(Author's Note: I'm baaaaaaaaack!:)

Maximum Rhapsody: For obvious reasons, I'm not going to reveal EVERYTHING that I have planned for this story, but…I do have plans for Team 10 to go through some (but not all) of the MCU movies. As for members of Ben's harem (which is practically certain for me to do with story by this point)…I can say that it wouldn't include any females from Ben 10. We will be seeing other avenues of the Ben 10 universe…but, not for SOME time. As for whether I'd do a crossover of Ben 10 with My Hero Academia, Naruto, and/or Avatar: The Last Airbender (not now, of course)? No for Naruto (don't know enough about the universe), unlikely for Avatar, and I'm considering one for My Hero Academia.

I have something I want to state about the state of the harem within this story: I've decided that I will be doing a harem for Ben within this story. Most likely, it'll be with (probably) at least four girls…while I am open to making it five girls. However…six is the ABSOLUTE limit of girls for the harem. It's not likely that the harem will be six girls…but, I DEFINITELY won't be doing more than six girls (since this is my first harem story, I don't want to "ruin it" by adding TOO many girls into the possible harem).

Hope you guys:)

Chapter Three: Heroes VS. Robots

In the land of Sokovia, things were…not peaceful, to say the least. It wasn't in a state that could be described as "calm". At this moment, thousands upon thousands of people were quickly moving through the city…being escorted away.

"Come on, everybody! For your sake, we need to move!" Gwen waved out, motioning for the civilians to follow the chosen path given to them by the Avengers.

"You heard the lady, people!" Kevin called out, his entire body coated in stone, "I wanna see some hustle!"

While his two teammates were aiding the Avengers on the ground, Ben was currently in the air (as Jetray)…searching for any indication of Ultron. His eyes were scanning every inch that they could trace, and yet…nothing.

"Damn it!" Jetray yelled in frustration, "He's an eight-foot tall robot! How can he be this hard to find?" He practically screamed to himself as he desperately tried to search for Ultron. While Gwen and Kevin were helping most of the Avengers evacuate the city, he had been tasked with helping Iron Man to search for Ultron throughout the city.

As Jetray's eyes scanned wildly throughout the city, his mind thought back to the talk/speech of Captain America on their way to Sokovia.

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All of the Avengers (and friends) were sitting in their jet, on their way towards Sokovia. Ben and his team were sitting closer near the back, a tad further away from the others. Ben was cycling through the Ultimatrix, Gwen was reading through her spellbook with Ship lying on her lap, and Kevin was cracking his knuckles and neck as he was reading himself.

Captain America then stood up, the action causing nearly all eyes to go to him as he stared back. "Alright," he started, "Ultron knows we're coming. Odds are we'll be walking into heavy fire. That's what we signed up for. But the people of Sokovia," he looked to Pietro and Wanda, both of whom remained frowning at the floor, "They didn't. So our priority…is to get them out. All they want is to live in peace…but, that's not gonna happen today," the super soldier spoke bluntly, "But," that one word got all eyes on him, "We can do our best to protect them. We get the job DONE. We find out what Ultron is planning, we find Romanoff," who Team 10 now knew (after having it explained by Clint Barton, also known as "Hawkeye") to be a member of their team, "And we clear the field. Keep. The fight. Between. US," the captain emphasized, before taking his gaze to the floor, "Ultron thinks…we're monsters. That WE'RE what's wrong with the world. Today…it's not just about beating him," he lifted his head back up to face everyone, "It's about whether he's right." Tony stared at captain from his last words, but didn't say anything. The captain locked eyes with everyone (even Ship) and giving them one last nod, before sitting back down and facing the window in front of him.

Kevin then nudged Ben's shoulder, causing the changeling to look at him, "He's pretty good at that," he whispered, causing Ben to nod in agreement. Gwen, on the other hand, just smacked her hand into her forehead.

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Jetray smirked a bit to himself as he flew through the air. As his eyes scanned the ground though…that's when he saw something that caught his eye.

Stopping in the air (but still flying, if that made any sense), Jetray looked down to see…something emerging from the earth. Acting quickly, Jetray flew towards the ground…and his eyes widened when they caught a glance at what was emerging from the ground.

Robots. The same ones that were accompanying Ultron last time. Only there were hundreds, probable thousands of them rising up from the ground like zombies…and they were going after the civilians.

"Well…he's definitely here now," Jetray muttered, before he sped towards the ground (quickly then a lightning bolt). As he did so, he slapped the Ultimatrix symbol on his chest…and disappeared in a flash of green light.

The changeling's "form" slammed into the ground, knocking away dozens of robots and created a massive cloud of dust. When said dust settled…a large, yellow ball was lying in a crater. The "ball" opened up…and someone stood up.

This "someone" was a hulking, broad-shouldered being with pure white (practically snow white) skin. He had yellow armor plating spread across his back, arms, and legs, with black lines running along his body and separating his skin from his plating. He had sharp teeth, black claws and talons, and bright green eyes.

"CANNONBOLT!" The changeling cried out, throwing his arms outwards. The robots were caught off-guard for a brief moment, before they started firing their arm cannons at the new creature. Cannonbolt quickly raised his arms (causing the lasers to bounce off of his natural armor) as he moved (albeit clumsily) forward. He then leapt forward, transforming his whole body into a ball…and just took. Off.

The robots' lasers continued to bounce off of Cannonbolt's shell, up until the point as to where they were flattened underneath the weight of the Arburian Pelarota. Cannonbolt (without "un-rolling") "leaped" into the air, and brought himself down hard…taking out no less then a dozen robots. He stood up fully, to see a bunch of the civilians had stopped to stare at him with wide (and fearful, in a few cases) eyes, "I'm with the Avengers!" He yelled, figuring it should buy him some "brownie points" with the people (what with Tony telling them how they're "Earth's Mightiest Heroes" and whatnot), "You all need to run! NOW!" That was the moment that the robots chose to attack. They pounced on Cannonbolt like lions, each one doing so ever moment…pushing the changeling to his knees, "GO! GET TO SAFETY!" He cried out to the civilians as he felt himself being forced closer and closer to the ground by the weight of the robots. The last he saw before his vision was covered with metal, was the civilians practically sprinting in the other direction.

Cannonbolt's entire body was completely covered with the robots, not so much as an inch of the Arburian Pelarota being visible to outsiders. After a few more moments…a bright light began shining through the cracks of the robots. Despite their best efforts to hold together (and contain the "outlier")…the energy was simply too strong.

In a bright flash of pink(ish) energy, all of the robots were sent flying…leaving a new figure standing there. The figure had dark purple rock-like skin with black lines and dots running across his being. His face and hands were a pink-colored crystals, along with shards of crystals that came out from his chest, back, and forehead. He had a single green eye, and the symbol on his chest, "CHROMASTONE!"

Some of the robots were still able to stand after Chromastone's blast, and charged forward to attack the changeling. As Chromastone lifted his fists up (in preparation to fight), a silver blur suddenly sped by…and destroyed the robots, knocking them into walls and across the ground.

Just then…the "blur" stopped in front of him, revealing to be Pietro. He was dressed different, him and his sister having changed in a completely different outfits before they had all left "Avengers Tower". Pietro was dressed in a dull blue shirt with long dark blue sleeves, light blue lines that ran across his shoulders, and white lightning bolt shaped objects on his sides, along with black pants and white sneakers.

Pietro smirked when he locked gazes with Chromastone (recognizing him as Ben due to the Ultimatrix symbol on his chest), "What?" He tilted his head to the side, seemingly in confusion, "You didn't see that coming?" He smirked, before bolting off in the opposite direction.

Chromastone just stared at the retreating speedster…before shaking his head and sighing with a smirk, "Smartass," he muttered. Just as he was about to run, however…the ground began to shake. It was slight in the beginning, but…it was gradually increasing with each passing second. "What the hell?! What's with the earthquake?!"

At that moment, he realized something that made him feel equal parts of shock, disbelief, exhaustion, and horror. The city…was rising. Into the air.

"What is this?" Chromastone muttered to himself, trying to stay upright.

"Do you see?" The voice of Ultron suddenly rang out in all directions. Chromastone turned around wildly…but, couldn't spot the metal menace. What he did see, however…was a multitude of robots flying near him. All of their eyes glowing red (like Ultron's), "The beauty of it? The…inevitability?" Chromastone charged energy into his hands and shot out two blasts of multicolored energy, destroying two robots. "You rise…only to fall. You, Avengers, are my meteor." Chromastone flew forward and punched one robot down, before kicking two more away, "My swift and terrible sword," despite destroying the robots, Ultron's voice remained, "And the Earth will crumble…under the weight of your failure. Purge me from your computers, turn my own…flesh against me. It means nothing. And, when the dust settles, the only thing remaining…will be metal." As Chromastone gritted his teeth and clenched his hands into dust as he scanned the area around him for Ultron…he didn't notice a fifth robot crawling along the front of a building like a spider.

When said robot jumped, an arrow suddenly flew by Chromastone's head. Being completely caught off-guard, he turned around…and saw Hawkeye standing there with his bow outstretched. Wanda stood next to him, her eyes glowing red as she wore black pants and a dark red jacket (an outfit she had gotten from the Avengers). The archer chuckled when he saw the look on the Crystalsapien's face, "You're welcome, by the way." Chromastone rolled his…eye, and waved him off…causing Hawkeye to chuckle again, while even Wanda let a little smile slip through.

"Stark, figure out how to land the city safely," their communicators suddenly went off, getting all three of them to focus in on the captain's voice. "The rest of us have one job…tear these things apart. You get hurt? Hurt 'em BACK. You get killed? Walk it off."

"Motivational," Chromastone muttered/chuckled to himself.

That moment, however, was the moment that more robots had chosen to attack. Nearly two dozen of them had seemed to…materialize out of thin air, shooting forth a new wave of blue energy.

"GET BEHIND ME!" Chromastone called out to the other two heroes, outstretching his arms to allow himself to be hit by the oncoming lasers. Hawkeye walked to moved behind a car as he shot off an arrow about every two seconds, accurately shooting robots through their heads with each shot.

Chromastone simply…stood there as the lasers hit his body. After a few moments, the Crystalsapien's entire body glowed with multicolored energy. He then threw his hands out, cutting down multiple robots with two beams of pure energy.

Wanda outstretched her own hands, creating a psychic wall in-between her and the robots. With each moment that she saw an opening, she took that opportunity to telekinetically lift either cars or chunks of rock or pieces of buildings towards the oncoming metal men.

The issue, however, is the fact that Wanda's shield wasn't quite as strong as need be. Seeing arms being to falter, more of the robots began focusing their attacks at her. After a few more moments (sweating beginning to form on her forehead)…the shield broke.

"WANDA!" Chromastone called out. He ran towards the fallen girl, leaping towards her while he blasted the robots with one hand. He wrapped his arms around Wanda's body, covering her body with his own as they went crashing through the window of an abandoned building. Clint was quick to follow, barraging in through the door and shutting it after firing off three arrows at once.

As Chromastone stood up to see out the (broken) window, he saw Wanda still on the floor. "All our fault…all our fault," she kept muttering to herself, rocking back and forth as she hugged herself tightly.

"Wanda," Chromastone called out to pale-skinned girl, but she didn't respond…just kept muttering. "Wanda," he called again, but his words (once again) fell on dead ears. He slapped the symbol on his chest, and reverted back to his normal form, "Wanda!" He called out as he grabbed ahold of her shoulders, finally getting Wanda to look at him. "Now listen to me…it's not your fault. You didn't know that things would get this way," Ben spoke softly, remembering what she and Pietro had told him and his team on the jet.

"No," she shook her head, "If we hadn't helped him, nothing would have-."

"No," Ben shook her a bit by her shoulders, "Okay…listen to me: the city is flying….we're fighting an army of legion robots…and I'm a shapeshifter, fighting alongside a girl who can tear things apart with her mind, and a guy with a bow and arrow…none of what's happening right now makes any sense."

"Truer words have never been spoken," Hawkeye muttered as he fired off another three arrows simultaneously.

"Look," Ben said, getting Wanda to look him in the eyes, "Believe me…I understand how it is to blame yourself for…everything. You think that if only you had done more, or made smarter decisions…everything would have worked on, for the better. But you can't always blame yourself. It doesn't matter what you did or chose in the past. What matters…is what you chose to do now," he told her, not breaking eye-contact for a moment. The brown-haired girl's expression went from frantic…to calm, as she simply…stared at the shapeshifter.

"He's right kid," Hawkeye said as he knelt down to the teens, "Now listen…if you want to stay, that's fine. There's nothing to be ashamed of. I'll have your brother come get you as soon as possible. But know this," Wanda now focused on him, "If you step out there, into all of this…you are an Avenger. Both of you," he looked to Ben, and the two shared a nod. Hawkeye placed a hand on Wanda's shoulder, before standing up and notching another arrow. The archer walked towards the door, Ben close behind (after giving Wanda a pat on the arm). "You ready?" Hawkeye asked.

Ben nodded before activating the Ultimatrix, and disappearing in a flash of green light. Standing in his place was a crystalline creature with pale green "skin" covering his arms and face. The rest of his body was coated in indigo crystal, with black lines and dots covering his legs and torso. He had two large crystal shards coming out of his back, two smaller ones on his chest, green eyes, and the symbol on his chest, "DIAMONDHEAD!" The Petrosapien turned his hands into razor sharp shards, before turning to Hawkeye, "Let's do this." Hawkeye nodded just before kicking open the door, the archer and changeling firing off a multitude of arrows and diamonds at their attackers…leaving Wanda along with her thoughts.

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Captain America batted one robot away with his shield…before quickly deflecting the blast of another, and throwing his shield at said robot (it being lodged in its chest, and pinning it against a car). The super soldier began, avoiding any lasers sent his way and shoulder-ramming any robot that came too close. He pulled his shield from the first robot's chest…just in time to cut down another that had tried to sneak up on him.

Kevin and Gwen didn't stray too far from one another. In the conflict, Kevin had coated himself in a layer of metal. He was running and leaping across the city, easily knocking down a robot with each hit. He morphed both hands into blades before somersaulting into the air, before quickly slicing three robots in half.

Two robots (literally) leaped towards Kevin…but, were suddenly stopped when a pink bubble materialized around them. They only looked around for a brief moment, before they were suddenly crushed when the bubble compressed into a small orb. Gwen's hands glowed with pink energy before rapidly firing off bolt after bolt, destroying a robot with each attack. Out of the corner of her eye, she saw a bunch of them trying to rush her…to which she responded by projecting a platform, and stopping them in their tracks. She then threw her hands towards the ground, three tendrils of energy shooting from each hand. She then raised her hands into the air, tearing a total of six chunks of the road up…before tossing them at rapid speeds towards her charging enemies.

Thor was smacking away robots like they were nothing more then nats, be it with either his hands or hammer Mjolnir. He swung his hammer around by it strap (knocking over a few more robots), before chucking his weapon towards his enemies…the weapon itself shooting and bending across the battlefield, twisting and turning like a snake. As his hammer went shooting across the battlefield, Thor had taken to taking down the robots using his fists (and godly strength).

"Thor," said Asgardian heard from behind him. Ultron's voice. Thor quickly turned around…only to get an iron gripped hand wrapped around his throat, as Ultron took them both to the skies, "You're bothering me."

"Thor!" Gwen called out to said thunder god (1), turning around in preparation to aid him. Her moment of "distraction", however, was enough for one of the robots to land a laser blast to the energy platform she stood on. The platform shattered like glass…and the Anodite teenager fell.

"GWEN!" Kevin called out. He tossed aside a destroyed robot, before bolting after her. Or…he would have, had nearly ten robots hadn't decided to attack him at once (taking him to the ground).

As Gwen fell…the black and green "blob" known as Ship had quickly come up (racing forward after having dealt with robots of his own) and caught the redhead. After shaking her head out a bit, Gwen smiled at petted Ship on his head (which he had materialized), "Good boy."

"Ship! Ship!" The Galvanic Mechamorph chirped out excitedly. The small alien then looked out to see that the two of them were surrounded by a multitude of robots. Ship wrapped protectively around Gwen, "hissing" at the robots with a "glare" on his face.

Just then, however (to the complete surprise of both the Anodite teenager and the small Galvanic Mechamorph)…someone (or something) had suddenly leapt from the sidelines to attack the robots. The person flipped over a robot, before tripping it out from its legs (taking it to the ground). The person (revealed to be a woman) summoned up two batons from her suit, and moved into the conflict.

She batted one across the face, before jabbing the other baton into its upper chest. As one moved to fire its laser, she kicked it away before thrusting a baton into one of its "eyes". As another came up, the shield of Captain America suddenly came up to pierce into said robot's chest. The woman removed the shield from said robot's chest and knocked it away, before slicing through the heads of two more.

When the robots had (temporarily) ceased, Gwen and Ship were able to get a good look at the woman. She had pale(ish) skin, shoulder-length red hair (a couple of shades lighter then Gwen's), and she wore a black suit (while holding batons that were glowing a tad blue).

"Good to have you back, Romanoff," Captain America nodded, patting Romanoff on the shoulder.

"Good to be back, Rogers," Romanoff nodded with a smile…before looking over to Gwen, Kevin, and Ship, "Made some new friends while I was gone?"

"Pretty much," the super soldier chuckled, "Made a couple of them. Don't be surprised if you see a strange shapeshifting creature with a black and green circle somewhere on his body. Or the two enhanced we've been dealing with."

Romanoff stared for a moment, before she chuckled, "Can't leave you boys alone for a moment now, can I?" As soon as she finished her sentence…something suddenly SLAMMED into the ground, creating a large cloud of smoke. When the dust settled (and everyone lowered their arms from their faces), standing there…was a MASSIVE creature. Large and muscular, with green skin, black hair, and torn purple pants. Said creature was also snarling a little bit, shaking his (giant) head out.

"WHAT THE HELL IS THAT THING?!" Kevin cried out, putting himself in-between the "creature" and his allies (2). The creature looked at Kevin, scoffing and rolling his eyes when the Osmosian teen glared at him (trying to be "intimidating").

"It's alright son!" Captain America got in-between Kevin and the creature. "It's okay, he's on our side. Kids…Hulk," he turned to the now-named Hulk, "Hulk…friends." The green goliath and Osmosian teenager were now just…glaring at one another (Kevin's being more "fiery", whereas Hulk was more annoyed).

"Are you…puffing out your chest?" Gwen whispered to her boyfriend when she noticed that he seemed to be standing a bit taller.

"Yes," Kevin admitted/whispered back.

"Cap," All (excluding Romanoff and Hulk) heard Iron Man's voice ring through their communicators. Gwen noticed how…exhausted, and defeated the Armored Avenger sounded (unlikely the snarky man she'd gotten to know a little bit).

"Iron Man, good. Tell me some good news. What's the plan?"

"Well…all I have is news. I could get Thor to blow the Vibranium core…if you guys can get clear." Gwen and Kevin shared a confused look. Surely, Iron Man wasn't suggesting-.

"I asked for a plan, not an exit strategy," the captain shot back.

"The impact radius is getting bigger, Steve. If it gets too high and falls…it'll wipe out all life on Earth. Soon…we're gonna have to make a decision." Captain America was now simply…breathing heavily, staring out at the clouds that've become visible by the rise of Sokovia.

"Someone tell me he's joking," Kevin suddenly spoke, "He…he can't actually be serious. We can't just…abandon everyone here."

"There may not be a choice," Romanoff interjected, "Stark is right…we are gonna have to make a choice soon."

Captain America was about to comment…but, Gwen beat him to it, "No. We can't leave the city while there's still one person on here."

Romanoff looked at her fellow redhead incredulously, "Everyone…up here, versus everyone down there? That's…not even a competition, or debate."

"We're not leaving!" Kevin suddenly yelled out, "PERIOD! WE'RE NOT LETTING ANYONE ELSE DIE!" That…got Captain America, Romanoff, and even Hulk were looking at the Osmosian hybrid in shock and confusion. Gwen stepped in front of Kevin, and placed her hand gently on Kevin's chest, her mere presence getting Kevin to calm down a bit. Ship even crawled his way up to Kevin's shoulders, rubbing his head against Kevin's cheek (causing the Osmosian to scratch his head a bit in appreciation).

"Kevin's right," Gwen finally broke the silence, "There has to be another way. We can't just leave these people to their deaths."

"I wasn't suggesting we leave," Romanoff replied. When the two alien teenagers looked at her in confusion, she sighed, "There're worse ways to go. I mean…where else I'm I gonna get a view like this?" She finished, a soft smile on her face as she gazed out at the clouds.

"No…there's gotta be something we're not thinking of," Kevin shot back, "There aren't going to be any sacrifices. Not today."

"The kid, whoever he is, is right," the heroes suddenly heard a new voice ring through their communicators. Just a moment or two later, they all saw a MASSIVE ship rising up from the clouds. Gwen, Kevin, and even Ship were shocked in particular, the heavy looking like it was half the length and width of Way Big! "You like? Pulled her out with a couple of old friends. She's dusty, but…she'll do," the new voice rang out.

"Fury, you son of a bitch," Captain America breathed out, a smile on his face.

"Oof…you kiss ya mother with that mouth?" Fury (to the slight astonishment of Captain America and Romanoff) joked a bit.

"This is S.H.I.E.L.D?" Pietro (who had sped to the others during their conversation) asked.

"This is what S.H.I.E.L.D is supposed to be," Captain America answered as smaller "vessels" (seeming like being THREE Ultimate Humungousaur's standing on top of one another) began emerging from the larger vessel, and moving towards the edge of Sokovia.

"This is not so bad," Pietro muttered to himself, a small smile on his face.

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Hawkeye and Diamondhead were practically back-to-back one on another, shooting off their own respective projectiles at their enemies.

Hawkeye pulled out one arrow in particular, and shot it towards the chest of one robot. It remained there for a moment…before exploding, taking out no less then half a dozen robots. Hawkeye suddenly spun around, pulling out an arrow and jamming it into the head of another robot that had tried to sneak up on him.

Diamondhead stabbed a robot with the shard that he had grown from his wrist, lifting them up and tossing them into two more. He threw his hand out, grabbing one by its head before crushing it in his palm. Diamondhead then leapt into the air, firing off dozens upon dozens of diamond shards (which had stabbed/impaled themselves onto the robots). When he landed, however…he was blasted in the back by a laser, forcing him to a knee. When he looked up…he saw robots descending upon him, their lasers at the ready.

Suddenly though (before him, or even Hawkeye, could react), the robots were surrounded in red energy. They were slowly lifted into the air…before being slammed together. Looking to the side, the Petrosapien saw Wanda had emerged from the building…her eyes and hands glowing red as her hair blowed a bit in the wind.

Diamondhead smirked as he stood, "Decided to join the party, Maximoff?" He teased slightly, moving to shoot shards through the heads of a few robots.

Despite her best efforts, Wanda couldn't help it as a smile began to break out on her face, "You could say that," she shot back as she projected a shield against the robots' laserfire, before launching them into the air.

After only a few more moments…all of the robots in the area had been destroyed.

Just then…Pietro came speeding through, coming to a stop in the middle of the three. He looked around for a moment, before throwing his arms up and sighing rather dramatically, "Just had to have all the fun, didn't you?" Wanda rolled her eyes (a playful smirk on her face) at her brother's childish antics, while Diamondhead laughed out loud. Pietro chuckled a bit himself before moving to put a hand on his sister's shoulder (to make sure she wasn't injured).

"Avengers," Iron Man's voice rang out through everyone's communicators, "Converge on my location. It's time to do our job."

"Guess that's our cue," Hawkeye spoke as he walked up to the teens.

Pietro then surprised his sister by picking her up bridal style. "Try to keep up old maaaaaaaan!" He called out to the archer as he sped away towards the meeting point.

Hawkeye took a breath in through his nose…and out through his mouth, "Be honest kid…would you tell on me?" He notched an arrow, and pointed it to where the Maximoff twins had gone, "Nobody else would have to know. Nobody."

Diamondhead chuckled, "And how exactly would you play it off? It's not exactly a…subtle thing."

"You don't know that," Hawkeye argued as he took off running, "Hey…well…last I saw, an Ultron was sitting on him," Hawkeye spoke, a tad…over the top (if you ask the changeling, that is), "Oh, yeah…he will be missed. Heh…quick little bastard. I miss him already." He finished as he and the changeling began running to the meeting point. Diamondhead didn't do anything…but laugh.

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The changeling and archer had arrived, seeing all of their allies and comrades had met up in an area surrounded by stone pillars. In the middle of it all…was a metallic, silver cylinder.

Gwen was the first to see her cousin, "Ben!" Gwen quickly ran up and threw her arms around his neck. "Are you alright?"

"Yeah, I'm good." He and Kevin shared a fist bump, as Ship crawled his way to the changeling's shoulder. Ben walked up to the others (his team close behind), "What's the game plan?" He asked Iron Man.

"That's," he pointed to the cylinder, "the game plan."

"Tony said the city has a…Vibranium core," Gwen said, a tad uncertain about the "Vibranium" word in of itself, "When the city gets high enough, Ultron plans to drop it."

"For what?" Diamondhead asked.

"Stark said if it gets high enough…global extinction," Kevin answered, a frown on his face.

"So if Ultron gets a hand on that, we lose," Iron Man finished, "Even if it drops early, we're still talking a death toll in the hundreds of millions. If not billions."

"Keep the killer away from the shiny cylinder…got it," Diamondhead gave a thumbs up.

Kevin then held a hand over Iron Man's shoulder, "May I?"

Remembering the kid's power, Iron Man nodded, "Be my guest." Kevin smirked, before placing a hand on the Armored Avenger's shoulder. In an instant, Kevin's entire body had been coated in red armor (the same color as Iron Man's red)…causing the Osmosian to grin savagely as he clenched his fists.

"Ship! Ship!" The Galvanic Mechamorph cried out from Ben's shoulder. Everyone looked…to see Ultron. Floating there, impassively staring at the collection of heroes.

"Is that the best you can do?!" Thor screamed out, arms outstretched. Ultron didn't respond, not with words that is. He simply smirked, holding up his arms…as literal hundreds of his robotic minions came charging from behind him. With another wave of his hand...they stopped, mere feet away from the heroes.

"You just had to ask, didn't you…Goldilocks?" Kevin (rhetorically) asked.

"This," Ultron raised his arms, as if marveling at the size of his army, "is the best I can do. This is exactly what I wanted. All of you," he moved his hand to the heroes, who tensed, "against all of me. How do you possibly think you can stop me?"

"Well…like the old man said," Iron Mam replied, taking a glance at Captain America before turning back to Ultron, "Together."

"Translation?" Kevin spoke, before a cocky grin grew on his face, "Fuck…You." Hulk let out a downright monstrous roar of challenge (making some question whether or not he agreed with Kevin's statement).

Ultron scoffed, "So be it then. If you wish to stand together…you can fall together." He threw his hand forward…and his robots charged.

And…the battle begun.

Captain America deflected multiple laser blasts before tossing his shield, cutting through three robots before catching his shield when it bounced off of one of the pillars. Thor swung his hammer by its strap, swinging his arm and hammer and taking down robot after robot (like they were nothing). Iron Man took into the air, firing off two beams of yellow energy from his hands and obliterating the robots as they neared the cylinder. Romanoff leaped onto a robot and jammed her batons into its neck, before leaping off and tackling another robot (jamming her baton into its head). Hulk was literally back-handing and swatting the robots away like flies, occasionally picking one up and tearing them in half. Hawkeye was moving with almost superhuman speed and accuracy, shooting in arrow every second and successfully landing it in a robot head with every shot. Pietro was speeding across the battlefield like a blimp, pushing away any stragglers with surprising force. Wanda was using her power to either shove away or crush any robot that she could get her sights on. Vision was flying through the air and moving down to bat aside the robots, or phasing his arms through robot bodies and tearing them apart (occasionally throwing in an energy blast from the Mind Stone). Diamondhead shooting out razor sharp shards at the robots, turning his hands into blades to slash them apart. Gwen had levitated on an energy platform, throwing bolts of mana and lifting and throwing the robots away with constructs. Kevin had morphed his hands into maces, and was smashing the robots in his way (a little smirk on his face). Ship was sneaking and slipping his way across the ground, destroying any robots that somehow got past the others (by either going into their chest and blowing them apart, or latching onto their faces and short-circuiting them.

The conflict couldn't be described as any less then pure chaos…all with Ultron floating, a smirk on his face as he watched the heroes desperately fighting a losing battle.

Diamondhead took one robot and smashed its chest with his foot…before turning to look at the floating robot. And an intense feeling of white hot fury expanded throughout his entire being. Ultron wishes to wipe out ALL life on the planet, and he's attempting to do so…with a smile on his face?!

"I'm going after the big fish," Diamondhead spoke as he began running towards the metal menace. He thought that he heard Iron Man tell him to stop…but, he didn't. "ULTRON!" The Petrosapien yelled as he backhanded away any other robots that stood in-between him and Ultron.

Said robot looked down at the…odd changeling that had interfered with him protecting his Vision the last time. Ultron smirked as the Petrosapien came charging at him, before he flew forward to meet him head on.

As Diamondhead leapt up to throw a punch, Ultron seized by his throat with both hands. Quicker then any of the others could react or comment…Ultron flew them both away from the battlefield.

The robot and changeling threw punch after punch against one another as they went spinning through the sky. After a few moments of this, Ultron suddenly caught Diamondhead by his wrist …before placing a hand just above the changeling's chest.

The Petrosapien only had time to widen his eyes…before an orange laser was blasted out at point-blank range. Diamondhead went flying towards the ground, yelling as he spun through the air. Ultron wasn't gonna just stand there, however…as he quickly flew towards the falling changeling, grabbing him by his face. He then shoved the Petrosapien into the ground, forcibly dragging his body through the earth...just before the two of them crashed into an abandoned building. Said building only remained standing for a few moments, before it crumbled to the ground.

Ultron emerged out of the wreckage after a few moments, still holding Diamondhead by his face. "What an…interesting device, you have," Ultron spoke, tilting his head as he stared at the symbol on the changeling's chest. "Curious," he muttered, just before taking ahold of said symbol.

When he pulled, however…there was an intense flash of light, lightning crackling around the both of them. Ultron let out a yell of pain, before he was sent flying in a MASSIVE explosion. Diamondhead fell to his knees (as Ultron went sprawling across the ground), breathing heavily as he held a hand near the symbol. He shook his head out, standing up as he brushed the symbol off, "Nice try tin can," he spoke, standing up as he saw Ultron do the same, "You're not the first creep to try and take this from me," he pointed a thumb to the Ultimatrix symbol.

Ultron glared, his fists clenched, "But I will be the last!" With that…he charged, with Diamondhead doing the same.

The two beings met in the middle, throwing their fists out…creating a shockwave, which cracked the ground underneath them. Diamondhead summoned a shard from his wrist and threw it forward…to which Ultron caught his arm before throwing him into a wall. The robot then moved forward and kicked the Petrosapien through the wall. In mere moments…there was a sudden flash of green light.

Tilting his head in slight curiosity, Ultron walked through the hole he had created. His red eyes narrowed as they scanned every inch of the abandoned house, trying to find his opponent. "Where'd you go, shapeshifter?" Ultron muttered to himself.

Suddenly…something emerged from the earth and flew through the robot, freezing him in his entirety. The "something" that had frozen Ultron was a moth-like creature flying in the air. He had a dark blue head and torso, along with black arms, legs, and sides. He had light blue patches on his appendages and two-toed feet. He had two large wings on his upper back, two smaller wings on his lower back, two antenna, visible teeth, large green eyes, and the symbol on his chest. "BIG CHILL!" The moth alien gently floated down to the frozen robot, "Sorry about that, Ultron. Just felt that you needed to COOL down. Hehehe."

Shortly after, however…Ultron's arms began glowing orange within the ice. A split second later, Ultron threw his outwards…sending shards of ice flying everywhere. He turned to glare at the flying moth, "I'm…not amused," he spoke, before shooting out lasers from both hands.

Big Chill simply turned intangible, allowing the lasers to harmlessly pass through his body, "What's wrong, Ultron? Don't like my quips?" He "teased" slightly, as he slowly flew towards the ground…and towards Ultron. Said robot snarled, before clenching his hand into a fist…said fist glowing blue. A large piece of rock was summoned up from the ground, and flew towards the Necrofriggian. Said rock, however, harmlessly passing through Big Chill's form. "Too bad…so sad," he mocked, before taking in a deep breath…and blasting out a stream of frigid cold air at his opponent. Ultron quickly crossed his arms over his face, but he could tell that the ice was quickly beginning to spread over his arms.

Ultron quickly took to the skies, shaking out his arms to crack apart the ice. He looked down to glare at the changeling (who waved mockingly), before (once again) clenching a hand into a fist. To the complete shock of Big Chill…he felt his entire body suddenly freeze still (inadvertently causing him to turn tangible (3)). "W-What the-?!" Before he could finish his thought (or try anything to free himself), he felt a metal hand quickly tighten its way around his throat.

Ultron lifted the moth alien up, examining the creature by its head. "I'm going to kill you," he spoke, surprisingly calmly, "And tear your…device from your corpse," he raised his other hand, it glowing orange and arranged in a "claw-like" fashion.

Big Chill responded by slapping the Ultimatrix symbol, causing Ultron to shut his eyes for a moment by the flash of light. "Standing" in the Necrofriggian's place…was a gelatinous-like creature. His outer body was pitch black with green lines, whereas his inner body was light green with black lines. He was (essentially) a cyclops, a circular green eye on his black head…and the Ultimatrix symbol on his chest. "UPGRADE!" The changeling called out…before grabbing ahold of Ultron's shoulders, "My turn," his…eye seemed to "smirk", before he passed through Ultron's grip…and latched onto the robot's entire being, his body seeming to morph into a puddle-like shape before he did.

Ultron screamed as the Galvanic Mechamorph began wrapping himself around his (Ultron's) body like a serpent. He shot out a laser blast or two…but Upgrade simply healed through the holes being blasted through his body, before focusing to wrap himself on the robot's hands. Ultron's gravity generators were acting out, sending rocks and cars flying across the battlefield. The robot took to the skies, screaming and cursing as he tried to tear through the changeling's body (with virtually zero success).

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The remaining heroes were fighting with all their might to keep Ultron's robots away. Some wanted to go after Ben…but, the robots were doing a good job of "boxing them in".

"We need to go after Ben!" Gwen called out as she lifted a total of a dozen robots in bubbles, crushed them to bits, and threw them to the side.

"He's a big boy, the kid seems like he can take care of himself!" Iron Man was the one to reply, flying up and blasting a multitude of robots with his hand lasers.

"You clearly just met him," Kevin muttered, slamming down two robots into the ground. A bunch of other robots were racing towards him. As Kevin morphed his hands into blades…Hulk suddenly came out of nowhere, and shoulder-rammed them all to the ground. Kevin's eyes widened a bit…before he smirked, and gave Hulk a thumbs-up (turning one hand back to normal to do so), "Thanks man." Hulk turned towards Kevin…and smirked, nodding his head.

After what felt like an eternity (when it actually couldn't have been more than a few minutes)…nearly all of the robots had been destroyed, with the surviving ones quickly fleeing into the air.

"We can't let them leave the city," Captain America spoke, as things started to "calm down" (for lack of a better term).

"They won't," Iron Man replied, "Rhodey," the Armored Avenger spoke through his communicator, "You got this?"

"I got it," a voice rang back.

"I shall aid," Vision spoke, before shooting off at supernatural speeds to follow the fleeing robots.

"What about the Vibranium?" Romanoff asked, "We can't leave it unguarded."

"I'll guard it," Wanda spoke out, getting Hawkeye to look at her in slight shock, "It's my job." The archer nodded his head, a slight smirk pulling at his lips.

"I'll stay with her," Gwen said, putting a hand on Wanda's shoulder as she gave her a smile, "I got your back," Wanda smiled and nodded in appreciation.

"Alright then," the super soldier stepped in front of the others, "We need to make sure that all of the civilians are off of Sokovia, "Hulk," said creature turned towards his leader, "Go find Ben and help him against Ultron. When you find him, whatever or whoever you see fighting Ultron…don't. Smash," he emphasized. Hulk rolled his eyes and scoffed, waving Cap away before he began running (and jumping, in a moment) in the direction where Ultron and the weird diamond person (i.e.: Ben) had gone off to.

Iron Man and Thor quickly took to the skies towards Fury and his ships, Captain America, Black Widow, and Hawkeye being quick to follow (though, not as quickly…obviously). Kevin walked up to Gwen, taking her hand in his own, "Be careful…alright?"

Gwen smiled a bit, placing a hand on Kevin's cheek, "I will be. I'll be fine…Ben too. Head with the others and make sure the civilians get away okay." She moved forward, and placed a kiss on Kevin's lips.

"I don't want to leave you here," Pietro told his sister. Just then, Wanda threw her hands outward. Turning around, Pietro briefly saw a robot coated in red energy…before it was suddenly crushed.

"I'll be fine," Wanda spoke, confidently, "I can take care of myself…and Gwen will help me. Don't come back until all the civilians are safe, and not a second sooner." Pietro maintained the frown on his face as he began walking in the same direction of Kevin and the others, "You understand?" Wanda asked.

Pietro paused…and chuckled, before turning around, "You know…I'm twelve minutes older than you."

"Go," Wanda "commanded", though…it was lessened by the obvious smile on her face. Her brother chuckled…before speeding off into the distance (being gone in mere moments).

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Upgrade grunted when he was sent crashing into a wall, before quickly creating a hole in his body to avoid the foot of Ultron. The Galvanic Mechamorph's body slipped past the body of Ultron, who tried (and failed) to claw at the changeling. Ultron quickly turned around…and blasted the Galvanic Mechamorph with both lasers. Upgrade quickly responded by pulling his head back…and shot out a mighty beam from his singular eye.

The beams of energy collided in a MASSIVE shockwave, cracking the earth beneath them. After a few moments of this stalemate, Upgrade clenched his fists…before he suddenly "shifted" to the side, allowing for Ultron's lasers to pass over him. Acting/Retaliating quickly, Upgrade drew his fist back as he quickly moved forward.

As the Galvanic Mechamorph attacked…Ultron proved that his reaction time was quicker than anticipated. Ultron moved to avoid Upgrade's punch, grab his stretched out limb, and pulled the changeling to him…blasting a laser blast at point-blank range at Upgrade's chest, sending him to go sprawling across the ground. The metal menace scoffed as the changeling slowly began to stand up, before he began walking (with purpose) towards the Galvanic Mechamorph.

Just then, COMPLETELY out of the blue…something suddenly crashed into the form of Ultron, knocking clear across the ground. Shaking his head out, Upgrade opened his eye…to meet the (heavily) breathing form of the Hulk. The jade giant turned to look at the "stable" changeling, as the two simply…stared at one another.

"Thanks for the assist," Upgrade finally broke the "silent stare" between the two powerful beings. Hulk simply gave a curt nod towards the shapeshifter. "Not much of a talker, are you?" Upgrade quipped as he dusted himself off as began closing the distance between them. Hulk looked back to growl a bit, causing Upgrade to chuckle as he held his hands up and took a few steps back.

Suddenly…lasers bombarded onto Hulk, causing the rage-filled creature to yell out in shock (and stinging, more than anything else). Upgrade quickly followed the length of the laser…and saw them having originated from Ultron (in the air), who had recovered from the Hulk's attack.

Upgrade was quick to react, running towards the homicidal robot. He then slapped the symbol on his face, disappearing in a flash of green light. When the light died down…the creature still running was a LOT shorter. The creature had white skin, green circles on the tops of his hands, tubes that went from the sides of his head to a "backpack-like" object on his back, pupil-less green eyes, and the Ultimatrix symbol on his chest. "Echo. Echo."

Without stopping, Echo Echo twisted the symbol to the left before slapping it again. When the second flash of light died down…a completely different individual stood in its place. The Sonorosian was now a more…"robotic" being, who stood at no less then twice his previous height. His "skin" was dark blue, with light blues circles spread along his hands, palms, legs, upper chest, shoulders, and head (both sides and top). He had black fingers, black lines spread across his body, and the same pupil-less green eyes as before, the Ultimatrix symbol have grown four prongs to resemble an "X" on his chest. "Ultimate Echo Echo."

The evolved Sonorosian leapt upwards, taking towards the sky after Ultron. If the robot was surprised by the changeling's constant transformation, he didn't show it…simply flew right after his opponent.

The two met in the middle, resulting in a shockwave (the third of the day) being created (shattering any remaining windows in the area). Ultron fired off a laser when they separated, to which Ultimate Echo Echo responded by quickly flying to the side to avoid the attack.

The evolved Sonorosian threw his arms out, two disc-like objects emerging from the tops of his hands and flew towards Ultron. Ultron quickly began flying backwards, unsure as to what exactly these…"projectiles" are exactly. Before he could, however…the disks suddenly turned up so that their bottoms faced Ultron…a split second before waves of sonic energy shot forth.

Ultron crossed his arms over his face, snarling in pain as the sonic waves rippled throughout his being. In his moment of distraction…the evolved Sonorosian came CRASHING into him, throwing an enhanced punch straight into the robot's jaw.

He backhanded Ultron just as quickly, before lifting up his legs and kicking out in the robot's stomach. As the machine went flying, Ultimate Echo Echo quickly peeled off discs from his shoulders. Wasting no time whatsoever, he tossed the discs towards his enemy. The two discs flew…suddenly stopping in front of (the confused) Ultron, before quickly splitting into nearly twenty versions of themselves.

"Hope you have earplugs built in," he quipped, before crossing his arms…and taking in a deep breath, "Sonic…DOOOOOOOOOOOOOOOOOOM!" Ultron was stuck in the center of a literal sphere of sonic energy and sound.

The robot clenched his head tightly with both hands as the sound waves assaulted his "ears". He threw his head back…and let out a MASSIVE scream of pain. Cracks began forming across his body as he began to spark and smoke (4). Electricity began sparkling all over his body…until it ceased.

The sonic disks that surrounded him stopped their attack, merging back into only two deaths before flying back to Ultimate Echo Echo. Ultron flew to the ground, falling on his face. After a few moments…he was barely able to pull himself up, slowly trying to stand after the intense attack of sound. When he finally managed to stand…he was very wobbly, his legs shaking as he stared at the evolved Sonorosian with a single cracked red eye. "You know," he began, "With the benefit of hindsight-," suddenly…the Hulk came bursting from behind Ultimate Echo Echo, and uppercutting Ultron….sending him to go flying through the air.

Ultimate Echo Echo was a tad surprised by the green goliath's sudden attack. "I feel like you enjoyed that just a tad too much," the evolved Sonorosian quipped as he stepped to stand next to Hulk. Said creature simply turned to the changeling and actually breathed (heavily) in Ultimate Echo Echo's face. The evolved Sonorosian took a step back, waving in his face as he chuckled a bit. Ultimate Echo Echo didn't respond…verbally, that is. He simply chuckled…before levitating into the air, and taking off in another direction. "TRY TO KEEP UPPPPPPPPPP!" Ultimate Echo Echo called out behind him.

Hulk looked at the retreating changeling for a moment…before shaking his head and scoffing, taking off into his own run before leaping into the air.

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Hawkeye shot out arrow after arrow of what remained in his quiver, taking out any of the remaining robots that stood before him. While Captain America and Black Widow helped the remaining civilians onto the ships, he had remained behind to take down the remaining robots…being aided by Kevin and Pietro. Vision was taking on the robots in the air, aided by War Machine and Falcon. Iron Man spoke of a plan to bring Sokovia down without leading to global extinction, so he had flown underneath the city…before telling Thor to head back to the church in preparation.

Hawkeye saw Kevin slashing the robots with blades hands, seemingly unaware of one of them slowly moving behind him. The archer responded by pulling an arrow, and accurately shooting in it the head. The "cut of air" that appeared near Kevin's head caused him turn to the location of the noise. Seeing an arrow in the robot's head, he turned and nodded to Hawkeye, "Thanks Barton!"

Hawkeye nodded with a smirk, "Try to pay attention a bit, kid." Just then…he heard a noise, turning to see two robots running towards him. He reached to his quiver…only to grab nothing but air. "Damn," he muttered, instead holding his bow out in preparation for hand-to-hand combat.

Just then, however, a silver blur suddenly came out of nowhere and destroyed the robots instantly. Said "blur" stopped…revealing Pietro, who smirked, "Look who's talking (5), old man," he chuckled, before speeding away (before Hawkeye could make any kind of rebuttal).

The archer sighed, shaking his head. To think…I'd only need ONE more arrow, he "lamented" to himself as he began running towards the civilian ships (knowing he'd be more useful in helping the people to safety as opposed to fighting any remaining robots without any arrows left).

"What is that?" Kevin asked. Hawkeye turned to where the teen was pointing…to see a large ship flying towards them. The ship was one of the Avengers (as Hawkeye recognized the shape and design of it), but…it was coming in very fast. Hawkeye wasn't aware of any of the team that would be on that ship…the gun that had been brought out only fueling his opinion.

"Not one of ours. MOVE!" Hawkeye called out, as the ship began firing its weapon. Hawkeye rolled behind cover as Kevin simply crossed his arms over his face, the bullets bouncing off of his armor-like skin. The Osmosian dung his fingers into the earth, and tore a chunk of it (a little bit bigger than a basketball) before tossing it towards the ship. Unfortunately…it bounced harmlessly against the ship's shell. The ship moved a tad upwards as it flew completely past Kevin's location.

"PROTECT THE CIVILIANS!" Hawkeye called out to Kevin, who (with some difficulty and frustration) began running towards the civilians to ensure that none of them got hit by any of the fire. As Hawkeye was about to run as well-.

"HELP!" Hawkeye immediately turned towards the sound of the crying voice. Focusing his gaze ahead of him…he saw it. A small child, stuck underneath a sheet of metal. Out of the corner of his eye…he was able to see the ship slowly beginning to slow down…which told him that it was about to turn.

As the ship turned…Hawkeye was off.

Despite his attempts, there wasn't…much that Pietro was needed for. Captain America and Black Widow had done a good job in gathering the remaining civilians aboard the ships. As he paused to catch his breath for a moment (even speedsters need a moment to rest)…something suddenly passed overhead from him. He looked out to see a ship flying quickly towards (what appeared to be) Hawkeye. In another moment…he saw the archer lift a small child in his arms.

Pietro's eyes widened briefly…before they narrowed in determination. He looked down towards one of his hands, which was shaking. He slowly clenched it into a fist, taking a moment to force himself to be steady. He took in a deep breath through his nose…before shooting opening his eyes, and speeding in the direction behind the ship.

He saw a tipped over car, and began moving towards it as Hawkeye covered the child with his own body. It was at this moment that Pietro begun to realize just how much energy he'd been exerting throughout this fight, as he was certain that he wasn't moving as fast as he should have. He gritted his teeth, moving his legs as much and as quickly as he could as the bullets grew ever closer. He knew what he had to do, knew what he had to focus on.

The innocent people were the ones who mattered. That's why he and his sister left Ultron's side.

I'm sorry Wanda, Pietro thought as he summoned up every ounce of speed that he could muster, and sped towards the downed car. Running to its side (while the bullets were mere inches away from Hawkeye and the child), he threw all his weight onto it…shutting his eyes as he moved it towards them.

And he felt…nothing. But…he heard a lot.

Pietro turned his head…seeing these…weird disks being near him. These "disks" appeared to be firing off sonic waves, which (Pietro spectacled) had kept the bullets away. "What's wrong Pietro?" Said speedster spun…to see a metallic, blue-skinned (using the word "skin" loosely) being floating to the ground. Pietro was confused for a moment…but breathed in relief, when he the (altered, but recognizable) symbol on his chest. "You didn't see that coming?" Ultimate Echo Echo quipped, and Pietro suspected that he was smirking (although he couldn't see it). Hawkeye quickly ran past the two boys (nodding at the changeling as he did so), the child safety in his arms (and a woman calling out on one of the ships). The evolved Sonorosian looked at Pietro, before looking at the placement of the car as the disks moved back and reattached to his body, "I know what you were trying to do," the changeling spoke, in a more….somber tone, as he stepped in front of the speedster (who flinched a bit). He then placed a hand on Pietro's shoulder, "No sacrifices. Not today," Ultimate Echo Echo spoke, before shooting into the air (leaving the speedster there, with his own thoughts).

The evolved Sonorosian flew quickly towards the ship, as it attempted to flee. Without slowing down (in the slightest), he crashed through the window of the ship and took ahold of its pilot…Ultron.

"Oh, for God's sake," the metal man complained, as the changeling leapt through…pushing his head down onto the floor.

"You look like you've seen better days," Ultimate Echo Echo joked, chuckling at the damage done to Ultron's form (courtesy of yours truly). "Been in an accident?"

"Funny," Ultron practically snarled, before placing his hand on the evolved Sonorosian's chest and firing off a laser to create some distance between them. The changeling was quick to stand up, Ultron following (albeit slower).

The two simply…stared at one another, the changeling standing taller then the robot.

Ultimate Echo Echo clenched his hands into fists as he made sure to stand up straight, "Bring it on." Before either of them could do anything…the symbol began blaring out loud, as it started flashing red. Ultimate Echo Echo's eyes widened…just before disappearing in a flash of red light, having reverted back to human form. Ben looked at his hands, before focusing in on the Ultimatrix, "Dammit!"

Suddenly…a metal hand wrapped around Ben's throat, cutting off his air supply as he was lifted into the air. Ultron's other hand grabbed ahold of Ben's arm (the one with the Ultimatrix) and lifted it away from the rest of his body. "Well.. isn't this…interesting?" Ultron spoke, smirking (which seemed scarier because his face was damaged) as the changeling tried to use his other arm to claw his way free. His gaze went back to the Ultimatrix, who's symbol was now glowing red, "This device grows more interesting by minute. Guess I'll have a lot to figure out," he spoke ominously…before Ben felt a pressure on his left arm, before it began pulling in an opposite direction to the rest of his body.

Ben was flailing around as much as he could, trying to keep his arm in the same "position" as the rest of him. He gritted his teeth (certain that he was gonna crack them) as he glared at Ultron's smirking façade. He was trying with all his effort to not yell, refusing to give Ultron the satisfaction of him yelling.

Just then, however…Ultron suddenly lurched forward in pain. He suddenly released his grip on Ben, now yelling out loud. Ben (after rubbing his head after hitting the floor) looked on in shock, as Ultron continued to howl.

At that moment…a black and green substance began covering Ultron's form. Ultron continued to scream as it completely enveloped him, green electricity emitting off of him. After another moment…Ultron suddenly went silent. His arms fell to his side as the "substance" quickly retreated from his body, leaving him form still and his eyes as black as the night sky.

Then…he collapsed, lifelessly, to the ground. The "substance" pulled itself up…revealing to be-.

"Ship! Ship!" The Galvanic Mechamorph chirped as he bounced up and down.

Ben's smiled, "Good boy!" He said as he petted him, "Let's get out of here." Ship nodded, before wrapping itself around Ben. The changeling then ran forward, and jumped out of the ship…Ship quickly transforming into his "ship" (pun not intended) form around Ben.

"Ben!" He heard his cousin's voice ring out from the Ultimatrix.

"I'm here," Ben quickly replied, "Me and Ship."

"Get clear. Iron Man and Thor are about to blow the ENTIRE city to prevent annihilation on a global scale. Wanda and I are getting off, and all of the civilians are clear. You and Ship need to get clear NOW!"

Ben's eyes widened for a moment, before they narrowed, "Heard you loud and clear. Ship," he patted the interior of the Galvanic Mechamorph, "Let's move buddy."

"Ship," Ship "responded", before he began flying upwards. The "entrance" of Ship remained open, and Ben moved a tad closer to it (taking ahold of the side as he did so) in order to see the ENTIRETY of Sokovia as the two got higher into the air. Just then, the shape-shifter's eyes widened when he suddenly saw an absolutely MASSIVE bolt of lightning suddenly shot forth from the sky. A split second later…Ben's eyes (somehow) widened even further when he suddenly saw the entire city be obliterated in a massive explosion.

"Talk about overkill, eh boy?" Ben muttered, tapping on Ship's interior.

"Ship, Ship," the alien responded, the tone in his "voice" telling Ben that their thoughts were shared.

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(Later)

Overall…the mission was (in Ben's humble opinion) a success. Tony's plan to destroy Sokovia did succeed in preventing an extinction-level event, with him (Ben) and Ship personally going to ensure that none of the falling debris were capable of committing any massive damage (given how high in the air they were, even a…medium-sized piece could have done a lot of damage).

Apparently…a single robot of Ultron had (SOMEHOW) survived, but was quickly tracked down and destroyed by Vision (annihilating the final remnant of the murderous bot for good).

On a slightly somber note…the Hulk is missing. He had gotten on the large ship (Ben later discovered it was called the "Helicarrier"), but (literally) leapt off after some time. No one had been able to stop him…or find him since (despite their attempts).

Thor (which Team 10 discovered to be the actual Nordic God of Thunder!) had left Earth not long after. According to Steve (the real name of Captain America), Thor said that the Mind Stone was the fourth Infinity Stone to be "awakened" within recent years…and, he was concerned that this meant that something big was on the way. So, he left for Asgard (which Ben found to be very cool) to see what he could find.

Tony (Iron Man's real name) was apparently leaving the Avengers…but not before showing off the new compound he had gotten for his (former?) teammates. Instead of the massive tower from before, he had gotten a (MUCH) smaller (flat-like) building. One that expanded a lot more than their previous base had.

Clint (Hawkeye's real name) had also left the team, deciding to retire and stay with his family instead of the superhero life (a decision that Ben could fully understand).

And so.. with one member off world, one member missing, and two members deciding to retire…the Avengers needed to "thicken" their team roster. Along with Vision and the Maximoff twins, the "New Avengers" had also been taken by War Machine (a man in an Iron Man-like suit of armor, only "bulkier") and the Falcon (a man with large metallic wings). Ben had spoken to War Machine and Falcon (real names he discovered were James Rhodes and Sam Wilson, respectively) for a bit, and they were pretty cool (War Machine was pretty funny, primarily when Ben praised his story of a previous adventure).

And this moment in particular…Team 10 was conversing with the Maximoff twins (while Steve and Natasha conversed within the compound).

"Those moves of your guys weren't half bad," Kevin commented, leaning against the wall with crossed arms.

"Sounds…like you're just upset that yours weren't as good," Pietro shot back with a smirk.

"Ha! You wish, pretty boy."

"Think they'll be done anytime soon?" Wanda asked Gwen, since the two boys had been going on with their little "debate" since they all landed at Avengers Compound.

"Don't be too jealous Maximoff," Kevin spoke to the female twin, before placing his arms behind his head and shutting his eyes, "Maybe, one day…you can grow enough to where your strength could match someone like me."

Wanda raised am eyebrow…before raising her hand. In that moment…Kevin's entire body was coated in red energy, the Osmosian suddenly yelling away as he was abruptly lifted into the air. Gwen tried to hold her laughs behind her hand, while Ben and Pietro began laughing out loud. The (disguisingly) sweet smile remained on Wanda's face as she moved her hand around like she was a conductor, swirling Kevin through the air like a puppet.

"Very FUNNY. Now…PUT ME DOWN!" Kevin yelled out, but…everyone couldn't keep themselves from laughing. Even Ship seemed amused by what was happening.

"Ben," the changeling turned when he felt Pietro (who seemed to be trying to calm himself down) tap his shoulder, "Can I talk to you for a second?"

"Sure," Ben rubbed a hand down his face, in an attempt to calm himself down. The two boys walked a few feet away (the girls and Ship being distracted by Kevin's plight), before stopping near the other end of the wall. "What's up?"

Pietro's face then took on a more…somber expression, "I wanted to say…thank you," now…Ben's focus was fully on Pietro, "You…saved me. I just-."

"Hey," Ben put a hand on Pietro's shoulder, "Don't worry about it. But," Ben's "but" got the speedster to focus on him, "That "sacrificial" act you tried to pull…look, it was a noble thing. Not many people would have been able to play that card, and you did so without any hesitation. I'm not saying that it was a bad thing…but, it's something that you have to think about before hand. If you had died today…yeah, you would have saved Clint and the kid. And that would have been good. But…what about Wanda?" He could see the hurt and guilt flash within Pietro's eyes, but knew that he had to continue, "According to the two of you guys, you're (currently) the only family she has left. How do you think she would react if she lost you too?" The changeling sighed, before putting a hand on Pietro's shoulder, "Look…what you did in of itself wasn't bad. But…the "sacrifice card" isn't one that you should just play freely. Especially since you still have someone who you care about, and who cares about you. I don't even know where I'd be if not for Gwen, Kevin, and even Ship," his last sentence was spoken quieter, but Pietro still heard him.

"Wait…you mean that you-?"

Ben sighed, "It's…not something I'd prefer to talk about. But…you and Wanda aren't the only ones who've lost people," his other fist unconsciously clenched as those negative thoughts began coming back, before he quickly shook his head out. "Just…be careful, alright? And, try not to get yourself killed," he ended his sentence with a smirk, getting Pietro to smirk a bit as well.

"What're you two talking about?" They both turned to the sound of Wanda's voice, seeing her walking up with the others behind her (Kevin looking a tad noxious).

"Just how much your brother was impressed by my heroics in Sokovia," Ben "bragged" with a hand on his chin (quickly changing subjects and doing his best to get rid of the somber atmosphere).

Pietro scoffed, "In your dreams," he then looked towards Kevin, "How'd the ride treat you, Levin?"

"Shut it," Kevin had to cover his mouth, "Before I…knock your teeth out." Everyone around him just laughed at the Osmosian's plight (Gwen at least having the curtesy to pat him on the back).

"You all seem like you're having fun," the teenagers (and Galvanic Mechamorph) all turned to see Steve walking towards them, a kind smile on his face.

"Having fun at Kevin's expense? You bet!" Ben exclaimed, getting the others (excluding Kevin, of course) to laugh (and even Steve chuckled for a bit).

The super soldier then turned to the Maximoff twins, "Your rooms in the compound are ready. Feel free to check them out, and do…whatever you want with them. Within reason, of course," he (slightly) "reprimanded".

Pietro turned to his sister, "Try to keep up," he spoke/teased, before shooting off in a silver blur.

Wanda rolled her eyes at her brother's antics, before turning to Team 10, "See you later," after getting three waves (one more reluctant than others) in return, she ran after her twin.

Steve looked towards the others, and motioned with his head…signaling for them to follow, which they did. "So…you kids sure to head out?" Not long after the "New Avengers" had been…properly formed, Team 10 were all offered spots on the team as well…but declined. "We could use kids like you on the team."

"Thanks for the offer captain," Ben replied, "But," he ran a hand through his hair, as Gwen and Kevin frowned a bit, "The main reason we helped against Ultron was…sort of instinct. We've been done the whole "hero" game for a long time now, and we couldn't just stand around while someone like Ultron threatened an entire world and it's people. But, we're not sure if…this, is still something we want to do. Something…happened, and we're not…certain anymore," the changeling tried to explain as best he could, without revealing too much. Steve, however, wasn't as easily "tricked" as he may have hoped. When the star-spangled hero looked into the eyes of all three teenagers, he saw things that he recognized all too well.

Pain. Grief. Loss.

The super soldier could tell that these kids had lost something…someone, important to them. But…it wasn't his place to question (as he more than understands the feeling of loss). He placed a hand on Ben's shoulder, getting the teen shapeshifter to look at him, "Hey…I get it. Your reasons are your own, and you don't have to explain yourself to me."

Ben nodded back, "Thanks Cap." All of them continued their walk along "But," his "but" got the super soldier's gaze back on him, "Here," Ben reached into his jacket, and pulled out.. what appeared to be an exact version of the Ultimatrix symbol on his body whenever he changes form. "This…will help serve as communication to the rest of us. If the Avengers ever need help with something like Ultron again…give us a call."

Steve's eyes widened a bit, before he took ahold of the device in Ben's hand. "Thank you Ben," he nodded.

"Yeah…just try not to get yourselves in a mess like this again. You know…as in not creating another homicidal robot," Kevin quipped, before Gwen elbowed him in the stomach.

The super soldier chuckled, "We'll try," he replied, before holding his hand out to Ben, "Take care of yourself and your team Ben."

The changeling smiled, and shook the elder hero's hand, "I will," he nodded.

Steve walked over to Kevin, smirking as he held out his hand, "Try to behave yourself Kevin."

The Osmosian teen shook the super soldier's hand, a smirk plastered on his face, "No promises," he replied, getting Steve to chuckle.

Finally…he walked in front of Gwen, "I'm gonna be counting on you to keep these two in check," he joked.

Gwen chuckled, "Everyday, Captain. Everyday. Feels like I'm a 24/7 babysitter," she laughed, shaking his hand. Steve than knelt down and scratched a bit behind Ship's "ear", causing the tiny alien to (essentially) "purr" in delight as he rubbed his head along the super soldier's leg.

After that "moment", Ship then jumped ahead of everyone. The little alien began levitating and maneuvering in a circle…before changing into a car (the same as when they first arrived on this Earth). The three teens were let in when Ship absorbed the doors into himself, before materializing them back once they were in.

Ship began driving away from the compound, looking back to give a final wave at Steve (who gave them a smile and a two-fingered salute) as the Avengers Compound grew smaller and smaller behind them.

Until…it was gone, leaving the three teens (and their alien companion) alone with their thoughts.

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(In Another Galaxy)

Elsewhere…far, far away from the Earth and our heroes…sat a dangerous and feared being.

This being towered over most beings in his galaxy, and others. Large and imposing, the being possessed dark purple skin without any hair. He wore golden armor, a golden helmet by his feet and a massive double-bladed sword leaning against his throne.

This man, this…entity was known by many names and titles across the stars. Monster. Killer. Demon. The Dark Lord. The Destroyer of Worlds. The Mad Titan.

This…was Thanos.

Thanos groaned slowly to himself, his own thoughts grating his patience thin. His minions had failed him on one too many times, the mere thought of it getting Thanos to clench his hand on one of his armrests (cracking it underneath his strength). Despite the…failures of his underlings, there was an important lesson that he was taught from these experiences: he won't truly be able to rely on the use of others to attain his prize.

The Infinity Stones.

"So be it then," Thanos spoke in his deep voice (a voice that's struck fear into thousands for centuries), "It's clear that I can't rely on my underlings to acquire the stones for me," he spoke as he stood up, picking up his helmet and putting it on, "Fine," he took ahold of his weapon as he began walking from his throne, "I'll do it myself."

It's time to take a little visit…to Nidavellir.

(Author's Note: Annnnnnnnnd scene!:)

(1): Yes…I am aware that it's…odd that Gwen in particular seem "so" concerned about Thor. Well…two reasons: 1. She was closest to him, so…was the first to notice. And 2. He's a "teammate" (for the mission), and she doesn't want him to get hurt or die. Duh:/

(2): I'm aware that Kevin has seen a lot of stuff, and possibly SHOULDN'T be surprised by the Hulk. But…a lot has happened recently, and he's not sure what this universe holds.

(3): Even with him being intangible, I see no reason as to why Gravity Manipulation wouldn't effect Big Chill. The same reason that I think Telekinesis would still affect him:/

(4): Yes, I'm well aware how Vibranium is supposed to be one of the most indestructible metals in the Marvel Universe. HOWEVER…when I was looking at the MCU Wiki, I discovered that Vibranium is weak to sonic attacks. So…Sonorosian power:/

(5): Pietro was able to hear Clint's words because he was running around the battlefield:/

So yeah…I prevented Pietro's death. Be honest…how many of you expected me to do that?;) But yeah, I never liked how he was killed off in his first movie (and then hardly even MENTIONED again). So...I saved him.

I also changed the "ending" scene with Thanos. While Age of Ultron's post-credit scene was cool, it…doesn't really make a lot of sense, given what we know from Infinity War. The reason that was given for Thanos taking years to begin his quest for the Infinity Stones was because he knew that the forces of the universe would quickly rally against him, so…he didn't begin his quest until he knew the location of all six of the stones (which he didn't, until he knew where the sixth and final stone was…the Soul Stone). So…he put on the Infinity Gauntlet, proclaimed "I'll do it myself", and just…put the gauntlet back, and didn't do anything for another three years? Realistically…that doesn't make a lot of sense:/

And now…we continue our "Arrowverse talks". We'll be going over the last two weeks of premieres (from the 10th to the 20th), meaning that all episodes will be discussed. If you're NOT caught up with those shows, then don't continue reading. If you do continue reading, you lose your right to complain if anything gets spoiled for you (because I warned you). Cool?

Cool.

-First of…Batwoman, Episode 6: I'll Be Judge, I'll Be Jury

*I'm surprised that the Arrowverse gave us an actual name to the Joker, Jack Napier. I heard that name before…but it was in a fanfiction, so I didn't think it was an actual name for the Clown Prince of Crime:/

*I knew that Chris wasn't the Executioner:)

About the real Executioner, however…I do feel bad for him. Feeling like he'd committed THOUSANDS of deaths to probable innocents…I can't be very surprised that he was so effected.

*YES! I am SO glad that someone FINALLY called out Sophie for her BULLSHIT throughout the season so far!:) "Betrayal"…is the perfect word used to describe her. And Mary just SHOT up to probably my FAVORITE character in the show:)

*I…wasn't a fan of how Alice and Mouse were portrayed, nearly trying to break their sibling-like bond immediately after establishing it in the last episode. It's like…give us an episode or two, you know what I mean?

-Next up…Supergirl, Episode 6: Confidence Women

*Man…this season continues to just break my heart with Lena:(

*This…Leviathan, man. Fucking…crazy. Very freaky0_0

I'm…uncertain where Andrea stands with them after they killed Russell (COMPLETE dick move, BTWs). Is she STILL gonna listen to them? Will they have her killed (assuming she'd even be a THREAT)?

One plus though…Lena's on to them now. She'll know about them…she'll be on their tail now…and now? They'll be screwed:)

-Next up…Black Lightning, Episode 5: The Book of Occupation: Chapter Five

*I'm calling it…rejuvenating Tobias is gonna bite everybody in the ass. He is going to betray everybody, even if he may die in the same episode he attempts in:/

*Damn. I can't believe they just killed off Tavon like that:/ Got me right in the feels!:(

*I'm…honestly surprised that Anissa didn't recognize Khalil. I thought it was going to lead to this big "OMG/WTF" moment, when Team Black Lightning would realize that Khalil was still alive (or was…cloned, or something). So…a tad disappointing.

*That scene with Jefferson and those A.S.A soldiers…I don't think a scene in a CW DC show has ever pissed me off more:(

I am glad that Jennifer got to beat the shit out of those bastards! My only complaint is that we didn't get to see it (which, hopefully, we'll get to see in a flashback sequence in the next episode):/

*I was…worried about Chief Henderson's actions against Two Bits and Reverend Holt, but…I'm glad to see the beginnings of a "Rebellion" officially moving forward:)

-Next up…Batwoman, Episode 7: Tell Me The Truth

*This episode…made me very pissed at Sophie:( Not only is she essentially…blackmailing Kate with her secret, but the fact that she then went behind Kate's back at the academy AFTER THEY PROMISED EACH OTHER!

But…I'll say this…this episode did give me a…somewhat better understanding of Sophie and her mindset, and why she did what she did. I'm not proud of what Sophie has done…but, I DO understand why she did so:/

*Julia Pennyworth…did ANYONE else know that Alfred had a kid?! Like…AT ALL?! In ANY continuity?!0_0

*So…Mouse was Jacob in the episode? If that's true…where's the real Jacob?0_0

-Next up…Supergirl, Episode 7: Tremors

*So…Leviathan IS a group, as opposed to an entity. Okay:/

I'm very disappointed that Brainy said the word "earthbender", and no one brought up the fact that he referenced "Avatar: The Last Airbender":(

*Brainy being "non-inhibited" was pretty funny:)

*And truth between Kara and Lena…comes out. And, let me tell you: that scene? Broke…my…HEART!:( You can REALLY feel the emotion behind each woman, Kara's feeling of despair and Lena's sense of betrayal. I know it won't happen soon, but…PLEASE have them make up!:(

The scenes with Alex and Terri, and then J'onn and Malefic only drove the nail in further. Us seeing two relationships being strengthened (in the case of the former) or fixed (in the case of the latter)…and another being ripped apart:(

-Next up…Black Lightning, Episode 6: The Book of Resistance, Chapter One

*Not cool for Jamillah (who's name I just remembered what Olson. Confirmation of Jimmy Olson and everyone of Metropolis existing within the world of Black Lightning?) trying for an interview with Jefferson at Tavon's funeral! Not cool:/

*Lynn…don't give the files of the meta-kids to Tobias! You KNOW you can't trust him!0_0

*What's been going on with Jefferson and Anissa this season? It feels like their relationship is deteriorating:(

*I…did not expect for Brandon's power to be geokinesis:/

*Jefferson should have let Odell die:/

*So…with Gambi, we've got our first main hero/ally to be aware that Khalil is still alive. The plot thickens:)

*I REALLY hate Odell and the ASA. Now…they ruin Jefferson and Lynn's relationship, as if they haven't done ENOUGH:/

-Next up…Arrow, Episode 5: Pronchost

*Wanna hear something funny? Before I went in to watch the episode, I genuinely forgot that we were back in Star City…and, that the kids had come from the future:)

*Geez. I knew Mia was a skilled archer…but DAMN!0_0

*I've heard a theory that Lyla is working with the Monitor to get back her daughter Sara, who (for those who either don't know or forgot) was essentially "erased" when Barry struggled to put the timeline back together after Flashpoint. I suppose it's as good a guess as any, with her being willing to "betray" her friends and family for the whims of a cosmic being:/

*I'm glad Roy is back:) And John was right in the beginning of the season, the coming crisis is the definition of "all hands on deck".

*I'll be honest…I was kinda surprised that the Laura's dilemma was "fixed" so quickly. Guess even I underestimated her:/

(Sighs)…damn it Lyla. She better know what she's doing.

-Next up…The Flash, Episode 6: License to Elongate

*Barry and Ralph episode…pretty good:)

*Good to see Chester back up again:)

I hope he stays with Team Flash, AT LEAST for the rest of the season. He's hilarious:)

*I knew Ultraviolet looked like Mileena:)

*If the Monitor is as powerful as I believe he is, Nash had better have some serious plan.

I think…that Allegra's doppelganger was Nash's daughter, who's probably dead (MAYBE…by the Monitor's hands?).

*(Sighs)…damn it Ramsey. Forgot about you:/

I hope you guys enjoyed the chapter. Let me know what you think. Constructive criticism only, no flames allowed.

Review, favorite, follow, and I'll see you guys next time:)