Outside in the Arctic, there are pieces of the jet on fire. Hulk bursts out of the ground.

-Hawkeye: Get us topside, Hulk!

Hulk grabs Widow and Hawkeye while the other Avengers come out of the hole.

-Hawkeye: Good Hulk. Next, we'll try to catch and play smash.

-Cap: Stay with me, Stark!

-Tony: How's a guy supposed to pass out in peace with you yelling like that?

-Cap: How's he holding up, Falcon and Shadow?

Falcon and Shadow Maiden scan Tony's body.

-Falcon: If he was a car, he'd be...

-Tony: A really cool sports car.

-Shadow Maiden: Running on fumes. He needs medical and tech now. Where's the Quinjet?

Hulk points at the flaming pieces of the Quinjet.

-Hulk: There, there, and, yeah, there.

-Thor: MODOK and the Red Skull met our arrival enthusiastically.

Suddenly, Black Widow's hovercar descends.

-Black Widow: I brought my own ride. Just promise not to rip the leather.

The Avengers get inside Widow's car.

-Hawkeye: It's crowded in here. Shouldn't those who can jump be outside? Jumping? Hulk?

-Black Widow: Deal with it. There's a NATO hospital in Reykjavik. 20 minutes if there's no traffic.

-Shadow Maiden: A hospital won't cut it. Tony's armor was the only thing keeping him alive. Specifically the arc reactor. Without it...

-Tony: Get me to the mansion.

-Falcon: You sure? I don't know if that's possible.

-Cap: Falcon, Shadow, welcome to the big leagues. Impossible is what we do.

Cap gestures to Thor outside the car.

-Thor: A wind tunnel? Aye, follow me!

Thor makes a wind tunnel with his hammer causing turbulence around the car.

-Tony: Hey, do I know how to pick a team or what?

Tony groans and passes out again.

-Shadow Maiden: Tony? Tony!

-Cap: Iron Man!

Falcon scans tony once more.

-Falcon: His vitals are dropping fast!

As soon as the car crashlands at the Avengers mansion, they exit the car.

-Hawkeye: Practice landing much, Natasha?

-Cap: The lab! Go!

-Hulk: Twice in one day? Thought I was done with this dump.

-Hawkeye: Dump? Like you've seen nicer.

Hulk flicks Hawkeye away from him. In Tony's lab, Falcon plugs many wires into Tony's chest while Shadow Maiden waits for his signal near a switch.

-Falcon: Try not to die on my first day as an Avenger, Tony.

Falcon plugs in the last few wires and nods at Shadow Maiden.

-Shadow Maiden: Fingers crossed.

Shadow Maiden flips the switch and electricity pulses through Tony to heal him.

-Falcon: Come on, Tony! Come on!

Falcon nods at Shadow Maiden to flip the switch off. Tony sits up.

-Tony: That was something I would never wanna do again. Thanks for not electrocuting me on your first day as Avengers, Sam, and Cerise.

-Cap: He's not good with "thank yous". Great work, you two.

-Falcon: Could you repeat that into my phone? I wanna make it my ringtone.

-Shadow Maiden: (giggle) Real smooth, feathers.

-Tony: (chuckle) Rookies. JARVIS, the Mark 50, if you please.

-JARVIS: Sir, the Mark 50 is not ready.

-Tony: JARVIS, the Mark 50!

A structure comes out from the floor.

-Tony: Sam, Cerise, thank you. See, I can be nice. When I almost die.

-Falcon: Does that mean we get Avengers membership cards?

Shadow Maiden can't help but giggle.

-Hawkeye: Just what we needed, a Stark fanboy with delusions of grandeur.


In Iron Skull's submarine, he is admiring the armor he stole from Tony.

-Iron Skull: Stark's armor is an even greater prize than the captain's body. Wearing it not only keeps me alive, but it has also made me beyond flesh and bone.

-MODOK: Indeed. Iron Man is gone.

-Iron Skull: Iron Man? Have you learned nothing, MODOK? It isn't enough to beat one Avenger. To fully triumph, we must destroy all they represent. While they lick their wounds, we shall strike the Avengers where they live.

-MODOK: It would be unfortunate if they made it home with time to plan, yes. Then it's good that I sent them off with companions, isn't it?


Outside the mansion, a cloud of tiny robots floats inside. In Tony's lab, the Mark 50 armor assembles around his body.

-Hawkeye: Any idea what Stark's up to?

-Falcon: Nothing we've ever worked on. Which makes me totally jealous.

-Tony: The Mark 50. Prototype modular system. New armor smell and everything. In theory, more efficient, more powerful than any of my arc reactor models.

The armor accidentally blasts a hole in the wall.

-Hawkeye: "In theory" equals "untested". Classic.

-Tony: Details. I'll work it out. Soon as I do, I'll be smacking the red off of Red Skull.

-Cap: You mean "we".

-Tony: I didn't say "we".

-Black Widow: I know that look. It comes right before "it's not you, it's me".

-Tony: Look, Cap, I activated the Avengers protocol because I thought you were gone. You're back, I didn't croak, wins all around. So back to the grind, right?

-Hawkeye: Seriously, you rebooted the Avengers just to break us up again? Unbelievable.

Hawkeye and Widow exit the lab.

-Hulk: And people why I hate people.

-Thor: Mortals... fun, but too complicated.

-Cap: You're serious? After what we just survived?

-Tony: Looks that way.

While Thor and Hulk leave, Cerise and Sam share concerned looks. Hawkeye is in the main corridor looking at the statue of Cap.

-Black Widow: You missed this team, didn't you?

-Hawkeye: Me? No. I like doing my own thing. Yo soy solo. You?

-Black Widow: SHIELD sent me to keep an eye on you maniacs and make sure you don't blow up Manhatten.

-Hawkeye: Fair enough.

-Black Widow: Did you really believe that Tony Stark could play quarterback on a team of more than one?

-Hawkeye: For a minute, kinda did.

The small robots fly through the window undetected. Meanwhile in the training room...

-Thor: We had some grand battles in this training room, you and I.

-Hulk: You kept thinking you could knock me down.

-Thor: Did more than think, I think. What do you say? For old times?

Hulks steps on a button and the lights in the training room turn on.

-Hulk: Wouldn't wanna mess up that pretty hairdo.

While Hulk and Thor are sparring aggressively, some of the robots fly into Hulk's mouth and his eyes turn red.

-Hulk: Thor, get away from me!

-Thor: Admitting defeat? That's not like you!

Hulk Punches Thor repeatedly into the floor.

Back in the lab...

-Cap: Explain. And if you give me any of that Stark talk, I'll knock you out of that armor myself.

-Tony: I led the Avengers for a day, and I almost lost everyone.

-Shadow Maiden: "Almost" being the keyword.

-Cap: So you're scared. We all get scared, and we push through.

-Tony: I'm not afraid of what could happen to me, Cap. The Skull and MODOK almost got all of you. What if I lead you somewhere and I can't bring you back?

-Shadow Maiden: Again, "almost".

-Falcon: And that's our choice, isn't it?

Suddenly the Avengers feel the ground shaking. Thor and Hulk burst through the floor of the main corridor.

-Hawkeye: Guys, enough! He's strongest, you're prettiest, whatever!

-Black Widow: No, something's wrong.

Thor is now affected by the small robots.

-Thor: You dare touch the son of Odin? I'll tear you apart, monster!

Thor throws his hammer at Hulk, then Hulk throws a part of a statue onto Thor.

-Hulk: You're not better than me! (roar) Hulk smash stupid avengers!

Hulk struggles to pick the hammer up, and he sinks through the floor.

-Black Widow: Funny?

-Hawkeye: Kind of.

Hulk jumps through the floor.

-Hulk: HULK SMASH YOU ALL! (roar) HULK SMASH!

-Black Widow: When did they invent Hulk-buster arrows?

-Hawkeye: They didn't.

Hawkeye shoots an arrow at Hulk, but he grabs. Then it flashes in his face.

-Hawkeye: Hulk-blinding. It's something.

Now Widow and Hawkeye are affected.

-Hawkeye: Oh, please.

Widow starts blasting Hawkeye.

-Black Widow: You make me sick. You're a washout. Undisciplined.

-Hawkeye: Better than being Fury's watchdog.

Hawkeye and Widow jump out the window.

-Black Widow: I hate you!

-Hawkeye: Hate you more!

The Avengers are now outside beating each other to a pulp.

-J. Jonah Jameson (on tv): I can't believe what I'm seeing... but just as we hear the Avengers may get back together, they're tearing one another apart on the front lawn.

Meanwhile, Red Skull and MODOK appear inside the mansion and watch the chaos.

-MODOK: As promised. Puppeteer Microtech. I control the machines, the machines control the Avengers.

-Red Skull: First we take Stark's heart, then we take his country apart. The Avengers will be our weapons.

In the lab, Cap, Tony, Falcon, and Shadow are watching the fight.

-Cap: We have to contain this. Falcon, Shadow, you're with me. Stay close.

-Tony: Hold on. Let me scan for... (blasts the monitor) That wasn't supposed to happen.

-Cap: You wanted a solo mission? Fix that armor.

Shadow, Falcon, and Cap exit the lab, but Falcon hangs back.

-Falcon: Don't do anything stupid, okay?

-Tony: You're fired.

-Falcon: For real?

-Tony: Go!

Falcon leaves to catch up with Cap, but Shadow stops him.

-Shadow Maiden: Sam, you go with Cap. I'm gonna search the mansion.

-Falcon: Search it for what?

-Shadow Maiden: I have a hunch that someone's behind this.

Shadow creates a barrier around her body.

-Falcon: What's that for?

-Shadow Maiden: Whatever's gotten into the others, I want no part of. Try to keep them from killing each other or anyone else.

-Falcon: I'll do my best.

Cerise disappears into the shadows. Back in the lab...

-Tony: JARVIS, tools.

While Tony repairs his armor, he scans the Avengers.

-Tony: What's going on here?

-JARVIS: Unusually high levels of aggression amongst the team, sir.

While Cap and Falcon get outside, the small robots fly into Cap's mouth.

-Cap: Avengers, get a hold of yourselves.

-Tony: That's it! Microbots. Taken in through the respiratory system. Sending signals to the brain. (over radio) Falcon, you don't have a face mask. Get out of there. MODOK's work.

-Falcon: MODOK? Where...

After Falcon gets affected by the microbots, Cap hits him in the face with his shield.

-Cap: Come on, soldier. Think you're anything more than Stark's prized parakeet?

-Falcon: Better than you'll ever be, old man!

While the Avengers continue to fight, Red Skull makes his way the boiler room and finds the generator.

-Red Skull: Perfect. For it is not enough to destroy the Avengers. You must destroy everything they stand for.

Red Skull exits the boiler room after attaching a device to the generator.

-Shadow Maiden: Just as I thought. This whole situation has Red Skull written all over it.

-Red Skull: (smirk) Fraulein Gail. I see that you have grown since we last met. You and I have unfinished business, do we not?

-Shadow Maiden: We do. And I'm gonna finish it right now!

Shadow blasts dark energy at Skull, but he dodges and launches himself at her and they start fighting.

-Red Skull: As you can plainly see, my dear, during my alleged demise, I have been biding my time. Getting stronger with every passing moment. While you have been wasting your talents at SHIELD.

-Shadow Maiden: You can keep telling yourself that to help you sleep at night, but all you're doing is copying Tony with his armor!

Shadow kicks Skull in the jaw.

-Shadow: And my talents are anything but wasted.

Shadow tackles Skull through the wall and Skull kicks her off. Shadow bounces off the wall and lunges at Skull. He grabs her and swings her into the wall.

-Red Skull: It has been lovely catching up with you, Fraulein Gail, but I have other matters to attend to.

Back outside...

-Black Widow: You ran from SHIELD. We can't count on you.

-Hawkeye: Me? Everyone knows you're a two-timing traitor!

-Cap: Go back to your day job, kid. You don't deserve this.

-Falcon: Says the responsible for Tony being hurt.

-Thor: Fight bigger! Beat worse!

Thor and Hulk fight toward the gate where a crowd of civilians is taking pictures of the fight.

-Thor: You will fall, monster!

Hulk roars and scares the crowd away.

-J. Jonah Jameson: It's absolute chaos out here as Hulk and Thor are...

-Tony: He could've had them level the mansion. MODOK wants them outside. JARVIS, scan for any sign of MODOK and Red Skull.

-JARVIS: Scanning. And finding... nothing.

-Tony: Of course not. MODOK has them cloaked. Search for missing or distorted data.

Tony sees MODOK in the foyer and Red Skull in the hallway fighting Shadow.

-Tony: There we go. Time to do something "stupid".

Back in the foyer...

-MODOK: Oh, this is fun. I wish I'd invented this technology sooner.

-Tony: Hey, MODORK.

Tony blasts MODOK outside.

-Tony: Get off my lawn. A concentrated E.M.P ought to do the trick.

Tony blasts the Avengers in the forehead with the E.M.P returning them to normal.

-Hawkeye: What... what just happened? Was I about say Cap's shield made his head look small?

-Black Widow: Mind control, obviously. And P.S, there's something very wrong with you.

Hulk picks up Tony by his head.

-Hulk: What happened?

-Tony: MODOK. Microbots. Mind control. Me. Mend. Miracle. If you wanna smash someone, MODOK's right behind you.

While Tony flies away, Hulk gets ready to pound MODOK.

-Tony: Keep your comms open, guys. We're gonna need a team effort here.

-Falcon: He said "team". Sweet.

Back inside the mansion, Red Skull tosses Shadow into Tony's lab.

-Red Skull: Perhaps Stark left behind a few secrets.

-Tony: Aren't you done stealing my toys?

After Tony blasts Skull through the wall and into the foyer, he notices Shadow Maiden getting back to her feet.

-Tony: Cerise, did you know that Skull was in the mansion?

-Shadow Maiden: I had a hunch.

Shadow and Tony fly into the foyer and the other Avengers join them.

-Cap: You work out the kinks?

-Tony: Actually, no. That repulsor was about all I had until I can recharge. Of course, now that you're here...

-Cap: You lead. I'll follow.

-Tony: With each maneuver, I'm gathering more intel on his tweaks to my hijacked tech. Hawkeye, short out his armor.

Hawkeye shoots an arrow at Skull's shoulder. Skull shoots a laser at Hawkeye, but Cap throws his shield to protect him.

-Tony: Nice, Cap. Widow, your turn.

-Black Widow: For someone who sent us packing, you're awfully liberal with the orders.

Widow tosses three circular grenades at Skull's feet, and they explode.

-Tony: Who else was gonna save you from yourselves? Thor, he's wide open! Hammer time.

Thor throws his hammer right at Skull's midsection.

-Tony: Shadow, Falcon, these are SKull's armor specs. Show him what two rookies can do.

Falcon flies up and shoots wing blades at Skull. Then Shadow punches him in the air and stomps him into the ground.

-Shadow Maiden: That felt great.

-Cap: Careful. Keep leading like that and we might actually stick together.

-Red Skull: Yes, let Stark lead you to your final glorious moments. The game is over before it has even begun. I took your armor. I will take your lives. And take your honor by leaving a scar on this nation that will forever be blamed on the Avengers!

After Skull disappears, the device on the generator explodes causing the mansion to shake.

-Thor: What was that?

-Tony: That was the mansion reactor. Not a good boom.

The mansion starts falling apart. A bright beam shoots into the sky.

-Shadow Maiden: Skull and MODOK disabled all of the reactor's safety systems.

-Falcon: Energy discharges have escaped the shields. Multi-phase generators are falling out of synchronicity.

-Hawkeye: Uh, less geek speak, please, guys.

-Tony: In 90 seconds, the reactor blows, Manhattan becomes the world's biggest skate bowl, and we'll have a serious P.R problem.

Cap: Really? Now?

-Tony: Joking in the face of certain death is part of my charm.

-Black Widow: So is being a super genius. Think Einstein. 80 seconds.

Tony scans the beam.

-Tony: Falcon, we need a coil gun that can fire a small sun. You and Lightning Rod are the barrels. Lots of speed, lots of electricity.

-Falcon: Try to keep up and get ready to bring the thunder.

-Thor: He has your spark. I like him.

Thor and Falcon fly off.

-Tony: Anyone not shielded by armor or gamma-irradiated skin should probably clear the area of civilians.

Widow, Hawkeye, and Cap exit the mansion to get civilians to safety.

-Tony: Shadow, I'll need your help with this. Hulk, time to get angry.

-Hulk: My favorite time of day.

Outside, Thor and Falcon and flying through the vortex.

-Falcon: It's physics, risky physics. Tony's betting we can contain the force of the explosion and direct it into space like a bullet from a gun at 3000 miles per minute. Does that sound crazy?

-Thor: Yes, and also like great fun.

-Falcon: Let's do this, then.

Thor and Falcon fly around the beam at break-neck speed. Back in the boiler room...

-Tony: Good and angry?

-Hulk: I'm always angry!

Hulk picks up the reactor.

-Tony: Hard as you can throw it. Straight into the vortex, green guy!

Hulk throws the reactor into the sky. Tony and Shadow nod at each other and shoot a repulsor beam and a dark energy beam at the reactor causing it to go into space and causing the vortex to fade.

-Falcon: Saving New York with science is... cool.

Falcon faints and falls.

-Thor: Have songs sung about your bravery is even cooler. Falcon?

Thor grabs Falcon in time.

-Thor The songs shall wait till you wake.

The Avengers gather outside and look at what's left of the mansion.

-Hawkeye: I had stuff, you know, really, really expensive stuff.

-Tony: Your comic books? I had them moved to storage 3months ago.

-Hawkeye: Oh, Okay. We're... we're cool, then.

Thor and Falcon join the others. Shadow flies to Sam.

-Shadow Maiden: Pass out?

-Falcon: A little.

-Shadow Maiden: Not bad. For a rookie.

-Falcon: You weren't too bad yourself. For a vigilante.

Falcon and Shadow fist bump.

-Hulk: So, that's it? The mansion's gone, bad guys are gone, Avengers gone?

The Avengers all stare at Tony.

-Tony: Let's talk.


Back in Skull's submarine...

-MODOK: We collected more data. We know more about their weaknesses. we should strike now before they have time to regroup and attack us.

-Red Skull: Enough!

Skull blasts MODOK.

-Red Skull: Stark stands with giants! I must do the same if I am to succeed.

Skull sends message orbs to different supervillains.

-Red Skull: If you are receiving this signal, consider it a sign of my respect and a call to arms. Time and again, we have been kept from our rightful place by these so-called Avengers because we are unable to put aside petty differences. If you want your fates to change, if you want the world to tremble before you, stand at my side. Join my cabal. And we will destroy the Avengers, together.


Later at Stark tower...

-Tony: The Skull almost took us out by teaming with MODOK. Which means he's gonna try again, but with bigger and badder allies.

-Hawkeye: Your Robo-butler tell you that?

-Tony: No, Skull did. SHIELD intercepted one of these love letters and passed along the message. He's building a cabal of equals to do what he can't alone.

-Falcon: Just like you guys... us guys. Only, you know, evil. Hmm.

-Shadow Maiden: Well said, Sam.

-Tony: Thanks for clarifying. The point is if the who's who of bad guys R.S.V.P to Skull's revenge party, the world will be facing threats of a whole new magnitude. Threats that only we can face, the Avengers.

-Hawkeye: And your way to keep us together is a superhero sleepover boot camp?

-Cap: In the army, we worked together, trained together, lived together.

-Tony: Right, only this isn't the army.

The Avengers now stand in the living room.

-Tony: This is our new home, courtesy of Stark Industries.

-Cap: Tony, I was thinking of something more spartan, bare essentials.

-Falcon: Beats my quarters at SHIELD, which I lost when I got fired, by the way.

-Thor: I have all of Asgard as my home, and you would confine me to this... shack?

-Black Widow: Well, I'll be in the lady's room. Wait, there is no lady's room. Problem.

-Tony: Big picture, guys. If you believe a small group of us working together can make a difference...

-Shadow Maiden: We just proved that saving New York.

-Cap: The real question is. if we follow, will you lead?

-Tony: You have my word, no backsies this time.

The room starts shaking and Hulk comes in with a lot of food.

-Hulk: I'm in. Oh, by the way, something's wrong with your fridge.

-Hawkeye: At least SHIELD has indestructible doors, right Widow?

Everyone looks and Black Widow is nowhere to be found,

-Hawkeye: The disappearing Black Widow, everyone. Here, then not. This is gonna be a disaster.

Suddenly, the alarm goes off.

-JARVIS: Lady and gentlemen, the great wall of China just stood up and is smashing towards Beijing. Interested?

-Tony: Avengers assemble!

The Avengers get ready to go to China.

-Tony: JARVIS, engage Aven-jet Prime.

-Falcon: What's an "Aven-jet Prime"?

-Tony: You're standing in it.

A large panel in the tower comes down revealing the Aven-jet Prime.

-Falcon: This is the best day of my life. WHOO!

Falcon and Shadow high five.

-Cap: Show off.

-Tony: What? your house doesn't do this?

The Avengers blast off to China. And thus begins the first day of the rest of their lives.

The End