Hawkeye holds back the jet so that Tony can fly ahead of him. Tony zooms forward and soars above the tall buildings of Manhattan, finding his own with ease. After all, it does have his name on it.

Right below the landing platform for his Iron Man suit, Tony sees a device weirdly shaped like it was made in a vacuum chamber. The Tesseract rests in the middle of the base, glowing a hot blue color. Tony flies above the device and Jarvis says, "Sir, I turned off the arc reactor. The device is already self sustaining."

"Shut it down, Doctor Selvig." Tony orders, his voice containing no room for negotiation. Numbers are flowing crazily fast inside his helmet, and he knows that he has to hurry if he wants to prevent another portal from opening.

"It's too late! It can't stop now." Selvig's crystal blue eyes look next to insane. "He wants to show us something! A new universe."

"Okay." Just from those sentences alone, Tony can tell that there is no getting through to Selvig. Loki's mind control is still eating away at the doctor. Tony lifts his hands and blasts the device with energy beams. A forcefield ricochets the beams back to Tony, and pushes him through the sky. Tony steadies his rocket boots before he can get pushed back too far. Doctor Selvig is also pushed back from the blast, and he falls face first onto the floor.

Jarvis finishes his analysis of the forcefield. "The barrier is pure energy. It's unbreachable."

"Yeah I got that." Tony feels his heartbeat escalate as he realizes what he needs to do next. "Plan B."

"Sir, the Mark 7 is not ready to be deployed-" Tony cuts Jarvis off.

"Then skip the spinning rims. We're on the clock." Tony lands on the desuiting platform and starts walking forward. Just like always, the mechanism takes his suit off piece by piece.

Up in the quinjet, Adrena watches Tony's actions closely. She sees Loki smirking as Tony takes off his armor and they both head inside the building. "Let me out."

"Not yet. Tony has a plan." Steve tries to sound convincing, but he's also worried for his teammate. Without his armor, there's nothing protecting Tony from Loki.

"Loki will kill him." Adrena's voice is urgent, and she peels her eyes away from the tower to cast pleading gazes toward her three companions. "Open the jet door."

"If Loki sees us all rush at him, he won't hesitate to kill him. Tony may be stubborn, but he's smart." Natasha says, giving Tony some credit. However, Adrena still clenches her fists, charging up her weapons with her mind. If anything happens, she's going to be ready.

Tony walks down the stairs as casual as he can. Loki holds up his scepter, not bothering to be modest about the power he possesses. "Please tell me you're going to appeal to my humanity."

"Actually I was planning on threatening you." Tony says in an unconcerned voice. He makes it to the bottom of the stairs and steps behind the bar.

Loki smiles, finding Tony's response amusing. "You should have left your armor on for that."

"Yeah. It's seen a bit of mileage." Tony says, giving Loki a false sense of hope. Step one of plan B: make yourself seem more weak than you actually are to lower the enemy's security. "And you've got the blue glow stick of destiny. Would you like a drink?"

Loki shakes his head, still smiling. "Stalling me won't change anything."

"No, no, no, threatening." Tony corrects. "No drink, you sure? I'm having one." Tony pops the glass stopper off the same glass bottle. Living up to his word, he starts pouring himself a glass of liquor.

"The Chitauri are coming. Nothing will change that. What have I to fear?" Loki looks out the huge window, gazing at the sky where he imagines his portal will pierce through the atmosphere.

"The Avengers." Tony screws on the lid to the drink bottle and looks up at Loki, pleased to see a confused expression. "That's what we call ourselves. Sort of like a team. Earth's Mightiest Heroes type of thing."

"Yes, I've met them." Loki's tone sounds more and more angered every time Tony starts a new sentence. Step two of plan B: disorient the enemy with wide emotions of anger.

"Yeah." Tony cracks a smile. "Takes us awhile to get any traction, I'll give you that one." Instead of picking up the drink he poured, Tony starts sneakily putting on bracelets to summon his Mark 7 armor. Step three of plan B: acquire protection while distracting the enemy. "But let's do a head count here. Your brother, the demi-god; a rich military pilot who doesn't even need a plane to fly; a super-soldier, a living legend who kind of lives up to the legend; a woman with excellent sight and hearing, so much as sometimes no one else can see what she sees; a pink alien who's more secretive than Nick Fury himself; a man with breathtaking anger management issues; a couple of master assassins and you, big fella, you've managed to piss off every single one of them."

"That was the plan." Loki says, his voice getting more menacing, but his smile never wavering.

Tony picks up his drink to make himself look less suspicious. He takes a sip and steps out from behind the bar. "Not a great plan. Half of them are still here. When they come, and they will, they'll come for you."

"I have an army."

"We have a Hulk."

"I thought the beast had wandered off." Loki also takes a step toward his enemy, sensing a fight coming. A fight he will start.

"No, you're missing the point!" Tony shakes his head, becoming a bit peeved. This man had taken out half of his team, and he dismisses them like a bag of moldy carrots. "There is no throne, there is no version of this where you come out on top. Maybe your army comes and maybe it's too much for us, but it's all on you. Because if we can't protect the Earth, you can be damn well sure we'll avenge it."

"How will your friends have time for me," Loki growls and walks up to Tony, slightly raising his spear, "when they're so busy fighting you?"

Ping!

The tip of Loki's spear dangerously scrapes against the safety glass that protects Tony's arc reactor in his chest. The spear is so sharp that it makes a tiny hole in the fabric of his shirt. The gem on the head of the scepter glows, but then fades away after a second. Loki looks down at his weapon, confused, and touches the tip to Tony's chest again. "This usually works."

Sweating and trying to keep his voice level, Tony says, "Well, performance issues aren't uncommon. One out of five-"

Loki squeezes Tony's neck with one hand and lifts him up. Tony's toes are barely scraping against the surface of the floor. Without much effort, Loki flings Tony across the room.

"The window is closing. Black Widow, let me out now!" Adrena backs away to the end of the jet where the door is supposed to drop open.

"Not yet! Tony is still in the killzone!" Natasha squeezes the backup steering handle even though Clint has full control of the jet. She holds her breath as she watches Loki walk over to an injured Tony.

"Jarvis, anytime now!" Tony grunts and tries to use his hands to prop himself up.

Before Tony can fully recover, Loki reaches down and picks Tony up once again by the throat. He brings Tony's face close to his and says, "You will all fall before me."

"Drop down the door or so help me-"

"Adrena! Not yet!" Steve says, his hand hovering over the button that opens the door.

"D-deploy!" Tony's eyes start watering from lack of oxygen. He feels Loki swing his body back before he starts being thrown toward the window. "Deploy!"

"Now! Go!" Steve presses the button and the jet door opens. Adrena kicks off the floor, zooming around to the front of the jet to face the Stark Tower.

Just as Loki throws Tony toward the window, Adrena breaks the glass with her arm blasters. The rest of the energy hits Loki in the chest, making him fall backward. Tony goes flying out of the open window and falls down the side of the tower. Adrena blasts open a locked door on the other end of the room, allowing Tony's Mark 7 suit to get out and follow its master.

The Iron Man suit catches up to Tony, and grabs his arms and legs. Slowly, it starts forming around him. Once the mask drops over his face, Tony turns himself around so that he is flying upward instead of falling down. Adrena glares at Loki as he stands up. "And there's one other person you pissed off."

Tony flies up right behind Adrena and finishes her thought. "His name was Phil."

Loki raises his scepter and aims it at Iron Man. However, Adrena is too quick for him and hits him with her blasters again.

Erik Selvig looks up at the sky, shaking his head a bit because his mind is so blurred. The Tesseract's energy shoots up into the sky, breaking through multiple layers of the atmosphere. At the end of the beam, a midnight blue portal opens up. Creepy, gross, grey aliens ride down on hover crafts and breathe the fresh, Earth air. Tony's screen shifts into attack mode. "Right. Army."

Tony flies up to the aliens coming out of the portal with Adrena hot on his trail. Together, the two blast away aliens while spinning in the air to avoid running into the Chitauri's weapon beams. Tony gets hit in the side while trying to dodge, and Adrena responds by kicking the alien off of his armor. From his shoulders, Tony fires miniature rocket launchers that hone in on the attackers. However, it seems like the more aliens Adrena and Tony blow up, even more rush out of the portal.

Adrena and Tony can't hold them all back. Some Chitauri ride some sort of chariots downward and manage to dodge the two fliers' attacks. They spray advanced energy bullets on the roads of Manhattan, making people scream and cause chaos. The citizens run, looking for entrances of buildings to try and protect themselves from the attacking aliens.

"Loki!" Thor flies down and lands, thunder booming distantly in the background. He faces his brother, hammer in hand. "Turn off the Tesseract or I'll destroy it."

"You can't! There is no stopping it." Loki swiftly turns around to face Thor, now in his Asgardian armor. He raises his spear and points it at Thor as if he was leading the cavalry. "There is only the war."

"So be it." Thor holds his stance as Loki rushes at him. Letting out all of his rage and jealousy, Loki leaps up and slams his spear down onto Thor. The god of thunder has no choice but to defend himself, knocking away Loki's scepter with his silver hammer.

Tony has a bunch of aliens chasing him, so he lowers himself to be level with the buildings. Over his intercoms, Tony hears Adrena's voice. "Stark, go lower. Try to lose them in the maze of buildings while I shoot from above!"

"Just try not to hit me!" Tony lowers even further so that he has to dodge incoming skyscrapers. Adrena waits for the perfect moment before firing at the aliens. She hits five of them, and Tony only has two more chasing him.

Before Adrena can try and take those out as well, Chitauri chariots start chasing her. "Sorry for bailing, Tony. I'm being pursued!" Adrena takes her own advice and tries to lose the aliens in the maze of buildings. However, they're too close to shake off.

"Stark, we had to swing around Northeast." Clint says through the earpiece.

"What did you stop for drive through?" Tony rolls his eyes and punches a Chitauri vehicle downward. "Adrena's got some on her tail. She's heading toward Park, she'll lay them out for you."

Adrena hears the conversation through her own earpiece, but doesn't really understand. What does Park mean? As she flies, she catches sight of a green sign that has a word on it. Oh, Adrena thinks, He must mean the names of the roads.

Clint lowers the jet and waits. Adrena flies right past him so fast, that he only sees a pink and purple blur. Right when he knows Adrena is safely out of the way, Clint fires bullets at the aliens that are chasing her.

There is still another chariot gaining speed and almost catching up with Adrena. Quickly, she tries to turn around and shoot at it, but the vehicle moves out of the way each time. Just as a Chitauri on top of the chariot reaches out to grab Adrena's ankle, the mechanism falls out of the sky and explodes on the ground. Adrena stops herself and turns around in midair, trying to find what destroyed the chariot.

Right in front of the explosion, a woman with blonde hair wrenches the end of her spear out of the ground and faces Adrena. "I'm not letting you hog all the fun."

"Nor am I." Wendy soars above Adrena's head and lands next to Lauren. "Nice landing."

"Nice flying." Lauren winks, spins her spear around with one hand, and rests it on her shoulder.

Not knowing what to say, and also not trusting herself with words at all, Adrena covers her mouth with her hands and lands in front of the two girls. Lauren smiles at the pink skinned alien. "Surprised? Sorry it took so long. It seems like without us, everything just goes on the fritz doesn't it? Hey, what are you-"

Adrena cuts Lauren off with a hug. Lauren can feel that her teammate is shaking slightly, but not out of control. The human hugs back. "Didn't know you missed me that much. I guess I am pretty likable."

Adrena laughs and breaks the hug, now composed. Just before she can ask how in the world the two are alive, a Chitauri soldier comes up behind Lauren, grabs her arm, and throws her against the side of a building. Adrena, now filled with rage, punches the Chitauri in the chest. Right as her fist connects with the alien, her arm blasters shoot out energy beams.

"Lauren!" Wendy flies over to where the girl was thrown, Adrena flying next to her. The two land and help Lauren stand up.

"I'm good - I'm good, just caught off guard..." Lauren shakes her head and stumbles up with the help of her two friends. "I think... I think we should rendezvous with the others. Shall we?"

"Sir, we have more incoming." Jarvis scans the sky and sure enough, more Chitauri are falling into Tony's path.

"Fine. Let's keep them occupied." Tony says, only a bit out of breath. He can't be tired, not yet. He has to keep going.

Tony aims his hands at the Chitauri that are coming in, blasting a few out of the sky with one charged up beam. Jarvis scans a few more things and says in a surprised voice, "Sir, Miss Thompson and Miss Evans have connected their coms. They have entered the city."

"What?!" Tony gets knocked in the head, and he is sent flipping backward through the sky. His back crashes through a brick building and he groans as he sits up. "Jarvis, are you sure that you're not malfunctioning?"

"Quite positive, sir." Jarvis says, a bit worried that the news had made Tony get hit that badly.

"Well I'll be damned." Tony can't help but smile as he blasts off back into action. "Those two survived the fall after all."

"Yeah." Clint rides up to the top of Stark Tower and maneuvers the jet to aim the guns at Loki. "Here."

"I see him." Natasha takes over the guns and aims perfectly at Loki, trying not to hit Thor. She presses her thumbs over the fire button, gaining Loki's attention. Loki turns around and fires a beam of blue energy at the jet. The blast hits the jet's wing.

Steve hangs onto the top to avoid being thrown around as the jet comes crashing to the ground. Thor stands up and tackles Loki to the ground, throwing mad punches left and right. Clint tries to keep the jet in the air, but is unsuccessful as it comes crashing down. As they near the street, the jet seems to slow down to create a better landing. Adrena and Wendy each take a wing and pull upward so the jet crashes more softly than it would have.

After seeing that everyone is okay, Clint opens the door and the three pile out into the four way street. Wendy and Adrena land next to them. A Chitauri raises its gun and points it at Captain America, but the end of a spear emerges from its chest. The alien falls forward and Lauren yanks her weapon out of it before joining the group.

"Ugh I got pieces of alien all over me already." As she walks over to the group, Lauren flicks some strange goop off of the tip of her spear.

"Lauren!" Steve gasps, not believing that he's seeing someone he assumed to be dead right here in front of him. "But, what-"

"Good thing there was someone who can walk on air to come and pick me up, or I'd be stranded in some meadow trying to find a taxi." Lauren crosses her arms and smiles playfully.

Suddenly, a shadow is cast over the group. The sun is being blocked by the position of the portal. The six heroes look upward and see even more Chitauri fly down through the atmosphere. Along with that, a huge armored worm comes floating down through the portal as well. As the worm gets closer to the ground, Chitauri soldiers jump off the side of it and cling into the walls of buildings.

"We're out of our element here." Wendy mutters without meaning to. The five other heroes silently agree with her as they watch the aliens slide down the building with claw-like nails and into the streets.

"Stark, are you seeing this?" Steve asks, his brain having trouble processing everything that's going on around him.

"Seeing, still working on believing." Tony says while blasting a chariot with both hands. "Where's Banner, has he shown up yet?"

"Banner?" Adrena asks for clarification. She'd think that after he lost control and fought her and Thor, Bruce wouldn't trust himself around them anymore.

"Just keep me posted." Tony flies up to one the space worm and says, "Jarvis, find me a soft spot."

"Look at this! Look around you!" Thor holds Loki's face in his hands, and makes him look at what's happening to Manhattan. "You think this madness will end with your rule?!"

"It's too late." Loki tries not to look at what he started, all the innocent people he's having killed. "It's too late to stop it."

"No, we can. Together." Thor buys into Loki's change of tone and loosens his grip.

Loki takes a small knife and shoves it into Thor's abdomen. "Sentiment." Loki smiles, his eyes glowing crystal blue, as he watches Thor stumble backward.

Thor gets up and kicks Loki hard, sick of his mind games. He lifts Loki over his head and slams him to the ground. Loki realizes that he's no match for his brother and rolls off the edge of the building. Thor looks worriedly over the side, but then sees his brother's green cape whooshing behind him as he lands on a chariot. Thor rips the knife out of his stomach and throws it to the side.

Adrena and Wendy fly off to help Tony with the aliens in the air. Lauren, Steve, Natasha, and Clint run up behind flipped over taxis. Loki takes control of the chariot he dropped onto and shoots down at the street, reducing it to rubble. Steve looks down the bridge. "Those people need assistance down there!"

Chitauri soldiers land near the group of four and begin firing at them. Natasha pulls her guns out and shoots two right in the head. "We got this. It's good, go."

"You think you can hold them off?" Steve turns to Clint, knowing that the archer may still be recovering from his time being Loki's slave.

"Captain." Clint presses a button on the handle of his bow. His quiver of arrows shifts and attaches something to the head of an arrow. "It would be my genuine pleasure." Clint takes his equipped arrow and expertly shoots an alien right in the middle of the head.

Steve nods and jumps down the bridge, rushing over to the people. Lauren subtly makes herself invisible while also making a replica of herself. She makes the replica stand beside Natasha and Clint while she really follows Cap. Natasha and Clint start fighting the aliens with the fake Lauren, but after a good minute the fake fades away because the real Lauren is too far down the street to keep up the illusion.

Chitauri chariots rain blue bullets down onto the street. Steve jumps off the roofs of cars, trying to outrun the oncoming fire. Lauren follows him, becoming visible. "Damn I should have stayed with Clint and Nat!"

"You're not very good at taking orders, are you?" Steve glances behind him and rolls his eyes at Lauren.

"I am very hurt by that accusation." Lauren sees that the bullets are getting closer and closer, so using the strength in her legs, she leaps off the cars and lands on the road next to her. "I'll take the less dangerous scenic route."

"It's just like Budapest all over again!" Natasha yells over the gunshots.

Clint keeps notching arrows, hitting the aliens in either the chest of forehead every shot he takes. "You and I remember Budapest very differently."

Police cars are parked in a barricade formation while their owners are standing outside, trying to shoot down the Chitauri chariots. One young officer runs up to his police sergeant. "We need to get out! They're gonna bring in the National Guard!"

"National Guard?!" An explosion makes one of the farther away police cars flip over. The sergeant has to yell over the noise. "Does the army even know what's happening here?!"

"Do we?" The young cop says just as Captain America and Sigma jump up on the roof of one of their cars.

"We need men in those buildings." Steve points to the buildings on the edge of the street. They are big buildings that could be housing a bunch of people, and they could be in danger at the moment. "There are people inside and can be running right into the line of fire. You take them to the basements or through the subway. You keep them off the streets."

"We need a perimeter as far back as 39th street." Lauren adds, pointing her spear at where the road is. She bends the light so that the street she is pointing out is glowing brighter than the rest.

"Why the hell should I take orders from you?" The sergeant says in a stern voice. Just then, an explosion erupts from behind Cap and Sigma. An energy blast is directed at Sigma, but Cap throws his shield to her. Lauren catches the shield and blocks the beam. A Chitauri jumps up on top of the car and Lauren tosses Steve her spear. Steve jumps up, catches the spear, and stabs the Chitauri in the neck. He kicks the body of the alien off Lauren's weapon and throws it back to her. Lauren is about to give Cap his shield back, but more Chitauri land on top of the car.

One of them shoots at Lauren, but she blocks it with Cap's shield. She throws the large frisbee at the Chitauri's face, making the shield bounce off. The shield ricochets back to Steve who catches it and uses it to bash one of the aliens off the car. Lauren kicks the last Chitauri's legs out from under it and Steve grabs its arm as it falls. Using the edge of his shield, he cuts the arm that he's holding off the Chitauri's body.

"I need men in those buildings! Lead the people down and away from the streets!" The police sergeant grabs his communicator and says, "We're gonna set up a perimeter all the way down to 39th street."

"Well, we got its attention." Adrena nervously says as she stares in the face... or rather large teeth, of the giant space worm. "What the hell was step two?!"

"Step two was get clear!" Tony sees that Adrena isn't moving, so he grabs her around the torso and flies in the opposite direction of the worm. Adrena gets out of her shock and blasts beams at the worm, which seemingly have no affect.

"Nothing. I've never seen that type of metal before." Adrena turns around and starts flying on her own again. "My attacks aren't doing anything."

"You're the Alien Princess here, what should we do?" Tony continues to look at the screen while flying and thinking of any options he has.

"U-uh." Adrena constantly looks back at the space worm that's gaining speed. "Keep flying. I'll think of something. What we could use is a Hulk right about now."

Wendy shoots down from the sky at the speed of a rocket. With her fists extended out in front of her, Wendy rams into the back of the space worm. She gets blasted back from the access kinetic energy, and she does a couple flips in the air before she gains control again. The space worm lifts its head up, arching its back downward where she managed to hit it. "Gah... I think I hurt it."

"Yeah, while also hurting yourself." Adrena smartly says, but her voice also carries a worried tone.

Wendy shakes her hands to get rid of the tension she built up, but wishes she didn't. Some of the bones in her hands have definitely broken. "Seemed like a good idea at the time." Wendy chuckles, trying to wave off the pain. If that punch wasn't enough to harm the Chitauri space worm, then there may be nothing that can be done. Despite their odds, the heroes keep on fighting.