- Black Panther
- Human Torch
- Professor X
Iron Man, Mr. Fantastic, Scarlet Witch, Invisible Woman, Deadpool, Rulk, Punisher, Magneto, Norman Osborn, Psylocke, Doctor Doom, Human Torch, Falcon, Goliath, Hawkeye, Invisible Woman, Spider-Woman, Ant-Man (O'Grady), Colossus, Avalanche, Scorpion, Beast, Rhino, Moonstone, Lizard, Klaw, Vulture, Electro, Sauron, Wonder Man, Black Cat, Angel
Iron Patriot (Rhodes), Black Panther, Wolverine, Captain America, Spider-Man, Thing, Sentry, Hulk, Thor, Rogue, Wasp, Cyclops, Diamondhead, Iceman, Shadowcat, Beetle, Quicksilver, Daredevil, Sandman, Ghost Rider, Iron Fist, Namor, Mysterio, Nightcrawler, Hobgoblin (Urich), Songbird
Nick Fury is confronted by an illusion of Charles Xavier. Edit
I'm disappointed, Nick.
Nick: Who's there? (He turns and starts firing shots.)
You are alone. For now.
(He looks up to see the ghost of Charles Xavier.)
Nick: This isn't real. You're dead, and resurrection ain't one 'a your powers.
Charles: You murdered me, Mr. Fury. You massacred my students, destroyed my school. Why?
Nick: Reading minds is one of yours. You tell me.
Charles: Having true power means knowing when not to use it.
Nick: Damn right.
Charles: But I doubt I'll get it any other way.
Nick: Wait, no. Don't go in there, Charles...
(Charles peers into his mind and sees only blurred fragments blurred by his speech bubbles)
Charles: Fury, S.H.I.E.L.D...you...did all of this?
Nick: For the greater good, Charles. That's all it was ever for.
Charles: This is not the greater good.
Nick: I didn't ask for judgment from a dead teacher.
Charles: Your ghosts will come back to haunt you, Nick. I swear.
Nick: Got it, Chuckles, thanks. Anything else?
Charles: You had best cool your nerves, Mister Fury. I'm going to be watching you for some time, because what you did yesterday? It's exactly what I stand against. And I promise you, it will come back to bite you, so help me God.
Nick: I know, Chuckie boy, I know. Please just stay dead though...
Funeral of Charles Xavier, surprise visit from Tony Stark. Edit
Tony: We didn't come up with a plan for murder. We came up with a plan for redemption. To redeem ourselves, to prove to the people that the Avengers is stronger... stronger than before. To tell the people that we're fighting back. To tell the people that no matter what, Avengers and SHIELD will always be the sacred guardian underneath how much ash we may be buried in. The only thing left is for the people to listen.
(Dozens of mutants stand side by side around a grave labeled "CHARLES XAVIER". A priest closes his bible as the tomb is lowered to the bottom. A man with his head down and a baseball cap to cover his face stands by them in the mourning silence.)
Priest: What this man did for the world will always be remembered, and so will his many acts that can no less be labeled heroic. Let Charles Xavier rest in peace now and forever.
(Psylocke, standing to the side of the man covering his face, looks over to the left as she makes a subtle glare. She knows who he is.)
Psylocke, through telepathy: Tony, I know it's you.
Tony, through telepathy: ...
Psylocke, through telepathy: You shouldn't be here, Stark. We know what you did. We all know what you did... what SHIELD did.
Tony, through telepathy: Get out of my head.
Psylocke, through telepathy: SHIELD tore down the mansion, and you stood by as if you were an advisor for the act.
Tony, through telepathy: I am.
Psylocke, through telepathy: Then what is the reason for your presence?
Tony, through telepathy: To make something clear.
(Tony turns towards the rest as the priest walks away and throws his baseball cap to the ground, revealing his face. The rain streaks down his skin as thunder crackles in the sky.)
Tony: I'd like a word. All of you.
(The mutants turn to face Tony. Their faces quickly turn from melancholy to anger, disgust and shock.)
Rogue: Stark?! You DARE show your face here? I always thought you were an idiot, but this only proves it.
Storm: That theory was confirmed days ago.
Tony: Now. I know what you're thinking. But... beyond the losses we suffer...
Iceman: We?! There is no we in this! How can you visit this man's funeral when you were the one responsible along with the others for his death? Is it your damn pride or your determination to make some twisted point? Come to turn us in?
Tony: No. This is between all of you and just me. A private discussion. I'm afraid it won't be as such next time.
(Iceman punches Tony in the face in frustration. He glares angrily at Tony, as he puts his hand to his cheek in pain.)
Tony: As I was saying before... beyond the losses we suffer... it had to be done.
Storm: Your words are only creating more rage. Be gone, you ignorant-
Psylocke, in telepathy: Storm... let the man speak, no matter how ignorant he may sound. He has to be here for a reason.
Tony: Listen, for once. All of you, just listen. I'm here to clear a misunderstanding. You may be angry, you may be upset. That's what it's going to take. We need you to understand that what we did was nothing but an awakening. This path that you and the mutants lead is corrupted. You ignored the act and we had no choice but to put you down as it is to be treated unlawful. Who this man was will never be forgotten, and what he did. But...
(Tony looks around to see a circle of angry glares and faces of tears. He puts his head down in regret for making an appearance.)
Tony: But he was acting against the law... he was a vigilante of the system, and so were you all. Enough is enough. This needs to end here.
Gambit: My thoughts exactly.
(Gambit runs up to Tony throwing a punch, but Tony dodges, and throws him to the ground.)
Tony: Damn this.
(Tony takes off his jacket to reveal his armor chest plate. His helmet wraps around his head as the iron gloves form around his hands.)
Iron Man: You've all been warned.
(Tony blasts off into the sky as the rain pours down the mutants in dread.)
Avengers escape their cells, have to handle the HYDRA guards Edit
(Meanwhile, in a HYDRA headquarters off in the middle of Europe, the Avengers are held captive in an underground prison - but it seems not for long.)
Iron Patriot: There's no way out of here. They took the suit... if I had it with me, we'd be out of here in seconds. All I'd have to do is-
Captain America: We don't need your suit to get out of here. We have another way.
Spider-Man: Does it involve spoons?
Captain America: There's a passageway through the vent system which should lead us to the security room. We take out the guards and then we make our way to the front and scope a way out. And Spider-Man-- I don't get it.
Iron Patriot: They're sealed shut, no way to remove it without a key.
(Captain America untwists a dead light bulb from the ceiling and turns it upside down, where a key drops out to the palm of his hand.)
Captain America: Let's get out of here.
(Captain America climbs through the ventilation shaft as Spider-Man follows behind. Steadily they crawl as Steve leads the way to the end of the path.)
Spider-Man: The ventilation system has got to be the most cliche, overused--
Captain America: Shh...
(Captain America presses down on a panel with his strength as it falls out of place. He quickly picks it up and places it to the side.)
Captain America, whispering: On my mark... one... two...
(Captain America falls into the empty panel hole as he lands on a standing guard, ending up right where he had planned - the security room.)
Captain America: Three.
(Another guard quickly glances around until Spider-Man falls on his shoulders, flipping him to the ground with his legs. Iron Patriot, Black Panther, Hawkeye and more land on the ground from the ceiling individually.)
Hawkeye, cracking his back: Make all the movie references you want, Peter, it looks a lot easier in film...
Spider-Man: I'm all out.
Black Panther: So what's the plan now?
Captain America: We start on stage one and work our way up to upper level, where we can arrange a pick up on the helicopter landing.
(Thor calls out for his hammer as it smashes through a cement wall and into his hands.)
Hawkeye: Well that's subtle.
Captain America: Thor, you take the docking bay. Make sure no one leaves. Spider-Man, Hawkeye, you two are good at quick combat. Take out any standby agents on the main lobby. Black Panther, scope around and be on lookout. We need eyes - stay silent. Iron Patriot, arrange that pick-up. Strucker appears to be on deck with Fury - I'll handle him and have one final talk with Nick.
(The Avengers nod, all ready to follow protocol, preparing themselves for battle.)
Captain America: Avengers - assemble.
Wolverine is turned into a weapon. Edit
(The remaining X-Men that were not captured are seen walking through the sewer alongside Callisto and Marrow. They are in the Morlock tunnels.)
Beast: Thank you for inviting us down here, Callisto. Tensions are high above the surface.
Callisto: I've heard...
Iceman: Still can't believe they'd do this to us...
Jean: I know, Bobby. None of us did.
Gambit: At least we got us some tough tunnelers to help keep us safe...
(Callisto and Marrow exchange looks, and her spikes rise slightly. Suddenly a noise is heard up ahead, and a pipe falls.)
Callisto: Stay here, I'm going to go check this out.
Beast: No. I'll go. I'm tired of staying low anyway.
Unknown: They did something to me. My mind racing, can't remember anything from before. All I feel is anger. I'm stronger, but something doesn't feel right. Whatever it is, that's to find out another time. Right now, I'm on a mission. These people are fugitives. They don't know what's coming. Good.
(Beast walks into the shadows, as the team wait behind. Silence is heard, until broken by a loud yell for help.)
(The tunnel lights shut off in a flash. Pitch darkness blankets the scene.) Cyclops: Gambit...
Gambit: Gotcha, cher'.
(He grabs a handful of playing cards and lights them, holding them up, until tackled by a black and white figure. Cyclops shoots a beam at the figure, pushing him off guard.
Cyclops: Storm! Lights!
(Her eyes turn white as she funnels electricity into the lights, turning them back on. She also shoots lightning into the figure, which slows him, but he soon charges at her.
Iceman: STORM, WATCH OUT!
(Iceman quickly intercepts the mysterious figure's attack with an ice beam blast. He falls to the ground as steam rises from his chest, quickly recovering and countering with a blow to Cyclops, roundhouse kicking him to the floor.)
Storm: What the hell did you do with Henry McCoy?!
(Storm blasts an electric bolt at the figure, but he swiftly dodges. He's faster than them. He's too fast.)
Storm: I'll ask you again... where is Beast?!
Jean: I've read his scan, he's about 20 yards away. I'm going to go find him and see if he's OK.
Gambit: You crazy, chere? We need you here with this...tiger.
I'll buy you some time. Go!
(Jean runs off, finds Hank, and determines he's OK. Iceman freezes the figure into a block of us. He seems to be nulled by it, but then begins to vibrate until the ice shatters. He takes a piece and stabs it into Gambit.)
Panda. AGENT. Panda.
Jean: Panda? Doesn't sound like anyone I've heard of before... or at least so I think. That voice sounds vaguely familiar.
(Cyclops aims a steady laser blast at the figure, but he runs at a pace faster than the blast, escaping it as the blast runs into a wall, sending down rubble and rocks.)
Cyclops: What? Friend of ours?
Gambit: Damn it Cyclops, focus... aim your blast at our friend here, not the wall...
Jean: Possibly. After all, three quarters of are own that aren't dead are missing...
Cyclops: But what would make them turn against us?
Havok: I can see it. Can't you?
Psylocke: See what?
Havok: Look at his shoulder. That's a SHIELD logo.
Psylocke: Brainwashing gives telepaths a bad name.
(Rogue runs over and touches him to drain his powers. She collapses and is shocked.)
Panda, muttering: What did you...
(Rogue stands, then releases claws- just like Wolverine's.)
Avengers are announced as fugitives Edit
Some villains are freed from jail to engage the Avengers. Edit
(Two SHIELD agents are walking down a hallway, one is fiddling with a set of keys.)
SHIELD Agent 1: Are you sure this is a good idea?
SHIELD Agent 2: Nope. In fact, I'm sure it's not.
Agent 1: Then why are you doing it? Why not protest?
Agent 2: Me against SHIELD? Ha! Good one. Let's just get this over with.
(He reaches a door in the holding block and stops. After using his thumbprint, a retinal scanner, and the key, he opens the door. A giant shadow hits the floor, and walks forward.)
Wuz' this about?
Agent 1: Aleksei Sytsevich, my name is Christopher McCarthy. Under the orders of SHIELD, you are being released on one condition.
(The other locked-up villains turn and look eagerly. Some faces in the shadows can be identified.)
Rhino: Oh yeah? And why do you think I'm gonna do whatever you tell me...
Chris McCarthy: We need you and your former associates to find and capture the Avengers for SHIELD custody.
Rhino: (raising an eyebrow) Serious? The Avengers?
Agent 2: You didn't hear? They're fugitives of SHIELD now.
(Catcalls from the various cells are heard. Frustrated, the second SHIELD agent holds up his arm, and a high-pitched squeal goes off, to the dismay of all present.)
McCarthy: O'Grady, not the time. Nonetheless, thank you.
O'Grady: You are allowed to bring as many associates as you need to complete the mission.
Rhino: Only need five.
(He smiles and cracks his knuckles. He charges down the hall, fist smashing through several locks.)
Rhino: Max! Flint! Doc! Lizzie! Kraven!
(The five villains emerge from their cells, testing their powers and glad to be free.)
Rhino: And so the Sinister Six meets aga-
Doc Ock: Don't be hasty, Aleksei.
Sandman: Whatcha talking about, boss?
Doc Ock: These are the Avengers we're going after, remember?
Kraven: Aye, so?
Doc Ock: We are going to need more power in our ranks. But we need some smarts too...
Electro: You trying to say something about us, Doctor?
Doc Ock: So what if I was?! But that's not the point. (to the agents) Do you know where Jonathan Ohm is being held?
(A black hole opens in the ceiling, and the Spot falls out of it.)
Doc Ock: Jonathan Ohm. I was just looking for a man of your various talents.
Spot: Otto Octavius. What would you want with me?
Lizard: We are going to fight the Avengersssss, and the ssssquid wantssss you to join our ranksssss.
(Ock chokes the Lizard with his tentacles.)
Doc Ock: The Lizard is right, would you care to join us?
Spot: (cracking his neck) Righto.
Doc Ock: Rhino, you were saying?
Rhino: And so, the SINISTER SEVEN meets again!!!
(They jump into one of the Spot's holes and disappear.)
Insurgents fight off HYDRA Edit
(Nick Fury enters Baron Von Strucker's office. He is looking out a window as Fury appears beside him.)
Nick Fury: All secured. Protocol is going just as planned.
Baron Von Strucker: Excellent. You know, I never thought I would see the day when SHIELD general Nicholas Fury would be standing beside me as a head of HYDRA. This changes things forever... HYDRA might have just won the war.
Fury: This doesn't change what you did. This doesn't change anything that HYDRA has done in the past. We are alliances; partners. Not friends.
Strucker: You've come this far.
Fury: By initiating this protocol, I am stepping over many lines.. but I am remote from any lines that enable us as "friends". You've started wars, killed thousands of innocent lives for pure satisfaction.
Strucker: Mind me, but isn't that your goal?
Captain America: Yes it is. You two deserve each other.
(Nick Fury turns around, shocked but trying to keep calm and collected.)
Fury: Well it's about time. Took you almost a day to escape.
Captain America: It's about time you figured out I know my way around a prison that I helped break into.
Fury: This isn't the same prison it used to be. This isn't the same world it used to be.
Captain America: I've heard about enough of that.
Fury: Then we're done talking.
Captain America: Finally... something we agree on.
(Captain America throws himself at Fury, but Strucker counters with an electrical blast - on his hand is the Satan Claw.)
Strucker: Come on now, don't you remember me?
(Captain America quickly gets up and throws his shield at Strucker's legs, sending him to the ground. The shield comes right back to him.)
Captain America: Oh, I do... but you won't.
(When Steve looks up, Nick Fury has his pistol aimed straight at him.)
Captain America: Funny. I take down your right hand man and now I see the truth. I see a coward with a gun.
(Suddenly, he hears an item rolling on the ground - a smoke grenade.)
Nick Fury: The fight isn't over. We'll see each other very, very soon.
(Nick Fury disappears in the smoke as Captain tries to clear it out, in search for him.)
Captain America: NO! THIS ENDS NOW! FURY!!
(Suddenly, several blades appear out of the thin smoke. Captain America easily dodges them as Strucker appears once more.)
Strucker: You idiot. You may have beaten me before, but you of all people should know...
(Strucker launches himself at Captain America, shocking him with his Satan Claw.)
Strucker: It's only just begun.
(Captain America yells in pain - hundred or more volts marching through his veins - burning his skin. But he must fight on. He lifts himself back up, grabs Strucker's arm, and throws him head over, on to the ground.)
Captain America: I could kill you... right here, right now. For all that you have done in the past... to prevent any further murders under your name... just like Fury and the others.
(Strucker chuckles, tears rolling down his eyes from a broken arm.)
Strucker: You'd make HYDRA proud...
Captain America: Never.
(Suddenly, Captain America gets a call from Black Panther over his transceiver.)
Black Panther: Captain - The Avengers are under attack... the Sinister Seven has been released.
(Meanwhile, Spider-Man, Hawkeye and Black Panther are in mid-fight with the Sinister Seven. As Rhino launches himself at Spider-Man, he flips up as Rhino crashes into a nearby wall.)
(Hawkeye aims a shot at Electro until Doctor Octopus strangles him with his robotic tentacles.)
Hawkeye: Uh... little help here? T'Challa? Peter?
(Black Panther is being strangled by the Spot as he is pulled into a black hole in the ground as Spider-Man is being held against the wall by a giant sand fist.)
Spider-Man: Looks like we got our own problems...
(Suddenly, as defeat seems imminent, a shield slams through one of Doctor Octopus' tentacles, dropping Hawkeye to the ground. The shield continues through the air as it slams right through the sand fists, letting Spider-Man free. As it returns, Black Panther grabs on to the shield and pulls himself up, letting go as it comes back into the hands of Captain America.)
Spider-Man: And what have you been doing this past hour?
Captain America: You're welcome.
Hawkeye: How's Strucker?
Captain America: Incapacitated.
Hawkeye: And Fury?
Captain America: He got away.
Black Panther: CLINT, STEVE, HIT THE DECK!
(The two quickly respond, jumping to the floor as a giant sand fist nearly misses them. When the sand fist recollects itself, an arrow is revealed, planted right on Sandman's chest. He looks down in shock, as it explodes.)
Hawkeye: Rhino, Sandman...
Rhino: I AIN'T OUT OF THE FIGHT YET, ROBIN HOOD!
The Rhino, with his horn stuck in the wall, rips it out and angrily charges at Hawkeye. As he gets closer and closer, a hammer swings straight at him, sending him to the ground. Doctor Octopus tries to grab it in mid-air, but the hammer drops to the ground, holding down one of his robotic tentacles. As he struggles to pull it back up, the hammer releases its grip and levitates into Thor's hand. Octavius looks up for only a moment, as Thor smacks him straight down to the ground.
Captain America: Status report, Thor?
Thor: The docking bay is secure, Captain. The transportation vehicles have been taken care of.
Captain America: Then that means Fury has no way out.
Kingpin funds their escape and sends them into underground bunker Edit
Quicksilver confronts someone (Wanda) Edit
(A green blur is seen heading into an area of snowy darkness. He begins speaking, but is stopped.)
Pietro. Why have you come?
Quicksilver: You know damn well why. The Avengers. They are in trouble. As are the X-Men. There is trouble...everywhere.
This is not my problem.
Quicksilver: You want to be a hero, don't you? Shut down SHIELD's work, bring an end to this. The Civil War, the Secret Invasion...this is worse than them all put together!
Have you considered, Pietro, that they may just be on to something?
Quicksilver: ...On to something? They're forcing registration, taking out mutants because they're a danger. Doesn't that matter to you?
Look at what we've all done. You, Erik, and most especially me. Mutants are dangerous, Pietro. I shall not intervene in this. (a red cape waves in the wind)
Quicksilver: You are blind, sister. I will not speak to you again until you change your mind. I'm going to get off my ass and do something.
(He runs away. Wanda Maximoff turns her head, and a tear rolls from her eyes.)
Wanda: (whispering) Goodbye, Pietro.
(She tosses her headdress to the ground and teleports away.)