PLANET ATHIA (BATTLEWORLD)

Out in the green fields of the island of New Alandra, which was now without its protective shield and under green clouds, a massive white light flashed out of nowhere, and as it dwindled, appeared the superheroes of Earth, the Beyonder's chosen 'Champions of Good' and, quite possibly, the only ones who can now save the planet which was now in ruin, courtesy of Victor Von Doom and his fellow 'Champions of Evil.' Strangely enough, an enormous transparent dome with white electricity coursing within soon covered the entire island, taking the place of the shield that had disappeared.

Naturally, all of the heroes looked up at the shield with confusion, but Logan looked up at it with narrowed eyes, as he had suspicions of what was producing this new shield, or more accurately, who. "That better not be coming from who I think it is!"

Another one of the heroes looking up at the sky was a distraught Peter, who gazed at the green skies with a look of distress covered by his mask. "Okay," Peter said nervously, with fear clearly evident in his voice, given his new eerie surroundings. "Not since the fight with Galactus have I felt this freaked out right now!"

Clint, the ever-seasoned archer who's seen much worse since becoming an Avenger, could only roll his eyes in aggravation at the clearly scared Peter. "Pull it together, bug," the annoyed archer hissed. "Losing your marbles won't make things any better!"

This response prompted Steve to walk towards Peter and try to help ease the young man's fears. "I'm afraid Hawkeye's right, Spider-Man," Steve said to the masked hero with a stern but soft tone, then looked around to address his fellow heroes. "We need everyone here to keep a cool head if we're going to get out of this."

Over in the X-Men's group, Bobby heard the Super Soldier's words and habitually took this moment to use humor and bravado to mask his anxiety about the situation. "Well, hey, I got no problem in the 'cool head' department."

Instead of laughing, the rest of the X-Men, minus Forge, started daggers at Bobby, as his humor wasn't exactly helping matters either. This caused them to yell in unison: "NOT NOW!"

As Bobby sheepishly hung his head in shamed silence, Forge looked on at Bobby with sympathy. "Well, I thought it was cleaver," he whispered in support of the ice-powered X-Man, but he did not have much success.

Logan, after giving Bobby a tongue lashing with his fellow X-Men, turned his attention to Steve and the other heroes. "Okay, obviously, we're on the planet that Beyonder creep chose to have us and every super-powered psycho on Earth kill each other."

Another X-Men, Ororo, soon spoke up but with a saddened look on her face. "And its people are enslaved by the villains," she said sorrowfully, for whether as an X-Man or as a kind goddess who used her powers to aid villages in Africa, she always felt for people who were in need, especially those who were oppressed. All of this made her more determined to end the conflict, not just to return home but also to free the people who reside here and, hopefully, restore their home.

Over with Avengers, Tony, now in full Iron Man armor, looked around his new surroundings while, at the same time, glad that he and his teammates didn't arrive semi-conscious as they did back in the Beyonder's throne room. "And many of them running to this island. Where, according to the Beyonder, lost its shield due to a mole. Still, it was nice of Alien Don Johnson to send us here WITHOUT making us feel like we were on a bender!"

This arrival on an unknown planet prompted the cautious Rhodey, Tony's best friend and self-appointed War Machine, to charge up his wrist-mounted repulsers, as his instincts as a soldier prompted him to get ready for the battle ahead. "Looks like he wants us to get down to business."

Susan, despite wanting to hurry up and get the Beyonder's experiment over with and save the planet's inhabitants from villains, remained cautious in regard to the team's current location. Well, before we do that, we need to find out where we are EXACTLY on the island."

Daisy 'Quake' Johnson was in complete agreement with Susan's statement and stepped forward to Steve, her fellow S.H.I.E.L.D. operative and someone who she held in high regard and respected his leadership skills, especially when she fought alongside him against one of Galactus's heralds, Terrax when the cosmic being attempted to consume the Earth. "Mrs. Richards has a point, Captain Rogers. We do need intel." Daisy told Steve, using a respectful tone, that she would be her superior, Nick Fury. Before continuing, she briefly turned to Carol, Jan, and the rest of the heroes who could fly. "We can send some flyers into the air and give us a bird's eye view of our location."

Another one of Steve's allies and former partner, Bucky Barnes, let out an irritable sigh as he was in the middle of trying to make things right for his past as the Winter Soldier, and wanted to win this little war game that the Beyonder set up so he could get back to it. However, as someone who fought in World War II, he knew that knowledge of the battlefield was what was needed to survive any conflict, despite being one who, admittedly, found a thrill in rushing into life-or-death situations. "Might as well," said the cynical Bucky as he crossed his arms. "It's not like we can go find and ask the locals."

Back with the X-Men, Scott 'Cyclops' Summers' red eyes grew wide behind his ruby quartz visor when he heard Bucky's last sarcastic remark. He knew that the one person who could find any inhabitants and gain some understanding about what was happening on the island was Jean, as he remembered that her psychic abilities further developed thanks to time-displaced Charles Xavier's training. As such, he turned to the woman he loved to say her name, along with Logan, who had the same idea. "JEAN!" Both Scott and Logan called out in unintentional unison, and once they heard each other's voice, they turned and started daggers at one another in anger and envy.

Jean could only roll her eyes in irritation, for she knew that Scott and Logan had a rivalry for her attention for years and couldn't believe that they couldn't put that aside even on another planet. "Yes?!" Jean called out forcefully, getting the attention of the two men that she cared for deeply.

Naturally, this startled Scott and Logan enough to make them turn to her nervously, but Scott was the quickest to answer. "Use your telepathy and see if you can locate natives on the island."

Glad to see that Scott showed concern about the team's predicament and became the leader she always knew him to be, Jean calmed herself to use her telepathy. First, she took a deep breath to calm her nerves and clear her mind. It didn't take long for her to begin hearing voices in her head, which, in actuality, were thoughts of people around her—something she had to work through when her powers first began to manifest. However, what caught her attention were the sounds of crying children and fearful men and women. This prompted Jean to channel her energies into her head, and as she glowed in a pink aura, she focused on the terrified those coming from the right side, and more specifically…

ESTA VILLAGE

…which was a village right in front of the mountain where the city of Avalonia. The villagers, all terrified men, women, and children, all moved quickly in three single-filed lines as they made their way through three large, round portals composed of sparking white mystical energy. On the other side of each portal was a vast, rocky cave that was underneath the mountain that housed Avalonia. These portals were being produced and kept open by the islands' mages, which were all young Athian men and women in multi-colored robes and were once pupils of the original mages of the Allied Kingdoms. However, since the villains' hostile takeover of the entire planet, these former students had to take their teachers' place after the sacrifice they made to help make this island a base of operations for the resistance, as well as a new haven for the people forced to abandon their homes in their respected countries in order to escape bondage.

High above Avalonia, as well as the island itself, was that of the White Knight, levitating in the air with his arms stretched outward and glowing with white energy as he produced the electromagnetic shield that encompassed the entire island so the villagers could run to safety. Events which transpired not far from…

THE HEROES' LOCATION

…where Jean was starting to feel the strain of the villagers' thoughts and thus stopped concentrating and fell to her knees in exhaustion.

All of this prompted a worried Scott, along with an equally concerned Logan, to kneel next to her and hold her shoulders to keep her from falling on her face. "JEAN!" Scott called out fearfully, for any time he saw the woman he loved in peril, it immediately caused flashbacks of the Phoenix incident.

"I'm fine," Jean reassured, despite feeling like her head throbbing with so much pain, it felt like she allowed an elephant to stand on it.

Though Logan was concerned about Jean's well-being, he knew that he and the rest of the heroes needed information and fast, and thus regretfully began to ask her. "Did you find anyone?"

Jean answered Logan with a nod, pushing through the pain for her teammates, and then pointed to the right side. "About a few miles over there, I read the minds of a few villagers abandoning their village and going through three mystic portals leading into the shelters below their city."

Naturally, Jean had the attention of all the gathered heroes, and the one to ask the red-headed psychic was Steve Rogers, who approached her with a severe but still soft demeanor. "Did you see who they were running from?"

"No," Jean regretfully replied, shaking her still-aching head. "They were leaving as part of a safety protocol whenever their shield went down."

Like the rest of her comrades, Jan remembered seeing the shield go down back in the Beyonder's throneroom. However, she was perplexed about this new dome covering the island and pointed her right index finger up at it with a look of confusion. "Okay, but what about THIS shield?"

The next hero to voice his opinion in regards to the second shield to disappear was the Fantastic Four's Reed Richard jumps in, as he, too, was curious about the new shield covering the island, both as a scientist and a man who cared about saving innocent lives. "Yes, was it produced by some backup generator that needs to be repaired?"

Jean knew that the shield was being made by the Alliance's White Knight and, more importantly, who he was behind the helmet, which is why she seemed reluctant to answer.

Logan, on the other hand, was already convinced that the identity of the White Knight was someone that he and his fellow X-Men knew very well, and he let out a grunt as he waited for Jean to say the name.

Meanwhile, as Earth's heroes discussed among themselves, they did not realize that they were not the only ones in the area, as they were being watched by Hagen, who used his size-altering abilities to shrink his body and his blue and white uniform, to the size of a cherry and spied on the heroes while hiding within a bush just a few feet away from them. All while wearing goggles, which helped him zoom in and out on his unsuspecting targets. "Attention all units," Hagen whispered via a com-link in his pointy ear. "I have a visual on some intruders on the island! They appeared to be Ultimates, but they look…unusual. Way more than the ones we're used to fighting."

Back in the sky, the White Knight heard Hagen's broadcast via his helmet, and despite the amount of strain he was in by producing his shield, "Could it be…?" The White Knight thought to himself with a glimmer of hope, for Hagen's description of the island's 'guests' sounded like the Earth heroes that HE knew about and, given the circumstances, prayed it was them as he, his comrades and the rest of the Athians on could use their help. "Hagen, transmit what you're seeing to my channel! Quickly!"

On the other end, Hagen followed the Knight's orders and transferred what he was seeing on his goggles over to the Knight's helmet, where he saw the video feed behind his black visor. Once the Knight saw that they were indeed the heroes of Earth, two powerful emotions rushed through him. One was delight, as the much-needed help to end this conflict had finally arrived. While the other was irritation, as he wondered what took them so long to get here. Nonetheless, the Knight wasted no time in letting Hagen know that the 'Ultimates' he was seeing were not the enemy. "Hagen, no! Those people are-!"

Suddenly, the White Knight's reply was cut short when a thin green energy beam came speeding out from the right and struck the Knight in his back, causing him to scream in pain and stop concentrating, causing him to fall to the ground below, and worse yet, his shield to slowly dissipate.

As to where the beam came from, it have was fired at the top of…

ALANDRA TOWER…

….which was Avalonia's fifty-foot tower, and more specifically, near the giant, nonfunctioning Athian Strone. The shooter was that of the mysterious 'mole', who appeared to be female and her entire slender body appeared to be composed of shining metal and the only three things visible on her bald head were her face, which was white and almost resembled an expressionless doll-mask, black eyes and glowing green pupils. And though she had many, horrible names that best described her cold and calculating nature, she answered by the name given by Victor Von Doom himself, Valeria. She had fired the green beam from out of her left arm, which seemed to be in the shape of a large smoking barrel, and moments later, seemed to form like liquid and formed into her left hand. With the White Knight now taken care of and the island itself unprotected, Valeria melted her liquid metal body into a puddle like an ice cube left on the sidewalk on a hot day, then flowed to the right side of the roof and into an air vent to continue the next phase of her mission leaving the Alliance open to attack from the villain's forces. It didn't take long for the island's vulnerability to be known to all on the island, including those gathered in…

THE HEROES' LOCATION

…where after hearing Jean reveal the White Knight's identity, they soon received another shock when they witnessed the shield disappear completely and soon grew worried. All except for Hank Pym, whose arrogant mindset as Yellowjacket didn't seem to be bothered by this development. "Well, that can't be good," he said, sounding nonchalant, as if not realizing the severity of the situation.

Tony couldn't help but be agitated upon hearing Hank's remark, as the Hank Pym he knew before the mental breakdown was a pacifist scientist who took catastrophes like this seriously. Not only that, but Hank's personality change reminded Tony of the arrogant fool he was before becoming Iron Man, all of which angered the Armored Avenger and made him miss his friend all the much more. "Yeah, thanks for the insight," Tony retorted sarcastically, as he was worried that he and his teammates would also have to worry about keeping Hank from acting rash while also trying to save the planet.

Also saddened by Hank's arrogance was Jan, for standing in front of her was not the kindhearted scientist she fell in love with, but was instead replaced by an aggressive, unstable brute whom she and the rest of her team had to put into an asylum. However, for the sake of her teammates, Jan kept these feelings to herself and just focused on the task at hand. And, once the plan was made, she would keep an eye on Hank to make sure he didn't make things worse, much to her dismay.

As the heroes looked up at the sky in concern, Hagen was more worried when he heard the White Knight screaming in his com-link. "Knight?! KNIGHT?!" Hagen exclaimed, then, for a moment, looked up in the sky and watched in horror as the electromagnetic shield dropped to the ocean and disappeared entirely. All of this led him to the terrifying realization that something must have happened to the Knight, the man who helped liberate not just him but the people of Ava and the rest of the citizens of the Allied Kingdoms. As the stunned Hagen looked forward, he gazed at the Earth heroes once more and automatically assumed that THEY must have been part of it in some way. All which made him seethe with anger. "Why you filthy…!" With thoughts of avenging the white-clad hero, he grew to respect. Hagen placed his ear to call the rest of his comrades to help him subdue these costumed intruders. "Attention, all units…!"

Meanwhile, the heroes were now even more worried about the second shield's disappearance. One of said heroes, the X-Man, Hank 'Beast' McCoy, was the next to vocalize his concerns with wide-open eyes. "It appears that something has happened to our 'brave knight.'"

The Fantastic Four's figurative and literal hothead, Johnny Storm, only rolled his eyes and let out a disgruntled groan, as the shield falling was a sign that things were only going to get more difficult. "No way can this get any-!"

Before Johnny could finish his sentence, an alarmed Peter immediately pointed his right index finger at the young man to cut him off, all with narrowed eyes of annoyance behind his bug-eyed lenses. "Don't you dare finish saying that!" Peter exclaimed, knowing all too well that nothing good ever happens when someone utters that phrase. "The last thing we need right now is to be jinxed!"

This remark caused confusion within Vision, as it was slang that he often heard his teammates, specifically Jan, use. He was trying to understand it so he could communicate with his team better and be a little bit more like the android wished he could be: human. "Jinx? Is that word often used when one is tempting fate?"

Suddenly, the heroes' conversation is brought to an abrupt halt when they hear a loud, angry war nearby. As they turned in the direction of where they heard it, they saw that the scream belonged to Hagen, who by this time was enveloped in a white aura and had grown from the size of a cherry to a massive size that could be comparable to a battleship. The now giant-sized Hagen looked down at the heroes, who to him were now the size of insects; he let out an enraged snort and was determined to make these new 'Ultimates' pay for what they did to the White Knight.

As for the heroes themselves, they all instinctively got into readied stances to defend themselves against the giants that stood before them. Along the way, Peter let out a discouraged sigh as he got into a bent defensive posture, then regretfully answered Vision's question. "Yep, that would be it."

With rage in his eyes, the enormous Hagen raised his right fist back and allowed his anger to flow as he let out this scream. "ULTIMATE SCUM!" The massive, as well as a furious, blue and red giant attacked by throwing his fist downward, which was enough to scare all of thirty-five heroes to quickly move out of the way, with one half, being the Avengers and Fantastic Four, quickly moving the left, and the other half, the X-Men, dashing to the right side to avoid it. All except for the Hulk, who took the punch head-on and was pinned down by Hagen's giant fist as it made an impact on the ground and caused a slight tremor. It wasn't until the dust cleared that Hagen felt like he hit something big and moving, and as he looked down, he could see that it was the momentarily dazed Hulk. Before the Jade Giant could recover, Hagen grabbed hold of Hulk and picked him up like a child would pick up an action figure.

On the ground, Cap had just regained his bearings, along with the rest of his fellow Avengers, and as he looked straight ahead and spotted the gigantic Hagen with the Hulk in his hand, he quickly stepped forward and helped up his hands to try and get Hagen's attention. "Wait!" Steve called out loudly and succeeded in getting Hagen to look at him. "We're not here to harm you, soldier! We're here to help!"

Thor took a step forward to provide Steve support in trying to calm Hagen down. "The Captain speaks the truth, Warrior! We have come to aid you against the foul curs that have enslaved your world!"

Hagen couldn't help but look at Thor, completely aghast. For one thing, he found Thunder God's manner of speaking to be too hokey, and it reminded him of the old dialect of the old Athains, those who used magic before technology was developed and were often portrayed in plays that the giant viewed once and, admittedly, fell asleep from boredom. But it was Thor's promise to help that caused Hagen to let out a sarcastic scoff as he addressed Thor and his fellow heroes. "Aid us?" Funny, that's exactly what Doom said when he and his friends first showed up!" As Hagen continued, his cynicism soon turned into seething rage as he remembered what came next. "Right before they took over every city in Athia and either enslaved or killed many innocent people in doing it! Many of them were friends of mine! All were killed by Doom's minions, who called themselves Hydra when they took over my homeland of Amia! So, as far as whatever 'aid' you and your fellow soulless Ultimates wish to provide, we're not interested!"

This fiery reply from Hagen caused confusion among the heroes, especially Tony, who looked at Athain with a confused expression behind his faceplate as he went on to ask about the name he had just given him and his comrades. "Ultimates? What are you talking about?"

Hagen's anger only increased upon hearing Tony's question, seeing the Armored Avenger's 'feign ignorance' as an insult. "Don't play dumb with me, you-!" Suddenly, Hagen is brought out of his anger when he feels something trying to pry his hand open. Something small but also strong. This surprised the Athain giant enough to make him look down and see that it was the Hulk, who had just now regained consciousness and was trying to escape Hagen's grip. This, of course, prompted Hagen to close his hand to keep the Hulk from moving, but with this green-skinned outsider's immense power, it was like trying to hold a small tornado. "Hey! Knock it off, or I'm going squash you like a bug!"

As Hulk felt Hagen's grip grow tighter, it only increased his anger, which in turn caused his already powerful might to increase as well! It didn't take long for Hulk to push Hagen's fingers out, then leaped out of his palm, grabbed hold of the giant's neck, and squeezed tightly.

Naturally, this caught Hagen by surprise. He began gasping for air and fell on his back, the impact causing the island itself to briefly tremble.

For the heroes, dealing with the Hulk's temper was bad enough. But now that he was attacking an Athain that was not only the size of a building but also one of the other Athains to try and convince them that they were here to help them, the situation went from bad to worse. Something that was the last thing the heroes wanted to happen, with a distraught Steve Rogers being chief among them. "Hulk, stand down!" Steve sternly commanded as he ran towards the Jade Giant, who continued to choke the life out of Hagen. It didn't take long for the rest of the heroes to follow the Super Soldier, with the flyers taking to the air and the rest running towards the Hulk, all of whom were reluctant to try and pry the rage-filled Hulk from the Athian giant who mistook them for people in league with the villains who took over his home planet.

But before any of the heroes could reach the Green Goliath and try to pry him off Hagen's enlarged throat, things immediately went from bad to worse. For it was at this moment that a total number of thirty-three circular white portals all appeared out of nowhere and surrounded the heroes, leaving them in a state of shock and confusion.

One of the heroes was Peter, who, while just as bewildered as his comrades, was also annoyed. Not only did the team's first contact with one of the Athia's inhabitants not go as planned and was made worse by the Hulk attacking him, but they now had to deal with these new portals that obviously appeared in Hagen's defense. "Oh, well, this makes everything SO much better!" Peter thought sarcastically as he looked up at the portals, but was soon alerted by the tingling of his spider-sense, indicating that further danger was close and made the young hero roll his eyes in aggravation before turning to the portal located on his right side.

Sure enough, something did come shooting out of the portal like a rocket. Or, more accurately, someone! Specifically, a thin, fair-skinned, and attractive young Athain woman, roughly around Peter's age, with short red hair and standing glowing white bangs to match the aura around her body. Like the soldiers of Ava, she wore a gold long-sleeved shirt underneath her white face plate, white fingerless gloves, and gold pants with white boots. She shot out of the portal feet first, with the white energy around her feet glowing brighter and in the shape of a large arrowhead. It was an unusual but still deadly attack, one that helped the red-headed girl take down many Ultamen that came her way, and this time, she planned to use it to literally cut the legs from underneath the seemingly unsuspecting Peter.

Fortunately for Peter, however, this was the attack that alerted his spider-sense, and by pure instinct, he jumped and flipped in a corkscrew motion, causing the red-headed girl to pass underneath him and ended up sliding and cutting through the ground underneath her instead, and in the process, causes her white aura to disappear and her bangs to drop down and change from white to yellow as the hanged down the sides of her face. Upon landing safely on his feet, Peter turned to face his red-headed attacker while getting in a readied stance, and as he watched her stand back up and get into a fighting stance of her own, he couldn't help but be captivated by her alluring appearance. "Whoa, okay, she's cute, despite wanting to kill me," Peter thought admittingly, but then narrowed his eyes at her more intently. "But…why does she look familiar?" Suddenly, the curious Peter's train of thought was interrupted when he once again felt the intense tingling of his spider-sense.

This time, the source was that of the platinum blonde, Anara Ularona, in her gold and white attire and shooting out of the portal headfirst, with her right hand already formed into an energy dagger and, upon getting close enough, pulls it over her left shoulder and goes for a back-handed slash to take Peter's head right off his shoulders. And she would have succeeded if Peter had not heeded his spider-sense and immediately ducked, causing Anara to slice nothing but air and fly right over his head. However, instead of falling face-first into the ground, Anara controlled her fall by rolling on the ground and stopping, ending up in a kneeling position on the left side next to the red-headed girl.

Moments after saving his head from getting sliced off his shoulders, Peter stood straight up, and upon seeing Anara pop back up and turn to face him, he immediately bent his knees and stood ready to jump and leap into the air if needed, but decided to try and reason with them first and assure them that he and his fellow heroes meant no harm.

However, before Peter could open his mouth, the red-headed girl noticed Anara through the corner of her left eye and rolled both eyes in annoyance. "I have this handled, Anara!"

Anara was just as annoyed with the red-headed girl's audacity and willingness to charge into battle without thinking, so much so that she found it difficult to keep herself composed. Thus, before answering, Anara breathed in through her nose and out of her before giving the girl this stern reply. "If I may remind you, Your Highness, that as part of a strike force, you face the danger WITH your teammates so they can help you! Not charge in by yourself and get yourself killed before they can help you!"

Peter couldn't help but feel dumbfounded upon hearing what Anara had just referred to the red-headed girl who nearly took his head off. "Your Highness?" This prompted the young hero to turn his attention to his previous crimson-haired attacker and narrow his eyes at her as if she looked familiar. But upon looking at the gold parts of her uniform, Peter's eyes grew wide with realization as he remembered this red-headed girl and the last time he saw her. It was back in the Beyonder's Throne Room, where he, along with the rest of the heroes and villains, all saw the 'mystic broadcast' of…

AVA

…or, more accurately, Ava City during the passing of the titles ceremony. What caught Peter's eye was that of the red-headed High Princess, Marrion Jonas, and they couldn't help but be amazed by her attractive looks. Taking away the fact that she wasn't an Earthling and the Beyonder had planned her home to be a place for battle between himself, his fellow heroes, and the villains, Peter only further resented his ever-present lousy luck that followed him everywhere he went. Including…

PLANET ATHIA (NEW ALANDRA ISLAND)

…where the stunned Peter found himself facing the red-headed girl whom he knew for sure was the other Princess from that day but still had to confirm. "Wait, 'Your Highness?!'" Peter exclaimed, astonished, which earned him taken aback stares from the red-headed girl and Anara. "Okay, I know there's a 'Princess Ava .'So, what, that makes you…her sister?!"

The red-headed Marrion continued to look at Peter dumbfounded. Many of the outworldly villains that she and the rest of her people knew as 'Ultimates' knew who she was, and while she knew that some of them were stupid, she'd never thought that they were THIS stupid. As such, she took Peter's confusion as a poor attempt at playing mind games. "Well, aren't you observant?!" The sarcastic Marrion retorted, then conjured up her white aura once more, resulting in her yellow bangs once again pointing upward and glowing white. With Anara by her side, Marrion held her right hand to hold her knife-edge fashion, channeled her energy down her arm, and formed a glowing white energy dagger around her hand to perform a slash attack.

Through her right eye, Anara noticed the young Marrion forming her dagger and knew that this was a signal to perform a two-person maneuver that she and the young high Princess would often use whenever they were on missions together. And so, despite still feeling annoyed by Marrion's overeagerness to jump into battle, Anara nonetheless followed suit by conjuring up her aura, channeling her energy into her left hand, and forming an energy dagger of her own. With both Athian women now with their mystic 'weapons', Anara and Marrion made they're by both charging towards Peter, and in the process, pulled their glowing hands backward as they attempted to take Peter's head off once more.

Peter saw this attack coming his way, but before he could make any move to avoid it, he was surprised when he felt something grab hold of his waist and suddenly make him feel just a little bit lighter.

That something was actually 'someone' from the X-Men, Kitty Pryde, who decided to step in and help Peter by using her ability to turn her body, as well as whoever she was maintaining physical contact with, completely intangible. A tactic that saved her and her teammates in the past, and in this case, saved both Peter and herself as it caused Marrion and Anara's mystic daggers to pass right through their necks instead of decapitating them, and thus causing the two Athian women to tumble to the ground but both quickly rolled forward and stopped themselves by ending up in knelt positions. Moments later, Kitty stopped concentrating and allowed herself and Peter to turn solid once more. The two heroes instinctively turned around to face Anara and Marrion, who by now were back on their feet and facing them.

Before anything else, Peter took this time to address Kitty, the X-Girl who saved him from getting decapitated. "Uh, thanks," Peter said gratefully, but at the same time, a little shaken up with how she saved his life via her powers.

"Thank me by not getting killed!" Kitty replied as she instinctively got into a fighting stance once she spotted Marrion and Anara reigniting their energy daggers and charged towards them.

"That I can do!" Peter quickly replied, getting into a readied stance once he spotted the two Athian women charging toward them. As Kitty once again made body intangible and allowed Anara's dagger to phase through her, Peter, in turn, leaned all the way back to avoid Marrion's slash to once again keep his head on his shoulders. And as the young Web-Slinger looked up at Marrion from an upside-down angle, he watched masterfully stop herself once again from an upside-down angle and couldn't help but be a little bit worried about just how pretty but skilled opponent he was up against. "Or at least I hope I can."