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1
00:00:04,387 --> 00:00:07,552
Fury to Iron Man. We're out of time.
2
00:00:07,552 --> 00:00:10,091
Kang's forces have taken
over 3/4 of the planet,
3
00:00:10,091 --> 00:00:13,223
and for every city we're
holding, four more fall.
4
00:00:13,223 --> 00:00:15,387
Are you calling just
to give me a pep talk?
5
00:00:15,387 --> 00:00:17,267
No, I'm calling to tell you
6
00:00:17,267 --> 00:00:19,272
that the base you found
is on the move.
7
00:00:19,272 --> 00:00:21,842
My people are reading
a massive energy build up.
8
00:00:21,842 --> 00:00:23,658
That thing is gonna fire.
9
00:00:23,658 --> 00:00:26,762
And I'm guessing that when it
does, it's not gonna be pretty.
10
00:00:26,762 --> 00:00:28,579
Understood, Fury. We're on it.
11
00:01:25,313 --> 00:01:27,646
Lord Kang,
the target is locked.
12
00:01:27,646 --> 00:01:29,499
Fire.
13
00:02:49,082 --> 00:02:50,557
How much time do we have?
14
00:02:52,450 --> 00:02:54,213
Gyha! Not enough.
15
00:02:54,213 --> 00:02:56,073
What is it?
16
00:02:57,742 --> 00:03:00,019
It's a targeting beam
17
00:03:00,019 --> 00:03:01,174
like a laser sight.
18
00:03:01,174 --> 00:03:02,682
A really, really big one.
19
00:03:02,682 --> 00:03:04,123
Can you tell where
it's aimed, Stark?
20
00:03:04,123 --> 00:03:06,178
Uh, yeah, at us.
21
00:03:06,178 --> 00:03:08,358
But we're right over the city.
22
00:03:08,358 --> 00:03:10,411
A blast that size
will destroy everything.
23
00:03:10,411 --> 00:03:13,330
I don't think Kang cares
about collateral damage, Pym.
24
00:03:13,330 --> 00:03:16,184
He wants us gone,
no matter who pays the price.
25
00:03:16,184 --> 00:03:17,628
Nay.
26
00:03:17,628 --> 00:03:19,361
Thor!
27
00:03:21,413 --> 00:03:24,011
Whoa, I've never seen him
fly that fast.
28
00:03:24,011 --> 00:03:25,390
What's he doing?
29
00:03:25,390 --> 00:03:27,122
He's saving us all.
30
00:03:34,501 --> 00:03:35,590
For Midgard!
31
00:03:52,237 --> 00:03:54,835
He's still falling.
We have to go back.
32
00:03:54,835 --> 00:03:57,049
We can't.
Thor bought us a chance.
33
00:03:57,049 --> 00:03:59,101
We have to keep going
before Kang fires again.
34
00:03:59,101 --> 00:04:03,302
Ant-Man to Ultrons 1 and 4,
break off and catch Thor.
35
00:04:10,040 --> 00:04:11,288
Thor.
36
00:04:11,288 --> 00:04:14,401
Mmm, Goldilocks is tough.
37
00:04:14,401 --> 00:04:15,682
He'll make it.
38
00:04:18,282 --> 00:04:19,629
Say something, Hank.
39
00:04:19,629 --> 00:04:20,622
Is he alive?
40
00:04:22,483 --> 00:04:24,921
The Ultrons have him.
He's comatose, but he's alive.
41
00:04:28,226 --> 00:04:29,379
Report.
42
00:04:32,492 --> 00:04:34,703
I... I don't understand.
43
00:04:34,703 --> 00:04:36,852
This era's technology
isn't capable of...
44
00:04:36,852 --> 00:04:39,259
What happened?
45
00:04:39,259 --> 00:04:41,889
Something deflected
the Damocles weapon,
46
00:04:41,889 --> 00:04:44,775
sending it back at us.
The weapon is offline.
47
00:04:48,016 --> 00:04:49,908
The Avengers.
48
00:04:49,908 --> 00:04:53,211
Launch scarabs.
Destroy them.
49
00:05:06,780 --> 00:05:09,602
So this seems like
it's going bad.
50
00:05:09,602 --> 00:05:12,648
Really, I don't want
to backseat drive or anything,
51
00:05:12,648 --> 00:05:14,541
but you might want
to consider shooting back.
52
00:05:17,940 --> 00:05:19,352
Be my guest.
53
00:05:20,315 --> 00:05:21,308
Cool.
54
00:05:41,260 --> 00:05:43,376
Only two Ultrons left.
55
00:05:43,376 --> 00:05:45,236
We're not gonna make it
like this.
56
00:05:45,236 --> 00:05:47,483
Agreed. Take the controls.
57
00:05:48,732 --> 00:05:50,079
Let's go.
58
00:05:50,079 --> 00:05:51,394
You mean Hulk, right?
59
00:05:57,073 --> 00:05:59,830
I cannot believe I'm in space.
60
00:05:59,830 --> 00:06:00,824
Jan.
61
00:06:00,824 --> 00:06:02,556
Jan, focus.
62
00:06:02,556 --> 00:06:03,968
You've got the space armor on.
63
00:06:03,968 --> 00:06:05,700
I designed it to work
with your stingers.
64
00:06:05,700 --> 00:06:07,624
We have to clear a path
for the others.
65
00:06:07,624 --> 00:06:11,313
Let's do this.
66
00:06:17,311 --> 00:06:19,075
Heh, now we're talking.
67
00:06:31,329 --> 00:06:33,317
Yeah, that clenches it.
68
00:06:33,317 --> 00:06:34,856
I'm a good shot with anything.
69
00:06:34,856 --> 00:06:37,486
How about you find us a place
to land this bird, eagle eye?
70
00:06:45,794 --> 00:06:47,654
There, an airlock.
71
00:06:48,938 --> 00:06:50,092
I'm guessing they're not going
72
00:06:50,092 --> 00:06:51,728
to just open the door
for us, though.
73
00:06:51,728 --> 00:06:54,005
Hulk, why don't you knock?
74
00:07:05,103 --> 00:07:07,925
Iron Man, Wasp, we're going in.
75
00:07:21,527 --> 00:07:23,450
Hey.
Guys, we're cut off.
76
00:07:23,450 --> 00:07:25,438
A force field
sealed the breach.
77
00:07:25,438 --> 00:07:27,203
Hang on, we'll find
a way to open it.
78
00:07:27,203 --> 00:07:28,549
No, stick with the plan.
79
00:07:28,549 --> 00:07:29,704
We'll find another way in.
80
00:07:29,704 --> 00:07:30,987
We will?
81
00:07:30,987 --> 00:07:32,174
I don't know.
82
00:07:32,174 --> 00:07:33,585
I'm just making this up
as I go along.
83
00:07:33,585 --> 00:07:35,092
We've got incoming.
84
00:07:35,092 --> 00:07:36,280
Nuts.
85
00:07:37,852 --> 00:07:40,224
That was fun.
86
00:07:48,276 --> 00:07:49,462
Okay, so what now?
87
00:07:49,462 --> 00:07:50,746
We take down Kang.
88
00:07:50,746 --> 00:07:52,317
That's right, I forgot.
89
00:07:52,317 --> 00:07:53,601
Violence first.
90
00:08:01,973 --> 00:08:06,590
Kang the Conqueror
welcomes you to Damocles Base.
91
00:08:08,580 --> 00:08:10,760
It will be your tomb.
92
00:08:15,783 --> 00:08:19,082
Warning! Localized
time flux in progress,
93
00:08:19,082 --> 00:08:20,077
engaging threat,
94
00:08:20,077 --> 00:08:21,678
engaging threat.
95
00:08:24,341 --> 00:08:26,935
This behavior
is unacceptable.
96
00:08:30,269 --> 00:08:31,074
Hulk...
97
00:08:32,642 --> 00:08:33,332
smash?
98
00:08:39,180 --> 00:08:40,078
Hulk...
99
00:09:44,438 --> 00:09:47,770
The primate is trying
to hit us with sticks.
100
00:09:47,770 --> 00:09:50,238
Actually,
I was trying to do this.
101
00:10:07,644 --> 00:10:08,798
I could try my uni-beam.
102
00:10:08,798 --> 00:10:11,490
Or, we could pretend
to be Girl Scouts?
103
00:10:11,490 --> 00:10:13,958
Everyone opens the door
for Girl Scouts.
104
00:10:13,958 --> 00:10:15,112
You're not helping, Jan.
105
00:10:16,875 --> 00:10:20,016
Okay, you want help? Fine.
106
00:10:20,016 --> 00:10:21,426
Jan?
Jan!
107
00:10:26,170 --> 00:10:26,890
Hi.
108
00:10:27,517 --> 00:10:30,337
Great, on top
of everything else
109
00:10:30,337 --> 00:10:32,228
I have to deal
with Wasp going nuts.
110
00:10:32,228 --> 00:10:33,766
Incoming!
111
00:10:43,351 --> 00:10:45,240
Wow, that was...
112
00:10:45,240 --> 00:10:47,356
Come on.
113
00:10:49,151 --> 00:10:51,139
Multiple breaches reported.
114
00:10:51,139 --> 00:10:54,119
The elite guard is not responding
from the airlock breach and...
115
00:10:54,119 --> 00:10:55,465
Alert.
116
00:10:55,465 --> 00:10:57,708
Another intruder alarm.
Deck 72.
117
00:10:57,708 --> 00:11:01,234
I want confirmation, now!
118
00:11:01,234 --> 00:11:02,998
Yes, sir. Alert.
119
00:11:02,998 --> 00:11:05,561
The Armada ships stationed
in what was known as Wakanda,
120
00:11:05,561 --> 00:11:07,549
Their time drives
have been destroyed.
121
00:11:07,549 --> 00:11:09,344
All ships stationed there
are gone.
122
00:11:09,344 --> 00:11:14,280
I will not be beaten
by a bunch of Neanderthals.
123
00:11:14,280 --> 00:11:16,748
Hold the line!
124
00:11:18,769 --> 00:11:20,338
Let's move.
125
00:11:20,338 --> 00:11:21,716
We have to find Kang.
126
00:11:21,716 --> 00:11:24,472
Wait, if we find
the station's time drive,
127
00:11:24,472 --> 00:11:25,851
we can end all of this
right now.
128
00:11:25,851 --> 00:11:28,158
We destroy that,
and this whole base,
129
00:11:28,158 --> 00:11:30,562
Kang included, disappear.
The war is over.
130
00:11:30,562 --> 00:11:32,966
Okay, but how do we find it?
131
00:11:32,966 --> 00:11:35,435
Ultron 5,
scan for tachyon particles.
132
00:11:35,435 --> 00:11:37,710
The other drives were
giving them off big time.
133
00:11:41,621 --> 00:11:43,832
Tachyon source detected.
134
00:11:43,832 --> 00:11:44,868
Locating.
135
00:11:47,710 --> 00:11:49,665
Huh, useful toy.
136
00:11:49,665 --> 00:11:51,300
Creepy-looking, though.
137
00:11:51,300 --> 00:11:53,062
It's a not a toy,
and it's not creepy.
138
00:11:53,062 --> 00:11:55,627
It's designed to look
like an ant's head.
139
00:11:57,583 --> 00:11:59,218
Whatever you say, Pym.
140
00:12:01,238 --> 00:12:03,800
You know, we were
suppose to stay together.
141
00:12:03,800 --> 00:12:05,723
I'm scouting,
and you're too big.
142
00:12:05,723 --> 00:12:07,551
And, quite frankly, too slow.
143
00:12:07,551 --> 00:12:09,601
I'm going to find Kang.
144
00:12:13,931 --> 00:12:14,736
Uh, hi.
145
00:12:19,155 --> 00:12:20,308
Are you okay?
146
00:12:20,308 --> 00:12:22,999
Princess Ravonna is dying.
147
00:12:22,999 --> 00:12:26,173
A victim of the destruction
of her timeline.
148
00:12:26,173 --> 00:12:28,127
She is not okay.
149
00:12:28,127 --> 00:12:30,212
And neither are you.
150
00:12:35,437 --> 00:12:37,840
This is it.
151
00:12:37,840 --> 00:12:39,186
Big.
152
00:12:39,186 --> 00:12:40,500
I don't care how big it is.
153
00:12:40,500 --> 00:12:42,262
It's getting smashed.
154
00:13:19,316 --> 00:13:21,077
We need a plan.
155
00:13:21,077 --> 00:13:23,545
We can't get past
the time drive shield.
156
00:13:23,545 --> 00:13:24,603
So what now?
157
00:13:27,778 --> 00:13:28,977
Hank!
158
00:13:30,406 --> 00:13:32,361
Ant-Man, we need you.
159
00:13:32,361 --> 00:13:34,123
Ant-Man?
160
00:13:34,123 --> 00:13:35,919
He's out. Cap, come on.
161
00:13:35,919 --> 00:13:38,483
We need to shut down
the computer systems.
162
00:13:38,483 --> 00:13:40,213
Maybe we can reprogram
the thing.
163
00:13:43,195 --> 00:13:44,573
Dr. Pym!
164
00:13:49,574 --> 00:13:50,379
Enough.
165
00:13:58,709 --> 00:14:02,265
You came to fight me, Avengers?
166
00:14:02,265 --> 00:14:03,416
Here I am.
167
00:14:08,412 --> 00:14:10,078
Hey, you know what?
168
00:14:10,078 --> 00:14:13,253
I'm glad Cap's gonna wipe out
your timeline,
169
00:14:13,253 --> 00:14:16,233
because any future
ruled by you has to stink.
170
00:14:50,762 --> 00:14:53,456
Captain America.
171
00:14:53,456 --> 00:14:57,271
You and your teammates have
fought well, Steven Rogers.
172
00:14:57,271 --> 00:15:01,503
But this outcome
was never in question.
173
00:15:01,503 --> 00:15:06,793
I will do whatever it takes to
ensure the survival of my timeline.
174
00:15:06,793 --> 00:15:10,480
The survival of humanity.
175
00:15:10,480 --> 00:15:13,718
We want the same thing, Kang.
176
00:15:13,718 --> 00:15:16,282
We can work together
to make sure that happens.
177
00:15:16,282 --> 00:15:20,001
No, you are part
of the problem,
178
00:15:20,001 --> 00:15:21,958
not the solution.
179
00:15:25,454 --> 00:15:28,658
Conquest is the solution.
180
00:15:28,658 --> 00:15:31,319
I've heard all this before,
you know?
181
00:15:31,319 --> 00:15:34,653
You're not the first
would-be conqueror I've fought.
182
00:15:35,937 --> 00:15:40,584
I will be the last,
however, Captain.
183
00:15:40,584 --> 00:15:42,701
Though I do enjoy the irony
184
00:15:42,701 --> 00:15:45,233
that you, a man out of time,
185
00:15:45,233 --> 00:15:49,402
thinks he can beat
the master of time.
186
00:15:49,402 --> 00:15:52,030
I don't think
I can beat you, Kang.
187
00:15:52,030 --> 00:15:54,594
I think Iron Man can.
188
00:15:55,974 --> 00:15:57,737
It's over, Kang.
189
00:15:57,737 --> 00:15:59,500
Please, you are no...
190
00:16:09,214 --> 00:16:10,466
How did you...
191
00:16:10,466 --> 00:16:12,549
My tech may not be
as advanced as yours, Kang,
192
00:16:12,549 --> 00:16:14,537
but I'm a quick study.
193
00:16:22,103 --> 00:16:24,572
There's some kind of shield
around the time device.
194
00:16:24,572 --> 00:16:26,848
If we can take that down,
we can destroy it.
195
00:16:26,848 --> 00:16:29,861
No, we're not going
to destroy the time drive.
196
00:16:29,861 --> 00:16:33,356
We're going to use it.
197
00:16:33,356 --> 00:16:36,466
Ultron, prepare to download
a data stream.
198
00:16:36,466 --> 00:16:38,357
Receiving data.
199
00:16:38,357 --> 00:16:40,313
This is everything I've
learned about your tech,
200
00:16:40,313 --> 00:16:42,462
including how to access
your computer systems.
201
00:16:42,462 --> 00:16:44,224
You fool.
202
00:16:44,224 --> 00:16:48,232
You think one of your robots
can control my station?
203
00:16:48,232 --> 00:16:49,547
Uh, yeah.
204
00:16:51,792 --> 00:16:54,580
Accessing Damocles Base
computer systems.
205
00:16:54,580 --> 00:16:57,112
Ultron's A.I. is based
on the human mind.
206
00:16:57,112 --> 00:17:00,159
It can adapt to your systems
faster than anything I got.
207
00:17:00,159 --> 00:17:02,467
And I'm betting
anything you've got.
208
00:17:02,467 --> 00:17:05,128
Damocles attempting lock-out.
209
00:17:05,128 --> 00:17:06,154
Overriding.
210
00:17:08,143 --> 00:17:12,021
Override successful.
211
00:17:17,920 --> 00:17:22,120
You wish to fight me?
Then so be it.
212
00:18:03,543 --> 00:18:05,401
Attention. Kang's fleet
and Damocles Base
213
00:18:05,401 --> 00:18:06,812
are now ready
for chronal travel.
214
00:18:06,812 --> 00:18:07,806
No!
Do it.
215
00:18:21,753 --> 00:18:23,227
Ultron, report.
216
00:18:23,227 --> 00:18:25,664
Preparing to jump
Damocles Base
217
00:18:25,664 --> 00:18:28,549
in 5, 4, 3...
218
00:18:28,549 --> 00:18:29,542
Stop.
219
00:18:32,589 --> 00:18:33,838
Wasp?
220
00:18:33,838 --> 00:18:35,667
You can't destroy
the time drive
221
00:18:35,667 --> 00:18:37,814
or jump the ship or
whatever we planned on doing.
222
00:18:37,814 --> 00:18:39,098
Why not?
223
00:18:39,098 --> 00:18:40,380
Because if we do,
224
00:18:40,380 --> 00:18:41,982
Princess Ravonna will die.
225
00:18:41,982 --> 00:18:44,162
Who is Princess Ravonna?
226
00:18:44,162 --> 00:18:46,118
Shoot her. Do it!
227
00:18:48,140 --> 00:18:50,317
Rovanna is the woman
Kang loves.
228
00:18:50,317 --> 00:18:53,461
When his future got wiped out,
she got caught in it.
229
00:18:53,461 --> 00:18:55,448
they're keeping her alive,
but barely.
230
00:18:55,448 --> 00:18:58,782
If Damocles Base travels
back to the future,
231
00:18:58,782 --> 00:19:00,642
she'll be erased
from existence.
232
00:19:00,642 --> 00:19:04,104
Kang, we can stop this.
233
00:19:04,104 --> 00:19:07,343
We can find a way
to save Ravonna.
234
00:19:07,343 --> 00:19:10,419
But we're not going to let you
destroy our world to do it.
235
00:19:10,419 --> 00:19:13,146
This is your last chance.
Surrender.
236
00:19:14,717 --> 00:19:15,775
Never!
237
00:19:15,775 --> 00:19:17,217
Ultron.
238
00:19:23,020 --> 00:19:25,232
Ultron, stand down.
Kang's done.
239
00:19:25,232 --> 00:19:26,580
It's over.
240
00:20:21,306 --> 00:20:23,486
I just wanted to thank you, Cap.
241
00:20:23,486 --> 00:20:26,179
You really stepped up
when I needed help,
242
00:20:26,179 --> 00:20:28,295
even after all the grief
I gave you.
243
00:20:28,295 --> 00:20:31,822
I pride myself on my
intelligence, on my tech,
244
00:20:31,822 --> 00:20:33,681
I think of myself
as a futurist.
245
00:20:33,681 --> 00:20:37,720
But to someone like Kang,
I'm living in the past.
246
00:20:37,720 --> 00:20:38,779
Just like you.
247
00:20:38,779 --> 00:20:40,671
The past isn't so bad.
248
00:20:40,671 --> 00:20:43,619
But the future... that's
what we're fighting for.
249
00:20:43,619 --> 00:20:45,671
You've destroyed everything.
250
00:20:45,671 --> 00:20:47,981
Is that so?
251
00:20:47,981 --> 00:20:52,243
Oh, yes. I know,
because I've seen
252
00:20:52,243 --> 00:20:54,361
what Captain America's
actions have wrought.
253
00:20:56,541 --> 00:21:00,484
His betrayal
is just the beginning.
254
00:21:00,484 --> 00:21:02,985
The worst is yet to come.17435
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