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  • (This movie begins at Earth)
  • Iron Man: Sorry, surfer-dude, but you're headed for a wipe-out.
  • Nick Fury: Iron Man... I'm reading an incoming ship. Watch out, it's about to open fire!
  • Iron Man: Whoh! Whoa! Oohhhh!
  • Nick Fury: Tony, are you alright?
  • Iron Man: Ow, ow and more ow.
  • Nick Fury: Hmm.
  • (At Doom's Castle)
  • Dr. Doom: With these cosmic bricks, the world will be mine to rule! But first I should probably it from prevent it from being destroyed.
  • ???: This would been much easier had you captured the board intact rather than blasting it to pieces.
  • Dr. Doom: The Avengers showed up. They know how to ruin every good evil plan.
  • ???: Your plan is... fantastic.
  • Dr. Doom: A poor choice of words, God of Mischief. I prefer to think of it as 'spectacular.' Maybe 'stupendous.' I've hired every villain, bad guy and dark minion I could find to help assemble...DOCTOR DOOM'S DOOM RAY OF DOOM!
  • ???: Sort of a mouthful, but alright. Speaking of that...
  • Dr. Doom: Silence! Now, we must track down more of these Cosmic Bricks to build my weapon.
  • ???: As you command, oh most doom-one full one.
  • (At Sand Central Station)
  • Abomination: (Growls)
  • Sandman: Alright! I let these big-wigs go, once you will bring me some of those... Uh... Cosmic Bricks!
  • Abomination: Why didn't they make me the supervisor here? That guy's got sand for brains?
  • (At outside)
  • (Iron Man arrives)
  • Iron Man: Holding Grand Central hostage at rush hour? Now that's criminal!
  • Hulk (off-screen): (Roars)
  • (Hulk arrives)
  • Iron Man: Hulk, you have to remember to look... before you leap.
  • Abomination: (Growls)
  • Hulk: (Roars)
  • Iron Man: I know... bad guys. The S.H.I.E.L.D. folks think we need to formulate a careful plan of attack using... Or, we just smash our way in. Good plan.
  • Phil Coulson : (Transmission) Welcome back to New York, gentlemen!
  • Iron Man: Look at this mess! Didn't we just clean up this city?
  • Phil Coulson: *Over Radio* Witnesses on the ground say Sandman's got hostages in the station!
  • Hulk: SAND MAKE HULK MAAAAD!
  • Iron Man: Just as well I charged my batteries this morning. I think it's going to be a long day. Whoah! So that's why that button does...
  • Phil Coulson : *Over Radio* Looks like you'll have to get past Abomination to get inside!
  • Iron Man: He threw that car like it was some kind of toy! Big Guy, you handle this!
  • Abomination: (Roars)
  • Hulk: HULK ANGRY!
  • Sandman: I'll give you a hand... Or two! Hahaha!
  • Phil Coulson : (Transmission) There's sand everywhere... but this won't be a day at the beach!
  • Stan Lee: Excelsior!
  • Phil Coulson : (Transmission) Hey! It's that guy who seems to follow you super heroes around everywhere! You should help Stan out whenever you see him in trouble...
  • Sandman: You can't beat me! I've already won HANDS down! Hahaha! We have unscheduled arrival in the main terminal! Hahaha!
  • Hulk: HULK HATE DELAYS!
  • Phil Coulson: (Transmission) Hulk, remember you can transform back to normal if you calm down...
  • Sandman: Looks like the writing's on the wall for you guys! Hahaha!
  • Hulk: WALLS NOT GOOD! WALLS ONLY KEEP PEOPLE APART!
  • Iron Man: Profound... Huh! Least I know a good spot for beach volleyball next week.
  • Sandman: Looks like I'm king of the castle, super zeroes! Good luck getting past this!
  • Iron Man: Well there's something you don't see every day, a large building I don't own yet.
  • Spider-Man: Wow, so much for taking the subway down to the Bugle. Guess I'll just have to fight my way though it.
  • Iron Man: Whoa!
  • Hulk: (Roars)
  • Iron Man: Whoa! Thanks for swinging by, Spider-Man.
  • Spider-Man: You Avenger guys are really great, at making a mess.
  • Iron Man: Hey! I just replaced that!
  • Spider-Man: I always knew there was a real buzz around your name, Tony, but this is taking a little too far. We've gotta shut of the power!
  • Iron Man: Pepper always says I get in my own way!
  • Spider-Man: My spider-sense again... What is it?
  • Spider-Man: My spider-sense... Something close by.
  • Sandman: Seems like I've got my hands full with you!
  • Iron Man: This guy doesn't give up! Let's find a way to take this thing down!
  • Phil Coulson: (Transmission) Doctor Banner, this might be a good time for you to get angry. Hulk, remember you can transform back to normal if you calm down...
  • Sandman: Oh, no... I'm melting... MELTING! No, wait... I mean... solidfying... SOLIDFRYING... Oh, what a world... Noooo....!
  • Spider-Man: I don't need this, I already have enough problems without getting sand in this costume!
  • Sandman: Argh! You think you can stop me? I'm not pulling any more punches...
  • Spider-Man: This guy's attacks are so fast! Talk about your quicksand, I've definitely got a sinking feeling right now.
  • Sandman: I hate to HAMMER a point home but you two just won't take a hint! Grr! You got me that time but I'll still beat you to the PUNCH!
  • Nick Fury: Secure that Cosmic Brick, Coulson. And make sure it gets to the Fantastic Four's lab for analysis.
  • Phil Coulson: Yes, sir. (To Hulk) Uh, Hulk, can you help with some of this debris?
  • Iron Man: You're calling them Cosmic Bricks?
  • Nick Fury: They came from the sky-surfer you encountered. I've given Reed Richards the job of finding out why everyone seems to want them. (To Spider-Man) Thanks for your help, Spider-Man. There's always a place in this operation for a hero like you.
  • Spider-Man: Like I have time for that. I've got a trigonometry exam tomorrow, my aunt needs me to pick-up a dozen eggs and I'm drowning in angst.
  • Iron Man: So, who's behind all this? What exactly are they up to? And will it cut into my hot tub time?
  • Nick Fury: I don't know - I wish I knew, and yes. Tony, get back to Stark Tower and try to get me some answers.
  • (At Prison)
  • Dr. Doom: I must have all the Cosmic Bricks I can get my hands on!
  • Loki: My work progresses...
  • Dr. Doom: Progress faster!
  • Loki: This is what I've been reduced to? Relying on such pitful, mortal creatures for my plans? Though he does have a cool throne and a metal face.
  • (At S.H.I.E.L.D. Helicarrier)
  • Maria Hill: Director Fury, Reed Richards is here.
  • Nick Fury: Uh... (Gasp) Mister Fantastic himself. And breakthroughs on that Cosmic Brick I sent you?
  • Mr. Fantastic: Actually, I could use some help. Is Tony Stark around?
  • Nick Fury: He's working on something else. I have another Avenger here.
  • Captain America: I'm actually the first Avenger, sir.
  • Mr. Fantastic: Do you have much experience with theoretical quantum mechanics and exotic nano-derived power sources?
  • Captain America: Um... I got a A-plus in American History?
  • Maria Hill: Director Fury, we have comfirmation that more of those bricks hit the open ocean.
  • Nick Fury: Hill, get me a S.H.I.E.L.D. research sub to gather those Cosmic Bricks. I want some answers! (To Captain America) Cap, you head to the Baxter Building with Reed Richards and help out the best you can.
  • Captain America: I can always sell some war bonds.
  • Nick Fury: Hill, another impotant thing: lunch. Order in some shawarma. Stark knows a spot.
  • (At outside)
  • Phil Coulson: (Transmission) Gentlemen, we need you back at the Baxter Building pronto. Director Fury wants as much info on those Cosmic Bricks as you can find.
  • Maria Hill: The top floors of the Baxter Building are home to the Fantastic Four. Up to date plans are unavailable as Reed Richards is continuously reconfiguring the layout of his labs.
  • Doctor Octopus: Dr. Doom, it's Doctor Octopus. I found it. (Growls) Destroy them, my Octobots! (Laughs) I won't be stopped by such insignificant creatures.
  • Mr. Fantastic: Give it up, Octavius! It won't be a STRETCH to defeat you!
  • Doctor Octopus: Octobots... GET HIM!
  • Captain America: You won't get away with those pieces, Doctor Octopus!
  • Doctor Octopus: A most impressive laboratory, Doctor Richards... for such an inferior intellect. I'll be taking my leave now. Goodbye, Substandard heroes.
  • Mr. Fantastic: He's heading for the roof! Let's get after him, Cap!
  • Captain America: An elevator? Is this the quickest way to the roof?
  • Mr. Fantastic: I... uhh... call it the Fantasti-vator. Faster than the stairs for sure! Let's go!
  • Captain America: There he is!
  • Mr. Fantastic: Maybe we should think about this...
  • Captain America: No time! If he gets away with those pieces now we might never get'em back!
  • H.E.R.B.I.E.: Doctor Octopus is getting away! You'll need to glide across that gap to catch up with him.
  • Mr. Fantastic: Over there, Captain! What's the plan?
  • Captain America: Whenever he goes, we follow! Look out! He's releasing more Octobots!
  • Doctor Octopus: I don't think you'll be following me across here, heroes!
  • Captain America: Careful, Dr. Richards, It's a long way down! He's climbing down! We can't reach him from here.
  • Doctor Octopus: Wait? What are you doing? NOOOO!!!
  • J. Jonah Jameson: Parker?! Do your job! I want some play for Bugle stories on Net-Thing or Inter-face.
  • Peter Parker: Yes, sir. Net-face.
  • J. Jonah Jameson: You understand the web, don't you?
  • Peter Parker: The web? Yeah, it's a job and a hobby.
  • J. Jonah Jameson: Doc Octopus? You're a real doctor, right? I have a pain right here... down there... oh, and that bit over there, wow!
  • Doctor Octopus: Your cheap health plan doesn't cover office visits.
  • J. Jonah Jameson: Parker?! Parker! I need some footage of this for the website! How hard can it be? I mean, this time the news is coming to us!
  • Spider-Man: You could record it with your smartphone , JJ, if you could figure out how to turn it on. Hey, guys.
  • Doctor Octopus: You're never going to catch me. You're wasting your time!
  • Captain America: Good thing you happened to be close by Spider-Man, Doc Ock's stolen some important materials.
  • Spider-Man: Yeah. he's real grabby like that. Always getting his hands on things. Spider-sense again... What is it?
  • Doctor Octopus: Haha! Victory is now within my REACH! Time step on the spider.
  • Spider-Man: Oh, such cruelty. You couldn't wrap me in a paper towel and toss me out in the window?
  • Doctor Octopus: NO! What happened? Grr...!!! OCTOBOTS!
  • Spider-Man: He seems over-the-top angry. Any advice?
  • Mr. Fantastic: Don't look at me! YOU'RE the Doc Ock expert. Wait! He's trapped his arm in the ground! Let's attack while he can!
  • Doctor Octopus: No! Not again! My arm!!! Argh! Why didn't I see this coming?!! Another arm stuck?!! My arms! My beloved mechanical arms! You'll surfer for this! GET THEM!!!
  • Captain America: Give it up, crime never pays.
  • Doctor Octopus: You'd be surprised; it covers medical and dental.
  • Mr. Fantastic: You can't escape the long of reach of justice, Ock.
  • Spider-Man: Stop being so grabby, doc!
  • Captain America: I got it!
  • Mr. Fantastic: I got it!
  • Spider-Man: I got it!
  • Green Goblin: No, I got it! (Laughs)
  • Ego the Living Planet: Hmm.
  • Captain America: We captured Doc Ock, but we lost the Green Goblin.
  • Hawkeye: Don't worry, we're tracking him.
  • Black Widow: Target located.
  • Hawkeye: He's gone to the Oscorp Building.
  • Captain America: What would Green Goblin want in a totally legitimate and entirely unsuspicious office tower like Oscorp?
  • Mr. Fantastic: Let's go find out.
  • Hawkeye: That won't be necessary, Mister Richards, uh, Fantastic, um...
  • Black Widow: Dr. Richards... Uh, sir, Director Fury needs you and Cap back at the lab.
  • Hawkeye: We need to know more about these special bricks and what they can do.
  • Spider-Man: Then, let's try to figure that out. We gotta, because... With great power, comes great responsibility.
  • Phil Coulson: (Transmission) Green Goblin has been sighted entering Oscorp. We need you to get there, find him and hopefully get back that Cosmic Brick...
  • Black Widow: I guess we'll find our own way to Oscorp then...
  • Hawkeye: We'll be easy with this mess they left behind. I'm sure they won't mind if we trash the place a little more... Hey, could you grab me a Chicken Alfredo while you're over there.
  • Black Widow: Sure. You want me to pick up your dry cleaning, too? Looks like that booth scans for employees...
  • Hawkeye: Shouldn't be a problem for you, right?
  • Maria Hill: Within the Oscorp building's high security perimeter, Norman Osborn's labs undertake secretive research into radical new chemical and genetic technologies.
  • Spider-Man: What took you so long?
  • Green Goblin: (Laughs)
  • Hawkeye: (Groans)
  • Black Widow: Clint... you shouldn't have! (Laughs)
  • Hawkeye: Hmm.
  • Black Widow: Where did Green Goblin go?
  • Spider-Man: Don't worry, the Green Goblin will be waiting for us.
  • Hawkeye: Proceed with caution... We need to find him AND that Cosmic Brick!
  • Green Goblin: Coming through! HA-hahahahahaaaa!!!
  • System One: Alert! Security breach detected! Emergency protocols engaged.
  • Black Widow: That's not good.
  • Spider-Man: My spider-sense is tingling!
  • Green Goblin: Need a lift, guys? Ha-hahahahaaa!
  • System One: Caution! Possible laboratory break-in confirmed by big explosion. Please direct your panic-stricken running to the nearest exit.
  • Spider-Man: Attack with an elevator! That's wrong on so many levels. Give up the Cosmic Brick, Goblin! Game's over!
  • Green Goblin: Oh, it's just begun, web-brain! Catch me if you can!
  • Hawkeye: Hmm. Those cameras are triggering the lasers. There must be a way to get past!
  • Green Goblin: Hmm. I'm sorry, but you three don't seem to have the proper visitor passes. Hahahaha!
  • Black Widow, Spider-Man & Hawkeye: (Screams)
  • Green Goblin: Doom, I'll be on my way shortly. Hahaha!
  • Black Widow: (Screams)
  • Spider-Man: (Screams)
  • Stan Lee: (Screams)
  • Hawkeye: (Screams)
  • Black Widow: (Groans)
  • Spider-Man: Wow, getting a visitor pass around here is grueling. This stinks!
  • Black Widow: Goblin and the Cosmic Brick will have to wait. We need to get out of this place.
  • Venom: (Roars)
  • Spider-Man: Oh, great... Looks just like symbiote goo...
  • Hawkeye: Open sesame!
  • Black Widow: Good work, team. Now to get after Green Goblin! What happened here? The whole lab's been abandoned.
  • Hawkeye: Seems like the power's out. if we can find a power generator we should be able to get it back online.
  • System One: Power restored to *white noise/hiss*. Caution advised.
  • Spider-Man: Restored to what? Never good when the important part is covered by static.
  • Hawkeye: It's almost like they're... coming out of the walls! Did you see it freak out cause of the loud noise? It's alien symbiotes all right...
  • Black Widow: Be careful what you wish for. Spidey, who's hosting the Venom symbiote these days?
  • Venom: (Laughs, Screeches)
  • Hawkeye: Seems like the source of the problem! The flames scared him off! You know, for a totally legitimate...
  • Black Widow: ...and suspicious office tower, this place surprisingly disgusting.
  • Spider-Man: You said it.
  • Black Widow: You think that's all of them?
  • Spider-Man: Uh, no.
  • Hawkeye: I see him.
  • Venom: We always love running into you, Spider-Man! What a tangled web we weave. And Spider-Man! You've brought along a few friends for us to play with!
  • Spider-Man: Guys, meet Venom. Venom, meet the guys. Well, one's a girl.
  • Venom: We're going to save you till last, Spider-Man! Is that the best you can do? We're only just getting started!
  • System One: Emergency containment measures for super top secret Symbiote research - activated.
  • Hawkeye: Perfect!
  • Venom: You're not leaving here alive!
  • Hawkeye: Green Goblin, come on!!!
  • Green Goblin: Hahaha!
  • Hawkeye: I knew I should've packed my anti-Goblin arrows!
  • Spider-Man: LEGO-las - Ha! Can you and the other Avengers track him down? I've gotta do dishes, homework, explain to my girlfriend why I'm always, always leaving her waiting at coffee places. I mean, my life is really hard.
  • Nick Fury: Tell me you got the brick?
  • Hawkeye: SOrry, sir. Green Goblin got away.
  • Nick Fury: Coulson.
  • Phil Coulson: I know sir: clean-up at Oscorp.
  • Nick Fury: Tell me you've found something...
  • Tony Stark: Well, besides going though about 100 keyboards for Hulk, I've gone through some of my space data about that Silver Surfer we encountered. He was filthy with Power Cosmic.
  • Nick Fury: I was afraid of that.
  • Tony Stark: And I've tracked the Silver Surfer's power signature from that mystery ship. Looks like they landed in Latveria.
  • Nick Fury: Latveria? That means Doctor Doom.
  • Maria Hill: Sir, we have a break-in at the Raft...
  • Nick Fury: Iron Man, Hulk... you're up.
  • Tony Stark: Okay sir, we'll get right on it.
  • Phil Coulson: (Transmission) Why would someone break in to the Raft? You'd better check it out ASAP!
  • Iron Man: Great, the ferry's outta commission. And you exceed the weight limit for me to fly you over there.
  • Hulk: HULK SCARED OF HEIGHTS!
  • Iron Man: ...and there's that. Maybe we can fix this boat up...
  • Captain: Nice work - you fixed the ferry! My family-friendly Ryker's Island Ferry Tour is back in business! If you're gonna ride, though, you're gonna need to show me a ticket. Rules is rules!
  • Hulk: HULK SMASH PUNY TICKET MAN!
  • Iron Man: Hey-hey-hey! Save those 'Hulk-smashes' for the bad guys, right? Let's get ourselves a ticket.
  • Captain: Got your ticket? Then hop aboard, friend! Next stop... prison.
  • Iron Man: And if you look to the left, you'll see the fabulous X-Mansion, while on the right...
  • Hulk: Hulk need the bathroom.
  • Iron Man Really? You couldn't have gone before we left?
  • Maria Hill: Located off Manhattan's East Coast, the highest security area of Ryker's Island Maximum Security Penitentiary is known as the Raft. Looking for the worst in super-villainy? You'll find them here.
  • Iron Man: My sensors are detecting movement on the other side of this wall.
  • Wolverine: Let go of me, bub!
  • Hulk: HULK SMASH UGLY SIDEBURNS!
  • Iron Man: Hulk, drop. You should know by now he's one of the good guys. Even doesn't smell like one. Shouldn't you be in Canada, uncovering your past or something?
  • Wolverine: Tracked Sabretooth here. Chuck says Doom's got the Brotherhood of Mutants helping him out.
  • Iron Man: Doing what? Let's go!
  • Wolverine: Let's go, tin-man! Sabretooth's scent leads the way...
  • Iron Man: Question: Why would Doom team up with Magneto?
  • Hulk: HULK HATE RAIN!
  • Wolverine: Should a brought an umbrella, Bub!
  • Hulk: GAH! HULK NO LIKE BRIGHT LIGHT!
  • Wolverine: Guys, I think we tripped the alarm or something.
  • Iron Man: Looks like the party's in full swing. Is that... The Leader?!!
  • The Leader: Hulk? You brainless babbling beast! I am finally free to destroy you!
  • Hulk: LEEADER IS ENEMY! HULK SMASH BIG HEAD!!!
  • Abomination: Aaaw... Teddy... Love my teddy... What? WHAT? Aww... Quiet down! It's not time to get up yet! Whoooooahh!
  • Iron Man: Here we go. This machine could locate Sabretooth for us.
  • Sabretooth: Wait a minute... get outta here!!! GAAAAHHH!!!!
  • Iron Man: Now we know which floor he's on. JARVIS, can you hack into the elevator controls? We need to get there right now!
  • Jarvis: Yes, sir. Connecting to elevator controls.
  • Sabretooth: You made it for the big escape.
  • Carnage: (Laughs)
  • Red Skull: (Laughs)
  • Rhino: (Growls)
  • Red Skull: (Laughs)
  • Wolverine: Supervillains everywhere.
  • Hulk: (Roars)
  • Iron Man: Supervillains, meet my super-suit.
  • Magneto: Yes, that suit. It requires some tailoring...
  • Iron Man: Is it me, or did it get drafty in here?
  • Sabretooth: Time to finish this!
  • Wolverine: Finally! Come at me, bub! Looks like we gotta throw somethin' heavy to take him out!
  • Magneto:Pardon me the interruption but it's time we were going.
  • Hulk: (Roars)
  • Wolverine: (Growls) C'mon, ya big, green gorilla.
  • Abomination: (Roars)
  • Magneto: Ah, Mystique.
  • Abomination: Nothing can stop us now! Grrr! Guh!! I can't see!
  • Wolverine: Shining those searchlights in Abomination's face might give us the upper hand...
  • Abomination: Argh! Bright light!
  • Phil Coulson: What a mess. Who else got away?
  • Wolverine: (sniffs) I'm gettin' other supervillain scents here... Mandarin, Red Skull and... Loki. Where's Thor?
  • Phil Coulson: In Asgard. He needs to know about this.
  • Captain America: Mom's apple pie! We've got to save America from the Red Skull!
  • Hulk: HULK SMASH SKULL! Hulk rip pants!
  • Captain America: That's why my red, white and blue uniform is form-fitting yet flexible. I love American ingenuity.
  • Wolverine: I have some tracking to do. I'll keep in touch. Or not.
  • Captain America: Tony, let's get back to Stark Tower and into something, uh less revealing.
  • Tony Stark: Oh, I have a great new outfit I put together the other day.
  • Phil Coulson: (Transmission) We're going to need Iron Man if we want to get those Cosmic Bricks back. Head over to Stark Tower and suit up! Man, I miss flying. All this running is making me tired! How do people live like this? Wow, this is embrrassing... I left my keys in my other suit.
  • Captain America: Is there another way to open it?
  • Tony Stark: Sure... We just need to think outside the box a little.
  • Maria Hill: Stark Tower dominates the Manhattan skyline as either a highly advanced technological research facility, or a giant monument to its owner's ego. Depends who you ask.
  • Tony Stark: Did I ever tell you about my party armor? It was designed like a tuxedo. For more formal battles. Honey, I'm home?! What's with the hostile welcome. Jarvis, it's me... your boss-man.
  • Jarvis: Intruder alert. Security activated.
  • Tony Stark: Intruders? JARVIS, security override command Tango Oscar Sierra three-nine-six-three.
  • Captain America: We're gonna have to fight in our way in.
  • Tony Stark: Someone must have hacked my systems. That's the kind of thing I do to other people. What the...? Great If JARVIS has been hacked then I can't trust my suits either!
  • Captain America: All of them?
  • Tony Stark: They're all connected to the mainframe. Uh, expect for one of them.
  • Captain America: Is there any way to turn off these lasers?
  • Tony Stark: No, not in full lock down. I might be able to disrupt their pattern buffers though. I just need an interface terminal. Tony Stark - genius billionaire playboy philanthropist... Looks like I'll have to fight without the cool sound effects... That kinda did it. We can past if we time it right. Right. Problem. I need my keycard to unlock the suit.
  • Captain America: And you don't have it?
  • Tony Stark: It's just over there...on the other side of that sealed door. Much better! A little old fashioned by my standards, but it should get the job done!
  • Captain America: This is on impressive building, Mr. Stark.
  • Iron Man: Now that's what I call a view. Wow that is cool.
  • Captain America: No time for that now!
  • Jarvis: Security system partially restored. Requesting immediate deployment of Mk42 suit.
  • Iron Man: Time to suit up!
  • Jarvis: Arc Reactor Storage access granted.
  • Mandarin: (Laughs)
  • Loki: (Laughs)
  • Captain America: Loki, stand down!
  • Loki: My insincerest apologies, but I have need for a source of high power at low cost.
  • Iron Man: Well, you are stealing from the best.
  • Mandarin: That's not the only thing we've stolen... Where are you going?! Never trust a demigod... It's time to teach you so-called Avengers' a lesson.
  • Iron Man: Enough, Tangerine! I'm just tired of you!
  • Mandarin: You should have anticipated this, Stark. Heroes? There is still no such thing! You could never conceive of my vision for mankind. Now I shall turn your weapons against you!
  • Captain America: Is that the... Hulkbuster armor?
  • Iron Man: Yep...
  • Captain America: And that will let him do anything the Hulk can do?
  • Iron Man: Yep...
  • Jarvis: House party protocol activated.
  • Iron Man: So, like my suit?
  • Captain America: I have a soft spot for the oldies.
  • Iron Man: Why is it my tower can never stay in one piece?
  • Nick Fury: We're in danger. The big, bad, end-of-the-world kind of danger. Initial tests by Reed Richards show that these bricks store the Power Cosmic and are the remains of the Silver Surfer's board. If that means what I think it means, you alone have the expertise we need to help defend the Earth.
  • Mr. Fantastic: It looks like both our labs have been trashed.
  • Iron Man: These bad guys love to steal our stuff.
  • Nick Fury: And they're been stealing far too much of it. We need to move on our Latveria operation. I call it 'Operation: Latveria.'
  • Mr. Fantastic: I'll get the rest of the Fantastic Four.
  • Nick Fury: Right. Turn of S.H.I.E.L.D.'s arc-reactor tracking software.
  • Iron Man: Tracking my arc-reactor signatures?
  • Nick Fury: Do you know how many times I have to find you at some crazy party? You see, having the best intelligence gives you the upper hand. Hawkeye, Black Widow - you're up!
  • Phil Coulson: (Transmission) We need to get that arc-reactor back before use for purposes to dyer concerplate follow the signal and find it.
  • Nick Fury: (Transmission) Agents, I'm zeroing in on the Arc-Reactor's signal, but it'll take a while to pinpoint exactly. It seems to be coming from the Finacial District... Right, we've located the signal... Updating the co-ordinates now. Follow the trail! Uh... Scratch that last update... Someone spilt schwarma sauce on the monitor! Patching through some accurate co-ordinates now! The signal is coming from somewhere in that area. Check the surroundings for anything suspicious!
  • Maria Hill: Standing over fourteen-hundred feet tall and weighing 365,000 tons, the Empire State Building was opened in 1931 and has remained one of the New York City's most recognisable landmarks ever since.
  • Black Widow: Looks like Wolverine beat us here.
  • Nick Fury: (Transmission) The signal's gotten stronger, so follow it, agents.
  • Black Widow: Careful, Barton. We don't want any nasty surprises.
  • Hawkeye: Keep your eyes peeled. We don't know who's waiting for us down here. I never miss!
  • Black Widow: That symbol looks familiar... it's Hydra!
  • Hawkeye: I guess evil organizations don't spend as much on training their goons as they do on these fancy doors... This could be a problem.
  • Human Torch: You guys need any help?
  • Black Widow: This base is huge! How did it stay hidden for so long?
  • Hawkeye: Quality decorating?
  • Human Torch: Flame on!
  • Black Widow: Yeah, it's Hydra alright. I can see Red Skull form here...
  • Hawkeye: And Loki's with him? What are they planning?
  • Black Widow: Looks like the door they went through is locked and there's no panel to hack it. We'll have to find another way around.
  • Hawkeye: Some days I just feel like a cog in the machine.
  • Human Torch: I wouldn't look down if I were you! One small step for man, one giant climb up a Hydra rocket!
  • Hawkeye: Going up! Hey, bad guys! Say something, will ya> I hat fightin' in silence!
  • Red Skull: It works. Power levels are stable.
  • Loki: Excellent.
  • Captain America: Red Skull! I'm gonna spangle you till you see stars!
  • Red Skull: Still in that ridiculous outfit? You need a bigger wardrobe budget. I am the Red while you are merely numb-skulls!
  • Captain America: Red Skull! I'm here to end your evil scheme.
  • Human Torch: And I thought I was a hot head!
  • Arnim Zola: Calculations predict a 95% chance of failure, Captain. You should give up now!
  • Captain America: After all these years I just realized that Red Skull has no nose!
  • Human Torch: Really? How does he smell?
  • Captain America: Terrible.
  • Red Skull: That suits looks just as ridiculous now as 'ze first time we met, Captain! I am the future of our people. You are just a bygone relic! You can't defeat me! The Red Skull is always ready!
  • Arnim Zola: Hahaha! You cannot win! No you can't! Pathetic insects! You cannot destroy the mighty Arnim Zola!
  • Captain America: You're getting slow in your old age, Captain! You cannot defeat me!
  • Wolverine: I picked up the Skull's trail outside the Raft. He wears a stinky cologne.
  • Captain America: We appreciate the help, but you've destroyed the vortex. Now we can't follow Loki.
  • Wolverine: Yeah, well, I get the sense that Loki isn't just a hired hand in this thing.
  • (At Space)
  • Galactus: *Chomp, chomp* Sweetness!
  • (At Earth)
  • Phil Coulson: They'll be fine, Director Fury. They may not be super, but they are heroes.
  • Captain America: Colonel Fury, sir, Loki jumped into a Vortex and vanished.
  • Nick Fury: (On Communication) I know someone that can help locate him.
  • Wolverine: I've just remembered ; I gotta go buy some more hair gel. I'll catch up to you.
  • Human Torch: Something about that big rainbow road... Looking at it, I just feel like... I wanna race!
  • Captain America: What?
  • Human Torch: Sorry, just talking to myself.
  • Phil Coulson: (Transmission) We've got someone waiting for you at the foot of the Bifrost. I assume you know who it is... You'd better go meet him as soon as possible.
  • Maria Hill: Most of what S.H.I.E.L.D. knows about Thor and his people remains highly classified. What little information we've obtained about his home 'Asgard' comes form...well...this one children's book found by Dr. Erik Selvig in New Mexico. Seems pretty accurate so far...
  • Wolverine: Get a load of this guy.
  • Human Torch: Oooh, very theatrical with the lightning and everything!
  • Captain America: He is god of thunder. It's sort of his thing.
  • Thor: I sensed the opening of the Vortex because brother Loki used it as a pathway to Asgard.
  • Wolverine: What the heck's he after?
  • Thor: He is ever after only one thing... Power. And also helmets with thorns. He is really into those.
  • Human Torch: This is great! Better than my rollercoaster!
  • Thor: Remain vigilant.
  • Wolverine: What is thus thing?!!
  • Captain America: How much longer til we get there? Thor?
  • Thor: We shall be in Asgard shortly. Until then be careful not to fall into the vastness of space... Prepare yourselves, mortals. Asgard shall soon be in our sights!
  • Wolverine: Uhh... Let's not do that again!
  • Captain America: Whoah... I'm so dizzy, I'm seeing stars... but so no stripes!
  • Thor: So much frost and ice. Loki must be working with the Frost Giants of Jotunheim!
  • Human Torch: Then it's good I always bring the heat! YEEEAAAH!
  • Wolverine: Quiet, Matchstick!
  • Thor: The controls to the exit are buried! We must remove this ice somehow...
  • Human Torch: Now, if there were only someone here with the power to melt ice... Oh, yeah!...
  • Thor: Frost Giants! Be on your guard!
  • Wolverine: Funny... they don't look so giant to me.
  • Thor: Now we need only to charge the controls. My hammer should suffice! Hurry! We must find Loki!
  • Wolverine: A magical rainbow bridge? What next, unicorns and happy cliches?
  • Loki: You made it... I was beginning to worry. Do you like what I've done with the place?
  • Thor: Brother! Stop this madness!
  • Loki: Oh, just chill out for the second, won't you?
  • Thor: Villain! Yeld! I will not order you again!
  • Loki: Behold! You are now under my power! Ta-ta for now!
  • Captain America: So, this is Asgard?
  • Thor: Why do you insist follow me, brother? Going somewhere? I think not! Yet again, you fall for my simple parlour tricks. Are we having fun? You heroes are mere puppets, under my control! Now you see me... I'm not finished yet... or should that be we're not finished yet? How foolish you are! Over here!
  • Thor: The Tesseract is dangerous, brother!
  • Loki: Oh and so am I, brother! I intend to get my revenge on you, on Earth, and on Asgard!
  • Thor: What are you planning, Loki?
  • Loki: You can't make me tell. You are not the god of me.
  • Thor: Ohhh! Thou dost vex me with the taunt. You have used it since we ere children!
  • Loki: Do you remember this little plaything?
  • Thor: Brother, Loki, are you out of your mind?
  • Wolverine: I bet our Tin Man would love to see this one!
  • Captain America: That thing is indestructible! There has to be a way to break Loki's control over it...
  • Human Torch: Well, if you guys have any bright ideas, I'd love to hear' em!
  • Wolverine: My claws ain't gonna do it this time... Gotta be another way!
  • Loki: GAh! You mortal pest!
  • Captain America: The Destroyer is vulnerable! Take him out!
  • Loki: Be gone! Asgard belongs to me!
  • Thor: Rid your mind of this madness Loki!
  • Loki: Aaargh! You pathetic insect! You shall never win!
  • Thor: Brother! I do not wish you further harm! Give up now!
  • Loki: I swear, you will kneel before me by the time this day is through! You think you have me out-numbered? Well, not for long!
  • Human Torch: Look-a-likes! Or should that be Loki-likes?
  • Loki: Get away, you fowl creature!
  • Thor: I will return the Tesseract to the safe-keeping of the Treasure Room.
  • Human Torch: Hey, blondie, I hate to point this out, but it just got stolen from there. Maybe your security's not so good?
  • Captain America: S.H.I.E.L.D. has entire battalion of troops dedicated to guarding the Tesseract.
  • Thor: Humans? Guarding this item of immense power? Please! I can rain thunder and lightning on anyone who touches it!
  • Wolverine: I bet this glow cube can help me find Magneto. I can ask Chuck about that.
  • Loki: The final pieces are coming together. Soon you will rule the earth.
  • Dr. Doom: Yes, yes! But where is the power source you promised me?! It's all we need.
  • Loki: I know where it is. We can acquire it from the Mutants.
  • Dr. Doom: The X-Men? Very well, I've planned for every contingency. I'll dispatch some associates to reacquire it.
  • Wolverine: Brought you somethin' Professor. Figure this can help us find Magneto.
  • Professor X: The only thing I think it will find for us... ...is unwanted attention... Oh, dear.
  • Cyclops: That doesn't sound good.
  • Jean Grey: And that doesn't look good!
  • Phil Coulson: (Transmission) X-Men, do you read me? Our sensors indicate the X-Mansion is underattack. If you receiving this message you should get there right away.
  • Jean Grey: I guess we're not getting in through the front door.
  • Cyclops: C'mon. We'll take the side entrance!
  • Stan Lee: Help!
  • Cyclops: Calm down and turn those sprinkers on!
  • Jean Grey: It's no good. He can hear you through his own deafening screams!
  • Maria Hill: Officially, Professor Charles Xavier's Institute for Higher Learning is in an ordinary boarding school, but the truth is it also serves as a home and shelter for young mutants with extraordinary powers... collectively known as the X-Men.
  • Cyclops: Come on, we need to rescue the students.
  • Juggernaut: (Roars)
  • Professor X: Cylcops, Jean... You need to rescue any trapped students.
  • Jean Grey: Professor! I sense he is in danger!
  • Professor X: Do not worry about me; I am safe in the Cerebro chamber an object of great power called the Tesseract. Open the emergency escape tunnels to lead the students to safety. The escape tunnels are hidden, of course. Find and open them quickly.
  • Cyclops: Magneto wouldn't attack the school unless he was desperate...
  • Jean Grey: Let's get the students to safety!
  • Cyclops: This way! Quick as you can!
  • Jean Grey: There's not much time! Quickly, through here! It's not safe here!
  • Juggernaut: I'm the Juggernaut!!! (Roars)
  • Cyclops: Careful, Jean. He's around here somewhere.
  • Juggernaut: SMASHING HAHAHA!
  • Jean Grey: Just look at this mess! We need to get through!
  • Toad: Lou lannot leslape from lee! Lahaha!
  • Storm: Put me down, you slimy Toad!
  • Cyclops: Storm! Are you alright?
  • Storm: I warned you... A storm was brewing!
  • Toad: LO! Lou loo lis loo lee! Looo-aaaaaarrrrrgghhh!!
  • Beast: Hello? Come in, X-Men! Is anyone there?
  • 'Cyclops: Beast! We read you! What is your situation?
  • Beast: No time to explain! I've locked the school down so the doors won't open. You'll need to force your way through.
  • Storm: Bobby! No...
  • Pyro: Hot enough for ya, Bobby?
  • Iceman: Nnngghh... This... isn't... cool! Sorry I gotta be so cold with ya, buddy...
  • Cylcops: It's the Juggernaut! Watch out!
  • Juggernaut: You can't escape the Juggernaut! This ice won't hold me forever!
  • Professor X: Those helpless children... You must rescue them!
  • Jean Grey: I think that's all the students rescued. Now what?
  • Magneto: I'm afraid your attempts to stop me are too late. Failure to hand over the Tesseract will result in the destruction of your precious home.
  • Professor X: The students are safe, you must stop Magneto.
  • Jean Grey: We can't keep up! There has to be quicker route to head him off!
  • Storm: Head for the fireplace! We can use the secret passage!
  • Juggernaut: Hahaha!
  • Jean Grey: Professor?!!
  • Magneto: Professor X has agreed to let me care for the Tesseract.
  • Jean Grey: He has?
  • Magneto: Of course. He knows I'm good with technology.
  • Cyclops: And he knows you'll double-cross him at the drop of your helmet!
  • Mystique: Hahahaha! Well, that's no way to treat a lady, Summers.
  • Jean Grey: Make sure the children are protected. I'll take care of these two.
  • Beast: No running in the hallway, please. How many times must I say it! No running in the hallways! Oh!
  • Magneto: Beautiful, isn't it?
  • Jean Grey: Magneto!
  • Magneto: We seem to have upset the natives. Deal wit them!
  • Juggernaut: Don't you know who I am? I'm the Ju...
  • Ice Man: Yeah, yeah. We get it!
  • Beast: Oh, my stars! We have our hands with this fellow.
  • Juggernaut: Hey! Who turn out the lights?!! I can't see a thing! I can hear you! (Roars) Ow! What?... Gah! Uuuurrrgg!
  • Ice Man: I think you need to chill out a little.
  • Juggernaut: Brr...!!! N-n-now I'm... m-m-m-m-m-m Mad!!! 'Ave some of this! Aww, no not again!! I-I-I'm g-g-gonna f-f-f-f-f-finish th-th-this... n-n-now!!! Huh?!! Whu-hu-hu-hey! no! put me down! No! my helmet! What have you done?!!
  • Beast: Fascinating...
  • Jean Grey: Your mind is a blank page, Juggernaut... Now I shall write on it...
  • Juggernaut: Arrrrgh! Get outta my head, Charles! I mean... Jean... What are you trying to achieve?
  • Iceman: Trying breaking out of this, big guy!
  • Beast: Oh my stars and garters!
  • Jean Grey: What does that mean? Magneto got away.
  • Professor X: That is most unfortunate. I think that means we'll owe Nick Fury a few favors.
  • Invisible Woman: Thanks for sending Agent Coulson to help with the clean-up here.
  • Nick Fury: You were assisting S.H.I.E.L.D. at the time. Besides, I can expense it. But there's something else I need you help me with. Magneto has stolen the Tesseract and we've tracked its energy signature to Latveria. It's finally time for 'Operation: Latveria' to get underway.
  • Mr. Fantastic: Why'd it take so long to plan?
  • Nick Fury: Approvals, countersignatures, four rounds of notes. You can't believe the bureaucracy I deal with.
  • Mr. Fantastic: If Doom combines the power of the Tesseract with those Cosmic Bricks...
  • Nick Fury: It could be very dangerous. He has to be stopped.
  • Thing: Yeah, It's...
  • Human Torch: Ah, no, not yet.
  • Phil Coulson: Are you gonna tell them, sir?
  • Nick Fury: One threat at a time, Coulson.
  • Thing: I hope you ain't expectin' us to walk to Lateveria, Reed...
  • Human Torch: Heh, you could use the exercise... Shed a few of those extra boulders...
  • Thing: I'll shed you in a minute!
  • Human Torch: Yikes!
  • Invisible Woman: Seriously, you guys?... How are you planning getting there, Reed?
  • Mr. Fantastic: In a Fantasticar, Of course. I think it's still stowed away in Central Park somehwere...
  • Phil Coulson: (Transmission) Hello, Fantastic Four. You've needed in Lateveria right away. The Fantasti-car should get you there quickly enough...
  • Maria Hill: Deep in central Europe lies a small nation known as Latveria, ruled by Victor Von Doom. Don't let the rustic look of Dr. Doom's castle fool you; it has incredibly advanced weaponry hidden behind its stone walls. Even really good internet.
  • Nick Fury: You called it the 'Fantastic-car'? Nice. Does it come with satellite radio?
  • Mr. Fantastic: We're enterung Latverian airspace.
  • Human Torch: Local weather is dreary with an 80 percent chance of bad guys.
  • Nick Fury: And a 100 percent chance of incoming fire.
  • Mr. Fantastic: Setting the Fantasticar to autopilot so we can jump in.
  • Nick Fury: Human Torch and I will secure the landing zone.
  • Thing: Cannonball! Whoo hahaha!
  • Invisible Woman: Boys... I think we've been spotted! Watch out!
  • Thing: Rock beats explosives... Right?
  • Mr. Fantastic: There it is! Everyone get ready!
  • Thing: Whaddayaknow? Johnny came through for once!
  • Invisible Woman: (Gasps)
  • Mr. Fantastic: I saw this in a movie once.
  • Thing: Green Goblin's here.
  • Mr. Fantastic: Doom's hiring every baddie he can find. I wonder that kind of benefits he offers?
  • Invisible Woman: Must be decent; he's got an army of security guards, too! Ben, I believe some cobberin' is in order.
  • Thing: Aw, Sue... Ya ruined my line!
  • Mr. Fantastic: Director Fury! Come in! We've been knocked off course... Please respond!
  • Invisible Woman: It's no use. Something's interfering with our comm signal. Doom must have a jamming device nearby!
  • Mr. Fantastic: That dish looks like the source of the interference! We've got the disable it!
  • Thing: It's clobberin' time!!!
  • Nick Fury: *over radio* Come in! Fantastic Four, do you read me?
  • Invisible Woman: Loud and clear, Director Fury. We've taken down a comm tower that was blocking our signals.
  • Nick Fury: *over radio* I'm on the other side of the castle. We could do with backup. Quick.
  • Nick Fury: I've got bad news: the only way to bring the lift down is to trigger the alarm which I bet will bring us a lot of unwanted attention...
  • Human Torch: Triggering the alarm? Isn't this supposed to be a surprise attack...
  • Nick Fury: Director Fury, ready for action!
  • Mr. Fantastic: That's our ride, team!
  • Thing: Aww... Playtime's over already?
  • Green Goblin: What no Spider-Man? Shame! I do so enjoy winding him up. How dare you break into my holiday home?! Don't you know hard it is for super-villains to get some vacation? Doom-bots! Get them! Hahahahaha!!! Take this! Dumb drones! I'l deal with you myself!
  • Nick Fury: We need to get him off his board!
  • Green Goblin: C'mon, you big ugly orange rock! You think you can stop me?!! You pathetic little... GRR!!! Time to fly, super nothings!
  • Mr. Fantastic: He weon't give up!
  • Green Goblin: Destroying the Fantastic Four? What a pleasant surprise! Argh! This is it, you worms... This is getting dull without the Spider to keep me entertained. I don't believe it... You won't get away with this!
  • Dr. Doom: Fools! Don't force me to use Dr. Doom's Doom Ray... of Doom!
  • Nick Fury: Does that look like a ray gun to you, Reed?
  • Mr. Fantastic: Usually ray guns are forced light whereas this appears to use a cosmic energy.
  • Human Torch: Why don't you ask him? Villains love to talk about their stuff. Hey, Doom, what is that thing?
  • Dr. Doom: Oh, you'd like to see it in action? Very well!
  • Nick Fury: S.H.I.E.L.D. Helicarrier? This is Fury. Hill, are you there?
  • Maria Hill: Here, sir.
  • Nick Fury: Listen, we've located our silver friend. We'll bring him back to the carrier. Doom has taken off with Loki. That's a bad match. Bad for us, I mean. Can you locate them?
  • Maria Hill: We can.
  • Tony Stark: Just like you can track me anywhere, apparently.
  • Maria Hill: They're headed out to sea, sir.
  • Nick Fury: Contact Professor X and see if he can spare some mutants to help us to track down all of Doom's associates.
  • Maria Hill: Yes, sir.
  • Tony Stark: Whoa! Ohh.
  • Phil Coulson: *over radio* Loki and Dr. Doom are headed out the ocean. possibly for more Cosmic Bricks. We need you to fly out there and find them.
  • Thor: What is Loki thinking associating with this villainous Doom character? I shall bash some sense into him!
  • Iron Man: Take it easy, hammer head. We need to find him first.
  • Thor: What manner of vessel is that?
  • Iron Man: No idea... but it seems to be where the signal is coming from.
  • Maria Hill: S.H.I.E.L.D. Research Submarines are extremely useful for taking the fight to bad guys while underwater. These subs feature advanced tracking equipment, ideal for locating enemies or items of interest.
  • Iron Man: Where, exactly, are you sending me on my date with Thor?
  • Maria Hill: A S.H.I.E.L.D. research submarine.
  • Iron Man: A research vessel covered with weapons. That's deceptive labelling.
  • Maria Hill: Uh, that is not our research sub.
  • Iron Man: Don't tell me you got here on a really long spider line?
  • Spider-Man: Uh, no. You're not the only one that can fly. Compliments of Mr. Nick Fury and S.H.I.E.L.D.
  • Iron Man: You know, I could fit you with a rocket-propelled iron suit if you'd like.
  • Spider-Man: Sounds...heavy. Is it the maid's day off? What a mess. Whoops.
  • Iron Man: Good job, Spidey. Great. Let's go!
  • Dr. Doom: I'm trying to concentrate and you're making all this noise? Get 'em, Boys!
  • Thor: Come, Iron Man and Human-Spider, the way is open.
  • MODOK: I am MODOK! I am designed only for conquest! Nothing can penetrate my psionic force-field! Hahaha! Nnnnnngghhh!!! Behold my awesome power!!! No... My power... is... draining...
  • Iron Man: He's down! attack!
  • MODOK: Nnnnooooooo-aaaaaarrrrrghhh!!! I am not done yet! Oh, no! Not again! Uh, oh! nooo!!!
  • Dr. Doom: MODOK! I... I can't believe this...you're such a disappointment.
  • MODOK: I'm Baaaaaack!!! Back-up system! Full power! Nnnnnnnny aaaahhhh!!!! It... wasn't enough... Urgh... Nnnnooooooo-aaaaarrrrrghhh!!!!
  • Iron Man: Huh? He just stole our sub!
  • Thor: I cannot call down any lightning inside this vessel! We're trapped!
  • Jean Grey: Worry not, Thor, my telekinesis can separate water molecules.
  • Iron Man: Nice. Never saw this coming. Jean, how long can you keep this bubble stable?
  • Jean Grey: I can keep you safe for now but my power is focused on this force field. Keep me safe.
  • Thor: How can we be so far underwater and yet protected by the mind of a mere mortal?
  • Iron Man: Incoming! Doom must be around here somewhere!
  • Jean Grey: Keep them off me!
  • Iron Man: Jarvis, any sign of that research sub? Doom was inside that thing when the tanker blew.
  • Jarvis: It appears as though he may have been caught in the destruction of the tanker, Sir. I am detecting another co-ordinates.
  • Thor: You humans decorate your ocean floors with statues?
  • Spider-Man: The 'rubble-strewn' look is very 'in' right now. I didn't ask for this job.
  • Iron Man: How about you just open the hatch?
  • Dr. Doom: Really? With the banging? Really?
  • Spider-Man: Hey, doc, why do you need all those Cosmic Bricks?
  • Dr. Doom: I don't share my plans with insects!
  • Iron Man: How 'bout a god then?
  • (At space)
  • Galactus: Mmmm... Delicious!
  • (At Earth)
  • Spider-Man: Hey! What's going on? O.K. Not good, not good!
  • Magneto: You need to mind your manners around a lady.
  • Dr. Doom: Now, the only thing we need is...
  • Magneto: Yes, yes. It's on my 'to do' list.
  • Nick Fury: I know why you're here, Silver Surfer. But I'm still not sure what Loki and Doom want with your boss.
  • Maria Hill: Reed Richards and Hulk are ready to stop Lady Liberty. Are you sure you want Wolverine on this operation?
  • Nick Fury: I know cooperation isn't in his nature, but we need him.
  • Phil Coulson: *over radio* You'll need a plane to follow Magneto and... I can't believe I'm even saying this... The Satue of Liberty!
  • Maria Hill: *over radio* We've prepped Hulk-proofed vehicle to take you to Statue of Libery. Wolverine meet you there.
  • Mr. Fantastic: I hope those guys are alright... Must be weird seeing something bigger and greener than yourself stomping around for a change. Eh, Bruce?
  • Hulk: Argh!
  • Mr. Fantastic: Don't worry. We'll take Lady Liberty down and get you back on top in no time.
  • Wolverine: You guys sure took your time. You ready for our little 'field trip'?
  • Maria Hill: Roxxon undisputedly leads the world in energy production. its power plant, located a short distance from New York, is rumored to contain some kind of experimental reactor core.
  • Magneto: Come, my mutant brothers, we need to core this nuclear plant.
  • Hulk: HULK PUNCH BIG LADY!
  • Mr. Fantastic: Hulk, be careful! She's a national treasure! And her hat is really pointy!
  • Wolverine: This day just gets better and better...
  • Mr. Fantastic: Thaw was close!
  • Hulk: Pilot error!
  • Wolverine: You said it, bub...
  • Mr. Fantastic: Sorry... I guess I just... snapped!
  • Hulk: Puny Support Structure!
  • Mr. Fantastic: Hulk! Get on!
  • Wolverine: I don't get it? How did that burn a metal stature's hand?
  • Mr. Fantastic: I actually have a theory about...
  • Wolverine: Don't actually care, bub!
  • Mr. Fantastic: This could be tricky. We need to figure out a way to get across... These are dyno-generators. Stay clear of them unless you want a ten-thousand volt surprise!
  • Wolverine: That oughta get the second one movin'...
  • Mr. Fantastic: Ah, a nuclear fusion reactor! I built a miniature one of these for my 2nd grade science project.
  • Magneto: I'll crush you with this copperclad footwear...
  • Wolverine: Hey, watch it, bub!
  • Hulk: Get...off!
  • Wolverine: Hey, we're inside the statue.
  • Mr. Fantastic: You know, I've lived in New York all this time and never been inside this thing.
  • Wolverine: Allow me to give you the tour.
  • S.H.I.E.L.D. Agent: *over radio* Beginning our attack run now!
  • Wolverine: I'm surprised anything in this place still works, this junk's older than me!
  • S.H.I.E.L.D. Agent: *over radio* Watch out for the arms, Red One!
  • Mr. Fantastic: Whoa! That's a little too close!
  • Hulk: Argh!
  • Wolverine: I hear ya, bug guy!
  • Mastermind: Greetings, I am the mind's master! You can call me... Mastermind! I have the only truly unbeatable mutant power... to control your mind! Ah-ha! A primitive mind. So easy to control!!!
  • Wolverine: No! You can't turn me into a monster! I won't yet ya!
  • Mr. Fantastic: Logan! Mastermind is making you think we're your enemies! You gotta fight back!
  • Wolverine: Oww... I... Where? ...What happened to me?
  • Mr. Fantastic: Are you okay? Mastermind took control of you, Logan!
  • Mastermind: Perhaps a more scientific mind will prove more controllable.
  • Wolverine: He's pulling the same stunt again?! You gotta fight it, Richards!
  • Mr. Fantastic: Get back! Get away from me!
  • Wolverine: Snap out of it, Stretch!
  • Mr. Fantastic: I... I didn't... What happened? He took control of my mind?
  • Mastermind: Wait, The Hulk's a man of two minds! They will both now belong to me!!! No! You... I'm destined to master you all... Urgh...
  • Mr. Fantastic: Look, down there! Magneto has exposed the nuclear core.
  • Magneto: Off with her head.
  • All: (Screaming)
  • Captain America: Sir, Magneto desecrated the Statue of Liberty! What is that this country coming to?
  • Phil Coulson: Captain Rogers, I will personally oversee retrieving Lady Liberty and put her back together. You have my word.
  • Nick Fury: If Magneto is involved in this thing, I'm betting he wants thats nuclear core to make Asteroid M operational. Doom must be building some space-based weapon and he needs the transport. You ready, Captain?
  • Captain America: Good to go, sir. So long as the Ever-Lovin' blue-eyed Thing here will lend a hand.
  • Thing: Sweet Aunt Petunia, I'll lend you both hands, Cap! It's clobberin'...
  • Nick Fury: Not quite yet. Wait until you get there. Now, get to the flight line; Black Widow has arranged transport.
  • Phil Coulson: *over radio* Get to that plane as soon as you can. We need you reach Asteroid M before Magneto does!
  • Maria Hill: Unfortunately, little intelligence exists concerning this mysterious island. For some reason it doesn't appear on our maps -- and we have very good maps! Lots of vegetation and some evidence of military structures... but that's about all...
  • Magneto: Now, I have some power to play with.
  • Thing: Eh, he's got a welcomein' committee.
  • Black Widow: Gonna have to be a touch-and-go landing, boys.
  • Thing: Why land at all? It's more fun to jump!
  • Black Widow: The package has been delivered, Director Fury.
  • Thing: Whoa! I'm stuck! Mmphfhfhf... Help!
  • Captain America: Hold on. I'll find something to pop you free! Ben! You alright!
  • Thing: Yeah... Just don't tell Johnny about this.
  • Captain America: I wasn't expecting so much plant life. Has someone been growing a garden?
  • Thing: Sure is a lot of junk up here... What gives? This place ain't normal.
  • Captain America: Are those giant eggs?
  • Thing: Someone brought the dinosaurs back?
  • Captain America: Best guess is they're from the Savage Island. But why would they be here?
  • Thing: Yeah, I ain't really built for swimming, Cap'!
  • Captain America: The water is too fast, even for me. Look for a way across.
  • Magneto: Ah, you've arrived just in time to see me and my island... rise!
  • Captain America: He's quite the show man. And he's got a flying island? Is this come sort of Hydra trick?
  • Thing: Like I know. Just hang on!
  • Storm: Captain America, Thing... Charles Xavier sends his regards.
  • Captain America: Storm!
  • Thing: Hey, a weather goddess ain't such a bad trade-up. 'Specially for Johnny. Hey! Come back, ya fraidy-cat!
  • Storm: Quick! We must find a way to follow Magento!
  • Captain America: We need to find a way past those guns!
  • Magneto: I see you've enjoyed playing with my pets. Let's see if you enjoy playing with this one...
  • Thing: Bring it!
  • Rhino: Why'd you come after me? I just wanna be let alone! (Roars) Argh! (Roars) Ow! Aw, man! (Roars) This ain't (Roars) Whooooaaaaaaahhh!!!
  • Magneto: I suppose I must do anything myself!
  • Storm: His shield is too strong for my powers to counteract!
  • Thing: We gotta build something heavy enough to break through that shield of his! What's that metal-bendin' gun doing? Enhancin' his powers of something?
  • Captain America: Well, then, let's de-power him...
  • Storm: Mystique?! Of course! That should hold her.
  • Thing: So, where'd Magneto go?
  • Magneto: I see that a rise in elevation does not equate to a rise in one's I.Q., Benjamin.
  • Dr. Doom: We have arrived.
  • Loki: Hardly palatial, but it will do. Let's see to the final assembly and to my final revenge.
  • Dr. Doom: Your revenge?! You mean my rule!
  • Loki: Yes, I mis-spoke.
  • Iron Man: Hey, wow. Remind me not to make 'The Submarine Toss' part of my Starkland Theme Park, okay?
  • Spider-Man: and yet you're keeping the Iron Man musical?
  • Thor: Magneto must pay!
  • Iron Man: Calm down, calm down. We don't want you Hulking out on us.
  • Jean Grey: I need to report back to the Professor.
  • Iron Man: uh, hello, Nick Fury? Paging Nick Fury? Nicolas Fury!
  • Nick Fury: Can I bill you for that S.H.I.E.L.D. submarine you turned into scrap?
  • Iron Man: Bill Magneto. Where is he, by the way? He's got some payback coming.
  • Nick Fury: He, Doom and Loki are on a heavily defended floating asteroid assembling what we think is giant super-weapon.
  • Iron Man: Don't these guys ever just go get a latte? Play some chess in the park? I built a new flying toy that's perfect for this. I called the...
  • Spider-Man: Let me guess: the Stark-jet?
  • Iron Man: How did you know?
  • Spider-Man: Stark Tower, Stark Industries, Starkland... call it a hunch. So, where is this jet of yours?
  • Iron Man: Parked all nice and safe in Central Park... I think...
  • Thor: Then let us make haste!
  • Iron Man: I'll be honest, my head's still kinda funny from our trip in the flying submarine. Lady Liberty shook a few brain cells loose...
  • Spider-Man: Okay, we're here. Remembered where you parked that jet yet?
  • Iron Man: I'm pretty sure I hid it in the lake. It was either the Stark jet or the Stark Bulldozer...
  • Spider-Man: I'm not even gonna ask what the dozer's for?
  • Iron Man: Well, it's for all my 'dozering', of course. Yep, now I remember!
  • Maria Hill: That's... Magneto's space station, Asteroid M! We don't know much about it but it's sure to be swarming with bad guys and booby traps! Any S.H.I.E.L.D. agent attempting to gain entry should proceed with extreme caution...
  • Spider-Man: Hey, guys. Hope you don't mind, no hot water at the apartment.
  • Loki: This location is indeed perfect.
  • Magneto: You do know he's the god of mischief?
  • Dr. Doom: His involement is vital to my rule of this Earth. You can be in charge of... ...Metal recycling...
  • Loki: Intruders!
  • Magneto: I will deal with them.
  • Loki: Dr. Doom, our victory is nigh.
  • Iron Man: Really? How did Doom get preferred parking?
  • Spider-Man: Let's tow him...
  • Magneto: Gentlemen, give our guests here a warm reception to our humble adobe!
  • Spider-Man: Nobody is ever happy to see us. Anyone have a really big lock-pick?
  • Iron Man: Left that in my Swiss army suit.
  • Spider-Man: My spider-sense is tingling!
  • Iron Man: Huh... Okay, let's see what we got here. Whoose less then stellar idea was this? Get ready!
  • Spider-Man: Hang on, everybody!
  • Thor: Reckless mortals!
  • Spider-Man: Your god-powers aren't helping, lightning rod.
  • Iron Man: You can bicker later...we gotta go after Magneto!
  • Magneto: End of the line for you, I'm afraid. Do see yourselfout, I'm rather busy.
  • Spider-Man: We'll need to keep up with Magneto or we'll lose him in this place!
  • Thor: Yes and my hammer has an appointment with his head that must be kept!
  • Magneto: This whole station bends to my will, literally. Do you really think you can defeat me here? You come to my lovely Asteroid M, but I don't get a house-warming gift?
  • Thor: I say thee...Nay!
  • Iron Man: Good luck magnetizing Thor's god-hammer. Oh, and I've demagnetized my armor just for this occasion.
  • Spider-Man: I took a bath. That's all I did.
  • Magneto: None of my mutant kin here to betray their face? Oh what a delightful change of pace. You leave me no choice. This will be your end.
  • Iron Man: Funny, I was about to say the same thing... He has decent aim. Watch out.
  • Magneto: Not good enough.
  • Thor: He wishes to do me harm. Amusing!
  • Magneto: This cannot be! We mutants of the future! Not you heroes!
  • Spider-Man: Well, web-head, time to engage my science brain and find a way to stop him for good!
  • Magneto: Dr. Doom! I require your assistance!
  • Loki: Ignore him. We must focus on the task at hand.
  • Magneto: Oh dear.
  • Nick Fury: I know why you're here. How do we prevent your boss from making Earth its lunch?
  • Silver Surfer: My board...
  • Nick Fury: What does Doom want with it?
  • Silver Surfer: Loki...using... the...Power Cosmic.
  • Nick Fury: We almost no chance of saving Earth, even with your help. Our best hope is to stop Doom before his plan moves forward. I've put in a call for outside help.
  • Invisible Woman: The lab looks great!
  • Magneto: (Screams)
  • Maria Hill: This is Agent Hill, from S.H.I.E.L.D. Director Fury is in urgent need of your assistance. Agent Coulson is on his way to pick-up Magneto.
  • Mr. Fantastic: We'll be right there.
  • Magneto: Mother can I get a rabbit? ... What? ... Where am I?
  • Mr. Fantastic: (Sighs) I'll get a broom.
  • Magneto: Could I have a broom also... and some cheese please?
  • Phil Coulson: *over radio* Fantastic Four... We need you on the Helicarrier right away. I can't explain the situation over our comms but it isn't good. Please get here as soon as you can.
  • Nick Fury: You're here. I'll brief you on the situation.
  • Maria Hill: We've collated all of our data from every S.H.I.E.L.D. agent and Avenger throughout the world, and we've managed to ascertain that Dr. Doom... is definitely... up to something bad. I know that's not much to go on, but it is a start, right?
  • Nick Fury: We're facing a planetary catastrophe that may be soon be unleashed by Dr. Doom. He must be stopped.
  • Dr. Doom: My time is at hand! Soon all on Earth will bow to Doom!
  • Loki: Yes, the Earth. It's such an important part of my revenge.
  • Iron Man: Thanks, but we'll do all the avenging around here.
  • Spider-Man: And lookey, Loki and his pal have a big, bad megaweapon.
  • Dr. Doom: You simpletons have no idea the danger that is right in front of you. I have created this Doom Ray to defend the planet from destruction. Also, to destroy all resistance yo my benevolent rule.
  • Iron Man: Defend the Earth from what?
  • Dr. Doom: I'll hold them off, you finish my weapon.
  • Loki: Excellent suggestion...
  • Dr. Doom: Fools! This place is mine to rule!
  • Spider-Man: Hey! Spider-like agility at your service!
  • Dr. Doom: You can't possibly defeat me alone.
  • Thing: Who says he's alone? It's...
  • Dr. Doom: Not time for clobberin'. I have work to do.
  • Spider-Man: Do you think Dr. Doom and Loki are kind of guys who'd share power?
  • Captain America: Not in the slightest. But that might play to our advantage.
  • Storm: Keep your eyes peeled. We must find a way to reach Doom and Loki.
  • Captain America: Magnets. Everything seems to run off magnets!
  • Thing: Whoever designed this place didn't have safety in mind. Whoah! I know I've been in space before but that's a view!
  • Spider-Man: Woah... indeed!
  • System One: Warning! Adjoining connection bridge is not safe. Proceeding is not advised.
  • Spider-Man: They always say that.
  • System One: Warning! Door mechanism activated! Proceeding is still not advised!
  • Captain America: Now that they've told me not to open it, makes me want to do it all the more! Hang on, everybody! Stick together!!!
  • Thing: I guess the door lady wasn't joking!
  • Storm: Maybe we should have thought this through!
  • Spider-Man: Remind me not to take the scenic route next time!
  • Thing: End of the line, metalhead!
  • Dr. Doom: Pathetic worms, bow before your saviour of Earth, Dr. Doom! The tanker incident was merely a set-back. You cannot stop me now.
  • Storm: Let us settle this.
  • Dr. Doom: Guards! Dispose of these Super Losers! This is it, heroes! I am your Doom!!!! Now you shall feel my real power!!!
  • Thing: Clobbered!
  • Dr. Doom: You... You think you can win? Finish them, my Doom-Bots! Now how is this happening? No one defeats Doom! My perfect machines! You've ruined them! I will destroy you!!! Defeated?! It cannot be! I'm... I'm Dr. Doom!
  • Thing: Sorry, Doc. But you know what?! It's finally Clobberin' Time!
  • Thor: Brother, Loki, Doom's plan has failed. Abandon his weapon.
  • Loki: (Laughs) Doom's plan? A weapon? Lightning you have, imagination you don't.
  • Spider-Man: Nice hat.
  • All: (Screams)
  • Nick Fury: Galactus, Devourer of Worlds.
  • Wolverine: Not mine, bub.
  • Galactus: I hunger!
  • Loki: Finally, my vengeance will be realized on your pathetic planet! I will harness the power of Galactus! He will have the earth for breakfast and Asgard for lunch!
  • Spider-Man: Wow, he's gonna be pretty full. That's quite a lot of protein, even for a big guy.
  • Thor: This, all this, brother? All a sad plan for revenge on earth, on Asgard?
  • Loki: Yes, 'brother'. I sat in my prison cell, plotting my revenge; thinking, planning, convincing Dr. "Dumb" to do my bidding. And you never saw it coming! Now, behold my genius!
  • Captain America: Okay, people, let's go to work! Avengers, assemble!
  • Nick Fury: Yes, a giant alien being is attempting to eat our planet with the help of a Norse god. I'm on it.
  • Maria Hill: Thank-you for calling S.H.I.E.L.D., can you hold please? Thank-you for calling S.H.I.E.L.D., please hold...
  • Nick Fury: Gentlemen, the situation is dire. I welcome any ideas.
  • Mr. Fantastic: You've got to be more flexible in your thinking, director.
  • Iron Man: Maybe the bad guys can help? I guess technically that's a 'bad' idea.
  • Mr. Fantastic: Ironic, I mean, if Earth is gone, who do they have to menace with evil plots? Each other?
  • (Communicator rings)
  • Dr. Doom: Hello?
  • Nick Fury: (On Communicator) Doc, it's Nick Fury. I have proposal for you and your friends...
  • Nick Fury: Get Abomination and Magneto and take them to Doom.
  • Iron Man: Sounds like a risky venture to me. And I'm all about risky ventures.
  • Phil Coulson: *over radio* I never thought it would come to this... We need you to escort Magneto and Abomination to meet up with Dr. Doom. We've got no choice now; Galactus must be stopped!
  • Nick Fury: *over radio* S.H.I.E.L.D. escorts have brought Abomination and Magneto to a rendezvous point in Central Park. Head over there and meet them.
  • Iron Man: I hope Fury knows what he's doing. I tend to not play well with people who've been attacking me and trying to steal my stuff.
  • Thor: Were we only children again, I would resolve this by giving Loki what you mortals call a 'wedgie'... But I fear the forceful elevation of undergarments will not save us now.
  • Iron Man: Maybe not, but I'd pay good money to see that.
  • Abomination: Well, if it isn't two mighty Avengers, seeking the help of Emil Blonsky...
  • Iron Man: Pretty sure Magneto there'll prove much more useful. You're just along for the ride. Now, can we get on with this?
  • Magneto: I suppose assisting you is preferable to the entire planet being destroyed... if only marginally.
  • Nick Fury: *over radio* Doom's insisting on taking his own jet to fight Galactus... Can't say I'll ever understamd villains and their demands, but there's no time to argue. Head over to the Financial District and meet him.
  • Iron Man: You heard the You heard the man; time to move. Don't fall back!
  • Abomination: Should we really be helping these clowns? Their ugly green friend threw me through a window!
  • Magneto: And I in turn should never have doubted the might of a god.
  • Abomination: So let's just ditch these do-gooders already!
  • Magneto: Your enemy is as as abominable as the rest of you... it's either this or become Galactus-food, remember? So let's just find Doom and get this over with!
  • Dr. Doom: Those infernal fools at S.H.I.E.L.D. expect me to help them out when they've gone and clamped my jet? Is nothing scared anymore?! I was gone for two minutes!
  • Magneto: Keep your face on. I'll take care of this.
  • Abomination: Credit where it's due, this way those hero guys keep their jets in secret hangers.
  • Dr. Doom: Hmph. I'm not going anywhere until this injustice has been resolved!
  • Magneto: Opps.
  • Dr. Doom: Finally! Maybe you're not completely useless after all.
  • Maria Hill: Galactus: Devourer of Worlds! If our own intelligence is to be believed -- we got it off an internet site -- he's as old as the universe itself! *reading* His hunger is unrelenting and will consume any planet unfortunate enough to cross his path...' That can;t be good!
  • Nick Fury: (Sigh)
  • Loki: Vengeance is mine, puny creatures! Kneel before me!
  • Nick Fury: Okay, folks, this is our last shot. Make it count.
  • Galactus: Foolish creatures, to come between Galactus and his meal!
  • Nick Fury: This is it folks! The fate of our world is in the balance!
  • Mystique: Unfortunately we're not gonna stay in the air for ling if we don't fix that engine!
  • Galactus: Your end is here! Your resistance is merely working up my appetite! Your Earth is mine! I must devour this world!
  • Thing: Lookie here!
  • Spider-Man: There! I'm pretty handy. Now maybe there's a way we can use those blades to attack Galactus...
  • Green Goblin: Any bright ideas, Webhead?
  • Invisible Woman: It's okay guys! I got you!
  • Galactus: None can hurt Galactus!
  • Nick Fury: *over radio* Team Two, you're up!
  • Iron Man: He's staying away from the left rotor blades now. Let's try this side!
  • Venom: Shellhead, can you give the engine a little kick?
  • Jean Grey: Keep hold of it! We've nearly got him! Hurry with the portal, we can't hold him forever!
  • Galactus: Pah! Nothing but insects!
  • Nick Fury: *over radio* Team Nerd Science Nerds, on me. We're up!
  • Captain America: Hey!
  • Galactus: Those shields won't protect you forever!
  • Mr. Fantastic: The device is built but we need connect the power!
  • Nick Fury; No way! Cap, a little help!
  • Dr. Doom: Ahh, such a simple idea. Let us hope that it works!
  • Cyclops: Dinner time, Galactus!
  • Galactus: Delicious cake! Huh?
  • Hulk: Hulk Thor Smash!
  • Loki: This is only a temporary set-back! I, uh, planned for this! I will return!
  • Iron Man: You are a naughty, naughty spacebending cube. But I bet we could have some fun.
  • Nick Fury: I'll take that, thanks.
  • Loki: Can't we talk about this?
  • Galactus: No! I bet you taste minty and cool. I need a palate cleanser!
  • Captain America: Time to face some justice.
  • Dr. Doom: Remember our bargain, Fury?
  • Nick Fury: Yes. You all get a head stat while the good guys count to thirty.
  • Iron Man: That's the deal you made? Hulk, start counting...
  • Hulk: Uh... one... two... three... uh...
  • Dr. Doom: Yes, not a bad deal, I must say, though I think that...
  • Magneto: We're on the clock.
  • Hulk: Uh... three... three, three!
  • Mr. Fantastic: Here you go, surfer. We reconstructed it from the Cosmic Bricks.
  • Silver Surfer: I will use it to find Galactus and set him on a course away from Earth.
  • Human Torch: Ride the cosmic waves, my friend.
  • Stan Lee: (Narrating) What's more the world is save and the heroes have save the day and that true believers is exactly how should it end it.
  • [credits]
  • Nick Fury: I appreciate you answering our distress call, but the Avengers and their allies just defeated Galactus.
  • Star-Lord: That's not why we're here. There's something else.
  • Groot: I am Groot!
  • Nick Fury: Right...
  • Groot: I am Groot!
  • Nick Fury: Nice... Huh? Ha.
  • Black Panther: Mr. Tiddles! There you are, my brave comrade.
  • Nick Fury: Um... Hmm. Huh?
  • Mr. Tiddles: Meow.
  • Black Panther: The people of Wakanda thank you.
  • Nick Fury: (Laughs)
  • [End of LEGO Marvel Super Heroes]

  • Woman: Taxi!
  • Hot Dog Vendor: Hot DOgs! Get your hot dogs right here!
  • Guy: Woah, look! It's Iron Man!
  • Guy 2: Iron Man!
  • Hulk: Meatballs?
  • Iron Man: Obviously.
  • Black Widow: So this is a surprise party. But for whom?
  • Iron Man: That's the surprise. I have an announcement to make, which I'll announce when I announce it.
  • Black Widow: (Sighs)
  • Vision: Nice shot.
  • Hawkeye: Naturally.
  • Thor: Hmm. The mini meatballs require reheating. A job for Mijnor!
  • Iron Man: Hope folks like their meatballs well done, because there's not really an option.
  • Thor: Sorry. Sometimes I do not know the strength of my own hammer.
  • Iron man: Wow. Yes.
  • Thor: Now Mijnior and I have other party business to attend to!
  • Iron man: The prince of Thunder, always hammering out the details. The hammer-- see what I did there? Hammer? No?
  • Hawkeye: Mmmm, don't mind if I do. No. Mm-m. There was a oregano in there.
  • Hulk: What do you think? Good?
  • Black Widow: Hey!
  • Captain America: Yeah, now it is.
  • Hulk: Time to dance.
  • Captain America: Not really sure that qualifies as dancing.
  • Guy: Oh, man!
  • Iron man: Ahh! I must get more ice.
  • Thor: More ice? Does he want carvings of all the Avengers?
  • Computer: Access denied. S.H.I.E.L.D. log-on codes required.
  • Captain America: Hey, Thor said you might need help with the ice.
  • Computer: Access denied.
  • Captain America: Tony, is something wrong? I think this party is getting out of control.
  • Iron man: I think it's just getting started.
  • Captain America: Meatballs.
  • Thor: Viola!
  • Vision: Ugh!
  • Ultron: (Laughs) Well, hello Avengers.
  • Thor: Ultron.
  • Ultron: Looks like I didn't get invited to your little party, so I'm crashing it.
  • Thor: Thou art a pooper of parties.
  • Ultron: Oh, I'm going to do so much more than wreck your little celebration. I've taken control of Iron Man and he's going to be my little puppet. After all, we're like brothers, aren't we?
  • Iron man: Ultron needs more ice.
  • Ultron: Hello? That was just a ruse to get you out of the room.
  • Iron Man: I didn't find any ice.
  • Ultron: Forget about the ice already.
  • Captain America: Hey, Ultron, consider yourself uninvited.
  • Vision: Be careful. After all, that is Tony in there. Somewhere.
  • Iron Man: Ultron says we must go.
  • Captain America: Tony!
  • Hulk: Hey! I was just getting my steps down.
  • Iron Man: Not very well.
  • (Black Widow arrives)
  • Black Widow: Hey Tony, what's up?
  • Iron Man: Not you.
  • Black Widow: Hey!
  • Hulk: Hulk Smash! (Roars)
  • Black Widow: Where do you think you're going?
  • Hawkeye: Woah, woah, woah, big green. Tony's not himself right now.
  • Hulk: He's a party pooper.
  • Captain America: Party has to wait. We have to scramble a Quinjet and follow Tony to see what Ultron is up to.
  • Vision: I know one thing for certain. He's not going for more ice. Eh, fair enough.
  • Thor: Our party is on ice, despite my Asgardian efforts.
  • Captain America: We'll get back to it, Thor. You are quite the party planner. It's a good backup job.
  • Vision: I have trapped Iron Man's signal to this Stark Industries Waerhouse.
  • Captain America: Widow and Hawkeye are tracking various assoicated with Ultron all over the city.
  • Thor: What does Ultron desire? All of this is most mysterious. What can we do?
  • Captain America: I have a plan. You cover me while I cycle through my options.
  • Ultron: Yes, very good, Iron Man. Load up with the high tech Stark parts we need.
  • Iron Man: Yes, Mighty Ultron.
  • Ultron: Ah. (Laughs) the Irony-- my puppet, Iron Man, helping deliver to me the means to rule the world. Uh-oh. (Distorted) Hello?
  • Iron Man: Yes?
  • Ultron: Hello-- hello?
  • Iron Man: Yes?
  • Ultron: I can hear you. Can you hear me?
  • Iron man: Yes, Mighty Ultron.
  • Ultron: Ugh, I hate these distance internet calls. What am I, under a bridge? This is pointless.
  • Iron man: My sensors indicate we have company.
  • Ultron: The Avengers, here? But how?
  • Iron man: Unknown.
  • Ultron: Eh? Oh, come on.
  • Thor: (Laughs)
  • Captain America: Ultron, give us back our friend. Tony, you in there?
  • Iron man: Tony's not home right now. Please leave a message at the bee-eep.
  • Ultron: Aw.
  • Thor: Mark my words cybernetic evildoer-- you attack, we defend. It's a vicious cycle.
  • Captain America: It's not a vicious cycle. It's more powerful and patriotic-- that's why I like it. Cyber puns, I love 'em.
  • Thor: (Chuckles)
  • Ultron: (Sighs) This is ridiculous. I'll have to send in my minions.
  • Vision: Avengers-- incoming Ultron minion swarm. Swarms? Insects. Hmm.
  • Thor: Grr! Huh? Ya ha ha ha! These hordes of minions are greatly annoying! (Grunts)
  • Captain America: I agree, but I'm more worried about what Ultron has done to Iron Man.
  • Thor: Aye.
  • Captain America: Hmm? Strange.
  • Ultron: Ultron Minions, destroy the prince of thudner. (Evil Laughs)
  • Thor: That matter of chain is this?
  • Ultron: (Evil Laughs)
  • Captain America: (Grunts) Yah! Whoo-hoo!
  • Thor: Captain? Mijnor, to me.
  • Captain America: It's time to turn these minions to scrap.
  • Thor: Have at it.
  • Ultron Minion: ow.
  • Vision: Ah.
  • Yellowjacket: Ugh, that's gross.
  • Vision: The found the bug in Iron Man's armor.
  • Yellowjacket: Ugh, that's gross.
  • Captain AMerica: So Ultron used Yellowjacket to infiltrate Iron Man's armor. Well, we'll have to fight insect with insect.
  • Ant-Man: Hey, Cap, what's up?
  • Captain America: We have a small job for you, Ant-Man.
  • Ant-Man: Aren't they all?
  • Black Widow: We picked up Hulk and are tracking Iron Man and his armors across the city.
  • Captain America: Good. I'm sending you a little help.
  • Black Widow: Ant-Man?
  • Captain America: Yeah.
  • Hawkeye: Eh-ehm. Tracked the signal to that castle down in little Sokovia. Hydra. The biggest rats in the city.
  • Baron: Shoot them down! Shoot them down, now! Attack!
  • Hawkeye: Hulk. ready to jump into action?
  • Hulk: I'm readyyyyyy! (Roars)
  • Hydra Soldier: Look how green he is!
  • Hydra Soldier 2: We give up, we give up!
  • Black Widow: Too easy.
  • Baron: These cursed Avengers! How did they find us?
  • Black Widow: You guys have a castle in the middle of New York. Not very subtle.
  • Baron: I'm a crazy villianous baron with a monacle! I don't subtle. Attack!
  • Hydra Soldier: You know how long it took me to build that?
  • Hydra Soldier 2: I can't do it! I can't do it!
  • Hulk: Ha! Puny tank.
  • Hydra Soldier 3: Pew, pew, pew! Brrr, brrr! Pew, pew, pew, pew, pew! Pew-- Wahhhhhhhhhhhhhh!
  • Hawkeye: Hey, Baron. Nice castle. How about I take it apart? Uh-oh! Not good! Not good! (Laughs) He shoots! He scores!
  • Hydra Soldier: Suppressing fire!
  • Hawkeye: Woohoo!
  • Iron Man: Take the assembly to master Ultron.
  • Hydra Soldier: The training course is excellent here.
  • Hydra Soldier 2: Yeah, and I did mine in like three hours.
  • Hydra Soldier: No way.
  • Hulk: Hulk Smash! Come back, Iron Man. Tony, where are you? Come back. Hmmm.
  • Iron Man: Ow.
  • Hulk: Hey. Hello? Anybody in there?
  • Iron Man: Ah. Ah, Hulk. Thanks for breaking me free of Ultron's mind control, and-- ow.
  • Yellowjacket: Oh, come on. Code green made a mess of my control circuits.
  • Hulk: Hey! What was that for?
  • Iron Man: Sorry! Not my fault. He's still controlling my armor with the chip Yellowjacket planted. Sorry! Please don't beat me up!
  • Hulk: Come on!
  • Iron man: Not my fault. Little help here! Still out of control! Anyone?
  • Hawkeye: I got it. Oh, who are you?
  • Ant-Man: Cap sent me. I'm his ant.
  • Hawkeye: Right. Do your thing.
  • Iron man: Uhh, any time here!
  • Ant-Man: Yes!
  • Hydra Soldier: Get to the chopper!
  • Black Widow: Going somewhere, Baron?
  • Baron: Out for some ice! Part of Ultron's plan. I was just following ord-- ahhh! (Murmuring)
  • Black Widow: Cap, Iron Man's armor is still under Ultron's control. Can you track him?
  • Captain America: (On Walkie Talkie) Affirmative. Did you say hello to my little friend?
  • Black Widow: Yes. Let's hope he can get Tony out out of his-- out of control armor.
  • Hawkeye: Okay. I get that Ultron could just pay Yellowjacket for hi services. But, why is Hydra helping Ultron?
  • Black Widow: He promised them that when he takes over the world, they get to rule Australia.
  • Hawkeye: Crikey.
  • Iron Man: Hello, Avengers? It's Iron Man. Can you hear me? Come in, AVengers.
  • Ultron: I'm sorry, but you don't have enough roaming minutes to call for help.
  • Iron Man: (Chuckles) That's a good one.
  • Ultron: I need you to get to Stark log-on codes thatyou built into the electronics of the helicarrier.
  • Iron Man: Ultron, buddy-- why don't I just get you a bucket of ice, we'll call it even, and I can go home?
  • Ultron: No more, Mr. Ice Guy. All right?
  • Ant-Man: Hey, bugboy-- your suit looks like something from a cheesy kid's show.
  • Yellowjacket: You're just jealous 'cause ants got no stinger.
  • Ant-Man: I guess you forgot ants can lift 10 time their buddy weight.
  • Yellowjacket: Ahh! Ahh! Mmf. (Grunts) Ugh, it's sticky.
  • Spider-Man: Whoa! Okay, that's a first. I actually caught a bug in one of my webs.
  • Iron Spider: No way! It's that villain, Yellowjacket.
  • Spider-Man: He's a bug. I'm a spider-- nature taking its course, right?
  • Iron Spider: And by that logic, aren't you supposed to eat him?
  • Spider-Man: Oh, gross. How about we just find out what he's doing here?
  • Yellowjacket: Come on. guys. It smells weird.
  • S.H.I.E.L.D. Agent: Okay, I think I need to tie the whole thing-- yeah, okay. Hey, Iron Man. Okay, now I see how it is.
  • All: (Screams in Fear)
  • Ultron: Now downloaded those Stark codes. Ugh. Ah, download complete. Now for the final stage of my plan.
  • Ant-Man: Tony, I found that Ultron control chip planted by Yellowjacket.
  • Iron Man: Then pull the plug, and set me free.
  • Ant-Man: No can do-- got to try the circuits with a power surge. Hey, that's it!
  • All: (Screams in Fear)
  • Guy: Left, left-- right, right-- spin it around. Okay, don't stop. Here we go. Ah!
  • Ant-Man: Oh, easy, big guy.
  • Thor: Huh?
  • ant-Man: It's me, Ant-Man. Look, you've got to short out Tony's suit with a lightning bolt from your hammer.
  • Thor: Ah, a perfect storm. (Grunts)
  • Iron man: (Screams) Ah, thanks.
  • Captain America: Boy is nice to see you.
  • Iron Man: Whoo! It's nice to be back control of my own armor again. Uh, kind of.
  • Captain AMerica: Oh, look what came along for some extra oomph. You might want to bulk up for fighting Ultron.
  • All: (Screams in Fear)
  • Ultron: (Evil Laughs) Sorry, Avengers. You're not part of my big, cinematic plan.
  • Thor: Ultron has purchased a private jet?
  • Iron Man: More like built it with Stark tech that I stole myself, which brings up a moral quandary-- can I really steal from myself? I've been thinking about this.
  • Spider-Man: Hey, Iron Man-- look who tangled in my web.
  • Yellowjacket: Let me out of here.
  • Spider-Man: He told us Ultron was here to take the log-on codes for Avengers Tower?
  • Captain America: Why would he want those?
  • Iron Man: To control the newly rebuilt Iron Legion. He wants to use them to create his own world order-- you know, typical villain stuff. Thanks, Spider-Man-- Iron Spider. We got to go. Ant-Man, I might have a another job for you.
  • Ant-Man: All right! I'm in.
  • Spider-Man: Hey! AW, you forgot me.
  • Ultron: Ah, yes. Iron Legion, come and join your true leader. (Laughs)
  • Computer: Access granted.
  • Ultron: Now to extract my plan to bring about world peace. I get to rule the earth in big piece.
  • Iron Man: I'm all for stopping Ultron's evil plan. WHo's with me?
  • Black Widow: Let's do this.
  • Iron Man: Avengers, assemble!
  • Ultron: Attack the Avengers Tower. Destroy it my Ultron Legions.
  • Iron Legion: The Iron Legion! We have to shut them down.
  • Ultron: Hello.
  • Iron Legion: Not the cars. Not the cars! Oh, hey, hey! He's such a pest!
  • Hawkeye: Who's on your six? I'm on your six! Uh-oh. Oh, I love getting minions.
  • Captain America: This is cheating. You know that, right?
  • Iron Man: Can't block Ultron's control signals.
  • Ultron: Ultron Legion, time to unleash my ultra unbeatable beam.
  • Woman: What is that?
  • Man: This is the end!
  • Iron Man: Uh, thoughts, anyone? What about you, Cap?
  • Captain America: Tony, let's do this!
  • Ultron: I didn't realize my minions had such an artistic streak, but so be it. Now, Avengers, I intend to disassemble you.
  • Iron Man: My turn. Okay. That happened.
  • Thor: Tony!
  • Ultron: (Ominous Laughs) I have to thank Iron Man for making all this possible.
  • Iron Man: Your big ugly smile is thanks enough. Defendant!
  • Ant-Man: Always with the insect jokes!
  • Ultron: But, how-- land line, copper, tin can.
  • Ant-Man: Hey, Iron Man, is there a specfic button I push?
  • Iron Man: No, not really. Just keep pulling wires.
  • Ant-Man: All right!
  • Hawkeye: I love it when we pose heroically.
  • Ant-Man: Hey! Wait for me! Wait for me! I want to get in the pose! Hey, down in front!
  • Black Widow: All right, let's have it. what's the surprise announcement, Tony?
  • Tony Stark: Okay. All right. I can announce--
  • Ant-Man: I've been waiting for this.
  • Tony Stark: Our newest member! Falcon!
  • Falcon: Boo yah!
  • All: (Cheers)
  • Black Widow: Yeah, Falcon!
  • Thor: I voted for you.
  • Falcon: The gang's all here.
  • Ant-Man: Falcon, really? Did these guys see what I just did?
  • Captain America: Nice to have you.
  • Falcon: Let's get this party started!
  • Hulk: Shall we dance?
  • Tony Stark: Time to Hulk bust a move! My bad.

  • Reporter: King T'Challa, do you intend to go everywhere dressed as the Black Panther now?
  • Black Panther: The leader of Wakanda has always been a warrior king, so I take pride in being Black Panther.
  • Reporter: Were you happy with the speech to the U.N.? It is always good to talk about peace, but we must all work together to protect our world from those who would seek to destroy it.
  • Crowd: (Screams)
  • Thanos: I have come to wreak havoc on your world, and I shall start with this foul city.
  • Guy: Whoa!
  • Reporter: Ah! Help! We're under attack!
  • Camerman: Oh!
  • Black Panther: (Grunts) I will now allow you to destroy this planet!
  • Thanos: A human in a cat suit cannot stop the Mad Titan, Thanos.
  • Black Panther: (Grunts) (Screams)
  • Thanos: (Grunts)
  • Citizens: (Screams) (Gasps) (Screams)
  • Thanos: (Grunts) (Sinister Laughs)
  • Black Panther: (Grunts)
  • Iron Man: Quill's right... the BLT here is definitely better than the one down on 7th.
  • Black Panther: (Grunts)
  • Iron Man: Oh, hey, Black Panther. Sorry we missed your speech. You should try the BLT. It's delicious.
  • Thanos: (Chuckles) Table for one.
  • Captain America: Sorry, Thanos, but now you're tangling with Earth's Mightest Heroes.
  • Black Widow: Not only that, but now I'm hangry.
  • Thanos: (Grunts and Groans)
  • Black Widow: Hey, where's Tony?
  • Iron Man: Time to wrap this up. Hey, can I get this to go?
  • Bruce Banner: (Grunts)
  • (Bruce Banner transform into Hulk)
  • Hulk: Hulk Smash! (Grunts)
  • Thanos: I don't think so.
  • Hulk: (Groans)
  • Black Panther: He is too powerful for us to take him down individually.
  • Thanos: Did you just figure that out, little kitty cat?
  • All: (Groans)
  • Thanos: (Sinister Chuckles)
  • Black Panther: My vibranium suit is absorbing his attack.
  • Thanos: (Sinister Laughs)
  • Black Panther: (Grunts)
  • Hulk: (Strains)
  • Iron Man: Guys, it's Iron Man. I'm heading in with a special surprise for Thanos.
  • Captain America: Okay, Tony, we'll buy you some time.
  • Black Panther: Avengers, we must all work together, as a team, to defeat Thanos.
  • Captain America: Black Panther's correct. Avengers, assemble!
  • All: (Grunts)
  • Thanos: (Grunts and Groans)
  • Captain America: I'll get his other arm.
  • Hulk: Legs, I'll call legs.
  • Black Widow: Up top.
  • Thanos: (Chuckles) What could this possibly do?
  • Iron Man: Oh, they're just setting you up for my new Hulkbuster Armor. Turning the jet boosts up to 11.
  • Thanos: Huh? (Slow Motion Screams)
  • Iron Man: I think we learned a valuable lesson today. Don't mess with the Hulkbuster.
  • Hulk: Puny space titan.
  • (Camerman and Reporter arrives)
  • Reporter: (Pants) Did I miss anything?
  • Iron Man: Oh, nothing much. Just Black Panther and the Avengers avenging the world... again.
  • Reporter: Oh, J. Jonas is gonna be so mad at me.
  • Thanos: Where am I? Who are you?
  • Killmonger: I am Erik Killmonger. You may know me by my villain name Killmonger.
  • Ulysses Klaue: And I am Ulysses Klaue. A weapons merchant and wearer of this great beard.
  • Thanos: I feel so weak.
  • Killmonger: We can bring you back in full strength with vibranium, but we need more, lots more.
  • Thanos: I see. What do you want from me?
  • Killmonger: Just to be made ruler of small country, Wakanda. It has all the vibranium we need. With your sheer power, and my sheer sneakiness, we will unstoppable.
  • Ulysses Klaue: And I want lots of vibranium, so I can enact my nefarious plan.
  • Killmonger: (Scoffs) Deal... or no deal.
  • Thanos: I like nefarionous. Deal.
  • Killmonger: Take him to Wakanda and hide him there. I'll keep Black Panther busy.
  • Ulysses Klaue: But, how will we get access to the vibranium mines?
  • Killmonger: Leave that to me. (Sinister Chuckles)
  • Black Panther: Yes, it is the black flying car, shaped like a panther face.
  • Park Attendant: Why did you park all way the down here in the Village, Your Higness?
  • Black Panther: Your garage has five stars on my parking app. (Shows him his phone)
  • Park Attendant: Okay, I'll bring it right out.
  • Black Panther: (Grunts)
  • Killmonger: Ha, Black Panther, you are not worthy of that suit. I am the true leader Wakanda deserves.
  • Black Panther: (Grunts) No! (Groans) What Wakanda needs is protection from greedy tyrants like you, Killmonger! (Grunts) Groans) Whoa!
  • Killmonger: Wakandans will never follow you when they see how weak you are.
  • Black Panther: A Black Panther is not a symbol of weakness, but strength!
  • Both: (Grunts and Groans)
  • Killmonger: (Scoffs) You're lucky that your suit is made of vibranium.
  • Black Panther: Yes, it is. I have a good tailor! (Grunts)
  • Killmonger: (Groans) No!
  • Doctor Strange: Hmm? Look what the Panther dragged in.
  • Both: (Grunts and Groans)
  • Doctor Strange: (Chuckles)
  • Black Panther: Huh? The Book of the Vishanti.
  • Both: (Grunts and Groans)
  • Black Panther: A little help here, Good Doctor?
  • Killmonger: (Groans) Huh? Hey, turn the lights back on!
  • Doctor Strange: As you wish.
  • Black Panther: (Grunts)
  • Killmonger: (Groans)
  • Black Panther: Cease your attack, Killmonger. You are no match for our powers.
  • Doctor Strange: Ah! Duck.
  • Black Panther: Indeed, very nice.
  • Doctor Strange: No, I mean duck.
  • Killmonger: Heh, he doesn't seem so powerful to me. It seems he can't do-- whoa!
  • Doctor Strange: I can do this.
  • Killmonger: (Strains)
  • Doctor Strange: The great grip of Gorm.
  • Killmonger: Okay, easy. I really had a really big lunch.
  • Black Panther: Doctor Strange, thanks for your assistance. I will take Killmonger back to Wakanda to show that he cannot attack the king without consequence.
  • Killmonger: Aw, please.
  • Doctor Strange: You sure you don't just want me to drop him into another dimension? A real nasty one?
  • Black Panther: No, truly.
  • Killmonger: (Groans)
  • Black Panther: You are coming with me.
  • Killmonger: I don't think so.
  • Both: (Grunts and Coughs)
  • Black Panther: (Scoffs) Now I will never know what he is after.
  • Doctor Strange: I believe he is after... Vibranium.
  • Black Panther: How do you know that? Some deep psychic connection? A sorcerer's intuition? Voices giving you information from the great beyond?
  • Doctor Strange: No. (Shows Black Panther a Vibranium Mining for Villain's Book) He dropped his Vibranium Mining for Villain's Book.
  • Black Panther: Before I pursue Killmonger, allow me to help you clean up.
  • Doctor Strange: Uh, that's okay. You've done enough. Besides, that's why I keep the sweeper on shiitake around.
  • Black Panther: Hello, little sister. What is up?
  • Shuri: T'Challa, I've tracked an unwanted guest in the vincinity. Do you know a man named Ulysses Klaue?
  • Black Panther: Yes, he is an associate of Killmonger. They must be up to something. I will get there as soon as I--
  • Shuri: No! No!
  • Black Panther: Shuri! Shuri!
  • (Okoye arrives)
  • Black Panther: Okoye, my trusted bodyguard, what has happened?
  • Okoye: Klaue has Shuri. I'm certain he's using her to get to the vibranium mines. We have to hurry. (Gasps) (Grunts)
  • Black Panther: Shuri!
  • Shuri: T'Challa!
  • Ulysses Klaue: (Sinister Chuckles) This is going to be so much fun. (Grunts)
  • Okoye: (Grunts) (Growls) (Shouts Kiais) Hmm? Oh.
  • Black Panther: The maze of Terarax. The only way to the vibranium mine. Shuri designed the maze, including all the traps inside.
  • Okoye: Klaue must be using her knowledge of the maze to take him through it.
  • Black Panther: We must follow them, but the pathway is very dangerous. Good thing I remember where all the traps are.
  • Okoye: (Grunts) You remember all the traps are, huh?
  • Black Panther: Oh, it has been awhile. I am sure it will come back to me.
  • Okoye: Ah!
  • Black Panther: Oh.
  • Okoye: Ah! (Screams)
  • Black Panther: Okoye? (Humming)
  • Okoye: Whoa! Huh?
  • Black Panther: Oh.
  • Okoye: Phew, that was close. Huh? (Grunts)
  • Black Panther: (Grunts) (Grunts) Over here.
  • Okoye: (Grunts)
  • Ulysses Klaue: Ah, they're getting closer. Are we almost to the exit?
  • Shuri: Yes, uh, just a few more turns.
  • Both: (Grunts)
  • Black Panther: Hmm, Shuri's traps are very sophisticated. We must be careful.
  • Okoye: Allow me. Oh! Not all of her ideas... are very... (Grunts) cutting edge.
  • Both: (Grunts)
  • Black Panther: You were saying?
  • Okoye: (Groans)
  • Ulysses Klaue: Are we almost there? What, a dead end You tricked me? You'll pay for this.
  • Black Panther: You did not think she would actually lead you to the mine, did you?
  • Okoye: (Growls)
  • Shuri: Took you long enough.
  • Okoye: (Grunts)
  • Ulysses Klaue: Stop right there.
  • Black Panther: What do you want, Klaue?
  • Ulysses Klaue: Oh, I think you know. Give me your key to the vibranium mines.
  • Black Panther: Never!
  • Killmonger: Give us the key!
  • Okoye: Sire!
  • Both: (Grunts and Groans) (Grunts and Groans)
  • Okoye: (Screams) (Groans)
  • Black Panther: Okoye!
  • Both: (Grunts and Groans)
  • Killmonger: Huh?
  • Black Panther: (Groans)
  • Shuri: (Gasps)
  • Ulysses Klaue: Enough!
  • Black Panther: No, stop! I will give you the key.
  • Killmonger: That's more like it.
  • (Black Panther gives Killmonger a key)
  • Ulysses Klaue: We got what we came for. Let's go.
  • (Ulyssess Klaue and Killmonger runs away)
  • Shuri: (Strains) Okoye!
  • Okoye: (Groans)
  • Black Panther: Are you okay, Okoye?
  • Okoye: I think so.
  • Shuri: You should not have given up your key for me, brother.
  • Black Panther: I had no choice, Shuri. Remember what father used to say. Sometimes a good leader must make sacrifices.
  • Shuri: Yeah, great. But, now what do we do?
  • Black Panther: We must stop their villainous plan.
  • Shuri: That's his intense face. Isn't he intense? Big brother, the royal Talon Fighter has been rebuilt. I can jump in it and be there in no time.
  • Black Panther: No, Shuri. Stay in the capital where it is safe. I must stop Killmonger and Klaue.
  • Shuri: Come on, I never get to do the fun stuff. Besides, you need the help.
  • Black Panther: That is what my suit upgrade is for. A king must always be resourceful unto himself.
  • Shuri: All that preachy king talk again. Fine, Shuri out.
  • Black Panther: (Groans) Somedays, I wish I really was a panther. (Grunts)
  • Thanos: It's still not enough. Give me more. More, more!
  • Ulysses Klaue: Just sit back and relax, sir. We're getting you fully recharged.
  • Thanos: Hurry! I have worlds to take over, and dreams to crush.
  • Ulysses Klaue: Jeez, how much power does this guy need?
  • Killmonger: (Chuckles) Just be happy he's on our side.
  • Thanos: (Groans)
  • Ulysses Klaue: Okay, the charging is in progress. We just need to tug that last train car of raw vibranium to the process center.
  • Black Panther: (Grunts) Okoye, I am at the main entrance. Are you preparing your surprise?
  • Okyoe: Yes, but how will you get in?
  • Black Panther: I have a hidden key in a rock for emergencies. I just have to, uh... find it. (Grunts) (Sighs) (Yelps)
  • Killmonger: We've gotta fill it with more processed vibranium for the recharging.
  • Black Panther: The only charging going on here is me charging you. (Grunts)
  • Killmonger: You again? (Growls) Your time in Wakanda is coming to an end.
  • Black Panther: That is where you wrong.
  • Killmonger: (Grunts)
  • Both: (Grunts and Groans)
  • Killmonger: Oh, no surprise that you've used up all your lives, cat man.
  • Black Panther: I think the surprises here are for you.
  • Both: (Yelps)
  • Okoye: Stay away from the key.
  • Ulysses Klaue: Now what?
  • Killmonger: Get more processed vibvranium into Thanos. I'll keep these two busy. (Grunts)
  • Black Panther: (Gasps)
  • Killmonger: HA! How's that for a vibranium suit?
  • Rhino: (Growls)
  • Black Panther: Thanks. I prefer a light weave.
  • Both: (Grunts and Groans)
  • Killmonger: Huh?
  • Okoye: My bad.
  • Both: (Grunts and Groans)
  • Black Panther: Okoye, stop Klaue. (Grunts)
  • Killmonger: You're too late!
  • Both: (Grunts and Groans)
  • Okoye: Leave him alone!
  • Killmonger: (Grunts)
  • Okoye: (Groans)
  • Killmonger: No fair. Ganging up is against the rules!
  • Black Panther: I am the king. I make the rules. Okoye, do not let him get away.
  • Okoye: (Whistles)
  • Rhino: (Growls)
  • Killmonger: What-what are you doing? No. No, no!
  • Okoye: Yes, we did it, sire.
  • Black Panther: We are not done yet. Quick, we must secure the mines.
  • Thanos: It is I, Thanos. I am recharged. And ready to have my vengeance on this planet. (Sinister Laughs) (Sinister Laughs)
  • Both: (Groans)
  • Thanos: And now, I shall pay my debt, and unseat the King of Wakanda.
  • Okoye: (Groans)
  • Rhino: (Growls)
  • Okoye: No!
  • Black Panther: As long as I am king, I fight for Wakanda.
  • Both: (Grunts and Groans)
  • Thanos: This ends now!
  • Shuri: Leave my brother alone!
  • Black Widow: Leave the king's sister alone.
  • Iron Man: Leave the Black Widow alone. Wow. Suddenly had the strangest feeling of deja vu. Jet boots to the resc-- That worked for the first time. (Grunts)
  • Thanos: Huh?
  • Thor: Foul villain!
  • Iron Man: Wow, that's new.
  • (Captain America arrives)
  • Captain America: Good haircut.
  • Thor: Nice beard.
  • Iron Man: What happened to your hammer thingy?
  • Thor: It's a long story.
  • Thanos: (Groans) (Sinister Laughs)
  • All: (Gasps)
  • Black Widow: (Groans)
  • Ulysses Klaue: (Sinister Chuckles)
  • (Hulk arrives)
  • Hulk: Hulk Smash!
  • Ulysses Klaue: (Whimpers)
  • Hulk: Go home!
  • Ulysses Klaue: (Yelps)
  • Thanos: (Grunts)
  • Both: (Grunts and Groans)
  • Shuri: (Screams)
  • Black Panther: Shuri!
  • Shuri: Brother, you can't stand up to Thanos' power. He's been superrecharged.
  • Iron Man: (Grunts)
  • Black Panther: We must get into the mines. I have an idea.
  • Iron Man: I hope it's a good one, 'cause it's not going so well.
  • Killmonger: Ha! Runnin' from the fight, heroes?
  • Iron Man: No, we just wanted to make sure you guys weren't left out.
  • Ulysses Klaue: Huh? (Screams and Grunts)
  • Black Panther: (Pants)
  • Both: (Grunts and Groans)
  • Iron Man: Hey, no one rides for free. Come on, just-- get off me. Whoa!
  • All: (Grunts)
  • Black Panther: Uh-oh, that's bot good.
  • Thanos: (Menacing Laughs) Oh!
  • Both: (Grunts and Groans)
  • Iron Man: How do we turn this thing off?
  • Black Panther: You do not want to. Trust me. We have to go, now!
  • Iron Man: All aboard.
  • Black Widow: What's going on in there?
  • Black Panther: Oh, just runaway vibranium reaction that opened a time-space portal and sent Thanos, Killmonger and Klaue to an unknown destination.
  • Black Widow: And then what?
  • Iron Man: Don't know, don't care.
  • Thanos: (Screams) Seriously? I hate rocks floating in space.
  • Both: (Screams)
  • Ulysses Klaue: So... does this mean you won't be king of Wakanda?
  • Killmonger: What do you think?
  • Polar Bear: (Growls)
  • Both: (Screams)
  • Captain America: These traditional Wakandan snacks are pretty good. Mmm, mmm.
  • Thor: These mini-meatballs are delicious. Another!
  • Shuri: I never thanked you for saving me, brother.
  • Captain America: And I never thank you for calling the Avengers. I was wrong to refuse your offer to assist. I have learned that accepting help from others does not make you weak, and rejecting help from others does not mean you are strong, either.
  • Shuri: Oh, brother. Now, where'd you hide your key?
  • Black Panther: In that rock right over there. Or is it over there? Or maybe that one. No, wait, I put it here. This one! No, uh, perhaps this one. It's around here somewhere.

Gentlemen.


You must transfer

this key token


to our off-site security vault.


Don't worry,

ma'am.


We have our best

undercover guards


on the job.


[vault door thuds]


[truck door bangs]


The diaper

is in the hamper.


Time to change

the baby.


[chuckling darkly]




No one will

suspect anything.


[♪♪♪]


Whoo!


Yeah!


[gasping] Spider-Man!


[woman gasps] Oh!


Don't get me wrong,


web-slinging from

building to building is great,


but now I can totally see


why Captain America

has one of these!


[vroom!]


[whoosh]


Whoa!

What was that?


This mochachino--

it's got no kick.




Ahh!


Mochachino!


[panicking and screaming]


[Venom cackling evilly]


Roxxon security!

Back away from the truck!


-Have a nice trip!

-[shrieking]


I'm okay!


[Green Goblin cackling]


Let's kick things off

with a bang!


[explosion roars]


[citizens panicking

and screaming]


[Venom huffs]


[driver grunts]


Finally!


-[Spider-Man]: Gobby!

-[gasping]


[Spider-Man]: Venom!


I thought I told you--


I don't like people

messing up my neighborhood.


[fuming]: Spider-Man!


That's the thing

about spiders--


hit them right,


and they splatter

like a bug!


Whoa!


Come on, Green Goblin!


Pumpkins are not meant

to be weapons...


They're meant to be pie.


Whoa!


[Venom grunts]


I'm gonna take you apart!


Hey, Venom!


Don't touch the ride!


What?


I just got it waxed.


[Venom cries out]


-[Spider-Man laughing]

-Alley-oop!


Uh-oh.


I bet this never happens

to Captain America-a-a-a!


Ooh! Ah! Oof. Ugh.


You were too beautiful

for this world, Spidey-bike.


Ugh.


He's down!


Now we finish him.


No! Stick

to the plan.


If we destroy

New York City,


then we destroy Spider-Man!


Destroying the city...

destroys Spider-Man.


I can still chase 'em

the classic way.


Whoo!


Yeah! [laughs]


[chuckling darkly]


Fetch the gear.


With my tech


and this

orange key token,


all we need is

to steal the other key token,


then no one can

stop our plan


to overload

and melt down the city.


Then revenge on Spider-Man!


That's why

we're working together.


You bring the muscle

and I bring the smarts.


"Smarts"?


A lot of words come to mind

when I think of you.


"Smart" is not one of 'em.


[Venom fuming]


Stick to the plan!


I'll handle the insect.


I don't need Goblin anymore.


I just need his tech.


I can do this on my own.


[Spider-Man]:

This place is nice, Gobby!


What's the rent

on a lab like this?


[Green Goblin cackles]


-Whoa!

-You can't dodge forever!


Dude, have you met me?


Yeah, I can!


Nyah!


Whoa! Ahh!


I ain't gonna lie--

this is pretty fun!


I'm done with you!


[Spidey laughs]


-Wah!

-[thud]


Huh? Gobby...


throwing those bombs

will wreck your lab.


I don't want it anymore.


It's got a pest problem.


Pest?


[sweetly]: Moi?


Spidey steps

up to the plate...


...And he swings!


[gasps]


Ahh! [groans]


Good game, Gobby.


I hope you had

as much fun as I did.


[groaning]: Ugh...


I'll take that as a "yes."


I know this is Spider-Man's

thing and all,


but sometimes

I wish he would


just give

the bad guy to us.


[sighing]


We better go

find a stepladder.


[Goblin struggling and grunting]


[Spidey]: Venom got away,

which is not good...


and I still have no idea


what Green Goblin

and Venom had planned,


which is really not good.


On the bright side,

look at all this!


Holographic scanners...


3-D printers... Mm!


Micro-circuitry...


[stoked]: A rotary phone!


Man! This place

has everything!


Wait...


Green Goblin's in jail.


He's not gonna be using

this place for a while...


so there's no reason

why I can't stay here


and use this lab for myself.


Everything's comin' up Spidey!


High-five!


-[thud]

-Oh.


Your science project

will be due in one week.


I expect you

to show creativity.


I expect you to build

something high-tech,


and I expect you


to pay attention to detail.


[snaps]: Mr. Parker!


Did you hear what I said?


Uh... of course I did.


What you said

was very inspiring.


I was moved.


Don't mess this up,

Mr. Parker,


or you will be

serving detention


for the next

22 and a half years.


That seems excessive.


And disturbingly specific.


-[bell rings]

-[thud]


Hey, Pete.


Mary Jane

and a bunch of us


are going to visit

a renewable energy lab


to get ideas for

the science project.


Wanna come with?


Ah, thanks, Gwen,

but I-I can't.


I have stuff

I have to get done.


Later.


But preferably sooner.

[chuckles]


You know how it is.

Parker out!


He is an odd duck.


I feel bad I had to skip out

on Gwen and MJ like that,


but I couldn't

tell them the truth...


...that I'm busy turning

this lab into my new base.


First off,

my base needs a name.


"Spidey Cave"?


Mm, too dark and brooding.


"Spidey-Rainbow Happy-Land"!


No, no, no, not dark

and brooding enough.


How about... the Spidey Lab?


Yeah. That works!


And it's catchy.


Hashtag "Spidey Lab."


[shutter snaps]


This has to be the biggest,


most advanced super-computer

in the history of the world.


I'll install video games

on it later.


First, I need to get past

the security firewall.


The perfect job

for my latest invention...


the encryption spiders!


And while the encryption spiders

do their thing,


I can do my thing.


[gasps]


With the lab

and all this raw material,


I can make the best

science fair project ever.


All I need now is

a retro music-video montage.


Hit it!


[♪♪♪]


Whoa... oh, ho... ahh!


[thud]


[gasping]


[groans]


[shrieking]


Another leave-it-in-the-alley

delivery.


Once again, no tip.


[clang!]


Huh?


[sighs contentedly]


Mm... Ahh!


Iron Man was right.


This BLT is better

than the one down on 7th.


[computer starts beeping

and whirring]


Yes! The encryption spiders

have cracked the security.


First, let's see

if I can use it to find Venom.


I'll set up

an automated search


of the city's networks


for the most recent reports

of criminal activity


and property destruction.


-[beeping]

-Nice!


A lead on Venom's location.


But before I take him on,


I could use some new tech

to give me the advantage,


and I know exactly

what I need.


[Venom grumbles]


Hmm?


[whirring and humming]


[students gasping]


What's

this for again?


It looks good


for the tour groups

that march through here.


[both snickering]


[glass shattering

as Venom roars]


[scientists gasping]


What do you want?


Rah!

I want the key token. Now!


We don't

have the key token.


Where is it?


[gasping]


It's locked up

in the vault.


[chortles evilly]


[scientist]: Gah!


[laughs]


[Venom cackling darkly]


[Spider-Man]:

You better not touch that.


You don't know where it's been.


[darkly]: Spider-Man!


[Venom grunting]


Aw, is the evil symbiote

rage-monster unhappy?


[grunting]


[roars]


Oh, that can't be good.


[Venom laughs]


Whoa... oh, oh.


Ahh!


[Venom]:

You got a tech upgrade...


but I got an upgrade, too.


[Spider-Man]: Oh! Ugh!


[grunting]


[both grunting]


Rah!


-Uh-oh.

-[Venom roaring]


[thud]


Ahh!


Ugh.


[Venom cackling]


[Spidey]:

You got lucky with one hit.


I bet you can't do that again.


Just watch me!


[Venom roaring]


[Spidey]: Whoa!


Yeah, I was wrong.


Spider-Man?


More like...

"Pinata-Man"!


[thud]


I see my quips are

rubbing off on ya.


[scientists panicking]


[rumbling and creaking]


[all gasping]


This glass wall--

it won't break, will it?


[teacher]:

It's shatterproof--


although, with

all this weight on it,


it could theoretically still--


[Mary Jane]: Well, technically,

it didn't break!


Spider-Man?


[realizing]:

Spider-Man!


Gwen and MJ? This is

the science lab they visited?


I gotta save 'em!


Can Spider-Man

come out and play?


Um... no.


Rah!


-[thudding]

-Ow!


This is why I don't like

to play with you, Venom!


[Spidey grunting]


You're way

too rough!


[grunts]


Whoa-oh-oh!


[Venom grunts]


[thud]


[panicked screaming]


[alarm sounding]


Someone needs

to get these people out.


Someone like me.


[grunts]


Everyone! This way!


Come on, everyone,

l-let's go!


[thud]


[crying out]


Gwen!


MJ!


Grab on!


[both grunting]


[all straining intensely]


Ahh!


Thank you.


Follow me.


[building rumbling]


Wah!


[Venom grunting]


[Spidey grunting]


Gwen! Come on!


Go on without me!


I'll catch up.


[Venom roars]


-Whoo!

-Wha--?


Rah!


[grunting]


Ahh!


[crowd gasping]


Oh, no!


[webs whooshing]


[grunting intensely]


That should keep it

from falling on anyone.


So then why is

my Spidey-Sense tingling?


[Venom grunts]


Ahh!


[crashing]


[roaring]


Destroying the city

destroys Spider-Man!


[Venom chuckles darkly]


[Spidey sighs]


How did my life

come to this?


Ugh.


Venom got away. Again.


Not great, Spidey.


Not great.


[engine whooshing]


You're clearly not Spider-Man,

because I'm Spider-Man.


We haven't met yet.

I'm Ghost Spider.


I've been...

kinda tracking you.


Tracking me?


I don't owe you money, do I?


[rumbling]


[citizens gasping]


I've got this side!


And I've got this side.


[grunting]


[crowd gasps and applauds]


So you're

"Ghost Spider"?


[scoffs] That's

a little unoriginal,


don't you think?


-Excuse me?

-I-- I...


I like your outfit.


It's a nice color combo.


But you know,

I'm more into red and blue.


I... feel that the combo

of colors really are,


are, uh, stronger

than, uh...


I'm just babbling


and I'm hoping

something will happen


to end this

awkward moment.


[Ghost Spider chuckles]


In case you ever need backup,

use this.


Oh?


They used to have things

like this called "pagers,"


from a long-lost era

from the past.


The 1980s.


"A long-lost era

from the past."


[chuckles] Yeah.


I'm gonna ghost.


Keep in touch.

[grunts]


Whoa...


[anxiously]: Ohh...


Everybody all right?


Venom took

the key token!


I see.


Now let's pretend


that I don't know

what a key token is.


A key token

is a high-level security key.


One token by itself

doesn't do anything,


but if he gets

his hands on two...?


Then Venom can override

and take over


any Roxxon Energy

system in the world.


Yikes!

Almost sorry I asked.


[Peter]: Green Goblin and Venom

teamed up to steal a key token.


I stopped Goblin,


but now Venom

has two key tokens.


He can override and control

Roxxon Energy systems.


But what would Venom

want to take over?


[phone rings]


Hello?


-Hey, Peter, where are you?

-Oh, hey, Gwen.


[Gwen]: How's your

science project coming along?


Everyone else is almost done.


Y-Yeah, I'm working on it now.


Hey, while I've got you,


what do you know

about Roxxon Energy?


[Gwen]: Mm. Big company.


They're in the process

of building


new clean energy platforms

just outside the city.


Energy platforms...

That must be it.


Thanks, Gwen!

-Peter--


[beep]


Bingo.


[yawning]


Hmm...


Heh-heh-heh-ha.


[thud]


Ahh! Oh...


[screaming] Ah!


[splashing]


[security guards gasping]


[panel beeping]


[grunts]


[energy humming]


[chuckling deviously]


[beep]


[skittering]


[beeps and whooshes]


[energy crackling]


Soon, the generator

will overload New York City...


[loud electrical humming]


[beeping]


[citizens gasping]


[electricity buzzing]


[bulbs exploding]


[screaming]


-[guy stops screaming]

-[coin hits hat]


[resumes screaming]


Destroying the city

destroys Spider-Man.


[Spidey]: Venom!


Huh?


Yoo-hoo!


Do you like it?


A little somethin'

I threw together.


I'm gonna

have to ask you


what that big glowing

thing behind you does.


Then I'm gonna ask you

to step aside,


so I can step on it!


Destroying the city

destroys Spider-Man.


Destroy the city first!


Are you sure?


I mean,

I'm right here.


[darkly]:

City can wait.


Destroy Spider-Man now!


[Venom roars]


You can't destroy

little ol' me.


[Venom cries out and grunts]


[Venom grunts]


Whoa... [grunts]


Ahh!


Yoink!


[crashing]


[growling]


[chuckling sinisterly]


[electricity crackling]


Hmm... Don't know what it does,


but it's probably best

not to wait and find out.


Spidey-Sense going off...

big-time!


Like it?


Just a little something

I threw together.


It's a bit much.


Rah!


[grunting]


[Venom roaring]


Ahh!


The mech is too strong!

I'm gonna need some help.


[crying out and groaning]


Have to stop

that generator!


Whoa!


Going somewhere?


[Venom grunts]


Ah! Aw, my arm.


That was my favorite arm.


[Venom growling]


Almost out of time.


Rah!


Uh-oh... Ah!


[thud]


[Spidey]:

Oh! My other favorite arm!


Just because I can't move,

don't think this is--


[Venom hissing]


Okay,

that's just gross.


[Venom gasps]


Somebody

call for backup?


-Ghost Spider!

-Yeah!


[Venom roars]


[Venom cries out]


[Ghost Spider]:

And down goes Venom.


-[chuckles] Whoo!

-Thanks for the save.


Cool ride, by the way.


I'll stop the generator.


You keep Venom busy.


[thud]


I get to take out Venom?

Suh-weet!


[Venom growls]


[tauntingly]: Ha-ha!


[roaring]


Gotta be

quicker than that!


[Venom grunting]


You're either

really bad at this...


or I am

just that good!


Whoo! [snickering]


[roaring]


Here goes nothing.


[grunts]


Wow, that was nothing.


Out of time! Have to find

some way to disable the tech.


Huh?


Wait.

"Disable the tech"?


It's not the tech...


It's what's powering it!


The key tokens.


Ghost Spider,

I need your help.


You got it!


The energy platform

is powering Gobby's tech.


If we use the key tokens

to shut down the platform,


it'll remove the energy

that's destroying the city.


We need to simultaneously

activate the key tokens.


Three...


Two... One...


-Go!

-[clunk]


We're in!


I've got control of all

the platform systems.


Rerouting the power!


[humming groans and slows]


[beeping]


[rumbling]


[camera shutter snapping]


[energy crackling]


The power

is overloading!


What?


[crackling]


This whole platform's

going to blow!


[Venom, roaring]: No!


[Venom cries out]


[Ghost Spider]:

No sign of him.


He must've escaped

into the water.


When he shows up again,

we'll be ready for him.


What's important is


that we've got

the key tokens.


I feel pretty good about

how things turned out.


[flames whooshing]


Really?


[hisses and fumes]

Spider-Man!


I think I'm gettin' the hang

of this superhero gig.


I feel pretty much prepared

for anything.


[snoring loudly]


[aghast]: The science project

is due today!


And I'm the only one who...


Uh-oh.


I gotta find something...


anything!


[thud]


It's a model


of a renewable energy

generator.


Interesting attempt,

Mr. Parker,


but this looks like


you just glued

two table legs together.


I know what

it looks like.


[crash]


It is definitely

what it looks like.


Hey, Pete.

Mary Jane and I


are putting together

a study group.


Sounds fun.

I'll join you...


just as soon as I finish

all the detention I got


for taking apart

school property.


[chuckling]


See ya later, Pete.

Have fun with that.


Time to start serving


my 22 and a half

years of detention.


[ominous rumbling in distance]


[cackling evilly]


[cackling]


Correction.


Time for your friendly

neighborhood Spider-Man!


[whoosh]


[♪♪♪]


♪ Go! ♪


♪ Let's go, let's go... ♪


♪ Let's go, let's go! ♪


♪ Let's go, let's go... ♪


[♪♪♪]