Nine-tailed kitten: thank you

Plasma57: thank you

INeedAUsername8: thanks… and if only what?...

Chapter 38: The Eclipse and The Talisman

(In Dracula's castle about 30 minutes earlier)

Iron Man's group raced up the staircase. Their mission: find and stop the Ripper. One was most unhappy to go. White Tiger had hoped to join Wolverine's squad in finding Peter. But Cap had chosen her to go along with 'their' group. She wasn't pleased with the decision. But as they raced up the stair she'd hoped she'd find the one responsible for all of this.

"How much farther?" Stark wheezed. "Why aren't you flying Mr. Genius, Billionaire, Playboy, Philanthropist?" Widow mocked. "I wanted to be fair." Iron Man replied. "You?... Fair…? That's something I don't believe makes sense." Natasha chuckled. "Funny Widow." Tony snorted. "Come on guys, we have to find Ripper." Cap said.

Cap had a point; they needed to focus on finding the one responsible for this mess. But one couldn't help but think of someone else. Tiger's mind rushed with thoughts of Peter, mainly of what has come of him. She just hoped he was still alive.

'Please be ok Pete… Please..' She thought to herself as she raced up the stairs with the others.

Zabu noticed her divided behavior and grunted at her. She looked at the big cat, who stared at her with those fiery orange eyes. She could tell what he was thinking.

"I'm fine Zabu." She whispered, trying to stay quiet yet have conviction in here voice. "We're almost there guys! Get ready!" Tony said.

Within a few moments they reached the top of the staircase. Tony got on one knee and started breathing hard. Cap sighed and shook his head. Hawkeye and Deadpool just laughed at him.

"Alright stay close and be ready. We don't know what's planned for us in here." Cap ordered.

The group moved into a tight, flexible formation as they moved down the hallway. The only door was at the end of the hall. With great caution the squad moved towards it, eyes scanning the area around them. Surprisingly there weren't any traps sprung as the group moved through the doorway. As they entered the other room, Zabu immediately started growling.

"Something's in here." Tiger said. "Agreed." Cap replied.

The group moved closer together, getting back to back. Zabu growled louder as he spied something. Tiger looked up to see 4 pairs of red eyes on the ceiling. Their owners leapt to the ground and moved closer to the group. They wore the same exoskeletons as the vampires from earlier, except for the colors are switched. And these carried weapons. The tallest among them wields a bardiche, a long weapon it held in both hands. Another one, far shorter, twirled an alamang in each hand. The other next to it held a saber in its right hand as well. The last one, the only one that looked feminine in from, held a rapier sword in its right hand. They stood still like statues.

'What are they waiting for?' Tiger thought to herself. "Screw this." One of the Nightstalkers growled before firing on one of the figures.

The round bounced harmlessly off the armor. Cap glared at the man. Instantly the four leapt at the group, weapons ready.

"Go!" Iron Man said.

The group maneuvered out of the vampires' strikes. But with quick response they leapt again. The largest of the group swung its bardiche at Thor who ducked under the huge bladed weapon. The Asgardian threw a punch forward which was caught by the vampire' left hand. Thor grunted as he swung his hammer. The vampire let go of the thunderer and dodged the attack. Cap threw his shield forward which knocked the vampire backwards. Iron Man started blasting at it in quick repetition. The vampire quickly got on its feet and readied to lunge. The 3 prepared for the attack. But a blur of yellow and brown tackled the vampire.

"Haha!" Thor chuckled as Zabu wrestled with the vampire.

The bardiche had been cast aside as the vampire tried to grip the thrashing and mauling body of the huge feline. Zabu roared in the vampire's 'face' as it opened it jaws revealing its set of sharp fangs. The vampire found a grip and tossed the beast off. As it got on its feet all 4 of its attackers tackled it and fought to hold it down.

"This one's fast!" Agent Venom grunted as he fired his 'venom missiles' at the one holding the saber. "A-Bomb's away!" A-Bomb cried as he rocketed towards the vampire in his 'ball form'.

The vampire dodged the attacks with great ease. It jabbed every now and then with its blade at its combatants.

"Can't you web him or something?" A-Bomb grunted as he tried to punch at the vampire. "Oh yeah!" Flash laughed before firing off his black webbing at the vampire.

A-Bomb tried holding the vampire in place by grabbing its shoulders. The vampire began to move out of the way, but the blue gamma held on. And they were both caught in the webbing. Both grunted as they struggled to get free.

"Oops… My bad!" Flash called out. "Get me out of here!" A-Bomb yelled, no amusement in his voice.

Flash hurried over to his ally's aid.

"Slicey slice! And slice! Cut! Scarpe! Slash!" Deadpool laughed as he dueled the double alamang wielding vampire with his new two broadswords.

They continued to cross swords. A parry, block, deflection, and blow in a beautiful harmony from the vampire's skilled strikes. Deadpool swung wildly as he fought the vampire. His attacks were hard to tell, but the vampire's keen eyesight allowed it to continue to fight the mutant.

"If I cut you, do you not bleed?" Deadpool said as his blows began to land as he randomly used attacks.

But this vampire was holding its own as the battle went on.

(This guy's good… Let's see he'll handle this next move...)

Deadpool feinted a strike and out of nowhere pulled out a huge hammer and swatted the vampire. The vampire hit the wall with a crunch. Deadpool laughed and started dancing in victory as he moved closer.

"Come on!" Tiger snarled as she fought the most feminine of the 4."Team up Ms. Ayala?" Widow chuckled. "Sure!" The younger woman grunted as she continued to strike at the vampiress. "Don't forget me!" Hawkeye called out as he ran to join the fight, from a distance.

Tiger and Widow moved in close to avoid the sword and dealt their strikes in the parts of the body where the anatomy is weakest. But the armor made it difficult to allow the blows to deal their usual damage. Hawkeye watched carefully to choose his shot. His sharp eyes observed every motion till he made his decision. He fired his shot, aiming for the head. The arrow moved past both of the archer's allies with grace and headed for the vampires. At the very last moment, the arrow missed its target. The vampires had moved out of the way to strike at the redheaded woman. Hawkeye's jaw dropped in shock.

"I… missed... I MISSED!" Hawkeye screamed in anger. "Shut up and keep fighting!" Ava snarled as she continued to slash at the vampire. 'Jerk..' Clint mumbled in his mind, not daring to say it out loud.

Tiger was growing impatient and saw an opportunity as the vampire aimed to jab at Widow. Ava slashed the sword-arm with great speed and accuracy. The vampires were knocked back as both women kicked her at the same time.

"Nice job. More than I can say for Hawkeye." Natasha chuckled. "Hey!" Clint yelled in frustration.

While the fighting had been going on, the Nightstalkers had taken position around the brawling, firing when they saw a good opportunity. All 4 of the vampires had been 'dosed' with the tranquilizers. Then they moved through the door at the other side of the room. As they went through it they found themselves in Dracula's throne room. Up the stairs to what was originally Dracula's throne stood the Ripper, an unamused look on his face.

"So some of you freaks and traitors made it in here. How unnerving. But still... You still won't survive the end of this war." Ripper growled. "It's over Ripper! Surrender!" Cap shouted. "You're alone in this room, we have you outnumbered." Iron Man added. "Indeed he is outnumbered… but he'll manage…" Ripper snorted.

The Ripper spoke in the same foreign language as earlier. Instantly a pair of searing red eyes appeared from the shadows and out walked Dracula. He looked the same, except for the armored red helmet covering his head and neck which interlocked with the rest of his armor. But the eye holes displayed those familiar eyes.

"What have you done to all of them?!" Cap shouted. "The Syphon Talisman bends the evil wills of vampires. They do anything as long as the correct words are spoken to activate its mystic powers." Ripper replied, a frown on his face. "It sounds like you are acting like the thing which you hate most?!" Iron Man shouted. "SHUT UP! I AM SHOWING THEIR TRUE NATURE!" Ripper shouted, anger thick in his voice. "Take him!" Iron Man shouted.

Ripper spoke the same language and then Dracula leapt at the group as the golden sword was drawn. Thor flew forward meeting the vampire in the air. Hammer and sword clashed, but the blade didn't break. This was shocking, but the Asgardian went on to fighting.

"Subdue Dracula! Nightstalkers! Handle Ripper!" Cap called out. "Gladly!" Hannibal replied.

They divided and charged at their targets. The heroes repeatedly attacked the vampire. Cap threw his shield upwards as Dracula levitated in the air. A quick slash swatted the shield away. Iron Man, Hawkeye, Widow, and Agent Venom fired their various 'missiles' at the vampire. Dracula dodged around them like a snake slithering along the ground.

"Thor! Throw me!" A-Bomb shouted. "What?!" Thor said. "Do it!" The blue gamma hero said.

Thor grabbed Rick and threw him.

"A-Bomb's away!" He shouted as he shifted into his ball form and hit the vampire, knocking him to the ground. "Haha! I see what you mean now!" Thor laughed.

Dracula tossed off Rick, and then Zabu leapt at him. The big cat slashed and growled as he tried to strike the vampire. Dracula backhanded the feline. Cap charged forward and aimed kicks and punches at the vampire. Unfortunately, he was sent backwards by a hit from the golden sword's handle. A set of claws raked in the red armor, making a horrible sound. Dracula turned to see an angry White Tiger.

"I don't care if you're the bad guy or not now! You're going to pay for what you did to Peter!" She snarled before lunging.

The Nightstalkers thought they had it easy when they ran to face Ripper… but they were mistaken. They decided to fight fist-to-fist. Hannibal tried warning the others, but it was no good. Ripper effortlessly punched and kicked the younger men around with ease. Hannibal had seen Ripper fight before, and his former friend is one of the best he'd ever seen.

"You pathetic boys! You thought you could betray your own kind?!" Ripper snarled, before spitting in their direction. "Ripper! It's down to you and me." Hannibal said. "Shut up and fight." Ripper hissed before charging.

These two fought like boxers. Each threw punches with great force in each motion. They dodged, blocked, jabbed, and swung.

"DRACULA!" Tiger screamed with rage as she furiously slashed at the vampire.

The vampire couldn't use his sword with success because the girl's savage attacks were to quick and wild to dodge, even for him. Soon enough she pinned him to the ground and tore off his helmet. She dug her claws in his forehead. Dracula screamed in pain. But then it looked like his eyes dulled slightly. He blinked for a second and cried out again and moved his head one way where the claws came out. Dracula groaned in pain as he tried to rise to his feet. He turned to see the heroes standing in the room.

"W-When did you get here?" Dracula asked weakly. "We just rang the doorbell." Hawkeye chuckled. "You... have to get out of here…" The vampire king coughed. "So worried… What's wrong Drac?" Cap asked. "That fiend has taken control of all those here… That talisman in his possession... it can control my species… He will unleash us on humanity… which will then cause all of us to die." He hacked.

Ripper kicked Hannibal in the groin. The Nightstalker leader cried out in pain as he fell to the ground. Ripper grabbed one of the guns on the ground and aimed it towards the gothic style stained glass windows and destroyed them all by firing on them.

"No!" Dracula cried out. "What?" Cap asked. "The solar eclipse… Once the moon blocks the sun's light… My kind will be at their peak in physical power…" Dracula replied. "That means..." Cap gasped. "We're dead…" A-Bomb squeaked in fear. "No... He'll have me compel you… or yes… some might die… Those who can't be compelled... or turned..." Dracula grunted. "Like Peter?" Ava snarled. "Ms. Ayala… Peter…" Dracula couldn't finish his sentence.

A familiar aura of what looked like red static electricity consumed him as Ripper held the talisman in the air and spoke the same strange language.

"What's he doing?" Widow gasped. "D-Draining me… I don't know why!" Dracula cried in pain.

A few moments later a fist emerged from the floor. A huge hole was formed as the fist retreated, then a familiar figure leapt through it. Tiger knew him all to well. There stood Peter before them, eyes blazing red as the strange energy circled him.

"Witness the power of the eclipse and the talisman!" Ripper shouted as he held the talisman in the air.

Instantly the eclipse occurred and its power mystic energy caused the talisman to glow white. That energy consumed the vampiric Spider-Man, who shrieked in pain.

"SPIDEY NO!" Ava cried in fear.

Those who were sent to find Peter emerged from the hole to look on at the horrific scene. They all attempted to stop what was going on, but a blinding red and white light consumed the room. When it disappeared, they all turned to look at Peter. But their eyes fell upon a horrible scene. There before them stood Peter, in another state. HE now stood near 7 ft. tall, his body now the figure of a reddish-white man-bat. Its blood red eyes are lock on the group. The limbs are long and twisted, his arms now huge pale wings each about 6 to 8 feet long. Its legs are shortened, but rippling with powerful muscles. A coat of red hair hangs from the back of its neck to the middle of the back. Both ears are about 2 feet in length each. The only 2 incisors on it upper jaw are both near 2 inches long, while the 4 canine teeth are twice as long. Its torso is muscular and pale. Its face is the look of a huge vampire bat. And the set of blood red eyes are locked with the fearful eyes of all those before it. Then it let out a horrific, heaven-shaking, blood curdling roar.

'No…' Ava gasped in her mind.

To be continued…