Fury to Iron Man. We're out of time.
Kang's forces have taken over 3/4 of the planet,
and for every city we're holding, four more fall.
Are you calling just to give me a pep talk?
No, I'm calling to tell you
that the base you found is on the move.
My people are reading a massive energy build up.
That thing is gonna fire.
And I'm guessing that when it does, it's not gonna be pretty.
Understood, Fury. We're on it.
Lord Kang, the target is locked.
Fire.
How much time do we have?
Gyha! Not enough.
What is it?
It's a targeting beam
like a laser sight.
A really, really big one.
Can you tell where it's aimed, Stark?
Uh, yeah, at us.
But we're right over the city.
A blast that size will destroy everything.
I don't think Kang cares about collateral damage, Pym.
He wants us gone, no matter who pays the price.
Nay.
Thor!
Whoa, I've never seen him fly that fast.
What's he doing?
He's saving us all.
For Midgard!
He's still falling. We have to go back.
We can't. Thor bought us a chance.
We have to keep going before Kang fires again.
Ant-Man to Ultrons 1 and 4, break off and catch Thor.
Thor.
Mmm, Goldilocks is tough.
He'll make it.
Say something, Hank.
Is he alive?
The Ultrons have him. He's comatose, but he's alive.
Report.
I... I don't understand.
This era's technology isn't capable of...
What happened?
Something deflected the Damocles weapon,
sending it back at us. The weapon is offline.
The Avengers.
Launch scarabs. Destroy them.
So this seems like it's going bad.
Really, I don't want to backseat drive or anything,
but you might want to consider shooting back.
Be my guest.
Cool.
Only two Ultrons left.
We're not gonna make it like this.
Agreed. Take the controls.
Let's go.
You mean Hulk, right?
I cannot believe I'm in space.
Jan.
Jan, focus.
You've got the space armor on.
I designed it to work with your stingers.
We have to clear a path for the others.
Let's do this.
Heh, now we're talking.
Yeah, that clenches it.
I'm a good shot with anything.
How about you find us a place to land this bird, eagle eye?
There, an airlock.
I'm guessing they're not going
to just open the door for us, though.
Hulk, why don't you knock?
Iron Man, Wasp, we're going in.
Hey. Guys, we're cut off.
A force field sealed the breach.
Hang on, we'll find a way to open it.
No, stick with the plan.
We'll find another way in.
We will?
I don't know.
I'm just making this up as I go along.
We've got incoming.
Nuts.
That was fun.
Okay, so what now?
We take down Kang.
That's right, I forgot.
Violence first.
Kang the Conqueror welcomes you to Damocles Base.
It will be your tomb.
Warning! Localized time flux in progress,
engaging threat,
engaging threat.
This behavior is unacceptable.
Hulk...
smash?
Hulk...
The primate is trying to hit us with sticks.
Actually, I was trying to do this.
I could try my uni-beam.
Or, we could pretend to be Girl Scouts?
Everyone opens the door for Girl Scouts.
You're not helping, Jan.
Okay, you want help? Fine.
Jan? Jan!
Hi.
Great, on top of everything else
I have to deal with Wasp going nuts.
Incoming!
Wow, that was...
Come on.
Multiple breaches reported.
The elite guard is not responding from the airlock breach and...
Alert.
Another intruder alarm. Deck 72.
I want confirmation, now!
Yes, sir. Alert.
The Armada ships stationed in what was known as Wakanda,
Their time drives have been destroyed.
All ships stationed there are gone.
I will not be beaten by a bunch of Neanderthals.
Hold the line!
Let's move.
We have to find Kang.
Wait, if we find the station's time drive,
we can end all of this right now.
We destroy that, and this whole base,
Kang included, disappear. The war is over.
Okay, but how do we find it?
Ultron 5, scan for tachyon particles.
The other drives were giving them off big time.
Tachyon source detected.
Locating.
Huh, useful toy.
Creepy-looking, though.
It's a not a toy, and it's not creepy.
It's designed to look like an ant's head.
Whatever you say, Pym.
You know, we were suppose to stay together.
I'm scouting, and you're too big.
And, quite frankly, too slow.
I'm going to find Kang.
Uh, hi.
Are you okay?
Princess Ravonna is dying.
A victim of the destruction of her timeline.
She is not okay.
And neither are you.
This is it.
Big.
I don't care how big it is.
It's getting smashed.
We need a plan.
We can't get past the time drive shield.
So what now?
Hank!
Ant-Man, we need you.
Ant-Man?
He's out. Cap, come on.
We need to shut down the computer systems.
Maybe we can reprogram the thing.
Dr. Pym!
Enough.
You came to fight me, Avengers?
Here I am.
Hey, you know what?
I'm glad Cap's gonna wipe out your timeline,
because any future ruled by you has to stink.
Captain America.
You and your teammates have fought well, Steven Rogers.
But this outcome was never in question.
I will do whatever it takes to ensure the survival of my timeline.
The survival of humanity.
We want the same thing, Kang.
We can work together to make sure that happens.
No, you are part of the problem,
not the solution.
Conquest is the solution.
I've heard all this before, you know?
You're not the first would-be conqueror I've fought.
I will be the last, however, Captain.
Though I do enjoy the irony
that you, a man out of time,
thinks he can beat the master of time.
I don't think I can beat you, Kang.
I think Iron Man can.
It's over, Kang.
Please, you are no...
How did you...
My tech may not be as advanced as yours, Kang,
but I'm a quick study.
There's some kind of shield around the time device.
If we can take that down, we can destroy it.
No, we're not going to destroy the time drive.
We're going to use it.
Ultron, prepare to download a data stream.
Receiving data.
This is everything I've learned about your tech,
including how to access your computer systems.
You fool.
You think one of your robots can control my station?
Uh, yeah.
Accessing Damocles Base computer systems.
Ultron's A.I. is based on the human mind.
It can adapt to your systems faster than anything I got.
And I'm betting anything you've got.
Damocles attempting lock-out.
Overriding.
Override successful.
You wish to fight me? Then so be it.
Attention. Kang's fleet and Damocles Base
are now ready for chronal travel.
No! Do it.
Ultron, report.
Preparing to jump Damocles Base
in 5, 4, 3...
Stop.
Wasp?
You can't destroy the time drive
or jump the ship or whatever we planned on doing.
Why not?
Because if we do,
Princess Ravonna will die.
Who is Princess Ravonna?
Shoot her. Do it!
Rovanna is the woman Kang loves.
When his future got wiped out, she got caught in it.
they're keeping her alive, but barely.
If Damocles Base travels back to the future,
she'll be erased from existence.
Kang, we can stop this.
We can find a way to save Ravonna.
But we're not going to let you destroy our world to do it.
This is your last chance. Surrender.
Never!
Ultron.
Ultron, stand down. Kang's done.
It's over.
I just wanted to thank you, Cap.
You really stepped up when I needed help,
even after all the grief I gave you.
I pride myself on my intelligence, on my tech,
I think of myself as a futurist.
But to someone like Kang, I'm living in the past.
Just like you.
The past isn't so bad.
But the future... that's what we're fighting for.
You've destroyed everything.
Is that so?
Oh, yes. I know, because I've seen
what Captain America's actions have wrought.
His betrayal is just the beginning.
The worst is yet to come.