A/N: Good morning! Here's another chapter! This one's a bit long, so buckle up, but our heroes will be visiting another world with familiar variants, as well as being visited by a certain group with ties to the larger multiverse!


Frank held tightly onto America as they fell through different universes, starting with one that appeared futuristic, with flying cars and people wearing jetpacks. Another portal opened, which the trio fell through, and they were greeted by New York, covered in snow, and the Avengers, but they were all dressed in… Christmas colors?

Before they could comprehend what was in front of them, a third portal opened up, and Frank felt himself get stuck in time… just like the last time.

Another comic world? Castle asked, seeing a thought bubble appear above his head. He looked over to Strange and America, noticing they were frozen as well, except they appeared more… detailed, than the last universe they flew by.

"Looks like it." America said, a speech bubble exiting her mouth, as they were propelled forward, but only slightly. Castle looked down, just barely seeing a man with a sniper rifle in an alley. A closer look revealed a black trenchcoat, with a skull vest…

Frank raised an eyebrow, realizing the man was himself, but he looked… older. Much older.

With another CRASH sound, Frank felt them go through another portal, this being the final gateway, as they rolled across a pavement. Frank quickly got up, surveying his surroundings, and noticed the Empire State Building in the distance. He narrowed his eyes, analyzing the area. It almost looked like they were home, and yet…

There was trash everywhere. It was dirtier. Where the hell were they?

"Are we back?" America asked timidly, looking at the apparition of New York.

"No." Frank said bluntly, looking down and kicking a crumpled ball of paper. "This place is an even bigger shithole."

"I don't see the Sanctum…" Strange murmured, floating up a few feet off the ground. Given it was dark out, there surprisingly weren't a lot of lit buildings, save for a few…

"But I can see an Oscorp building."

"That right?" Frank looked up at the sorcerer. "Think we're in that other webhead's universe?"

"If you're referring to the other… variant we met last year, I'd say that's an educated guess." Stephen shrugged, before lowering himself back down.

"Why don't we go there, see if this universe's Spider-Man can help us?" America suggested.

"The guy who runs this Oscorp isn't exactly friendly with this world's webhead… or us." Frank muttered. "If Strange and I are even right."

"Well then what do we do?" America exasperated.

"You can start by handing us your money!"

The trio turned around, seeing a gang of five criminals advancing towards them, holding baseball bats, knives, and guns.

"Christ." Frank grumbled, stepping in front of America. "Kid, stay behind me."

"Don't worry, Castle." Stephen told him, holding out his hands. "I…"

A giant, black silhouette with white eyes suddenly jumped down, biting off the head of one of the thugs, before grabbing two others and smashing them together, knocking them out cold. The other two criminals began to scream and shoot at the monster, but Frank quickly shot one, while Strange disposed of the last by sending him through a portal.

"Where'd you send him?" Chavez asked.

"Away from us." Strange replied.

"Like to the other side of the city?"

"Canada." the sorcerer deadpanned, while the black creature walked up to them, grinning its razor sharp teeth.

"Now that's a team up! High five!" the monster laughed, holding up his hand. He stared down at the trio, as his eyes- somehow- widened.

"Holy shit, Punisher? Doctor Strange?" the creature asked aloud, before suddenly shrinking, morphing into a bearded man in a hoodie. "How've you guys been?"

"Could be better." Frank grunted. "Eddie Brock, right?"

"And Venom!" the creature's head burst out of Eddie's shoulder, looking between the three visitors. "I see you brought a new friend! Allow me to introduce us! We are Venom, the Lethal Protector!"

"A-America Chavez." the girl murmured, clearly stunned.

"What are you all doing here?" Venom asked. "I thought the universe almost got torn apart last time!"

"There's a chance it can happen again." Strange confessed. "We recently learned around incursions, which threaten both our universes the longer we stay."

"Then what are you waiting for?" a gruff voice asked behind them. Frank looked over his shoulder, seeing an older man with slicked hair and heavy combat armor strolling towards them. In the dim street lights, he could barely make out a faded skull.

"Castle." Frank-1 nodded.

"Castle." Frank-3 returned the gesture.

"Whoa, another Punisher?" America gasped.

"Yeah, we've worked together!" Venom said proudly. "He gathers the intel,

and Eddie and I bite off the heads!"

"Sure." Frank-3 muttered, before addressing Strange. "What's stopping you from going back to your world?"

"Me." America suddenly said. "I have the power to travel the multiverse, but I'm still working on controlling it."

Frank-3 looked at Chavez, before sighing.

"You can come out now, webheads. We're not here for a fight."

A few seconds later, a familiar figure in a red and blue suit jumped down to the ground, accompanied by another person, wearing a black and white suit with a hood over the mask.

"Spider-Man." Stephen nodded respectfully. "Who's your friend?"

Peter-3 looked at his partner, taking off his mask.

"It's okay Gwen. You can trust them."

In response, the black and white person lowered their head and took off their mask, revealing a woman with blonde hair.

"My name's Gwen Stacy. I'm Spider-Woman."

Frank-1 blinked, staring at her in surprise.

"You the Gwen that he couldn't save?"

Peter-3 shot him a glare, before clearing his throat.

"Um, yeah. When Strange cast that spell and sent me back, I found myself back in that night."

Spider-Man smiled, looking over at Doctor Strange.

"Thank you for giving me a second chance."

"A pleasure, but if we're done with the reunion, we'll need some outside help on getting out of here." Stephen announced. "So far, America has only been able to activate her powers due to extreme pressure or fear. We need to help her control it."

"Oh, I know a guy." Peter-3 smirked. "Do you guys have a Charles Xavier on your Earth?"


On the Northern side of New York, Wanda's soul flew towards the grounds of a mansion up ahead, guided by Chthon's whisperings.

Your variant is here, Wanda… the demon spoke, as they floated towards a window. Indeed, a woman that looked exactly like herself sat upon a bed, reading The Once And Future King, a single lamp illuminating the room.

Wanda felt herself float back slightly, before suddenly surging forward, shattering the window. The variant looked up, sensing an invisible force rush towards her, and opened her mouth to scream, but all that did was allow that same force to crawl down her throat and slam her against the door. The body convulsed, striking the lamp off the nightstand, as she writhed on the floor, but eventually stilled. When her eyes opened, they were glowing crimson.

Maximoff slowly stood up, rubbing the back of her head, before holding up her hand, willing an orb of magic to appear in her palm. With a flick of her wrist, she repaired the broken window and lifted the lamp back onto the stand, just as she heard the door open.

"Wanda, are you okay? I thought I heard a window break in your room."

Wanda turned around, seeing a man wearing a red visor over his eyes looking at her in concern. At least she thought he was looking at her, she wasn't quite sure.

"I'm fine…"

Maximoff physically reached into the man's mind, immediately discovering his name.

"...Scott."

The man, Scott, shifted uncomfortably, making Wanda take a step back. Did he know she looked into his mind?

"Are you having nightmares again?"

"I…"

Maximoff blinked, momentarily confused, until flashes of a younger version of herself- her variant- appeared in her mind's eye, watching a television with a man wearing a helmet and cape. In front of her was a young man with silver hair, whom she instantly recognized as-

"Pietro…" she murmured.

"What?" Scott asked.

"Nothing." Wanda quickly lied. "No, I'm okay."

Scott slowly nodded, while looking at the window.

"Professor Xavier wants to see you tomorrow anyway."

"What for?" Maximoff asked, biting her tongue to stop herself from asking who this professor was. That could wait.

"He didn't say." Scott shrugged, turning to walk away. "He just asked me to tell you a few minutes ago. Must be important."

Outside the same mansion, an orange ringed portal opened up, and Doctor Strange stepped out, followed by America, Frank, Peter-3, and Venom.

"I won't be long, Gwen." Spider-Man reassured his girlfriend. Ghost Spider smiled, before putting her mask back on and swinging out of sight.

"You staying too?" Frank asked, looking at his variant on the other side of the portal.

"Yeah, I gotta take care of some gangbangers." Frank-3 shrugged. "Surprised Brock is going with you."

"Hey, that's because we've never seen the X-Mansion before!" Venom called out, poking up from Eddie's shoulder as the portal closed.

"Right." Frank-1 scoffed, as he looked up at the manor. "We just gonna knock then?"

"Yep." Peter-3 smirked, walking up and rapping his knuckles on the door. A few seconds later, the wood gave way, revealing a gruff man with mutton chops, a sleeveless white shirt, hair that stood up on the ends.

"Hey web-head." the man grunted, fishing a cigar out of his pocket. "You brought friends for a slumber party?"

"Something like that, Logan." Peter-3 looked over his shoulder at America. "We got a friend who could use Charles' help."

"Mutant?" Logan asked, following Spider-Man's gaze.

"Uh… no?" Chavez asked. "I'm not from Earth."

"So an alien then." Logan guessed.

"Not exactly." Doctor Strange stepped forward. "The girl has lived outside of the known multiverse… and she has the power to open portals to other worlds."

Logan raised an eyebrow, looking at the sorcerer.

"So you're the wizard Pete was telling us about." he mumbled. "Charles would love chatting with you."

The older man turned to go into the mansion, motioning for everyone else to follow.

"Come on, I'll take you to him. And heads up, this is a kids school, so there's no beer."

Scott led Wanda to an office of sorts at the back of the mansion, where a bald man in a black suit and was sitting in a wheelchair waited patiently.

"Professor Xavier." Wanda said politely.

"Wanda." the professor smiled in kind. "We've known each other for so long, you can call me Charles."

"Okay… Charles." Maximoff murmured, letting his name roll off her tongue.

"I believe Scott asked you the same question moments ago, but do you still have nightmares of your past?" Charles inquired. Wanda opened her mouth, but no words came out. The reason for that was because she felt a dull ache in her head, as if someone was trying to push into her brain. Was it him?

Wanda… he is trying to read your mind… but I can block him… Chthon's voice growled, like a low rumble in her chest.

"No." Wanda shook her head. "I've been sleeping soundly ever since I came here."

The Professor crinkled his eyes slightly, but still smiled.

"Good. I was afraid you'd suffer from the trauma of your parents' vicious abuse." Charles said grimly.

Maximoff tilted her head, staring at the wheelchair bound man in discomfort. Why did it sound like he was baiting her?

Unbeknownst to her, Scott had snapped his head right at the Professor, frowning, but a quick glance from Charles told him not to say anything.

"I… thank you." Wanda smiled.

"That will be all." Charles told her. "I merely wanted to check on you."

Maximoff slowly nodded, despite having a hunch this was about something else, and turned to leave.

Professor… Scott spoke in his mind. Wanda's parents weren't abusive.

I know. Charles mentally replied. She barely flinched when I told her.

You don't mean…

That's not our Wanda. Charles finally looked at Scott, as his mood darkened.

Just as Maximoff reached the door, it suddenly swung open, making her instinctively use her magic to stop it from hitting her.

"Shit. Sorry Wanda."

The Scarlet Witch looked at the doorframe, seeing a gruff man with mutton chops. Her mouth opened in surprise, realizing who was with him…

"Oh, I'm fine!" Wanda quickly recovered, psychically reaching into the man's mind. "I'm okay… Logan."

Logan squinted at her, before audibly sniffing the air.

"You okay, kid?"

Maximoff blinked, taking a step back.

"Y-yes. Just surprised is all."

Logan gave her a side-eye, before shrugging and entering the office.

"Hey Chuck! I got some tourists here to see you!"

Frank, Doctor Strange, America, Peter, and Eddie followed after Logan, as Wanda held a breath, watching them move past. Only Frank and America met her gaze, stopping for a fraction of a second, before moving forward.

She's right there, Wanda…

Not yet. Wanda told Chthon, eventually walking away. She's was just after America. If this was a school, like what Scott and Charles told her, then there was no need for unnecessary bloodshed.

Or so she hoped.

After Wanda left the office, Scott shut the door, while Charles looked at Spider-Man.

"It's good to see you again Peter. Mister Brock." the Professor addressed Parker and Eddie, before turning towards the visitors from another universe.

"I recognize this man as Frank Castle-" Charles motioned at Frank's Punisher vest. "-but you other two… we don't have a 'Doctor Strange' on our Earth."

"Yet you know my name." Stephen observed.

"Of course. Our Spider-Man was quite descriptive about his adventure in another universe." Xavier chuckled, before finally reaching America. "And you… I've never seen you before."

"I'm America Chavez." the girl introduced herself. "I can open portals to different universes."

Xavier raised an eyebrow, leaning back in the wheelchair.

"Intriguing. I've known various mutants with similar abilities. None that can cross over into an entirely different plane of existence, however."

"They say she's not a mutant." Logan muttered.

"And yet, I believe you have all come here because she needs training. Am I correct?" Charles looked up at Strange.

"Yes." Stephen nodded. "We're currently being hunted by a demon possessing a woman who used to be our friend. She looks just like that woman who left a minute ago."

"Ah yes. Wanda Maximoff." Charles mused. "I suspected something had happened to her."

"That right?" Frank furrowed his eyebrows. "Why's that?"

"I tried to look into her mind moments ago, but I felt something- or someone- blocking me from doing so." Xavier explained. "Furthermore, I tested her by lying about childhood trauma, and she all but ignored the statement."

"Wait, your guy's Wanda is here too?" Eddie asked.

"She's not the same as when we last met, Brock." Frank murmured, looking at the floor.

"So she's already here." America widened her eyes, feeling a chill go up her spine. Not only that, but Wanda walked right past her, and somehow she knew it was her-

"So what do we do?" Scott asked, stepping forward. Charles sighed, turning his wheelchair to look at his student.

"Scott, I would like you to accompany me and take our visitors to the Danger Room, and help them train America." Xavier decided. "Logan, follow Wanda. If she discovers you and engages, stall her."

"For how long?" Logan asked.

"As long as it takes for Miss Chavez to harness her power and get herself to safety." Charles told him, before wheeling himself towards the door.

"Come on." Scott nudged his head, leading the rest of their visitors behind the Professor.

Wanda continued walking down the halls of the school, hearing the wails of her variant in her head. Every so often, she would try to peer into the other her's memories, but they'd only come in flashes, before she would get shut out.

Damn. Wanda knew her variant had powers, hence why she could use her magic at all, but she didn't think she'd be this strong in her mental defenses.

What she did find out was… troubling. Instead of her parents being Oleg and Irina Maximoff, she seemed to just have a mother in this universe. Even stranger was that they appeared to live in America, not Sokovia. Why?

Looking through her variant's eyes, Scarlet Witch felt herself walk downstairs, seeing a teenager with silver hair- Pietro- watching a television, as that same man wearing a red helmet and purple cape levitated rifles and other guns around him.

"You're right to fear us!" the man shouted. "We are the future! We are the ones who will inherit the Earth!"

Peter? Wanda heard herself asking, as the young man turned around. Her breath caught in her throat, as his face turned, and she realized he looked exactly like the fake Pietro that Agatha Harkness conjured up.

But he was named Peter? Not Pietro?

What's going on?

Before Peter could answer, they both heard glass breaking, and they snapped their gaze to the hallway, seeing an older woman- their mother, drop her glass of water.

Mom? Peter asked. Are you okay?

The mother's eyes widened in shock, as she backed up.

That's… that's… she murmured. That's your father.

Wanda's eyes snapped open, feeling sweat dribble down. She swiped her hand along her forehead, breathing heavily, while steadying herself along the wall. By now, her variant's yelling was getting louder in her mind, beginning to give her a headache. It wasn't nearly as bad as her previous variant's, but considering she had her powers in this universe, then her alternate self had to have some degree of mental fortitude. Even now, she could hear her variant's voice getting louder.

Get out… get out of my head…

"Shut up." Wanda growled, covering her ears as she walked down the halls.

I swear to you, I will kill myself before I let you harm anyone here-

"ENOUGH!" Wanda snapped, accidentally unleashing a wave of magic that knocked portraits down from the walls. Maximoff widened her eyes, looking at the destruction she caused, before taking off.

Professor Xavier and Scott led their visitors into a hallway colored stark white, appearing more futuristic than the rest of the mansion. A door fashioned like an X opened up, revealing a large room with nothing inside.

"This is the Danger Room?" Venom asked. "What's so dangerous about it?"

"You'll see." Scott grinned, lifting up his arm and pressing a button on his watch. All around them, constructs were formed, resembling the flaming ruins of a temple on fire.

"Thought a change of scenery could help." the visored mutant shrugged.

"Don't activate the artificial program yet." Charles ordered, before wheeling to America. "Miss Chavez, whenever you are ready."

America looked over to Strange and Frank, seeing them give an encouraging nod. The girl gave a nervous smile, closing her eyes, and held out her hand. After a few seconds, blue sparks began forming, eventually shaping into a star.

"You're getting better." Frank noted, as the portal got bigger, eventually revealing a gateway within the star-

Half a dozen tentacles suddenly shot out, with four of them grabbing America. The other two reached towards Charles, but Frank quickly pushed him out of harm's way, while Peter and Venom fired webs or black goo to pull the tentacles apart.

"Close it!" Strange yelled, conjuring mystical blades, as Scott fiddled with his visor. A crimson beam suddenly erupted, cutting through the the tentacles that ensnared Chavez, before she closed her fist, and the portal shrunk into nothing.

"I'm sorry." America stammered. "I've figured out how to open portals on my own, but… I still can't travel to the universe I want."

"Interesting." Charles noted. "I am impressed with how far you've come already. May I look into your mind to see what is holding you back?"

America widened her eyes, looking over to Frank and Strange. More specifically, Frank. All she got from the Punisher was a small nod.

"It's your choice, kid."

Chavez felt her stomach get tighter, but looked back at Xavier, eventually murmuring out "yes". The Professor placed his fore and middle fingers to his temple, instantly seeing flashes of America and her parents being sucked into a portal when she was younger.

"I see." Charles mumbled, as he looked back up at the girl. "Despite the fact that Doctor Strange and Frank Castle have helped you, you're still afraid of what your powers can do."

America nodded, looking down at the ground, staying silent.

"Many of my students felt the same way, America. But it was through their training, their testing of their powers, were they able to realize they were in control. They had no reason to be afraid of who they were." Xavier told her, folding his hands. "I would like you to try something. That memory I saw in your mind, those were your parents, correct?"

"My moms." America confirmed.

"I would like you to try to open a portal to the same world that was in your memory." Charles suggested. "Concentrate by thinking of that place, and your mothers."

"Okay." Chavez gulped, as she stepped forward, holding out her hand. A star portal began to form, getting bigger by the second. Spider-Man, Venom, and Scott all moved out of the way, as the gateway became big enough to fit a fully grown adult. Frank and Strange looked into the portal, seeing nothing but vegetation, with plains, mountains, and flowers against a hazy bluish-purple sky.

"Is that…" Frank murmured, as America opened her eyes.

"The Utopian Parallel." she gasped, feeling a tear roll down her cheek. "My home."

Stephen felt a smile tugging on his face, as he looked at Chavez.

"You did it kid. Good work."

America smiled gratefully at Strange and Castle, before closing her hand, and the portal dispersed with it.

"Yes, a good start." Charles added, as he began to wheel forward. "But try concentrating on other universes now. I believe you have all heard the saying practice makes perfect, yes?"

Strange smirked, knowing exactly what he was implying.

"I'll be right beside you America." Stephen promised, as he put his arms up. "Besides, I should practice conjuring my own portals without a sling ring."

Chavez grinned, as she and the sorcerer stood side by side, practicing on opening their respective gateways.

Wanda continued running through the mansion, eventually stopping at what looked like the kitchen, breathing heavily. As she felt the sweat roll off her, she straightened, telepathically reaching out.

"I know you've been following me." she said serenely, tilting her head. "Reveal yourself, Logan."

She turned around, hearing a curse- fuck, maybe- before the gruff mutant walked around the corner, staring her down.

"You okay, Maximoff?"

"I'm fine." she said harshly.

"You don't sound fine." Logan scowled, stepping closer to her. "You don't look fine either, and I doubt it's Scott's cooking."

"Well, I'm fine." Wanda growled. "Don't worry about it."

Logan gave her a scrutinizing look, before shrugging.

"Whatever. Chuck's just worried about you."

Wanda narrowed her gaze, realizing that Chuck- Charles- wanted Logan to follow her for a reason, before having an idea.

"Hey, have you seen Pietro? How's he doing?" Maximoff asked, while looking into the mutant's head.

"Uh, Pietro?" Logan almost did a double take. "He's okay. He was asking about you."

Wanda smiled, before lifting her hand, and firing a blast of magic at Logan, sending him crashing into a wall.

"I have access to my variant's memories." she explained, walking over to him. "You think I don't know my brother is named Peter in this universe?"

Logan quickly got up and balled his fists, causing three sharp blades to protrude from the gaps in his fingers. Claws actually, when Wanda looked closer.

"If you kill me, you kill your Wanda." she stated. Logan narrowed his eyes, before the claws slowly retracted, leaving him relatively unarmed. Maximoff smirked, forming fists of her own, as her powers coated around the fingers to fashion her own version of brass knuckles.

"Come on."

Logan lunged forward, throwing a haymaker, but Wanda ducked, jabbing him in the ribs. He brought his knee up, catching her chin, but the witch quickly recovered and delivered an uppercut, before jumping on his shoulders and twisting her hips in a move the Black Widow taught her, throwing Logan to the floor. The mutant growled in anger, kicking Wanda's legs out from under her, and in a split second decision, she placed her hands over her head when she fell, landing on the ground and pushing herself back up to land on her feet.

"Impressive." Logan grunted, rolling onto his side and standing up. "You're definitely not my Wanda."

"Why's that?" Maximoff asked, despite knowing what he'd say.

"She doesn't have your skill and relies on her abilities." he replied, before lunging again. This time, Wanda conjured batons made of her power, smacking Logan's arms whenever he tried to throw a punch. The Scarlet Witch struck his legs, chest, and shoulders, making Logan block, until she eventually scored a hit on his face, causing his nose to gush blood.

"That's enough!" the mutant growled, lunging forward and grabbing her by the throat. As Logan pushed Wanda back into the kitchen counter, he brought his other hand up, the claws slowly pushing out.

"Whatever you did to my Wanda, bring her back, or so help me-"

Logan suddenly felt his claws stopped moving, and he looked at his arm, seeing they were coated in black colored magic. He looked back at Maximoff, seeing a wicked smirk on her face, accompanied by coal black orbs.

"Oh, fuck."

That was the last thing Logan saw before Chthon blasted his body into the wall, knocking him unconscious.


In the Danger Room, Frank and Xavier observed Strange and America's progress, while Spider-Man, Venom, and Cyclops kept themselves occupied by fighting a giant robot, created from the room's artificial intelligence.

"Hey, other Frank!" Venom yelled, leaping around the robot's legs. "Wanna join in on the fun?"

Castle looked back at Chavez and the sorcerer, seeing both of them open portals at the same time.

"Sure, what the hell." the Punisher shrugged, before pulling out his gun and charging towards the robot, letting out an angered roar. For all his talk about being focused on the mission, even he could admit that he needed to blow off steam every now and then. Amy showed him that, in a way.

The machine noticed Frank and swept its hands towards Castle, causing him to duck low and slide along the ground, firing up at the monstrous giant. The robot lifted its foot, intent on crushing him, but Spider-Man quickly swung in Frank's direction and grabbed his arm, swinging him to safety, while Venom crawled up the side of its body.

"This is fun!" Venom said gleefully, as Scott fired his visor at the robot's legs. "I wish we came here sooner!"

"Sorry, we weren't sure if you'd be friendly." Cyclops replied, lasering the robot's legs off. The behemoth toppled over, it's head falling straight towards America and Stephen.

"Kid, get clear!" Frank shouted. Chavez looked up, and in a split second decision, shot her fist up. Initially, she was planning on opening up a portal and sending the robot's body to a different universe, but then her fist connected with the head.

A thundering boom resounded throughout the Danger Room, as blue energy erupted from where America's punch met the robot's face, and the head was torn completely off its shoulders, careening into the ground. The body harmlessly fell to the side, and Scott and Xavier looked at the head, seeing a star shaped indent in the metal face.

"Shit…" Frank murmured, looking from the robot to the girl. "Did you know you could do that?"

"No." America widened her eyes, as Charles turned to her.

"Interesting." Professor X mused. "Not many of my own students are able to take down a Sentinel so easily."

"Hey, we softened it up for her!" Venom boasted, now just a head floating off of Eddie's shoulder.

"Regardless, you have great power, Miss Chavez." Charles told her. "Greater than I think you can imagine."

America let out a smile, grateful for Xavier- hell, for everyone- for teaching her. Him, Strange, Frank, even the variants from past universes they went to helped in some way.

Unfortunately, the moment was short lived, as she suddenly felt a cold feeling in the back of her mind. It was the same feeling she had back at Kamar Taj…

No. It couldn't be…

"Hey guys, my spidey sense is tingling…" Peter-3 announced, basically confirming what she thought.

"Wanda." Frank muttered, pulling out a gun and pointing at the entrance. America and Strange turned around, as the Danger Room's virtual reality faded away, revealing Wanda standing at the door, her eyes glowing red.

"Did you think your 'pet' could keep me busy?" she snarled.

"Logan." Cyclops realized, charging up his visor, while Strange conjured shields. "What did you do to him?"

"He's out of my way."

"That right?" Frank scowled. "Did you kill him, or did you have Chthon do it?"

Maximoff frowned, the red haze fading from her pupils.

"He's… just unconscious."

Frank breathed out a sigh. So she hasn't crossed that line… yet.

"Look Wanda, you gotta stop this now before you go to far, yeah?" Castle told her. "You miss your boys from Westview, I get that, but this isn't the way. You can't kill this kid, or anyone else that gets in your way."

"I haven't killed anyone, Frank." Wanda said defensively. "I just want America. No one else."

"You just want America?" Frank repeated. "No, no, that's not how it works, Wanda. You cross the blood red line, there's no coming back from that. Is that what you want?"

When she didn't answer, Castle took a step forward, looking her in the eye.

"Chthon's been doing the killing for you, right? How much longer until you get your own hands dirty?"

Wanda finally snapped at that, as she conjured an orb of chaos magic and hurled it at the Punisher, only for a ringed portal to appear and seemingly swallow the projectile. Frank quickly looked over to Strange, who had opened the gateway in the first place, conjuring another that sent Charles out of harm's way, while Spider-Man and Venom leapt into action, with Cyclops charging up his visor.

"Kid, get out of here!" Frank roared, as America tried to open up a portal.

"I-I can't!" Chavez told him. "I need to concentrate!"

"That's not an option!" Castle responded, looking back at Wanda to see her blast Spider-Man's webs away, at the same time blocking Cyclop's energy beam. That left Venom, who was merely immobilized, covered in red energy.

"Wanda… why are you doing this?" the alien asked in confusion.

"I just want my children." Maximoff exasperated, looking over at Strange. "If you let me take her, I'll send you to a world where you can be with Christine."

Stephen's eyes widened, as did America's. How… how did she know…

Wanda smirked, realizing she struck a nerve, as she telekinetically pushed Peter-3, Venom, and Scott back, before floating towards Strange.

"Frank didn't tell you, did he?" she asked. "I told him I would let him go to a universe where his family was alive. I would have given you a similar offer."

Stephen faltered, lowering his arms. That's all Wanda needed to fire a blast of her chaos magic, right at Strange's face. The sorcerer flew back, landing in a heap, while Cyclops increased the intensity of his blast, forcing Maximoff to focus her attention on him.

"Strange!" America yelled, running towards the doctor and kneeling beside him. "Strange, get up!"

The girl momentarily looked back, seeing Wanda blast her magic back at Cyclops, throwing him into a wall, before, rolling underneath Venom's legs and punching him in the back, coating her fist in red energy like a glove.

"Stephen!"

Deep inside Doctor Strange's mind, he saw nothing but trees covered in white; snow was falling all around him.

"You're not the first one to try and trap me in my own head, Wanda." Stephen smirked, walking forward. "You can't keep me here for long-"

He suddenly stopped, seeing a frozen lake up ahead. On that lake was a little girl with brown braids, playing happily.

"No." he gasped. "No, not this…"

"Stephen, look at me!" the girl said happily, jumping around on the ice. Each time her foot landed, a crack formed, echoing in Strange's mind.

"Donna, get away from there!" the sorcerer shouted, beginning to run towards her. The girl didn't listen, and with a final jump, the ice gave way, to the harsh, cold waters below.

"STEPHEN!"

"NOOO!"

Strange slid across the lake to the gap that Donna fell through, hand outstretched, but it was over in an instant. The little girl was gone.

"No." Stephen gasped, looking into the water. "I'm sorry. I'm so, so sorry…"

"Why didn't you save her?"

Doctor Strange looked up, seeing a young boy with black hair standing on the other side of the lake. With a chill, Stephen realized he was staring at himself, the day his sister died.

"I…"

"Why didn't you save her?!" his younger self shouted. "You should have been paying closer attention to the ice! If you had known it wasn't thick enough, we still would have a sister!"

Strange's face went white, as he fell backward. He began to take great lungfuls of air, as the boy got closer, his eyes glowing red.

"That's why you always have to be the one holding the knife." the younger Stephen continued. "Because you can't trust anyone else… especially yourself."

Strange exhaled heavily, feeling sweat roll down his forehead, despite the snow.

"You're right… you're right."

The boy stopped, still glaring at his adult counterpart.

"Tony Stark… Wong… Peter Parker… you never trusted them to do the right thing." the boy murmured. "That's why you did nothing, when Stark saved the world from Thanos. Not because you trusted him, but because you knew this was the outcome where almost everyone survived… including you."

"I had no choice." Strange stammered. "It was the only way. The Ancient One, she told me we couldn't see past our deaths-"

"Yet she drew her power from the Dark Dimension." the younger Stephen reminded him. "Do you really believe that there was no other possible way you could have won? Not even an outcome where we would die, but ultimately, Thanos would lose?"

Stephen opened his mouth, but found the words died on his lips. In resignation, he closed it, hanging his head in shame.

"No." he mumbled. "Maybe there was another way."

"But you always had to be the one holding the knife." the boy repeated.

"Yes." Strange surrendered, looking down at his reflection in the ice. "It's why Christine couldn't marry me- us."

"It doesn't have to be that way."

Stephen frowned, seeing a reflection of Wanda appear behind him, and he whirled around, seeing her in place of the boy.

"I wasn't lying." Maximoff told him. "If you let me take America's power, I'll send you to a world where you can be with Christine."

Stephen stared mortified at the Scarlet Witch, seeing the eyes darken into pitch black like Chthon's, realizing what she was implying. And the worst part was that he did want it.

He wanted to… wanted to…

"No."

Wanda took a step back, surprised.

"You… I won't let you kill that kid." Strange said adamantly.

"Even if it meant being with the one you loved?" Wanda-Chthon asked skeptically.

"Even that."

Before he could react, Wanda clenched her fist, and the ice under him broke. Strange fell straight into the icy depths, feeling cold hands holding onto him, dragging him deeper into the abyss.

In the real world, America watched Strange, as he started to convulse, while water began to expel from his mouth, as if he was drowning.

"No, Strange!" Chavez shouted, beginning to shake his shoulders. "You have to wake up! We need you! WAKE UP!"

On the other side of the Danger Room, Wanda burned through Spider-Man's webs, while simultaneously kicking Venom, back several feet. Scott charged up a blast, but Maximoff, used her magic to take it away, causing him to instinctively close his eyes.

"Wanda, enough."

The Scarlet Witch turned toward Frank, who had his gun pointed right at her heart.

"Stop this. Leave your variant's body." Castle commanded. "You don't have to do this."

Wanda smirked, stepping forward.

"You won't shoot me."

"If it keeps Chavez safe." Frank told her.

"Then do it." she challenged. "Or is the Punisher getting soft?"

Frank bit his tongue, keeping his gun level.

"Yeah. Thought so." Maximoff smirked, turning to walk towards America and Stephen. In a split second decision, Frank pulled the trigger, expecting to hear the thunderous crack of the gun-

Click.

Frank stared at his pistol for a moment, as Wanda turned around, wide-eyed. It was then that he realized…

She manipulated reality to make his gun jam.

"You were actually going to do it." she gasped. Castle looked back up, seeing her eyes begin to glow.

"Hey, Wanda… wait…"

Maximoff let out a roar that seemed to mimic his own, as she charged at him, kneeing him in the gut, then proceeded with punching him in the face.

"You were going to kill me!" Wanda shouted, uppercutting him and making him fall to the floor. Before she could do anything else, a massive blast of red energy slammed into her, forcing her to floor through the air and hit the wall. Frank looked at the source, realizing it was Scott, firing that same energy blast from his visor, but it was coming out of his eyes.

"Stop!" Frank yelled, running over to the mutant. "You'll kill her!"

Realizing he was right, Scott shut his eyes, letting Wanda fall to the floor. When she got back up, her face twisted into a smile, while her eyes were now blackened.

"Ah shit." Frank muttered.

In his mind, Strange continued drowning, beginning to feel his vision begin to fade, when he suddenly noticed a hand coming towards him, grabbing him by the collar. In a moment, he felt his body shoot up and out of the lake, where he was flung back onto the ice, where he coughed out water.

"Doctor Strange. Are you alright?"

Stephen strained his eyes, seeing his savior was Charles, albeit he was standing.

"Professor Xavier?" he murmured. "How…"

"This is how a choose to look in the mindscape." Charles told him, gesturing his legs. "I appreciate that you delivered me from the Danger Room, it was only fair I rescued you from this… prison."

Strange nodded, as Xavier continued.

"Go now, you must keep the Scarlet Witch and Chthon from harnessing America's power."

As he finished speaking, Charles vanished from his mind's eye, and Strange closed his eyes, willing himself to exit the nightmare.

Strange's eyes opened, seeing America hovering over him with a worried expression.

"Stephen, are you alright?" she asked with wide eyes.

"Could be better." Strange drawled, slowly getting up. "What'd I miss?"

Chavez grimaced, looking over to the battle taking place.

"Nothing good…"

Scott opened his eyes again, firing a concussive blast at Chthon, but the demon raised his hand, stopping the energy in midair.

"Impressive power, boy…"

The demon curled a fist.

"But what good is it if you cannot see?"

Cyclops suddenly screamed, as his eyeballs were slowly yanked out of his skull, taking with it the optic nerves and pieces of brain. The organs fell to the ground, popping like water balloons, and the mutant fell to the ground, dead from the horrific act.

"Scott!" Spider-Man yelled, swinging towards Chthon and kicking him in the chest. "Venom, now!"

The symbiote grabbed the demon and pressed him into its body, the black goo absorbing him.

"I can't… I can't hold him- her?- for long…" Venom strained, as bulges began to appear on his body.

"I just need a minute!" Peter-3 shouted, rolling up one of his gloves to reveal a hi-tech watch. After pressing a button, a small hologram appeared of a figure wearing a blue suit with accents.

"Miguel, we got a huge problem!" Peter-3 said frantically, just as Venom seemingly exploded, with Eddie Brock collapsing on the floor. Chthon stood over him, conjuring an orb of magic, and that's when Peter closed his eyes behind his mask, realizing what he had to do.

"Tell Gwen I'll always love her."

Before the figure named Miguel could ask why, Peter shot a web at Chthon's back, pulling the demon towards him, before slamming him into a wall. Spider-Man swung the web and slammed Chthon across the room, until he suddenly felt his body freeze up with chaos magic.

"My turn, little spider."

Chthon moved his arm up and down, and Spider-Man's body slammed into the ceiling and floor, his bones breaking and crunching. Doctor Strange tried to fire a blast of green fire at the monster, but the demon simply cackled as he held up his hand, allowing the flames to dance along his fingers.

"Not yet, Stephen. Your time will come soon."

"Kid, get us out of here!" Frank yelled, as Chavez' eyes sparkled.

"Where?"

"Anywhere!" Castle ran towards Chthon, trying to come up with a plan-

Chthon shot another orb towards him, hitting Frank right in the chest and destroying what remained of his vest, in addition to knocking him back. The demon grinned, turning back to Peter-3, who was now suspended in midair, his arms and legs spread out like an X.

"Wanda…" Frank rasped. "Wanda, if you're in there… you gotta stop him-"

SNAP!

Chthon's magic tore Spider-Man's arms and legs off, splattering everyone with blood, just as a portal opened.

"Fuck!" Frank roared.

"Frank, come on!" America shouted, as she and Strange backed up towards the portal. Castle started making his way towards the gate, while Chthon smiled, leisurely stepping towards them.

"And what of your symbiote ally?" the Great Shadow threatened, as Stephen looked towards Eddie Brock, watching the symbiote slowly come back to its host. Realizing what Chthon was about to do, the sorcerer, conjured a portal underneath the demon, making it fall through. Just as he was about to close it, a hand reached out and grabbed the edge, turning the orange ring into a blood red.

"Nice try." Chthon chuckled, launching himself out of the sling ring portal and towards the trio.

"Dammit!" Frank pushed America and Strange through the portal, jumping in himself, just as Chthon leapt towards them. As they fell through the universe, Frank saw giant megastructures, higher than that taller skyscrapers of today, surrounded by what looked like a harsh desert. Before he could comprehend the landscape, another portal opened, overlooking a city that looked like New York, but seemed to take on Indian characteristics. Off in the distance, if Frank squinted, he could see a figure that looked like Spider-Man swinging towards them, but with brown hair showing from the top of his mask.

"Huh." Castle frowned, before a third portal opened, and they fell towards what looked like a deserted island, save for a statue of Thanos.

"Did you think it was that easy?"

Frank looked over his shoulder, seeing Chthon fly towards him.

"Shit." Frank grit his teeth, turning back towards America and Stephen.

"Strange, see if you can-"

An orange rectangle suddenly opened, and the three fell through. Chthon stretched out his arm, but the portal suddenly closed, leaving him falling towards the island. The demon growled, using his magic to float in the air.

"NO!"

Frank, America, and Strange landed in sleek, clean room, decorated in black and orange, with a table in front of them and some type of futuristic looking projector in front of them.

"Where are we…" Castle mumbled, looking around.

"Don't look at me." Chavez quickly replied, holding up her hands. "I didn't make that last portal!"

"We know." Strange groaned, as a similar portal opened, revealing an African American woman in a black suit and orange tie.

"But I have an idea who did."

Frank quickly stood up, marching over to their supposed savior.

"Who are you? Where'd you take us?"

"You can call me B-15." the woman answered. "You're at the office of the Time Variance Authority. TVA for short."

"TVA?" Strange scoffed. "I've heard of you."

"Yes, we have worked with your sorcerers on occasions such as this." B-15 revealed, turning back towards the portal. "Come. We need to discuss about your current problem with the Scarlet Witch."

Frank raised an eyebrow, looking at Strange, who simply shrugged and stepped into the portal. Castle and America followed soon after, arriving in what looked like a large office room, filled with people in suits and armor working in cubicles.

"What all do you know of the Scarlet Witch?" Doctor Strange asked.

"That she's a powerful magic user." B-15 stated. "One that is destined to either rule the universe or destroy it."

"Yeah, that tracks." Stephen grumbled. "Tell us something we don't know."

B-15 frowned, before clearing her throat.

"She's also a Nexus being." she revealed. "They're incredibly powerful beings who can alter the fabric of reality and their timeline, on account that only one exists per universe."

"Nexus…" America murmured. "I've heard of those while traveling across the multiverse."

"We've been keeping tabs on Wanda Maximoff for a long time." B-15 continued. "Everything seemed to be contained in your universe, but once America arrived, we've been trying to locate you."

"Can you find Wanda?" Frank asked.

"Is that a question of our capabilities, or a request?" B-15 smirked. "We were able to pinpoint which universe you all fell through, before isolating yourself, Doctor Strange, and Miss Chavez. We'll send a squad of our best agents to apprehend the Scarlet Witch shortly."

"Judge B-15!"

A man with cropped hair and wearing a black suit with a red-orange tie came running, holding onto a file.

"The Scarlet Witch is dangerous enough on her own, but she is under Chthon's control!" the man shouted. "We should destroy whatever universe you stranded them in!"

"Hey, wait." Frank's gaze went from the B-15 to this newcomer. "You knew she was possessed by Chthon?"

"Yes, and we've been searching for you three ever since you left the Sacred Timeline." B-15 quickly said. "You weren't exactly staying in one place…"

She turned back to the man in the suit.

"But we are not going to delete an entire timeline over one person, Mister Paradox. There are other people inhabiting that universe."

"It's not just one person." Paradox reminded. "It's the Scarlet Witch, who is now a vessel for her demon master. If you could give me and my team access to the Time Rippers-"

"No." B-15 interrupted. "Those are relics of the past TVA. If there was an easier way to destroy them, I would have given the order a long time ago. But they will not be used again."

Mister Paradox glared at the judge, but kept his mouth shut.

"We will send a team of Minutemen and Hunters to take care of Chthon. Have them prune the threat. Send them to the Void."

"The Void?" Doctor Strange furrowed his brow. "What's the Void?"

"The end of time." Paradox answered. "It's where we've sent variants and people who don't belong. I once sent a variant of you there myself."

"Paradox, enough." B-15 warned, as a small squad of men and women in black armor and helmets walked past, opened up another orange rectangular portal, and stepped through.

"Ma'am, we've fought Chthon." Frank told her. "Whatever you got, it won't be enough."

"I appreciate that concern, Mister Castle, but there is no need." B-15 waved him off. "We have dealt with threats like this before, and know how to act accordingly."

"Look at you. Many variants failed, but you… you succeeded."

Chthon stared up at the statue of Thanos, having eventually lowered himself to the ground. With no way out of this universe, there was only one option…

No.

That was Wanda's voice. She knew what Chthon was thinking. End their dreamwalk on this woman, find the next universe with Wanda's variant.

NO. Wanda repeated. This variant should not be condemned to a universe that is not her own.

"You care for this variant?" Chthon asked. "More so than your children?"

Wanda's voice went silent, but the demon could feel her fear radiating within the vessel. It felt so… satisfying.

Please. Maximoff whispered. I need to see them again.

Chthon chuckled, still looking up at the statue. He wouldn't stop the dreamwalk… yet. Besides, given that the portal that separated himself from Frank, Strange, and America was identical to the kind that the Time Variance Authority used, they would most likely be back.

Oh yes, he knew of the TVA. How they watched over Nexus beings, protected the Sacred Timeline. Their created knew of Chthon himself too, and feared him. He was one of the reasons the TVA was formed in the first place, because of the havoc Chthon could cause to the Multiverse…

Chthon sensed a door open behind him, and he turned, seeing that same orange rectangle open, and at least a dozen TVA Minutemen stepped out, brandishing their Time Sticks, black batons with glowing tips on the end. Chthon smirked, allowing his magic to emanate from his hands.

This was going to be too easy.

The first four Minutemen were gone in an instant, disintegrated by the magical blasts that shot out from Chthon's fingers. The remaining soldiers all rushed him after that, but the demon, flew up into the air, levitating three more with him, and telekinetically snapped their necks in midair. As the bodies rained down, Chthon slammed back onto the ground, creating a shockwave that sent the final five agents flying. Two of them smashed into the Thanos statue and splattered like red water balloons, while the other three felt their bones break from the landing. The demon cackled at the sight, before twisting his fingers, and the ground seemingly opened up, swallowing the terrified Minutemen up below ground.

Chthon's mouth peeled into a sinister smile, as he turned around, back towards the orange door. It was still up. With a flick of Chthon's wrist, the door turned red, ensuring it would stay that way.

The demon had a way out… and hopefully a way to get to America.

The moment B-15 had ordered the Minutemen to take care of Chthon, Frank knew it would be the last time they'd be seen. Unfortunately, this… TVA, as they called themselves, weren't willing to listen. Not the first time that happened to him either.

"I don't see why we can't at least find a universe without any intelligent life and just drop them all onto it!" Paradox shouted, pointing at Strange.

"Paradox, stop. It's a big world out there." B-15 groaned. "And we're not going to condemn Mister Strange or his allies."

"It's Doctor Strange." Stephen frowned. "Wouldn't that cause the universe to be destroyed with us being there to begin with?"

"Who told you that?" B-15 raised an eyebrow.

"Someone I met from another universe. A man named Richards." Strange revealed.

"Ah, him." B-15 chuckled. "In most universes, Reed Richards is regarded as the smartest man alive… but if the one you met is who I'm thinking of, he hasn't met the TVA."

"What does that mean?" Stephen furrowed his brow.

"It means that while yes, your presence in another universe has a chance of causing an incursion, the chances are low." B-15 explained. "Usually, if your variant is already dead, or never existed, the universe is safe. Even crossing over to another universe that still has another version of you isn't much trouble, provided there's no link connecting the two worlds."

"Link… such as dreamwalking." Strange guessed.

"Exactly." B-15 nodded. "Which is why capturing the Scarlet Witch and Chthon is top priority, before they cause any more harm to the multiverse."

The whole time Strange was speaking to the TVA, Frank glared with his arms crossed. They seriously thought they could handle Chthon…

"Frank…"

Castle looked to his side, seeing America look at him with a worried expression.

"Chthon's coming, isn't he?"

Frank sighed, nodding, and looked absently to Doctor Strange, who was still arguing with the leader of the TVA, as well as Mister Paradox.

"Yeah kid. They don't know what they're dealing with."

Unfortunately, Frank realized he shouldn't have said that, as America's eyes widened further, and she began to hyperventilate.

"Hey… hey, America, I'm sorry." Castle quickly said, putting an arm around her. "I shouldn't have told you that."

"But you're right." she whispered, breathing heavily. "He's going to come here, kill anyone to get to me, will kill me for my powers-"

"I won't let that happen, alright?" Frank placed both his arms on her shoulders. "You take five seconds, yeah? Breathe."

Chavez did as told, slowly exhaling, then inhaling.

"Here, tell you what."

Frank turned her around, pulling out his own pistol.

"I'm gonna teach you how to take this away."

"But… I have my own." America frowned. "You gave it to me."

"And what if you lose it?" Frank pointed out. "C'mon, it's not hard. You wanna take the gun offline, right?"

America nodded, as she placed her hand on Frank's pistol, moving the barrel away from her.

"Now you get under my wrist, alright? Hit the joint."

Castle guided the girl's hand to snake under his arm, the back of her palm pressed against wrist.

"Now twist it away. Now."

America shifted her entire body, ripping the gun away out of Frank's hands, and into her own.

"See that?" Frank felt his mouth barely tug into a smile. "You got the other guy's gun."

"Yeah!" Chavez grinned, looking at her gun hand. "Did you come up with this right now, or have you taught it before?"

"You remember that kid who took down that monster with us? Amy?" Frank asked.

"It was an octopus demon, but yes." Chavez corrected.

"I taught her how to do that." Castle revealed. "Was gonna teach my girl, Lisa, how to when she grew up. Then she taught Wanda and Spider-Man, in case either of them lost their powers."

America smiled in gratitude, just as Strange rejoined them.

"The TVA won't listen." Stephen grumbled. "This B-15 believes her foot soldiers can handle Chthon, while Paradox wants to destroy the entire universe the demon is currently residing in."

Frank arched an eyebrow, seeing the sorcerer averting his eyes.

"Part of you agrees with him, yeah?"

Strange's mouth formed a grim line, looking at the Punisher.

"We can't let Chthon get ahold of America, Frank. It's one universe or the potential annihilation of all of them."

"No." Frank shook his head. "No, there's gotta be another way that doesn't destroy trillions of lives. That's the reason Thanos used, right?"

"That… that's different." Strange shook his head. "I… I had to make the hard…"

Stephen closed his eyes, shaking his head.

"No, you're right. You're right." he grit his teeth. "That was the same reasoning Thanos had. It's the same one I used too, when I gave Thanos the Time Stone."

Strange sighed, opening his eyes again.

"I cannot see past my own death." Stephen explained. "In the millions of outcomes I saw, only one of them showed me an ending where everyone was brought back, and we defeated Thanos, but maybe… maybe there were more where we could have won, but I didn't survive to see it."

Frank looked at the sorcerer in pity, who felt like he just aged a few decades.

"We'll find another way, alright?" Castle murmured, looking at America. "But we can't let them destroy a whole universe."

Doctor Strange nodded, just as they all heard screams.

"Shit. Sounds like our cue to go." Frank muttered.

"Stay with America." Stephen ordered, running towards the howls of terror. "America, get a portal ready!"

Chavez watched Strange dash towards the middle of the office room, just barely seeing a red rectangular door opened, a Chthon possessed Scarlet Witch already stepping out and telekinetically hurling TVA agents left and right.

"Frank…" America murmured, trying to hand him her gun.

"Keep it." Castle told her, knowing what she was implying. "Just focus on getting us out of here, alright? Focus on getting us home."

America nodded, closing her eyes to concentrate, but the blaring alarm in the TVA wasn't helping.

"CODE RED!" B-15 yelled over the intercom. "Any and all available agents, return to the central headquarters immediately!"

Doctor Strange flew towards the center of the massacre, just in time to see Chthon's magic invade every orifice of a Minuteman, before expanding and exploding their body from the inside. In response, Stephen conjured a spiked orb of mystical energy, sending it towards the demon, who simply held up his hand and caught the ball with ease.

"Pathetic." Chthon smirked, tossing it back at a score of agents, the projectile plowing right through them in a gory mess. Strange levitated several feet off the floor, forming the crimson bands of Cyttorak, and used them to wrap around Chthon's body, temporarily immobilizing him.

"Someone prune him now!" B-15 shouted, grabbing her time stick. "While he can't move!"

Chthon grinned wider, as the crimson bands slowly turned black, forcing Stephen to let go.

"Not… possible."

"You should know by now, Strange, there is nothing you can do to stop me."

Chthon telekinetically weaved the bands around his body, slicing into TVA agents that tried to get close, cutting them in half or decapitating them. Once all the Minutemen around him were dead in some shape or form, the demon redirected the bands back towards Strange, who quickly created a portal that sucked the attack up and away from the battle.

Strange closed the portal, only to realize that Chthon had flown up to where he was, and blasted him in the chest with magic, sending him to the floor and knocking him unconscious.

"How pitiful you are." Chthon sneered, turning towards Frank and America.

"Kid…" Castle murmured, training his gun on the demon.

"I'm… I'm trying…" America stammered, squeezing her eyes shut.

"You might wanna try faster." Frank told her, before taking steps towards Chthon, firing his gun as he did so. The demon smirked, flicking his hand to the side, and Castle felt himself pushed roughly to the side.

"Shit! Kid, get out of here!"

Upon hearing Frank's voice, America opened one eye, only to see Chthon grinning at her.

"Hello America."

The Great Shadow quickly grabbed Chavez by the throat, causing her to scream loudly. That seemed to do the trick, as a star shaped portal finally burst open behind them, making Chthon smile wider.

"Good. Now bring us home-"

Chthon suddenly stopped, feeling something jabbed into his back. Confused, he looked down, seeing his body disintegrate.

"What is this-"

The rest of his form burned away before he could even finish the sentence, causing America to collapse on her knees, rubbing her neck.

"You alright?"

The girl looked up, seeing a blonde woman standing over her, holding a Time Stick.

"Uh, yeah." America murmured, standing up. "Thanks, Miss…"

"Sylvie." the woman smiled, giving a small wave. "I'm a Loki."

"That right?" Frank asked, getting up, while Doctor Strange was regaining consciousness. "So a variant?"

"Aren't you a bright one?" Sylvie joked, while B-15 walked over.

"Didn't think I'd see you again Sylvie."

"Well, you did ask for everyone available." Sylvie shrugged, giving the TVA leader the Time Stick back. "Mobius says hi by the way."

B-25 nodded, shutting the weapon off.

"In any case, good to see you again… wish it was better circumstances."

"I concur." Sylvie murmured, looking around. "What was that?"

"The demon Chthon." Doctor Strange answered, floating towards them all. "He has taken control of our universe's Wanda Maximoff."

"Chthon… I've heard of him." Sylvie furrowed her brow. "He's the author of the Darkholds, yes?"

"There's more than one?" Frank narrowed his eyes.

"Nearly every universe has a copy of the Darkhold." B-15 said grimly. "Chthon left a seed of corruption within every timeline."

"And you didn't think on removing it?" Stephen asked harshly.

"The TVA has been busy with other matters as of recent." B-15 scowled. "Besides, every time we've tried to go after a copy of the Darkhold, there's always been some type of user, or guardian, and it's ended up like… this."

The leader of the TVA gestured all around them, implicating the remains of the agents Chthon killed. Frank looked down, shaking his head.

"We need to find the Book of Vishanti." America decided. "The TVA monitors all the different universes, right? Can't you guys tell us where the book is?"

"Easier said than done." B-15 grumbled. "Whoever hid the book hid it well. While there are multiple copies of the Darkhold, there is only one Book of Vishanti. Your best bet, however-"

She turned to Strange.

"Is to find one of your variants and question them about it."

Stephen slowly nodded, before looking at America's portal.

"I think it's time we left here."

"Yeah, that's right." Frank muttered.

Before anyone could so much as shout "wait!", Strange, Castle, and America stepped through the portal, as the star closed up.

"Huh." Sylvie tilted her head. "We probably could have given them a Tempad."

"America Chavez is still getting used to her powers." B-15 pointed out. "Maybe this will be a good thing."

As soon as she finished speaking, another orange rectangle materialized, and an older man with gray hair and a mustache walked out, looking around.

"Mobius?" Syvlie asked in shock, as the man looked with a stunned expression. "I thought you were going to stay."

"I was going too. But it just didn't sit right with me to not respond to a Code Red." Mobius murmured. "I guess I came too late… sorry."

No one spoke, as Mobius cleared his throat.

"So uh… what happened?"

"A powerful demon, Chthon, attacked us." B-15 revealed. "The Frank Castle and Doctor Strange from the Sacred Timeline are being accompanied by a girl named America Chavez, who is being hunted by the demon for her powers."

"What happened to them? Where are they?"

"They just left. You missed them." Sylvie informed. "America was insistent on searching for the Book of Vishanti."

"That might not be enough." Mobius mumbled, looking off to the side. "From what I've researched about this… monster, only Chthon can kill Chthon."

"What does that mean?" B-15 asked. Mobius shuddered, looking towards the two women.

"Ever heard of the Kandarian Dagger?"

Once Chthon's sight returned, he found himself staring up at a bleak sky, with a purple colored thunderstorm in the distance. The demon quickly levitated himself in the air, as the storm morphed into having glowing eyes and protruding mouth, as that of a beast. It was coming straight for him.

"No." Chthon growled. "This is not how it ends."

As the creature shaped like a cloud loomed overhead, the variant's eyes changed from black to its normal hue, as a black mist seemed to pour from the body.

No longer possessed, the alternate Wanda looked up, seeing the… thing, before her, and opened her mouth to scream. Only no sound came out, as the creature swooped down and swallowed her, decimating her form and leaving nothing behind.

NO!

As she scoured the Multiverse through the Dreamwalk, Wanda saw the skeletal face of Chthon staring back at her.

We just left her to die!

Yes. We did. Chthon stated plainly. She was of no use to us anymore.

I won't have anyone else die. Maximoff shouted in her mind. I won't… I'm not a monster.

Chthon chuckled, a dark, cruel rasp that echoed all around her.

You will… if you ever want to see your sons again.


A/N: So a few things. I decided to make the Amazing Spider-Man's Gwen become Spider-Gwen, mostly because the animated Spider-Verse movies sold me on her character. I'm not going to have her actually have spider powers though, a lot of her abilities will come from technology.

Speaking of, I killed off Garfield's Spider-Man because I don't have an attachment to him. I already knew I was going to kill either him or Tobey, but I actually grew up with Maguire's, so I have a bias.

Oh, and that tease from Mobius is a set up for later in the story. If you guys know, you know.

The next chapter will bring back a lot of the horror tone I was talking about. It shouldn't take long to upload, since I mostly wrote the next few chapters before writing this one. It's easier to write something when there's a template based on a film, rather than having to write something from scratch.

That's all for now, bye!