tony agreed. "But you could've at least called."

"Hey, we panicked! And we did have the courtesy to call your office, but that guy Happy said you'd be here."

Mikey looked at Tony with pleading eyes. "Mr. Stark, we wouldn't come here if this wasn't a real emergency," he said softly. "And believe me, sir, this is an emergency. My friend needs your help."

There was sympathy in Tony's eyes as he looked down at the brain and back up at Mikey. "Kid, not that I don't want to help, but what do you expect me to do about it?"

The Turtle shrugged. "I...I don't know. Build him a new body or something?"

The man was surprised by this request. "'Build him a new body'? What, you mean, like, a new mechanical body? A walking life support machine?"

"Yeah, pretty much," Rocket said.

"You don't think it's possible?" Nebula asked.

"No," Tony shook his head. "No, it's possible, but it wouldn't be easy. We're talking about bioengineering here. The expensive kind. To pull this off, we'd have to construct a mechanical suit that could support his brain." He glanced at the brain again. "I'm surprised that thing is even still alive at this point."

There was a glimmer of hope in Mikey's eyes. "So you're saying, there's a chance we can save him?"

There was a pause before Tony nodded. "Yeah. But we have to act fast. And I need to make a quick call."

...

"Good to see you again, Banner."

Tony greeted his fellow Avenger at the front entrance of their old headquarters, but instead of the human Bruce Banner, the Hulk gently took his friend's hand and shook it. While he now had the massive green body, he still had the mind of the timid scientist and was fully clothed, and he even wore a pair of glasses, which looked rather odd on him.

Bruce smiled warmly at Tony and nodded. "It's been a while. How's the retired life working for you?"

"Not too bad," Tony said with a shrug. "It gets a little boring sometimes."

"You're always bored, Tony," Bruce joked. "Anyway, what's the big emergency?"

Tony gestured to the front doors. "Come on, I'll show you. I have to warn you, though, it's a bit...disturbing, to say the least."

...

While Mikey, Rocket, and Nebula waited for Tony and Bruce in the living area, the Turtle stared with a drinking bird toy that was on the table. His eyes followed the bird's head as it tipped into the glass of water and lifted itself back up repeatedly, his gaze almost trance-like as he leaned forward and rested his chin on his folded arms.

"You know, every time I watch the bird drink," he said softly and slowly, "I ask myself, 'Why are we here? Will we ever find our purpose in life, or will we continue to drink from the glass of knowledge and never be satisfied?'"

After Mikey said those words, both Rocket and Nebula looked at him shocked. When did the goofy carefree Turtle become philosophical? What kind of toy was that anyway? Before either of them could ask, Tony and Bruce walked into the room.

Rocket was surprised to see Bruce in his current form. "Doc? Sheesh, what happened to you? You look a little...green. And from what I've heard, green is not a good color for humans."

Bruce chuckled. "Don't worry, I'm fine. I'll tell you all about it later. I understand that you've got an emergency?"

"Oh, yeah." Rocket turned to Mikey, who was still staring at the drinking bird. With an annoyed growl, he climbed onto the table and knocked the bird down, breaking Mikey out of his trance.

"Huh-what?" Mikey blinked and finally noticed Bruce. "Oh! Dr. Banner! Thank the Pizza Maker in the sky!" He ran to the scientist and eagerly shook his hand. "I see you've been working out! Anyways, we need your help! Years ago my friend Timothy turned into a mutant and we had to freeze him but then he unfroze and went crazy and there was a horrible accident and now he's nothing but a brain and he needs a new body!" He took a deep breath after talking so fast. "So can you help us?"

Bruce blinked. "I...I'm sorry, I didn't catch any of that."

Rocket rolled his eyes and sighed as he hopped off the table and walked toward a chair where Timothy's bowl sat. "His freaky pal had an accident." He picked up the bowl and presented it to Bruce. "This is all that's left of him."

Bruce's eyes went big when he saw the ooze-covered brain inside and he clamped a hand over mouth. "Oh, holy...!"

"Told ya," Tony muttered.

"We need you two to build him a new body," Rocket said. "Stark says it's possible. What about you?"

"I..." Bruce cleared his throat and readjusted his glasses. "I suppose it's possible. I'll-I'll-I'll need to run a few tests though." He bent down to take the bowl from the raccoon and turned to Tony. "Tony, I'll need you for a couple of minutes."

Tony nodded and followed the larger scientist into the workshop, leaving the others in the common area.

"Well, while we're waiting..." Mikey walked back to the table and activated the drinking bird again, watching it intensely.

Rocket groaned and turned to Nebula. "Great. Now he's gonna start saying weird crap again."

...

It was over an hour before the two geniuses emerged from the small lab and the trio immediately stopped what they were doing and waited for their news.

"Okay, well," Bruce sighed softly and took off his glasses, "There's good news and uh, bad news."

The three friends glanced at each other worriedly and Rocket was the first to speak up. "Give us the bad news first."

"Well, the bad news is," Tony said, "we can't save his brain."

Mikey instantly felt his heart drop. "Y-You can't? Why not?"

"Were you aware that your friend had...well..." Bruce glanced at Tony uneasily before he turned back to Mikey, "...brain cancer?"

At that question, Mikey's eyes widened. He couldn't have heard the scientist right. "He...he had what?"

"Well, according to the scan, there was a parasagittal meningioma that grew and spread to-"

"Wait wait wait. Hold up. You're telling me...that all this time...Timothy was sick?"

Bruce looked at the Turtle with sad eyes. "Yes, very sick. For quite some time. There wouldn't be any point in preserving his brain since it's already dying."

"Huh," Rocket scratched the back of his head. "Well, what do you know." He turned to Mikey and gave him a small encouraging smile. "You freezing him probably saved his life."

But Mikey wasn't paying attention to anything the raccoon was saying. He was trying to wrap his head around the fact that Timothy had cancer and kept it a secret from him and his brothers. Mikey thought that Timothy was just a weird nerd who had nothing better to do and did the heroics because it was fun, but now he knew the whole truth. Timothy knew that his time in this world was short and he wanted to spend his last days doing something worthwhile like helping others and defending the weak from the bad guys, and he thought that his idols could help him. Instead, they let him turn into a freak and even forgot about him for years, which made Mikey feel even guiltier and tears formed in his eyes.

Nebula noticed those tears and she gave Mikey a comforting pat on his shell, then she turned back to Bruce and Tony. "What's the good news?"

"The good news is, we can still save him," Tony announced. "It's a longshot, but it's his only chance."

"Let's hear it," Rocket said.

"Have any of you ever heard of 'whole brain emulation'?" Bruce asked the trio.

"'Whole brain...'?" Rocket's ears perked up in realization. "You're talking about mind uploading, right?"

Tony nodded. "Exactly."

"Wait, mind what?" Mikey asked his raccoon friend.

"They're saying we could try transferring Timothy's consciousness into a computer," Rocket explained. "Basically, we make a digital copy of his mind before it completely disappears."

"You...you can really do that?" Mikey said with awe.

"I've heard of such an operation," Nebula said. "My father considered it once, so that he could live on forever and continue his work."

"Problem is, it's never been done before," Tony said. "At least not on this planet. We will be the first humans in history to have transferred a mind into a digital brain. If we succeed, that is, and nothing goes wrong. Once we're done with the transfer, we'll have to insert his new brain into a mechanical body."

"There are major risks involved," Bruce warned, "so we'll have to contact his family and ask them-"

"He doesn't have any family," Mikey spoke up with some sadness in his voice. "We already checked. He doesn't have anyone. So as his friends, we're giving you the OK, Doc."

Rocket and Nebula both nodded in agreement.

Bruce took a deep breath. "Alright, then." He turned to Tony and nodded. "Let's get to work. The clock's ticking."

...

Mikey and Nebula returned back to the lair to clean the mess that Timothy had left during his escape, which also helped the young Turtle to get his mind off the operation. Rocket stayed behind to help Bruce and Tony since he, too, he was a mechanical genius and after all, three brilliant minds were better than two.

As he swept the broken glass in Donnie's lab with a broom, he looked at Timothy's old busted canister and released a shaky sigh.

Nebula walked into the lab with a soda can and silently handed it to Mikey.

"Thanks," Mikey said quietly as he took it from her and opened it.

"Are you okay?" she asked him.

He took a sip before he answered, "I had no idea that he was sick. None of us did. If we had known that before...I mean, why didn't he tell us?"

"Maybe he didn't want to look weak," Nebula suggested. "Maybe he didn't want your pity."

"We used to make fun of him behind his back," Mikey confessed, feeling ashamed of himself. "He wore that goofy costume and messed up all the time. To us, he was just some dork who was obsessed with us." He looked up at Nebula with wet eyes. "We laughed at him, and all he wanted to do was to help people while he still had time." He sniffled and wiped his nose with his arm. "We weren't the heroes Timothy thought we were. We were just jerks. He was the real hero. And now he's dying."

"But you're doing everything you can to help him," Nebula assured him. "You've left him in good hands, and they will save him. You just need to have more faith."

Mikey chuckled weakly. "Since when did you start being more optimistic?"

Nebula grinned a little. "I learned from the best."

...

The hours passed and Mikey eventually fell asleep on the couch with a magazine covering his face and snoring loudly.

A blue hand reached down to remove the magazine. "Hey."

"Huh...?" Mikey fluttered his eyes open and saw Nebula standing over him. "Oh, hey, Neb." He yawned as he sat upright and stretched himself. "What's up?"

"Rocket just called," she informed.

The Turtle's eyes popped open and he jumped off the couch. "Did they do it?!" he shouted. "Is Timothy gonna be ok?!"

She raised a hand to calm him down. "All he said was that we need to come down right away."

...

Within thirty minutes, Mikey and Nebula were back at the Avengers headquarters and Rocket was in the common area waiting for them, sitting on the edge of the table next to Timothy's brain, which was now in a jar.

Mikey became alarmed when he saw the brain and he ran to the raccoon. "Rocket, what happened?" he asked urgently. "You guys couldn't save Timothy?"

But Rocket didn't look the least bit worried or sad; in fact, he was grinning. "You're looking at the old Timothy," he said as he tapped the glass of the jar.

As if on cue, Bruce walked into the room and was carrying a metal box. He carefully lifted the lid, revealing a small hexagonal prism inside. The outlines lit blue as it made a quiet humming sound. The Avenger smiled at the Turtle and cyborg. "Meet the new Timothy."

Mikey gasped softly as he approached the box and looked at the strange device. "That's Timothy?"

"Well, more accurately, he's inside the hard drive. We've managed to convert his consciousness into data and store it in this device. It took over twelve hours and we had to rush for his sake, but we did it. We actually did it." He chuckled softly. "I'm finding it hard to believe, myself. This is a huge scientific breakthrough. Now I know how Thomas Edison felt after he invented the lightbulb."

Mikey couldn't hold back his joyous laughter as he hugged the large green scientist. "Thank you! Thank you! Thank you! You guys really are the best!"

"Don't thank us just yet," Tony's voice spoke up and everyone turned to see the other Avenger wheeling in a brand new suit of armor of his own design that hung from rack.

Mikey's eyes sparkled in wonder and amazement. The suit looked like the traditional Iron Man one, except the face, upper arms, and upper legs were painted red while the rest of it was green. The same exact colors of Timothy's old costume before he mutated. "That...is...awesome!" he exclaimed.

"It's specifically designed to support the new brain," Tony said as he pointed at the head of the suit. "It'll only be activated once the hard drive is plugged in."

"Can it fly, too?" Mikey asked excitedly. "And shoot lasers out of its hands?"

"Well, no. So far it's only function is to...well, be a body. But...if your friend is still interested in the hero thing, I could make some modifications."

"There's only way to find out," Rocket said to Mikey. "We wanted to wait 'til you got here to activate him."

"So you wouldn't miss this moment," Bruce said.

Mikey smiled gratefully at all three of them. "Aww, thanks guys."

"Well," Tony carefully lifted the hard drive out of the metal box and approached the suit, "here goes nothing. Hold your breath."

Mikey did exactly did as the face of the suit automatically opened up to reveal an outlet for the hard drive. Tony carefully plugged the drive in and as soon as he pulled his hand away the face closed up again. For five seconds, nothing happened, and Mikey began to feel a little disheartened.

But then the lights in the eye slits turned on and the suit came to life with a gasp. It lifted its head and looked at its surroundings, and once it locked eyes with Mikey, it spoke its first words.

M...Michelangelo?

Mikey smiled so big he felt his face could break. Timothy's old normal voice was back, and it sounded so clear and smooth unlike his last voice box. "Hey, Pulverizer! Good to see you again!"

Timothy continued to look around. Where...Where am I?

"Dude, you wouldn't believe me if I told you!" Mikey laughed.

When Timothy spotted Tony and Bruce, he let out another gasp. Whoa. Are you who I think you are?

Tony greeted him with a nod. "That's right."

"How are you feeling, Timothy?" Bruce asked.

Uh...a little weird, Timothy answered. For some reason I can't move my arms or legs. And my memory's a little fuzzy.

"What can you remember?" Mikey asked him.

Well, the last thing I remember is the mutagen coming down on me. Then...I don't know. Everything just blacked out.

"Wait," Mikey scratched his head, "you don't remember becoming a mutant? Or anything after that?" It amazed him that Timothy didn't remember turning into a freak and going nuts, but it was probably for the best.

I really became a mutant?! Timothy asked excitedly. So it did work! Was I a cool mutant?!

Mikey turned to Rocket, who just shrugged. "Uh..." he scratched the back of his neck as he tried to think of something to say.

Wait. Is that a brain? Timothy looked directly at the jar on the table.

"Alright," Rocket groaned as he stood up on the table. "Someone's gotta tell him eventually. Kid, this is your brain."

...M-Mine?

"Yeah. Your mutation was unstable and you literally fell apart. The only part of you we could save was your brain, but even that was dying, too. So we transferred your mind into a robot that Mr. Stark designed for you."

Robot? Timothy looked down at himself and was surprised to see his new body.

Mikey walked up to him and patted his metallic arm. "But now you look even cooler than you did as a mutant!" he said in hopes of comforting him. "And you're not just any robot; you're an Iron Man!"

But that didn't seem to cheer Timothy up and he said in a somber voice, But...I'm still a robot.

Nebula stepped forward with an angry expression. "Michelangelo saved your life," she told him sternly. "You're only alive now because of him. Show more gratitude."

Mikey turned to her and shook his head. "Nebula, don't-"

No, it's okay, Timothy softly assured. She's right. I guess it's my own fault. I mean, I volunteered to become a mutant 'cause I wanted to be more like you. I was in way over my head, and I deserve this.

"Hey, come on, Timothy," Mikey looked up at him sadly. "Don't be so hard on yourself. We know why you wanted to be a hero. And I just wish you had told us about the...you know...cancer."

You...know about that? Aww, shucks. I didn't want you guys to worry.

"Well, the good thing about being converted into data is, you won't ever have to worry about cancer or any illness again," Bruce told him. "I know it's a big change, son, but we'll be there to help you get through it."

"It'll take a while to get used to your new body," Tony explained. "You can't move your limbs now, but with time and patience, you'll get the hang of it."

"And guess what, Timothy?" Mikey walked over to Tony and playfully slapped him on the back. "Mr. Stark offered to give you an upgrade if you decide to become a hero again. You know, with flying boots and laser hands!"

Really? Timothy asked Tony. You'd train me, Mr. Stark?

Tony shrugged. "I don't see why not. It'd give me something to do anyway."

Wow! Timothy laughed, clearly excited. I can't believe it! I'm gonna be trained by an Avenger! I can't wait to get started! He then looked at Mikey. And Mikey, thanks for saving me. You really are a pal.

Although he didn't feel like he deserved Timothy's thanks, he smiled warmly at the robot and gave him a thumbs up. At least he was able to save one more friend.

...

Tony sighed tiredly as he reached into the fridge to get a bottle of water.

He was extremely exhausted but also very proud of himself. Today was a tremendous, historic accomplishment: the first ever digitalization of the human consciousness. Now that he knew that the operation was possible, it could used to help millions of people who were beyond medical help. Of course, he couldn't have done it without Bruce and Rocket. He owed his fellow geniuses big time.

He sat down at the table and glanced around. It was weird being back in the old kitchen, where the other Avengers would gather for a quick snack and short friendly conversation. He felt so small at the big empty table, and ever since he retired and became solo once again, he realized just how small he truly was.

"Mr. Stark?"

He glanced toward the entrance and saw Mikey standing there and looking a bit shy as he rubbed his right arm. "Could I, uh, join you?"

Tony grinned and gestured to the empty seat next to his. "Sure. Have a seat. Want something to eat?"

"No, thanks," Mikey quickly took his seat. "Too tired to eat. Anyway, I just wanted to thank you for helping us out."

"It was nothing, kid," Tony assured him. "I may not be Iron Man anymore, but I'll always be Tony Stark, and he'll always help out in any way he can."

Mikey smiled and nodded. "You know, you were always Donnie's favorite Avenger."

"Who?"

"Oh, he was my brother. My bros and I looked up to you guys. You totally inspired us, and after you saved New York from Loki and his army, we just couldn't stay in the sewers anymore and finally convinced our Dad to let us go topside. Leo's favorite Avenger was Captain America, the Hulk was Raph's, and you were Donnie's."

"I see. And who was your favorite?"

"Mine? Hmmmm..." Mikey looked up at the ceiling as he pondered, then he shrugged. "I dunno. You were all so cool."

Tony chuckled softly. "Thanks."

"Donnie was an inventor just like you. He even dreamed about working for Stark Industries, but he didn't think you'd ever hire him since he was a mutant."

"Well, hey, I'm not the judgmental type. It's the brains I care about...mostly. I could still hire him. But given that you're referring to him in past tense, I take it he's..."

Mikey glanced down at the table sadly. "Yeah. He got erased by Thanos. Leo, too."

"Sorry," Tony quietly said.

"There wasn't anything that my bros and I couldn't do, as long as we stayed together. But after they disappeared, I felt...lost. And helpless. I tried to keep things under control on my own, but I couldn't."

"Yeah," Tony nodded. "I know exactly how you feel. Everyone keeps saying that the Avengers were the greatest heroes in the world, and yeah, we kinda were. As naive as it sounds, I really thought we would stay a team forever, but I guess...nothing lasts forever."

"My Dad said that, too. But he also said that all endings pave the way for new beginnings. Yeah, I lost my old team, but I have a new one now. Rocket and Nebula have been helping me protect this city, and for the first time since the Snap, I feel...well, happy. Like, for real happy. I'll always miss my family, but it doesn't hurt as much."

Tony nodded. "That's how I felt after my daughter was born."

"By the way, I've been meaning to ask you, is it true that Spider-Man was your sidekick?"

At that mention of that name, Tony tensed up. Bringing up that topic was always painful, but he knew that Mikey wasn't aware. After all, nobody, with the exception of Happy and Pepper, knew just how close he and Peter were.

He cleared his throat before he answered, "Well, I wouldn't exactly use the term 'sidekick'. He was his own hero, but he was young and...inexperienced. So I kinda took him under my wing." He then chuckled. "You know, your robot friend reminds me a little of him."

"Really?" Mikey asked surprised. "Timothy reminds you of Spider-Man?"

"Yeah. He was kinda...how do I say this...nerdy. But he used his powers to help others, never for selfish reasons. He used to say often, 'With great power, comes great responsibility.'"

"Wow. That's deep."

"He was a good kid. Left this world too soon," Tony added somberly before he took a sip of his water. "Anyway, after your friend asked me to train him, I just couldn't say 'no'."

"He won't disappoint you, Mr. Stark. I know he'll be a great hero." Mikey stood up from his seat and offered his hand to shake. "And I promise to do my best, too."

With an encouraging smile, Tony took his hand and shook it. "I know you will, kid."