Unknown Location

We see a man in some sorta experimental suit with an experimental energy thing pointed at him as it starts to gather energy and was nervous as he looks at someone from his small peeking hole as we see AIM Agents/Scientists and M.O.D.O.C (Mental Organism Designed Only for Conquest) or he was known before having gotten a big head and transformed himself into a computer and leader of Terrorist organization, George Tarleton.

MODOC: Proceed.

As Ionic energy was being beamed down we see the man was covered in Ionic purple energy and was screaming in pain as he then noticed an explosion and smoke and lightning coming in as we see Thor and Wasp come in and attack AIM in the middle of an experiment.

Thor: Prepare yourselves for smiting!

As the main strained himself in pain we see he is watching MODOC Fired his Mental Bolt at the two and they dodge as Aim agents try to fight them but are blasted away by Thor as the man inside was getting nervous until we see MODOC try to attack Wasp with his beam but isn't working very well as it hits everything but Wasp and then there was a energy surge that the man felt before the device fell on him and released a lot more Ionic energy and changed his body structure as we see his skin, bones, and nerves were removed from his body and then his suit was destroyed and the man we see now was powered up by Ionic Energy and looked pretty mad about something as we see his eyes turn bright red.


Three hours earlier... Stark Tower

We see our mystery man from earlier as he has Black hair, Blue eyes and fair skin as he was a CEO like Tony but more unknown then most big corporations. His name is Simon Williams as he talks to Tony Stark as he was currently working on something as he was in a meeting.

Simon: I don't need to tell you that Stark Industries is crushing us. Energy was our major initiative at Williams Innovations, but ever since you came out with the ARC reactor technology. We've got nothing that can compete.

As Tony flips a switch we see he is not entirely focused on Simons story.

Jarvis: Security image... not found. Error.

Simon then gets to the point why he is here.

Simon: We're going under, Tony. But you know that. After all, you've been buying up shares of my company. We don't know each other, but I came to ask you personally, don't do this. I built Williams Innovations from nothing. It's all I have.

Tony: Was, actually.

Simon: [Shocked.] What?

Tony: I am the, uh, majority shareholder as of about 15 minutes ago.

Simon was enraged by that as he went up to Tony Stark desk and called him out.

Simon: [Anger.] No. I'm not gonna let you do this. Do you hear me, Stark?

Stark wasn't really focused as he was still looking into the security image he still hasn't found yet. Simon then leaves feeling he's not going anywhere with him and threatens him once more.

Simon: I'm not gonna let you destroy my entire life!

Tony: Destroy, what?

As Tony listened to that last part as he really wasn't listening and sees him leave and immediately stops what he's doing and tries to call him back.

Tony: No, wait, Simon. Simon! Let me--

Simon just leaves and slammed the door as Tony looks down in sadness.

Tony: [Sighs.] Explain. Great.

As Tony looks at his computer as we see Hank Pym or currently now, Ant-Man as he gets out of the computer and heard everything that has happened and judges Tony.

Ant-Man: You're a real piece of work, Tony.

Tony: Don't start, Hank.

Ant-Man: Do the words business ethics mean anything to you?

Tony: Did you find anything in the hard drive?

Any-Man: You just crushed that guy, Tony. What kind of man so callously disregards another human being like that?

Tony: I've got a plan that you wouldn't understand, Hank.

He then decides to get under Hank's skin as he knows his weaknesses are.

Tony: [Quips.] Wasp would understand. Maybe I could explain it to Jan over dinner, and she can explain it to you.

Hank did not like that idea as he glares at him.


Elsewhere

Speaking of Wasp, she and Thor was currently in a chase in another part of the city as they are following a AIM aircraft.

Wasp: Cone on, they're getting away.

Thor: They seem to be of little threat. What was this deal we interrogated? Something about weapons.

Wasp: Yeah, BIG ones. From what Iron Man told me, these AIM science geeks specialize in making some pretty crazy stuff.

The AIM shuttle in the back then extended outward and we see it was a weapon as it was pointed at them and it fired a big black ball as the two easily dogged but it exploded and we see it was actually a miniature black hole as the two heroes scream as their limbs stretched into the void and Thor quickly used his hammers power to summon lightning and strike the Hammer as he then used his free hand and we see a big blast of blue energy exploding from where they were.

We see Thor and Wasp we're ok as Thor was getting mad at AIM for using that weapon as Wasp was catching her breath as she didn't expect that.

Wasp: That's crazier than I was thinking.

Thor: I tire of these geeks. Should we not call the other Avengers?

Wasp: They'll only slow us down, big guy. Think you can clip their wings?

Thor: Aye.

Thor made a quick grip adjustment to his Hammer Mjolnir and aimed it at the AIM aircraft and took out the gun and one of their engine as Thor commanded his weapon to return and was about to chase them but Wasp stopped him.

Wasp: Hold up.

Thor: But they will escape.

Wasp: They'll think they're escaping, but they're actually gonna lead us right to their secret base where we'll beat them all up.

True to Wasp's words there was a trail of smoke from AIM's engine and Thor found this Tactic to be acceptable as he smiles at that.

Thor: Verily.


Avengers Mansion

As we see everything is normal and quiet for Generator Rex as we see he is currently testing the Quinjet in a Simulator.

We see Rex then take off his helmet to the simulation and shake his helmets hair as Jarvis congratulated them.

Jarvis: Congratulations, Generator Rex, you are officially capable of flying the Quinjet. Rex: Thanks Jarvis. By the way, where's Steve?

Jarvis: I believe he's still in his room, sir.

Rex: Still?

Generator then jumps out of Rex's chest as he finds that confused.

Generator: I don't get it. Why doesn't he want to explore the city?

Rex: It's not his time Generator. It's like he said before he lost his whole world. Maybe we should find something from his time maybe that would brighten Steve's day. [To Jarvis.] Jarvis, is there anything from the 1940's he'd like?

Jarvis: There is a shop that deal with 1940s music.It's just down the street, sir.

Generator: Interesting idea. He'll like that.

Rex: Jarvis we're going out for a bit can you tell the others we'll be right back to the Mansion.

Jarvis: As you wish, sir.


Captain America Room

We see Steve is currently wearing new uniform for his Captain America clothes and has a Shield ready to go as we see he looks at the Mirror and questions why he is doing this. Why him? Why go into the future when he cared about everyone in the past.

Captain America: [To Himself.] What are you doing here, Soldier?

Jarvis: Sir, Generator Rex has left the building saying that they'll be back.

Captain America: Thanks, Jarvis.

Jarvis: Also sir you have a visitor in the foyer, sir.

Captain America: [Surprised.] Uh, visitor? They asked for me?

Jarvis: Indeed, sir.

Steve then put his mask on and went to the foyer.


The Foyer

Upon reaching there he saw a black skinned man with grey in his hair and a eye patch and in a trench coat standing in the fire place as we see it's the Director of SHIELD, Nick Fury.

Fury: Captain America. So it's true.

As the two shake hands Steve felt like he knew him as the two shake hands.

Captain America: Uh, I'm sorry, do I know you?

Fury: No. My name's Nick. I'm a director of a peace keeping operation called SHIELD. I'd like you to come with me. I've been saving something for you.

This made Steve quite interested as he looked perplexed by what Nick meant.


With Generator Rex

As we see Generator Rex as he seemed to be flying in the air as he looked around and saw a Pawnshop that deals in 1940s music.

As Generator Rex hide behind a Dumpster a blue light is seen but dies down and we see Rex in Civilian Clothes and walks in as we see and smell funky things as he looks to see some Vinyls from the 1940s, specifically Jazz and Swing music.

Rex: Steve will probably like this.

Generator: [Telepathic.] Sure, it's just a 1940s Superhero Soldier that will enjoy this music.

As we see Rex go up to the man that owns the store we look outside and above as we see Black Panther as he seemed to be watching Rex moves.


Elsewhere

We see a Limousine and inside we see Simon Williams is talking to someone who was in the car with him.

Simon: I can't lose the company. I won't. I need help, Eric.

We see Eric, Eric Williams, also known as Reaper resident Cyborg Assassin for Hydra. And it was clear if not before that these two knew each other and were brothers.

Reaper: Well, that's what brothers are for. I have to say I'm a little surprised to hear from you after all these. Since you don't associate with-- [Confused.] wait, what did you call me?

Simon: Eric.

Reaper: [Remembers.] Oh, yes. Psychopath, criminal scum.

Simon looked a bit scared as he stares at his insane brother.

Reaper: But don't worry, Simon, I don't take it personally. And you're right. [flips his hood over his face.] I do know people who can help get your revenge.

Simon was a bit scared as he looks around his surroundings and we see a warehouse with dozens of crates as the two get out of the Limo and Reaper leads his brother to a Elevator as the two step in and Reaper pulls the door to the Elevator down and both go underground and Reaper brandishing his scythe in front of Simon as he backs away from the pointed end.

Reaper: These are the same people who made my scythe. They can give you the power to destroy Stark and BURY his company.

Simon was wary as he had second thoughts about this.

Simon: I don't know.

Reaper: Trust me, you're in good hands.

Simon saw the Elevator door open and we see a high tech lab with AIM Drones doing science tests and making sure the machine works.

???: Welcome...

Simon turns around to talk to the person but was shocked to see a huge head with small arms and legs and was on a hover chair as he controls it and we know who it is... MODOC.

MODOC: ...to AIM.

Reaper: MODOC, this is the one I was telling you about.

MODOC: Of course. We can remake you, Simon Williams, into something powerful enough to defeat even Iron Man.

Simon: Something? This is insane. Are you saying I won't be human anymore?

MODOC: Human? Why would you want to be human?

Reaper: MODOC.

MODOC immediately stops talking as he then allows himself to explain it in a better way for Simon.

MODOC: Yes, humanity is relative. You will retain everything that makes you Simon Williams. [Shows Machine above them.] This Zeta Beam will imbue your living matter with Ionic energy. You will become a wonder of science. The power at your disposal will be incalculable.

If Simon went through with this he would go against everything that he was against but what choice did he have his company is about to be taken away from Stark he would even "shake hands with the Devil" to get it back.

Simon: I don't have any choice. Tony Stark has taken everything I care about. I have to take it back.

MODOC pleased with himself as he had gotten his consent to do the experiment.

MODOC: I agree. Drones, prep him.

As we see AIM goons then take him to his station as we see him dress down to his boxer shorts and they cover him in some chemical formula before putting on life support and then a suit to which was for protection.

MODOC: You do understand that no one has actually survived this process, correct?

It was basically a death sentence for Simon as Eric his brother looked at him with a smile before answering MODOC question.

Reaper: That's life.

Reaper had no problem with getting his only brother killed as he turned around and we see AIM Drones working with a Crystal much like the Fractal that Hydra collected as Reaper notices it but hides his question on how they have one, and sees it being used to create the other device as we see a coil and energy being transferred into a cube.

Reaper: Strucker wants an update on the weapon he's paying you to create.

MODOC: HYDRA maybe eager to take over the world, but they need the science of the Advanced Idea Mechanics to do it. When there is an update, I'll inform Baron Strucker, Personally.

Reaper: Let me know. [Turns to leave.] If my brother survives.


Outside

We see Reaper leaving in the Limousine and we look up and we see the AIM aircraft that was flying away from the Avengers in the sky and we see a Smoke trail.


Barbershop

We see Steve and Fury outside the Barber as Steve questions why Nick lead him there.

Captain America: I'm starting to see why Iton Man told me not to trust SHIELD. You guys aren't very forthcoming.

Fury: Neither is Iron Man.

The two enter the building as we see a barber was working on a customer but when they see who it is they immediately get to the sides and allow them to sit in the chair.

Fury: Grab a seat, Captain.

Captain America: I think my hair is already regulation length.

The barber then put his tools away and then pushed a button under it and it was actually open the doorway under the chair and brought it down through as Steve was shocked but followed Nicks example and sat in the chair. Steve then looks around before noticing a guard at the door and the Barber hits the button allowing him to follow Nick.

Captain America: You want to tell me what this is all about?

Fury then turns off the Monitors he was looking at and we see then in different places before he answers Caps question. He leads him to a door and opens it and we see a motorcycle that Captain America rode into the frontlines of Battle as he was happy to see it.

Fury: My dad past this down to me. He said it belonged to you.

As Cap looks at his bike with joy as he inspects it and it was really his motorcycle.

Captain America: My Motorcycle. But how?

Fury: My father's name was Sgt. Jack Fury. You saved his life in the war. I grew up hearing all the stories. He idolized you. And so did I.

Steve then put it together that he was talking to his son, Jack Fury Son, Nick Fury.

Captain America: Nick Fury.

Fury: Anything Captain America needs, Ever, SHIELD will provide for you.

Nick then raised his hand in greeting as Steve reciprocated the gesture.

Fury: It's an honor to meet you, Captain.

Captain America: So what Iron Man said. Can I trust you?

Fury: When it counts, absolutely.


The Record Shop

We see Rex is currently carrying a box of Vinyl as he thanks the shop keep.

Rex: Thanks for the Vinyl.

As Rex leaves was then bumped into an African accent Man.

???: [African Accent.] Excuse me.

Rex: No it was my fault I didn't watch where I was going.

As we see the African sounding man was actually Black Panther, T'Challa, as he is currently in disguise as he wore a trench coat over him.

T'Challa: No the fault was mine. I am… new around here in New York.

Rex: Well, you picked a nice city to visit. So what brings you here?

T'Chala: I'm actually here to look for… certain individuals to help with a problem of mine in my country.

Rex: Well, I hope you can get help from wherever you come from. The name is Alexander "Rex" Caden. But you can call me Rex.

T'Challa: Hmm. Interesting name, Rex.

Rex: Really?

T'Challa: Rex is a name of a Ruler or King in the Proto-Indo-European culture.

Generator: [Telepath.] I like this guy.

Rex: I'm sorry I didn't catch your name.

T'Challa: T'Challa.

Rex: Well, T'Challa. Are you currently looking for people?

T'Challa: No. I think I found them I'm just getting a sense of everyone.

Rex: Right. It's good to test them out and understand if they have a good heart.

T'Challa: [Chuckles.] A very wise insight.

Rex: Eh, I wouldn't say I'm wise. More like, you gotta be careful on who you trust. Don't want them stabbing you in the back.

This made T'Challa look down in thought as he clenched his fist something Rex saw, T'Challa had anger in his eyes something Rex saw as if he may have said something that made him remember something from the past.

Rex: Um, T'Challa? You ok?

As if remembering where he is he immediately puts up a neutral tone and thanks Rex for his time with a bow.

T'Challa: Yes, I'm fine. Thank you for your time.

T'Challa then left a confused Rex as he watches him disappear in the crowd.

Generator: [Telepath.] What's up with him?

Rex: I don't know. But we need to get these back into Steve's Room, he'll like this.

As Rex hid behind a Dumpster he immediately changed to Generator Rex and went into flight mode and flew carefully over the city with boxes in tow. As he heads back home.


Stark Tower

We see Hank looking at one of Tony's Iron Man face lift as he talks to him about his behavior with Simon.

Hank: I'm not judging you. I'm just saying that you value money and business over people.

Tony: How is that not Judging?

Hank: I've seen it before, that's all.

Tony had enough of Hank judging him as he tries to figure out what the problem is.

Tony: All right, enough. You've been glaring at me for weeks ever since the breakout.

Tony then thinks about why Hank is on his case and came up with one answer in his mind.

Tony: This isn't about Simon. This is about Ultron.

Hank then goes up to Tony as he explains why he doesn't like how Tony runs his business. By neglecting people who Ran their businesses from the ground up and ignoring his partners.

Hank: No, it's about you valuing money and business over people. Ultron was the first time I realized who you really are.

Tony: Who I was.

Tony seemed to regret that part of his life as Hank went on why he can't trust Tony.

Hank: Five years ago, you asked me to help you Chang'e the world. Your tech with my ideas for mapping a human mind onto a machine.

Tony: I get it Hank.

Hank: But it was all to make weapons. Were you even going to tell me that you were shopping Ultron around to the military?

Tony: I'm a different person now.

Hank: [Disbelief.] Right. You say you've changed. Now, maybe you're not making weapons anymore, but you're still hurting people. Just ask Simon Williams.

Tony then dropped his head as he knew that Hank was right.


AIM Hideout

We see the AIM aircraft was flying in the air as we see three of the four thruster working as we see a roof open up and allowing the AIM craft inside as we see a fully functioning hanger as we see the Two AIM Drone exit the ship as we see another one questioning the state of the aircraft it was in.

Drone #1: What happened?

Drone #2: We were in the middle of the Maggie sale when two Avengers burst in. Thor and Wasp chased us, but we managed to shake them.

The Drone then heard everything and immediately had a bad feeling and then got mad at them for coming to their base.

Drone #1: The Avengers were chasing you and you came here!

Then we see Wasp as she stands on the Drones shoulder with a smug look.

Wasp: Yeah, you guys. What were you thinking? [Flys off his shoulder.] Hi.

Wasp then blasted the Drone in the face and knocked out as the other two try to escape but was knocked out by Wasp Stings and Thor body.

Meanwhile we see Simon get into the Machine as it was now ready for firing as the Drones then pulled a switch and turned on the machine and Simon was screaming in pain before an explosion was heard and we see the wall broken down and MODOC and his Drones see the Avengers, Thor and Wasp as Thor announce their presence. As MODOC glares at them Wasp and Thor was disgusted with MODOC's Head.

Wasp: Okay, stop. What is that?

Thor: 'Tis some kind of-- of-- That is a very big head.

Even the Thunderer was at a loss of words as MODOC introduced himself.

MODOC: I am MODOC. I am the ultimate inhuman/machine interface. I am designed only for conquest.

Wasp: Whatever you say freak show.

MODOC: [Angry.] BE SILENT!

Thor: Like a frost giant's head on an infant's body.

This made MODOC mad as he used his mental bolts on his forehead to attack them as Thor got hit with the beam.

Wasp: THOR!

As Wasp calls out to him before AIM Drones then attacked them as Wasp hit outta there and went for MODOC but Thor was fine as his Asguardian physiology helped him survive as his Hammer gathered energy and attacked the Drones. While Wasp was attacking MODOC he was having a hard time getting a hit as he blasted where wasp was before his mental bolt hit the Ionic energy and caused it to flood purple Ionic energy right where Simon Williams was as MODOC and Wasp look on.

Wasp: [Quips.] I think you broke it.

MODOC looks on before glaring at Wasp before looking back at Simon Williams who is now transformed into… something else. His body was gone and his hair was gone, even his skin was gone and his eyes were red and Skin and body made out of Energy.

MODOC: [Surprised.] He survived. The mental bolt must have changed the algorithm.

Thor: Another Villain?

Wasp: Probably, you want to hit him or do you want me to?

Simon then flys out of there and through a wall and heading who knows where.

MODOC: Incredible! I have created a being of Ionic Energy! I am Science! I am Genius!

He was then attacked by Thor's Hammer as he is thrown back into a Wall.


Stark Tower

As Tony was getting ready to put his armor on Hank continue his conversation about him value money and Business over people.

Iron Man: What else am I supposed to do, Hank? Tell me.

Hank: Try not being a self-involved, ego-centric, money-hungry--

Iron Man: [Angry.] Everything I do is to help people!

Hank: [Angry.] Everything you do is clean up a mess you made!

Before Tony could make a counter argument a loud rumble is heard as Tony makes a quip.

Iron Man: [Quips] Well, I didn't do that.

As Iron Man flys out of the building he looks around it only to see his office destroyed as he flies in and sees a purple energy man standing behind his desk.

Iron Man: [Quips.] Ok, I didn't really need an office anyway.

???: Stark.

Iron Man: [Quips.] Have we met?

???: I told you I wouldn't let you take my Company.

We see it was Simon Williams as Tony recognized him by his sentence.

Iron Man: [Shocked.] Simon? Simon, oh, man. What happened to you?

Simon then grabbed Iron Man's Armor and ripped it off him as Tony screamed in pain and Simon then punched Tony Armor off as he had his chest and face and left shoulder and right arm exposed.

Iron Man: That's-- That's not possible. Simon, what have you done?

Simon: You should be more worried about what I'm going to do.

Outside the office we see Pepper with a schedule as she then sees Tony's head through the wall as he sees Pepper and tells her to save herself.

Pepper: [Worried.] TONY!

Iron Man: [Worried.] PEPPER, go! Get out of here!

Pepper didn't like that as Tony went back inside to fight Simon and she complied with Tony's order until she took out her phone from her pocket.


Avengers Mansion

We see Generator and Rex with his helmet off drops the vinyl in Caps Room.

Rex: I'm sure Steve will like this.

Generator: Yeah, I'll bet for someone as old as him.

Rex: Don't let Cap hear you talking like that he's possible in his mid-twenties… I think? I'm not sure how old he is?

Then there was a beep and Steve's Radio then popped up and we see Jarvis.

Jarvis: Sirs, there is a problem at Stark Tower! Pepper Pots called that Tony was in trouble!

This made Generator and Rex nod at each other and Rex put on his helmet and Generator in his chest.

Rex: Flight Mode!

Outside of Steve's room we see a blue light before a window became broken and flys to save Tony.

Rex: SORRY!

As Rex said sorry to no one in particular as he flys through the sky, we see T'Challa watching him from across the street and on-top of the building in his Black Panther attire.


Stark Tower

We see in Starks office, Tony was getting his butt handed to.

Simon: Pretending to Care about people like that. [Angry.] I built my company from nothing! It was all I had and you took it from me!

Simon then threw Tony back across his desk and into his window as it left cracks on it.

Iron Man: [In Pain.] You didn't let me finish.

Simon: [Lift up Tony Desk.] Believe me, you're finished. YOU'RE Going to feel helpless! [Destroyed Tony's Desk.] YOU'RE going to know what it is like. When someone powerful CRUSHES you.

???: Not that he has it coming…

We see Hank as Ant-Man as he flys on a carpenter Ant in front of Tony and Simon.

Ant-Man: …but I can't let you hurt Tony.

Simon: You. You're one of the Avengers.

Ant-Man: I am. I'm hoping we can sit down and talk this out scientist to scientist. [Notices his Energy Body.] And I wouldn't mind taking a look at you. Is that Ionic Energy you're made of?

As Hank looks back on Tony he sees Simon preparing to attack as he warns him.

Iron Man: HANK!

Simon hits him across the face as he flys out and then the painting behind Simon then moves up and distracts him as we see Iron Man had the remote and then Generator Rex flys through the Window and blasts Simon and he flys back into the computer screen.

Iron Man: Rex! How did you know?

Rex: I got a call from Pepper saying that you were in trouble. Who was that guy?

Iron Man: My problem.

Iron Man then goes to attack when Generator Rex and Ant-Man stop him.

Ant-Man: We'll deal with Simon. You get to safety!

Iron Man: I'm not going to just leave you two.

Ant-Man: I didn't say don't come back.

Rex: Here he comes.

True to Rex's words we see Simon coming out of the screen as Rex crossing his arms.

Rex: Strength Mode!

Rex's body glows blue as it made him bulky and charged after Simon as he grabs him through the screen and went into the tv.

Ant-Man: Now Go! Avengers Assemble!

We see the beeping sound is heard as the Avengers begin to assemble as Hank was about to fight as then Simon got angry and somehow got even stronger as he grabs Rex's head and throws him out as Hank Dodges he looks back to see Rex was then thrown out the broken window before Ant-Man turned into Giant-man and Simon tackled him through the window as the three fly out. Rex went into his flight mode as he then grabs Giant-Man and land in front of Simon made hole as he crawled out of the ground unharmed.


AIM Hideout

We see Wasp and Thor fighting MODOC and his Drones as Wasp was being herself.

Wasp: [Quips.] So tell me the truth. Your boss, he freaks you out, right? [Bio blast a few Drones.] Look at him. Why would somebody do that?

MODOC was getting angry as Thor comes in and picks up MODOC.

Thor: Never in all of the Nine Realms have I seen a creature as foul as you. Truly, mortal technology is worst than the darkest black magic.

MODOC: [Angry.] You insult me?

MODOC then used his Hover Chair as he rammed Thor into the first wall and then the second as he used a mental bolt on Thor.

MODOC: My mental bolts will tear your mind apart.

Thor was helpless to fight off MODOC mental bolt as he cried out in pain.

MODOC: Even the mind of a so called immortal is no match for MODOC.

Wasp: Yeah, well, the moon is no match for your head.

Wasp then Charge her stingers and blasted at MODOC crown where the mental bolt came from as it was painful for him and it weakened him and it was long enough for Thor to throw Mjolnir at him as he cries out in pain even more.

Thor: [Annoyed.] No more games, villain. Prepare your monstrous head for my wrath.

MODOC then hovers in the air as he didn't like his chances with two Avengers.

MODOC: Defeat is unacceptable. Begin self preservation sub routine.

MODOC then press a few buttons on his hover chair and suddenly a door blocked Thor and Wasp as Thor attacked the door as we then hear engines rumbling causing Thor to stop.

Thor: What Manner of Trickery is this.

Wasp was shocked but then pieced everything together as she now knows why AIM was hiding and able to move quickly.

Wasp: The entire base, it's a ship. Man, would Hank love that.

Then the Engine starts as we see fire as Wasp was now worried.

Wasp: [Worried.] That seems bad.

Thor understands Human physiology thanks to his time with Jane and the Mortals as he immediately grabs Wasp and used his body to protect her as the engine turned on and the base went up and the building around them collapsed and we see the AIM base disappear in the sky, everything was now quiet as Thor and Wasp was nowhere to be seen until Thor burst out of the wreckage of the building with burning robes and scuff marks as he looks in his hand where we see Wasp as she has scuff marks but there is no burning or anything serious damage to her. Thor then smiles as we see Wasp was ok as she wakes up in Thors hand.

Thor: Scientists are not to be trusted.

Wasp: You've got that right. I wonder what happened to that weird purple guy.

Then Wasps Avenger Card beeps as both Thor and Wasp know where they need to go next.


Stark Tower

As Hank grows big in a few seconds as Simon then attacks Generator Rex as he dodges those attacks and then Hank pins him down with one hand.

Giant-Man: Please, stay down, Simon.

Then Rex goes into his base mode as he stares at Simon.

Giant-Man: You need to listen to me.

Simon then used his strength to push Hanks hand away and then grew in size even bigger then Hank.

Rex: [Shocked.] Guys?! What's happening to him.

Generator: [Telepathic to Rex.] Incredible! This man is made up of Ionic Energy and he is able to expand it! That's amazing!

Giant-Man: You're able to expand the Ionic energy. That's amazing!

Rex: [Annoyed.] Oh, great, I'm listening in stereo now.

Then Hank got hit by Simon as he flys back into a building.

Generator/Rex: Hank!/Hank!

Rex: Flight Mode!

Rex then went into Flight mode as he flys in the air before reaching right height and then crossed his arms and went into Base Mode.

Generator: Uh, this isn't a good idea!

Rex: It is when you have strength mode!

Rex then crossed his arms and then went into strength mode as he aimed at Simon as Hank looks up and see Simon was about to hit Hank but was then hit in the face by Generator Rex in his strength mode as he falls back and Rex continues to hit him multiple times before Simon grabs him and throws him into the ground.

Generator Rex was now in the pavement as their strength mode disappeared leaving them in base mode as Simon was about to stomp on them before Hank saved them with a full Nelson trying to get to his Humanity side.

Giant-Man: Simon! You're a creator. An inventor. Not a destroyer.

Then Simon grew more bigger thanks to his expanding Ionic energy as he then threw Hank off him and into a few rooftop buildings as he then shrank to Ant-Man and rides his Carpenter Ant as he runs away from Simon.

Simon: [Booming Voice.] I'm what Stark forced me to become.

As Generator Rex wakes up and looks up im front of him as he is currently underneath Simon as Ant-Man went to regular size.

Giant-Man: What he did to you was wrong, but violence won't help anything.

Simon then took a step forward as he wrecked the pavement as Rex and Generator looked worried.

Generator: What's he doing?! He's going to be killed!

Rex: He needs our help!

As the two stand back up Hank stops them.

Giant-Man: Hold it! I got this!

As Rex and Generator stop Simon looks down at Hank as he is confused by his actions.

Simon: [Booming Voice.] Why are you stopping? Is this a trick?!

Giant Man: No it's not! Simon you are a good man. You don't need to do this.

Simon: [Booming Voice.] Of course I do. Stark took everything from me! Now I will take everything from him!

Giant-Man: Is this who you want to be? A villain? A criminal? I don't think so.

Simon then starts to think clearly as he looks down at Hank as Generator Rex was shocked to see it working as it seems to calm Simon down. Hanks way of talking actually seemed to be working.

Generator: [Telepath to Rex.] Wow, it seems to be working.

Rex: [To Generator.] Yeah. Because that's who he is. [To Simon.] Simon!

This caused Simon to look at Rex.

Rex: Simon, listen I may not know a lot about you but if Hank says you're a good person then you are a good person. I mean, I'm pretty sure you want someone to help you through this bad day you're having. We can help you! Just calm down and think this through Simon.

Giant-Man: Yes, and let us help you if you'll let us.

Simon seemed to calm down as he shrinks back to his normal size as Generator and Rex sighs as they stopped him as Hank goes up to him.

Simon: [Normal Voice.] I never meant to. I--

Then Iron Man shows up in his bulkier Iron Man armor as he was trapped in some sorta energy shield.

Giant-Man: NO!!

Generator/Rex: OH COME ON!/OH COME ON!

It was clear that Rex and Generator were on the same wavelength as they didn't need to fight anymore until Iron Man came in and missed everything that had happened with Simon.

Iron Man: That's enough, Simon. I don't know what happened to you. But you clearly lost it!

Rex: He didn't mean that Simon! He didn't mean that!

Simon then got angry as he went back to his killing Tony Stark as his eyes then glow red shoot out laser beams destroying Tony's Bulky right arm Iron Man suit.

Rex: You can shoot Laser Beams?! [Grabs Simon.] Simon stop!

Rex handles Simon as he holds him back as Hank tries to talk to Iron Man.

Giant-Man: No, Iron Man, stop this!

As Rex Sees Iron Man coming at Simon he immediately shoved Simon away as Rex goes into Strength mode and tries to keep the two from fighting.

Iron Man: Rex! What are you doing?

Rex: Tony! Simon! You don't need to do this!

Simon: That's where I beg to differ.

Simon then grabs Rex and twists him around and slams into Tony and throws him in that direction as Iron Man rolls around on the pavement before looking up and seeing Generator Rex as he lands ontop of him and both groan in pain as Rex goes into base mode and gets off of Tony.

Rex: [In Pain.] Tony... you ok in there?

Iron Man: [In Pain.] Yeah...

Tony was looking up as we see Simon was about to destroy him.

Simon: Goodbye, Tony.

Simon then used his laser eye beams as Rex then made a last ditch effort to shield Tony with his body in order to protect him. But suddenly Captain America came in riding his motorcycle as he blocked the eye laser and safely landed and stared at Simon wearing his goggles and Captain America Helmet.

Captain America: I don't know who you are, pal. But this is over!

Rex: Cap! It's so good to see you!

Suddenly Simon then starts to deform his physical appearance and cry out in pain as he shoots laser eyes at Cap and he blocks it while on his bike. Generator then notices something as he scans Simon as Iron Man grabs him.

Generator: His body...

Rex: What about it?

Generator: It's destabilizing!

Rex: That's not good.

Generator: No it's not! If we don't stabilize him he's gonna disappear.

Rex understood what he meant as he went to the bottom truth of it all.

Rex: Is Simon going to die?

Generator: Yes. Unless we get him to stabilize himself. And if this keeps up he's gonna disappear a lot quicker.

Rex: [Horrified.] Oh no. Iron Man! Cap!

Giant Man: Cap! Iron Man! Stop fighting! We can talk this--

Then we see energy fluctuations in the air as Giant Man notices this.

Giant Man: Something not right.

Rex: It's his Ionic energy! He's destabilizing!

Giant-Man: What?

Jarvis: Warning. Energy flux detected.

Tony then takes a look at his scans and came to the same conclusion as Generator Rex did.

Iron Man: [Shocked.] Simon. Oh, no. [Worried.] Simon, you're energy. It's destabilizing. Whatever you did to become this it's tearing you apart.

Simon didn't know what to do as his entire body felt like it was being ripped apart as he then throws Iron Man back into Giant Man as he caught him.

Rex: Guys, he's glitching out here!

As Rex pointed out to them that Simon was destabilizing as he said as Iron Man wanted to save him.

Iron Man: Simon's ionic field is unstable. I think he's going critical. Hank, we've got to save him.

Generator: [Jumps out of Rex's Chest.] He's too far gone. My scans show–

Iron Man: [Angry.] DON'T SAY IT! Don't you dare say it!

Tony was willing to save Simon as Generator was confused on his actions to save a villain. Giant Man came to the same conclusion as Generator did Simon wasn't going to survive.

Giant-Man: I- I don't know if we can. Look at the ions he's to far--

Iron Man: [Interrupts.] Hank, please.

Hank wasn't sure on how to save him but he quickly found a way to stabilize Simon.

Giant-Man: Ok, we need something to contain the energy. To stabilize it.

Tony was thinking as he then had an idea as he looks back at his Tower.

Iron Man: Got it.


Arc Reactor

We see underneath the building we see Howard's Stark creation before it became Tony Starks as his Arc Reactor for where his heart used to be.

As Tony Bursts through the wall and held Simon in his left hand holding him as he was destabilizing as he tries to get out.

Simon: No, this is all I have left. [Exploded outward.] THIS POWER!

It destroys Tony's bulky left hand armor before destroying the rest of it as he cries out in pain as we see Tony is now in his circuit suit and looks up and we see Simon grab him as he punches him but his hand comes in contact with it and then destabilize as he becomes confused on what is happening to his body.

Simon: Wait. What's-- What's happening to me?

Simon then became weak as Tony got him in his arm and tried to take him to the Arc Reactor.

Tony: Simon, listen! The arc reactor can absorb your energy. It can keep you alive.

Then the rest of the Avengers show up and see Tony trying to help Simon.

Giant-Man: You need to listen to him Simon! If you don't let us help you'll--

Tony: Help me get him into the reactor! [Carries Simon.] Cone on, Simon. Hold it together. We'll figure out a way to save you.

Simon: [Destabilize.] Wait! [Disembodied Voice.] WAIT~!

Then Simon started to destabilize as his body disappeared and cried out in pain before dying out. Simon Williams, was dead, and Tony closed his eyes and looked down in sadness knowing that this was his fault as he explained to everyone there what he was doing for Simon earlier today.

Tony: This-- This is not what I wanted. I was trying to explain to him. I bought Simon's company to save it. It wasn't going to survive. I knew Simon had brilliant tech and development. I wanted to work with him. To save what he built.

Hank looks at him shocked as he knew that Tony just wanted to help.

Tony: All I wanted to do was to help him.


Avengers Mansion

As we it's late at night and we see Rex was in the Hanger as he was then working on the engine of the Quinjet as we see Grease on his hands and Generator is acting like a lamp light for him.

Generator: Rex, can I ask you something?

Rex: Sure.

Generator: Why did Tony try to save Simon? He was his enemy? Wasn't he?

Rex: No. He wanted to help Simon.

Generator: Then why didn't he just say that instead of letting all this happen today.

Rex then takes a wrench and puts it on the table and grabs a rag and tries to get the grease off his hands.

Rex: Tony means well, it's just that he … [Sighs.] Well he cares a lot.

Generator: Doesn't seem like it.

Rex: Tony is a man that won't admit he makes mistakes but he will and he tries to fix them but the more he tries to fix it the worse it gets.

Generator: Why is it you Humans are prone to destruction? Humans are very confusing.

Rex: Yeah. It's how we are. But there is something about us that makes want to go past our limits and do what others thought impossible.

Generator took in his words as he looks down in thought.

Generator: So, Simon was wanting to protect his company from Tony because he thought he was going to lose it?

Rex: Yep. Although Tony not telling him everything was a bad thing. Sometimes he acts before he thinks and thinks he knows everything and sometimes is a bit of a--

Generator: Jerk.

Rex: Yeah. But he got one thing right.

Generator looks at him confused as Rex smiles at him.

Rex: He got the Avengers together.

Generator: And you think being on this team is a good thing?

Rex: Yep. The world needs the Avengers, it needs people like them to help protect people who need it the most.

Generator: We still couldn't save Simon.

Rex: Yeah... I wish we did though, we just didn't have enough time.

As Rex and Generator went back to their room feeling sad that they couldn't save Simon. They may not have known a lot about him but he was a good man, and the world lost another brilliant man with good intentions for making the world a better place.


Stark Tower, Arc Reactor

We see the arc reactor is offline as we see the purple ionic energy swirling around the room before it takes a shape of a man's silhouette and we see it was Simon Williams… Back from the dead as he looks at himself confused.

Simon: What-- What's happening to me? Am I alive?

???: Indeed you are.

As Simon looks back we see Tozon, Baron Zemo, Amora the Enchantress, and finally her Executioner Skurge as they had a hand in saving Simon, mostly Amora.

The Enchantress: As long as my magic allows it. I've brought you back. I've given you life in exchange for one simple task. Destroy the Avengers.

This made Simon look at her with a glare as he had revenge for Tony Stark but he didn't like with with criminals as he tried to stop them.

Simon: No! I won't become a–

Simon then started to convulse as his energy was fluctuating like before and sees Amira's hand with green energy.

The Enchantress: [Mocking.] Aww, you think you have a choice in the matter.

Then Simon realizes he has no choice as he kneels before Amora and she stops and lifts his chin up to her.

The Enchantress: Now... my Wonder Man, what do you say?

Wonder Man: [Pained Voice.] I'll… I'll help you destroy the Avengers.

Then Simon looks down as Amora smiles with glee as she had another piece on the chessboard of the game she is playing with.


Dead: Simon Williams (Wonder Man), (Revived by Amora The Enchantress)

A/N: I changed a few things from the previous chapter but this is how I will do for the rest of the story.