The words became the signal to attack!
One agent standing to Steve's right front immediately spun around and lunged with his weapon. Everyone else sprang into action at the same instant. Within seconds, the cramped elevator became a chaotic brawl of over a dozen bodies.
And Steve was far from the only target.
Underground base.
Peter was working alongside Tony on the helicarrier repairs when his spider sense flared without warning.
"Mr. Stark, look out!"
Peter had no time to think. He threw himself at Tony.
"What are you doing, ouch?"
Tony felt like a freight train had just plowed into him. The pain doubled him over.
The next second, an explosive round streaked in and detonated right where Tony had been standing.
Boom!
Peter lifted his head and stared at the hundreds of figures lining the catwalks above them. His face fell.
"We're surrounded, Mr. Stark!" Peter shouted.
"Tony Stark, Spider Man, don't make any sudden moves. We have reason to believe you are both HYDRA operatives. Surrender your weapons immediately and submit to investigation!"
"We're HYDRA operatives?"
Tony let out a humorless laugh.
"Bante really called it. S.H.I.E.L.D. was rotten to the core from the very beginning." Inside his armor, Tony's expression darkened.
He said nothing else.
Talking was a waste of breath.
"You want me to drop my weapons? Fine. Catch."
He raised an arm. A row of miniature missiles rose like a magazine and shot outward in a flash!
"Whoosh!"
The missiles streaked through the air, trailing long tails of smoke before they detonated. The fireball swallowed the enemies in front of them whole!
Seeing that, Peter cried out in alarm.
"Mr. Stark, those weapons are going to kill them!"
"That's the whole point of firing them."
Tony rolled his eyes.
Show mercy to the enemy?
Yeah, right.
Just as Peter was starting to think it was all too brutal, the flames dissipated, revealing the agents standing untouched behind an energy shield.
"It's the energy shield Bante invented!" Peter yelled.
"Counterattack!"
The agents advanced behind their energy shields, firing machine guns and heavy rounds at Tony and Peter without pause.
Tony clicked his tongue in annoyance. "Classic American comic book trope. The hero's own invention gets used by the villains."
It was all too familiar. Hadn't he almost been killed by a bomb he built himself?
But in truth, this was precisely what Bante had intended.
After all, Tony's armored weapons against ordinary S.H.I.E.L.D. agents would have been a slaughter.
Bante was afraid Tony would derail the plan he and Norman had set in motion and wipe out HYDRA right inside S.H.I.E.L.D. headquarters.
That would never do.
If HYDRA didn't seize control, how could Norman Osborn step in to save the day?
If Norman didn't save the day, how would the Skyhammer Bureau be established?
If the Skyhammer Bureau wasn't established, how would the Sky Council inherit HYDRA's legacy?
So Bante was actively boosting HYDRA's combat strength!
Tony had no idea about any of this.
The plan he knew involved working with Bante to refit the helicarriers and then use Project Insight to root out every last HYDRA agent.
He had no clue that Bante had his eyes on HYDRA's inheritance all along.
Now Tony could only curse as the boomerang swung back and smacked him right in the face. The bad guys were using Bante's weapons against him.
"Wait a second!"
"If this boomerang belongs to Bante, why is it hitting me?"
Tony suddenly realized the obvious.
The guy who invented the energy shield was Bante. Shouldn't Bante be the one dealing with the fallout?
Why was he the one getting mobbed?
"Damn it!"
"Spider kid, where's your brother?!"
"I dunno!"
Peter yelled back.
He dodged attack after attack, but the webs he shot from his wrists did nothing against the energy shields protecting the agents.
Gritting his teeth, he activated the Iron Spider armor again.
Maybe the armor's powerful shockwave could punch through those shields.
"Mr. Stark, we need something with a little more punch."
Once the suit was on, Peter no longer feared the hail of bullets. The rounds hit his armor and sparked like splashing water.
He was already priming the wrist mounted weapon.
"I suggest you cover your ears. It's about to get loud."
"Wait!"
Tony shot down and blocked Peter's path. "If we do that here, the helicarrier is finished."
"Who cares about the helicarrier at a time like this?" Peter shot back.
"You don't get it, kid. This is our chance to wipe out HYDRA for good and win!"
Inside Nick Fury's office, Pierce listened to those words and let out a cold laugh. He murmured to himself, "You're wrong, Tony Stark. This is HYDRA's opportunity to tear down the old world and build a new one. And the helicarriers are our weapons!"
He knew Nick Fury had spun Project Insight into something noble. But the truth was that the algorithm came from Dr. Zola. Every calculation was designed to eliminate HYDRA's enemies.
Tony Stark was putting all that effort into upgrading the helicarriers for nothing. He was just dressing up HYDRA's prize.
Underground base.
Peter listened to Tony, then aimed his wrist upward and fired.
Boom!
The shockwave erupted, blasting a huge hole through the ceiling of the base.
"Then let's take this outside!"
He fired a web line and swung out through the opening.
Tony shot through the same hole right behind him.
The moment they cleared the building, they heard a tremendous crash from above, followed by a rain of shattered glass.
Steve had burst through a window!
"Cap!"
Peter reacted instantly, weaving a massive web to catch Steve.
"Thanks, Spider Man!"
The three of them hit the ground together, forming a tight triangle with their backs to one another.
Several Quinjets had already surrounded them.
"What the hell is Nick Fury doing? S.H.I.E.L.D.'s fangs are bared, and he's got nothing?" Tony snarled.
"Fury was attacked. I think we're on our own." Steve was breathing hard. The elevator fight had taken a lot out of him.
But he still had one question.
"Where's Hacker?"
"Still inside the base."
Tony said, "Relax. That kid's fine. His energy shields are tougher than a turtle shell."
Among the three of them, only Steve felt any real concern for Bante. Tony and Peter weren't worried in the slightest.
Tony knew Bante had more gadgets and tricks than he could count. Peter knew about the Omnitrix.
"Let's focus on our own fight!"
"Let's do it!"
Cap hurled his shield at one of the Quinjets. The disc slammed into the aircraft's turbine.
"Throw me!"
Peter understood immediately. He grabbed Steve's arm with one hand, twisted his hips, and launched him into the air.
At the same time, Peter spun around and released a charged shockwave in another direction.
Sometimes Peter felt like when he wore the Iron Spider suit, he wasn't really Spider Man anymore. He was just a walking shockwave cannon.
On the other side, Tony Stark's attack was far more straightforward.
Quinjets?
Let's see whose ammo reserves run dry first!
He switched to bombardment mode. Rows of unassuming missiles packed with immense firepower streaked toward the aircraft.
In seconds, every Quinjet surrounding them had been blown apart.
"Nice work!"
Just as they started to celebrate, Peter's spider sense screamed again.
"Watch out!"
All three looked up. A single bomb was falling from the sky. Before Tony could detonate it midair, the device exploded on its own.
A powerful electromagnetic pulse surged across the area.
"Suit... malfunction..."
The voices of J.A.R.V.I.S. and Karen crackled in Peter's and Tony's ears before cutting out entirely. Tony's vision went dark as his armor lost all power. He dropped from the sky like a stone.
"Are you two okay?"
Cap shouted, worried.
"It was an EMP!"
Tony's voice came out muffled from inside the dead suit.
The electromagnetic pulse had fried his suit's systems in an instant. Even though his arc reactor was nuclear, the energy conversion to the suit was still electrical. Every piece of tech inside the armor relied on microchips, and all of them were destroyed by that single pulse.
He was now trapped inside a metal coffin, unable to move.
The darkness felt suffocating.
Peter was in a slightly better position.
His suit was also heavily affected, but his armor didn't need a power source to move. His own strength was enough to keep it functional.
The built in gadgets, however, were completely dead.
Now, S.H.I.E.L.D. agents were closing in from all sides, weapons raised.
This was it.
"What do we do, Cap?"
Peter asked.
"I have one last idea. Not sure if it'll work..."
Steve sounded uncertain.
He still had a hammer he could use.
But would Mjolnir even answer him now?
Steve couldn't help but doubt himself.
He felt selfish and despicable for protecting Bucky, the man who had killed Howard. A man like him probably wasn't worthy of lifting Thor's hammer anymore.
Before Steve could finish his thought, a ghostly, raspy voice echoed from somewhere nearby.
"Are you dressed, friends?"
A translucent figure rose from the ground, and Peter practically shouted with excitement.
"Ghost Shadow, wait... who are you?"
He cut himself off immediately.
This wasn't Ghost Shadow.
The creature stood on two legs, wrapped in a cloak, looking like a phantom wizard.
Bante took a step toward the advancing HYDRA agents.
Then he slowly opened his mouth, and a blast of frigid cold erupted from him, like the frozen breath of an ice age world.
In an instant, every agent who had been hiding behind their supposedly invincible shields was frozen solid.
"You can call me, the Frost Phantom."
/-\
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