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1
00:00:01,033 --> 00:00:04,003
WHIRLWIND: Ah, heavy security,
quantum encoding.
2
00:00:04,005 --> 00:00:07,172
Who cares? With my gear,
I can go right through the front door.
3
00:00:07,174 --> 00:00:08,574
Shoo, bug.
4
00:00:10,310 --> 00:00:12,044
Watch who you're calling a...
5
00:00:12,046 --> 00:00:13,746
No, I guess that's fair.
6
00:00:13,748 --> 00:00:16,115
Lang, what're you doing here?
7
00:00:16,117 --> 00:00:18,150
I didn't call
for tech support.
8
00:00:18,152 --> 00:00:21,320
Hi, Whirlwind.
I'm going to need my gear back.
9
00:00:21,322 --> 00:00:23,022
What's the matter,
my check bounce?
10
00:00:23,024 --> 00:00:26,158
Look, to support my research
I used to build tech for cash.
11
00:00:26,160 --> 00:00:29,094
But now that I'm an Avenger,
that's not really going to fly.
12
00:00:29,096 --> 00:00:31,096
You're an Avenger?
Are they hiring?
13
00:00:31,098 --> 00:00:33,332
'Cause I'm at least
as good as you.
14
00:00:33,334 --> 00:00:35,100
Someone's delusional.
15
00:00:35,102 --> 00:00:37,102
Anyhow, I'm taking
back my gear
16
00:00:37,104 --> 00:00:39,104
from people who might be using
it for, uh, you know,
17
00:00:39,106 --> 00:00:41,273
less than legal purposes.
18
00:00:41,275 --> 00:00:44,143
Hey, don't look at me.
I'm a pillar of society.
19
00:00:44,145 --> 00:00:45,611
Just, uh, sightseeing.
20
00:00:45,613 --> 00:00:47,079
Sightseeing?
21
00:00:47,081 --> 00:00:49,181
At a secure lab holding
millions of dollars
22
00:00:49,183 --> 00:00:50,482
in cutting-edge equipment?
23
00:00:50,484 --> 00:00:53,218
You got your sights,
I got mine.
24
00:00:53,220 --> 00:00:56,288
In fact,
set your sights on this.
25
00:00:56,290 --> 00:00:58,123
You sold me this stuff, Lang.
26
00:00:58,125 --> 00:01:00,759
A deal's a deal.
Buyers keepers.
27
00:01:00,761 --> 00:01:02,594
I'm not sure
that's how that goes.
28
00:01:02,596 --> 00:01:04,196
Hey, I need that!
29
00:01:04,198 --> 00:01:05,564
(WIND WHISTLING)
30
00:01:09,102 --> 00:01:12,371
You had a good run, Whirlwind,
but I'm taking you in.
31
00:01:12,373 --> 00:01:13,505
Whoa!
32
00:01:14,207 --> 00:01:16,141
Hawkeye. Black Widow.
33
00:01:17,143 --> 00:01:18,677
Your power is wind?
34
00:01:19,813 --> 00:01:21,647
(GRUNTS)
35
00:01:23,683 --> 00:01:27,453
We work with Tony Stark.
We're used to a lot of hot air.
36
00:01:27,455 --> 00:01:29,254
Thanks for the save,
you guys.
37
00:01:29,256 --> 00:01:31,190
I didn't want to bring
you into my problems.
38
00:01:31,192 --> 00:01:32,591
You're on a team
now, Ant-Man.
39
00:01:32,593 --> 00:01:35,227
No need to take on
supervillains alone.
40
00:01:35,229 --> 00:01:37,262
Or villains, anyway.
41
00:01:37,264 --> 00:01:39,198
Not so sure about
the "super" part.
42
00:01:39,200 --> 00:01:40,466
I can hear you!
43
00:01:40,468 --> 00:01:42,801
It's just, there are some
things from my past
44
00:01:42,803 --> 00:01:44,236
I'm not proud of.
45
00:01:44,238 --> 00:01:45,604
You think
we don't know that?
46
00:01:45,606 --> 00:01:47,739
We all have
red in our ledger.
47
00:01:47,741 --> 00:01:49,475
I should have figured
you guys would get it.
48
00:01:49,477 --> 00:01:51,777
Well, at least
this battle is over.
49
00:01:51,779 --> 00:01:55,247
Over? You forget
the panic button you built me?
50
00:01:55,249 --> 00:01:56,849
(BREAKING CHAINS)
Panic button?
51
00:01:56,851 --> 00:01:58,617
I kind of did
forget that.
52
00:01:58,619 --> 00:01:59,685
(BEEPING)
53
00:02:02,455 --> 00:02:03,655
(BLACK WIDOW PANTING)
54
00:02:03,657 --> 00:02:04,890
(WIND WHISTLING)
55
00:02:08,228 --> 00:02:09,528
(LAUGHING MANIACALLY)
56
00:02:12,565 --> 00:02:14,366
Why would you build this?
57
00:02:14,368 --> 00:02:15,701
Because he asked,
58
00:02:15,703 --> 00:02:15,701
and he paid on time.
59
00:02:15,703 --> 00:02:19,771
HAWKEYE: How does that
make it a good idea?
60
00:02:34,254 --> 00:02:36,722
I knew my old inventions
would come back to haunt me.
61
00:02:36,724 --> 00:02:38,223
(LASERS FIRING)
62
00:02:39,792 --> 00:02:41,193
(GRUNTING)
63
00:02:42,762 --> 00:02:45,197
Shouldn't you keep
better track of this thing?
64
00:02:48,301 --> 00:02:49,268
Thanks.
65
00:02:53,540 --> 00:02:55,274
Time to take back
that tech!
66
00:02:55,276 --> 00:02:56,175
Huh?
67
00:02:56,177 --> 00:02:57,042
(GROANING)
68
00:03:00,847 --> 00:03:02,281
Returning the save.
69
00:03:06,719 --> 00:03:08,453
Sorry, product recalled.
70
00:03:08,455 --> 00:03:10,489
Also, no refunds.
71
00:03:13,426 --> 00:03:17,196
Okay, if you're serious
about cleaning up your past, we'll help you out.
72
00:03:17,198 --> 00:03:18,664
How many more
villains left to go?
73
00:03:18,666 --> 00:03:20,399
Well, let's see.
74
00:03:20,401 --> 00:03:23,235
Madame X, Dr. Egghead,
75
00:03:23,237 --> 00:03:25,804
uh, Blizzard,
Unicorn...
76
00:03:27,240 --> 00:03:28,707
FALCON: Hulk's recent fight
with Speed Demon
77
00:03:28,709 --> 00:03:29,908
gave us tons of data,
78
00:03:29,910 --> 00:03:31,543
but we've watched
this a dozen times.
79
00:03:31,545 --> 00:03:32,878
What exactly
are you looking for?
80
00:03:32,880 --> 00:03:34,313
Clues.
81
00:03:34,315 --> 00:03:34,313
Something tells me
this attack
82
00:03:34,315 --> 00:03:37,516
was just the tip
of Nighthawk's iceberg.
83
00:03:37,518 --> 00:03:38,784
I agree.
84
00:03:38,786 --> 00:03:40,652
Squadron Supreme
is starting something.
85
00:03:40,654 --> 00:03:41,920
But what?
86
00:03:41,922 --> 00:03:43,922
The Hood, the Purple Man,
87
00:03:43,924 --> 00:03:45,357
oh, and that guy.
88
00:03:45,359 --> 00:03:48,393
HAWKEYE: You sold tech
to Doctor Spectrum?
89
00:03:48,395 --> 00:03:49,828
What were
you thinking?
90
00:03:49,830 --> 00:03:52,364
What? He seemed like
a pretty nice guy.
91
00:03:52,366 --> 00:03:52,364
Solid, on the level.
92
00:03:52,366 --> 00:03:56,768
We are talking about the same
Doctor Spectrum, right?
93
00:03:56,770 --> 00:04:00,739
You wouldn't know this, Scott,
but Spectrum almost wiped the Avengers from reality
94
00:04:00,741 --> 00:04:04,376
with his Power Prism.
Just what kind of tech did you build this guy?
95
00:04:04,378 --> 00:04:06,311
A power amplifier.
96
00:04:06,313 --> 00:04:08,480
Spectrum with a power-up.
Oh, goody.
97
00:04:08,482 --> 00:04:11,283
Is is too late to revoke
Ant-Man's membership?
98
00:04:11,285 --> 00:04:12,951
(COMPUTER BEEPING)
Nice.
99
00:04:12,953 --> 00:04:15,354
I finally cracked
the Squadron's encryption.
100
00:04:15,356 --> 00:04:17,856
If I can access the ruins
of their old ship,
101
00:04:17,858 --> 00:04:21,460
I might be able to determine
their real plans.
102
00:04:21,462 --> 00:04:23,929
Why don't we just talk
directly to Bill about all this?
103
00:04:23,931 --> 00:04:25,497
Excuse me, Bill?
104
00:04:25,499 --> 00:04:27,266
That's Doctor Spectrum's
real name.
105
00:04:27,268 --> 00:04:28,734
ANT-MAN: But don't call
him Billy.
106
00:04:28,736 --> 00:04:30,469
Ooh, he hates that.
107
00:04:30,471 --> 00:04:32,471
Do you have
Doctor Billy Spectrum's number
108
00:04:32,473 --> 00:04:33,805
programmed into
your cell phone?
109
00:04:33,807 --> 00:04:35,540
Don't be silly.
110
00:04:35,542 --> 00:04:37,042
I insert an ant
pheromone signal
111
00:04:37,044 --> 00:04:38,543
into all my tech
to track it.
112
00:04:38,545 --> 00:04:41,280
Right... My idea was silly.
113
00:04:41,282 --> 00:04:43,448
Hacking the Citadel
or following ant smells?
114
00:04:43,450 --> 00:04:44,516
I know my vote.
115
00:04:44,518 --> 00:04:45,784
We'll do both.
116
00:04:54,694 --> 00:04:57,696
BLACK WIDOW:
Looks like the hull is still intact.
117
00:04:57,698 --> 00:04:59,698
I'll have this
hacked in no time.
118
00:04:59,700 --> 00:05:01,633
HULK: I can hack too.
119
00:05:03,736 --> 00:05:05,070
(GRUNTS) Hacked.
120
00:05:05,072 --> 00:05:07,005
FALCON: That was my next plan.
121
00:05:14,614 --> 00:05:17,316
This is where
the pheromone trail ends.
122
00:05:17,318 --> 00:05:18,750
There's nothing for miles.
123
00:05:18,752 --> 00:05:20,786
IRON MAN: Maybe Spectrum's
got a cloaking shield,
124
00:05:20,788 --> 00:05:22,454
or a stealth force wall.
125
00:05:22,456 --> 00:05:23,588
Or sand.
126
00:05:24,624 --> 00:05:26,525
(WINDS GUSTING)
127
00:05:30,496 --> 00:05:32,364
Strange choice
of hideout for a man
128
00:05:32,366 --> 00:05:35,467
whose team plans
to take over our world.
129
00:05:35,469 --> 00:05:37,369
Maybe we shouldn't
go in Repulsors blazing.
130
00:05:37,371 --> 00:05:39,738
I know you think Spectrum's
some big bad guy,
131
00:05:39,740 --> 00:05:41,506
but he might surprise you.
132
00:05:43,476 --> 00:05:45,077
Who disturbs me?
133
00:05:45,079 --> 00:05:46,411
Hi, Bill.
134
00:05:46,413 --> 00:05:48,580
Scott Lang?
What is this?
135
00:05:48,582 --> 00:05:50,482
We'll give you
one chance here.
136
00:05:50,484 --> 00:05:51,683
What is Nighthawk
planning?
137
00:05:51,685 --> 00:05:53,452
Why does he have you
out here in the desert?
138
00:05:53,454 --> 00:05:55,921
Leave me in peace
before it is too late.
139
00:05:55,923 --> 00:05:58,690
Look, this doesn't
need to be a fight. If you just give me back
140
00:05:58,692 --> 00:06:00,726
the power amplifier
I built for you...
141
00:06:00,728 --> 00:06:03,595
It's not that simple!
142
00:06:05,064 --> 00:06:07,466
So much for giving
Spectrum a chance, Cap.
143
00:06:07,468 --> 00:06:09,735
This aggression
must be answered.
144
00:06:09,737 --> 00:06:10,936
(THUNDER BREWING)
145
00:06:10,938 --> 00:06:12,471
ANT-MAN: No, wait!
146
00:06:12,473 --> 00:06:13,872
(LIGHTNING STRIKING)
147
00:06:13,874 --> 00:06:15,540
Here's your answer.
148
00:06:18,077 --> 00:06:19,444
(SCREAMING)
149
00:06:22,682 --> 00:06:25,016
Odin's beard!
150
00:06:25,018 --> 00:06:26,718
Please,
we can talk this out.
151
00:06:26,720 --> 00:06:29,554
I told you
to leave me alone.
152
00:06:29,556 --> 00:06:32,057
If anything happens,
it's on your head.
153
00:06:36,596 --> 00:06:37,763
(IRON MAN GROANING)
154
00:06:44,937 --> 00:06:46,471
Guys, this is getting
out of control.
155
00:06:46,473 --> 00:06:47,706
We don't have to fight.
156
00:06:47,708 --> 00:06:49,608
Aim for the power amplifier.
157
00:06:52,745 --> 00:06:54,546
(SCREAMING)
158
00:06:55,014 --> 00:06:55,013
(GROANING)
159
00:06:55,015 --> 00:07:00,685
IRON MAN: Um, Ant-Man?
You said that thing was a power amplifier.
160
00:07:01,087 --> 00:07:02,487
It was.
161
00:07:04,090 --> 00:07:07,492
Then why is he more
powerful without it?
162
00:07:10,696 --> 00:07:11,863
(GRUNTING)
163
00:07:13,733 --> 00:07:14,933
Bill, wait!
164
00:07:14,935 --> 00:07:16,868
It doesn't
have to be like this.
165
00:07:16,870 --> 00:07:18,737
Let's put the past behind us.
166
00:07:18,739 --> 00:07:21,940
Of course it has
to be like this, you fool.
167
00:07:24,544 --> 00:07:27,679
SPECTRUM: The Avengers,
broken at my feet.
168
00:07:27,681 --> 00:07:29,448
Not in this reality,
169
00:07:29,450 --> 00:07:30,582
Billy.
170
00:07:31,517 --> 00:07:33,185
(GRUNTING)
171
00:07:33,187 --> 00:07:36,521
My name is Doctor Spectrum!
172
00:07:39,225 --> 00:07:41,460
So you thought Spectrum
was a good guy
173
00:07:41,462 --> 00:07:43,628
and your tech
was a power amplifier?
174
00:07:43,630 --> 00:07:46,598
So far, you're batting
zero, Ant-Man.
175
00:07:57,109 --> 00:07:59,211
I will take your lives
176
00:07:59,213 --> 00:08:02,047
and then take
your planet, weaklings!
177
00:08:02,049 --> 00:08:03,682
THOR: Tell me, Spectrum,
178
00:08:03,684 --> 00:08:05,484
is this weak?
179
00:08:06,619 --> 00:08:07,919
(GROANS)
180
00:08:09,522 --> 00:08:11,490
There's no way that
didn't knock him out.
181
00:08:17,497 --> 00:08:19,598
Uh, that didn't
knock him out.
182
00:08:24,237 --> 00:08:25,604
(ROARING)
183
00:08:27,573 --> 00:08:30,675
I'll make you wish
you never found me.
184
00:08:36,916 --> 00:08:38,583
HULK: This Citadel's creepy.
185
00:08:38,585 --> 00:08:39,885
Really, big guy?
186
00:08:39,887 --> 00:08:42,654
Wouldn't think creepy
would creep you out.
187
00:08:42,656 --> 00:08:44,723
Why do you think
I sleep with a nightlight?
188
00:08:44,725 --> 00:08:46,658
Shut up.
189
00:08:46,660 --> 00:08:48,860
FALCON: Everything looks
pretty dead.
190
00:08:48,862 --> 00:08:51,263
I don't think I'm gonna
have much luck powering this place up
191
00:08:51,265 --> 00:08:53,298
to get the systems
back online.
192
00:09:00,273 --> 00:09:01,740
You hear something?
193
00:09:01,742 --> 00:09:03,808
Lots of somethings.
194
00:09:03,810 --> 00:09:03,808
(SNARLING)
195
00:09:07,179 --> 00:09:09,681
This must be the Citadel's
defense system.
196
00:09:14,220 --> 00:09:16,922
Looks like the old ship
isn't as dead as you thought.
197
00:09:16,924 --> 00:09:18,557
I hate bugs!
198
00:09:18,559 --> 00:09:19,658
(GRUNTS)
199
00:09:21,227 --> 00:09:23,562
Okay, Hulk,
now that is creepy.
200
00:09:34,974 --> 00:09:36,308
Hulk!
201
00:09:38,010 --> 00:09:40,211
(GRUNTING)
202
00:09:40,213 --> 00:09:42,647
We should get
some of these for home.
203
00:09:43,816 --> 00:09:45,016
FALCON: Hurry,
to the data core.
204
00:09:45,018 --> 00:09:46,217
We don't have much time.
205
00:09:46,219 --> 00:09:48,053
Uh, yeah, you think?
206
00:09:51,624 --> 00:09:54,960
SPECTRUM: Be gone, Avengers!
207
00:09:54,962 --> 00:09:58,196
IRON MAN: We don't take orders
from maniacs in clown suits.
208
00:09:58,198 --> 00:10:00,599
Seriously,
who designed that look?
209
00:10:04,704 --> 00:10:07,372
Got you, Cap,
but it won't be graceful.
210
00:10:09,909 --> 00:10:11,776
(METAL SCRAPING)
211
00:10:16,215 --> 00:10:17,349
Told you.
212
00:10:19,318 --> 00:10:20,652
(GRUNTS)
213
00:10:26,792 --> 00:10:29,628
Uh, anyone up for
a weekend in Vegas?
214
00:10:29,630 --> 00:10:32,397
Create a perimeter
and keep him away from the city.
215
00:10:51,317 --> 00:10:52,917
I thought you were
better than this.
216
00:10:52,919 --> 00:10:54,152
I trusted you.
217
00:10:54,154 --> 00:10:57,355
You don't know me.
No one does.
218
00:11:04,664 --> 00:11:07,098
SPECTRUM: You Avengers
disturbed me.
219
00:11:07,100 --> 00:11:11,436
Now, let us discover
what disturbs you.
220
00:11:24,717 --> 00:11:26,818
THOR: What have
you conjured?
221
00:11:31,057 --> 00:11:32,724
Stay back.
222
00:11:36,962 --> 00:11:39,097
Hello, dear brother.
223
00:11:39,099 --> 00:11:40,298
Loki?
224
00:11:40,300 --> 00:11:43,868
A Loki more powerful than you.
225
00:11:43,870 --> 00:11:45,737
Your worst nightmare.
226
00:11:46,405 --> 00:11:49,274
Nay. It is not really you.
227
00:11:49,276 --> 00:11:51,876
I am the Loki
of your mind.
228
00:11:51,878 --> 00:11:54,345
The brother
you could have saved,
229
00:11:54,347 --> 00:11:55,780
but didn't.
230
00:11:55,782 --> 00:11:58,049
You failed me.
231
00:11:58,851 --> 00:11:59,784
No.
232
00:11:59,786 --> 00:12:02,120
I always loved my brother.
233
00:12:02,122 --> 00:12:05,056
I wanted him to ride
into battle by my side.
234
00:12:05,058 --> 00:12:06,925
Liar!
235
00:12:08,828 --> 00:12:12,964
I see the truth you won't
even admit to yourself.
236
00:12:16,368 --> 00:12:18,002
BLACK WIDOW: Still think
this is fun, Hulk?
237
00:12:18,004 --> 00:12:19,838
(SNICKERS) Yes.
238
00:12:21,273 --> 00:12:23,241
The data core
should be through here.
239
00:12:25,778 --> 00:12:27,779
(HULK SCREAMING)
240
00:12:39,925 --> 00:12:41,092
Stay.
241
00:12:43,229 --> 00:12:44,295
Sit.
242
00:12:46,866 --> 00:12:47,932
(HULK CHUCKLING)
243
00:12:51,771 --> 00:12:53,037
BLACK WIDOW: It won't
take long
244
00:12:53,039 --> 00:12:54,906
for those things to find
a way back up here.
245
00:12:55,775 --> 00:12:57,142
I won't need long.
246
00:13:02,248 --> 00:13:03,848
Wow.
247
00:13:03,850 --> 00:13:05,850
And I thought the Power Prism
was just a weapon.
248
00:13:05,852 --> 00:13:07,051
HAWKEYE: It's not?
249
00:13:07,053 --> 00:13:08,453
It's a living creature.
250
00:13:08,455 --> 00:13:11,356
A sentient being
that feeds off emotions.
251
00:13:11,358 --> 00:13:15,059
Huh. That gem's probably not
a popular Mother's Day gift.
252
00:13:26,839 --> 00:13:30,041
Looks like we're about
to learn more about Doctor Spectrum.
253
00:13:38,918 --> 00:13:40,351
Focus on Loki!
254
00:13:46,992 --> 00:13:50,161
Thor's not the only Avenger
with fears he can't face.
255
00:13:50,963 --> 00:13:52,363
(SCREAMING)
256
00:13:56,936 --> 00:13:59,237
You left me to die, Steve.
257
00:13:59,239 --> 00:14:00,805
The Winter Soldier?
258
00:14:00,807 --> 00:14:04,008
Now others will pay
for your failure.
259
00:14:04,010 --> 00:14:07,345
Bucky, I didn't fail.
I tried to save you.
260
00:14:07,347 --> 00:14:09,047
Is that how
you sleep at night?
261
00:14:09,049 --> 00:14:11,049
By lying to yourself?
262
00:14:12,384 --> 00:14:13,618
(GROANS)
263
00:14:16,188 --> 00:14:17,555
You built
this guy's tech.
264
00:14:17,557 --> 00:14:19,891
Any idea what Spectrum's
doing to them?
265
00:14:19,893 --> 00:14:22,293
The Power Prism works
on emotional energy,
266
00:14:22,295 --> 00:14:25,630
turning strong feelings like
guilt and fear into reality.
267
00:14:25,632 --> 00:14:26,965
Well, then, I'm safe.
268
00:14:26,967 --> 00:14:28,600
There's not much
I'm afraid of.
269
00:14:28,602 --> 00:14:30,568
Other than a bad haircut.
270
00:14:30,570 --> 00:14:32,370
(SCREAMS)
271
00:14:32,372 --> 00:14:34,873
Don't underestimate
his power, Tony.
272
00:14:36,876 --> 00:14:40,111
You brought me back, Stark.
Ultron?
273
00:14:40,113 --> 00:14:44,182
The destructionI reaped is on your head.
274
00:14:45,050 --> 00:14:46,618
We defeated you.
275
00:14:48,187 --> 00:14:49,354
Did you?
276
00:14:49,356 --> 00:14:51,990
Or are you stillfighting me
277
00:14:51,992 --> 00:14:54,525
in your worst nightmares
278
00:14:54,527 --> 00:14:56,294
and losing?
279
00:15:11,977 --> 00:15:14,946
SPECTRUM: I feed upon
your fears.
280
00:15:14,948 --> 00:15:16,447
Your emotions.
281
00:15:16,916 --> 00:15:18,583
Yes!
282
00:15:18,585 --> 00:15:21,486
My full power has returned!
283
00:15:25,557 --> 00:15:29,227
SPECTRUM: The Squadron Supreme
destroyed their own planet.
284
00:15:29,229 --> 00:15:33,164
And now, Avengers,
you will be responsible
285
00:15:33,166 --> 00:15:36,267
for destroying yours.
286
00:15:37,970 --> 00:15:40,104
Behold, Avengers,
287
00:15:40,106 --> 00:15:44,075
as I make your worst
nightmare a reality.
288
00:15:45,945 --> 00:15:47,345
You think you're infallible.
289
00:15:47,347 --> 00:15:51,249
But your mistakes,Iron Skull, Thanos, me,
290
00:15:51,251 --> 00:15:53,418
nearly destroyed the world.
291
00:15:53,420 --> 00:15:55,153
Talk about hitting
where it hurts.
292
00:15:58,290 --> 00:16:00,024
I know this isn't real.
293
00:16:00,026 --> 00:16:02,994
You've always treated me
as if I wasn't there.
294
00:16:02,996 --> 00:16:06,064
You abandoned me.
295
00:16:06,999 --> 00:16:08,232
Very noble of you.
296
00:16:08,234 --> 00:16:10,301
Protecting Midgard
when you didn't even
297
00:16:10,303 --> 00:16:12,737
protect your own
brother as a child!
298
00:16:16,141 --> 00:16:18,109
I left you alone, Avengers.
299
00:16:18,111 --> 00:16:20,611
Should have done
the same to me.
300
00:16:23,983 --> 00:16:26,050
ANT-MAN: Bill, stop
using the Prism
301
00:16:26,052 --> 00:16:28,219
before you destroy
the whole planet!
302
00:16:28,221 --> 00:16:30,021
You don't understand.
303
00:16:30,023 --> 00:16:32,023
I've never had control
of the Prism.
304
00:16:34,727 --> 00:16:36,694
(GRUNTS)
305
00:16:36,696 --> 00:16:40,431
BLACK WIDOW: They need
backup now.
306
00:16:40,433 --> 00:16:41,766
(ALARM BEEPING)
FALCON: I must have dug too deep
307
00:16:41,768 --> 00:16:43,134
into the security system.
308
00:16:43,136 --> 00:16:45,536
It triggered
the Citadel self-destruct.
309
00:16:45,538 --> 00:16:47,171
Thanks for no warning!
310
00:16:53,012 --> 00:16:54,379
(GRUNTING)
311
00:17:03,255 --> 00:17:04,622
Great, the Citadel's flooded.
312
00:17:04,624 --> 00:17:07,325
Waterlogged databanks
tell no tales.
313
00:17:07,327 --> 00:17:09,027
No worries, Hawkeye.
314
00:17:09,029 --> 00:17:11,095
This wasn't my first
emergency backup.
315
00:17:15,567 --> 00:17:18,803
No! Please, stop!
You're better than this!
316
00:17:29,214 --> 00:17:31,149
All right,
that's it, Bucky.
317
00:17:31,151 --> 00:17:32,517
I won't fight you.
318
00:17:32,519 --> 00:17:34,218
I won't give you the power.
319
00:17:36,188 --> 00:17:39,090
Then you will
be destroyed.
320
00:17:39,092 --> 00:17:40,358
Bucky, you're right.
321
00:17:40,360 --> 00:17:41,659
I failed you.
322
00:17:41,661 --> 00:17:44,295
And I will live
with that forever.
323
00:17:44,297 --> 00:17:46,364
CAPTAIN AMERICA: I accept
that burden.
324
00:17:47,766 --> 00:17:49,067
No!
325
00:17:52,538 --> 00:17:54,739
Let's do whatever
Cap did.
326
00:17:54,741 --> 00:17:57,175
Well put.
327
00:17:57,177 --> 00:18:00,578
Loki, I regret
not doing more for you.
328
00:18:00,580 --> 00:18:02,613
There is a part of me
that does not believe
329
00:18:02,615 --> 00:18:04,248
you can ever be good.
330
00:18:04,250 --> 00:18:06,117
But I will never lose hope.
331
00:18:14,760 --> 00:18:17,128
Ultron, I don't
know everything.
332
00:18:17,130 --> 00:18:18,629
There, I said it.
333
00:18:18,631 --> 00:18:20,765
Sometimes I act
before I think.
334
00:18:20,767 --> 00:18:23,201
And because of that
I put the whole world at risk.
335
00:18:23,203 --> 00:18:25,803
But that is something
I can and will fix.
336
00:18:30,109 --> 00:18:33,277
SPECTRUM: You will not
stop me, Avengers!
337
00:18:33,279 --> 00:18:36,647
If I cannot
find peace, no one can.
338
00:18:36,649 --> 00:18:38,249
Well, I'm out of ideas.
339
00:18:38,251 --> 00:18:39,717
FALCON: Avengers!
340
00:18:39,719 --> 00:18:41,786
Ant-Man was right.
341
00:18:41,788 --> 00:18:41,786
Spectrum's not a villain.
342
00:18:41,788 --> 00:18:46,290
Things have sort of changed
since I talked to you last.
343
00:18:46,292 --> 00:18:49,260
No, your gut
instinct was dead on.
344
00:18:49,262 --> 00:18:51,262
This isn't you!
345
00:18:51,264 --> 00:18:53,865
The Prism,
it's controlling you.
346
00:18:53,867 --> 00:18:56,167
It's too late for me.
347
00:18:57,336 --> 00:18:58,870
Ant-Man understood
348
00:18:58,872 --> 00:19:00,905
and now
the rest of us do, too.
349
00:19:00,907 --> 00:19:03,207
You couldn't stop your
own planet from blowing up.
350
00:19:03,209 --> 00:19:05,676
But you can stop it
from happening again.
351
00:19:07,513 --> 00:19:10,281
You can't force me
to destroy our planet!
352
00:19:10,283 --> 00:19:12,617
You're acting like
you have a choice.
353
00:19:17,523 --> 00:19:19,690
We can't do this!
354
00:19:21,326 --> 00:19:22,894
I refuse!
355
00:19:22,896 --> 00:19:25,663
You don't control
the Power Prism, Spectrum.
356
00:19:25,665 --> 00:19:27,565
He controls you.
357
00:19:27,567 --> 00:19:29,300
No!
358
00:19:33,238 --> 00:19:34,872
The Prism picked me.
359
00:19:34,874 --> 00:19:37,275
I cannot choose
to be rid of him.
360
00:19:37,277 --> 00:19:39,277
He's part of me.
361
00:19:39,279 --> 00:19:41,379
So that's why you wanted
the power amplifier.
362
00:19:41,381 --> 00:19:42,947
Not to amplify
the Prism,
363
00:19:42,949 --> 00:19:45,183
to increase
your control over it.
364
00:19:45,185 --> 00:19:47,552
But now it's too late.
365
00:19:47,554 --> 00:19:50,521
It is never too late
to correct your mistakes.
366
00:19:50,523 --> 00:19:52,356
Let go of your fears.
367
00:19:52,358 --> 00:19:54,258
CAPTAIN AMERICA:
You can do this!
368
00:19:54,260 --> 00:19:55,860
SPECTRUM: Argh!
369
00:19:57,196 --> 00:19:58,496
(SCREAMING)
370
00:20:00,199 --> 00:20:01,632
(SCREAMING)
371
00:20:03,969 --> 00:20:06,237
(MOANING)
372
00:20:09,308 --> 00:20:10,741
Doctor Spectrum!
373
00:20:15,414 --> 00:20:16,814
Call me Bill.
374
00:20:24,923 --> 00:20:27,858
Welcome back.
375
00:20:27,860 --> 00:20:31,395
I knew it was only a matter of
time before you abandoned him.
376
00:20:31,397 --> 00:20:32,663
(BEEPS)
377
00:20:32,665 --> 00:20:34,799
No, he was only baggage.
378
00:20:34,801 --> 00:20:37,268
You no longer need a host.
379
00:20:39,338 --> 00:20:43,574
Finally, the true
Doctor Spectrum revealed
380
00:20:43,576 --> 00:20:45,910
and the next step
of our plan is complete.
381
00:20:46,678 --> 00:20:47,745
Welcome
382
00:20:47,747 --> 00:20:49,480
to the Squadron Supreme.
383
00:20:51,650 --> 00:20:53,251
HAWKEYE: No,
it's a great idea.
384
00:20:53,253 --> 00:20:55,486
S.H.I.E.L.D. needs qualified
scientists to help crew
385
00:20:55,488 --> 00:20:56,988
their space explorations.
386
00:20:56,990 --> 00:20:59,357
And maybe help you start
a new life on another planet.
387
00:20:59,359 --> 00:21:01,726
I just want to thank you
for saving me.
388
00:21:01,728 --> 00:21:03,794
I thought I'd be trapped
by the Prism forever.
389
00:21:03,796 --> 00:21:05,396
You saved yourself.
390
00:21:05,398 --> 00:21:06,998
We just reminded you
who you really are.
391
00:21:07,000 --> 00:21:08,633
It was more than that,
Avengers.
392
00:21:08,635 --> 00:21:11,869
Ever after all I'd done,
you still believed in me.
393
00:21:11,871 --> 00:21:13,437
I think we've
all learned
394
00:21:13,439 --> 00:21:15,906
not to judge based on
our past mistakes.
395
00:21:17,442 --> 00:21:19,010
So, that's another one down.
396
00:21:19,012 --> 00:21:21,312
Who wants to help me
get the next guy on my list?
397
00:21:21,314 --> 00:21:22,513
Anyone?
398
00:21:25,450 --> 00:21:27,351
(GLASS BREAKS)
Whoops.
399
00:21:28,920 --> 00:21:30,955
A simple "No, thanks"
would have done.
400
00:21:31,005 --> 00:21:35,555
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