[radio transmission sound]

[Asgardian PA: This is the Asgardian refugee vessel Statesman! We are under assault, I repeat, we are under assault – The engines are dead, life support failing! Requesting aid from any vessel within range... We are 22 jump points out of Asgard. Our crew is made up of Asgardian families, we have very few soldiers here! This is not a war craft, I repeat, this is not a war craft!

[Inside the ship, Ebony Maw walks among the bodies of dead Asgardians. He steps over them as he speaks with no mind, as if they were scattered pieces of dirty clothing on a bedroom floor.]

Ebony Maw: Hear me, and rejoice. You have had the privilege of being saved by the Great Titan. You may think this is suffering. No... It is salvation. Universal scales tip toward balance because of your sacrifice. Smile... For even in death, you have become Children of Thanos.

[Loki is seen with the Black Order. He watches Thanos.]

Thanos: [Looking out the large window we saw at the end of "Thor: Ragnarok".] I know what it's like to lose. To feel so desperately that you're right... yet to fail, nonetheless. [grabs Thor by the head.] It's frightening. Turn the legs to jelly. I ask you, to what end? Dread it. Run from it. Destiny arrives all the same. And now, it's here. Or should I say... I AM.

[Thanos holds up his hand to reveal the Infinity Gauntlet, which already hosts the Power Stone.]

Thor: [exhaustedly spitting blood from his mouth] You talk too much.

Thanos: [to Loki] The Tesseract, or your brother's head. I assume you have a preference.

Loki: Oh, I do. Kill away!

[Thanos sets the gauntlet on Thor's temple. The power stone glows brightly. Thor suffers in pain.]

Loki: [cringing and looking away from his brother's pain and has just thought for a few seconds] ALRIGHT, STOP!

Thor: We don't have the Tesseract. It was destroyed on Asgard.

[Loki glances at Thor like he knows something he doesn't. He lifts his right hand into the air and the Tesseract reveals itself]

Thor: You really are the worst, brother.

Loki: [While holding the Tesseract out to Thanos and advancing] I assure you, brother, the Sun will shine on us again.

Thanos: Your optimism is misplaced, Asgardian.

Loki: Well, for one thing: I'm not Asgardian. And for another... We have a Hulk.

[Loki dives out of the way as Hulk emerges and fights Thanos. Punches are exchanged and Thanos is forced into the wall of the ship. Maw stops Black Dwarf from interfering.]

Ebony Maw: Let him have his fun.

[Thanos defeats Hulk and dumps him to the ground. Thor tries to interfere but Ebony Maw binds him to the ground.]

Heimdall: Allfathers... let the dark magic flow through me one last... time.

[Heimdall summons the Bifrost, which carries Hulk away.]

Thanos: That was a mistake.

[Thanos stabs Heimdall through the heart.]

Thor: NO!!! You're going to die for that!

[Ebony Maw shuts Thor's mouth]

Ebony Maw: Shhhh. [Holding the Tesseract, on one knee] My humble personage... bows before your grandeur. No other being has ever had the might, nay the nobility, to wield not one, but two Infinity Stones. The universe lies within your grasp.

[Thanos crushes the Tesseract, revealing the Space Stone. He places it on the gauntlet.]

Thanos: There are two more Stones on Earth. Find them, my children, and bring them to me on Titan.

Proxima Midnight: Father, we will not fail you.

Loki: [Emerging from a separate section of the ship] If I might, interject... If you're going to Earth, you might want a guide. I do have a bit of experience in that arena.

Thanos: If you consider failure experience...

Loki: I consider experience, experience. Almighty Thanos. I, Loki, Prince of Asgard... Odinson... The rightful King of Jotunheim, God of Mischief, do hereby pledge to you, my undying fidelity.

[Thor squints and notices a dagger in Loki's hand. Loki attempts to stab Thanos, but fails.]

Thanos: "Undying." You should choose your words more carefully.

[Thanos tightens his hold around Loki's neck. He makes eye contact with Thor before he increases his force on Loki's neck.]

Loki: [Giving up on fighting against Thanos] You... will never be... a god. [Thanos snaps Loki's neck, killing him]

Thanos: No resurrections this time.

[Thanos teleports away with the Black Order.]

Thor: No... Loki...

[Thor is released from his binds. He crawls over to Loki's body- which, unlike in the Dark World, has not returned to it's Jotun form- and lays his head down on Loki's chest, shedding tears for all that he has lost. The ship explodes. The Bifrost sends Hulk across space to Earth.]

[Sanctum Sanctorum]

Lucy Loud: Seriously? You don't have any money?

Wong: Attachment to the material is detachment from the spiritual.

Doctor Strange: I'll tell the guys at the deli. Maybe they'll make you a metaphysical Ham on Rye.

Wong: Oh, wait, wait, wait, I think I have 200.

Doctor Strange: Dollars?

Wong: Rupees.

Lucy Loud: Which is?

Wong: Uh, buck and a half.

Doctor Strange: What do you want?

Wong: I wouldn't say no to a Tuna Melt.

[Bruce crash-lands on the Sanctum stairs.]

Bruce Banner: Thanos is coming. He's coming...

Doctor Strange: [Sharing a look with Wong and Lucy, now in their normal fighting attire] ... Who?

(Title Screen: Avengers: Infinity War)

Tony Stark: Slow down, slow down. I'm totally not kidding.

Pepper Potts: [laughing slightly] You're totally rambling.

Tony Stark: No, I'm not.

Pepper Potts: Lost me.

Tony Stark: Look, you know how you're having a dream, and in the dream you gotta pee?

Pepper Potts: Yeah.

Tony Stark: Okay, and then you're like, "Oh my god, there's no bathroom, what am I gonna do?" "Oh! Someone's watching." "I'm gonna go in my pants."

Pepper Potts: Right. And then you wake up, and in real life you actually have to pee.

Tony Stark: Yes.

Pepper Potts: Yeah. Everybody has that.

Tony Stark: Right! That's the point I'm trying to make. Apropos of that, last night, I dreamt, we had a kid. So real. We named him after your eccentric uncle. Uh, what was his name?

Pepper Potts: [Nodding in understanding] Right.

Tony Stark: Morgan! Morgan.

Pepper Potts: So you woke up, and thought that we were...

Tony Stark: Expecting.

Pepper Potts: Yeah.

Tony Stark: [Becoming excited] Yes?

Pepper Potts: [Shaking her head} No.

Tony Stark: I had a dream about it. It was so real.

Pepper Potts: If you wanted to have a kid, you wouldn't have done that.

[Pepper points to Tony's chest attachment]

Tony Stark: I'm glad you brought this up, 'cause it's nothing. It's just a housing unit for nano particles.

Pepper Potts: It's not helping your case, OK?

Tony Stark: No, no, it's an attachment, it's not a-

Pepper Potts: {Insistently] You don't need that.

Tony Stark: I know. I had the surgery. I'm just trying to protect us. The future, us, and that's it. Just in case there's a monster in the closet, instead of, you know...

Pepper Potts: Shirts?

Tony Stark: You know me so well. You finish all my sentences.

Pepper Potts: You should have shirts in your closet.

Tony Stark: Yeah. You know what there should be? No more surprises. We're gonna have a nice dinner tonight. Show off this Harry Winston. Right? And we should have no more surprises. Ever. I should promise you.

Pepper Potts: Yes.

Tony Stark: I will. (Tony kisses Pepper.)

[Doctor Strange comes through a portal]

Doctor Strange: Tony Stark, I'm Doctor Stephen Strange. I need you to come with me. Oh, uh, congratulations on the wedding, by the way.

Tony Stark: I'm sorry, you giving out tickets or something?

Doctor Strange: We need your help. Look, it's not overselling to say that the fate of the universe is at stake.

Tony Stark: And who's "we"?

Bruce Banner: [Emerges behind Doctor Strange] Hey, Tony.

Tony Stark: [Looking surprised] Bruce.

Bruce Banner: Pepper.

Pepper Potts: Hi.

Tony Stark: You okay?

[Bruce gives Tony a hug, not answering. After everything he has been through, we understand.]

[Back at the Sanctum Sanctorum]

Lucy Loud: [Using magic to show the universe and five out of six Infinity Stones]

Wong; From the dawn of the universe, there was nothing. Then, boom! The Big Bang sent six elemental crystals, hurdling across the virgin universe. These Infinity Stones each control an essential aspect of existence.

Doctor Strange: Space. Reality. Power. Soul. Mind. And Time.

[Dr. Strange opens the Eye of Agamotto, revealing the Time Stone.]

Lucy Loud: master…we must protect it…if thanos gets his hands on it it would mean the end of all time

Tony Stark: Tell me his name again.

Bruce Banner: Thanos. He's a plague, Tony. He invades planets, he takes what he wants, he wipes out half the population. He sent Loki! The attack on New York, that's him!

Tony Stark: [Speaking to himself] This is him...What's our timeline?

Bruce Banner: No telling. He has the Power and Space Stones, that already makes him the strongest creature in the whole universe! If he gets his hands on all six Stones, Tony...

Doctor Strange: He can destroy life on a scale hither to undreamt of.

Tony Stark: [Leans against a cauldron, stretching casually] Did you seriously just say "hither to undreamt of"?

Lucy Loud: Are you seriously leaning on the Cauldron of the Cosmos?

Tony Stark: Is that what this is...?

[The Cloak of Levitation smacks Tony's arm.]

Tony Stark: [Looking offended] I'm going to allow that. If Thanos needs all six, why don't we just stick this one down the garbage disposal?

Doctor Strange: No can do.

Lucy Loud: We swore an oath to protect the Time Stone. With our lives.

Tony Stark: And I swore off dairy, but then, Ben Jerry's named a flavor after me, so...

Doctor Strange: Stark Raving Hazelnuts.

Tony Stark: It's not bad.

Doctor Strange: A bit chalky.

Wong: "A Hunka-Hulka Burning Fudge" is our favorite.

Lucy Loud: I like Linc spice blast.

Bruce Banner: That's a thing?

Tony Stark: Whatever. Point is: Things change.

Doctor Strange: Our oath to protect the Time Stone cannot change. This Stone may be the best chance we have against Thanos.

Tony Stark: And still conversely, it may also be his best chance against us.

Doctor Strange: Well, if we don't do our jobs.

Tony Stark: What is your job exactly, besides making balloon animals?

Doctor Strange: Protecting your reality, douchebag.

Bruce Banner: Okay, guys, can we quickly cable this discussion right now? The fact is that we have the Stone. We know where it is. Vision is out there somewhere with the Mind Stone, and we have to find him now.

Tony Stark: [awkwardly] Yeah, that's the thing.

Bruce Banner: What do you mean?

Tony Stark: Two weeks ago, Vision turned off his transponder. He's offline.

Bruce Banner: What?! Tony, you lost another super bot?!

Tony Stark: I didn't lose him. He's more than that. He's evolving.

Doctor Strange: Who could find Vision, then?

Tony Stark: Shit. Probably Steve Rogers.

Lucy Loud: [sighing in exasperation] Oh, great.

Tony Stark: Maybe. But...

Bruce Banner: [missing the events of Civil War] Call him.

Tony Stark: It's not that easy. God, we haven't caught up in a spell, have we?

Bruce Banner: No.

Tony Stark: The Avengers broke up. We're toast.

Bruce Banner: Broke up? Like a band? Like The Beatles?

Tony Stark: Cap and I fell out hard. We're not on speaking terms.

Bruce Banner: Tony, listen to me. Thor's gone. Thanos is coming. It doesn't matter who you're talking to or not.

[Tony hesitates, before pulling out the too cellular phone Steve and Lincoln mailed him, muttering 'flip phone' and 'cool symbol'. It seems as though he brings it everywhere, always ready to call his lost friends. Before clicking "Call", he pauses. He hears unusual sounds.]

Tony Stark: Say, Doc, you wouldn't happen to be moving your hair, would you?

Doctor Strange: [Trying to look up at one of his stray hairs fluttering] ... Not at the moment, no. [Tony looks at the opening on the ceiling and sees metal scraps flying outside. He exits the Sanctum and scans the chaotic surroundings. He helps a woman up.]

Tony Stark: You okay?

[The woman ignores him and runs away. A car crashes in on a pole behind Tony.]

Tony Stark: Help him! Wong, Doc.

Bruce Banner: Go! Got it!

Tony Stark: [Putting on his sunglasses] F.R.I.D.A.Y., what am I looking at?

F.R.I.D.A.Y.: Not sure, I'm working on it.

Tony Stark: Hey! You might wanna put that Time Stone in your back pocket, Doc!

Doctor Strange: Might wanna use it.

[A huge circular ship is seen floating near Bleecker Street. On a bus, the hairs on Peter Parker's arms stand up. He looks out the window and sees the ship.]

Peter Parker: [Tapping his friend from the seat in front of him] Ned, hey. I need you to cause a distraction.

Ned Leeds: Holy shit! We're all gonna die! There's a spaceship!

[Peter Parker opens a window using his web shooter. He exits the bus. Students scramble to the windows to see the spaceship.]

Stan Lee: What's the matter with you kids? You've never seen a spaceship before?

[Peter Parker wears his Spider-Man mask and makes his way towards the ship.]

Tony Stark: F.R.I.D.A.Y., evacuate anyone south of 43rd Street, notify first responders.

F.R.I.D.A.Y.: Will do.

[Doctor Strange stops the ship's engine. The dust clears. Ebony Maw and Black Dwarf exit the ship.]

Ebony Maw: Hear me, and rejoice. You are about to die at the hands of the Children of Thanos. Be thankful that your meaningless lives are now contributing to...

Tony Stark: I'm sorry, Earth is closed today. You better pack it up and get outta here.

Ebony Maw: [Looks at Strange] Stone keeper... Does this chattering animal speak for you?

Doctor Strange: Certainly not. I speak for myself. But you're trespassing in this city and on this planet.

Tony Stark: It means get lost Squidward!

Ebony Maw: He exhausts me. Bring me the Stone.

Tony Stark: Banner, you want a piece?

Bruce Banner: No, not really, but when do I ever get what I want?

Tony Stark: That's right.

[Bruce attempts to release the Hulk. Instead of Hulk coming out easily, the most that turns green is Bruce's neck]

Tony Stark: Been a while. Good to have you, buddy.

Bruce Banner: I just... I need to concentrate here for one second. Come on, come on, man.

Tony Stark: Where's your guy?

Bruce Banner: I don't know. We've sort of been havin' a thing.

Tony Stark: There's no time for a thing.

Bruce Banner: I know.

Tony Stark: That's the thing right there. Let's go.

[Bruce gives out a loud grunt, but fails to release the Hulk.]

Tony Stark: {Glances at Strange] Dude, you're embarrassing me in front of the wizards.

Bruce Banner: Tony, I'm sorry. (STAMMERS) Either I can't or he won't-

Tony Stark: It's okay. Hey, stand down. [to Wong and Lucy] Keep an eye on him. Thank you.

Wong: we have him.

Bruce Banner: Damn it.

[As Black Dwarf approaches the team, Stark dons his Iron Man suit. He defends himself and casts the Dwarf back to Maw, who dodges him.]

Bruce Banner: Where'd that come from?

Tony Stark: It's nano-tech. Do you like it? A little somet-

[Ebony Maw hurls Stark up and attacks the rest of the team. Wong summons a shield.]

Doctor Strange: Dr. Banner, if the rest of your green friend won't be joining us...

[Doctor Strange teleports Banner to the park. Stark returns and joins the fight.]

Tony Stark: Gotta get that stone outta here, now.

Doctor Strange: It stays with me.

Tony Stark: Exactly. Bye.

[Tony flies away but is cut off by Black Dwarf, sending him to the park.]

Bruce Banner: Tony, you okay? How are we doing? Good? bad?

Tony Stark: Really, really good. Really good. Do you plan on helping out?

Bruce Banner: I'm trying. He won't come out.

[Black Dwarf arrives at the park. Throwing his hammer at Bruce.]

Tony Stark: Hammer. [Pushing Bruce out of the way]

[Tony's energy beam deflects off Black Dwarf's shield, slicing down trees. Bruce crawls under a fallen tree.]

Bruce Banner: [begins hitting himself]Come on, Hulk. What are you doing to me? Come out! Come out! Come out!

Hulk: No!

Bruce Banner: What do you mean, "no"?

[Stark is knocked down by Dwarf, but is shielded by Peter Parker.]

Peter Parker: Hey, man. What's up, Mr. Stark?

Tony Stark: Kid, where'd you come from?

Peter Parker: Field trip to MoMA.

[Black Dwarf grabs Parker and throws him away.]

Peter Parker: What is this guy's problem, Mr. Stark?

Tony Stark: He's from space. He came here to steal a necklace from a wizard.

[Wong, Doctor Strange and Lucy are fighting against Maw. Maw lifts several bricks from the ground and turns them into sharp points. He sends them towards Wong and Strange. The three make portals and send them back towards Maw. Maw moves a car to protect himself, but one spike still hits his head, creating a cut. Wong is knocked back into rubble and a car, falling to the ground unconscious.and Lucy gets sent into the side of a building and also falls unconscious after a car tire hits her in the head. Strange flies forward to fight Maw but is knocked back into a building, bricks trapping him]

Ebony Maw: Your powers are quaint. You must be popular with children.

[Maw tries to grab the amulet holding the Time Stone but jerks back when it burns his hand.]

Doctor Strange: It's a simple spell but quite unbreakable.

Ebony Maw: Then I'll take it off your corpse.

[Maw pulls Strange away from the building and throws him to the ground. Several wires leap around different parts of Strange's body. One cord, is slowly tightening around his neck]

Doctor Strange: You'll find...removing a dead man's spell... Troublesome.

Ebony Maw: You'll only wish you were dead. [Strange falls unconscious and Maw moves to grab him. The Cloak of Levitation flies Strange away} No!

Tony Stark: [As Strange passes through the park] Kid, that's the wizard. Get on it.

Peter Parker: On it!

(Peter chases Strange through Manhattan, Maw attacks him, throwing him through a billboard.)

Peter Parker: Not cool!

(Peter attempts to anchor Strange to a lamppost, but Maw breaks the lamppost, sending Peter and Strange up in the ship's tractor beam. Lucy uses Crimson Bands of Cyttorak to grab Peter but gets taken with him.)

Peter Parker: Mr. Stark? I'm being beamed up.

Lucy Loud: Master Wong help.

Tony Stark: Hang on, kids. [As Black Dwarf jumps towards Tony he is sent through a portal. Tony turns towards Wong, the one who made the portal} Wong, you're invited to my wedding. [Tony begins to fly towards the large ship] Give me a little juice, F.R.I.D.A.Y. [Tony's feet thrusters turn morph together into a larger one] Unlock 17-A. [a pod jettisons from the New Avengers Facility] Pete, you gotta let go. I'm gonna catch you.

Peter Parker: But you said save the wizard! [Peter, based on lack of oxygen, pulls off his mask] I can't breathe!

Lucy Loud: We are too high up. were running out of air.

Peter Parker: Yeah! That makes sense.

[Peter passes out, free-falling, but not before the pod reaches him. It attaches itself to him, becoming the Iron Spider suit. Now being able to breathe, Peter lands on the bottom part of the ship, standing up heroically.]

Peter Parker: Mr. Stark, it smells like a new car in here!

Tony Stark: Happy trails, kid. F.R.I.D.A.Y, send him home.

F.R.I.D.A.Y: Yup.

[A large parachute extends from the new suit, sending Peter spiraling back to Earth.]

Peter Parker: Oh, come on!

[Tony boards the ship, trying to get to the main bay and keep the Time Stone out of MAW's hands.]

F.R.I.D.A.Y: Boss, incoming call from Miss Potts.

Pepper Potts: Tony? Oh, my God. Are you all right? What's going on?

Tony Stark: Yeah, I'm fine. I just think we might have to push our 8:30 res.

Pepper Potts: Why?

Tony Stark: [While looking at the ship around him] Just 'cause I'll... probably not make it back for a while.

Pepper Potts: Tell me you're not on that ship.

Tony Stark: Yeah.

Pepper Potts: God, no. Please tell me you're not on that ship.

Tony Stark: Honey, I'm sorry. I'm sorry, I don't know what to say.

Pepper Potts: Come back here, Tony. I swear to God...

Tony Stark: Pep...

Pepper Potts: Come back here right now! Come back!

F.R.I.D.A.Y: Boss, we're losing her. I'm going, too...

[Peter Parker is revealed to have managed to stick to the outside of the ship, and is crawling inside an airlock. As Lucy was already inside waving him in]

Peter Parker: Oh my God. I should have stayed on the bus.