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Rick Remender (writer), Adam Kubert (artist), Laura Martin & Matt Milla (color artists), Chris Eliopoulos (letterer), Jim Cheung & Justin Ponsor (cover artists), Kris Anka, Mahmud Asrar & Frank Martin (variant cover artists), Idette Winecoor (production), Jake Thomas (assistant editor), Tom Brevoort with Daniel Ketchum and Will Moss (editors), Axel Alonso (editor-in-chief), Joe Quesada (chief creative officer), Dan Buckley (publisher), Alan Fine (executive producer)
Iron Man contemplates his current predicament, while several heroes are captured by the Sentinels. The new Captain America helps Iron Man to take flight, and they realize that the Sentinels are using Pym Particles to capture the other heroes. Iron Man is almost captured, before Captain America pushes him to safety, but is captured in his place. Dr Strange, the Scarlet Witch, Magneto and Rogue are working together, and link up with Iron Man. They devise a plan, with Strange and Wanda set to bring about chaos and order energies in an attempt to create an in-between effect, hopefully bringing Professor Xavier to dominance inside the Red Onslaught. Iron Man and Magneto argue about this situation, and Iron Man realizes that the Sentinels were constructed out of information from his Civil War Files, while they distract the Sentinels, and Rogue keeps the Red Onslaught busy. However, the young Nova interferes in the plan, resulting in the Scarlet Witch and Dr Strange being captured before they can release chaos and order. Iron Man is knocked to the ground, and a Sentinel is about to stand on him - he calls out to Magneto for help, but Magneto simply flies away. Just before he is crushed, Iron Man is teleported to safety by Nightcrawler. Iron Man wakes in a bunker with the other remaining heroes - Havok, Cyclops, Invisible Woman, Medusa, Wasp, Colossus, Nightcrawler, Kid Omega and the injured Genesis. They give each other some comforting words, before devising a new plan. They return to the battle field, but eventually, despite their best efforts, the heroes are all captured - except for Iron Man. Red Onslaught gloats over Iron Man, before Magneto suddenly returns, with an army of villains!
Genosha, where Tony “Iron Man” Stark lies in the pouring rain. The last hour has been one long, horrible déjà vu. He has seen it in his nightmares for months - scenes play out a million times - his friends taken down, one by one. Picked apart by weapons of his creation, waking each night in a cold sweat to his face. It has been there right in front of him all along - his subconscious screaming at him, trying to warn him. Thor, Bruce Banner a.k.a. the Hulk and Ororo “Storm” Munroe rush past in the midst of battle, as someone calls out to Tony, urging him to wake up. ‘Have at thee -’ Thor booms, before he, Storm and the Hulk are struck with a blast of energy and vanish. ‘WAKE UP!’ the voice shouts again - it is Sam Wilson, once the Falcon, now the newest Captain America. ‘We’re being massacred out there! You created those damned Sentinels - HOW THE HELL DO WE STOP THEM?’ Fires rage though various buildings in the prison, and a blast strikes near where Tony and Sam sit. ‘I… I don’t know’ Tony replies.
Sam helps Tony to his feet and tells him to focus. ‘You’re not dealing with this alone. I’m here, okay?’ he assures his teammate, asking him to say the words. ‘You’re with me… the Sam to my Frodo’ Tony replies, adding that life is beautiful. ‘Positive affirmations and groovy dreams’ he jokes. Sam remarks that he prefers the smartass Tony Stark to a catatonic one, and asks him how they can stop his Sentinels. Tony replies that he has zero recollection of creating these things, but that he remembers thinking about it, considering how he would do it.
Suddenly, Sam is struck with energy, ‘Okay, energy - physical attack is too obvious - targeting based collection - if they see you - move!’ Tony shouts, pushing Sam before the energy takes hold, they both take flight, as the massive Red Onslaught, complete with several large tentacles, stands over the battle, as a group of heroes struggles against two of the latest Sentinels.
Tony remembers that as a boy he kept a mental journal about the kids in school - all the fears they exposed, the weaknesses they couldn’t hide - detailed dissections of what he perceived to be his competition, which over time turned out to be the entire human race. ‘Okay, what’s the perfect Sentinel? It isn’t a killing machine dueling with super humans in the streets. It’s all teakwood - why attack a super hero head on?’ Tony asks, pointing out that it is better to avoid conflict, to use the target’s energy. ‘That’s it! They’re containment units!’ Tony exclaims as he and Sam dart past one of the Sentinels. He recalls that he used that to surpass the other students - shame - manipulation - cruelty - he would win by any means necessary.
The Sentinel fires a blast of energy, as Iron Man reports that they counter the target’s strengths, bathe them in Pym Particles and then hold them prisoner within. Tony recalls that when he got sober, he sought forgiveness from the kids he had shamed the most, apologizing to each of them.
‘Fine! Now how do we stop them?’ Sam asks as he dodges more energy blasts. ‘Locking on target’ one Sentinel states, while Sam reminds Tony that Red Onslaught will be free from his telepathic dampeners any second - ‘TONY!’ Sam shouts when Iron Man starts to glow - ready for capture. Tony remembers promising those he wronged that he stopped his Machiavellian, sociopath behavior. But he knew it was a lie. ‘MOVE!’ Sam shouts as he flies into Tony, pushing him through the air, the energy falls away from Stark, and instead the Sentinel captures the new Captain America. Tony falls downwards and lands against a building rooftop, crashing through it, while recalling that the years passed and he began a new journal on a new class - but he could always hear that broken promise. A reminder of who he is, the truth about what drives him - competition. Tony looks up through the hole in the roof and sees the Sentinel looming over him, while his armor reports that the reignition process has been initiated and will take five seconds. ‘I don’t have any seconds!’ Tony shouts, remembering being frantic to prove his worth to those around him - because deep down, he has always been afraid it wasn’t enough.
‘Divert all power to thrusters - get me out of here now!’ Iron Man booms, as his armor suddenly glows and his onboard computer informs him that reignition will take place in three seconds. ‘Target locked’ the Sentinel states, as the armor reports that there are two seconds remaining. ‘Override - now! Divert everything to thrusters!’ Tony shouts, while knowing that pride is the greatest struggle of his life - and this time, his little list, just gave the Red Skull the key to taking over the entire world. But, before Iron Man is captured, the Sentinel squawks when it is attacked by a barrage of mystical energy. ‘What the hell?’ Tony wonders, as the massive Sentinel, glowing in pink energy, falls backwards. Tony takes flight, and finds himself alongside Dr Stephen Strange, Wanda Maximoff a.k.a. the Scarlet Witch, Rogue and Magneto. ‘I was circling the drain there - thanks, Strange’ Iron Man announces. The rain continues to pour down, ‘By the moons of Munipoor, our number decimated!’ Strange declares. ‘My PR guy would call this “an opportunity to demonstrate our talent”!’ Iron Man jokes. ‘It’s only an opportunity when those talents prove adequate’ Magneto remarks. ‘And yours are, is that right, Evil McGee?’ Iron Man asks.
The group drops down onto the ground, as Magneto reminds everyone that he has a great deal of experience dispatching mutant assassination machines created by human. ‘There are always so many, Mr Stark’ Magneto adds. ‘Can I raincheck the self-righteous lecture?’ Tony asks. ‘If you boys are done measuring, I might have a solution’ Rogue announces. ‘That would be fantastic’ Iron Man tells her, as Rogue explains that when she touched Onslaught, she saw Xavier, that some shred of his essence is still inside that thing. ‘If somehow we can bring him out…’ Strange suggests. ‘All we need is a rotation of axis’ Wanda points out. She declares that if she channels chaos, and Stephen matches with order, the could create an in-between effect. ‘Invert the personalities and put Charles Xavier in control’ Strange remarks, adding that it could work. ‘First, we must deal with Mr Stark’s killing machines’ Magneto points out. ‘Quit calling me “Mr Stark”, super passive-aggressive. I get it. This is my fault. Message received’ Tony snaps.
Iron Man then tells Magneto that they will go take care of the Sentinels and buy Wanda and Strange some time, ‘But that means you do what I tell you, even though I’m just a mean ol’ human. Capisce?’ Iron Man demands. ‘Nothing would make me happier’ Magneto replies. Iron Man takes flight, muttering that at least he made someone happy today. Magneto flies after him, and as they pass She-Hulk, Sunfire and the new Nova at the foot of one of the Sentinels, they approach the other.
‘Skull said he built these using my Civil War Files’ Tony explains. ‘Yes, Nero, you’ve burnt Rome wonderfully. Set ablaze the world that trusted you to its safety’ Magneto responds. ‘The point I was driving at - these Sentinels are not programmed to deal with villains. you know, people like YOU’ Iron Man explains. ‘Villainy is a matter of perspective, Mr Stark’ Magneto points out. As Sunfire and the She-Hulk are captured, Iron Man tells Magneto that “murderer” is a fairly consistent metric on the ethical scale.
‘And because you’re a murdering villain, these hero-killing Sentinels were not programmed to deal with you’ Iron Man explains, adding that he knows this because he would never in his most depraved nightmares ever imagine Magneto’s ilk working together for a common good. They fly past the Sentinel, who turns to face the other, as Stark points out that is why Magneto’s magnetism works on them just fine. ‘So I’ll keep ‘em chasing me while you heat them -’ Iron Man begins, as Magneto concludes ‘-with magnetic induction heating the metal, obviously’. He adds ‘Your shoddy arc reactors are legendarily prone to meltdown’. One of the Sentinels punches the other, and Iron Man tells Magneto to keep it up, that it is working, and with the Sentinels busy, they will buy Rogue and opening to do her thing.
Indeed, Rogue, imbued with ionic energy, flies towards the behemoth that is the Red Onslaught. The Red Onslaught has captured young Nova in one of his hands, as Rogue shouts ‘You dug ‘im out of the ground. Hacked ‘im apart. Stole pieces of ‘im - stop his soul. But you got a bit more than you counted on, didn’t you Skull? Xavier’s still in there, fighting. He hold me a little secret -’ Rogue begins, as she suddenly flies straight through the Red Onslaught’s left eye socket - and out the other side of his head. ‘HEY!’ Nova calls out as Red Onslaught drops him, sending him falling, while Red Onslaught roars in agony, and Rogue concludes: ‘- you never counted on me having Wonder Man’s ionic mojo’. Rogue swoops down and catches Nova, who thanks her. ‘You - you’re - wow’ Nova smiles. ‘Can’t you fly on your own?’ Rogue asks. ‘Uh…yeah’ Nova tells her. Rogue drops him and flies off, suggesting that he find cover, as things are gonna get ugly. ‘No, I don’t need to hide… I’m a super hero’ Nova protests.
Wanda and Strange appear over Red Onslaught, ‘Summon the wellspring of your chaos, Witch - let us end this!’ Strange declares. ‘Ugly’s got his eyes on me’ Rogue tells her allies as she flies past them, the Red Onslaught turning to her. While Nova decides that it is his turn to save someone and flies past the Sentinels, ‘I’ve got your back, Rogue!’ he shouts, but one of the Sentinels sees him, ‘NO!’ Iron Man exclaims. ‘Stop! That’s not the plan!’ he tells the young hero, but it is too late, as one of the Sentinels turns to the distracted Iron Man, and slams him into the ground. ‘Iron Man…?’ Nova calls out. ‘You say something about a plan?’ he asks, before one of the Sentinels swats him, sending him careening skyward.
Dr Strange informs Wanda that the nexus is stable, while Wanda announces that the chaos realm surges. ‘Quickly, deliver the order energies into the helix -’ Wanda tells Strange - but one of the Sentinels turns to them, ‘Target acquired’ it announces, and Strange and Wanda find themselves glowing with the Sentinel’s energy for capture. ‘Wanda - we are in a Sentinel’s sights - move!’ Strange calls out. ‘No! The spell’s nearly -’ Wanda begins, but it’s too late, and the vanish. ‘Dear God…’ Magneto utters as he sees this transpire, an instant later, he is blasted with an energy beam from one of the Sentinels, and lands near where Iron Man crash landed moments earlier. ‘And just like that - the plan’s a wash’ Iron Man thinks to himself. He knows that Magneto is down and both sorcerers are gone. He hasn’t often had to face his own ingenuity - and decides that it doesn’t’ feel great.
Iron Man realizes that it must have taken him months to dream these Sentinels up. ‘No!’ he gasps as one of them prepares to stand on him. Tony knows he only has a matter of seconds to stop them, and struggles to push the Sentinel’s foot upwards. His armor reports that integrity is at eighteen percent, and he wishes that he were the only paying the price, that it would be almost perfect irony - but he is not. The armor’s integrity is down to eleven percent, and Tony knows that those paying the price are everyone he cares about. He instructs his hydraulics to reroute to left leg, and realizes that this is everything Pepper ever warned him about. ‘Reroute all remaining energy to hydraulics! NOW - everything!’ But integrity is down to two percent - his own technology taken out of his hands, used by the wrong people to do the worst things. Tony’s armor reports that shell integrity is compromised, and Tony decides that this is an acute inability to imagine his own failings. ‘Shell integrity compromised’ the armor states again. ‘Pepper always said it would be my undoing - that it was only a matter of time’ Iron Man recalls.
Suddenly, Magneto gets to his feet, and Iron Man calls out to him, while his armor states once again that shell integrity has been compromised. ‘Help - crushing - get it off -’ Iron Man pleads to Magneto. But Magneto brushes some dirt off his shoulder and frowns at Iron Man, before he takes flight.
You rotten son of a -’ Iron Man calls out. Iron Man then collapses into the mud beneath the Sentinel’s foot, ‘Damned - greatest generation - Germans -’ Stark utters, as there is a BAMF beneath the foot. ‘We Germans are not all bad, Herr Stark’ Kurt “Nightcrawler” Wagner remarks. He grabs Stark and teleports away as the Sentinel’s foot touches the ground. ‘No Germans - no strudel’ Kurt adds.
There is darkness for a time, then a voice can be heard: ‘We can’t attempt another attack. The last one cost us a dozen heroes. There have to be others we can reach. Avengers reserves, New Warriors, the Midnight Sons, the Eternals - SOMEONE!’ the voice shouts, as Stark wakes, to find himself in a dark room alongside several other heroes - Nightcrawler, Scott “Cyclops” Summers, Piotr “Colossus” Rasputin, Queen Medusa, Susan Storm the Invisible Woman, Alex “Havok” Summers and Janet van Dyne a.k.a. the Wasp, who Cyclops tells all the other heroes are busy holding back World War Hate.
‘Look who is awake’ Colossus remarks. ‘Almost like he timed it to miss our last failed attack’ Nightcrawler adds. ‘Good morning, Buttermilk’ the Wasp jokes. ‘Morning? How long was I out?’ Stark asks. ‘All night’ Havok tells him, adding that they are safe, that the Skull hasn’t found them here, for Quentin is telepathically blocking his broadcasts. ‘But it sucks, man…’ Quentin Quire mutters as he sits alongside the injured young mutant called Genesis.
Iron Man asks about the whereabouts of the others, to which Nightcrawler reveals that he was evacuating the prisoners, he saw the last of the heroes go down. ‘Evaporated before our eyes’ Nightcrawler adds. ‘We’re it, Stark’ Havok declares. ‘Your pal Magneto left me in the lurch, even left his daughter behind. Quality people you work with, Havok’ Stark mutters. ‘He’s no friend of mine’ Havok replies, before Stark presses his communicator, and asks ‘Steve? Are you picking this up?’ but Havok informs Stark that Steve is not answering, they have already tried. ‘Then it appears we are the cavalry’ Nightcrawler tells everyone. ‘Not a bad group to die with’ Susan smiles. ‘I love you too, Sue. I do, but - I’m not going to die here! None of us are! We’re not leaving the world to the Red Skull!’ Iron Man announces getting to his feet.
Iron Man turns to the Wasp and reminds her how she asked him why they do this, why they have to pay the price. ‘I didn’t know then, but I do now. It doesn’t matter why we do the right thing… just so long as we do it’ Iron Man tells her. He points out that they have been given the tools, so they either step up or watch the world burn. ‘Damn it…’ Havok utters. ‘What?’ the Wasp asks him. ‘That was a pretty good speech. He’s right. The burden falls on our shoulders. Again’ Havok declares. ‘But more than for just other people - for us’ the Wasp adds. She kisses Havok and tells him that they have a beautiful family to build together. Cyclops turns to Nightcrawler and admits that he knows things have been strained, to which Nightcrawler replies ‘Don’t, Scott. I know’ and tells him that it makes him very happy to fight by his side again. ‘One last time, Fuzzy Elf’ Cyclops suggests, before turning to his brother: ‘You wanted a Unity Squad - you’ve got one. Call the plan’.
Havok announces that there is only one way at it - Nightcrawler and the Invisible Woman are to get them past the Sentinels, while Quentin keeps them mentally protected, and they throw everything they have got at the Skull.
The heroes emerge from the bunker, back out into the rain, as the Red Onslaught and his Sentinels loom over them. ‘The last of the vermin crawl from their holes’ the Red Onslaught declares. ‘SHUT HIM UP’ Havok shouts as he and Cyclops unleash their respective energies at their foe. ‘Charles, if you’re in there, if you can hear me - no matter how this ends, there’s been at least one victory’ Havok thinks to himself, pointing out that the Avengers, X-Men and Inhumans have come together. ‘I hope seeing it brings you some comfort’.
As the optic and solar blasts strike the Red Onslaught’s face, cracking it, Havok thinks that unit is possible, that he and Scott - they agree on so little - but that the good man he once was is not dead yet.
‘For Charles!’ Nightcrawler shouts as he teleports onto the Red Onslaught’s head. ‘Da’ Colossus agrees.
Havok thinks that when the chips are down, Cyclops was always there for them, but decides that in reality, Cyclops was there for the Professor.
Nightcrawler drops Colossus onto the Red Onslaught’s face, before teleporting away. The Red Onslaught cries out in pain as Colossus’ armored form digs into his skull.
Havok thinks that more than anything, that is what drove Scott today - though he would never admit that he had a hand in Charles’ death, his guilt and sadness cannot be hidden.
‘Now, Sue!’ Medusa calls out as she wraps her long hair around one of the Red Skull’s ankles, forcing his foot off the ground. ‘On it’ Sue responds, as she puts an invisible force under the Red Onslaught, and together, they topple the behemoth.
Havok realizes that, today, Scott Summers has fought alongside sworn enemies to protect a world that hates and fears him.
‘That all you got, little brother?’ Cyclops asks. ‘I haven’t even started’ Havok replies. ‘Sibling rivalry to the end’ the Wasp remarks as she stands alongside Havok.
Havok suspects that Cyclops does this in hopes of earning Charles’ forgiveness - to try and make him proud.
Suddenly, one of the Sentinels catches Havok, Cyclops and the Wasp. ‘I love you, Alex’ Jan utters. ‘You better’ Alex replies as the three vanish. Nightcrawler, Susan, Iron Man and Medusa gather together, and Sue points out that the Sentinels are onto their approach. Iron Man reports that he is grounded - he has no power left, before instructing the other three to take the fight to the Red Skull. ‘Hmmmh’ Nightcrawler replies. ‘Go - help Colossus tear Skull’s head off’ Iron Man tells them. But Medusa points out that even if they could, that can’t possibly kill him. ‘I know’ Iron Man replies. ‘But it can’t hurt’ he adds.
Within seconds: ‘Help’s arrived, Piotr’ Kurt exclaims as he teleports himself, Susan and Medusa onto the Red Skull’s head, where Colossus is tearing at one of the Red Skull’s eye sockets. ‘Such rank desperation’ the Red Skull remarks.
Down below, Iron Man tries to get the attention of one of the Sentinels, firing some energy blasts at it. But the other one locks onto Colossus, Nightcrawler, Medusa and Susan. Nightcrawler tells Susan to throw up an invisible force field, but it’s too late, and the vanish, leaving Iron Man dropped to his knees in the mud below the Red Onslaught and the Sentinels. ‘And so the last of your great resistance crumbles before me. I promised you would livve to see all you loved obliterated before you, Herr Stark’ Red Onslaught calls out. ‘And you will’ he adds. Iron Man’s armor announces that systems have failed and reserve energies are depleted. ‘I’m not super worried about it. Figure out something. Good guys always win, Skull. Always’ Iron Man replies. But the Red Onslaught points out that when one boasts of their good deeds so loudly, those deeds cease to be charity, cease to be heroic - it reveals the ugly pride of the braggart.
Red Onslaught looms down over Iron Man, his face close to the armored Avenger, ‘I’ve seen your soul, Herr Stark. You are not charitable. You are a common sociopath, with a good complex that rivals my own’ Red Onslaught announces. ‘Yet here you are. Helpless. Frozen and kneeling before a true God’ the Red Skull declares, boasting that there is no one left to save him, no one left to stop his onslaught! But, suddenly, a voice calls: ‘I wouldn’t say no one, Skull - and I’m pretty fair at killing Nazis!’ It is Magneto, who has returned with an assemblage of super villains, villains and criminals - Dr Doom, Mystique, Carnage, Sabretooth, Loki, Hobgoblin, the Enchantress, Absorbing Man, Jack O’Lantern and Deadpool, ready to challenge the onslaught!
Havok, Rogue, Scarlet Witch, Sunfire, Thor, Wasp (all Avengers Unity Squad)
Captain America VIII, Dr Strange, Hulk, Iron Man (all Avengers)
Colossus, Nightcrawler, Storm (all X-Men based at the Jean Grey School)
Genesis II & Kid Omega (both students at the Jean Grey School)
Invisible Woman, Medusa, Nova III, She-Hulk
Absorbing Man, Carnage, Deadpool, Dr Doom, Enchantress, Hobgoblin, Jack O’Lantern, Loki, Mystique, Sabretooth