The whitish blue blur his teleportation gave off faded away. Billy was suddenly surrounded by gleaming gold metal. He looked down at the massive expanse of metal beneath him. He had to admit, there was something beautiful about Ultron's creation. Then he remembered how many corpses this was probably built on. The robot that had escorted descended further into the complex, and he followed.

He couldn't help but notice the turrets that had shot down there ship earlier were now focused on him.

A voice over Billy's shoulder whispered, "I hope you know what you're doing."

Billy spun around, but saw nobody. "Loki?" he asked.

"Not so loud," answered the godling's voice. "I'm using an invisibility spell, but I'm not bulletproof."

The Ultron sentry turned to face Billy. "This way," it announced, without a trace of emotion.

Billy followed the robot through the labyrinth of gold. "What are you doing here?" he whispered to Loki.

"I'm helping you. Trust me, you need it. The others have no hope of holding off the robots on their own. We need to cut this off at the head."

The robot led them into a large room. At the center was a cylindrical object with scarlet lights that resembled eyes, surrounded by circuitry.

The now familiar voice of Ultron filled the room. "You are seeking with the Regional Oversight Unit. You will obey."

Billy whispered, "Is this the guy controlling the invasion?"

"Only for Broxton." answered Loki. "There are probably multiple ones like this across the country."

"Raise your voice, Kaplan. You must be louder to communicate properly." droned the Unit, with a hint of indignation.

"What do you need me for?" asked Billy.

"I need you to help the Intelligence eliminate a human being by the name of Nathaniel Richards."


America said, "I can see them coming." She pointed her finger to the sky. "Over there, about 7 o'clock."

The remaining team members braced themselves for combat. America took to the sky, while the others set up a defensive perimeter around the ship. In the distance, the now familiar hum of the thrusters the Ultron drones used for flight came up from over the horizon. But as the sound approached, there was a noticeable difference. The hum had a lower pitch, sounding more guttural and ominous. The moonlight was blocked off by several blocky figures that filled the sky.

The robots descended. Their design did not evoke the anatomy of human beings like the previous models. These were much larger, their backs hunched over and their gargantuan hands dragging across the ground.

These were Hulkbuster Units. They were not here to be cannon fodder. They were designed with the specific purpose of taking the hardest blows superhumans could offer and tearing them apart.


"Why do you need to take down Iron Lad?" asked Billy. "And what do you need me for?

"The man known as Nathaniel Richards, or Iron Lad, or Kang the Conqueror, has been a longtime-enemy off the Intelligence. He is a prime example off the flaws possessed by organic lifeforms. His primitive ego consumes him and drives him into being an engine of destruction and madness."

"People say the same thing about you, you know," muttered Billy. Loki laughed to himself.

Ignoring him, the computer continued, "Despite his delusional mind, Kang is a persistent and powerful opponent. His control over the time stream is unmatched by any other human being and his strategic mind creates a unique threat."

"I still don't see what I have to do with any off this."

"You were an acquaintance of his younger self, before his descent into insanity. You will use you friendship to get close to him, then you will kill him with your mystical abilities."

"Yeah, there's no way I'm doing any of that." said Billy. "Thanks for the offer though."

He floated up off the ground, allowing mystical energy to flow through his body. With a wave of his hand, he shot a stream of lightning that melted the Regional Oversight Unit into a vibrant orange puddle.

Loki appeared out of the shadows and joined the fray. The two magic users stood back to back, firing spells in all directions. One by one, the guard units fell, metal limbs and heads flying about the room. Within seconds, they had cleared the room of Ultron soldiers.

A door opened, and more robots flooded the chamber. These units were slightly larger than the standard model, and were covered with glowing inscriptions. Their arms, shoulders, and necks were lined with little spikes, like an Asgardian Destroyer.

The Godbuster Units raised their swords and attacked. The two teens fired blasts of energy, which bounced harmlessly of the robots' bodies.


The Young Avengers stood their ground, but the robots kept coming. The Hulkbusters were too durable for Kate or Noh-Varr to take out with anything but a perfect headshot, so America and Teddy had to do the bulk of the fighting. Teddy found himself envious of America's speed and maneuverability in the air, which proved to be quite useful against the drones.

America was currently flying high above him. She had the best view of the battle below. In the distance, she saw a streak of light approaching.

"Incoming missile!" she shouted, before speeding off to intercept it. She put out her fist and zoomed towards the missile at full speed. Right before she collided with it, the missile sharply changed direction, slipping around her. She turned to get a better look, and saw the missile heading straight for her. She didn't have enough time to get out of the way.

Teddy looked up and saw a blazing fireball light up the night sky.

Kate cried out in rage. She fired more and more plasma arrows at the oncoming horde, terminating three robots and crippling a fourth. Noh-Varr leapt to her side, shooting green energy bursts all around her.

Both of them were focused on the seemingly endless rush of Hulkbusters. Neither of them noticed one robot sneaking up behind them. A powerful metal hand gripped Noh-Varr's neck. It squeezed like a closing ice, and a sickening crunch rang out. Kate looked in the Kree soldier's eyes his lifeless body fell to the ground. She pulled out her battle staves and struck the robot's head, crushing the circuitry inside. After the robot collapsed, she fell on her knees, hyperventilating. Teddy swooped down and picked her up in his arms, soaring above the golden sea of Hulkbusters below.


Billy and Loki had put up a magical barrier, keeping them safe for the time being. The Godbusters hacked away at the dome with their swords, creating hairline cracks with each strike.

"This won't hold for much longer! If we're going to go, now is the time!" shouted Loki.

Billy nodded. The agreement had gone too far south to be worth any more of their time. At least he would get to be with Teddy again.

He began picturing the crash site, and could feel the mystical energy building inside him.

A sword pierced through the shield. Billy felt a flaming surge of pain as it slashed along his side, tearing his skin.

He growled in pain but finished the spell. In a flash of blue he and Loki were suddenly standing in the forest near the crashed ship. Billy looked up and saw Teddy flying towards them, cradling Kate in his arms. He smiled at the approaching form of his boyfriend. Teddy responded with a look of deep concern.

"Oh my God, Billy, are you okay?" said Teddy as he landed. He gently set Kate down and ran to hold Billy.

"What happened?" he asked, his voice cracking in panic.

"The deal with Ultron didn't go too well." said Loki, panting. "We fought our way out. One of them slashed him."

Teddy looked down at the boy resting in his arms. He was still smiling, something Teddy hadn't gotten to see him do very often lately.

"I really love you, you know that?" murmured Billy.

With tears in his eyes, Teddy said, "Come on Billy, stay with me."

"In spite of everything that happened, I'd do it all again if it meant I got to meet you."

"Don't do this, Billy," pleaded Teddy, knowing it was hopeless.

"I just wish that I was as good you as you were to me." A tear rolled down Billy's cheek. A large green finger swept it away.

Teddy held Billy closely. He pressed his ear to Billy's chest and listened to his heartbeat. He sobbed as the rhythmic thumping slowed down and stopped.

"I'm sorry for your loss," said Loki, with uncharacteristically genuine sorrow.

To Be Continued.