This takes place in the same universe as Spider-Man: Revenge of the Nerd and takes place after it, although it is not required to read for this story. Credit to Tvfan for the title.

Undisclosed location

May 5 1945

A short man in a labcoat and wearing glasses was working on a casket shaped machine while a figure was watching. "I am waiting Doctor Zola." The figure told the man impatiently looking down at the man who responded with annoyance.

"I am sorry but I am going as fast as I can and with everything that has happened and is happening, there is a lot on my mind..." the man known as Arnim Zola told the main his frustration growing. "The Fuhrer is dead, Lohmer and Koening have been captured, Strucker has disappeared and our country will be signing a surrender in two days. The fact is that I will have to go into hiding after this and it seems like there is not much left for us when everyone starts hunting for our blood..." Zola continued only to be stopped by the figure raising his hand.

"All the reason for us to wait, wait for a few decades until we are free to make our mark. Right now while the American soldier is now gone his country will have a big victory once that treaty of surrender has been signed. We will simply wait, our dreams of global conquest will not die out and we just wait until a time that we can start over. I have plans that can be continued in whatever time and place the future will hold for us." The man said stepping out of the shadow corner of the room.

"There will be a time were once again the world shall tremble at the Red Skull." The man said, he had dark red skin and his skull like head was completely bald. He was wearing a SS Officer's jacket and hat over a black wetsuit.

"It is ready Skull, be grateful I am allowing you to use the only one of these machines that I have managed to build. Before I go into hiding, I will make sure you are safely locked away to be reawakened when what you represent is needed again." Zola told the man known as the Red Skull. The Red Skull then placed himself inside the machine and closed his eyes as Zola shut the lid and then activated the machine. Once the machine was on he then entered the code to lock the man inside.

"Once I lock this away, time to think of plans for my future." Zola thought as he looked to a computer monitor and stared at himself in the reflection...



In the headquarters of the world famous Avengers, Avengers member and billionaire scientist and philanthropist Tony Stark was looking at several holograms of various news articles and reports. In came in was a man in a black full body suit with gloves which had claws attached to it, boots, a belt and a full face mask with panther ears attached to it. "Well if it isn't the king himself. T'Challa I wonder how you run a country along with being an Avenger." Tony said noticing the man there.

The man was T'Challa the current ruling monarch of the African nation known as Wakanda and holder of the country's ceremonial title of the Black Panther. "Guess who is back Stark." T'Challa said pointing to the door and not bothering to respond to any of Tony's comments. Then entered a couple holding hands. The man had blonde hair, was tall, muscular and was wearing a blue suit. This man was Steve Rogers the legendary Captain America who was the first superhero and served in World War II before an incident with german nobleman Baron Heinrich Zemo got him frozen where he stayed until he got thawed out ten years ago and became the leader of the Avengers. The woman was very beautiful, had red hair and was wearing a red dress. This woman was Natasha Romanoff-Rogers the Black Widow, a former Russian assassin who joined with the anti terrorist organisation SHIELD and turned over a new leaf. The couple had recently gotten married and were back from their honeymoon.

"Hey here are Mr and Mrs America, so does Cap still have a healthy libido despite all the time he spent in ice?" Tony asked and the couple just shook their heads along with T'Challa. "Well if you two lovebirds are ready to work again there are things that we can work on." Tony said and the faces on Steve and Natasha showed that they were ready for the field again after having their rest.

"Well Cap, here is a report of someone who you may know quite well." Tony said bringing up a hologram of a large muscular man in black body armor and a black full face mask with a white skull on it. Steve knew who it was and faced even faced him before; Brock Rumlow or Crossbones as he goes by a mercenary who has worked with criminal organisations such as Hydra before.

"Well these sources have managed to find out Crossbones here, for the past few months has been getting resources from some criminal guy by the name of Max Lohmer, been arrested before in accounts to several attacks by Neo-Nazi groups and he seems to be related to a guy Cap fought back in the war..." Tony said only to look at Steve's face which had some realisation to what person he was talking about. "Care to tell us who the guy's relative is Cap?" Tony asked as everyone turned to their leader.

"Wilhelm Lohmer." Steve said beginning to explain an old foe "he was an American traitor who joined with the Nazis. He was the test subject for the Mastermann Project, an attempt by Zola to create super soldiers for the Nazis, Zola used the Red Skull's blood to try and improve the imperfect serum that the Skull forced Doctor Erskine to give him. Lohmer was the only subject that Zola tested it on, seemed to repeat the success that the actual serum had on me but it made him almost as insane as the Skull. The Nazis called him Master Man and he joined the Skull in being the Nazi's poster boys until I led the Howling Commandos on a mission that resulted in his captured. From reports I read after being thawed, it seemed the serum backfired on him in captivity." As Steve was giving his explanation, Tony had his artificial intelligence JARVIS search for 'Master Man' and several Nazi propaganda posters were shown.

When Steve, Natasha and T'Challa noticed this they just looked at the posters and Steve glared at them, giving bad memories of a past foe. Tony then had the posters changed to American propaganda posters featuring Steve in his first Captain America uniform and had the song Star Spangled Man with a Plan playing. "Better?" Tony asked and Natasha was contemplating hitting Tony for what she perceived as him mocking her husband.

"We will better just prepare ourselves for whatever Crossbones is planning with Lohmer." Steve said as Tony dismissed the holograms. Steve and Natasha then left the room arm in arm, T'Challa then left the room leaving Tony to wonder what to do next.




Brock Rumlow the man known as Crossbones was now looking at a certain machine that he had managed to find. "Finally, after all of these countless years searching for this and after having to work with Lohmer. It has finally paid off, I just hope the unlock code that Zola gave me works." Rumlow thought gleefully as he was entering something on the machine's keyboard. The machine made a sound to show that it was turned off and then he pressed more buttons which caused the lid of the machine to open.

The use of the Mastermann Project comes from the Captain America: Super Soldier videogame. Like I said in a chapter of Revenge of the Nerd, I am a big Cap and Widow shipper. Next chapter we will see more of our villains as well more members of the Avengers team.