The Queens County Schools yellow bus was filled with loud teens as it crossed the Queensboro Bridge into Manhattan. The students of Midtown School of Science and Technology were buzzing with excitement as they began their field trip. For Peter Parker, however, something else buzzed in him as he noticed the hairs on his arm begin to rise. That always meant danger!

Looking out of the bus window to Midtown Manhattan, Peter saw the ring-like ship spinning faster and faster. His head was ringing out warnings at the sight. Definitely the source , Peter thought. He had to act fast.

Ned was blissfully listening to music with headphones on, so Peter had to tap his arm rapidly to get his best friend's attention. Ned removed the headphones and turned in time to see Peter's panicked face.

“Ned, hey. I need you to cause a distraction.”

Looking over Peter's shoulder, Ned suddenly understood why. His eyes grew the size of quarters and he got up to race toward the back, part to get a better look and part to give Peter the time he needed.

“We're all gonna die!” Ned exclaimed. The other students quickly gathered around and peered out the side of the bus where Ned was pointing. They all saw the ship and began to shout as well.

It was safe to assume there were no eyes on Peter now, as he pulled out a red mask with a webbed pattern on it. Whatever was happening, Peter knew one thing was certain: Spider-Man was needed!

Spotting an emergency exit window across the way, Peter pushed up his sleeve and used his web-shooter to snag the handle. With a quick tug, the latch gave and the window opened. Putting the mask on, Peter was across and out of the bus in a flash, clinging to the side.

As his fellow classmates continued to freak out at the sight of the otherworldly vessel, Peter heard the bus driver call for order, adding an exasperated, “What's the matter with you kids? You've never seen a spaceship before?”

Peter stripped off the rest of his clothes and put them in his backpack, revealing his Spider-Man suit underneath. Peter had never been inside a spaceship, but Spider-Man was about to be.

* * *

Outside the Sanctum Sanctorum the streets were getting more chaotic by the second. A taxi flew past Tony Stark's head as the four heroes were forced to shield their eyes from the debris that filled the air.

Tony touched the communicator in his ear and called out to his Artificial Intelligence system. “FRIDAY, evac anyone south of 43rd Street. Notify first responders.”

“Will do,” came the computerized female voice. Across New York City, FRIDAY changed traffic lights to red; sent emergency notifications to all police, fire, and ambulance departments to assist with the wounded; and closed off all entrances to Southern Manhattan via bridges and tunnels.

Turning his attention back to the catastrophe surrounding him, Tony's eye caught something that made him freeze in place. Doctor Strange saw it as well and conjured mystic bands around his wrists, preparing for what could come next.

What that was, they never would have guessed.

A beam of energy emanated from the hovering ship, meeting the ground ten yards in front of the heroes. As it faded, two figures were revealed—one slender, one enormous.

“Hear me and rejoice.” Ebony Maw's voice cut through the dust as he and Cull Obsidian emerged. “You are about to die at the hands of the Children of Thanos.” Cull Obsidian added something vicious sounding in his native tongue, which sounded more like a series of grunts and growls. Maw continued. “Be thankful that your meaningless lives are now con—”

“I'm sorry, Earth is closed today,” Tony interjected, unimpressed. “You better pack it up and get outta here.”

Ebony Maw arched an eyebrow and turned to Doctor Strange. The Time Stone was practically humming with energy around the Master of the Mystic Arts' neck.

“Stonekeeper, does this chattering animal speak for you?”

“Certainly not,” Strange snorted. “I speak for myself. You're trespassing in this city and on this planet.”

Maw and Cull Obsidian thought otherwise.

“He means get lost, Squidward.” Tony's voice raised at the insult.

Ebony Maw sighed in exasperation. Sensing Cull's desire for a fight, he waved his thin hand toward the quartet facing them.

“He exhausts me. Bring me the stone.” At Ebony Maw's words, Cull Obsidian grunted in agreement, hoisted his massive hammer over one shoulder, and began to stomp forward, leaving giant cracks in the street with each step.

At the sight of the alien's approach, Tony turned to Bruce, a wry smile on his face. “Banner, you want a piece?”

Bruce winced. “N-n-no, not really,” he said sheepishly. “But when do I ever get what I want?”

“That's right,” Tony encouraged, patting his friend on the back. Banner shook it off and squeezed his eyes in concentration.

“Okay. Push!” he grunted.

“It's been a while. It's good to have you back.”

“Let me just...I need to concentrate here for a second.” Banner's face contorted and his chest started to swell, taking on a greenish hue. But then the moment passed. “Come on, man!” Bruce grunted and the transformation again started...then quickly reversed.

Cull Obsidian's march was bringing him closer. Tony began to sweat a little. “Where's your guy?”

Bruce looked embarrassed. “I don't know. We've sorta been having a thing.”

Doctor Strange and Wong readied themselves for battle as Tony tried to boost Banner's confidence. “There's no time for a thing. That's the thing right there,” he said, pointing at the oncoming Cull. “Let's go.”

Banner strained again, but nothing happened. Tony leaned in and muttered, “Dude, you're embarrassing me in front of the wizards.”

Blushing, Bruce implored, “Tony, I'm sorry. Either I can't or he won't.”

Exhaling—and noting the speed at which Cull Obsidian was approaching now—Tony patted Bruce on the back then stepped forward. He turned to Strange and Wong, who were beginning to cast spells.

“Hey, stand down.” He motioned to Bruce. “Keep an eye on him. Thank you.”

Strange and Wong exchanged glances. They were keepers of the Time Stone, not babysitters! Before they or Bruce could object, however, Tony pulled at two cords, one on either side of his vest. Suddenly, his clothing tightened to a black bodysuit, the ARC reactor glowing in the center.

As Cull Obsidian began to run, Tony, in turn, ran to meet the behemoth. He tapped the ARC reactor and millions of tiny particles spilled out and started to form a sleek version of the Iron Man armor around Tony's body.

Seeing a fight, Cull Obsidian raised his hammer as he charged, and swung it down hard. Without stopping, Iron Man raised his arm and a triangular shield formed to block the blow. With a mighty clang , hammer hit shield, and stopped.

Suddenly, two sets of curved metal extended from Iron Man's back, aimed like four arms at Cull Obsidian. The moment they locked into place, missiles launched from each and rocketed straight at the foe, blasting him back, aimed at Ebony Maw. His brother gave a slight wave and used his telekinesis to swiftly brush him to the side, barreling Cull Obsidian into the side of an abandoned cab.

Bruce looked on in awe. Iron Man glanced back, faceplate parting so he could smile. “Where's that come from?” Bruce gaped.

“It's nanotech. You like it? A little something I—” Tony was cut off by Ebony Maw, whose powers lifted Iron Man up and sent him high in the air.

Ebony Maw knew that the only way to get the Time Stone was to engage Doctor Strange directly. With another wave of his hand, Maw sent an uprooted tree flying toward the Mystic. Wong acted quickly and put up a mystical barrier around them. The tree dissolved as it hit the shield.

Doctor Strange gave Bruce a withering look as he whipped his arm in a circle, opening a portal behind the scientist. “Doctor Banner,” he mused, “if the rest of your green friend won't be joining us...”

Without finishing his sentence, Strange sent Bruce through the portal...where Banner found himself falling five feet above the ground smack in the middle of Washington Square Park, two blocks away. Bruce landed with an unceremonious thud on the ground and had to quickly dodge the back half of a car that had flown through the portal behind him, cut in two as the portal closed.

“Yaaahhh!” Bruce exclaimed. He panted for air, silently frustrated that he couldn't help as the Hulk.

Back at the site of the battle, Iron Man zoomed down from the sky to position himself between Ebony Maw and the Time Stone the Child of Thanos was so intent on collecting. Cull Obsidian, recovered from the blasts, spotted his opponent and swung his hammer. The blunt end disconnected, attached by a chain, and raced at Iron Man. It hit him square in the chest. With a flick of his wrist, Cull twisted the hammer and it hoisted Iron Man from the ground, sending him crashing through a building.

Rubble and debris were everywhere, but the streets were cleared of any civilians as Ebony Maw and Cull Obsidian continued their path of destruction. Cull chased after Iron Man.

His rocket guidance systems knocked offline temporarily because of Cull Obsidian's blow, Iron Man careened through the sky and crashed into Washington Square Park. Bruce ran to his fallen friend.

“Tony, you okay?” he asked. Iron Man's arms and legs were spread out in the miniature crater he had created when he hit the ground. “How we doing? Good? Bad?”

“Really, really good,” Iron Man said sarcastically. “Do you plan on helping out?”

Before Bruce could answer, Iron Man leapt up and tackled him. “Hammer!”

Cull Obsidian's hammer whizzed past the place Bruce Banner's head had been seconds before. With Bruce out of harm's way, Iron Man turned to Cull Obsidian and fired repulsor beams from each gloved hand. Cull blocked the blasts with his weapon, sending the energy blasts in different directions.

One sliced a tree in half and Bruce had to scramble to avoid being squashed. He clenched his fists in frustration. “Come on, Hulk! Come out! Come out!” he demanded.

In a blur, Bruce's face morphed into the Hulk's! Hulk let out a mighty bellow and screamed “NO!” before changing back to Banner.

“What do you mean ‘no’?” Bruce was at his wit's end.

The battle between Cull Obsidian and Iron Man raged on in the park. To Tony Stark's amazement, Cull Obsidian's thick hide and alien tech weapon staved off most of his blasts. Cull and Iron Man were in a standoff, the hammer ready to crush Iron Man, Tony pushing it back with all his might. With a quiet thwack , Tony looked up to see Cull's hammer covered in...spider webs? A moment later, it was yanked away.

Turning, Iron Man saw the person responsible.

“Hey man,” Spider-Man nodded to Cull Obsidian. “What's up, Mister Stark?” His voice was as exuberant and light as ever, something Tony secretly admired in the teen hero.

“Kid! Where'd you come from?”

“A field trip to MoMA,” Spider-Man answered. Instead of seeing the Museum of Modern Art, however, Peter Parker saw Cull Obsidian's hand grab him and hurl him across the park. Spider-Man twisted in midair, webbing a tree and bounded back into the fight.

“What's this guy's problem, Mr. Stark?”

Iron Man was flying around Cull, trying to find a weak spot as he blasted the menace. “He's from space. He came to steal a necklace from a wizard.”

Before Spider-Man could express how awesome that sounded, he saw a car flying toward his head, thrown by the big ugly from space.

This was definitely not the field trip Peter Parker imagined when he woke up.

* * *

Outside the Sanctum Sanctorum, Doctor Strange and Wong were facing attacks from Ebony Maw. Using the surrounding debris and broken glass as weapons, Maw sent them hurtling at the mystics. Strange opened a portal in front of them and another by Maw. The sharp objects flew in one portal and Maw was surprised to find them speeding back at his own elongated face.

Dodging them, he took his eyes off Strange for a moment, which was all he needed to pounce. Swirling his hand, Doctor Strange conjured a magical whip. He snapped it at Maw and the green energy weapon encircled the alien. Unfortunately, Maw's will was stronger.

Maw flew toward Strange and the whip disappeared. Strange braced for impact, only to find himself lifted off the ground. Maw used his telekinesis to slam the mystic against the wall.

“Your powers are quaint. You must be popular with the children.”

With a smug smile, Maw reached for the Eye of Agamotto, eyes glinting at the sight of the Time Stone. But as his hand touched it, he screamed in pain.

“It's a simple spell, but quite unbreakable,” said Strange, confidently.

Ebony Maw's dark eyes narrowed to slits and his lip curled in hatred. “Then I'll take it off your corpse.”

A deep rumbling came from the ground as dozens of metal pipes and rebar shot through the pavement, wrapping around Doctor Strange's body. As they tightened, binding him, Strange let out a pained grunt.

Struggling against the bonds, Strange looked at Maw. “You'll find removing a dead man's spell troublesome,” he defied the alien.

To Strange's surprise, Maw grinned maliciously. “You'll only wish you were dead.”

Maw's words were cut off as Strange's Cloak of Levitation wormed itself free and pulled the mystic through the coils.

“No!” Maw was furious at seeing his prey escape, flying to Washington Square Park.

* * *

In the park, Iron Man was blocking blow after blow from Cull Obsidian with a shield formed from the nanites in his suit. He glanced up to see a barely conscious Stephen Strange fly through the air, guided by the Cloak.

“Kid!” Tony pointed to Strange. “That's the wizard! Get on it!”

Peter spun and his jaw dropped at the sight. He was still relatively new to the super hero game, but having fought with and against Avengers made him think he'd seen it all. Today, he was wrong. First aliens and a spaceship, now a magic cape carrying a wizard through Washington Square Park. He thwacked his webs and caught the cape like a fisherman hooking a bass.

“Gotcha!” But the Cloak of Levitation apparently had him, pulling Spider-Man in every direction possible as it zigged and zagged.

Everything changed in an instant, however. The Cloak, Doctor Strange, and Spider-Man froze in place. Slowly, they began to rise, dust and debris climbing to the heavens with them. Peter had seen enough outer space movies to know a tractor beam when he saw one. And right now he was in one, which would be cool if it wasn't taking him to a terrifying spaceship!

“Wait!” Spider-Man bellowed. Looking around, he spotted a target: a nearby streetlamp. He fired his webs at it and pulled, acting as an anchor. The tractor beam was too strong, however.

Spider-Man's voice activated his communication radio in his mask. “Uh, Mister Stark, I'm being beamed up.”

In the park, Iron Man was still holding his ground against Cull Obsidian, who was delivering blow after blow. “Hold on, kid!” he managed to grunt.

Cull began another charge, this time changing targets to Bruce Banner. Iron Man was briefly caught off guard. Banner started backing up but fell on his butt and had to crawl, very much wishing the Hulk would appear right now. As Cull reached for him, a portal of energy swirled in the air, enveloping the goliath.

There was a frozen tundra visible for a moment on the other side of the portal before it closed, cleanly cutting off one of Cull's hands, which rolled to a disgusted Banner.

Bruce and Tony turned to see Wong, mystical green energy surrounding him, finishing the spell of banishment.

“Wong, you're invited to my wedding,” Tony thanked the mystic.

The victory was short-lived, however. Spider-Man and Doctor Strange were still on the trajectory to the spaceship, which had begun to take off. Tony cursed silently. Ebony Maw must have boarded the ship and was piloting it to Thanos, taking Doctor Strange and the Time Stone with him. His stomach dropped more when he realized the other cargo Maw had in his tractor beam would never survive in space.

If Tony didn't act quickly, Peter Parker would die.