Infinity Crisis: The Girl From T.O.R.O.N.T.O.

[Movie-Brat]

Hello! Since Fanfics are now allowed for this section, I have been doing plenty of these in the past year and in 2022. 

It's been what's occupying me. But I figured why not test them here? But wondering why Infinity Crisis? It' spun off from that fanfic and since dozens of authors have made their fanfics spun off from that universe, thanks to a friend of mine, I decided to throw my hat into the ring.

Here is said story. 

https://fanfiction.net/s/12926816/1/Infinity-Crisis

So, here's everything I wrote. Author's Notes and all. Hope you enjoy!

Author's Notes:

It has been a while getting into the fan fiction game but I've never stopped thinking about crossovers one bit.

And this is my first time throwing my hat into the ring regarding Infinity Crisis thanks to a friend of mine, Ben2Dartmouth, who has been at this longer than me, which in turn is connected to Infinity Crisis by Michael Weyer. After I suggested multiple ideas to his series Infinity Crisis: Glimpses and seeing Doctor Strange in the Multiverse of Madness, Ben advised I get into the act and ultimately, this is the idea I went with to start things off especially as me getting into the groove of things and certain details I'll reveal at the end.

But I hope you enjoy!

"I am Uatu, The Watcher. I have looked over the Multiverse for eons since the beginning of the universe. Worlds that prospered, others that have not. Success, tragedy, I have seen every outcome and made the oath never to interfere.

From the tale of Captain Carter. T'Challa becoming a heroic figure of the cosmos. The Sorcerer Supreme ending the world. To the tale of Point Place being a home base for a group of Skrulls. The meeting of Captain Marvel, Black Widow and Supergirl. The next generation of Spider-Friends.

Even the exploits of the most evil the Multiverse has to offer such as the proactive evils of Freddy Krueger, Doctor Doom or the Daleks. But also the most heroic such as The Avengers, the Sailor Guardians or the many incarnations of the Doctor.

So many universes, so many possibilities with their own stories to tell. The number is infinite. A new universe is born every day.

This is one of the many tales of the many universes across space and time.

It was the year 2002 in Toronto, Canada. A year of change for a young thirteen year old Chinese Canadian girl named Meilin Lee. Her ability to turn into a red panda, an ability that has descended from generation to generation, had finally blossomed. One she came to embrace unlike most before her, not since the likes of Sun Yee.

After a rather destructive yet amusing incident that had been given the name of Pandapocalypse 2002, life had went on with mother and daughter finally coming to an understanding.

In this universe however, while things have played out accordingly, Meilin and her friends had a new adventure. One that continues to be ongoing. For Nick Fury, the head of Shield, he had started an experimental division training future young agents. Meilin was among the first based on her fight with her mother when she turned into a giant red panda in the aforementioned Pandapocalypse. However, Meilin's friends ultimately got recruited as well due to having a watchful eye on her first mission involving a rescue of a fellow Shield agent being held hostage by the former Cobra emperor Serpentor. Tonight however, will soon be something out of the ordinary than usual."

Meilin opened her locker to reveal a beeping communicator in the shape of a small disc with the Shield logo. With an irritated sigh, she looked left and right, even from behind to make sure no one was looking.

Pressing it, a holographic message read:

New mission, after school. Now.

After closing the locker, her friends Miriam, Priya, Abby and Tyler were standing to her right as if they were expecting this moment themselves.

"Shield?" Meilin duly asked.

"Yeah." They replied in unison in the same dull tone as they held their communicators.

The school bells rang with dozens of children leaving. Meilin and her friend rushed out of school and began to search for Nick Fury or one of the other Shield agents. As they turned to the right, they saw an older woman in casual clothing consisting of a brown blazer, red vest, jeans and black leather boots with aviator sun glasses to complete the look.

She looked directly at the children, beckoning them to come over right now.

"I'm going to guess that's Melinda May." Priya dryly said.

"She's so mean!" Tyler groaned as he and the others walked over.

"She's awesome!" Abby shouted in excitement.

As the five friends walked behind the school-following Melinda May, they soon came across a limo.

"Get in." She ordered as she opened the limo door.

The young agents reluctantly obliged and closed the door while May went to the other side to join Nick Fury sitting in the opposite facing the young agents.

"Wait, you're not even driving?" Miriam asked May in confusion.

The back window rolled down to reveal Phil Couson as the limo driver.

"No that'd be me!" Said Coulson.

"You have to be our driver too?" Meilin asked in confusion and annoyance. "It wasn't enough you're our principal?"

"Hey, it's required our trainees have adult supervision." He retorted as he drove away from the school.

"If we can get on topic finally," Said Fury, armed with a laptop on a small retractable table. "Your latest mission is an important one."

"Fury, every mission you say is important!" Miriam groaned.

"This one in particular is special." Fury responded before turning to Meilin. "Lee, you remember Benny Blacktooth, right?"

"The guy who tried to buy the temple?" Meilin responded in confusion as her red panda ears appeared suddenly. "How do you-?"

Instinctively, she looked at May.

"Right." Meilin sighed before continuing, "Yeah, he wanted to pay off mom by paying the 100 million dollar debt to rebuild the skydome since he's an honest 'businessman' he likes to brag. She refused."

"And to be honest, my mom and I felt bad guy vibes from him." She added.

"Well your instincts are right." Fury said as he handed the young agents a file.

They looked through the file to find pictures of a thirty year old Chinese man, dressed in formal business attire along with newspaper clippings of various misdeeds pointing to him but all ended with him absolved of all crimes with no jail time.

"Benny Blacktooth is far from being the honest business man he claims to be." Fury explained. "Born in Little Rock, Arkansas; Benny Blacktooth made a name for himself as a notorious gangster. One who always slips through the cracks. Always making his fortune through extortion, eliminating the competition, the works."

"What's he even doing in Toronto then?" Asked Tyler.

"No one knows." Fury responded. "But an informant of ours managed to get a few details."

He continued on, "There's a weapons deal about to go on tonight at 7:00 P.M. at the abandoned McBarge in Vancouver with a man named Gustave Lytton. This is where you kids come in."

"What?!" The kids cried in unison.

"You do know you're sending thirteen year olds on a dangerous mission dealing with a notorious gangster, right?" Asked Priya.

"And with weapons?!" Tyler chimed in.

"You forget that you're sent adult supervision in these missions. We're not Woohp." Fury retorted.

"You won't be unarmed." May added as she brought up a metallic briefcase and opened it.

"Your gadgets." Fury said as he picked up each item to show off to the young agents much to the delight of Abby who clapped her hands with glee. The gadgets were always her favorite part in these missions.

"First," Fury took out a silver pen. "This is a laser pen. Twist counterclockwise on the bottom, a simple laser blast comes out. Twist counterclockwise on the top, you get a mini rocket launcher."

"I want one!" Shouted Abby with a demented excited smile on her face.

Fury stared at her with wide eyed shock on his face.

"Don't give her the pen yet." Fury turned to May, who nodded her head quickly in agreement.

Clearing his throat, he continued on.

"Next is this." Fury took out what looked like an inhaler.

"That's just an inhaler." Miriam pointed out.

"Except it's a spray that turns you invisible." Fury responded. "You know the phrase being a fly on the wall? Keep that in mind."

"And then we have this thing." Fury pulled out what looked like a stylized looking futuristic gun in metallic black and gray.

"You're giving us guns?!" Miriam asked in shock.

"These aren't real guns!" Fury said irritably. "These are projectiles that shoot out glorified paste."

"So, basically a modified glue gun that's extra hot and sticky." Priya bluntly said.

"Smart kid." Fury said, a little impressed.

"And finally," he continued on as he pulled out a pair of sunglasses, a pair that resembled something out of The Matrix. "Visual audio specs. Press the button on the outer rim and video and audio recordings will be transferred back to us."

"Sweet!" Tyler snagged a pair from Fury, impressed by the stylish looking specs as he placed it on his eyes doing his best Keanu Reeves impression.

"But one last thing," he added. "Considering you're going to be spying on Blacktooth, you'll meet our informant there."

"Who?" Meilin asked out of curiosity.

"I am neither going to confirm or deny the identity. You'll meet the informant when you do." Fury replied simply.

"How exactly are you going to take us to Vancouver since it's like 50 miles away from here?" Priya asked skeptically.

Fury in response snapped his fingers. To which Coulson in turn, drove to the right. Going into an empty alley that was spacious enough for the limo to drive into. And pressing a simple button, the limo then had its wheels morph into rocket thrusters and wings sprouting from the bottom and took off into the sky as if it were the Delorean time machine from Back to the Future.

While the veteran Shield agents remained calm and nonchalant, the younger agents had panicked looks on their faces.

"Right." Priya said in dry shock. "You do have rocket cars..."

"Don't even bother asking about your parents." Fury said. "The old after school activities excuse does the trick every time."

After a few hours of air travel, they arrived a few blocks away from the McBarge around an abandoned building as the young agents got into their Shield uniforms, blue, dark gray and white boots and gloves were the standard colors. While the veteran agent Melinda May managed to put hers on.

"It's almost seven!" Fury said irritably as he saw them leaving the building now fully dressed into their uniforms.

"Hey, these outfits take time to put on!" Countered Meilin in annoyance to her superior's impatience.

"And they itch!" Abby concurred as she scratched her back to make the point clearer with the others nodding in agreement.

"In any case, " Fury said. "The deal is about to go down. I'm going to need two of you to sneak into the McBarge and the rest stay behind to keep an eye on things in case the entire mission go wrong."

"I'm going in!" Meilin volunteered.

"Me too!" Miriam concurred with her friend.

"Then you know what to do." Nodded Fury.

"How long are we going to be invisible?" Asked Miriam as she and Meilin sprayed themselves with the invisible spray.

"About ten minutes." May responded. "Afterwards, you'll need to spray again to keep up the illusion."

"I'm on it!" Meilin said as the spray took effect, rendering both her and Miriam completely invisible.

"Wow, it worked!" Meilin cried breathlessly.

"It's like the invisible cloak in Harry Potter!" Miriam expressed similar amazement.

"We're on the clock!" An annoyed Fury said as he cleared his throat to get the attention of the two girls.

Both girls rolled their eyes and finally dashed their way to the McBarge, still anchored in Burrard Inlet. Following a few other individuals going inside after crossing a small bridge including a man with long white hair in a ponytail wearing a green suit, the two invisible girls managed to sneak inside just as the doors closed.

The inside was covered in rust and dirty broken discarded tables across, everything was mostly stripped apart. Only thing occupied were the shady people of a small variety and a dozen crates surrounding them. All led by a tall, lean Englishman dressed in dark formal business clothing.

But Meilin recognized the lean Chinese man with dark sunglasses and a black blazer.

"Benny." Meilin hissed quietly as she put on the visual audio specs as did Miriam following suit. Both pressed the outer rim to start the recording.

Close by now that the individuals were inside; Priya, Abby, Tyler and May sat on the docks with the latter overseeing progress on her own laptop.

"I got audio and visual!" May said to Fury as she pressed on her earpiece.

"Good." Fury responded as he oversaw the footage on the laptop as well. "Likewise here."

Pressing on his ear piece again, "Now Meilin, don't do anything stupid."

"I won't!" Meilin whispered, slightly annoyed.

The two girls stared intently at the deal. The individuals consisted of mafia people but also some colorful individuals in comparison such as the only three members of Cobra left being Cobra Commander, Destro and the Baroness.

"I assume everyone is here." The Englishman simply said with a cold look on his face as he eyed the participants.

"It's not as if you invited the entire criminal underworld, Lytton." Benny Blacktooth said sardonically with a small smile on his face.

"I simply only invited the most promising customers. You included, Mr. Blacktooth." Lytton responded.

"If by invite, you mean sneaking into my home somehow." Benny sarcastically said with a sneer.

"Only done to get your attention." Lytton rolled his eyes and responded in a deadpan manner. "But we have two more guests who have yet to arrive."

As if on cue, two sets of alien troopers had arrived in a bright flash of teleportation: twenty of the Judoon and twenty of the Sontarans.

The willing customers were shocked at the presence of space aliens before them. Even to the young and veteran Shield agents much to their shock.

As Fury watched on the laptop, he instinctively took out of his pocket a 90s pager. He eyed on the live footage waiting for the chance to call.

"Relax, they're among those invited." Lytton assured his customers. "Specifically, they're my associates."

"Believe me, I've seen weirder." Valmont groaned and muttered as he recalled Shendu.

"Do not waste our time, Lytton!" The Judoon commander growled in annoyance.

"I concur with the lesser soldier." The Sontaran commander known Stratz said, whose insult elected a growl from the Judoon before Lytton had managed to break the two apart from a potential fight.

"Admittedly I did not have aliens on my mind." Blacktooth said with intrigue in his voice. "But things have suddenly got interesting."

"I don't know about this, boss." A member of Blacktooth's gang said.

"Chill." A female associate berated to him slightly. "We're here for the deal, aren't we?"

"Exactly." Blacktooth concurred.

"Can we get on with this?" Cobra Commander said irritably. "I'm eager to rebuild Cobra anew despite reuniting my loyal subordinates!"

"His only two loyal subordinates." Destro muttered to the Baroness.

"I heard that!" Cobra Commander screeched in annoyance to his comrade.

"Enough talk!" Said Hammerhead. "Just what is it you're selling?"

"Seconded." Valmont concurred. "I only came to Vancouver just so I can get away from Chan after one too many incidents."

"I got bruises on my bruises." Ratso said to Finn quietly to which Chow uncomfortably scratched his right arm due to his own bruises.

"These crates before you contain advanced weaponry." Lytton said as he opened one that was placed in front of him. "Some are reconfigured from Stark and Hammer technology. Others are fused together with Kree and Chitauri technology."

He lifted up a particular advanced looking rifle in silver.

"This particular weapon is called The Point Three. It can shoot multiple rounds every three point five seconds, hence the name."

Lytton demonstrated by shooting the weapon at where the kitchen area used to be in rapid succession.

"Whoa!" Ratso whistled.

"Impressive!" Blacktooth smiled, exposing his black obsidian tooth on where the third tooth of the upper jaw is supposed to be.

Meilin was gagged softly and quietly upon seeing that smile.

"What about this?" Blacktooth pointed to another crate next to his feet.

Opening it, Lytton pulled out a pistol with a spring and pincers on the front.

"The disintegrator." Lytton responded as he fired the now empty crate in a flash of bright green light morphing into until it dematerialized with nothing to indicate something had been there before.

"Self explanatory really." Lytton gave a small grin. "One blast is what it will take as if nothing had ever existed then."

"That's not bad!" Hammerhead said with an impressed tone in his voice.

"There are specific individuals at a particular temple in mind I would like to get out of the way." Blacktooth gave a sadistic grin.

That had done it. Meilin growled furiously but lowly as Miriam looked at her friend in concern.

"Meilin, do not do what I think you're going to do!" Fury shouted over the earpiece.

"Save it, Fury!" Meilin hissed as she broke the earpiece after removing it by stomping on it.

With that, she transformed into her red panda form, still in furious mode.

But suddenly, Blacktooth sneezed again. This time, violently having sneezing fits.

"Are you even alright?" Lytton asked Blacktooth in confusion.

"Sorry! I'm allergic to fur!" Blacktooth apologized as he continued to sneeze. "Is anybody wearing a fur coat?"

Everyone amongst themselves mummered that they were not. Lytton however was suspicious.

"Scope the area." Lytton said to both the Judoon and Sontaran commanders as he pulled out a laser pistol. "There's something suspicious going on."

They obligated as the two alien factions began to search, as did Lytton.

But he stopped short of walking as he noticed a peculiar shadow. One resembling a red panda and yet, no body seemingly attached.

"Uh-oh!" Lytton heard.

In response, he fired at the mysterious intruder. Especially just as the invisible spray had worn off exposing both Meilin and Miriam. They managed to avoid the laser blast

"Crap, we've been compromised!" May shouted.

"Amazing you didn't blow our cover, this time." Priya said to Abby in a deadpan manner much to the Korean girl's irritation.

"Those were accidents!" Shouted Abby, annoyed by the reminders from previous missions.

"Enough!" May shouted at the three remaining young agents with a pistol in her hands. "We're going in!"

"Time for action!" Screamed Abby as she eagerly brandished the laser pen.

"Do we go?" Coulson asked with his weapon drawn.

"We're not sitting around!" Fury exclaimed as he rushed out of the limo.

"That's what causing my sneeze?!" Blacktooth exclaimed in fear as he pointed to Meilin in her red panda form. "Achoo!"

"I came here to avoid the weirdness!" Valmont groaned. "Seeing aliens was bad enough!"

"It kind of looks cute though." Ratso said, much to the chagrin and confusion of Finn and Chow.

"They're spies!" Cobra Commander exclaimed as he pointed at the Shield uniform on Miriam.

"Shield!" Hammerhead shouted. "I should have known these guys would be after us! But why are they kids and the other some overgrown red mutant raccoon?"

"Who cares?!" Blacktooth shouted as he sneezed again. "Get them!"

"Stay away from my family!" Meilin screamed in anger as her eyes glowed red and her claws sharpened.

"What?" Blacktooth asked in confusion.

The doors then burst open to reveal May, Priya, Abby and Tyler, all ready for action with May aiming the gun, Priya putting her arms forward as if she is prepared to cast a spell and Abby and Tyler ready for a throw down.

"Shield! Freeze!" shouted May.

"We have been compromised!" The Judoon commander shouted. "Fire!"

Both the Judoon and Sontarans fired their weapons with the villainous parties following suit. In turn, May fired her gun with various members of Blacktooth's gang and Hammerhead's gang charging at her but in turn, she fought them easily in hand to hand combat. Flipping various opponents, knocking them unconscious with hard, swift punches and kicks.

Lytton in the meanwhile being the careful strategist, opted to find cover instead and shoot when in sight.

A few of the Sontarans and the Judoon began to fire at Abby, Miriam, Priya and Tyler. Miriam ducked every laser blast until coming across one of the Sontarans.

"You're finished, girl boy!" A Sontaran said.

Thinking quickly out of desperation, Miriam fired the glue gun at the blaster hole of the laser rifle just as the Sontaran pulled the trigger. In turn, the gun exploded-sending the Sontaran flying back a few and crashing onto a random Judoon. Both fell to the ground.

"Cool!" Miriam smiled.

"I'm ready to kick butt!" Abby shouted in Korean as her battle cry as she charged into battle.

"You will not get pass me child!" The Judoon commander shouted in his language.

In response, Abby instantly punched him hard in the crotch much to his shock and displeasure. He wheezed and yelped in pain as he keeled over onto the floor.

"Wow!" Abby breathlessly exclaimed in amazement. "Rhino man's got nards!"

With a demented smile, she charged into battle again as she fired the laser pen, turning the bottom counter clockwise constantly-screaming into battle as if she were Xena Warrior Princess.

Priya and Tyler in the meanwhile also fired the glue guns at various mob enforcers from both Blacktooth and Hammerhead. Both aimed at their feet and hands, getting them stuck completely and then being kicked and punched by the two thirteen year olds.

But then turned to various Sontarans and Judoon firing at them. Priya managed to fire at the eyes of one of the Sontarans.

"AAAAHHHH! My eyes!" One of the Sontarans screamed in pain as he unfortunately made the crucial mistake of using his hands to wipe off the glue but instead, his hands were stuck to his face and soon slipped.

Priya even fired another round at one of the Judoon, specifically at the front of one of their guns. Upon pulling the trigger, the gun exploded, sending the Judoon unit back, sliding across the floor like a hockey puck.

Tyler in turn, fired the glue gun at another one of the Judoon in the crotch area. Said Judoon keeled over in pain before he could fire a single shot.

Tyler even shot one of the Sontarans directly square in the chest, causing him to shoot at another Sontaran by accident.

Priya and Tyler gave each other high fives in accomplishment.

"Nailed it!" Priya smirked.

"Oh Yeah!" Tyler grinned.

"Do not even try anything!" Shouted Destro as he attempted to grab both children.

Priya and Tyler managed to leap out of the way. Tyler however managed to open one of the crates to reveal one of the weapons.

"Stay back!" Priya said as she aimed the glue gun at Destro.

Destro laughed in response, "You think I am easily intimidated by a mere child? Who do you take me for?"

"Yo! Metalhead!" He heard Tyler shout.

Annoyed by the insult, Destro turned to see Tyler with one of the weapons from the crates. Tyler fired the weapon directly at Destro's face and upon impact, he struggled to remain standing.

"What... have... you done?!" Screamed Destro. His entire body gave in and his face, encased in a metal mask, clinged to the floor as if a magnet had trapped him.

Tyler and Priya looked at Destro and then at each other in shock.

"Okay, I swear I thought this was the anti gravity gun!" Tyler rapidly said.

Blacktooth in the meanwhile, had been running from Meilin, still in her red panda form. She had been crawling on all four paws as he ran around screaming for his life whilst still violently sneezing with the red panda in hot pursuit.

However in her pursuit, she tripped on a crate and fell over. With a single poof, Meilin transformed back to her human self. Blacktooth stopped in his tracks and turned around much to his amusement, the daughter of Ming Lee was the red panda the entire time. Meilin now looked frightened as she attempted to crawl back away from him, losing her confidence.

"My, my." Blacktooth smiled in a sadistic manner. "I should have known it was you!"

He menacingly approached her as he cracked his knuckles. Meilin gulped as she saw him walking toward her.

"So you're the red panda I've been seeing on the news lately." Blacktooth commented as his shadow looked over Meilin completely. "Was the big one your crazy mom?"

He then leaned down toward her with a threatening smile on his face as he pulled out a simple 9mm pistol.

"Just want to say, don't worry." Blacktooth grinned. "I'll tell your mom I took good care of you."

Then Meilin smiled much to his confusion. She kicked him in the groin and transformed again into her red panda form and just as he looked up, she thrustered herself with the momentum from the transformation-headbutting directly into his mouth.

Blacktooth flew into mid air as he screamed before landing onto one of the crates, breaking it and one of the weapons inside entirely. Unknowingly, he had crushed the gun that had the ability of the Weeping Angels.

"Don't you ever dare make fun of my mom like that!" Meilin shouted angrily at Blacktooth. "Ever!"

Meilin also noticed something small fall close to her feet. She recognized it was the black obsidian tooth from his mouth. Along with his destroyed sunglasses.

"Awesome!" She grinned victoriously.

Her victory was short lived as she forgot there were other parties involved and a variety of lasers fired by two of the alien factions now had it in for her. Meilin then ran for her dear life but stopped in her tracks. She faced a few Judoon and Sontaran soldiers along with a few more members of Blacktooth's gang and Chow who were all ready to come at her.

However like a bull, she dug her paws into the floor and instantly ran toward them. Chow and the Blacktooth gang members expressed fear as she drew closer and instantly tried to run away but it was too late despite the attempt from a few Sontarans and the Judoon firing at her.

For Meilin rammed them so hard that much of the parties were sent flying. Some landing on their own men or different men like members of Hammerhead's gang or flying into crates-breaking them open or in the case of Chow, landing face first on the concrete pavement.

"I hate this job." Chow groaned with his voice muffled.

From behind, another Judoon was prepared to fire at her from behind while she was distracted. But unintentionally, her tail slapped the Judoon unit before he could do anything.

He grunted in annoyance to which as Meilin turned around, her tail whacked him again. Meilin grinned wickedly as turned around yet again but this time, she used her tail to whack him again but with the use of her gyrating moves.

The tail whacked him rapidly more and more at fast succession to the point of making him feel dizzy. Until finally, the Judoon unit was kicked in the face by Meilin's paws from her legs like how a bull kicked their legs.

The Judoon unit was sent flying, completely crashing onto one of the crates, destroying one of the weapons completely.

Fury and Coulson then arrived just as the chaos continued much to their amazement of what was done before they arrived.

"Got to be honest, sir." Coulson began. "I expected many things but not a free for all fight."

"Just beat up whoever shoots you and round them up!" Fury ordered Coulson as he punched and knee punched one of Hammerhead's gang members.

Coulson came across his own fight with the henchman of Blacktooth known as Hughes to which Coulson fought him with ease.

The two went into separate directions as Priya and Tyler fired either laser pens or glue guns. But unfortunately for them, they had lost the latter during the many fights. The two ran across the McBarge, dodging lasers and gangsters at every turn until they were blocked by another Sontaran.

"Don't you dare, little brats!" The Sontaran said he aimed the weapon.

Priya then spotted the disintegrator on the floor, two feet away from the menacing alien soldier. Somehow managed to be pushed around the fight with no one bothering to pick it up.

Taking a risk, Priya jumped for it with the Sontaran firing at her but not only had she dodged the blasts entirely nonchalantly, she managed to grab the disintegrator and fired at him.

To her shock, the Sontaran screamed in pain as he was engulfed in a green ball of light before dematerializing altogether as if he were not there at all.

Tyler looked shocked as Priya upon seeing her use the disintegrator.

"Okay, I totally thought this was the anti gravity gun!" Priya exclaimed in surprise.

"Don't even move!" The female associate shouted as she and two other members of Blacktooth's gang approached them.

"You got a lot of nerve coming here!" She said in a stern manner. "Now, it's payback time!"

The two young agents closed their eyes, preparing for the worse. Until they heard the sound of the two men screaming. They opened their eyes to see the female associate flipping them and punching them in the gut much to their amazement.

"For the record, I'm the spy!" The female associate said.

"What?!" Tyler exclaimed in disbelief.

"What?" Priya said flatly.

"Agent Maria Hill, co director of Shield!" The spy flashed her Shield badge to the young agents.

"Go help your friends, I'm calling reinforcements!" Maria said as she ran off to do so.

Priya and Tyler nodded and ran off in the opposite direction upon hearing Abby screaming battle cries in Korean.

rest as my new bear rug!"

Just as Fury, Coulson, May and Hill avoided the explosions, Lytton made his move. Attempting to shoot at Fury from behind the counter of where the registers used to be.

Fury narrowly avoided and fired back in response leading to an all out shoot out between the two men.

Miriam had been dodging opponents all whilst using the laser pen and glue gun. Tripping especially the Sontarans. Even as Cobra Commander attempted to grab her, she kneed him in the crotch and even glued his butt onto the floor for good measure much to his annoyance.

"Oops, glue to your butt!" Miriam mocked the Cobra leader.

"This was not how it was supposed to go!" Cobra Commander whined in extreme disappointment as he struggled to get up.

"Tell it to the judge!" Miriam grinned triumphantly as she twirled the glue gun.

"Don't celebrate for long, child!" Valmont said behind her.

Just as he was about to snatch her, Valmont suddenly found himself being lifted off the ground.

"H-hey!" He panicked. "Put me down!"

He found himself floating in midair much to the confusion of Miriam, until she saw Abby, Priya and Tyler using an odd looking device.

"We found the anti gravity gun!" Abby screamed in excitement much to the relief of Miriam seeing her friends.

"Could this get any worse?" The Judoon commander groaned as he struggled to break free from his head being stuck through the roof.

Suddenly, as if his question were answered, he saw what looked like a bright shooting star zooming by. Except he quickly noticed it was not falling but turning and right in his direction as he saw the light drawing near him like a fireball coming at him.

"Not her again!" He screamed.

The fighting ceased for a moment as the ceiling crashed as the Judoon commander fell onto the ground with a loud thud startling everyone. Along with another participant coming to the battle. One who was glowing brightly as the sun. A woman with blonde hair and in a red and blue suit, standing on the floor unharmed and triumphant.

"About damn time!" Fury smirked.

She looked at the Judoon commander as his lips quivered in fear at her presence.

"Not in the face, I beg of you!" The Judoon commander begged.

In response, she kicked him directly in the face, knocking him unconscious.

"Captain Marvel?!" The Sontaran commander Stratz shouted as she turned to face a few of her opponents. "Get her!"

"You must be new in town!" She said to Meilin. "I don't know why but you're suddenly the cutest thing I've ever seen. Tough yet cute considering how impressive you took on both the Sontarans and Judoon just now! You could be a superhero in your own right yet!"

"Awww, it was nothing!" Meilin bashfully said, blushing at the praise.

Meilin then screamed and ducked as a few more lasers flew past by her.

"Excuse me for a moment!" Captain Marvel said as she flew back to her remaining opponents with the sounds of punching soon to follow. Along with witnessing the very last remaining Judoon and Sontarans being punched and thrown across the McBarge.

Meilin and even May cringed at every punch thrown as they witnessed the battle along with the occasional photon blast.

"Incoming!"

Crash!

POW!

"Retreat!"

BOOM!

The very last Sontaran and Judoon of both respective groups dizzyingly stumbled and twirled past both agents and fell over with a crash and small explosion thanks to both of their bodies crushing another weapon upon impact.

The two agents recoiled based on the heat of the explosion.

"Looks like everything's done!" Meilin said to May, feeling satisfied.

"Achoo! Not everything!" Meilin and May looked to see a disheveled and bruised Benny Blacktooth wielding the Point Three laser rifle.

He continued on with a frustrated sneer as he sneezed, "Achoo! It is a shame-achoo! That my organization is now in shambles but at least I'll-achoo! Have the pleasure of killing you!"

But before he could pull the trigger, a red gloved hand bent the front of the rifle upwards much to the shock of Benny. He turned around to see Captain Marvel with a disapproving look on her face. To which Benny could only reply with a sheepish grin.

She remained unimpressed.

"Frankly, you're going to need a tissue for more than just for the sneezing." She said as she pounded her first into the palm of her hand.

In response to his actions, Captain Marvel punched Benny to the point of sending him flying out the front door of the McBarge and sliding into the bridge upon impact face first.

He managed to lift himself up however to see Lytton who managed to escape through the front door earlier thanks to the grenade.

"Lytton!" He screamed.

Lytton turned to see Benny literally crawling on his knees and hands clasped much to his annoyance. Judging how he quickly became a worm.

"Help me!" Begged Benny. "Give me a weapon! Give me something! Anything!"

"You had your chance." Lytton coldly said before smacking him across the face.

Benny landed onto the water as a result of the rough slap.

"Tecteun, this is Lytton." He spoke into a communicator watch on his wrist. "The plan has failed, outside interference by an organization called Shield being the cause as well as Captain Marvel. We will need to rethink and regroup and then continue our search for the Doctor."

With a flash of light, he teleported away. Just as Benny plopped himself back onto the bridge. Only to meet with Captain Marvel looming over him just now, mere seconds after Lytton had just left. He looked at her with a scared look in his eyes. Not helped by her lifting him by the collar of his shirt.

"Be gentle, please!" Blacktooth whimpered and begged.

"Oh I'm not going to do anything to you!" Captain Marvel said with a small grin on her face before dropping him onto the bridge.

"But she will!" She pointed to a familiar red panda from behind.

As Benny sneezed, his eyes turned to shock and horror as he turned around to see an unhappy Meilin Lee still in her red panda form.

"She told me what were you doing, especially going after her family and frankly, I feel she should have a say in the matter more than me." Captain Marvel further added as she crossed her arms and smirked.

"He's all yours, kid." She added.

"Don't hurt me please!" Blacktooth begged as he sneezed again.

Meilin cracked her furry knuckles with a demented smile on her face. Payback time indeed. With a hard swift punch to his face, the momentum sent him flying back into the water yet again. Just in time for the dozens of Shield agents led by Maria Hill appearing on the docks, on boat and even on a quinjet to surround the Sontarans, Judoon, gangsters and other associates who were swimming to escape.

"Nobody move!" Shouted Maria. "You're all under arrest!"

"Not bad, kid." Captain Marvel smiled and nodded in approval to Meilin, impressed by her punch.

As she walked a few feet away, she began to jog.

"Duty calls!" Captain Marvel shouted as she flew high back into space like a speeding rocket. Meilin and her friends stared at Captain Marvel flying in awe until they could see her no longer than a blip from afar.

"She's so cool..." The young agents breathlessly sighed in amazement.

"Kids." Fury commented with the other older agents nodding in agreement with bemusement.

"This was not the end of course. Meilin and her friends had more missions after. Each one crazier than the last. Let's just say it wasn't the last time they came across aliens from other worlds and universes. But that is another story."

"Wait, is that us?" The Watcher heard Abby say.

"Seriously?" Miriam added.

"Wait, what?"

The Watcher turned to see... Meilin, Miriam, Priya, Abby and Tyler watching from afar at themselves on a street nearby.

"We're spies in this universe?" Asked Meilin in utter confusion. "And hey, I know that Fury guy! He's here too?"

"I always wanted to meet an alternate universe self." Priya commented.

"Where did that crazy portal thing send us this time?!" Tyler asked in an aggravated manner.

"I must have missed something..." Uatu the Watcher could only say in shock of what he just witnessed.

Author's Notes:

So, let's answer questions and fun facts:

- The designated Earth number is Earth-103117. Which is actually the date director Domee Shi pitched to Pixar, October 31st, 2017.

- Essentially I got the idea after a fan art piece of Meilin, Miriam, Priya and Abby in the outfits from Totally Spies and then when I pitched the story idea to Ben of Meilin and Nick Fury recruiting her for a specific as part of his Glimpses series, as I eagerly await that from him, my brain soon thought of this idea of what if the characters from Turning Red were young Shield agents ala Totally Spies. The mention of Woohp is especially a nod to that show.

- Basically I purposefully made this very action oriented but over the top with its sense of humor. Also it provided a good testing ground for me to try it, practice it and refine it as I go on. Films like Army of Darkness and even Muppet Treasure Island for example were an influence as i wrote this.

- Despite this being a different Earth, Nick Fury, Melinda May, Carol Danvers/Captain Marvel, Maria Hill and Phil Coulson are modeled after their MCU counterparts.

- The limo scene is a homage to James Bond's briefing with M in a limousine in Tomorrow Never Dies.

- Benny Blacktooth is a character who appeared in the original drafts of Turning Red before being discarded entirely as the film's development went on. Here, he exists in this story and of course, my own interpretation.

- Gustave Lytton is a character from the Doctor Who stories Resurrection of the Daleks and Attack of the Cybermen. His presence here takes place before any of those stories. I felt it would make sense he would work for the Division for the Time Lords at one point. Especially as I reminded myself, he knows about the Time Lords and it would make sense the Division had to recruit him at some point. And admittedly, he wasn't part of the original plan but thanks to certain changes I'll explain in a moment, he got in.

- Cobra Commander, Destro and Baroness are of course from G.I. Joe. While Valmont, Finn, Ratso and Chow are from Jackie Chan Adventures. Hammerhead is a Spider-Man villain who's part of the Maggia crime syndicate. Hence why he's here.

- Originally I was going to bring in the Cybermen, the Earthshock 80s era specifically as they're my preferred versions to write, but I could not figure out why they'd be here especially since Lytton hasn't met them until Attack of the Cybermen. So ultimately, they were replaced by the Judoon and the Sontarans. Them and the others I added for the sake of more villains for the heroes to fight.

- The disintegrator I envisioned sort of resembling one of the weapons from The Iron Giant when he went into rampage berserk mode. In fact, the description of the green light is based on the moment he destroyed the tank.

- Korlonium crystals are from the Transformers G1 episode A Prime Problem. I took a bit of creative liberties with grenades being made out of them. But I wouldn't say Transformers exists on this Earth save as a cartoon.

- Benny Blacktooth being allergic to fur I added for the sake of "LOL comical allergies produce sneezing." And his tooth having a black obsidian jewel is a shout out to Harry from Home Alone having a good tooth.

- "Rhino man's got nards!" Is a reference to the infamous line from The Monster Squad, "Wolfman's got nards!"

- The Sontaran shooting at another by accident upon being shot is a shout out to a similar scene in Robocop.

- The running gag of Priya and Tyler finding weapons they mistook for the anti gravity gun is a homage to the scene from Spider-Man: Homecoming where Adrian Toomes killed one of his own men by accident because he thought the weapon was the anti gravity gun.

- Maria Hill being the informant was Rise of Skywalker inspired.

- Korlonium crystal grenades exploding was Muppet Treasure Island inspired by the bit with the gunpowder exploding right down to the gag of someone yelling "ow!" When crashing through the ceiling.

- The presence of Captain Marvel came after I decided to use the Judoon and the Sontarans especially given the plot I settled on. I did briefly consider Captain Carter as the eleventh hour hero but ultimately, it had to be Captain Marvel but this Earth does have Captain Carter I'll say.

- You can assume the Judoon had a bad run in with Captain Marvel at one point. Same deal with the Sontarans.

- I'm aware of L1701E writing a one shot involving the Fugitive Doctor and her companions. So, he's free to follow up on the moment of Lytton knowing Tecteun.

- I was debating whether I was going to end with a surprise Freddy Krueger appearance on another Earth but recently, I'm toying with the idea of the Earth-A113 universe that has Meilin Lee and her friends traveling the Multiverse like it was Sliders so I decided to put it here especially to see if people will want it expanded upon. And if yes, I'll think of something.