Inside the Sanctuary base, some of the men had recently returned after a harrowing mission that could only be described as an all-out attack on them by Ultron drones.

Captain America, Sam, Peter, Black Panther and the Wasp all took a break after returning from Yagim City.

Thanks to the assistance of the 104th, the remaining civilians were reportedly rescued on their way out of the system.

But Steve knew they needed to start over soon.

Ultron was still attacking other fronts and cities, and he knew that the crazy AI was just waiting for the perfect time for him to attack here.

"team leader."

Steve turned his head and saw T'Challa standing next to him.

He didn't even hear the man coming towards him.

"Your Highness," Steve greeted warmly.

"There's no need to address me like that, Captain Rogers," T'Challa said respectfully.

"still......"

"Then let's agree to refer to each other only by our first names, huh?" the prince said kindly.

"All right, T'Challa."

"It's my pleasure, Steve."

The two were silent for a while, only the sound of thunder and rain falling on the shelter base.

"Steve, you have a lot of questions in your head."

Steve sighed. “That’s… putting it mildly. Still, I wanted to ask how you’re doing, T’Challa. You’ve only been with us a few days, and I’m a little surprised you chose to come with us.

"I have learned a lot and accepted a lot since I came here," the Wakanda prince said vaguely.

Steve just hummed in response, he and T'Challa shared a very similar feeling of acceptance.

“But there’s something that’s been bothering you, Steve,” the Panther said after a moment. “It has to do with why we’re here.”

"You're right," Steve said, frowning and crossing his arms.

T'Challa waited patiently for Rogers' answer, while Captain America stared at the scenery ahead.

“It’s Ultron.” Steve said after a few seconds of silence. “He’s been attacking everywhere, but here…he hasn’t shown up yet.

The prince frowned, trying to clarify.

"Ultron can easily send his true self or consciousness from one body to another." Steve elaborated. "I remember seeing this on Earth. He was able to project himself from any drone he had, but always had a main body to distinguish himself from the others.

"So you want to know where the real Ultron is." T'Challa said and Captain America nodded.

"Yes, I—"

"team leader!"

The two enhanced humans turned around and saw Hope and Sam running in.

"What's wrong?" Steve asked immediately.

"Scott just got back from Joel with Matt and Pietro," Sam said, his expression grim.

"What happened?" T'Challa felt a rising sense of dread enveloping him.

"Ultron," Hope said flatly, her voice conveying her nervousness as she led the two men behind her.

Walking through the Sanctuary base, they passed some clones and Loyalists, all of them worse for the attrition the battle had taken on all of them.

Entering the medical wing of the base, the four found Matt, Scott, and Pietro, surrounded by Peter, Rhodes, and Black Widow, as well as several Jedi Knights and clones that they were very familiar with.

"Everyone," Steve told them and Scott looked up at Steve with a nervous smile.

"Hey, Captain," the hero said tiredly.

"Are you guys okay?" Steve asked immediately.

"We're still alive," Matt said stoically, not even flinching at the injury to his shoulder.

"What happened?"

"It's Ultron." Quicksilver spat bitterly. "He attacked Jor City with a wave of troops. Clones, loyalists, civilians..."

A gloomy mood descended upon the group, for they already knew what Quicksilver was hinting at.

"you--"

"Only a few hundred," Matt said flatly, his head fixed on the floor beneath them. "There were too many of them. Most died before we had a chance to help."

The group was silent, and when Ella looked at Puro, they really didn't know what to say.

"How is the evacuation going, Master Plo?" the Twi'lek Jedi asked, and the Kyle Dorian Jedi exhaled.

"It's difficult, to say the least," he replied, looking a little downcast. "Our fleet is well-defended, capable of sending a steady stream of ships to take people off this world. But until now, that has been nearly impossible. The last few convoys have been swarmed and destroyed by Ultron's forces. I fear that if this continues, we may not be able to leave Jabium."

"So what can we do?" Peter asked rather nervously, though he didn't have a chance to answer because Jedi Master Leska had rushed in.

Looking serious and worried, she spots a large group of Avengers, Jedi, and Clones and immediately rushes towards them.

"Everyone," she said, almost out of breath. "I heard Joel was attacked. What happened? Where are the rest of our troops?

"Gone." Quicksilver answered bluntly, with a look of sadness in his eyes. "They are all gone... We can't save them.

"Could it be——"

"Ultron," Daredevil replied, grunting softly as the last of his wounds were tended to. "He was there in person. Clones, Loyalists, Nationalists...all of them. Pietro, Scott, and I returned after the last convoy with a few dozen soldiers.

"Where is Master Nokuna?" Leska's voice trembled as Matt shook his head.

Hearing this, Leska couldn't help but collapse to the ground, mourning that this damn planet had caused her to lose another Jedi Knight and friend.

It was bad enough that first she lost her man, and now it took away her other brother.

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