In the far reaches of space, lightyears from Earth, the surviving Asgardians had fled their dying home in a ship known as the Statesman . This ship had carried Thor, Bruce Banner, Loki and the Sakaarian Rebellion from a desolate world where Thor and Hulk had been forced to face each other in ritual combat for the sake of a cosmic madman's entertainment.

After the destruction of Asgard by Surtur—called forth to keep the goddess of Death, Hela, from claiming the Nine Realms as hers—thereby ushering in the prophesy known only in whispered warnings as Ragnarok, the refugees were left to seek out a new home.

Unfortunately, they had only found more destruction.

Hovering dead in space, the Statesman was ablaze. Lights were blinking on and off as the ship's power systems began to fail. A voice called out to anyone who could hear them, pleading for help. Begging for mercy.

“This is the Asgardian refugee vessel, Statesman . We are under assault. I repeat, we are under assault!” Continued “The engines are dead, life support is failing. Requesting aid from any vessel within range. We are twenty-two jump points out of Asgard.”

The ship responsible for the destruction of the Statesman dwarfed the vessel, menacing as it hung, the curved wings enveloping them. The colossal ship was the Sanctuary II : the base of the galactic “Mad Titan,” Thanos.

“Our crew is made up of Asgardian families. We have very few soldiers here. This is not a warcraft. I repeat, this is not a warcraft.”

Aboard the Statesman , a figure emerged from the destruction. Ebony Maw, flat, elongated face with sunken eyes and wide lips that stretched across a mouth that rarely smiled, tufts of white hair on the back of his head. Strolled through...tight black robes with gold trim, dark pants and heavy boots...leaving visible only his face and hands. He pressed his hands together, his long fingertips touching gently, as pale and wrinkled as his face. His voice was unnervingly soothing given the chaos that surrounded him.

“You have had the privilege of being saved by the Great Titan.”

He stepped over several bodies, all badly wounded. “You may think this is suffering.”

Heimdall, former keeper of the Bifrost, grunted, bloodied and bruised as he tried to lift himself off the ship's deck. Blood ran in his eye as he collapsed back down, mentally praying to Odin and the All-Fathers of old. The all-seeing god couldn't bear to face the horrors taking place around him.

“No.” Ebony Maw looked to the heavens, his voiced raised. “It is salvation .”

As Ebony Maw marched through the dead and dying, the rest of the Black Guard entered. His “siblings” were all found and raised by Thanos, taken from their home worlds as the Titan continued his march across the galaxy on a mission. A mission that only he and his disciples could fathom as just. Proxima Midnight, her horned head and deep-set eyes glowered as she held her electric staff, charged and crackling. Cull Obsidian's huge frame dominated above them all, deadly techno-hammer gripped in his hands as he snarled, his scaly skin and bony ridged head striking fear into the survivors who dare look upon him. The lithe Corvus Glaive, looking like a dark hooded elf, held his double-ended spear by his side, ready for a fight. The trio surrounded their prisoner, Loki, who could only watch in horror as those he briefly ruled over perished.

“Universal scales tip toward balance because of your sacrifice.” Ebony Maw looked into the eyes of a gravely wounded Asgardian, his face softening. “Smile,” he said, as the dying woman breathed her last breath. “For even in death, you have become Children of Thanos.”

He stepped aside to let the figure next to him pass, the figure that loomed tall above all else. The figure, the Children of Thanos called “Father”, is Thanos.

His purple-hued hide-like skin was covered in battle armor, his helmed head revealing cold, dispassionate eyes. One hand was gloved in gleaming gold—the Infinity Gauntlet—forged with six divots, one on each knuckle and the remaining one on the back of the hand. These were to hold the Infinity Stones, one of which he already possessed. The violet glow of the Power Stone pulsed as he flexed his fist. His other hand was firmly grasped around Thor's battered head, holding the Asgardian ruler up like a toy.

“I know what it's like to lose,” came Thanos' gravelly measured voice as he looked at Loki. “To feel so desperately that you're right, yet to fail, nonetheless. It's frightening, turns the legs to jelly. I ask you to what end? Dread it. Run from it. Destiny arrives all the same. And now it's here. Or should I say... I am.”

“You talk too much,” Thor spat.

Turns to Loki. “The Tesseract.” Thanos' voice was matter-of-fact. “Or your brother's head. I assume you have a preference.”

“Oh, I do,” smiled the God of Mischief, his voice daring. “Kill away.”

Without breaking eye contact with Loki, Thanos bent and placed his hand on the side of Thor's face. The Power Stone lit up upon contact and smoke instantly began to rise off Thor's searing flesh.

Thor tried to swallow a scream but failed. As his cries echoed through the broken craft, Loki's eyes flashed in fear. Throwing up his hands, Loki suddenly begged off Thanos. “All right, stop!”

Thanos removed his hand and the Stone dulled. His head still gripped in the Titan's vice-like hand, Thor coughed a laugh at Thanos. “We don't have the Tesseract. It was destroyed on Asgard.” But Thanos didn't take his eyes off Loki, expectant.

Thor looked in horror as his half-brother lifted his hand and the gleaming white cube that was the Tesseract appeared from thin air. Thor flared with his one good eye. “You really are the worst, brother,” he sighed.

For his part, however, Loki remained confident, walking to Thanos, Tesseract in hand. “I assure you, brother, the sun will shine on us again.”

Loki halted, steps away from delivering the Tesseract to Thanos, a smile on his face.

Thanos gave him a cold stare. “Your optimism is misplaced, Asgardian.”

Loki lifted a finger to correct him, his cocky smile growing. “Well, for one thing, I'm not Asgardian. And for another...” His eyes lit up as the Trickster God revealed the ace up his sleeve. “We have a Hulk.”

At that, Loki dropped the Tesseract and dove toward Thor. He grabbed his half-brother, freeing him from Thanos' grasp, and the pair rolled just as Loki's words sunk in with Thanos and roared to life, literally.

With three loud THUD THUD THUD , the Hulk charged from the side of the ship, leapt, and slammed into Thanos, knocking the giant figure against the wall. The crumbling ship shook as the two collided. Thanos hit the floor with an audible grunt. Hulk faced Thanos and let out a battle-cry as though he were back on Sakaar.

Hulk bounded toward the stunned Thanos and waylaid the foe with a powerful blow. Cull Obsidian, seeing his “father” in distress moved to intercept the Hulk, wanting to test his own massive strength against the green goliath, but Ebony Maw stopped the brute with a simple hand gesture.

“Let him have his fun,” said Maw knowingly.

As he spoke, Thanos turned to Hulk and blocked a blow to the head. He countered with a mighty punch to Hulk's neck, which caused the Avenger to howl in pain. The tide turned as Thanos landed blow after blow.

Thanos, having dazed the Hulk, grabbed him and hoisted him above his head in a swift motion. With a wicked grin, Thanos slammed the stunned hero to the floor. Seeing his friend in trouble, Thor painfully rose to his feet, grabbing a pipe. Just as Thanos was about to land a destructive blow, Thor swung the pipe, hitting the Titan across the back with a dull THUD .

Retaliating, Thanos moved faster than Thor believed possible, pivoting on one foot then kicking the Thunder God squarely in the chest, sending him flying. Thor landed in the middle of twisted metal, wreckage from the limping ship. With a gesture, Ebony Maw used his telekinesis to bend the metal around the Asgardian, binding him in place.

From across the deck, Heimdall grabbed his sword and lifted himself to a slightly elevated position. His voice was raspy as he closed his all-seeing eyes in prayer. “All-Fathers,” he gasped, “let the dark magic flow through me one last time.”

Hand on hilt, his palm began to glow. Before Thanos or the Children of Thanos could react, the rainbow energy of the Bifrost filled the ship and formed into a tunnel that enveloped the battered Hulk. In a bright blaze, the jade behemoth vanished, carried through the failing Statesman out into deep space, where the Bifrost arced and traveled at faster than light speeds through the galaxy. The Hulk was saved.

Thanos turned to Heimdall—the Asgardian fully awared that he would not find the same salvation. He glared at Thanos, judging the villain as he approached the fallen Keeper of the Bifrost.

“That was a mistake,” Thanos said, gripping Corvus Glaive's cruel-looking double-ended spear. He lifted in above Heimdall's body and plunged it deep into the Asgadian's chest. Heimdall's eyes widened it shock. He turned and looked to Thor as the life seeped from his body.

Thor struggled against his metallic restraints, furious. His voice rattled in rage.

“You're...going to... die for that.”

Flexing his mighty strength, Thor still couldn't get free of his bonds. He saw Ebony Maw flick his wrist once more and a piece of salvage slammed against Thor's mouth, muffling his words to grunts.

“Shhh,” Maw said with a snide look.

Ebony Maw calmly strode to the fallen Tesseract. Awestruck, he held it in his hands, the very cube that had driven people mad by the mere whispers or power it seemed to usher, filling the heads of less-willful beings. But Maw had long ago submitted to the fact that there was only one true power in the Universe: his master and adoptive father, to whom he now presented the Tesseract.

“My humble personage bows before your grandeur.” Ebony Maw lowered his head in reverence as he lifted the Tesseract with his spindly arms. “No other being has ever had the might... nay, the nobility to wield not one, but two Infinity Stones.”

Thanos handed the spear back to Corvus Glaive then turned to take the Tesseract from his humble servant's hands. He held it to his face, peering as though he could see into the cube itself. Suddenly, his massive hand closed around the cube and shattered it in a brilliant blaze. Opening his hand, he blew away the shards to reveal a gleaming oval stone, the purest blue ever seen since the dawn of time itself.

The Space Stone pulsed radiant energy in its new master's hand.

“The universe lies within your grasp.” Maw's voice praised.

Thanos deftly danced the Stone in his hands before gently holding it with his thumb and index finger. He raised his right hand, the gleaming Infinity Gauntlet shining. The Space Stone's “sibling” started to pulse as the Power Stone vibrated in its place on the index knuckle. Thanos gently dropped the Space Stone into the slot on his middle knuckle and was immediately awash in luminous blue energy.

With two Infinity stones in his possession, Thanos stood taller, if possible. He flexed the Gauntlet and smiled in satisfaction. He turned to face the Children of Thanos.

“There are two more Stones on Earth.” His baritone voice reverberated across the ship. “Find them, my children, and bring them to me on Titan.”

Proxima Midnight bowed her horned head, vowing, “Father, we will not fail you.” Corvus Glaive and Cull Obsidian mirrored their sister's bow in acknowledgement.

Before they could leave, a tentative voice interrupted. “If I might interject,” said Loki in his smooth tone, “if you're going to Earth, you might want a guide.” He smiled. “I do have a bit of experience in that arena.”

“If you consider failure experience,” Thanos groused. He hadn't forgotten Loki's foiled attempt to take over New York with the aide of Thanos' Chitauri warriors six years earlier.

Loki gave a dismissive wave. “I consider experience experience.”

Corvus Glaive moved his lithe body to intercept, but Thanos waved him off. Loki continued. “Almighty Thanos,” he said, voice filling with confidence, “I, Loki, prince of Asgard, Odinson.” At this, he shot a glance to Thor who was gaping in horror. Loki gave an almost imperceptible look to his brother then continued walking toward the Titan. What Thanos didn't see was the glint of a knife hidden in Loki's hand. “The rightful king of Jotunheim, God of Mischief, do hereby pledge to you my undying fidelity.”

With blinding speed Loki lunged at Thanos, knife held high...only to be stopped in midair, frozen in place by the Power Stone.

Thanos' eyes narrowed. “Undying?” The Titan mused as he strode forward and gripped Loki's wrist. Twisting it, the knife fell from the would-be assassin's grip as bones cracked.

“You should choose your words more carefully,” Thanos chuckled. In an instant, the gauntleted hand was around Loki's neck, squeezing the life from him. Loki twisted in agony, face turning blue.

Loki croaked out his final words. “You...will never be...a god.” Whether it was a threat or a premonition, Thanos would never know. Nor, it seemed, did he care to find out, as he tightened his grip.

Thor's muffled screams rose above his half-brother's dying gasps. As Loki's body went limp, Thanos tossed it aside like a rag doll. He landed near Thor, who managed a heart-wrenching “NO!” at the sight of the fallen Loki near him.

“No resurrections this time,” Thanos stated plainly to Thor. Loki's broken body echoed that claim.

Thanos raised his hand and the Stones in the Infinity Gauntlet glowed. Making a fist, a black vortex formed behind the Children of Thanos. They stepped through it, disappearing. As soon as Ebony Maw had vanished, the metal shackling Thor clattered to the ground, as did the Asgardian.

Thanos gave him one last look, and Thor met his gaze, murder in his eyes. But before Thor could muster the strength to rise, Thanos was gone, the teleportation energy vanishing with him.

Thor lifted Loki's lifeless body and clutched it. “No,” he cried, softly.

As Thor mourned his brother, outside the Sanctuary II opened fire on the remains of the Statesman . Fires flared as the missiles impacted the ship, ripping it apart. A silent explosion tore the remains apart, scattering debris and fallen Asgardians across empty space.

Its job finished, Sanctuary II vanished.

* * *

Many light years away, the Bifrost sped past a glowing star as it carried the Hulk along its intergalactic journey. Impossibly fast, it turned past a familiar looking orbital moon and aimed itself at the blue and green planet below.

Earth.

In New York City's Greenwich Village, a stately manor graced the street. To passersby, it was an old Victorian pre-war building. But to precious few, it was known by its actual name—the Sanctum Sanctorum, home to the Master of the Mystic Arts—Doctor Strange.

Doctor Stephen Strange and his companion Wong were descending the grand staircase inside, his Cloak of Levitation flapping behind him.

“Seriously?” Doctor Strange asked incredulously, “You don't have any money?”

Wong shrugged as they reached the bottom of the stairs. “Attachment to the material is detachment from the spiritual.”

Their metaphysical debate and eventual trip to the corner deli was interrupted by a strange rumbling. Doctor Strange looked up at the massive circular window that centered the building's front. It rattled slightly. Guided by the Cloak, Strange grabbed Wong and the two dove for cover just as it exploded inward !

The rainbow of the Bifrost plowed through the stairs, its passenger with it. Having reached its final destination, the Bifrost dissolved, leaving behind a massive hole where the central staircase once was.

Wong and Doctor Strange carefully approached the crater and peered in. Shocked, they saw the Hulk, slowly transforming into his human alter-ego, Bruce Banner.

Tattered and tussled, Banner had a panicked look in his eye. “Thanos is coming,” he proclaimed, terrified. “He's coming!”

Strange and Wong exchanged glances. Turning back to Banner, Doctor Strange asked a question that many before him had asked and were shaken to their core upon hearing the answer.

“Who?”