(Billy's P.O.V)

With the strategy decided on, and Thor and his team having already gone to intercept Galactus, we wasted no time preparing for our part of the plan.

But first the less durable members of the team had to be outfitted with protective gear so as to survive in the vacuum of space.

The costumes they wore were white and a weird shade of grey that seemed to shift colors into green from different angles.

They were form fitting, the complete opposite of the bulky body suit worn by Astronauts from Earth.

"These suits are created from the tough hide of a Levithon. Powerful creatures that live inside the Moon's caverns."

Karnak explained as he secured Falcon's jet pack behind him.

"They will protect you from just about anything below a certain threshold."

The hides were treated and softened into fabric, then weaved with an adaptable polymer for increased durability and elasticity.

At least that was what I got from a brief dive into his mind.

"They are a little similar to the Unstable molecular fibers that make up our own suits."

Reed made the observation, feeling the texture of the fabric.

"A little tight on the crotch though."

Hawkeye grumbled, adjusting the pant's section.

"That's impossible."

Karnak disagreed,

"The suits can adjust to any shape or size."

"Huh..."

Hawkeye muttered, a goofy grin on his face.

"I don't know what to tell you man. I must be packing something heavy."

"Yes. Ego."

Widow mercilessly tore into him, her own costume hugging her even tighter than the body suit she had worn previously.

The two went back and forth, trading jabs while the rest of us watched on.

Despite the daunting task ahead of us, the earlier tension had slowly drained from the chamber.

And yes, I might have been responsible for that. My handle on mental manipulation had grown along with my reserves. Enough that I could ease their minds.

Something told me that if I tried hard enough, eventually I would be able to control and siphon emotions.

"What about you? You're not wearing your suit?"

Crystal asked from my back. Of course I'd felt her arrive, (no one could sneak up on me, Psionic field made sure of that.)

I was tempted to make a dirty joke about not needing protection, but Solomon's wisdom saved me from embarrassing myself.

"Don't need it."

I shrugged, flexing my TK aura.

"This protective membrane of psionic energy around my body will keep me safe."

My body could handle the harsh environment of space even without it but...let's keep that to myself.

"Oh."

Crystal made a surprised sound, curiously studying the TK aura. She prodded it with a finger and giggled when the membrane warped around her, pushing back on her finger.

"I see. It protects you from harm by absorbing the kinetic energy from Impacts, then releasing it back to it's owner."

I was a little impressed at her accurate guess. Especially given the fact, it was a new application of psionic energy.

What she didn't know was that I could store that energy and release it later.

"But, what do you do for air?"

She questioned, looking up at me with those big silver eyes.

"The membrane is too tight around your body to provide enough space for pockets of oxygen. You will suffocate."

That's when my Psionic field shimmered into visibility around us. It was a lighter blue than TK aura.

And was in the shape of a bubble with a diameter of a few dozen meters. I could expand it to cover an entire continent and the range was constantly increasing.

However stretching it to it's limit held a disadvantage. It robbed me of my fine-tuned control.

The battle applications were thus lessened. It didn't mean that the field was entirely useless. Quite the contrary.

"I use this field to filter and store oxygen."

I informed her of its secondary use, besides helping with sensing.

"Does that mean you have complete control of what enters and leaves the zone?"

She asked, eyes sparkling with wonder.

"It's a bit more complicated than that but essentially yes."

I answered with a simple nod, slightly basking in her attention. She was a hottie, double sue me.

"The precise control it would take to maintain the stored air while in the middle of space...is insane."

Crystal exclaimed.

"Greater than my Aerokinetic control at least!"

"Thanks?"

I wasn't big on the compliment thing though. It always came off disingenuous.

"Everyone, listen up."

Karnak spoke up from the middle of the room.

Thankfully Crystal's focus went to her fellow Inhuman.

"I'll show you how to use the suit."

He stated, launching into a lengthy description. I skipped most of it, having already read it from his mind.

That said, a few noteworthy things stuck with me.

"...the suit has pockets of air across its length. The Levithon breathes by processing its food directly into air that it then stores in its skin pores. The pores are tiny but capable of holding a lot of air without changing size or shape."

He then pressed a button on his wrist.

Air rushed out of his feet in a controlled stream, launching him into the up.

"Whoa."

Hawkeye said in awe.

"Now I want to keep the suit."

"Even though its a little tight around the crotch?"

Cap jokingly asked.

"Forget that. It can fly, who wouldn't want that?"

Hawkeye responded excitedly.

"Now I won't have to lower my Ego and ask Tony for those Rocket Boots I've been dying for."

"Hold your horses Robin Hood, don't mistake it for true flight."

Iron Man told him with a derisive smirk.

"Stark is right."

Karnak said as he descended.

"The propulsion is caused by expelling the stored air through the soles of your feet. Do it too many times and you'll risk exhausting the Suit's reserves."

"Bummer."

Hawkeye was grumpy now.

Karnak didn't care, he went back to his explanation.

"The final thing...is this."

He reached for his neck and pressed his fingers on the body suit.

Part of the suit flowed up and formed into a helmet with a wide visor. One that covered his entire head.

Then he tapped his neck once more. The helmet retracted.

"And that's it."

He concluded,

"Remember not to exhaust the air reserves."

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"Why? What will happen if we do?"

The Thing asked, looking at the body suit which clung to his Rocky body tightly.

"And do you think the propulsion can handle my weight?"

"Once the Levithon reaches the end of its life, the hide loses its air reserves and ends up calcifying."

Karnak answered.

"Exhaust your reserves and you will meet the same end."

Karnak's words had everyone gulping.

"Okay, you heard him."

Reed addressed the room.

"Be careful with your air."

Karnak nodded at the King and Queen, stepping back to give them room.

"Its time."

Medusa begun in a resolute tone.

"Remember what's at stake here. The protection of our home and the salvation of our neighbors. I thank you all for daring to stand up. Our people thank you. My King thanks you."

Her sincere words were met with smiles and determination to prove her right.

Damn. Even I was feeling pumped up.

"Sis really knows how to give a speech."

Crystal said from my side.

"Yeah. She does."

******

Now, it was hard to really impress me.

And I took pride to that.

But, this was just too- beautiful.

Space.

The final frontier.

A place only a few number of humans had ever been in.

A famous Astronaut once said that viewing Earth from space changed someone's entire perception of our position in the Cosmos.

I would like to confirm that they were right.

My perception changed the second I spotted the little gray planet(used to be blue), floating in an endless expanse of stars and celestial bodies.

It- Humbled me.

Something fast whooshed by my side, a sleek black spaceship. An Inhuman Military Stinger.

Karnak's memories were proving to be an invaluable source for learning. He had extensive scientific knowledge and his ideas and thoughts on strategy were eye opening. And that was just from a brief touch.

He was like a...tamer version of Tony Stark.

The way his mind worked was highly efficient. I suspected that was his Inhuman ability.

In fact, as he was pulling the Stinger closer to me, I attempted to take a 'snapshot' of his brain structure.

The memory was then secured within my mindscape.

The moon steadily disappeared behind us as we quickly approached Earth.

Down there, the atmosphere was filled with dark grey clouds and the ocassional irradiated storm flashing with lightning.

The Stinger flew in between The Human Torch and I. My body glowing with a blue shroud, while Johnny was covered in hot orange flames.

"Shazam, we'll be coming up on the energy barrier in two minutes. Enemy response in 1 minute and 30 seconds. Fall back and let Black Bolt handle the first wave."

Reed instructed through the device in my ear.

"Fuck that!"

I snapped into the earpiece, shooting forward in supersonic speeds while approaching the IRIS satellite. This was my show. No one was stealing it from me.

My Psionic Field exploded out, placing the satellite within range.

'And now the real fun begins.'

I thought, just as thousands of Sentinels flew out of the Satellite. Even more of them were coming from the planet.

All of them had glowing red orbs for eyes, were massive and their metallic shells pulsed with a unique energy.

My body eagerly launched forward, flying at my fastest speed.

(General P.O.V)

The Stinger spun as Shazam's burst of speed sent the craft careening away, the Superheroes within the spaceship screaming in fright.

"Sue!"

Reed called out.

"Create a bubble around us! Now we're headed straight into a debris field."

The Invisible Woman complied, creating a bubble of energy that encompassed the ship. The whole thing trembled as Reed and Karnak fought to bring it back under control.

Rocks, metal and other space debris pelted the nose and sides of the Stinger, harmlessly bouncing off the forcefield around it.

"It's holding."

Invisible Woman said, groaning a little in exertion.

"Good."

Reed said, reorienting the Stinger.

"Let's punch it and clear this field."

The Stinger was propelled forward at high speeds.

"We might have a problem."

Karnak hastily imformed the rest fron where he was manning the radar and sensing console.

"The Enemy has discovered us. It's now or never, my King."

Black Bolt said nothing, instead making a gesture with his hand.

Karnak gave a nod.

"Understood. I'll open the-"

"Yeah. About that."

Shazam's voice came through their comms, interrupting Karnak.

"No need to strain your Royal Voice, king Black Bolt. Let me handle this."

"What's he doing?!"

Fury yelled, staring at the console over Karnak's shoulders.

"This is not part of the plan."

Fury tapped Karnak on the shoulder.

"Could you pull up the whole feed?"

Karnak wordlessly complied, sending the feed to the holo projector in the middle of the cabin.

On the outside, Shazam immediately left the Stinger in the dust, blowing away a huge chunk of the debris field, creating a path for the Stinger while forging on ahead to meet the Sentinels.

Alone.

The Sentinels instantly begun their assault from miles away. Thousands of laser beams blazed towards him, each at Maximum Output. Each travelling at light speed.

The Sentinels seemed to recognize him and attacked with extreme prejudice.

Shazam's Psionic field shimmered in front of him, the laser beams landing on the barrier's surface, before splashing harmlessly around it.

It wasn't Kinetic energy so he couldn't absorb it. The best option was to tank the attack.

And tank the attacks, the barrier did.

"Holy shit..."

Hawkeye said, referring to Shazam's bubble. It was standing up to thousands of devastating attacks.

"Are you guys seeing this?"

"Seeing it. Working on believing. Deploy the cloak."

Tony suggested.

"I know what he's doing. He's bringing attention to himself to give us a chance to slip through."

"Deploying the cloaking function now."

Karnak announced, the Stinger disappearing as it cleared the debris field.

Before them, was a scene straight from a movie.

Shazam's eyes glowed as he expanded the range of his Psionic Field, weakening it's overall defense potency but encompassing a small number of the Sentinels close to him.

"And...crush!"

The Champion declared, locking his fingers into a fist.

Hundreds of sentinels were promptly squashed, their metal carapace failing to stand up to Shazam's increased Telekinetic ability.

He reached out and sent the remains to his inventory.

More sentinels took the place of their fallen brethren. After trying out ranged attacks and not succeeding, they changed the strategy and Shazam found himself hounded from every side.

Several sentinels rushed in to close quarters wielding various weapons. Shazam smiled, staring at the incoming hoarde of robots.

The Psionic Field shrunk, clinging to his body just as Sharp Swords, Hammers, axes and bullets landed on the barrier.

Boom!

Kwrack!!!

Bang!!

Batoommm!!

Attacks hammered down on the forcefield, strong blows that would have destroyed an entire city block. Compound that with the fact that all the Sentinel's attention was on Shazam, and you had a single man fighting against a literal swarm of killer robots.

"That's it...closer."

Shazam muttered to himself, shrinking the Psionic Field even more.

Then he undid it, sending all the collected air into his inventory.

A deeper blue film of energy appeared around his body, TK Aura.

"Come! Show me what you got!!"

The Sentinels wasted no time, wailing on him.

The membrane warped and twisted, receiving the impact from the physical attacks and draining out the kinetic energy.

He literally stood there and took it, not even moving from the position.

The more the Sentinels attacked, the less Shazam did, instead letting TK Aura protect him. His position was covered by hundreds of Sentinels, all clamoring for a piece of him.

"Flame on!"

Human Torch finally caught up, coming to Shazam's rescue.

Heat surged to his hands, before he expelled it at the Sentinels in a wide stream of hot flames.

"There are too many of them!"

The Human Torch exclaimed, doing another fly by and roasting a few more robots. Some sentinels noticed him and went to attack.

Johnny strafed out of the way of a laser beam that came from his back. A few dozen Sentinels had detached from the force around Shazam and were quickly catching up to him.

He had no choice. He was going to have to go Supernova if he had any hope of helping Billy.

Those plans fell through however, when a massive shockwave rippled out from Shazam's position.

Human Torch widened his eyes. He had to escape! The ripple reached the Sentinels behind him and immediately turned them to scrap.

Johnny poured everything he had and narrowly escaped the zone of destruction.

The Stinger was also hit by turbulence but pulled through due to Invisible Woman's forcefield.

The one responsible for the unexpected attack, the Champion of the Gods, smirked as he surveyed his handiwork.

The energy he had absorbed with TK Aura had reached maximum. Which is when he decided to unleash it, drastically amping the effects by adding telekinesis to the mix.

The result? A huge burst of pressure spreading out through space with him as the epicenter.

Metal had shredded and within the zone of 1000 meters, no Sentinel remained.

Johnny who was fortunately out of the blast radius, couldn't believe it. The destruction one man could wrou-

[Stay focused]

A thought slammed into Johnny's mind. He blinked and found himself next to Billy.

Had he...been teleported? The last thing he remembered was being thousands of meters away from the center of the shockwave blast.

[Yes. I teleported you here. Turn around and you'll understand]

Shazam spoke to his mind, eyes focused on something behind Johnny.

The Human Torch turned to look at his previous position and was met with a missile exploding relatively close to where he'd been.

Even more missiles were headed their way, and behind those missiles were more Sentinels. But this time instead of a mere thousand, there were tens of thousands.

Which placed the missiles in the ballpark of several tens of thousands.

'This...is too much for us alone.' Johnny thought. He might have faced Annihilus and his annihilation wave, but at least those bugs were afraid of fire.

These Sentinels weren't.

They should have asked for the other's help. Just Black Bolt alone would have turned the tides. With the three of them-

Johnny's thought process was interrupted by a shoulder tap from Shazam.

[I'm sending you back to the Stinger. The others are closer to the barrier around the Satellite. Tell them I'll be there in a second.]

The Champion instructed, instead of the fear Johnny was expecting, Shazam was staring at the Sentinels hungrily.

[Just have to deal with this first.]

Before Johnny could protest, he found himself dropping into his seat on the Stinger, staring at the holofeed projected in the deck of the ship.

A holo feed that showed all the Sentinels swarm Shazam's position.

(Billy's P.O.V)

The Stinger had managed to sneak through the Sentinels.

Good. Now I could have some fun without worrying about accidentally damaging the spaceship.

Neptune's Trident appeared in my hands. I stretched Psionic Field to it's absolute limit, encompassing all 32,120 robots. 1,320 of them had fallen to my attacks and the burst of kinetic energy I had unleashed.

Adding that number to the ones remaining and the initial number turned out to be 33333. It seemed Ultron had a thing for the number 3.

Psionic Field helped me tag each and every Sentinel around, giving me a layout of the battlefield. Psionic energy then burst out of my feet, launching me forward at supersonic speeds.

100 Sentinels were turned into small metal pieces, the prongs of the Trident humming with magic as it shredded through metal with ease.

The Sentinels started changing their attack strategy. Incorporating evasion tactics while some covered others, giving them time to counter attack.

I twirled the Trident, blocking laser beams left and right, before teleporting in the middle of the pack.

They hadn't noticed me yet.

So I swung out with the Trident, unleashing a thin telekinetic blade that dismembered about 20 of them.

This time before I could grab and send their remains to my inventory, the parts exploded in my face.

Psionic Field blocked the heat from reaching me.

TK aura kept me safe as well, bleeding the impact from the shrapnel and shockwaves, storing that energy.

I raised a hand, aiming it at another group of Sentinels. The stored energy shot out as a conical shaped pressure wave, slamming into and pushing back the robots.

'So, they're learning now.'

For starters, they had started dodging my attacks and now could employ self destruction before I could store their parts.

Still it wasn't going to help with me.

"I haven't properly tested this yet, so be glad. You will be the first to witness this attack."

I said, my voice getting projected through my Psionic Field.

Neptune's Trident went back to my inventory. I didn't need it for this part.

None of the Sentinels tried to approach me. There warily kept a few hundred meters between us.

Smart. But not too smart because had they known what the next attack was going to be, they would have understood that distance didn't really matter.

Hercule's strength poured into my muscles. Like liquid lava, my veins burned with fire. My hands grew in size, the symbiote fabric that made up my clothes stretching to accommodate them.

My muscles dwarfed my head and Torso. The skin of my arms turning into a deep red.

But I wasn't done.

My right eye started pulsing with demonic energy and hell fire climbed up my forearms, coating the wrist, palm and fingers with hot flames.

The Sentinels must have scanned me and felt the danger level, as each of them was suddenly flying towards me in a frantic dash.

But it was too late.

I spread out my hands, a maniacal grin on my face. My blood sang. My body bummed with contentment. This is what I was meant for.

Power.

"I call this attack, the Shazam-buster!"

I swung both of my arms at each other, culminating in a collision of palms that produced a thunderclap and a destructive hellfire that stormed forth, devouring everything before my path.

My arms immediately turned to ash, the oppressive heat and Hercule's strength too much for my limbs to handle.

I felt a thousand Sentinels disappear through my Psionic Field. Then a couple thousand more.

Then ten thousand.

Twenty thousand.

The firestorm was relentless. It burned through barriers and shields like they weren't even there.

Thirty thousand Sentinels disappeared, Ultron's entire force obliterated in one fell swoop.

Yet the fire storm continued on, slamming onto the barrier of energy around the IRIS satellite.

And then...it went through.