"Use your lasers!" Tony Stark shouts.

"I'm trying!" Captain America responds with a wince, as she tries punching at Thanos.

Thanos smiles as she bats away Steve Rogers' weak punch. Tony Stark jumps in, pushes Steve out of the way, and tries to fire a laser out of his own hand toward Thanos. Without even the slighted look of concern, Thanos steps out of the way. Tony stands between the Captain and the Mad Titan.

"That's not how you fire the lasers." Tony tells Steve.

Steve Rogers takes a few heavy breaths before responding. "This would be a lot easier... If I had my shield." She tells Tony.

"You have a shield." Tony responds. "Didn't you try activating it?"

Captain America activates the suit's shield, and looks at it. "Not that shield." She responds. "I meant something I can throw."

"Yeah, I wouldn't throw that." Tony Stark responds. "It's meant to defend..."

Captain America lowers her helmet and gives Tony a flustered expression. She is sweating profusely.

"I should also mention," Tony continues, "it's very expensive."

"I was expecting more of a challenge from you two." Thanos says, noticing neither is paying attention. "This feels almost like a disappointment." She looks extremely amused.

"Hey uhm... Grimace," Tony Stark addresses Thanos, "give us a moment to coordinate here." This does earn a chuckle from Thanos. Tony turns back toward Steve Rogers.

"She's mopping the floor with us, Tony." Steve says through heaving breathing.

"Yeah, I'll say." Tony responds. "Do you find it weird that she seems to know who Grimace is?"

Captain America gives Tony an annoyed stare. "Tony, now is not the time to joke."

"I know, I know, but what else can we do?" The armor on his hand retracts and he places his hand on Steve's face. This catches her off guard and she recoils slightly.

"What are you doing?" Steve asks.

"You're not doing too hot, Captain." Tony responds. "You don't seem feverish. How're you feeling."

"Like my insides are filled with a million raging Hulks." Steve responds. She leans over slightly to emphasize her point.

"Did you take the Motrin?" Tony asks. "Your suit has Motrin."

"What?" Steve asks, somewhat in disbelief. "I took some pain medication before we got here."

Tony studies Steve for another moment then turns back toward Thanos. Thanos is standing there watching both of them with a confident grin. Tony turn's back toward Steve.

"Ok, I didn't want to tell you this, but the suit also has morphine."

"Tony, I just said now is not the time to joke."

"I'm not joking," Tony says, grabbing onto both of Captain America's shoulders.

"Tony, you can't be serious." Steve responds, shaking her head in serious concern.

"Last time we fought, I was stabbed by this guy, I had to be prepared." Tony tells her. Steve looks at Tony in disbelief. "Since she doesn't seem to be taking us seriously and you're very limited on what you can do, I have a plan."

Steve is listening to Tony, while trying to concentrate. "It's going to require you giving me all your suit's energy, it'll leave you vulnerable." Tony says.

"Okay, fine." Steve responds. "How'm I going to do that?"

"First you're gonna have to learn how to fire your lasers." Tony responds.

"Enough with the back seat driving..." Steve tells Tony.

"I thought you said, no joking." Tony responds. Steve Rogers chuckles.

"Listen, I'm going to distract her for a bit." Tony continues. "While I do that, I want you to charge your reactors as much as you can. On my signal, I want you to fire on a specific target with everything you've got."

"Hmm..." Thanos interrupts. "Do you really think that'll work?" She asks.

Tony turns back toward Thanos. "Why grandma, what big ears you've got." He tells her. Thanos braces for a fight. "You okay with the plan?" Tony asks Steve.

"I'm ready Tony." Steve Rogers replies.

Tony does not hesitate. He rushes toward Thanos and tries to punch him. Thanos was not expecting a fist fight and is a little taken aback by having to suddenly dodge physical blows. Tony swings left, then right, missing both blows. He uses the momentum from his suit to do a backwards flip and tries to kick Thanos in the chest. Thanos is still too quick, she slaps his knee sending him spinning the other way, then catches Tony by his right hand. Tony reaches up toward his hand and Thanos grabs the other one. She is now dangling Tony Stark directly in front of her, lifting her to eye level.

"Tell me Tony," Thanos asks, "is this plan of yours going to work, if you're in the way of the attack?"

"As a matter of fact, it is." Tony responds. "Captain, fire on my suit."

Steve Rogers wants to question the decision, but decides to trust Tony instead. She lifts both hands and proton blasts come from her palms, chest, and even from vents that come protruding from her back. With pinpoint precision they all fire directly into Tony Stark. Thanos drops Tony, unsure if this is some form of sacrifice move. Tony watches the monitor in his helmet.

"170%." Tony says. "It'll have to do." He starts charging all the reactors in his suit and points them at Thanos, who looks only minorly concerned. She does not make any attempts to move out of the way, but raises her gauntlet in anticipation.

Before Tony can fire his reactors, something comes flying in from the side and hits Thanos hard. She goes flying off several meters and lands on the ground. Tony lowers his blasters in confusion before realizing it's the HulkBuster.

"Bruce?" Tony asks

"Don't worry, Tony." Bruce responds, in an almost giddy voice. "We've got your back."

Tony turns toward Thanos to see that Dr. Strange has pinned her down to the ground with red magical banners, and Spider-Man is reinforcing her limbs with webbing. They are both careful to concentrate on her gauntlet.

Ant-Man walks up to Thanos, places something on her abdomen and pushes a button. In an instant, a massive tank expands, pinning her down even more. "That should do it." Scott responds.

Tony and Steve are looking at the results in confusion and relief.

"Are you two okay?" Dr. Strange asks. Approaching Steve and Tony from behind.

Tony still can't believe what just happened. "Yeah... Yeah." He responds.

Steve Rogers takes a huge breath of relief as her cramps suddenly clear up. "I'm so much better now that you're here." She says toward Dr. Strange. She then turns toward Thanos. "Where did that tank come from?"

"That's mine." Scott raises her hand. "I brought it, just in case." Steve nods, choosing not to question it.

Steve walks up toward Tony, who feels immediately relieved that she's safe now. Her suit hardly lit up since expelling most of its extra energy. "What do we do about her?" She asks Tony.

"Now," Tony responds, "we take her gauntlet." He briskly walks up toward Thanos and has to make his way around the huge tank. Thanos is pinned to her back, but she is still grinning.

"You think you've won?" Thanos asks. "My army will never let you leave the solar system, let alone this asteroid."

"We don't need to leave this place." Tony responds. "We just need this." He points at the gauntlet.

Thanos continues to smile. "Take it, if you can. Just remember, it's only a matter of time before it's back in my grasp again."

"I say we kill him!" Thor says as he comes strolling toward the group, pushing past Ant-Man and Dr. Strange. "That ought to make sure you don't get it back."

"I agree." Star-Lord says, following close behind.

"That's not our decision to make." Dr. Strange interrupts.

Thanos turns toward Dr. Strange. "Your strong desire to preserve each and every life, will only get you all killed in the end, wizard. You will only come to regret it."

"See, he wants to die!" Thor says. "He's practically begging for it." Thanos turns toward Thor, glances at Star-Lord then behind her for only an instant, then makes eye contact with Thor and grins widely. Dr. Strange studies Thanos' face, trying to understand what she is talking about.

"What do we do about this?" Peter Parker asks, referring to the strapped down gauntlet. "How're we going to get it off without her using it?"

Dr. Strange looks at the gauntlet. "I suppose we could cut it off." She offers.

"I like the sound of that." Thor responds. He makes his way around toward Thanos's arm, wielding the axe with a smirk.

Peter Parker begins to kneel down for a better look when she feels a strange tingle. Instinctively she looks up and leaps toward Star-Lord and Ant-Man. She tackles them both, using her mechanical arms to jump out of the way just as the tank is unexpectedly launched into the air, off of Thanos. It narrowly misses Tony Stark, Thor, and Dr. Strange.

They all turn to see Ebony Maw standing less than two meters from the Hulk Buster. She turns and with a wave of her hand sends Bruce and the suit flying. She then turns back toward Thanos, and with a gesture the bindings that are restraining the gauntlet explode. Thanos clenches her fist and the power of the gauntlet dissolves what is left. She stands up quickly, kicks Thor, and backhands Tony away. Dr. Strange and Steve Rogers back away quickly. "Who's that?" Steve Rogers asks.

Spider-Man, Star-Lord, and Ant-Man get to their feet and try to assess the situation. Ebony Maw raises her left hand creating a dark gray smoke cloud which surrounds her. The next instant she is standing next to Thanos.

"My apologies, mother." Ebony Maw addresses Thanos. "They are a lot more resourceful than we expected."

"No more than we can handle, my child." Thanos study their surroundings.

"Shall I even the playing field?" Ebony asks Thanos.

"Yes," She responds, "but don't go too far. I may require your assistance again."

"Yes father." Ebony responds. She vanishes in a puff of smoke, reappears next to Dr. Strange grabs hold of her, and they both vanish this time.

"What just happened?" Peter Parker asks. Before she can get a response, Ebony Maw reappears before her and teleports her away also.

Peter finds herself near the edge of an asteroid and she can see the others in the distance. She turns to her left and sees Dr. Strange. "How did we get over here?" Peter asks. "Dr. Strange, did you know she could do that?" She refers to Ebony Maw.

"It seems she's either been holding back, or gotten some serious upgrades since we last fought." Dr. Strange responds. "We have to get back to the others." Dr. Strange raises her hands to use the sling ring, but notices it is not there.

"Tsk tsk." Ebony Maw says. She appears before them and she is dangling the sling ring from one of her fingers. "We can't have you interrupting Mother Thanos whenever you want." She tells them. . "But not to worry." She tosses the sling ring into the air and catches it in her hand, crushing it. "If you want to help your friends, you only have to get through me, wizards." She prepares to fight again.

"I'm not a wizard." Peter responds.

*** Back to Thanos ***

"She's trying to separate us again!" Bruce shouts. She rushes toward Thanos, raising her fist for an attack. Thanos catches the HulkBuster's fist with her right hand stopping it in mid-air. She pulls it to the side, letting the momentum bring the body come. Her left fist begins to glow purple with the power of the gauntlet. She seems to punch in slow motion, but it has enough force to do what she wants.

The HulkBuster Shatters. All of the outer armor breaks beyond repair along with a large portion of the interior. The arc reactor, some wires, and the interior harness help cushion the blow, but it still hits Bruce hard. She is not sure how she knows this, but somehow the strength of the Hulk is the only thing that kept her from dying. Bruce flies into a wall of rock protruding out of the asteroid. She is now trapped in a web of twisted and broken metal.

"Bruce!" Thor shouts as he raises his axe. Time seems to slow as Thanos's gauntlet shifts in color, to green. Thanos looks at her surroundings. She sees both Tony and Star-Lord preparing to fire at him. She looks at Antman, and does not perceive her as a threat. She turns toward Thor and studies his hammer, slowly gathering energy.

'This is a new weapon.' Thanos thinks, studying the axe. 'Eitri must have made this.' She reaches up toward the hammer and tries to pry it from Thor's hand. It does not budge. 'Enchanted.' She thinks. 'What a shame.'

Thanos punches Thor in the bicep, disrupting his swing, then kicks him in the chest hard. She lets time return to normal as Thor goes flying off into the distance. The others turn toward Thanos, surprised at her speed, and she slows time again, chasing after Thor.

When Thanos gets far enough away, time seems to return to normal for Tony and the others. They all take a moment to realize what is going on. "Tony, what's happening?" Captain America asks.

"One second!" Tony answers. He scans the HulkBuster and see's Bruce is still alive. "His vitals seem okay." Tony says to himself, before turning toward the fight. "She must be using the stones," Tony responds, "and it seems we're out of range."

"Those things don't have a range!" Star-Lord responds. "They're supposed to be all powerful."

"Well, they seem to have a range now." Tony Stark responds. "It might be because they're weaker. Maybe we're getting help from someone outside."

Peter Quill thinks about who could be helping and she makes a mental note to thank Gamora when this is all over.

"In any case," Tony continues, "We can't let this chance get away. We have to find a way to get that gauntlet away from her."

"Any ideas?" Captain America asks.

Star-Lord tries thinking of something, but has none. "We don't have the muscle to try ripping it off, like on Titan."

"Why don't we just shrink her?" Scott Lang asks.

Hope suddenly expands in front of Tony and Captain America causing them both to jump. "That's a terrible idea!" He snaps at Scott. "You know how dangerous that would make her."

"Not as dangerous as if we don't get the gauntlet off." Scott responds.

"Wait a second," Tony interrupts, "have you been here the whole time?"

"I was waiting for a moment to make a move." Hope says, before turning back toward Scott. "What are you thinking Scott?" Hope asks.

"If we can get someone to pull on the gauntlet, right when she's shrinking, maybe it'll come off before it can shrink also."

Hope thinks about it for a moment. "It might work, but he'll still be borderline unstoppable."

"What if we weaken him first?" Captain America asks. They all turn to her. "Tony, do you still have all that energy?"

Tony thinks about it, and doesn't feel confident in the amount of energy he has, but realizes it's their only hope. "Yeah, but we still have to find a way to hold her still."

Tony's suit suddenly makes a pinging noise.

"New device in range, would you like to pair?" The suit tells Tony. The image of a strange mechanical looking spider appears on his visor and Tony Stark begins to look around.

"New device? Where?" Tony asks. The visor displays a small arrow which Tony follows upward.

"I am joining you all now from the Throne room, where the fight seems to have moved..." Mojo floats overhead as he shouts at several floating cameras. He is now clearly keeping his distance.

"Why would that thing be compatible with my suit?" Tony asks in confusion to himself. The visor does a basic scan and gives Tony the dimensions. He is impressed with how huge it is. It lists a large variety of tools and weapons. Some of which Tony does not even recognize. "Oh well, it doesn't matter." He turns away and looks at the others. "Okay guys, I think I have an idea."

*** Back to Thor ***

Thor is not sure if he is getting more tired or flustered, but the fact that he cannot move quick enough to keep up with Thanos is starting to enrage him. He tries reaching for his hammer, but Thanos simply kicks his hand away the moment it gets close. He is not sure if and when he'll get a chance, but he has begun gathering electricity in the hopes of using it on her.

Thanos walks up to Thor who is trying to stand and kneels in front of him. She is slightly taller now so eye contact is difficult. She punches his left temple very hard with her right hand. Thor's head slams into the ground, and he loses concentration. She waits a moment for Thor to get up, but he seems too exhausted.

Time seems to return to normal as she reaches down with her right hand and grabs the back of Thor's head. She lifts his face to hers and smiles. "This brings back memories." She says, making a fist and pressing the power stone against his temple. Thor starts to wail in pain. "This time I'll make sure you're dead. I've already said no resurrections once before."

Thor reaches out his hand as the axe flies in close. Thanos turns the gauntlet away planning to stop the axe with it. She is instead distracted by the sound of something large and metallic hitting the ground behind her.

"What's going on?" Mojo shouts, as his suit doesn't do what he wants it to do. The appendages rush forward and grab onto Thanos' arms. One in particular wraps around Thanos' left hand preventing him from closing it. The entire suit lifts up, tossing Mojo out of his seat. Several other limbs sprout from the device and wrap around Thanos holding her in place.

"What are you doing?" Thanos growls angrily.

"This isn't me!" Mojo shouts, trying to either crawl or roll away from the fight.

Thor catches his new axe and raises it overhead, Thanos turns toward him with legit concern now as intense electricity seems to be generating all around him. Thor's eyes begin to glow and he starts levitating in the air from the energy.

"Hey Point Break!" Tony Stark shouts, as he comes flying in and lands in between the two. "Let's do Operation Whiplash."

"This isn't the hammer Tony." Thor protests. "Operation Whiplash is too dangerous." Thor tells Tony.

"I'm counting on it." Tony replies.

"It might kill you Tony!" Thor shouts.

"Just do it!" Tony shouts back.

Thor hesitates a moment, but realizes it may be their best hope. He lowers the axe and the full power of Asgard combined with the mighty strength of Storm Breaker comes crashing down on Iron-Man. Tony cannot see anything for a long moment, and hopes his armor holds up.

When the lightning clears the suit is white hot. Tony looks at his visor and reads, "Power at 23,746% capacity, explosion imminent, emergency vent recommended."

"Would you look at that?" Tony says to himself. "Friday, reroute all power to the central reactor, and prepare to vent from overhead."

"Tony, are you alright?" Thor calls out in concern as the others come rushing forward.

"Out of the way." Tony tells the others casually as he gestures for them to clear a path.

Starting from his feet, Tony's armor starts to migrate upward off his body. It moves past his abdomen, toward his right shoulder, taking the white glow with it. The suit takes on the shape of a large jet engine, with the main arc reactor seated directly at its core.

"Tony, What's going on?" Captain America asks as Tony points the new device toward their opponent.

"Try this on for size." Tony says, as he locks eyes with Thanos. "Photon Cannon!"

Thanos barely has time to scream as she is hit by an energy wave unlike anything she has ever seen or felt before. The others have to cover their faces and move away as the white hot blinding light completely incinerates everything in its path.

Despite moving somewhat out of the way, Mojo gets burned by the heat as he cries out loudly about his mechanical legs. The blast cuts across the asteroid, destroying any rock or hill in its path. It hits the shield surrounding the asteroid which flickers for a few moments before losing the fight and bursting like a bubble. The beem continues to shoot off into space.

This goes on for a good ten seconds before the energy slows down to a manageable beam. When it stops there is nothing left but a long hot trail of red molten rock.