Chapter One; In Which An Old Man Tells A Story

Legends die hard. They survive as truth rarely does.
Helen Hayes

The morning sun woke the old man, just like it did every day. He stretched, feeling the comfortable weight on his belly and listening to the songs of the morning birds. The old Bugle newspapers he was using as blankets scattered off him, the smiling of Victor Von Doom, director of S.H.I.E.L.D. plastered on the front pages.

He gathered his cloak around him and sat on the park bench a while, taking his red tinted glasses out of their case and putting them on. He ran his fingers through his grey hair, and let out a remorseful sigh, like he did every morning. He checked the covering around the baby girl he was carrying in a pouch. It was still securely fastened.

He got up and stretched, his backbones popping noisily after their uncomfortable night. Some punk ran straight into him, and he curled up into a ball on the ground, protecting the baby.

"Watch where you're going old timer." The punk sneered, barely slowing down.

The baby began crying, and the old man rocked it, making shushing noises.

"Need a hand?"

The voice seemed friendly enough. The old man reached out, and a firm grip took his hand and pulled him up. "Are you okay man?" A young man asked. He was a native American, tall and strong.

"I'm fine." The old man answered gruffly, still rocking his baby.

"Here." The young man pressed money into the older man's hand. "Buy something for the baby to eat."

The old man raised an eyebrow at the money, and then smiled. "What's your name?" He asked.

"Stephen Redwing." The younger man replied.

"Well, thank you Steve." The old man said. "You take care of yourself." He took out his cane and began tapping his way down the path, hushing and cooing his baby.

"Hey, old man! You dropped this!" The old man turned and Steve pressed the comic into his hands. "Wow, do you know what this is?"

The old man nodded. "The Amazing Spider-man. Issue one."

"You realize you could make a lot of money selling this?"

The old man shook his head. "Don't worry about us, we'll be fine." Then he went on his way.

One Day Later…

The old man ducked into an alley looking for shelter. He took off a bit of his hot dog and offered it to his baby. "Want some?" The little girl clapped, her blue eyes shining up at him. She ate her portion almost as greedily as the old man ate his.

The old man stopped, as he realized that this alley was occupied.

Seven large men were standing in front of Steve Redwing, each one holding a plank of wood with nails in it. Six other kids stood behind Steve, a good distance behind.

"You're overdue Redwing." The leader growled. "And the kingpin don't like that. Now, you and your little Yancy Street gang here gotta pay the Devils their due."

So, these are the Devil's gang. The old man thought. They must be expanding from Hell's Kitchen.

Redwing didn't back down. "Give me some more time and I can get the Kingpin his money, and a little extra."

"Ha! No man, you've been pushing your luck way too long. You don't think word hasn't gotten around? The protection racket you guys run, it's an honest protection racket. And if the guys pay you, you'll actually protect them. This is an embarrassment to street gangs all over New York, and it's gonna hafta end."

"Oh yeah?" One of the guys behind Steve stepped up, hefting a baseball bat. "Excalibur here might have a bit to say on that subject."

Redwing took a step forward, motioning for him to stand back. "Fine. I'll accept the punishment. But the rest of my gang doesn't deserve –"

The Devil's gang burst into laughter. "You hear that guys?" He asked. "He thinks his little gang doesn't deserve their punishment! You don't get to decide what you deserve." The leader said. "You are one dead bunch of droogs."

"hah!" The other boy laugh. "We have Excalibur. You are outnumbered." The Devil's gang laughed harder.

The old man hesitated. This didn't concern him. He should just walk away, worry about baby… but he owed Steve a twenty. He sighed. It was a while since he'd done anything impetuous.

He walked up the two gangs. "Excuse me, Steve?" He asked. Everybody turned their heads to look at him. "Hold the baby for me."

"What?" Steve asked incredulously.

"Just hold her." The old man said, taking her out of her pouch and handing her over.

The Devil's gang began to laugh as Steve lifted the baby. "Look old man," He began to say in a hurry. "I don't think you understand the situation here…"

The old man whipped out his cane.

He started by jumping into the air and kicking the leader in the face, dropping him to the ground like a stone, followed shortly by his teeth. He spun his cane around sweeping the next guy off his feet and using him as a spring-board to launch himself at the next guy, hitting him in the back of the neck. He delivered a final kick to his springboard and made a few adjustments to his cane. By this time the remaining Devils realized they were getting beaten by an old blind man and started to swing their clubs at him. The old man dodged expertly, and the cane in his hands transformed into a billy club. With one good throw he bounced it off the Devil's skulls, and he caught it as it came back to him. Only one was left standing. He finished him off with a kick between the legs.

He readjusted the billy club back into a cane and walked over to Steve, as he was staring dumbstruck. "Thanks." He said, taking back the baby.

"No." An African-American girl stepped up. "Thank you old timer. We were buttered toast until you came along."

"Yeah thanks." Steve said. "This is Oceana, Leo, Ben, Cho, Sofia, and Alex." He gestured to the people behind him. "We're the Yancy Street Gang."

"Good to meet you." The old man answered gruffly, and he began walking down the alley.

"Are you Daredevil?"

The old man stopped and turned around. "What?"

Oceana blushed. "I... you know… Daredevil. The blind man who protected hell's kitchen in Marvel comics."

"Oh get real Ocy." Sofia nudged her. "Comic books?"

The old man turned to leave, then stopped as thunder echoed in the sky. Rain started to fall. He hated rain. So did his baby. "Hey, you need a place to stay?" Steve asked over the downpour. The old man hesitated, then nodded.

The old man rubbed his hands over the warmth of the fire. The Nancy Street Gang had decided that it wasn't safe in their old hide-out, so they were in the abandoned Grimm Youth Center. Ben and Alex went searching for food in the vending machines. Cho was sitting by the window, looking out for trouble. Leo was keeping the fire going. Oceana and Steve were talking with Sofia in a corner.

"Daredevil doesn't exist Oceana." Sofia said. "Sure, this guy is blind and he does kick some serious ass, but next thing you know you'll be talking about Batman or Superman or… Oh, I don't know, I don't read comics. What's a superhero team in comic book land Steve?"

"The Avengers?"

The old man winced.

"Leo believes me, and so does Alex."

"yeah, well Leo's your boyfriend, he'll agree to anything. And Alex isn't… well, you know… all there."

A loud crash came from outside of the room. Moments later, Alex came back in, swinging his baseball bat, followed by Ben dragging a broken vending machine. "They said I was crazy, they said it couldn't be done! But I showed them, I showed them all. Behold! We return bearing food!" He eagerly bit into a musketeer bar.

"I still say he's Dardevil." Oceana muttered.

"Yeah, well I'm not." The old man said. Everybody turned to him. "I have good ears." He explained, digging into a bag of pretzels.

Oceana walked over to the fire. "Well if you're not Daredevil, how can you fight so good blind? And what's with the blind man's cane that turns into a billy club?"

The old man hesitated, then sighed, giving in. "It was a gift." He said. "From the real Daredevil."

"Impossible." Sofia said. "Daredevil doesn't exist."

"No, but he used to." The old man said. "He and Captain America, Spider-man, the Avengers, mutants, Atlantis, the Savage Land, and all the other old stories your government doesn't want you to think are real."

"Well if they all exist, then what happened to them?" Steve asked.

"I'll tell you." The old man said. "I'll tell you about the fall of the Age of Heroes."

"Oooooh… Story-time." Alex bit into his chocolate bar excitedly.

Thirty-Five years earlier:

Spider-man swung unsteadily through the New York skyline, flailing around at the end of his web-shooters, trying desperately to hold on to his webbing. With one last swing he swooped down towards Avenger's mansion. The stones that once shone bright with hope were now laying crumbling on the grass, the barest skeleton of its infrastructure still standing.

Spider-man broke a rib against a window frame on his way down, and he tumbled to the floor. He rose unsteadily. "cap?" He called. "Logan? Johnny?"

"Over here Spider-man." A skinny old man in an ill-fitting Captain America uniform emerged from the shadows, dragging his shield behind him.

"Oh no." Spider-man sighed. "They got you too."

"I don't think there's anybody left they didn't get." Cap said. "Bruce is trying to make contact with anybody else, but it doesn't look good."

Spider-man followed Cap into the sub-levels of Avenger mansion. "Black Cat's dead." He said. "And the Sinister Seven. They put up one hell of a fight. Except Goblin; he tried to make a deal with them. They blew his head off."

"Poor demented bastard." Cap grunted. He lost his grip on his shield and it fell down the stairs with a loud clang. He screamed in frustration and collapsed on the stairs. "We were fools Spider-man." Cap cried. "We took our powers for granted, and the government got scared of us, just like they got scared of mutants. And now look at us."

Spider-man sat down next to him and put a hand on hand on his back.

Johnny Storm came up, carrying Cap's shield. "Hey Cap? You dropped this."

Cap looked into the white star with a look of hopelessness.

"Captain." Spider-man said. "If there's one thing I've learned in my life, it's this; when the going gets hardest, that's when it's most important to keep on fighting."

Cap let out a grim chuckle. "What happened to 'with great power comes great responsibility?'"

Spider-man shrugged. "Well, that goes without saying but it's equally applicable to the situation."

Cap shook his head. "How can we apply your uncle's words to this situation Peter? We're powerless."

Spider-man tilted his head. "You really think that?"

Cap sighed then resolutely took his shield from Johnny's hands. "Come on. We have work to do."

They walked down to the command center together. Bruce was at the monitors talking to Union Jack and Blazing Skull. Skull's head was noticeably not blazing. Iron Fist meditated on the floor as Squirrel Girl paced around him, agitated. Johnny Blaze was trying to write cultic symbols on the wall with his blood to summon Mephistopheles. Thor stared at his hammer, after failing to pick it up for the thirteenth time. Wolverine sat in the corner, coughing up blood.

"Hey Cap, when's that last stand happening?" He growled.

"As soon as Bruce has everybody together, we can go."

Wolverine coughed viscously. "My own skeleton is killing me. I don't want to go out like this Captain. I want to go out fighting and slashing at the people who did this to us…" He was interrupted by another coughing fit.

Captain America walked over to the monitor. "Is everybody ready Bruce?"

"Almost." Bruce said. "Jones is ready with his team of already non-powered heroes, and Daredevil's bringing the Marvel Knights. But the Invaders can't make it."

"Why not?" The Captain asked Union Jack.

"Because the Invaders are dead." He said. "Me and Skull here are the only ones left, and we're pinned down. Can you do this without us?"

Cap thought silently for a moment. "It might work." He said.

"I'm sorry we couldn't help." Union Jack said.

"Don't worry about it." Cap frowned. "Worry about staying alive." He turned to Bruce. "What about the Fantastic Five?"

Bruce shook his head. "Last I heard, they were caught and killed in Central Park. I haven't managed to reach Tony yet. We can only assume…"

Cap sighed. "Blackbolt?"

"There's been a revolt among the Inhumans. He can't send any help."

Cap slammed his fist into the table and pulled it back hastily, wincing in pain. "I don't think we can do this." He said.

"I do." Daredevil tapped his way into the room, followed by Moon Knight and Luke Cage supporting Deadpool between them, his face more misshapen than usual.

Cap nodded. "Thanks for coming Daredevil, but we're outgunned."

"I don't think so." Daredevil said. "I'm here. And you. And Spider-man. And most of the Avengers. I'd say that anybody who wants a piece of us is outgunned."

"Welcome to the gun show." Deadpool said hoarsely. "We accept Visa… … or a whole lot of buttwhoopin'."

"You're Captain America." Daredevil said. "We'll never lose if you're here."

"But I'm not Captain America!" Cap pulled his loose-fitting mask back and dropped his shield. "I'm just Steve Rogers. And I wasn't fit to join the army back when kids far younger than me could get in, what makes you think I'm fit to be an Avenger, much lead lead them!"

"Well, I'm pretty sure you can still beat up little girls in cute pink dresses." Deapool noted. "That's got to count for something…"

"Don't you ever shut up?" Cap asked.

"I'll shut up when I'm dead and buried." Deadpool said. "Until then… I think I'll go hit on She-hulk."

Cap stormed out of the room. He emerged into the New York twilight, and breathed in deeply, trying to relax. He hated this. He hated that he was powerless.

"Captain?" Cap turned face to face with Kurt Wagner, now utterly normal looking and bare-foot.

"Kurt?" Cap asked. "What are you doing here?"

"The X-men are here to help." Kurt said.

"The X-men…" Cap pushed past him and looked over the rubble. An army sat on the Mansion's front steps, everybody who had ever been an X-man was there. Hellion was there, leading the Brotherhood and the Acolytes. There were even some mutants who he didn't recognize. They were all dressed in X-men uniform and each wielding some type of makeshift weapon, ranging from guns, to crowbars, to brooms with the head broken off.

"This isn't your fight Kurt." Cap said. "You're all normal now, you can hide somewhere and live normal lives. You don't have to be here."

"With all due respect Captain, the hell we don't." Kurt replied. "Those sentinels are killing heroes, friends, and we are going to do everything in our power to stop it."

Cap looked back. The Avengers came out behind him. "You once said to me, that being Captain America was about more than powers." Daredevil said, handing his shield back to him. "Prove it. I dare you."

Cap picked up his shield and turned to address the collection of depowered mutants and heroes.

"Hello." He said. "We all have one thing in common; we once had superpowers. We didn't ask for these powers, how could we? No morally sane man would accept the responsibility that comes with them. The threat to their lives and loved ones. The world is truly fortunate that these powers, these chances to become something extraordinary, found their way into some of the bravest and greatest men and women I've had the honor of knowing."

"Unfortunately, others have gained powers and have used them criminally. S.H.I.E.L. decided, that these threats to society must be dealt with in the firmest manner possible; making superpowers illegal. They want to go back to the world before the first Human Torch showed up, the beacon that first lit the way for us. "

"Maybe, they're right. Maybe the world would be a better place if we let the normal people live their own lives and handle their own problems. Maybe they would be better off if they didn't look to the skies for a superman when a bank is robbed. But as far as I can see, that's not the issue. We aren't doing what we're doing to solve the world's problems. There will always be evil in this world. There will always be crime, misery, and despair."

"We fight, not because we think we can eradicate evil; we fight because we can. We fight because all evil needs to prosper is for good men to do nothing. Good men, who do nothing because they do not believe they can do anything. I am ashamed to say, that most of us had to have our powers thrust at us for us to make that choice. But now that we have lost our powers, do we stand down?"

"If you want to leave, if you want to hide and live a normal life, than leave now! You'll fit right in with the billions who you'll be living with. But now that you know what it's like to be able to make a difference - even a small one - for the better, can you sit in your living rooms and live your lives with a free conscience? Can you live your days knowing that you once spat in the face of villainy daily? Can you blame it all on your powers, and say with any honesty that without your powers you are no more than anybody else?"

"No! Even without our powers, S.I.E.L.D. is hunting us, killing us, and do you know why? It's because they know – they know what true power is. True power isn't flying, or lifting trucks, or firing rockets from our fingers. Our true power, the power that made each of us heroes, is being able to look at the odds, and look at the chances, and to say; 'I probably won't win, but I'll do it anyway – because it's right!' "

"Flying will only get us halfway there, the reason we can truly call ourselves superheroes is because we refuse to stand down when our neighbors are victim to senseless crime. We refuse to wander upon a robbery and say, 'it's not my problem'. It is our problem! Every single man woman and child on this earth has the power to stand up when the bad guys say sit! To stand between evil and its goal, and when asked to move say; 'No, you move'."

"My friends are being hunted down because mankind is jealous of them for being what they wish they could be, because it is so much easier to bring heroes down than to bring themselves up. And while this is happening, I will be climbing that uphill slope! I will be spitting at the odds between the eyes! Will I win? Maybe, maybe not. But I won't be at the bottom of the hill, wondering what would have happened if I tried to climb it! And that is enough for me! "

"So, friends, enemies, whoever you are! If you choose to come with me… if you choose to refuse to give up… then today, if only for today, you will be heroes! You will be Avengers! And as long as any one of us can still breath, the very pits of hell will quake in fear and the most hardened of criminals and the most deranged of sociopaths will flee in sheer terror, when they hear our call!"


The old man finished his last pretzel. "That was one of the finest days of my life. I got hit early on in the fight, but Jubilee survived, and she described it to me. Spider-man managed to take out twenty of the sentinels before he ran out of web fluid. Then, with the help of Shadowcat, he managed to hack into another one and take out a good forty more before he took a bullet for Iceman. Then, with his last breath, he set the sentinel he was using on a kamikaze attack on the S.H.E.I.L.D. Helicarrier."

"Wolverine was pretty much already dead by the time he got there, but he still knew how to fight. He tore his claws out of his hands one by one, and threw them through each of the two tri-sentinel's heads. Then he managed to wrestle one of the sentinels to the ground in a beserker rage before five of them torched him at once. The Sentinel under him tried to get up, but Wolverine's adamantium jaw was still embedded in its C.P.U. There was not a rational human there who did not give him a wide berth."

"Doom's nullifier ray effected magical powers too, so Thor couldn't swing his hammer. But he was still an Asgardian, and when Nimrod started to join the fight, he charged at him head on, picking up a fallen sentinel and using it as a hammer to beat nimrod into the ground."

"Nightcrawler lead the X-men, almost as well as Cyclops would have. When the Punisher radioed for help, his gang of heroes who started without powers pinned down, he led the charge to save them, and then went into facility X with the Punisher, cutlasses swing, sacrificing themselves to blow up Master Mold and get rid of the Sentinel project forever."

"Captain America could barely lift his own shield. But he just kept walking. Just kept putting one foot in front of the other. He managed to steal a jet and fly up to the Helicarrier before Spider-man blew it up. Nobody knows what happened after that, but rumor has it that Doom was so impressed, he has a shrine dedicated to Captain America in his castle."

"Deadpool never did shut up. I was there when he died; he just kept asking for an Avengers badge. I gave him mine. And then he went into a rendition of 'badger badger badger badger mushroom mushroom' for another hour after he died. I think he might still be singing it, if we could've found his body in the aftermath of the explosion."

"After it was over, me and the survivors gathered up what we could find to remember the heroes by; scraps of cloth, Cap's shield, Spider-man's web shooters. The Sentinels were gone, but one by one we all died anyway. There are only seven of us still alive."

"Of course, S.H.I.E.L.D.'s plan didn't work. There's more crime than ever without the heroes. But nobody realizes. Some sort of… psychic wave made everybody forget. There are a few people who still remember. An old buddy of mine, Stan Lee, made his living selling comic books of us so people might remember. But most of the people who make a fuss are hunted down and killed, or their memories erased."

He finished his story. The Yancy Street Gang stared at him, mouths open in astonishment.

"I feel like liquorice." Alex got up and searched the vending machine.

"Why didn't they erase Stan Lee's mind?" Oceana asked.

"Because they couldn't." The old man smiled. "Too much raw willpower to back down to any of S.H.E.I.L.D.'s psychics. Mastermind's the only one who's gone toe-to-toe with Lee's mind and not gone into a coma. He says they liked it too much in his head to leave."

"Okay, no way that really happened." Sofia shook her head. "It's too fantastic. No way could S.H.I.E.L.D. keep something that big a secret. No way could psychics even exist"

"Yeah." Steve agreed. "Did that really happen? It didn't, did it old man? I mean… you have to have some sort of proof right? Those memorials you mentioned?"

The old man leaned close. "Let me answer your question with another question." He said. "After hearing this, tall-tale or not, does it matter whether it really happened or not? Whatever you do next in your lives, however this story has effected you, does it matter whether thirty-five years ago these men and women walked the earth or whether they're just legends?"

Steve looked to his left, then to his right. Most of the gang, with the exception of Sofia, gave him a nod. "No, it doesn't." He said.

The old man smiled.

Almost a year later…

"No." The convenient store clerk folded his arms. "I have been robbed three times in as many months by you. I refuse to pay you any longer."

"Well that's too bad." The man covered in tattoos gestured to his goon, and overweight man wielding a chainsaw. "I guess you ain't protected from us anymore either then."

The shop clerk paled. "This never happened with the old Yancy Street Gang."

The tattooed man chuckled. "The old gang is ancient history. This is the real Yancy Street Gang."

The old man hid behind the magazine rack in the back of the store. He'd already called in the team. He set his daughter down. "You stay out of trouble, okay Suzie?"

The little girl looked up at him with her blue eyes. "'Kay daddy."

The old man walked to the front of the store. "You don't want to be doing that." He told the robbers.

"What, are you gonna stop us old man?" The tattooed man pushed him onto the floor.

The Old man got up slowly, and took off his glasses revealing the nasty burn marks around his eyes. "If I have to. But I don't think I will. I think the Avengers will stop you."

The man with the chainsaw let out a moan and backed away from the old man a bit in mock terror. The tattooed man looked at him and laughed. "The Avengers? Oooh, scary. I bet the boogey man will join them right?Are you seriously trying to scare us with comic book stories old man?"

"Yes. And I'll tell you something else… it's working."

"Shut your pie-hole man, or I'll get blob here to shut it for you."

"I can't do that. I promised a great man and a good friend something. I promised him that as long as I can still breath, the very pits of hell will quake and the most hardened of criminals and the most deranged of sociopaths will flee in terror when they hear out call. I'm going to keep my promise. Starting today."

"Well then." The tattooed man took out a gun. "It's too bad you're gonna have to stop breathing to keep that promise."

He pulled the trigger, but before the bang there was a small thwip. He yelled in pain as his gun backfired, the barrel covered in a sticky substance. The two criminals turned.

Steve stood in the doorway, holding Captain America's shield and wearing his uniform, a red eagle on his chest around a single star. Behind him, Sophia, the new Scarlet Spider, had her web shooters pointed at the two criminals. Her costume was black, and gothic, with red spider webs running up her shoulder length gloves and a scarlet spider emblazoning her halter top. Alex stood next to her, wearing Deadpool's mask and a cool looking trench coat and giggling excitedly. Ben, A.K.A. Ironclad, made an imposing figure behind them, wearing one of Iron-man's bulkier suits of armor. Oceana, the new Daredevil, twirled her billy club menacingly. Leo stood next to her, three adamantium claws attached to each glove. Cho was in the back, wearing oriental clothes speckled with stars and a moon, clutching the eye of agamotto in his hand as the new sorcerer supreme, the Sandman.

"Dude… no way." The tattooed man began to panic. "It can't be…"

"Dude… dude it's Captain America! And Wolverine! Holy #%$ we're dead!"

"Dude, say it." Deadpool said, taking Excalibur out of the golf bag on his back. "We all know you've been practicing it in the mirror. Just say it."

Captain America smiled menacingly at the two criminals.