The Avengers: Earth's Mightiest Heroes Wiki


[Cries out]

Prepare yourselves for smiting.



♪ Our world's about to break ♪

♪ tormented and upset ♪

♪ the loss from when wake ♪

♪ with no way to go back ♪

♪ I'm standing on my own ♪

♪ but now I'm not alone ♪

♪ always we will fight as one ♪

♪ till the battle's won ♪

♪ with evil on the run ♪

♪ we never come undone ♪

♪ assemble, we are strong ♪

♪ forever fight as one ♪

♪ assemble, we are strong ♪

♪ forever fight as one ♪

[Man] I don't need to tell you that Stark industries is crushing us.

Energy was our major initiative at Williams Innovations,

but ever since you came out with the arc reactor technology.

We've got nothing that can compete.

[Jarvis] Security image not found. Error.

We're going under, Tony. But you know that.

After all, you've been buying up shares of my company.

We don't know each other,

but I came to ask you personally, don't do this.

I built Williams Innovations from nothing.

It's all I have.

- Was, actually. - What?

I am the, uh, majority shareholder as of about 15 minutes ago.

No. I'm not gonna let you do this.

Do you hear me, Stark?

I'm not gonna let you destroy my entire life.

Destroy, what?

No, wait, Simon.

Simon! Let me...


You're a real piece of work, Tony.

- Don't start, Hank.

- Do the words business ethics mean anything to you?

Did you find anything in the hard drive?

You just crushed that guy, Tony.

What kind of man so callously disregards

another human being like that?

I've got a plan that you wouldn't understand, Hank.

Wasp would understand.

Maybe I could explain it to Jan over dinner,

and then she can explain it to you.

Come on, they're getting away.

They seem to be of little threat.

What was this deal we interrupted?

Something about weapons.

Yeah, big ones.

From what Iron Man told me, these AIM science geeks specialize in making some pretty crazy stuff.

[Cries out]

That's crazier than I was thinking.

I tire of these geeks.

Should we not call the other Avengers?

They'll only slow us down, big guy.

Think you can clip their wings?


- Hold up.

- But they will escape.

They'll think they're escaping, but they're actually gonna lead us

right to their secret base where we'll beat them all up.



What are you doing here, soldier?

[Jarvis] You have a visitor in the foyer, sir.

Uh, visitor?

They asked for me?

[Jarvis] Indeed, sir.

Captain America.

So it's true.

Uh, I'm sorry, do I know you?

No. My name's Nick.

I'm the director of a peace keeping operation called SHIELD.

I'd like you to come with me.

I've been saving something for you.

[Simon] I can't lose the company. I won't.

I need help, Eric.

Well, that's what brothers are for.

I have to say I'm a little surprised to hear from you after all these years.

Since you don't associate with...

Wait, what did you call me?


Oh, yes. Psychopath, criminal scum.

But don't worry, Simon,

I don't take it personally. And you're right.

I do know people who can help you get your revenge.

These are the same people who made my scythe.

They can give you the power to destroy Stark and bury his company.

I don't know.

Trust me, you're in good hands.




We can remake you, Simon Williams, into something powerful enough to defeat even Iron Man.


This is insane.

Are you saying that I won't be human anymore?


Why would you want to be human?


Yes, humanity is relative.

You will retain everything that makes you Simon Williams.

The zeta beam will imbue your living matter with ionic energy.

You will become a wonder of science.

The power at your disposal will be incalculable.

[Knuckles crack]

I don't have any choice.

Tony Stark has taken everything I care about.

I have to take it back.

I agree.

Drones, prep him.

You do understand that no one has actually survived this process, correct?

That's life.

Strucker wants an update on the weapon he's paying you to create.

HYDRA maybe eager to take over the world, but they need the science of the Advanced Idea Mechanics to do it.

When there is an update, I'll inform Baron Strucker, personally.

Let me know if my brother survives.

I'm starting to see why Iron Man told me not to trust SHIELD.

You guys aren't very forth coming.

Neither is Iron Man.

Grab a seat, Captain.

I think my hair is already regulation length.

You want to tell me what this is all about?


My dad passed this down to me.

He said it belong to you.

My motorcycle.

But how?

My father's name was Sgt. Jack Fury.

You saved his life in the war.

I grew up hearing all the stories.

He idolized you.

And so did I.

Nick Fury.

Anything Captain America needs, ever, SHIELD will provide for you.

It's an honor to meet you, Captain.

So what Iron Man said.

- Can I trust you?

- When it counts, absolutely.

I'm not judging you.

I'm just saying that you value money and business over people.

How is that not judging?

I've seen it before, that's all.

All right, enough.

You've been glaring at me for weeks ever since the breakout.

This isn't about Simon. This is about Ultron.

No, it's about you valuing money and business over people.

Ultron was just the first time I realized who you really are.

Who I was.

Five years ago, you asked me to help you change the world.

Your tech with my ideas for mapping a human mind onto a machine.

- I get it, Hank. - But it was all to make weapons.

Were you even going to tell me that you were shopping Ultron around to the military?

I'm a different person now.


You say you've changed.

Now, maybe you're not making weapons anymore, but you're still hurting people.

Just ask Simon Williams.

What happened?

We were in the middle of the Maggia sale when two Avengers burst in.

Thor and Wasp chased us, but we managed to shake them.

The Avengers were chasing you and came here?

Yeah, you guys. What were you thinking?


[Cries out]



Okay, stop. What is that?

'Tis some kind of... of... That is a very big head.

I am Modac.

I am the ultimate in human/machine interface.

I am designed only for conquest.

Whatever you say freak show.

Be silent.

Like a frost giant's head on an infant's body.



[Drones scream]

I think you broke it.

He survived.

The mental bolt must have changed the algorithm.

- [Thor] Another villain?

- Probably, you want hit him or do you want me to?


I have created a being of ionic energy.

I am science.

I am genius.


[Iron man] What else am I supposed to do, Hank? Tell me.

Try not being a self-involved, ego-centric, money-hungry...

Everything I do is to help people.

Everything you do is clean up a mess you made.

[Loud rumble]

Well, I didn't do that.

Okay, I didn't really need an office anyway.


Have we met?

I told you I wouldn't let you take my company.


Simon, oh, man. What happened to you?

[Cries out]


That's... that's not possible.

Simon, what have you done?

You should be more worried about what I'm going to do.


Pepper, go. Get out of here.


pretending to care about people like that.

I built my company from nothing.

It was all I had and you took it from me!


You didn't let me finish.

Believe me, you're finished.

You're going to feel helpless.

You're going to know what it is like. When someone powerful crushes you.

Not that he doesn't have it coming,

but I can't let you hurt Tony.

You, you're one of the Avengers.

I am.

I'm hoping we can sit down and talk this out scientist to scientist.

And I wouldn't mind taking a look at you.

Is that Ionic energy you're made of?


[Cries out]

I'll tell with Simon.

You get to safety.

I'm not going to just leave you.

I didn't say don't come back.

Now go!

Avengers, assemble.

So tell me the truth.

Your boss, he freaks you out, right?

[Both groan]

Look at him.

Why would somebody do that?

Never in all of the nine realms have I seen a creature as foul as you.

Truly, mortal technology is worse than the darkest black magic.

You insult me?

My mental bolts will tear your mind apart.

[Cries out]

Even the mind of a so-called immortal is no match for Modoc.

Yeah, well, the moon is no match for your head.

[Cries out]


No more games, villain.

Prepare your monstrous head for my wrath.

Defeat is unacceptable.

Begin self preservation sub-routine.

What manner of trickery is this?

The entire base, it's a ship.

Man, would Hank love that.

Uh, this seems bad.



Scientist are not to be trusted.

You've got that right.

I wonder what happened to that weird purple guy.

[Card rings]

Please, stay down, Simon.

You need to listen to me.



You're able to expand the ionic energy.

That's amazing!


You're a creator.

An inventor.

Not a destroyer.


I'm what Stark forced me to become.

What Tony did to you was wrong,

but violence won't help anything.

Is this who you want to be?

A villain? A criminal?

I don't think so.

You're a good person, Simon.

And I'll help you if you'll let me.

I never meant to. I...


That's enough, Simon.

I don't know what happened to you,

but you clearly lost it.



No, Iron Man, stop this.



Good-bye, Tony.

I don't know who you are, pal.

But this is over.

Cap, Iron Man, stop fighting.

We can talk this...


Something's not right.

[Jarvis] Warning. Energy flux detected.


oh, no.

Simon, your energy. It's destabilizing.

Whatever you did to become this it's tearing you apart.


[Iron Man] Simon's ionic field is unstable.

I think he's going into critical.

Hank, we've got to save him.

I... I don't know if we can.

Look at the ions. He's too far...

Hank, please.

Okay, we need something to contain the energy.

To stabilize it.

Got it.


No, this is all I have left.

This power!



What's happening to me?

Simon, listen.

The arc reactor can absorb your energy.

It can keep you alive.

Listen to him, Simon. If you don't let us help...

Help me get him into the reactor.

Come on, Simon. Hold it together.

We'll figure out away to save you.


[Cries out]

This... this is not what I wanted.

I was trying to explain to him.

I bought Simon's company to save it.

It wasn't going to survive.

I knew Simon had brilliant tech and development.

I wanted to work with him.

To save what he built.

All I wanted to do was to help him.

What... what's happening to me?

Am I alive?

Indeed you are.

As long as my magic allows it.

I've brought you back.

I've given you life in exchange for one simple task.

Destroy the Avengers.