Hello dedicated fans and newcomers alike, this is the Phantom Penance!

If you see this, then you must realize that I have made a new fanfic, true to my word! If you're waiting for the other one I plan to make, realize that that'll come later since I'm usually burnt out from writing a chapter.

Anyway, new crossover story with Marvel's Universe and Batman Beyond, welcome to Batman: Beyond Avenging.

Without further ado: I DO NOT OWN BATMAN OR MARVEL, THEY BELONG TO MARVEL AND DC.

Chapter 1: Not where, when?

It had been a wild night for Terry. He broke into what was easily the most difficult security home he had ever seen to talk to an old lady, but not just any old lady, the sole person responsible for his genetic creation.

Waller knew what Terry wanted, so she didn't hold back on telling him everything he wanted to know, and needed to know. The answers he sought was that he wasn't a clone of old man Bruce Wayne, but his only heir to the mantle as Gotham's defender. Terry had no obligations to follow the path Bruce led down to the letter, but defending Gotham –and the world-as the Dark Knight was his destiny.

So he did.

And just like that, Gotham had a vigilante again…..

Gotham's night was cold, mainly due to the intense pollution the city had back in the days, but Kal-El didn't seem to mind it. After all, temperature was something that didn't have any effect on the Man of Steel. Superman looked young for an 80 year old, thanks to his Kryptonian heritage and a healthy diet, the sides of his hair was white but the rest was still jet black.

His red and blue suit was traded for black and white, it made it easier for him to absorb sunlight and maintain the power he had during his prime, and it lacked a cape. Kal-El had gone through many changes during the years, but only out of necessity, his morals to truth and justice still remained as strong as his unbreakable skin.

"You called?"

Superman quickly spun around, then smiled at the person that greeted him.

"Either I'm going deaf, or you're just as good as Bruce was back in the days." He complimented.

The sight that greeted him was a man well in his prime. His suit was as black as night and skin tight, it showed of his muscles and the power they held. On his waist was a utility belt and just above that, a blood red symbol of fear for criminals. The face of the man wore a black mask that had two pointy horns on the sides of a chiseled face and eyes that were white.

A menacing figure for the scum of Gotham, but that was the point after all.

"I heard you were retired Terry. You didn't have to come out of retirement just for me." Superman spoke as he got closer to the vigilante.

Terry shook his head, confusing the Man of Steel. "Call me Batman, and no offense, but I didn't put on the mask for you. I…had a change of heart recently."

Superman stared at the man, then he smiled. "Well I'm glad, the world could use Batman."

He outstretched his hand to which Batman stared briefly at it before he stretched out his own and grasped it. The greatest superheroes on Earth shook at mutual respect.

"You plan on rejoining the Justice League? The youngsters need all the hands they could get." Superman asked, trying his luck.

Batman smirked, "Let's not get crazy yet. You needed help on a case, right?"

The Man of…..Today? nodded his head. "There was unusual energy spikes in Metropolis, something I haven't seen in a long time, so long, I don't even remember what it was. Followed the spikes down here and well, I needed somebody who knows these streets better than anyone."

He pulled out a hand-held device where the language of Krypton sped across the screen.

"This is a device I got from my Fortress, it'll help you and I track down the energy trail," Superman explained, "It's a little tricky to work out, even for me, I'll show you-"

"I already got it down," Batman interrupted while the supercomputer back in the Batcave fed the Batsuit all the information.

"H-How?" Superman asked, astounded.

"You've been out of contact with current events for a while," Batman replied, "We've taken large strides in technology, and naturally, the Batcave gets all the fancy toys. Like a multi-language instant translator, equipped with extraterrestrial language."

"Remind me to keep Bruce's toys out of my Fortress." Superman replied.

"I've isolated the signature specifically down to Gotham docks," the younger man declared. "It's a nice place to hide since it's all but abandoned."

"Thought that imports and exports was the life of Gotham," Superman assumed.

"Not anymore. Better ways to transports goods now." The Dark Knight answered as he walked to the edge of the Metro Tower.

"I suppose this is the part where you say that you'll handle it and I should leave Gotham?" Superman smirked while he folded his arms.

"No," Batman simply said. "I don't know what I'm dealing with and I'm a little out of practice. You can tag along."

With that, he doved off the building and allowed the built-in wings of the Batsuit to carry him off into the night.

"Tag along huh?" Superman chuckled, "Well, he's more humble than you Bruce."

The Gotham docks was a mess. Since its abandonment, it became one of the many sleeping grounds for the homeless and even some gangs, though they were small fry, nowhere near as threating as the Jokerz.

When Wayne-Powers Industries took it over, the docks briefly returned to their roots as a place where the criminals of Gotham did their dirty dealings, but now it was vacant completely by the GCPD, to be rebuilt as a "memorial."

At any case, when Batman and Superman showed up, the place was dead quiet, making it very tense for the one superhero who wasn't nearly as powerful as a locomotive, whatever that was.

"It's quiet, too quiet," Batman stated the ever obvious.

"I can't hear anything, even with my super-hearing," Superman said aloud.

"You're getting closer Terry. Be on the lookout." Came the voice of very old Bruce Wayne.

"What are you doing up? You're not as young as you used to be, get some rest, I can handle it." Batman replied to his mentor.

"I'll rest when I'm dead, and not before." Bruce reproached.

"That might happen sooner than you think."

"Focus on the field, I'll call back when something happens." With that, the very first Batman hung up.

"Was that Bruce?" Superman asked,

Batman nodded, "Let's go. Sooner we do this, sooner I can make sure a certain grandpa can go to sleep."

Wordlessly, they split up to cover more ground. It turned out that the energy had a widespread effect, scattering the signature all around the docks. Superman took to the skies and used his super-vision, at least, on the massive shipping containers that weren't lined with lead. Turns out that Lex Luthor did a lot of business in Gotham back in the day.

That left Batman to walk on foot around the metal maze, his left hand was carefully at his utility belt where all his batarangs were holstered as he walked silently into the unknown.

"Careful Terry, whatever you're looking for, you're…ugh….you're getting close."

"You okay Bruce?" Batman asked with concern.

"I'm fine." Bruce responded gruffly, "just a little chest pain. Nothing I can't handle."

"Just a little chest pain doesn't cut it anymore!" Batman exclaimed. "Just take your medicine and go to bed. I can take care of this."

He didn't get a reply, meaning that Bruce had returned to radio silence, as well as effectively ending the conversation.

Batman sighed, "Stubborn old man. Better get this done now."

He looked on ahead and spotted Superman again. He was staring at something beyond the two superheroes.

"I haven't found anything yet, how about you?" Batman asked as he walked up to the Man of Steel.

He didn't answer back, much less move.

"Clark?" Batman grabbed the Kryptonian's shoulder, but he didn't budge at all. The Dark Knight walked cautiously in front of Superman.

The Man of Steel didn't move. He looked straight on ahead, as if he didn't notice his partner standing right in front of him. Batman checked and did not see Superman's chest rise or fall, it stayed the same.

"Strange," he muttered while waving his hand in front of the alien. "It's as if he's-"

"Frozen in time?"

Batman jumped back and pulled out a batarang at the sound of a newcomer's voice. It was a man wearing a suit that had an hourglass in the middle of it. The top half of the suit was blue and the bottom half was white. However, on the man's arms and belt was a strange device, one that the Batcomputer wasn't registering.

"Yes, it would appear that was the case for the Man of Steel. Don't be sad, a far worse fate awaits you." The man sinisterly revealed.

"Yeah, and who are you supposed to be?" Batman questioned,

The man smirked. "Of course, we've never met, but I'm sure you've gotten acquainted with my father. He was the first Chronos before me!"

"Chronos…..sorry pal, name isn't ringing any bells." The Dark Knight replied.

"Enough!" Chronos snapped. "You're mentor trapped my father in a never-ending loop of time for years, it was a miracle he ever got out! It's only fitting that his son should enact his vengeance on the Batman's successor!"

Batman pressed on the batarang, releasing a violent flash. Chronos reacted quickly by firing a yellow beam of energy straight at Batman, only to find that he had vanished. The man glanced around for a blur, anything to give him a clue of Batman's general direction, but he found nothing.

"You don't scare me Batman!" He yelled out, "I'll find you, and erase your petty life from existence!"

"I've found the origin of the energy spikes, it's some guy going by the name of Chronos. He said you dealt with his father before." Bataman spoke quickly and quietly. He hid behind some cover deep in the shadows while Chronos ran off on his search.

"Chronos… the Justice League has dealt with Chronos before. He was capable of jumping throughout time using relics as time coordinates. I trapped him in a never-ending loop with me and Green Lantern the only ones to remember the whole ordeal."

"Apparently the loop wasn't as infinite as you thought because he got out and taught his son how to use his technology." Batman replied.

"Should I apologize? If the worst comes to it, he'll most likely jump through time as an escape. Stop him before then." Bruce advised.

Batman pulled out a batarang and threw it straight at Chronos. The Time villain heard the whirring noise the projectile made and fired his gauntlets. Yellow light struck the batarang, slowing it down until the batarang vanished completely!

'That's strange.' Batman thought as he narrowed his eyes.

"Bet you didn't expect that, did you!?" Chronos taunted to the darkness. "I've modeled my father's technology to reverse age anything my time beam particle touches. It's what'll happen to you at the end of tonight! Aging backwards to your own pre-existence!"

"You catch all that?" Batman asked over his comm.

"Yes. Disable those gauntlets as quickly as possible." Bruce ordered.

Batman threw two more batarangs at Chronos, but they met the same fate as the first. Batman backed away from the two beam blasts aimed for him and jumped to a container stacked upon one another then ducked another beam.

He looked up to see a crane looming above the villain and threw another batarang. With its cutting edge, the batarang slice throught the crane's thick chain and caused it to fall downward. Chronos gasped and rolled to the side to dodge the falling crane.

"Are you crazy!? That could have killed me! Some hero-"

When Chronos looked back at Batman, he was not far off on shipping containers, he was right in front of him! The villain grunted in pain when the Dark Knight punched him straight in the face, Batman continued to punch him in the gut and then the chin, launching Chronos in the air.

'Can't let him get distance.' Batman thought. He threw another batarang to keep the man off balance.

By the time Chronos knocked the batarang away, Batman was already closing the distance with another blow but this time, Chronos was prepared. He dodged Batman's left punch as well as the right one that followed, but he was prepared for when the Dark Knight turned around and kick him to a wall.

Chronos grunted then gasped, he moved his head just in time to see Batman burrow his hand through metal. Seeing him run away propelled Batman to reach out into his belt and throw another batarang, but the villain dodged. Batman launched himself at Chronos, but he reacted quickly and fired his time beam straight into Batman's heart.

Batman yelled out in pain and surprise before falling down to the ground. Chronos stood victoriously above the near unconscious hero.

"This was going to end no other way Batman. Maybe I'll turn you back to a kid and listen to your whines and screams for mommy before I delete your sorry existence forever!"

He laughed maniacally, unaware that the batarang he dodged was circling back around until it buried deep inside his glove.

"No! My gauntlet!" He yelled as sparks flew out of his hand. Batman suddenly got up in blinding speed and buried his fist deep into Chronos' face, the man backed away until he collapsed to the ground, out cold.

Batman groaned as he stiffly got back on his feet.

"Terry, Terry! Respond!" Naturally, Bruce was practically yelling in his ear when trouble arose.

"I'm okay…..I got hit by his ray, but I think the suit protected me." Batman replied.

"It didn't protect you, it took the bulk of the blast." Wayne explained.

Batman widened his eyes and practically ran to the nearest reflection he could find and pulled off his mask. In truth, he looked years younger, almost to the time he became Batman. His hair wasn't as long as before and his face was less defined. His large chest had returned to the lean look it possessed, in all, a short blast had aged him back a few years.

'Oh no…..how am I going to explain this to Dana?'

"You can reverse the affects, right?" Terry asked with unease.

"I think so," Bruce assured, "I'd need his technology, then I can-GUH!"

"Bruce!" Terry yelled out in shock. He heard nothing, only something slumping on a surface then falling to the ground.

"I've gotta get back, right now!" Batman said to himself, but as he placed his mask back on, someone grabbed him by his neck from behind.

"IF I'M GONNA DIE, THEN I'M TAKING YOU WITH ME!" Chronos yelled madly. His damaged time gauntlet glowed brighter and brighter until the light was all Terry could see.

"No-!" Was all Batman could say. He elbowed Chronos in the gut repeatedly in desperation to break free, but that made the mad villain cling all tighter.

The two were enveloped in a large bright dome of uncontained energy, it sparked and electrified until it disappeared.

Chronos and Batman had both vanished off the face of the earth.

Chapter 1 completed!

Sorry that this Fanfic didn't come out sooner. There was a major storms in my area and we had a pretty long blackout but I finished it!

Onto more important things, what's happened to Batman? What's happened to Bruce? Has he finally succumbed to his old age and passed on? What will become of Chronos?

Find out later in the next Batman: Beyond Avenging!

Also!

MAY THE FLAMES OF YOUTH BE WITH YOU, ALWAYS

-Jedi Master Maito "Might" Gai