Next Avengers copyright Marvel/Liongate

TRON copyright Disney

"The Power of Love" by Huey Lewis and the News

Next Avengers II: Son of Ultron
Chapter 01: Flynn Foster

all was tranquil and quiet within the hidden jungles of the Savage Lands...
this "lost world" of the Arctic Circle was well beyond the eyes of Ultron...for NOW, anyway.

days started the same as before any other day: with vigorous training.

but, the avengers were still "kids"
and, the long years of battle was starting to take it's toll on them.

[Village, morning]

a red haired teen in a dark blue jacket walked out of his hut.
he saw that most everyone were already awake and engaging in their activities.

James sighed sharply.
then, a ghostly figured suddenly appeared behind him.

"greetings, James."


James was startled...
then, relaxed when he saw the red/green robot in the yellow cape.

"oh,'s just you."

Vision looked at him, puzzled.

"did I startle you?"

"eh...kind of."

Vision blinked.

"oh...well, sorry.
I guess I have a tendancy to do that...Tony always did say I: "didn't know the meaning of the word privacy"

Vision suddenly paused, realising what he was doing.

"sorry...I forgot, that Tony-"

"it's okay, viz..." began James, looking glum

"I think it's better if we think of happier memories of Tony, than depressing ones."

James took a moment and looked around the area...

he saw Francis engaging in Target Practice with his Arrows Azari and Pym playing yet another game of "tag", and even Miss Ross fixing some lunch.

but, ONE PERSON was missing.

"say, Vision...where is Torunn?" asked James

"I believe she's at the river near here...she said she wanted to be ALONE."

James sighed.
he had a feeling at what she meant by that.

"i'd better go look for her."

as James left, Vision spoke suddenly.


james stopped and glanced back at the Android.

"it wasn't your fault, you know...
what happened to Tony wasn't your fault."

James inhaled, then exhaled deeply.

"i'm the leader, Vision.
the team is MY responsibility...and, I failed to protect the man who was like a father to me."

"speaking of "fathers" sound just like him."

James looked at Vision.


"Steve Rogers, YOUR father...
he tended to blame himself for failures, too."

James sighed sharply.

"yeah...I can understand that."

James finally walked off in search of Torunn.


a lone girl with long, flowing blonde hair sat by a riverbank...

she was dressed in Silver Armor, had a large sword lodged into the ground behind her.
and, had her head hung down, her hair hiding her face...which had visible tears.


Torunn raised her head up slightly, recognizing the voice calling her.


Torunn looked back, and saw the faint, far-off figured of James wandering around.


Torunn blushed for a bit, then called out to him.


James followed her voice, and soon reached the clearing.
he saw Torunn...who was still sitting alone by the river.

"Torunn, what are you doing here?"

Torunn eyed him.

"Not taking a BATH, that's for sure!"

Torunn turned away, trying to hide her embarrassment.

"I do THAT at dawn, when I'm SURE no one is awake."

It was James turn to blush.


Torunn began to sniffle a bit.

"Torunn, are you oka-"


James crossed his arms and eyed her.

"you sure don't sound "fine".

Torunn looked at James...then, sighed.
she looked back at teh stream and started to cry.

James then sat down beside her.

"what's wrong?"

Torunn wiped some tears from her eyes.

"it's my's all my fault." said Torunn, finally


"I SHOULD OF THREW HIM INTO THE SUN!" exclaimed Torunn, angrily, causing slight thunder to be heard

"HEY-HEY!, calm down..."

Torunn breathed heavily, then spoke again.

"I...I should of made SURE!, made sure Ultron was destroyed.
if I DID, he would of never returned, he would of never Killed Mr. Banner by using those Sakaarian chemicals-"

Torunn then buried her face in her hands, sobbing Fresh, Hot Tears.

"and...(choke, sob)
all those people...wouldn't of died when he came back to the city."

as the Asguardian teenager weeped, Jamed finally placed his arm around her.
since they grew up together, they were like "Brother-and-Sister"...and, he HATED to see her like this.

"believe me, Torunn...I know how you feel." began James, pain in his voice

"I blame myself for losing Tony..."

James wiped a tear from his eye.

"I should of stayed...I should of helped him."

Torunn looked at James then, she finally spoke.

"he knew...what he was doing, James." said Torunn, as if trying to convince herself

"I could of saved him."

"you would of been killed, James...
then, we would be without Tony AND, our leader."

Torunn then looked at him.

"and, I would of lost a "brother".

James looked down...then, sighed.

"if only things would of turned out differently." lamented James

Torunn looked forward and watched the water flow down the stream.

"perhaps they will..."

James looked at the young Thunder Goddess.

"have you...spoke with your father?"

Torunn nodded.


Torunn sighed.

"he only tells me to "never give up hope" and to "have faith that things will get better"

James exhaled.

"I sure hope he's right."

the two are silent for awhile...then, James speaks.

" and Francis." began James

"you two haven't been talking that much."

Torunn just scowled.

"is...something wrong?"

Torunn narrowed her eyes, then spoke.

"yeah, there is: HAWKEYE IS A FLIRT!"

james gulped, a little shaken at her Sudden Rage.

"s-so...I guess you caught him "putting the moves" on those native girls, huh?"

Torunn growled in her throat.

"okay, let's change the subject." said James rather quickly

Torunn huffed.


Torunn then looked at James.

"how is Miss Ross?"

James shrugged.

"okay, I guess...she's a little sad at what happened to Banner but, she doesn't let that stop her from keeping our spirits up."

Torunn frowned.

"does she hate me?"

"NO!, of course not!"

Torunn exhaled.

"she'd never say anything outloud...
but, I KNOW she's furious at my failure."

"Hey, look: the ONLY person she's furious at is ULTRON, not you."

Torunn huffed softly.
James then stood up and held out his hand.

"come on, Tor...let's go."

Torunn looked at James.

"you've been stuck in "self-loathing" LONG ENOUGH...
your father wouldn't, or should I say: DOESN'T want you to be like this...and, neither do I."

Torunn looked down, frowning.
she finally sighed, then took James hand.

the Teenager pulled her up onto her feet.
For the first time in a long time...Torunn actually smiled.

"good...that's the Torunn I know and love.
now, COME ON...let's go join our friends, we might even get a mission today."

Torunn nodded.
she then walked over, gripped her sword's handle and pulled it out of the ground.

once she sheaved it into the strap behind her back, she approached James

"your right...let's go."

the two teenagers both walked into the dense forest and headed back to camp.

[Meanwhile, deep within Ultron City]

a figure snored softly in a dark room.

just then, light suddenly turned on (just as it was programmed to do)
revealing a teenaged boy with Light Brown hair and Blue Eyes.

he was sleeping on what looked like an old couch, with a beanbag chair as his pillow.

the boy raised up out of the raggy and torn blankets he yawned loudly, stretched his arms then scratched his head a little.

the room he was in was small, and looked like someones office (or, what was left of it, anyway)
trash and dust littered the place, indicating nobody had been here for a LONG TIME.

the teenaged boy got up.
he placed his bare feet on the floor, sitting from on his couch/bed in a slouched posture.

he was wearing blue jeans and a black T-shirt, which were torn and tattered and, he immediatly grabbed his "jacket"
which was a ripped-up Lab Coat that he found at an abandoned lab.

the dirty white coat still had a faded nametag on it.
which only read: "J. Foster" on it, the rest of the writing was unreadable

The boy put on the coat/Jacket got up, and approached a small fridge for some food.

he opened the door, which showed nothing more than a soupcan.

the boy sighed, he knew he's have to go into the city to search for more food (which was pretty difficult)

he finally walked out a door and down some stairs.
after opening another door, and walked into a large room, filled with beeping Arcade Games.

loudspeakers began to play various, 80s rock music

"don't need money...don't take fame.
don't need a credit card to ride this train

might be sudden, and cruel sometimes.
but, it might just save your liiiiiife: that's the power of love."

The boy soon approached the front door and walked outside.
he walked forward into the empty streets...then, looked back at his "home"

it was an old Arcade, with a Flickering Neon sign that read "FLYNN'S"

the boy then ran forward towards the city.
making sure to keep to the shadows as best he could.

[Savage Lands]

James and the Avengers kids walked into a hut where Vision was.

Vision looked at them and smiled.

"ah...welcome, avengers."

"let's skip the small talk, rusty." began Francis

"tell us why we're here."

James eyed the archer.

"oh, yes...of course."

Vision placed an orb on a wooden table and activated it.
the orb then projected holo-graphic images.

"A-HA-AWESOME!" said Pym

"I have recently discovered that Ultron has put a new Robot Factory into work." began Vision

"because of the Factory's massive size, I became worried of what Ultron was building and went to investigate."

"what did you find?" asked James

Vision sighed.


Vision projected the hologram of a bulky looking robot.

"this machine will be HALF the size of Avenger Giant Man, AKA "Hank Pym Sr."
and, it's primary purpose is to cause MAXIMUM DESTRUCTION and wipe out entire armies."

the avengers looked shocked at this.
then, James finally spoke.

"how close is his progress?"

Vision looked at the kids.

"he's nearly complete his first "destroyer"
but, by the looks of things...he intends to build MORE."

James narrowed his eyes.

"then, we gotta destroy that factory...before those things destroy us."

"agreed...I have already imputed the factory's location into the new Quinjet." said Vision

we're not leaving RIGHT NOW, are we!" exclaimed Francis

James eyed him.

"yes, Francis...we ARE.
but, your welcome to stay here and play "robin hood" if you want."

Pym snickered.

"yeah, it's probably for the best...Francis is probably scared." said Azari

this got Francis riled up.


Azari grinned, crossing his arms.

"prove it."


Francis marched out, obviously headed towards the jet's underground hanger.
once he left, azari held out his hand...which Pym slapped.

"get's him EVERY time."

Torunn crossed her arms.

"maybe leaving him here isn't that much of a bad idea...
Francis IS a bit of a "loose cannon", not all that dependable in battle."

Azari and Pym smiled.

"sounds like SOMEBODY is still feeling grumpy."

Torunn growled at her "brothers", then walked off.

James then exhaled.

"come on, you two...we've got a mission to complete."

the young avengers then walked out of the hut, heading towards the hanger.

it wasn't long before the quinjet rose up from it's open hanger doors and, blasted off at super speed towards the mainland...towards ULTRON CITY.

[Ultron City]

the quinjet soared over the metallic city that used to be NEW YORK...

James was at the Controls of the jet, with Pym right next to him.
the others were sitting in seats behind them, just waiting for action.

"okay...we're nearing the Factory, we should be closing in VERY SOON." said James

Francis smirked.

"Hmph, I'm surprised we haven't been shot at by now..."

"that's because of Vision's upgrades to the quinjet." began Pym

"our stealth mode is working just as he predicted it would."

Francis crossed his arms.

"i still don't trust that robot..."

Azari snickered.

"you don't trust ANYBODY, barton."

Francis glared at the "prince"
he then looked at Torunn...who was silent.

"torunn, I-"

"don't talk to me." said Torunn coldy

Francis looked at her...then, spoke again.

"tor, i-"

"silence." said Torunn, her voice still cold

"torunn...what's wrong?
are you mad at me about something?"

Torunn glance at him, her eyes cold.

"why don't you ask your "other girlfriends"...perhaps THEY can tell you."

Francis fell silent, realising just what Torunn was angry about.

"Torunn...COME ON!
you know those girls don't mean a thing to m-"

"is that what you tell EVERY girl you like?"

"tor, I-"

we have nothing more to say."



Francis finally sighed sharply and kept quiet, realising it was pointless to argue with her.

the jet finally neared the factory...which was LARGER than the young heroes expected.
James landed the jet several feet away from the structure and, activated it's cloaking, rendering it INVISIBLE.

the Avengers then exited the jet.
they gathered together and stared at the Factory.

"(Whistle) big place." said Francis

James activated his holo-shield guantlet.

"not for long..."


the lone boy was walking down a dirt path near the borderline of the city.
he was lost in thought, wondering about many different things at once.

mostly about how the world got so bad.
what it USED to be like, and HOW it got this way.

AND, why he couldn't remember ANYTHING about his life.


the boy suddenly looked up, started by a faint tremor.
he looked and saw a dense trail of smoke that appeared to be coming from somewhere in the big city.

as he watched, he suddenly noticed something SHINEY in the sky.
it almost looked like a star, but he KNEW it couldn't be was NOONTIME.

the boy then saw WHATEVER it was falling...TOWARDS HIM.
in panic, he ran off...trying HARD not to get hit by whatever was falling.


something hit the ground HARD, knocking some dust around.
the boy peered over his hiding place and looked to see what it was.

as the dust settled, he saw what looked like...a Silver BROADSWORD!
curious, the boy stood up and slowly approached the strange weapon.

the sword sparked with electric sparks, which started the boy a little.
never-the-less, he continued to approach it...getting CLOSER and CLOSER.

he finally got close enough to examine it.
strange writing was engraved into it's blade, in a language he didn't quite understand.

after a few minutes, he finally took a chance and reached for it's handle.
he hesitated, pausing for just a moment...but, eventually gripped it tightly.

he tried to pull it...but, it remained lodged into the ground.
determined, he pulled it again...the sword started to shift.

with one last tug, he ripped the sword out of the earth.
as soon as he did, he heard a faint sound of THUNDER.

the boy looked at the sword...AMAZED at it.

suddenly, a red spotlight shined on him.
the boy looked and saw dozens of hovering robots surrounding him (ALL shining their lights on him)


the robots fired their lasers.
the boy gasped, then quickly leaped out of the way.

the robots fired at him AGAIN.
the boy held the broadsword like a "shield", closing his eyes TIGHTLY.

at that moment, an electrical dome appeared over him.
this deflected the laser bullets, sending them flying in all directions.

shocked, the boy opened his eyes...and, REALISED what happened.
grinning, he wielded the sword and charged after the robots.



the boy swung the electrically charged sword which easily sliced thru the machine, cleaving it in TWO.

he then held the sword up...and, suddenly shot multiple lightning volts from it.
the volts hit various robots, which either made them explode OR powered them down.

MORE robots flew towards him.

While this was going on, Torunn was flying close to the ground and, heading CLOSER to where the battle was taking place.

"grrr...i can't believe i dropped my sword." grumbled the Asgardian

"as soon as i get it back, i'm gonna-"


Torunn gasped as a robot "flew" towads her.
as she evaded, she soon realised that it was "flung" towards her.

she looked in the direction where it came from...and, saw what looked like a battle.
curious, she flew towards it...then, stopped and gasped in shock.

she saw a boy (no older than HER) dressed in raggy cloths fighting Ultron Drones...with HER BROADSOWRD!

and, fighting "pretty darn good" with it, TOO.

this didn't make any sense at all.
like ALL Asgardian weapons, her sword was mystically enchanted.

as far as she knewm only SHE could lift it.
so, HOW was this...this "Strange Boy" fighting with it?

and, for that was he suddenly So Good at using it!

Torunn watched as the boy fought the drones with her sword.
he charged it with lightning, then swiped it in the air HARD.

this sent a Wave of Electricity that hit several drones.
which either shut them down, or make them explode.

soon MORE drones surrounded the boy and aimed their laser weapons at him.

"SURRENDER." commanded a drone.

the boy narrowed his eyes.
he then gripped the sword by it's hilt and charged it with electricity.

he then tossed it like a boomerang.
making the electrical charged blade spin a "buzzsaw"

the spinning sword cut straight thru teh drones, one-by-one.
the sword then returned to the Boy, who caught it's hilt in his hand with ease.

Torunn's jaw hung open, her eyes wide as saucers.

"by ASGARD..."

only ONE drone was now left.
after several minutes finally turned and flew away.

the boy then exhaled, depowering the sword.
he then looked at it, confused at what this weapons was...or, where it came from.

Torunn chose THIS moment to reveal herself.


the boy looked and saw a girl with long, mane-like blonde hair dark blue eyes and clad in a silver, viking-like armor "fly" over to him.

"that's MY sword!"

the boy looked at the sword, then back at "the girl"
he blushed bright red, then offered the sword back to her.

Torunn took it and put it back in the sheave strapped to her back.
he then looked at the boy...who just stood there, a neutral expression on his face.

"that was some impressive fight back there..." began Torunn

the boy shrugged, smiling weakly.

"so, who taught you to fight like that?"

the boy said nothing...he just made a "confused" expression.

Torunn eyed him

"taught yourself, huh?"

the boy nodded with a smile.

"so...what's your name?"

the boy made a blank expression...he then shrugged.

"you don't have a name?"

the boy shook his head, sadly.

"can you talk?"

the boy once again shrugged, as if confused.

"oh...i see.
you CAN talk, you just don't know how."

the boy nodded at her.
Torunn exhaled sharply, then looked at him, again.

" you have a home?"

the boy nodded, he then grabbed Torunn's hand.
the girl gasped as the boy ran, apparntly leading her someplace.

he soon brought her to an old, abandoned Arcade Building.
he pointed proudly at the place, a cheerful smile on his face.

Torunn gazed at the building.

"videogames...hmm, that WOULD explain your fighting skills."

Torunn continued to stare at the building.
she eyed the sign that simply said "FLYNN'S"


Torunn then looked at the boy and eyed the "labcoat" he was wearing.
she looked at the ID badge, and saw the name "Foster" on it.


Torunn crossed her arms and pondered a bit.


Torunn's eyes then lit up.
she quickly turned and approached the boy.

"Hey!, i've got it!
since you don't have a Name, how about I give you one."

the boy seemed to smile.

"How about: "Flynn Foster."

the boy tapped his finger on his chin, as if thinking.
he then looked back at Torunn and smiled, nodded his head.

"great!, my name is "Torunn", by-the-way."

Flynn smiled.

"can you say that?: Toooooor-run."

Flynn opened his mouth, as if trying to speak.


"yes, that's it: Tooooor-run."


Torunn sighed sharply realising that this was the "best" she would get for the moment.

sure, let's go with that for now."

Torunn then took Flynn's hand.

"come on...let's go find my "brothers" began Torunn

"they should be done with their mission by now.
so, we should be all ready to go home."


i live in a nice Village in the Savage Lands, you'll LOVE IT."

Flynn looked back at the Arcade, a sad look on his face.


Torunn touched Flynn's shoulder, looking at him.

"this ISN'T your home,'s a Ruin.
your not safe in this place, but you WILL be safe at my village."

Flynn looked at Torunn.


Torunn nodded.

"YES...i'm taking you Home, to OUR home."

Torunn offered her hand to him.

"come on..."

Flynn looked at Torunn.
though he hesitated, he finally reached out his hand...and, touched hers.

Torunn held his hand tightly.
she then picked Flynn up by his legs and back and flew up.

"hold tight, now."

Flynn did as she said, and held Torunn TIGHTLY.
the Teenaged Asgardian finally flew off into the city.

where the rest of the Avengers were no doubt waiting.

Author Note: certainly took me awhile to get "Chapter One" posted (which is kind pathetic, whenever you think about it)

Anyway, this chap was meant get Readers familiar with how things are going
and, to introduce my "Flynn Foster" OC (and, hopfully get people to like him)

the idea of Iron Man and The Hulk being killed by Ultron
is based somewhat on what happened in a Marvel Comic Book (which featured the Next Avengers)

Flynn living at "Flynn's Arcade" is obviously based on TRON and TRON: Legacy.
though, the "80s Music" that I chose is from Back to the Future (it's also meant to foreshadow things to come)

I also thought it would be cute for Flynn to not know how to speak
and, for Torunn to not only give him a Name, but teach him how to talk.

It should also be worth noting that the "J. Foster" nametag
is based on Jane Foster, Thor's Human Girlfriend from the comics (which further enforces the TorunnxFlynn romance, here)

Also...the fact that Flynn could wield Torunn's Sword
is meant to hint that there is "more than meets the eye" to Flynn.