I slid across the ground as dozens of strips of mummy wraps, moving towards Donnie like he was Indiana Jones and I was a bunch of snakes. Unlike the good Doctor Jones, Donnie was unfazed and started blasting wide waves of frost at me. I slithered around them, leaving portions of me to fall and shatter on the ground before going in between his legs and rising up into an uppercut as I returned to my bipedal form. Before my large bandage fist could hit his chin, Donnie created a hasty chunk of ice, which, though it shattered under my strength, kept me from making a knockout blow. I twisted out of the way of another blast by turning into scraps on the wind, wrapping a tendril around Donnie's arm and twisting to throw him. The tendril froze in an instant, shattering into white shards, but I still managed to toss him across the tarmac.

Donnie, in a move of athleticism I didn't expect, managed to twist in the air and shot ice to form into a slide connected to the ground large enough to support him. He went onto it at an angle, sliding across the ice to turn a throw into a safer stumble, before turning and blasting at me again.

“This is getting annoying,” I said in my odd ghostly voice, ignoring my arm getting frozen and shattered again. Well, not ignored. While I still had plenty of energy, I could feel that the constant shapeshifting and regeneration would take its toll eventually. Not to mention if he managed to freeze my entire body I would be effectively taken out of the fight. Donnie couldn't kill me, but he was also good enough that I was starting to get worried. “Tony, any chance you can help?”

“Not really,” Far away, I could hear the whine of repulsor beams and the strange muted sound of Darkforce attacks. “This guy isn't getting through my defenses but I can't seem to overload him! What was HYDRA doing to this guy!?”

“Then we need to find some other way to stop them,” I said, creating a large shield of bandages out of my left arm to block another ice attack. The shield froze over, but my strength let me hold it up to keep blocking the attacks. “Your armor is upgraded with Melter tech, right?”

“Probably?” Tony said hesitantly. “We didn't get to test it. Jarvis?”

“Logic dictates testing before attempting a live fire exercise,” Jarvis sounded very beleaguered. “But I don't see any issues arising.”

“Then I say we trade dance partners,” I said over the comms, dropping the shield and moving to attack Donnie again. The ice user snapped his hands out and made a pair of icy blades. He grabbed onto the hilts and walked forward with that damned emotionless look on his face. It was terrifying on some level. Creel hadn't been so far gone that he had no emotions at all. What had HYDRA done? “You come towards me and I'll go for you?”

“Sure thing, Fanboy.”

With that, I split myself in half to avoid a slice from Donnie. As the sword passed in between me, I floated away before flying away. Donnie, single-minded as ever, chased after me, running with the endurance of a skilled athlete. He tossed aside his swords in favor of shooting at me. His ice attacks came in the form of clouded mist, focused blue glowing beams, or white hot lightning-like attacks. None of which he was supposed to be capable of. In fact, did the effect seem to be getting stronger the closer he got to Daniels?

I discarded that thought as the black and gold for of Iron Man flew towards me, Marcus Daniels chasing after him. As I passed Tony, I formed a hand to slap at his.

“Tag out,” I said, rushing towards Marcus.

Seemingly realizing what was happening, Daniels fired a shadowy cloud at me. I ducked around it.

Behind me, Donnie attacked Tony with an ice cold attack. Tony held his arms out to take the attack on his chest. For a moment, frost formed across Tony's armor. Then it shattered away in a blast wave of heat.

“How about that?” Tony said, sounding amused.

Donnie raised his hands and sent out waves of ice. Tony raised his own hands and unleashed heat rays that smashed into the cold, sending out steam in all directions.

As they began to battle, I was floating towards Daniels. The steam sent off from Tony and Donnie threw me off my trajectory, however, sending me in a different direction. Daniels managed to blast me in the air, tearing through my bandages. I regenerated them and flew towards him again. He grinned at that and, to my surprise, didn't move at all as I came in close and reformed to attack him with a fist. Once I was in my full form, however, Daniels stepped forward and grabbed my arm. For just a moment, we stared at each other, Daniels smiling.

“...Are you trying to absorb my energy?”

He paled, apparently realizing something Donnie was too out of it to figure out. That I was an eight-foot-tall mummy who could regenerate from damage and no sell his best one hit kill move. I punched him in the face as a reward.

“Rude,” had I been saying that a lot lately? I ignored the thought in favor over of wrapping Daniels in my tendrils as he staggered back with a broken nose. Behind me, Tony and Donnie were still battling it out. I ignored them, focusing on Daniels as I wrapped him up in more and more tendrils.

He exploded with dark energy, tearing at the bandages surrounding him as he screamed.

“You won't keep me from he-mmff!” I pulled a Spider-Man and wrapped a bandage around his mouth.

“If I wanted to listen to creepy assholes, I'd make a Tinder with Natasha as my profile pic,” I quipped.

“Good one!” Tony yelled overhead.

“Thank you,” I ducked around a Darkforce attack as a ball of cloth. In that form, I rolled around the tarmac at high speed, dodging blasts. “Good thing I've played so many video games,” I mused, bouncing off the floor to slam into Daniels' chest, sending him flying with a shout. “Samus and Sonic, eat your heart out.”

“Fanboy!” Tony yelled at me.

“Playboy!” I yelled back, rising to my mummy form.

“Stop acting like I'm a joke,” Daniels spat out, rising up. I focused on him, surprised at the view of his eyes. They had gone black. “I... I'm going to kill you.”

Shadows lengthened. He stepped forward. “I'll kill you all.”

He fired a shadow the size of a truck at me. I turned into strips of cloth laying on the floor, watching as they passed over me.

“You're all going to die!” Daniels skin started to flake away, black... something, showing up underneath.

Okay, going to have to end this. Darkforce... Okay, I got an idea. It was risky. I didn't know how much time I had but whatever was happening to Daniels, we had to finish it.

“Tony, come over here!”

I tapped the Omnitrix. Snare-Oh was awesome but it was time to go next level.

Tony flew towards me as I flashed green.

“Upgrade!”

I was only in my normal Upgrade for a moment when Tony flew into me. I joined to his armor instantly, sinking into it. As I joined with his armor, portions of me went deeper, in the implants with Tony that let him remotely control his armor. We flew spun in the air to face our opponents, the arc reactor in our chest glowing with immense green power.

“WE ARE VENOM,” I said jokingly, in as deep a voice as I could say it in.

Joining with Tony was different from joining with Rhodey. Rhodey's armor, advanced as it was, wasn't as worked over with as Tony's was. Rhodey went for tech that worked. Not the experimental. It was like the difference between a person who painted houses and a person who painted art. Similar, but with different focuses.

Not much time to do this. I flowed into the weapons Tony had made within the armor to combat Daniels. Donnie was running towards us but he was still far enough away for us to finish this.

Daniels aimed his hands at us, roaring as he launched Darkforce at us. We responded to the incoming waves of energy by lifting our hands up.

Ports on our shoulders opened, large cannons flowing out to aim, our arms became giant cannons, and the arc reactor on our chest changed its lights color from green to white. We fired five bright lasers of white light, two from the shoulders, two from the arm cannons, and one from the chest, at the Darkforce cloud. The two massive forces, light and darkness, met in the middle with incredible force.

“I'm increasing our power as high as I can,” I told Tony, Upgrade's voice being a bit more natural sounding than Snare-Oh's.

“Go further!” Tony shouted, his muscles straining. “Donnie's almost here, we need to take out Daniels before that!”

“I'm on it!” I flowed into the power conduits and improved them further. For the first time, I was straining as Upgrade. I could read the scans on Tony's HUD, and Daniels was somehow getting to a level of power we hadn't anticipated before. I'd never been familiar with the character of Blackout before but if he'd been that powerful he would have probably shown up more often.

The concrete beneath Daniels's feet began to crack, shadows pouring up to meld to him. His eyes crackled with black energy. The air before him was gone, replaced with his Darkforce power.

In retaliation, Tony roared. “Peace out, Boogeyman!” I completed the power conduits as Tony leaned into his assault. The five beams of light intensified in power, slicing through the Darkforce. Daniels roared, the last of his skin flaking away before the waves of power hit him.

For just a moment, he seemed to flicker. I poked my head out of Tony to fire my own blast of white light. With that final blow, Daniels exploded.

The Omnitrix timed right then.

I separated from Tony in my fully armored form and fell to the ground, exhausted. I looked towards Tony, who floated above me, breathing heavily.

A beam of ice hit Tony, blasting him out of the air.

I spun around and raised my arm, catoms flowing into a shield. Donnie hit me them. I screamed as cold flowed through the shield and armor, my HUD screaming at me as the sheer blast of ice seemed to suck the air from my lungs. “Holy shit, Donnie!”

“You killed him!” Donnie apparently lost whatever emotionless demeanor he'd had, replacing it with a lost sort of scream.

“You're welcome!” I shouted back. For all my brevity, I was in trouble. Donnie had been powerful before but now he was something else. The world around me had become a snowstorm, my HUD sending me alarms as the environmental control systems struggled to compensate from the sudden drop in temperature and my skin started to stick to my armor. “Tony!”

“I've got you!” Tony slammed into the ground next to me in a burst of fire. I screamed at the intense pain of cold giving way to heat, stumbling. Tony came close to me. “This is insane!” He yelled over the rushing wind. Snowflakes fell from the sky as the tarmac frosted over. “He's created a blizzard!”

“We need to stop him!” I yelled. Another crack made me scream in pain as a wing of a plane slammed into me. I landed on the ground.

“I...!” Tony seemed to falter as he flew over to help him. “...I'll do it.”

“Tony!”

“We have no choice!” Tony yelled. “I'll try to knock him out, but he's becoming too powerful!”

Sudden streaks of black were floating in the snow, disappearing and reappearing. Tony flew into the icy winds, leaving me to stagger after him. The world was a white haze. I felt hail begin to fall from the sky, shattering against my armor with bonecrushing force. The catoms within my suit fought to protect me. I slipped on a patch of ice and barely kept from falling. Fuck, I never remembered Blizzard being this powerful in the comics. This was on the level of Ice Man or Storm!

“Donnie! Stop!” I screamed at the top of my lungs. “We can help you! We can cure you!”

Ice shattered across my arm as more warnings flashed red on my HUD. I felt desperate at this point. I may have been joking around, but Donnie was a victim, someone we wanted to save. Someone I didn't want to see die, for Fitz and Simmons at least. We had to help him. “Donnie, please! Fitz misses you!”

Then I was in the eye of the storm. Tony and Donnie stood there, Tony in front of me and Donnie across from us. The kid was yelling wordlessly with his hands forward, launching waves of blue-white frost at us. Tony poured on bright orange waves of fire. “He's not listening!” Tony said desperately.

“Donnie!” I yelled over the sound of waves of steam and the blizzard around us. “Come on, man! We can help!”

Then a pillar of ice shot up nearby. I stared at it, only for another to shoot up underneath me. I flew into the air and activated my jumpjets before I landed, slipping slightly on the ice. More and more pillars began to rise, but I was focused on Donnie.

He looked at me and pointed a hand at me. In slow motion, I saw Tony look at me as well. The Iron Man seemed to hesitate. He knew, like me, that Donnie was about to shoot at me. With this new level of power, what would the kid do? More streaks of shadow flickered across Donnie's skin as Tony came to a decision. He activated his chest repulsor and opened up with more power.

The heat-based beams finally overcame their counterparts, slicing through to hit Donnie. As I watched in horror, Donnie screamed. The blizzard shook under some unseen wave of pressure. Then it all exploded.

------

When my eyes opened later, I was on my back. The night sky was still snowing, but the clouds had started to fade. With some effort, I struggled to my feet and looked around. Shards of ice rested all over the tarmac. A couple of planes nearby had been destroyed my shards of hail the size of cars. Tony was standing in the center of the conflict, looking down at the floor with his fists clenched, his black and gold armor glowing red from the heat it was giving off. He looked over his shoulder at me.

“...Nothing could have survived that.”

“...Yeah.”

I walked up to him, a deep sadness filling me. Tony had saved my life, maybe even saved the entire West Coast from the storm Donnie had been making according to the readings later. But it didn't feel good, knowing an innocent and broken young man was dead now. Two of the most powerful beings on Earth and still...

I turned around, focusing on the next step with a heavy feeling inside me. “X, bring the Defiant over. Have they gotten to HYDRA yet?”

“No sir,” X said as my Quinjet rose up in the distance.

“Good. How's Phil and everyone else?”

“They've begun to rendezvous with the others. I will inform them of what happened.”

The Defiant flew over to us as I looked back at Tony. He let out a sound I couldn't really understand, then walked over to me. We got into the ship and left.

------

A chunk of ice shifted quietly on the ground.

------

January 20th, 2014

In the Defiant, Tony and I listened to the comms as we flew through the air. He'd removed his suit and was sitting in the copilots seat next to me as I piloted us through the air to rendezvous with the others. Maria was speaking firmly over the radio.

“We go in hard and fast. Dial, you'll be confronting Wanda Maximoff and Melissa Gold. Bruce, Tony, and Dial will take on Abomination and any other gamma mutates the Omnitrix can't cure. Tony, did you complete-”

“It's done,” Tony confirmed.

“Good. Then you'll help Hulk. Cap, you and the rest of the Avengers will join our forces on the grounds and inside the castle. Centipede soldiers and Chitauri armor users have likely infested the place alongside normal soldiers. Remember, in the event of Strucker escaping, we go for contingency plan B. Understood, Dial?”

“Yes, ma'am,” I answered. “By the way, we've caught up.”

Ahead of us was an Insight Helicarrier, one of the normal ones. It was flying south with Quinjets around it like bees around a hive. The Defiant joined the convoy. I could see the Bus parked on the helicarrier as we flew with the group.

“Good. Then launch the assault, now,” Maria said simply.

A contingent of the first Quinjets peeled off, followed by regular jets taking off from the helicarrier. I twisted around and joined them, pushing the Defiant as hard as I could before turning to Tony.

“You okay?” I asked hesitantly.

“No,” Tony said curtly. “But when am I ever?”

He got up and walked into the back of the Quinjet.

We flew on in silence across the forested landscaped for several miles. When we got close, Jarvis spoke.

“Several enemy Quinjets are moving to intercept us. Anti-aircraft emplacements are preparing to fire.”

“Then the party is getting started early,” Tony replied, already wearing everything except his helmet, which he carried under his arm. “I can take out the Quinjets. Bruce can get the emplacements.”

“You sure?” I asked from the pilot's seat.

“HYDRA forced me to fight and kill a kid,” the door of the Quinjet opened up, Tony put on his helmet and I could hear it sealing and linking up with rest of armor. “I'm going to make them pay for that. Jarvis, send me the package.”

“On it's way, Mr. Stark,” Tony nodded at the response, then he blasted out of the back of the Quinjet in a roar of noise.

I turned back to the Defiant's controls, thinking for a moment. HYDRA, HYDRA, HYDRA, HYDRA, causing us nothing but trouble. Donnie, Jennifer, Trip, Sharon, all their victims in the Graveyard... I hesitated a moment longer before reaching for the control panel. I turned on the weapons systems and looked over the radar.

Twelve Quinjets flying towards us, too far away to be seen by human sensors. But the Defiant wasn't a human ship, not completely anymore. I moved the joystick and aimed my weapons at the head Quinjet, ignoring Iron Man flying towards it to focus. With a pull of the trigger, the head Quinjet was hit by a pair of lasers to the wings. Thankfully, lasers are both too fast to dodge and extremely accurate, being, you know, light. The Quinjet plummeted out of the sky. I aimed my weapons at the next as one of the Quinjets next to mine dropped a massive green being to the forest below. I fired my lasers once more, taking out another Quinjet. Then Tony was shooting his repulsors and the two groups of ships met in the air. I twisted the controls around and grit my teeth, trying to take out another Quinjet but instead slicing the top off a tree when the laser missed. The Hulk's baritone roar could be heard, followed by an explosion amongst the forest below.

“Come on!” I yelled, twisting the Defiant around to confront another Quinjet. The HYDRA pilot fired bullets that bounced off my ships shields, depleting them slightly. I shot the other plane in it's under-hanging miniguns, destroying the weapon. Before I could finish it off, a BRIDGE Quinjet slid around and fired into it, destroying the Quinjet. A quick zoom and enhance cliché later and I could see Clint inside the Quinjet, waving at me. I waved back, then focused on the fight as more HYDRA Quinjets headed for us. I checked a timer in the corner of my screen. Right on schedule, a bright pink light showed up in the distance.

“X, you got my back, buddy?” I asked with a grin, letting go of the controls.

The steering and weapons joystick moved on their own. “Always, sir.”

I got up and ran to the back of the Quinjet, leaping out as the ship flew sped up to insane speeds, shooting over the castle as gun emplacements fired on the Defiant. I fell towards the castle at a fast clip in my armor, aiming for the eastern side of it. When two Chitauri armored soldiers flew up to meet me, I twisted until my feet were facing the incoming ground and pulled out my rifle, aiming at a soldier and firing a warning hail of bullets that the pair dodging, letting me zoom past them.

Before I got to the ground I ignited my jump jets, landing on the ground with a solid, but not bone-breaking, bouncing slightly. Safe, I looked up at the people waiting for me. Dozens of Centipede and Chitauri soldiers, all eyeing me.

“Okay,” I grabbed the Omnitrix dial and twisted the face. “Let's go!”

Orange fur grew across my face and body, striped with black. I grinned as fangs slid out of my mouth.

“Rath!”

“Let me tell you something, HYDRA Morons! Rath has had a depressing day and has been waiting for today for weeks! So now I'm gonna turn you all into my punchi-” A Chitauri soldier shot me in the face. I stopped, turning to look at the guy. “...You! Rath beats you down first!”

With that, I leaped towards the soldier as all the others began to fire on me. Seconds later, the poor guy was screaming as I used him like a bludgeon.

Ah, Rath. The perfect form to get out some anger in a truly cathartic way.