Forum: Custom Hero Factory Wiki Fanfiction > Updated Stories > Rise Of Overlord

This article was written by DeltaStriker. Please do not add to this fiction without the writer's permission.


Rise Of Overlord is a story about Delta Team and Hero S.W.A.T. Team as they battle Overlord, a power-hungry villian.


(They do this in books all the time)

I would like to dedicate this story to JediForJesus. He has been my friend since I joined this wiki, and is always encouraging. Thanks JFJ.



Winston looked out over Makuhero City. He loved the view his appartment. It had an excellent view.

He turned away. Better get to bed, he thought. As Winston turned and walked into his room, he heard a bleep from his table.

Winston sighed, and walked to the table.

It's probably just Natalie, saying goodngiht, He thought as he flipped it on.

"Hello, this is Winston Breez. Who just disturbed my quiet night?"

"Winston, This is Zib. I need you overhere ASAP."

"Understood. I'll be right over."

Winston knew it was serious. Zib would never call someone at 11:45 unless the situation was dire.


When Winston arrived at Hero Factory, Zib was waiting for him in Mission Control.

"So Zib, why did you call me overhere?"

"Well," Zib said, "We got a lead on Blitzer."

"You did?" Winston asked.

"Yes, we did."

"So what do you need me for?"

"Well, thas the thing," Zib replied, "He's on Planetoid 465."

"Oh," Winston replied.

Planetoid 465 was a metal planetoid in the Quatros System. It's atmosphere had been destroyed years ago, and it was currently unhabitable on the surface. Winston's team, the Delta Team, was outfitted with Vacuum Proof Armor.

"So, me and my team are going to waltz over to 465, cpature Blitzer, and bring him back to Hero Factory, and thats that, right?" Winston asked, slightly annoyed at Zib for bringing him over here for this.

"Not exactly..."

"What do you mean by 'Not exactly...'" Winston asked.

"We have been recieving unusual readings from Destrod. I need you to check it out."

"Understood. I'll get my team ready and we'll head straight to 465," Winston replied.

"Not just yet. Based on data we have on Blitzer, you'll need an extra member. Winston, meet Robert Freeze."

A white Hero stepped out of the shadows. "Hello."

"Hey. I'm Winston Breez. Welcome to Delta Team, Robert.'

"Actually, I prefer to be called 'Freeze'."

"Um, ok," Winston replied, a little supprised by Freeze's coldness. But what more could you expect from a guy with a name like that?

"Zib, I'll call the Spikes and we'll get underway."


As the Hero Craft launched into the sky.

"Good luck," He whispered.

Chapter 1- Shadows

She pushed her way through the crowd.

I should have taken a different route, She thought.

Going through Planetoid 465's central square had been a mistake on her part. It was always crowded and impossible to get through. But, it was the best place to go unoticed. And that was what she was trained to do. Stay unoticed.

Her target, an arms dealer, walked swiftly down the street, gliding through the crowed with a swiftness his pursuer envied.

He stopped, looked around, and ducked into an alley. She followed.

Glad to be out of that crowd, She thought. It was hard to keep track of him.

Noislessly, She walked down the alley. Then, She stepped on an empty can.

The weapons dealer spun. He scanned the alley. Once he was positive that he wasn't being followed, he turned and continued to walk.

Stepping out of the shadow's his pursuer began to follow again.

Then, he reached his destination. As he walked towards the door, a shape darted in front of him.

"Don't move," She said, pulling a rapier out of her belt. "Or I'll run you through".

The sight of the rapier struck fear into his heart. But he managed to keep his voice confident when he spoke. "What do you want?"

"What do I want?" she replied. "What I want, is the location of Blitzer's hideout. You know where it is, don't you?"

"Why should I know where his hideout is?"

"Because you deliver his orders. Yes, I know you do that."

"Even if i did know, I don't give out information about my clients. So leave me alone."

The dark figure before him laughed. "Threats don't scare me," She said.

That was to much for the dealer. He whipped out his gun and fired.

With a flick of her wrist, the rapier deflected the blast back at the dealer, who dropped his gun and dove.

"Now," She said, with impatience in her voice. "Where is Blitzer's hideout?"

"Its on the surface," He said, no longer trying to hide his fear. "In the second largest crater."

"Thank you," She said, and begna to walk away.

"Wait!" The dealer yelled. She turned. "You never told me your name."

"Black. Maedria Black"

Chapter 2- Peril In The Sky

"Are we there yet?" asked an irritated Tim Spike. "Cause I'm bored."

"Almost there, bro," answered the pilot, Tom Spike.

"Still, I wish we could have some action around here!"

Freeze spoke for the first time since they had launched. "Be careful what you wish for, because you might just get it."

"We'll be getting action soon enough," Winston said.

Tim snorted.

A few minutes later, they had arrived.

"Alright, I would sugest that you guys strap yourselves in cause its gonna be a bumpy ride!" Tom yelled back into the passenger cabin.

BOOM! The shuttle rocked violently.

"What was that?" asked Winston.

"I don't know," answered Tom.

Then they saw somthing flash by the front viewport, and Tim said a word that would have gotten him suspended for a week.

"What was that?" Winston repeated.

Then the roof of the shuttle blew in, and their attacker was reviled. It was Blitzer.

"Having fun, Heroes?" He asked, and blasted off.

Tim said the word again.

"Will you please stop saying that?!" Winston growled at Tim.

The shuttle rocked again.

"SIR! We've lost out left engine!" Tom yelled.

The ship rocked again, and Tim yelled back, "We've lost our right engine!"

"ABANDON SHIP!" Winston yelled.

All four Heroes jumped out of the hole in the roof and plumeted to the ground.


Blitzer watched as his 'prey' fell.

Pity, He thought. They would have put up a good fight. I like good fights.

Aw, who cares? Four more Heroes out of the way, all because of me. Then he laughed. Yes, that was all that mattered, getting rid of the Heroes. His master would be very pleased...

Chapter 3- The Hunter

Maedria flew across the barren landscape. It was much faster to travel by speeder instead of by foot. Especiall y since she had a deadline to make.

Then she saw it. A piece of metal sticking out of the side of the cliff.

There you are...


By the time Maedria arrived, she new that if what she had seen was Blitzer's hideout, then he had bad taste in homes. The thing was a mangled wreck!

As she made her way into the debris, she relized how fresh this crash was.

This happened recently!

Then she saw it. The H. A Hero craft had crashed here!

A thousand questions pounded inside her head. Were there any survivors? What cause the crash? Why was the shuttle even there?

Maedria shook off any doubt. Nothing could have survived that crash. There was no point in looking for surviors. Time to renew her search.


She found it. But it was no mere hideout. It was a fortress.

How am I going to get into that?

She dismounted and walked toward the edge. As she neared it, a weak section gaveway, and she fell into a hole.

And everything went black.


Back at the wreckage, a hand burst from the rubble.. The came a body. The four bodies. Delta Team had survived.

They were battered and bruised, and they were ready to fight.

Chapter 4- The Hunted

"Alright, I know this mission didn't go exactly as planned..." Winston began.

"Thats an understatement," Tim muttered.

"...But we still have a mission to complete," Winston continue, ignoring Tim's remark. "So we need to get going. Be on the lookoutfor Blitzer or his hideout."


As the Heroes walked away from the wreckage of the ship, a lone figure stood in the shadows. His crimson eyes burnned as they followed the Team's every move.

He decided it was safe to move, and silently began his pursuit.


"Anyone seen anything?" Winston asked.

"Nothin' but metal, chief," Tom responded.

"Freeze, your thoughts?"

The white Hero had kept quiet during there trek, but now spoke.

"It would make sence that his hideout would be hidden, like in caves or other natural structures," He replied.

"Natural structures?" Tim snorted. "This place was BUILT! Nothing here is natural"

Freeze shrugged off the comment. "Still, it would be a smart move to examine the cliff sides more closely."

Hours passed, and there was still no sign of the hideout. The Team was getting wrestless when Tom spotted a hole in the side of the cliff.

"It's worth a try," said Winston.The inside of the tunnel was dark and twisty. The team was quickly disoriented.

"I can't take much more of this," complained Tim. "When will this end?"

Suddenly, Delta Team was bathed in bliding light.

"Right about now, bro," Tom answered.

Then their eyes ajusted, and what they saw took their breath away. Built into the side of the opposite cliff was a structure of mamouth proportions.

"Thats Blitzer's idea of a hideout?" asked a bewildered Tim.

"A better question is, how do we get inside?" asked an equally bewildered Freeze


"No! There is NO WAY you can make me climb into that!" Tim protested.

"Listen, I don't like this anymore then you do, but its our duty as a hero to do it," Winston replied.

"Oh, so our duty is to climb into SEWERS?!?!"

"Will you to stop bickering and just get in here?" yelled Freeze from inside the sewer.

"Fine," Tim said reluctantly, then flashed a look at Winston that said I won't forget this.


As soon as the Heroes had entered the sewer, a figure appeared out of the blackness. He looked around. No one was watching. Then he jumped down into the sewer.

He would relish killing these Heroes. He always did.

Chapter 5- First Encounter

The sewer was cold and damp. The Heroes truged thriught the muck that covered the floor. Dim lights hung from the top of the pipe, but the light was barely enough to see by.

After a few minutes of this, they reached a fork in the pipe.

"Alright," Winston said. "It looks like we're going to have to split up. Tom, you go with Tim down that pipe. Freeze, you're with me."

The Heroes silently obeyed.


A shape appeared from the shadows. Without hesatation, he slipped down the pipe to the right.


Winston and Freeze had reached a dead end. Their pipe ended with a curved metal wall. The top and sides of the pipe were smooth, with no sign of any type of door.

After careful examination, they determind that the only way they could go was forward.

"I hope we can catch up with the others," Freeze said. "they where moving pretty fast when they left us."

"We'll find th-" Winston never finished his sentance because at that moment, he fell face-first in the muck.

Freeze reached down into the muck to find him, and grabbed a metal object. He yanked on it, thinking it was his leader.

Suddenly, the sewage rushed towards Freeze. He looked at his hand and found a handle to a trap door. He instantly reached down again to grab Winston, but that set him off balance and he fell through the door. Then everything went black.


Freeze awoke to the sound of machines. He sat up and looked around. He was in some kind of factory.

Freeze heard a moan coming from his left. He glanced over, ready to attack. Winston lay in the sewage, and was just coming to. Freeze jumped up and ran over to him.

"Sir, are you ok?" Freeze asked.

"Besides the headache and pain, I'm fine," a weary Winston answered. "We need to get a move on."

"No," Freeze replied. "You need rest."

"I said I was fine."

"I don't care. You are obviously injured. So lay back and rest."

Winston snorted, but obeyed.

"Oh, goody," cackled a voice from behind them. "You survived your little crash. Now I can kill you face-to-face."


"This is the most disgusting thing that I could bedoing right now," complained Tim.

"Oh, be quiet," His brother replied. "Complaining won't help."

"Good idea. You two have been getting on my nerves," said a voice from the shadows.

The Heroes turned, drawing their weapons. The figure stepped out of the shadows. He chuckled.

"Do you really think you can defeat me?" He asked.

Then lights flew on, blinding the heroes for a moment. When their eyes ajusted they looked up at their attacker.

They gasped.

On his chest blazed a solid red Hero Core.


Freeze spun in the direction that the voice came from. There stood Blitzer, surrounded by a legion of Drones.

"Destroy the Heroes!" Blitzer comanded.

The Drones charged.

Freeze fired off a couple rounds, taking out a few drones, but most evaded.

Blitzer cackled as Freeze atempted to fend off the Drones. "You can not defeat me Hero, let alone my Master."

Just then, the wall behind Blitzer exploded. Freeze expected to see the Spikes charge through, but they didn't. Then the floor below Blitzer exploded, and Freeze realized what was happening. He looked back at Winston, who was using his rifle to shoot at Blitzer. With a nod, Freeze acknowledged him, and went back to shooting Drones.

"Shoot until you drop, Hero!" yelled Blitzer. "But you'll never hit me!!!"

Freeze shot the last Drone and turned toward Bllitzer. "Don't be so sure about that..."

Blitzer cackled, and flew right towards the Heroes. Freeze dove out of the way.

Blitzer charged again. This time Freeze side-stepped and hit Blitzer in the back with his nunchucks.

Blitzer yelped and dropped to the ground.

Freeze pointed his gun at the red villian. "Surrender now."

Blitzer cackled again. " You think you can beat me that easily, Hero? Think again."

He pushd a button on a small metal box.

"TWO MINUTES TO SELF-DESTRUCT," blared through speakers on the walls.

"It's time to chose, Heroes," Blitzer said. A screen appeared on the wall, showing an inprisoned Maedria Black.

"Me, or Her."

Chapter 6- Escaped

Freeze was stunned. There was another Hero here? He turned toward his captive.

"Where is she?" he asked forcfully.

"Now why would I tell you?" replied Blitzer.

"Because if you don't I will personally cuff you to that pole and leave you to your doom."

Blitzer's eyes bulged, and Freeze saw genuine fear in him. "I'll show you where she is."

"Wise choice."

Bliter led Freeze and Winston through a labyrinth of passages, doors, and tunnels. Finally, they reached the cell.

"In here," Blitzer told them.


The door opened, and the Heroes saw a dark shape huddled in the back of the room.

"MAEDRIA!" yelled Freeze and he ran into the cell.

Winston followed. "You know her?" he asked.

"Yes. I trained with her at the academy."

Before Freeze could say more, they heard a 'swoosh' from behind them and they turned. The door had shut behind them. Through a speaker in the roof, they heard Blitzer's voice.

"Time to die, Heroes!" he cackled, and flew off.


Tim fired his Nuclear Particle Canon at the figure, but he dodged it.

"Prepare to die!" he said as he drew a sword and charged.

"Look out!" yelled Tom as he knocked his brother out of the way.

The two brothers ran.

"You can't escape me!" yelled their assailant.

Then they reached the end. The pipe disappeared and dumped it's contents into a dark abyss.

"This is bad," said Tim. "A lunatic bent on killing us on one side, and a trillion mile deep hole on the other."

"Maybe we could jump across," sugested Tom.

"You willing to risk it? I don't think so. We'd have a better chance with the lunatic."

"Well, if we're gonna fight him, then we need to stop the flow of the sewage. Otherwise we'll slip into the abyss when he hits us."

"Well, I don't see any off switch."

"THERE! Those poles are holding up a cover for the pipe!"

'Well, get rid of them while I hold off the lunatic." And with that Tim turned and fired a few shots down the hall. "That ought to stop him."

Tom aimed his pistol at the first bar and fired.

"Did you get it?" Tim asked.

"Yep," was the response.

"Good. Hurry up and get the second one."


"Because there are dozens of Drones coming up the pipe!"

Tom shot out the other pole and turned to face the drones.

"Oh boy," he said.

No matter how many Drones were destroyed, they just kept coming.

"How many of these do they have?" yelled Tom.

"About that many," Tim said as he shot a the last few.

For the next few moments the two stood, awaiting the nest wave. But it never came.

Then, just when they had begun to relax, somthing slammed into the metal behind them.

"Thought you got rid of me, eh? Well, THINK AGAIN!!"

Another 'thud' resounded throught the pipe.

"It's that lunatic again!" whispered Tim.

"Actually, I prefer visionary. Or maybe Assassin. No, wait. Visionary. Definitively Visionary."

"Oh, shut up."

"Be my guest."

The fight the followed can not be described in words. It will have to be enough to say it was like no other that the Heroes had faced.

"You shall not stop me!" yelled the figure.

"Try us," responded Tom.

With a fierce battle cry, the figure charged forward.

Tim launched an spinning kick, hitting the figure and sending him towards the cover. He followed it up with two blasts from his canon.

The the first blast hit the cover, disintegrating it. The second blast hit the figure in the chest.

The blast threw the figure towards the edge, and he almost, fel, but at the last moment he pulled himself up, and the Heroes saw the efects of the blast already working. His armor was disitegrating, and so was his body. He looked like he was melting.

As the figure balanced on the edge of the pipe, he yelled "You have not seen the last of me!!!"

And with that, he fell.


"What do we do now?" asked Freeze.

"Well, Blitzer made one mistake," responded Winston. "He left us our weapons."

Winston aimed his gun at the wall and fired. No effect. He tried the roof and the door. Still, no effect. No even a scorch mark where he shot.

Winston swore under his breath. "What do we do now?"

Theh they heard a sound from outside of the cell. The door swooshed open.

"How's it going?" asked Tim.

"Boy, are we glad to see you guys," said Winston.


"We've got to get outa here!" yelled Tom.

The Team ran.

"Follow me!" said Tim.


They reached a wall.

"Where do we go now?" asked Freeze.

"10, 9, 8..."

Tim fired at the wall.

"6, 5, 4..."


They jumped throught the hole.

"2, 1, 0."

The world became a fiery infurno.

Delta Team looked behind them. The once massive fortress was gone, replaced by a scorched hole in the cliff-face.

"Did anyone see where Blitzer went to?" asked Winston.

"Yes, I did," said Tom. "He went to Planet 107."

Chapter 7- Planet 107

Birds chirped in the trees as the five beings truged through the forest. Not a word was spoken. There was nothing to say. So they walked in silence.

There was no aim to their walking. They just walked randomly, hoping to stumble upon somthing, but they had no such luck.

Eventually, one of the beings decided to break the silence. "Well, this is nice, but can we actually do somthing productive instead? I'm getting bored."

"Shut up," was the respnse.

"Hey, I'm just saying."

"That's the problem, Tim. You 'saying' things."

"Look whose in a sour mood today," replied Tim. "Clam down, bro."

"Listen, I don't know what hair-brained idito decided to give me a brother, but when I find him..."

"Will you two cut it out?" asked Winston. "Your petty arguing isn't helping."

"Helping what?" replied Tom. "We aren't doing anything, besides walking in circles."

"Circles?" asked Tim.

"Yeah, I saw that tree about eight minutes ago."

"No you didn't. That was a different tree."

"No it- oh, what's the point? You'll only disagree with me," Tom muttered.

"Shhhh!" whispered Freeze. "The birds have stopped their chirping."

"So?" asked Tim. "With the racket Tom was making, that's not suprising."

"But they stopped just now!" Freeze insisted. "That means-"

"That somthing is coming that they don't like," Maedria fnished, speaking for the first time.


Then they heard it. A low humming noise. They dove into the cover of the trees.

A large hovercraft flew over the tops of the trees. It was so close it brushed the tops of the trees.

After it passed, the Heroes got up.

"It appears to have headed south," observed Winston. "We should follow it."

"Um, whatever," replied Tim. "At least it's somthing to do."


A few hours later, they had reached the hovercraft's destination. A huge fortress stood in front of them.

"How many of these things does Blitzer have?" asked Tom.

"Um, I don't think this is Blitzer's," said Tom. "Look."

He pointed to the symbol on the hovercraft. It was a blood red O. "That's not Blitzer's symbol," he said.

"Lets get a closer look," said Winston.

As they crept toward the walls of the fortress, they were silent. They knew that if they were noticed, they wouldbe in trouble.

Suddenly, Maedria yelled, "TAKE COVER!"

Chapter 8- Fire From Heaven

The Heroes dove out of the way right before the ground they had been standing on was burnt crisp.

"What was that?" yelled Winston.

"It appeared to be a lazer blast," responded Tim.

"Great," said Tom sarcastically. "NOW he gets his sense of humor back."

"This is no time for arguing," comented Winston. "We need to- DUCK!!"

Five Heroes dropped to the ground as if dead. Above them flew tiny metal shrukins that would have decapitated the Heroes had they been standing.

"That was two close," commented Maedria. "Way to close."

"Alright, we need to crawl towards that fortress," said Winston. "But do it slowly. We don't want to attract attention."

The Heroes continued their advance, only this time they were on their hands and knees. Slowly but surely, they aproached the fortress.

"My back is killing me," complained Tim.

"My ears are killing me," replied Tom. "So shut up and crawl."

They reached the wall and slowly stood up.

"What now? asked Freeze.

"We head that way," said Winston, indicating to their right. "I thought I saw some doors over there."

Backs to the wall, they shuffled to their right.

"Yes," Winston whispered. "I was right about the doors."

"But what good are they if we caan't open them?" asked Maedria.

As if in answer to her question, the doors slid open, and a battalion of drones began to exit.

"Great," wined Tim. "The doors are open, but we can't get through them."

"Yes we can," said Winston. "Wait for it..."

The last drone exited the fortress.

"Now," whispered Winston, and he ran forward, his team following.

They ran through the doors just as they were closing.

"Now what?" asked Freeze, voicing what everyonewas thinking. "This is obviously a much bigger operation then we realized."

"We need backup," Maedria stated. "I'll find a hanger and 'borrow' one of their ships. Then I can take a message to the closest Hero Factory Outpost."

"But their isn't an outpost for lightyears," said Freeze. "It will take days for reinforcments to arrive."

"I have my ways," Maedria responded slyly.

"Wait, lets think this through," began Winston.

"Later," said Maedria as she ran down one of the halls.

"Girls," snorted Tom. "They're always-"

"Save it," interupted Freeze. "Right now we have to focus on the task at hand."

"It would be really nice to have a map of this place," commented Tim.

"That's it!" Winston snapped his fingers. "They would probably have kept the blueprints stored on a computer for later use. If we can find those files, it would gives us valuable information."

"But we don't have any wa of knowing where the computers are," said Tom.

"Allow me," Freeze stepped over to a computer terminal on the wall. "This should tell us exactly where the computers are. Just give me a minute."

"Wait, if that can tell us where everything is, then why do we need a map?" questioned Tim.

"It's not a map," Freeze explained. "You just type in where you want to go and it tells you where that place is, and it tells you. Ok, it looks like we need to go to the third floor, Room B3."

"Wow, thats handy," remarked Tim as he began to follow Freeze towards their destination. "The rooms are numbered."

Behind him, Tom shook his head and followed.


Maedria continued down the hall, running at full speed. There had to be a hanger somewhere!

Then she saw it. A big metal door with H-3 painted on it loomed in front of her.

She entered the Hanger and surveyed it's contents. Her eyes settled on a one-person fighter. She ran over to it.

"Wait! Stop!"

She had been spotted.

Reaching the fighter, she jumped inside an powered up the engines. The tech who had spotted her was yelling somthing into his comunicator, probably calling for backup. All he could do was whatch as Maedria's fighter lifted off the gound and rocked out of the Hanger.

Maedria flew low over the trees, hoping to avoid detection, but to no avail. She glanced behind her to see five fighters identical to hers in pursuit.

Core pumping, Maedria pulled her fighter into a loop, the enemy fighters flying past her. She leveled out behind them, and fired off a couple shots with her canons. One fighter crashed into the forest below.

One down, four to go, She thought.

The enemy fighters broke formation, preventing Maedria from shooting anymore of them down.

Suddenly, one of the oposing fighters flew outof the sky, flying straight towards her, canons blazing.

You wana play chicken, eh? Maedria thought. We'll see who'se chicken, alright.

Maedria pulled the trigger, activating her canons. The two fighters charged each other, neither one showing any sign of pulling up. Then Maedria shunted slightly to the left, putting her opponent right into her path of fire. One more fighter chrashed into the trees.

Maedria pulled her fighter up, shooting high into the sky. Then she stalled and plunged into a death spiral. Just as she was about to hit the ground, she reactivated her engines and pointed herself towards the oposing fighters.

Still stunned by the amazing ariel display, the fighters where slow to react, and one more of their number plumeted.

Two left, Maedria thought.

She looked around and didn't see the remaining fighters. She shrugged and began to angle her ship to leave the atomsphere.

As she began her exit, the two remaining fighters few out of nowhere, right on her tail. She instantly launched her ship forward, exiting the atmosphere and entering space.

As soom as she had exited, Maedria spun her fighter around and began firing at her opponents. Still gliding away from the planet, she was in perfect position to attack the enemy.

One of her shots made contact, and the ship in front's engines blew. Still flying at high speed, he didn't relized his engines were dead until he was slammed into by his alley. The fighter exploded in a firey infurno.

Maedria swung her fighter around and flew towards the Quiron Belt. She had backup to call for.

Chapter 9- S.W.A.T.

Chapter 10- The Blitz

Chapter 11- Storming The Fortress

Chapter 12- The Belly Of The Beast

Chapter 13- Overlord

Chapter 14- Betrayal

Chapter 15- The Last Stand

Chapter 16- The Vortax

Chapter 17- Where There's A Will...

Chapter 18- The Final Conflict

Chapter 19- Vortax Rising


(Note: All Characters are DeltaStriker's MOCs unless specified.)


Delta Team






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