Disclaimer: I do not own Marvel Cinematic Universe, Buffyverse or anything else you may recognize

Thank you to everyone who has favorited, followed or reviewed this fic so far.

Thanks to Brainstorm Sorcerer for his help again.

Guest: Thanks for the review. Moon Knight he could beat. Batman, depends upon various factors, including if Batman figures out Daredevil's power and uses some sonic device, though Daredevil will give him the fight of his life.

Chapter 6- Making up

Buffy was sitting in her room, holed up, embarrassed and ashamed over the whole thing, also angry, but she didn't even know anymore.

How could she say all that to all of them? Why….where did it even come from? Was she this horrible of a person deep down? This insecure? This ugly?

All of them had stood by her so much, and now she had insulted them all over petty reasons. Even if it was due to the locust that had gone into her, all of that rage and aggression and arrogance, it had come from somewhere.

Now knowing that, Buffy really did not like the person she was seeing in the mirror (figuratively that is). She was hating herself for all of her flaws.

No wonder she had been called arrogant and self-righteous in return by all of them, she probably was, since she had a strong aversion to people questioning her plans, no matter how stupid it really sounded.

Spike then walked in. "There you are. Well, since it wasn't exactly you-"

Buffy was staring off into the corner and softly said. "Maybe I wouldn't say it when I'm in my senses, but it came from somewhere inside of me. Besides, its not like the others were wrong about me either. Please leave."

"Well", Spike wondered what to say. "Think a drink or two could solve it." He noticed Buffy hadn't reacted or moved a bit. "Buffy?"

"I don't feel very right."

Spike walked closer to her. "You're not fooling me."

"What do you even mean?"

"Well, you're not a quitter or bad friend", Spike pointed out.

Buffy shrugged stubbornly in self-loathing. "Watch me."

Spike assured her. "You were their friend, and you still are. Some harsh words and insults are not really going to change the whole thing, right?"

Buffy was still sitting on the edge of the bed as Spike was standing up in front of her.

"No."

"No?"

"No."

"You mean 'no' as in eventually?"

Buffy asked. "You really have problems with that word, don't you?"

Spike encouraged. "You can get them back."

"Can, maybe. Should?" Buffy sighed, holds her head in her hands. "I'm just so tired. And let's be honest, I can be a bad friend too. Sometimes I've treated them badly over some trauma I have, which is understandable if not justifiable, but never said 'sorry.'"

Spike told her. "They need you. You need them. You all need each other."

"Well, I..."

Spike tried to cheer her up. "I mean, your flaws aside, they have their own too. It becomes chaos without you."

"It does?"

"Yeah! I mean….none of them are that organized without you to be the Slayer and dust Vampires all around."

Buffy smirked. "That does sound like a dire image."

"Well, I didn't always see it, since I was the Big Bad every time it happened", Spike sat on the edge of the bed beside her.

Buffy sighed sadly. "I cut myself off from them...all of them. At times. I know I was chosen and all that so I have to be the best—" She shook her head, standing up. "You know what? I'm still making excuses. I've always cut myself off. I've always—" She sighed. "Being the Slayer made me different. But it's my fault I stayed that way. People are always trying to connect to me, and I just slip away." Buffy chuckled. "You should know."

Spike reminded. "I seem to recall a certain amount of connecting. In fact we still do connect now, all the time. We were even before I had a soul."

Buffy shook her head. "Well, now we are, but then? Let's be honest, was it beyond physical then?"

Spike stood up angrily. "You think that's all that was? Just physical?"

"Please, let's not go over the past. We love each other now, but then we didn't to be honest." Buffy sat down.

Spike wasn't having it now. "Oh, no, no. Let's hold on here. I'm hummed along to your pity-ditty, and I think I should have the mic for a bit."

Buffy shrugged. "Fine. The stage is yours. Cheer me up."

Spike said. "You're insufferable."

Buffy said sarcastically. "Thank you. That really helped."

Spike said. "I'm not trying to cheer you up."

Buffy asked. "What are you trying to say?"

Spike replied. "I don't know. I'll know when I'm done saying it. Something pissed me off, and I just— "Just physical back then." That's it."

Buffy gave in. "Fine. It was beyond physical then, we had a connection, I just didn't see it until you got your soul since I put too much stock into that stuff. May I please continue to wallow now?"

"You listen to me." Spike kneeled in front of her. "I've been alive a bit longer than you, and dead a lot longer than that. I've seen things you couldn't imagine, and done things I prefer you didn't. I don't exactly have a reputation for being a thinker. I follow my blood, which doesn't exactly rush in the direction of my brain. So I make a lot of mistakes, a lot of wrong bloody calls." He looked into her eyes. "A 100+ years, and there's only one thing I've ever been sure of: you." Buffy looked away; he reached toward her face. "Hey, look at me. I'm not asking you for anything. When I say, "I love you," it's not because I want you or because I can't have you, the two us being together aside for the moment. It has nothing to do with me." A tear rolled down Buffy's cheek. "I love what you are, what you do, how you try. I've seen your kindness and your strength. I've seen the best and the worst of you. And I understand with perfect clarity exactly what you are. You're a hell of a woman. You're the one, Buffy."

Buffy quietly said. "I don't wanna be the one."

Spike quipped. "I don't wanna be this good looking and athletic. We all have crosses to bear."

Buffy chuckled as he said. "You get some rest now. I'll check in with the rest. You can decide how you want..." He walked toward the door.

"Spike?" He turned to face her. "Could you...stay here?"

"Sure." Spike looked at a chair, thinking Buffy wouldn't want any closeness at the moment due to all that was going on in her head. "That diabolical old torture device, the comfy chair." He took off his coat. "It'll do me fine."

"No, I mean...here." She touched the bed beside her. "Will you just hold me?"

Spike sat on the bed beside Buffy and put his arm around her. She curled up on him, cuddling up to his chest as he put his arm around her shoulder, holding her head with his hand.

Wesley and Lilah were in their own room, sparring with swords. "That's it. Two, one, five." Lilah parried Wesley each time, and he was not held back at all. "Very good."

"What can I say? I'm a fast learner", Lilah smirked and shrugged, before they got into poses again and this time Lilah struck a few times which Wesley blocked as well, but she was good.

He and Angel had trained her in hand-to-hand and swordfighting quite well.

When they were done, they put their swords away and sat down together as Wesley told her. "What Buffy said earlier…..do not pay much attention. She didn't see you change the way we did."

"I know, she was just lashing out like a spoilt child at everyone calling out her bull", Lilah scoffed. "Besides, with the disgusting bug out, she'll probably say 'sorry' to the rest at least."

"I'll make her apologize to you if she doesn't by herself", he assured her as they shared a smile.

"Oh what would I do without you?" Lilah asked, pushing him onto the bed on his back.

"Still be evil?"

"I can be evil right now if you want", she climbed over him, a sultry look on her face.

"Please be."

"Sure thing."

She knelt down as the two of them shared a kiss full of both love and lust.

Illyria was in her room, looking depressed and downcast, as Steve sat down in front of her. "I know you're not holding up well."

"I am alone", she muttered brokenly. She was the last of her kind now.

"I'm sorry", Steve reached out a hand and held hers. She let him. "I was alone too when I woke up after many years."

"You still had humanity. I have no one now."

"That is true", Steve agreed, now holding her hand with both of his own. "The humanity bit that is. But I had people to help me through it. God knows I'd have gone insane if I didn't. And here's the thing- you don't have no one. You have us. Fred. And me."

Illyria now looked up at him curiously. "You profess to care about me?"

"I do, because I care about you. I didn't think I would, but I do. You are part of Fred, and Fred is part of you. I can't care about one and not the other. I know both of you, and I care about both of you", Steve assured her. "And I mean that."

Illyria tilted her head, her face an emotionless mask, but inside, she was feeling…something she had never felt before.

"I feel….affection….it is strange", Illyria commented with another head tilt. "Yet in a good manner I do not oppose."

They were not sure who moved first but a second later, their lips were touching, and they were sharing a loving kiss, losing themselves into it as they both let their feelings for each other out.

Mid-kiss, Illyria turned back into Fred but it still continued, since Steve cared about them both, and they both cared about him.

They parted, looking at each other as they shared a smile and Fred said. "She is grateful for what you said to her. And so am I."

"I care about both of you", Steve said, stroking her face and hair.

Fred's eyes turned blue, showing she and Illyria were there at the same time as she stroked Steve's face too.

"So do we."

And they shared another kiss.

Gunn was still out there, getting people to safety from a destructive thunderstorm in a large Helicarrier operated by a SHIELD pilot. "There! Come on everyone! Let's go."

They moved towards it when a pole toppled towards some people, the wires pointed at them, and many would have been shocked to death but Gwen Raiden jumped in the way and absorbed it all, cracking her neck as she did so.

"GO!" She yelled at the people and they all ran off as the electricity stopped. Gunn walked to her.

"You okay?" He asked her.

"Oh yeah, that was nice juice", Gwen smirked, looking at Gunn. "It's even making me horny."

"Well, let's save it for a bit", Gunn shrugged as they chuckled and shared a peck before continuing to find people to help and save.

Fitz and Simmons were in another Helicarrier that was being loaded up as they read through some recordings, the former noting. "It has reduced at some places but increased in other."

"Apocalypse really is making a long, grand statement", Simmons sighed. "And he's continuing to make it."

"You ever thought our lives would become this crazy back at the Academy?" Fitz asked as they looked at people being docked to safety.

"Well, you were making me crazy already", Simmons shrugged as they chuckled at her joke.

"So were you", Fitz responded to that.

"You more."

"No you more."

"Okay, let's agree it wasn't as crazy as this", Jemma reached a compromise.

"On that we are in agreement Mrs. Fitz-Simmons", Leo agreed as they kissed each other. No matter how dark and dire things would get, the two of them would always have each other.

Bobbi and Hunter had seen them from a little distance as the former commented. "Those two are such adorable lovebirds, aren't they?"

"Come on, we are better when we put our minds to it", Hunter told her.

"Want to try it or what?" Bobbi asked, smirking.

"Well", Hunter looked around, seeing they had evacuated all people from this place. "Yeah."

"Good."

They both sneaked into a room and began their session.

Back at the Avengers Tower, Clint talked to Laura on the phone as she said. "Its not happening here yet. But the kids are scared, Clint. And frankly, so am I. For you."

"I know, but we have to work together to stop Apocalypse", Clint told his wife. "The others being out there while I'm not…I can't take it."

"I know you couldn't, because that's who you are. And that's the man I love."

Clint smiled. "I love you too, honey. Tell the kids daddy will be back soon."

"Will do. Do what you have to, Clint."

And then the call was cut.

Bucky and Natasha had just returned, having evacuated two areas already as the latter said. "And here I thought the Snap sucked, but so many people running like that due to this-"

"Apocalypse has got us all working overtime", Bucky noted, the two walking to their room, unaware of the fight that had taken place before. "Like, really overtime."

"Almost makes me miss when we first met", Natasha said before adding. "Almost."

"That was a terrible time, except us having each other that is", Bucky told her.

"I know, and we still do", Natasha smiled as they shared a kiss. "I love you, James."

"I love you too, Natalie", Bucky said as they kissed again.

Tony was sitting with Pepper as both cooed over baby Morgan, the former saying. "Cheerleader really lost it due to the locust thing. Never seen her like that before."

"All of us have our Demons inside", Pepper said, rocking Morgan. "At least it took someone else's control to bring hers out."

"Yeah, at least it took that", Tony muttered before looking at Morgan. "I'm done after this."

Pepper looked at him in surprise. "Like, done-done or-"

"Done-done", Tony confirmed, taking Morgan as he looked at her lovingly. He had his flaws but his daughter and Pepper brought out the best in him. "I haven't been able to rest so far, but after this….I think this would be it for me. We can rest together then."

"I'll wait", Pepper said, the two of them kissing each other before playing with Morgan.

Angel sat with Cordelia on the bed, looking at Connor.

"Sucks this happened right on the day we became a happy family", Cordelia sighed sadly as she and Angel held hands. "The Universe really hates us, doesn't it?"

"Can't say I disagree", Angel nodded. "But at least we are all together in this."

"I know", Cordelia agreed as she rocked Connor. "We'll face this together as a family."

"Together", Angel agreed as he and Cordelia kissed.

Back outside in a city, the shrunken Hope brought a shrunken Helicarrier to the ground, putting it down, then enlarged it before coming back to normal size. "Everyone, get into this!"

The screaming people rushed to it when a building started toppling on them but Scott appeared, growing into a giant, and held it back. "Don't worry, your favorite hero has got this."

Some people cheered and clapped for him before managing to rush inside as Scott let the building fall onto the other side as the area was now devoid of people, and shrank to normal size, walking to Hope. "Its nice getting a little appreciation."

"A little?" Hope asked jokingly, making the 'little' symbol with her fingers.

"Okay, a lot", Scott shrugged as they chuckled.

"I adore you", Hope said and they kissed before continuing to look around for people.

Back at the Tower, Willow and Tara lay in bed together, Miss Kitty Fantastico the 2nd curled up and sleeping nearby.

"You think we should stop all the travel and just settle down after this?" Willow asked, turning over to look at Tara. "Because we've done the travelling a lot."

"I think I agree", Tara said, both looking at each other now. "We can settle down and have a couple of kids maybe."

Now Willow looked nervous, which Tara instantly realized. "Really? I mean….I didn't have the best parents…I could…."

"You're nothing like them, honey", Tara assured as they held hands, their wedding rings sparkling a bit. "I think you'll be an amazing mom."

"But if I-"

Tara kissed Willow on the lips and Willow kissed her back, now calmed down at last. Tara was right, she'd be an amazing mom. And so would Tara.

Dawn was sitting on bed as Peter swung in through the window and took off his mask, sitting next to her. "Hey."

"Hey."

"Buffy come out yet?"

"No."

"Well, let's wait", Peter shrugged.

"You know, I love her and all that, always will, but she does have the self-righteous thing going on at times", Dawn said with a sigh. "She also really loves to baby me a lot still even though I'm a grown woman. Mostly that is."

"That can suck", Peter agreed since Tony used to do the same to him and worse.

"We're still kids to them, aren't we?" Dawn asked, looking at him.

"Probably, but we know what we can do, remember?" Peter reminded Dawn of their conversation after she had found out she was not a Potential after all.

"I remember", Dawn nodded. "Though, I got to say one thing."

"What?"

"Well, while Buffy and the rest were close, there used to be quite a bit of fights between them", Dawn told him with a shake of her head. "It actually stopped after you came in."

"You serious?"

"Yeah, I think you made everyone over here a better person", Dawn said with a smile. "Must be a superpower."

"Well, I have one more."

"What?"

"Of loving you, Dawn Summers."

"Oh I have that too, Peter Parker."

They shared a kiss and started making out.

Meanwhile, the training room was empty, except for Faith who was beating down on a punching bag, unloading on it as if she wanted to send it flying across the room.

"You know those were made for Cap in mind, right?" Matt walked in and quipped. Faith turned to him, and he could taste the saltiness of tears.

"I really thought, after so long, we could have finally buried the hatchet."

"You have."

"She didn't!" Faith screamed. "You heard her! What I went through, I thought it was enough, I thought I suffered enough that I deserved happiness, and the people I actually believed were my friends were happy for me. I have the near perfect life, a husband I love, a puppy I adore, friends I couldn't be without, a job, I have a damn future, but she thinks she should have all of that?!" She leaned her back against a wall and slid down until she was sitting on the ground.

Matt let her rant, and when she was done, he walked over and sat down next to her, an arm going around her shoulder as she leaned into him.

"I'm not going to defend Buffy, what she did was wrong, but it wasn't her in control. Strange said whatever happened unlocked her inhibitions and made her act on them, violently. Deep down, Buffy is jealous of you, and in some way, she hated me." He kissed her head and muttered in her hair. "You shouldn't be mad at someone who isn't at fault. Buffy always wanted a normal life, now you have it, someone that a couple years ago, she never would have suspected to completely turn their life around. It just goes to show how amazing you are."

Faith was silent, mulling over everything he said, then eventually she wrapped her arms around her husband's torso and he returned the gesture as the two hugged. "I love you so much."

"And I love you."

They stayed that way for a while, before Faith detangled herself and stood, Matt following her up.

"So," Faith started as a grin formed on her lips, "B's jealous of me." Matt sighed, he knew that tone, he almost felt bad for the blonde. "And you just spanked a Slayer, outside of the bedroom." Now he groaned.

"Faith."

"Oh come on, doesn't feel a little bit awesome? I know my little-"

"Faith!" She reared her head back in laughter at her husband's tone. "What am I to do with you?"

"Love me for the rest of your life?"

"I already do."

The two kissed each other.

A while later, all of them started gathering in the meeting room again to decide the next course of action. Buffy held hands with Spike and looked at him as he gave her an encouraging nod and smile.

She smiled back and looked at everyone.

"Earlier, I was out of line."

Clint, who had been mind-controlled before, started. "You were-"

"I know I was, but whatever happened, it removed my inhibitions, so all that I said, it came from somewhere inside", Buffy said guiltily. "And it was horrible, what I said and did." She looked at Dawn. "You are the best sister." Dawn smiled. "So are you." Buffy nodded, then turned to Peter. "You are the best thing to happen to our group."

"Thank you."

She turned to Willow. "You didn't usurp my position. We both are important, and you are my best friend. You and Xander both"

"So are you." Willow and Buffy hugged.

She turned to Tony. "Those AIs are very intelligent and cool. Only a genius could create it."

"Yep, I know I'm one", Tony shrugged while raising his arms to either side.

Buffy turned to Giles. "You are the best mentor I could ever ask for." She walked to him and hugged him while whispering in his ear. "And the best dad. I love you."

"I love you too Buffy", they shared a kiss on the cheek while parting.

She looked at Lilah. "Look, I'm still getting used to you….but Angel vouches for you. So that's enough."

"Gee, thanks boss", Lilah quipped to Angel as he rolled his eyes good-naturedly while she turned to Buffy. "Good to know."

Buffy then finally looked at Faith. "Faith-"

"Look B-"

"When you fell, I realized that…I fell with you." Buffy told her.

"What do you mean?" Faith asked.

"I've been slowly letting the darkness come to me in all these years due to how jealous I was of you. And after every heartbreak or set-back or loss... I sank deeper into the dark water. Even with Spike and my friends, I never thought I'd have even a semi-normal life. And so when I saw you, so beautiful, and so alive and married with a great life, I realized that I'm not those things. I want to be, but I'm not right now. So please... Please don't hate me, Faith."

Faith walked to Buffy and gave her a hug as the teary Buffy hugged her back, both finally letting go of any lingering minor feelings of resentment they had towards each other.

As they parted, Faith teased Buffy with a smirk. "You got beaten by a blind man."

"Never going to live that down, am I?"

"Never."

Buffy turned to Matt, holding out her hand. "Sorry about earlier."

Matt shook her hand. "Apology accepted."

And with that, the air was finally cleared as Steve told Buffy. "It may have come from within you, but how you reacted after coming to your senses shows you're a good person Buffy."

"Thanks Cap", Buffy smiled.

"Now", Steve said, going into leader mode as he took a seat and so did the rest. "Let's discuss what to do next-"

And this is done. This chapter was supposed to be an interlude, romantic moments between my favorite couples from both franchises, as well as the crossover couples.

I did miss some like Bruce/Betty, Thor/Sif and Xander/Anya but wasn't sure what I could do with them as well. Plus Xander and Anya won't have a big role in this fic since I love them but only so many characters you can do something with, so those two are in the background, though they will get something to do later.

Though I love the above 3 as well, even if I missed them here.

I hated the whole coup thing in Buffy 7x19 but the Spuffy moment in 7x20 was amazing, so I threw in a modified version of it here, since not doing it was a big sacrifice I had to make for 'Beneath the Spider', but now here we are.

And now Buffy has made up with them all as well.

Hope all enjoyed and see you all next time with another chapter which has the first major battle of the story. SPOILERS- It won't be the last one either.