May 2012, SHIELD helicarrier

"Hey, you're not supposed to be in here!"

"Son," Steve began, "just don't."

Peggy gestured Clint and Natasha to the cockpit. "Alpha bravo foxtrot 3-6-9-0."

The protesting engineer snapped to attention with a salute. "Understood, ma'am."

"In English?" Steve questioned once he was out of earshot.

"To put it simply," Peggy said, wrapping the cargo netting around her hand to secure herself, "I'm pulling rank; this is an emergency."

As the jet took off, she pulled out her phone and called a number she had memorised several years ago.

"This is Agent Carter with SHIELD," she said as soon as someone answered, before they could speak. "We have an incoming extraterrestrial army to Manhattan in the area surrounding Stark Tower. Any assistance you can provide with crowd control and evacuations would be appreciated."

"Understood, Agent Carter. We'll rally the team."

"Thank you." Peggy hung up, catching Steve's eye. "Mutants," she explained. "People born with abilities, rather than getting them through a serum. There's a school upstate; they've got a good number of contacts. I'm hoping Fury will do the same with NYPD."

Steve nodded, his jaw set. "Do you think we'll get there in time?"

"No," Peggy said honestly. "I think Loki's got too much of a head start. But Tony can hold the ground until we get there."


May 2012, Manhattan

Tony's journey wasn't smooth though. The Mark VI had taken a great deal of damage while he'd been in the engine and he'd have to swap it when he reached the Tower.

"Sir, I've turned off the arc reactor, but the device is already self-sustaining."

Tony grimaced, relieved beyond belief that Pepper was in DC by now. He'd sent a message to the employees in the Tower (not that there were many yet, since building work had only just finished) as soon as he had realised the danger, instructing them to take the rest of the week as paid vacation time, so hopefully the building was empty.

The device in question was being controlled by Dr Selvig on a laptop and it was he Tony focused on first. "Shut it down, Dr Selvig."

"It's too late!" Selvig cried, his artificially blue eyes alight with excitement. "She wants to show us something! A new universe!"

Tony sighed. "Okay." The repulsor blast would have hit its target, but the Tesseract seemed to have formed its own force-field, and the shockwave knocked Tony back and threw Selvig against the stairwell door, knocking him out.

"Sir, the barrier is pure energy. It's unbreachable."

"Yeah, I got that," Tony muttered. "Plan B."

"Sir, the Mark VII is not ready for deployment," JARVIS protested.

Tony rolled his eyes. "Then skip the spinning rims, we're on the clock."

He touched down on the landing deck, the machinery rising to remove the armour, his eyes fixed on Loki, who turned to let himself into the penthouse.

Was it really only last night he had gone through the exact same motions, flirting with Pepper and anticipating an intimate night in?

"Please tell me you're going to appeal to my humanity," Loki said, as Tony stepped through the door.

"Actually, I'm planning to threaten you," Tony said.

Loki smirked. "You should have left your armour on for that."

Tony shrugged, jogging down the stairs and into the bar area. "Yeah, it's seen a bit of mileage and you've got the, uh, glow stick of destiny. Would you like a drink?"

Loki frowned. "Stalling me won't change anything."

"No - threatening," Tony repeated. "No drink? Are you sure? I'm having one."

"The Chitauri are coming," Loki said, almost gleefully. "Nothing will change that. What have I to fear?"

"The Avengers," Tony said matter-of-factly, pouring himself a few fingers of whisky. "We're sort of like a team," he elaborated, when Loki merely looked confused. "Earth's mightiest heroes type thing."

"Yes," Loki said, now looking amused. "I've met them."

Tony returned the smile. "Yeah, it takes us a while to get any traction, I'll give you that, but let's do a headcount here. Your brother, the demigod …"

Loki turned away with a scoff, as Tony had guessed he would, and he took the opportunity to slip on the two metal bracelets sitting on the bar.

"A super-soldier, a living legend," he continued, "who kind of lives up to the legend. A man with breath-taking anger management issues. A couple of master assassins. One of, if not the deadliest spy to walk the planet. And you, big fella - you've managed to piss off every single one of them."

"That was the plan," Loki said cheerfully.

"Not a great plan," Tony said bluntly. "When they come - and they will - they'll come for you."

Loki sneered. "I have an army."

"We have a Hulk," Tony retorted.

Loki raised an eyebrow. "Oh, I thought the beast had wandered off?"

"Yeah, you're missing the point," Tony said, coming out from behind the bar. "There is no throne. There is no version of this where you come out on top. Maybe your army comes, and maybe it's too much for us, but it's all on you. Because if we can't protect the Earth, you can be damn well sure we'll avenge it."

It was a good speech, if he did say so himself, and he was a little put out that Loki didn't seem cowed in the slightest.

"How will your friends have time for me," Loki asked, his voice deadly, "when they're so busy fighting you?"

Tony realised what was about to happen a split-second too late, but Loki's sceptre hit the arc reactor and did absolutely nothing.

Loki tried again, but still, the sceptre failed. He frowned. "This usually works."

Tony shrugs. "Well, the performance issues - it's not uncommon. One out of five …"

Loki grabbed Tony by the throat and tossed him aside.

"JARVIS, anytime now," Tony muttered, struggling to his feet, but Loki grabbed him by the throat a second time.

"You will all fall before me!"

"Deploy!" Tony gasped out. "Deploy!"

Loki threw Tony towards the window and he smashed through the glass, flailing in midair as he hurtled towards the ground. Seconds later, the Mark VII caught up with him, drawn to the bracelets, and wrapped itself around him, the thrusters engaging just in time to keep him from hitting the ground, drawing screams and gasps from the pedestrians.

"And there's one other person you pissed off," he announced, flying back up to face Loki. "His name was Phil."


"Holy shit," Clint announced.

"What?" Peggy asked.

"Portal's open," Natasha called back. "Looks like several explosions. Whatever these things are, they can fly." She switched on the comm link in the jet, patching through to Tony. "Stark, we're on your three, headed north-east."

"What, did you stop for drive-thru?!" Tony demanded. "Swing up Park, I'm gonna lay 'em out for you."

Clint did as instructed, and Natasha opened fire on the aliens on Tony's tail.

"Nice work," Peggy said. "Now get us to that portal."

As the jet rose and they came level with the balcony of Stark Tower, they could see Thor fighting his brother.

"Nat?" Clint prompted.

"I see him."

Clint swung the jet around and Natasha readied the guns, but Loki threw Thor away and blasted the jet with his sceptre, taking out one of the wings.

"Brace yourselves!" Clint called.

Peggy grasped Steve's shoulder as she stumbled in to him, and he wrapped an arm around her waist to steady her.

"Parachutes?" He asked.

"No, I've seen Clint land jets in worse conditions," Peggy said, just as they came to a very heavy crash landing - amazingly in an empty space with no civilians.

Peggy opened the rear hatch and the four piled out, sprinting back towards Stark Tower, getting as they did so their first glimpse of these alien warriors.

They were unlike anything Peggy had ever seen before, far more like aliens than Thor or Loki (who, indeed, looked human), yet nothing like the aliens she had imagined, if one could imagine aliens. Their armour seemed to be part of them, and they flew on hovercrafts in groups of three or four.

NYPD had already arrived, but aside from shooting pointlessly at the extra-terrestrials, they were clearly out of their depth. All around them, vehicles exploded, people racing through the streets trying to get to cover.

It was utter carnage, the likes of which Peggy hadn't seen since the last time she had been on a battlefield.

But this shouldn't have been a battlefield.

These people weren't soldiers, they were civilians, who were supposed to be having meetings, or getting coffee, or just going for a walk because gosh-wasn't-it-a-lovely-day-far-too-nice-to-stay-indoors.

And instead they were running for their lives.

Out of the corner of her eye, she could see figures in the black uniforms she remembered from her visits to Logan, so at least the civilians were getting some protection.

Just as they reached the bridge near the base of the Tower, peering up at the gaping hole in the sky, something loomed in its depths. Amidst the hovercrafts still emerging like a plague of ants from a disturbed nest, a huge creature appeared. It flew through the air like some kind of bizarre whale, but it reminded Peggy of some kind of prehistoric fossil she had seen in London some years before.

It swooped down, clipping the tops of buildings, grappling hooks shooting out, propelling more aliens towards office buildings.

Some landed on the external walls, hanging there like strange mountaineers; others crashed straight through the windows.

The ensuing screams were terrifying.

The silence that followed was even worse.

Whether this thing was some kind of alien monster, or just a mechanical ship that looked like a monster, or both, it didn't really matter.

"Stark, are you seeing this?" Steve asked.

"Seeing. Still working on believing," Tony answered briskly. "Where's Banner, has he shown up yet?"

"Banner?" Steve asked.

"Keep me posted," Tony said, sounding distracted. His line became a little muted in the way that it tended to when he conversed with JARVIS inside the suit.

"We need a plan," Peggy said, ducking down behind an overturned cab. She thought she might have seen the driver's dead body inside, but she was trying not to think about that.

"Is there a plan for this?" Clint asked. "I musta missed it in the employee handbook."

"Strengths?" Steve - no, Captain America (Peggy knew that tone, and she'd missed it) - asked.

"Hawkeye's better at long-range, but he can handle himself at ground level," Agent Carter responded crisply. "Widow's deadly at whatever distance she can get. And you know mine. I suggest we let Iron Man do what he does best."

Screams from a nearby bus alerted them, and Clint strung his bow. "We've got civilians trapped."

One of the crafts spread overhead, Loki at the helm like the head of some conquering army, leading several more. Whatever they did was out of sight, but the street erupted into horrific explosions and fireballs.

"Loki," Steve muttered. "They're fish in a barrel down there."

More Chitauri landed in front of them, and Natasha downed them with two shots. "We got this, it's good. Go."

Steve glanced at Clint. "Think you can hold them off?"

Clint gave him a small smile. "Captain, it would be my genuine pleasure."

The arrow he let fly hit could only hit one of the aliens. The charge he had added to the tip allowed him to incapacitate three others.

Apparently reassured, Steve jumped from the bridge. Peggy checked her magazine and expanded her shield. "Save as many as you can," she said. "But don't let this spread any further."

With that, she followed Steve, ducking and rolling to avoid lasers the same way she had bullets. It was both hauntingly familiar and terrifyingly unlike anything she had ever experienced.

She caught up with Steve just as he finished issuing orders to a couple of police offers, and just in time to catch their reaction.

"Why the hell should I take orders from you?!"

Peggy raised an eyebrow, but her retort (or Steve's) was deemed unnecessary by a couple of aliens who allowed the two to prove exactly why they should take orders from him.

With the police now doing something a little more useful that just shooting at the aliens, Peggy and Steve handed the evacuation efforts over to them, freeing them to cope with the invasion.

Tony was dealing the monster … or ship … or whatever the hell it was (Peggy decided to begin calling it a 'space whale' in her head, it sounded less horrifying), but that didn't make their job any easier.

"We need to regroup," she called to Steve, knocking one out with her shield. "We can't just use defence; we'll wear ourselves out."

Steve nodded sharply, and they began their temporary retreat, joining Natasha and Clint just in time for another wave of aliens to land in front of them.

For a second, it looked like they were done for, when a stream of lightning struck. When the light faded, the Chitauri were on the floor and Thor had landed heavily in front of them, looking more than a little shaken.

His arrival gave them a short reprieve despite the continuing drama around them, and Steve seized upon it, falling back into the role of army commander as though he'd never left it.

"What's the story upstairs?"

Which … come to think of it … he hadn't.

She quickly pushed those thoughts right to the back of her mind. Now was not the time to be dwelling on things like that.

"The power surrounding the Cube is impenetrable," Thor answered.

"He's right," Tony agreed from somewhere above them. "We have to deal with these guys."

"How do we do this?" Natasha asked.

"As a team," Steve answered.

Thor glared at the sky. "I have unfinished business with Loki."

"Yeah? Well, get in line," Clint said darkly, collecting his used arrows.

"Save it," Steve said sternly, despite the fact that he was physically (in Clint's case) or literally (in Thor's) younger than both of them. "Loki's going to keep this fight focused on us, and that's what we need. Without that, these things could run wild. We got Stark up top. He's gonna need us to …"

He trailed off, the sound of a motorbike's engine becoming audible over the chaos, and Peggy turned to see Dr Bruce Banner riding up to them.

"So," he said as he dismounted, his tone better suited for a chat about the weather than an alien invasion, "this all seems … horrible."

"I've seen worse," Natasha said.

Banner gave her a small, sheepish smile. "Sorry."

Natasha shook her head. "No. We could … we could use a little worse."
"Stark?" Steve said. "We got him."

"Banner?"

"Just like you said."

"Then tell him to suit up," Tony said. "I'm bringing the party to you."

He appeared a second later, the space whale close behind him, and those on the ground sucked in a collective breath, bracing themselves, except Banner, who walked towards them like a condemned man towards the gallows.

"Dr Banner," Steve called, "this might be a good time for you to get angry."

"That's my secret, Captain," Banner said with a sad smile. "I'm always angry."

Peggy had seen recordings of his transformation, but this was far more controlled. His body grew taller, broader, greener, his clothes tearing at the seams until he was left with just a few shreds of his pants to preserve his dignity. She made a mental note to suggest to Tony that he look into pants that would stretch with him when he changed.

Hulk's huge fist came down on the nose end of the whale and crushed it into the ground, causing the tail end to rise up, threatening to overturn.

"Hold on!" Iron Man swooped down in front of them and fired a missile, stopping its path but causing a huge explosion.

Peggy dived behind the car Clint was taking cover behind, lifting her shield over their heads to protect them both from shrapnel.

For a second after the explosion, it was quiet but for the distant sirens. Then the aliens began to roar, apparently angered at their victory.

Hulk roared back at them, the team assembling in his huge shadow to tackle the rest of the (smaller) insurgents, when Peggy felt Natasha stiffen beside her. "Guys?"

She glanced up, her heart dropping to her stomach when she saw what Natasha had - more huge space whales making their leisurely way out of the portal.

"Call it Captain," Tony said.

"Alright, listen up," Steve said, tearing his eyes away from the sky. "Until we can close that portal, our priority is containment. Barton, I want you on that roof, eyes on everything; call out patterns and strays. Stark, you got the perimeter - anything gets more than three blocks out, you turn it back, or you turn it to ash."

"You wanna give me a lift?" Clint asked.

"Right," Tony said, his visor clipping into place again. "Better clench up, Legolas."

"Thor, you've got to try and bottleneck that portal," Steve said, as Iron Man took off. "Slow them down. You got the lightning - light the bastards up."

Thor nodded, already swinging his hammer for take-off.

Steve turned to Peggy and Natasha. "The three of us, we stay here on the ground, try to keep the fighting here. And Hulk?"

To Peggy's great surprise, Hulk responded, turning to Steve and waiting.

A hint of a smirk crossed Steve's face under the mask. "Smash."