Several Predators were studying the group consisting of the Fearsome Five, Klaw, Armadillo and the Serpent Squad. They were watching for weaknesses.

Psimon was preoccupied keeping Hercules contained by use of his mental powers and therefore was too preoccupied to sense any possible hostile presence nearby. No one else was able to discern any threat.

The Predators were thinking of a full scale attack.

Warren Worthington; the Angel, took a hit and Hawkman was forced to disengage to stop his fall, The bullet creased Angel's forehead and knocked him out.

Meanwhile the Falcon was caught off guard by gas that Baron Strucker released and he fell noisily in an unconscious heap.

He was taken by Strucker and held hostage with a gun to his head.

Strucker demanded that Hawkman surrender or watch as the Kaffir's head was blown off.

Katar Hol understood and surrendered. Angel, Falcon and Hawkman were taken as prisoners by Baron Strucker to the Red Skull.

Day 73: Late Afternoon; Skartaris, on a replicated Earth in an alternate reality.

Maria Hill had been trying to salvage Shield as an organization. The government had turned to her to restructure the organization after Dum Dum Dugan had disappeared. luckily there had been no sign of such terrorist organizations like Hydra, A.I.M. or even the Hand so she was able to fully focus on rebuilding.

During a moment of introspection, Maria Hill was engulfed in a rift in reality.

Alexei Shostakov; the Red Guardian, was in his original costume when he arrived in Skartaris. He looked around in surprise at his new surroundings.

He had no idea where he was, why he was brought here, or why he had been brought here in his original Red Guardian garb.

Apprehensive, he armed his belt disc.

Maria Hill emerged from the rift and saw the Red Guardian before her, nervous, ready and armed.

As she emerged the Red Guardian whirled to confront her but was relieved to see a human female. He spoke to her in Russian.

Maria Hill responded in the same language, fluently.

After an intense discussion they understood who each of them were and made a conscious decision to cooperate despite being natural enemies.

Nightshade fled through the jungle while the Predator she'd encountered before toyed with her, chasing her on and frightening her more.

If she were in her own element and knew more about her opponent she could meet it on equal terms, but she had been thrust into this situation through no fault of her own.

This did not seem fair and Captain Beyond apparently agreed. Nightshade was delivered to the Mean streets of New York near her laboratory, by Captain Beyond just before a Predator made a move to finish her.

Maria Hill and the Red Guardian worked their way to a clearing, where they were accosted by Nazi forces led by the Major Maxim robot.

They fought as best they could but the Red Guardian was overpowered by Major Maxim and Maria Hill was forced to surrender shortly after his defeat.

Major Maxim took them back to the Red Skull.

The Predator that had been toying with Nightshade was furious that his prey had been taken from him and he sought new prey to replace her, slaying a Megistotherium ( a sort of prehistoric Hyena) it encountered.

It wanted to take down the entity that stole Nightshade from it but even his tracking powers could not accomplish that.

It decided to stalk the Nazis that seemed to be everywhere.

Maria Hill and the Red Guardian were brought into the Red Skull's camp as prisoners.

The Red Skull studied the Red Guardian silently while ignoring Maria Hill.

After a few seconds Maria Hill began demanding that Red Skull explain himself and tell her what was going on. He ignored her while he looked over the Red Guardian. She became louder as she demanded answers.

The Red Skull back handed her with a shout of "Silence" She slumped unconscious from the powerful blow.

the Red Skull returned his attention to the Red Guardian. "So! You fancy yourself the Communist Captain America, I'm told." The Red Skull spat in his face. "That is what I think of Communists." The Red Guardian stared back at him defiantly.

"I have Captain America here in my power just as you are. Perhaps I'll give you a chance to prove yourself against the real thing.

"Yes, yes, I think perhaps I shall do exactly that."

With that, the Red Skull pulled the Cosmic Cube out from a drawer and created an arena with it.

Arnim Zola returned with his captured prisoners, Ice Man and the Black Widow.

The Red Skull used the Cosmic Cube to construct a special heat generating cell for Ice Man to shut down his powers. Then he had the Black Widow stripped and thrown naked into the cell he'd placed Maria Hill in. Maria Hill was also naked. The Red Skull enjoyed their humiliation.

He ordered his troops to prepare for an arena confrontation between the Red Guardian and Captain America.

The Red Skull then returned to devising different deaths for Immortal Man to suffer.

Baron Strucker arrived with his own prisoners. Hawkman, the Falcon and the Angel.

The Red Skull was very interested in the Falcon. He had a special interest in this Kaffir. He decided that he would devise something for the Falcon, similar to what he intended for Captain America.

He had the Angel thrown in a special cell. He was unusually lenient toward the Angel because Warren had the look of a true Aryan yet the Red Skull still had some contempt for him because he was a mutant and the Red Skull disdained mutants.

He studied Hawkman. Katar Hol reminded him of an American Indian so the Red Skull had Katar imprisoned in a claustrophobic box with very little room to move using the Cosmic Cube which had been delivered to him by the Midnight Rambler.

Ghost Rider was locked in battle with Baron Blood who had been given the power to operate in daylight by the Red Skull and his Cosmic Cube.

Ghost Rider was surprised at how powerful Baron Blood happened to be.

Baron Blood gloated that he used to fight the Sub-Mariner to a standstill.

Ghost Rider and Baron Blood continued to fight on.

Darkstar, Nick Fury, Dum Dum Dugan and Sharon Carter managed to find the Howling Commandos led by Sgt. Rock and accompanied by Doorman and Diamondback. They were still trying to determine what had become of Richard Fisk and Yelena Belova, not wanting to abandon them.

Darkstar took one look at Doorman and realized that his power was kindred to hers though his was more limited.

Darkstar used her powers to search for the two missing persons and determined that both were no longer in Skartaris.

Nick Fury eyed Sgt. Rock. They had met before briefly but had not had a chance to talk much. There was little time to talk now.

Dum Dum Dugan approached the Howlers, but was taken aback confronting his younger self. The Howlers were also freaked out by the sight of an older version of Dum Dum and Nick Fury in his Shield garb. They had no idea what was going on. Rock tried to explain things to them.

Crossbones returned and had to report that he lost his patrol chasing Warlord due to the sudden appearance of a T-Rex that decimated his patrol.

The Red Skull was not happy with failure and decided that Crossbones would have to side the Red Guardian against Captain America and the Falcon in the Arena that the Red Skull had created with the Cosmic Cube.

For the Falcon's part, he would be stripped of his ability to fly during the fight. Captain America would be allowed his shield though.