(GRUNTS)
You can run,
but you can't fly!
I don't need to.
Really?
(GRUNTS)
(GRUNTING)
Give up? (GRUNTS)
CAPTAIN AMERICA: Do you?
IRON MAN:
We don't actually need
to see you're scattered atoms
to prove my point.
The point being
your video game
has some nice graphics?
Sure.
- Flattery won't. - Get you un-atomized.
You want to survive,
you got to change
with the times.
- Spend a few decades. - Frozen in ice,
- Then we can talk. - About survival.
- JARVIS: - Sir, I believe you. - Would call that a burn.
Point to Jarvis,
master of the obvious.
- I've already designed. - New armor for you, Cap,
- Plus an upgrade. - To the shield.
- Don't worry, - I kept the color scheme.
- Tony, armor would. - Slow me down.
And my shield is like
an extension of my arm.
- If you change it. - In any way...
Just say it.
- Say, "Tony, - I'm afraid of new tech."
Admitting you have
a problem is always
the first step.
Gosh, Mr. Big Brain,
your modern tech
is so gol-darn
confusing.
How does this contraption
turn water into coffee?
Is it coal power,
or is it a miracle?
Hmm. Sarcasm must be
a modern invention
because when you do it,
it just sounds wrong.
Say, if I hit this,
will the whole building
just launch into the sky?
Uh, the Aven-Jet? Yes.
- I know, - I read the manual.
- I don't have. - A problem. - With technology.
But no machine
can replace
human intuition
or just plain guts.
- You're saying. - I don't have guts?
- JARVIS: - Sir, there's a broadcast
I suggest you watch.
- On your newfangled. - Magic picture box?
Enough.
You call them "Avengers"?
- I call them. - Loose cannons.
(GROWLS)
Hammer tech offers better,
safer high-tech
protection from evil,
without the unbearable
ego of Tony.
"The Phony" Stark.
- Avengers, - I challenge you.
- Come on down. - And see for yourself.
That I can do a better job
of hero-ing than you can.
I'm Justin Hammer,
- and I approve. - Telling the Avengers.
- To stuff it. - For a safer America.
- Someone doesn't. - Like you.
- A lot of people. - Don't like me.
None of them
are as annoying
as Justin Hammer.
Jarvis, get me
coordinates and
call the gang.
IRON MAN:
Hammer's a wannabe.
Smart-ish.
- He's a weapons tech guy, - like I am.
Only he's got no skill,
talent, or tact.
- CAPTAIN AMERICA: - Since when. - Do you have tact?
- Why are we. - Taking his bait?
- Because on. - The off chance.
- He really did build. - Something dangerous,
- We don't want. - A guy like Hammer.
Running around
with an atomic bomb
in his pocket.
- And he called you. - Out on TV.
And that.
- You accepted. - My invitation.
Mango iced tea?
I made it myself.
- Whatever sad, little game. - You're playing, Hammer,
Let's get it over with
so I can get back to
something more meaningful.
Like anything.
I just wanted to run
a little experiment.
The Avengers
against one of my
humble inventions.
- Seriously? - What could possibly...
(YELLS)
(HULK GROWLING)
Huh?
Meet the Super-Adaptoid,
superhero of the future.
It's time to put
your metal where
your mouth is,
Iron Man.
IRON MAN: Wow!
- You invented. - A sucker punch machine.
Congrats!
- Oh, he's a lot. - More than that.
- Go on, - take a whack at him.
(IRON MAN GROANING)
(GRUNTS)
HAWKEYE: Guys, come on!
Came all the way out here,
let's at least
enjoy the show
for a few seconds.
- Maybe Stark. - Will get punched again.
- Thanks for. - The support, - Hawkeye.
You're the best.
Hammer's toy robot
packs a wallop, barely.
Oh, look,
it's scanning us
for weaknesses.
That is adorable.
CAPTAIN AMERICA:
Don't get cocky...
Cockier.
It's learning.
- Then let's take it. - To school.
I give him an F.
Whoa.
F-minus.
THOR: In Asgard, we do not
have a grading system
such as this.
- But I will. - Play along.
I give him a G!
(GRUNTS)
HULK: Make that an H.
Next time,
school's out,
then bam.
Work for you?
Ah-ha!
I see what
you did there.
You ruined my only model!
- It'll take me forever. - To build another.
Next time you build
something to
attack us with...
Don't.
(GULPS)
- Can't blame a guy. - For trying.
Actually, we can.
- Stay out of the. - Weapons game.
Before you hurt someone.
It's never that easy.
I'm going to sue!
That'll teach you!
Lawyer up, blue boy!
- Because I'm going. - To sue you all!
My ride is leaving.
That was exceptional.
You're sure you're
getting all this?
(ROBOTS BEEP)
'Cause we're ready
for Phase Two.
HAWKEYE:
A Super-Adaptoid
that can't adapt?
Hammer should've
called it Stupor-Adaptoid.
- Oh, why so blue, - big green?
- He hardly got. - To smash anything.
- Besides Hammer's. - Junk bot.
- Left a 10 gallon. - Tub of peanut butter.
For this stupid mission.
Better still be there.
What did you scan
from the Adaptoid
during the battle?
- I scanned it. - Being crushed. - To bits. Why?
- I'd just like. - To see the data, - That's all.
- You said it was. - Scanning us?
There's nothing to see.
Nada, zip, zero.
- Hammer came at us. - With his cheesy robot.
We tore it apart.
That "cheesy robot"
started to adapting
to your fighting style
and was about
to use Falcon's
weapons against him.
And don't you think it's
strange to spend billions
on a robot
just to let us crush it?
- Hammer can't be. - A complete idiot.
- Oh, Hammer. - Is a complete idiot.
Really. He's just
a geek with armor envy.
Data, please.
Not my idea of a good time,
but knock yourself out.
If any of the math
looks complicated,
that's because it is.
I can do this.
(COMPUTER WHIRRING)
(SIGHS)
- If you just say, - "I meant to do that,".
- It pretty much. - Covers everything.
(CHUCKLES) Thanks.
- I don't want. - To overstep,
But if you need
help with the tech,
just ask.
Probably sort of
challenging for
someone of your age.
Sam, I'm barely
older than you.
I slept through a lot,
but I woke up
to a world of marvels.
I really think
this stuff is the tops.
- Cool. But just. - So you know,
- Nobody says. - "the tops" anymore.
- What are you. - Looking for anyway?
- Hammer played. - Right into one. - Of Stark's blind spots.
- He threw. - A machine at Tony.
And Stark believes
he's master
of all machines.
Right there.
Whoa.
- Those are. - Undifferentiated. - Micro-clusters.
Tiny machines...
That can be
repurposed in response
- to new programing, - right?
- Futura. - Never Miss an issue.
Tony thought the Adaptoid
was scanning us
for weaknesses.
But it can do
more than that.
Better call him.
(BOTH GROANING)
HAMMER: (ON SPEAKERS)
Gentlemen, you left so soon.
- Our little test. - Wasn't over.
See, first.
Super-Adaptoid learns,
then he adapts.
Capisce?
He hit me with
a repulsor blast
just like yours.
What is this?
IRON MAN:
Don't quote me on this,
but, uh,
I've got no idea.
Soil your armor yet,
Stark?
CAPTAIN AMERICA:
Hammer's machine wasn't
scanning us for weakness.
- It was learning. - I got it, Cap!
When was the last time
you tasted uni-beam, Stark?
Taste this.
- (GRUNTING) - (GRUNTING)
Stuff it, Stark.
Iron man!
No one uni-beams me!
- That's not. - Going to work!
(IRON MAN SCREAMING)
- You should listen. - To your team.
- You still. - Don't get it.
(GRUNTS)
Smooth.
- I'll have to. - Remember that one.
The beauty part
is recalling
you're every move,
shouldn't be a problem.
- I feel like. - Causing trouble.
- You feel like. - Stopping me?
- Gonna listen. - To me now? - You bet.
- Soon as I. - Remind Hammer.
- That anything. - He can build,
I can break.
- CAPTAIN AMERICA: - Tony!
- Don't worry, - I got him.
(GRUNTING)
- This doesn't look. - Anything like listening.
I hate robots.
Aye. Shall we begin
the smashing, then?
(GRUNTS)
(ROARING)
(BOTH YELLING)
As Adaptoid is hit
with new weapons,
energy, or powers,
it can copy them
by creating new devices,
- new weapons. - And new tactics.
Like that one.
- IRON MAN: - What's the game, - Hammer?
You don't get to be
superhero of the future
by attacking us
over New York city.
True. Maybe that
was a little fib
on my part.
Maybe I have bigger
plans for the Adaptoid.
And I bet you just wish
you knew what they were.
- Well, that wasn't. - Ominous at all.
Hmm...
Turbines approximating.
Falcon's speed,
my repulsor tech,
Hulk's excess density
and strength,
- Cap's shield, - obviously...
- How did you. - Figure it out, Sam?
- I didn't. - It was Cap.
Cap? I hate it
when he's right...
- Especially when it means. - I'm wrong.
- THOR: Go back. - To school, robot.
(GASPING)
- (GRUNTS) - (GROANING)
(ROARING)
(LAUGHS)
That was a good jest, yes?
Just light it up.
- HAMMER: It's not going. - To be that easy!
- Ha! We were. - Not finished!
- Ready up, Avengers. - This isn't over yet.
- I have. - A strategy...
We're all good, Cap.
That thing just took
a face full of Hulk
and kajillion volts
of Asgardian lighting.
It's toast.
HAMMER: Really?
You're the ones
about to burn.
(GRUNTING)
- CAPTAIN AMERICA: - When are you. - Going to learn?
It's learning our moves
and mimicking our powers.
- We have to try. - A new way. - Of doing things,
- Different than. - We're used to.
I'm on it!
Bring it on, little bird.
If the Adaptoid
can steal what
our moves are,
- then we can't be. - Ourselves.
- Ooh! I call. - Handsome billionaire.
HAMMER: You're all limited
by years of experience,
hardened into habit.
But all my Adaptoid
does is grow and
change and learn.
(GRUNTING)
Learning takes too long.
(ROARING)
(SCREAMING)
(GRUNTS)
- Let's try. - A combined assault.
If we can overwhelm him,
we can wipe that smirk
off his face.
Come on!
Keep it occupied!
We need better tools!
Avengers, attack!
You don't think a.
Adaptoid can handle
you all at once?
(SONIC BOOM)
(SCREAMING)
Whoa!
Hawkeye, missiles!
I am all over them.
Good boy!
- But can you stand. - Some Falcon power.
- Mixed with Thor. - Brand lighting?
Whoa!
My hair!
Oh, no, no, no.
Sneak attack?
That will not do.
(GRUNTING)
(SCREAMING)
All taken care
of except...
Me!
Zap.
(GRUNTS)
- HAMMER: Ha! Too bad. - You don't know. - How to adapt.
Now, where were we?
Time to put your metal
where your mouth is,
Iron Man.
- JARVIS: - System failure.
HAMMER: Ah, Tony.
- May I call you Tony? - No.
- Are you man enough. - To admit my hardware.
Is bigger and much,
much better than yours?
Where's the famous.
Stark snark, huh?
- Finally bowing. - To the better man?
(COMPUTER WHIRRING)
Here's a tip.
When you're busy
monologuing,
- you're not busy. - Noticing that. - Your butt's.
About to get beat
red, white, and blue.
Huh?
(SCREAMING)
Copycats never
get far, Hammer.
- Hope you know. - You're finished.
Finished?
Not nearly.
All right, new plan.
(GROANING)
- IRON MAN: - Everyone accounted for?
Cap!
Run away?
I'm faster.
- Hide? - I'll find you.
Adaptoid's mastered
all your tricks,
remember?
- (GRUNTS) - (LAUGHING)
- I don't mean. - To hurt your feelings,
- But there wasn't much. - To learn tech-wise.
From a relic like you.
(GRUNTING)
Before we wrap this up,
- I want to patch in a friend. - To enjoy this victory.
Skull, are you getting this?
Figures you're not alone.
HAMMER: So, tell me,
- how's my audition. - Going for you so far, huh?
- RED SKULL: - Impressive.
- But, Herr Hammer, - I must caution you.
Not to underestimate.
Captain America.
He's more formidable
than you can imagine.
He's puny.
And old.
And no match
for my modern
mechanical mayhem.
(GRUNTS)
I am good.
Cornered.
Just what I wanted.
- Ha! My tech. - Was too much.
For tired old.
Captain America?
Guess our little
experiment is finally over.
(ALARM WAILING)
(GRUNTS)
(CAPTAIN AMERICA PANTING)
Cap, what are you doing?
It's called adapting.
Great plan.
- Expect the Aven-Jet. - Has a monster-sized - Hole in it,
- And any second. - You're going. - To run out of air.
Um... I meant to do that.
(GRUNTING)
(LAUGHING)
I'm surprised at you.
- Aren't you the one. - Who keeps telling Stark.
- Not to use. - The same old moves?
- (PANTING) - What a shame.
Huh?
- IRON MAN: - Cap, hang tight.
We're on our way.
ETA, two minutes.
Okay, but just wait
for my signal.
- IRON MAN: - Wait, what signal?
- You'll know it. - Got to go.
You are a wily one,
Mr. America.
It's Captain.
And I meant for you
to catch my shield.
Huh?
(BEEPING)
(SCREAMING)
Nice touch.
But I've already taken down
gods and monsters.
You're just a man.
- So it's only. - A matter of time.
And still going.
Let's face facts, Cap.
- You're not going. - To win this fight.
- Because you borrowed. - A bow and arrow.
- CAPTAIN AMERICA: - You tech-heads. - Are all the same.
You always forget
one simple variable.
(GRUNTING)
Good old-fashioned guts.
Why can't I hit you?
You copied the moves
of the teammates
I spar with every day.
- Now, I know your robot. - Better than you do.
For example,
Thor always drops
his left guard.
Like that!
And Falcon always flares. - His wings whenever - He's thrown for a loop.
Like that!
(STATIC)
Yeah? Well, maybe
you know them,
but I bet you
don't know yourself
as well as you think.
I'll take that bet.
See 90% of the time
I dodge to the right
when I throw my shield.
(GRUNTING)
- But never in front. - Of a window.
Huh?
(GRUNTING)
(STRAINING)
That was the signal,
in case you missed it!
Aw, pig's feet.
- Time to end this, - don't you think?
- School is out. - For summer!
Cap?
- Come out, come out, - wherever you are.
If you're still alive.
- Oh, man, I hope. - You're still alive.
Cap!
Tony!
So that was your plan?
Trash the Aven-Jet
and shoot it into space?
Don't worry, Tony.
- I'll lend you a book. - On home repair.
But wait,
you do know what
a book is, right?
Yeah.
- There are a few old-fashioned. - Things worth keeping around.
- HAMMER: - I deserve to be. - In the cabal.
- Next time, - it'll work better.
You got to understand,
this is just a minor
setback, okay?
RED SKULL: Indeed.
But I'm afraid
your services will
not be required.
Aw, come on!
I'm begging you.
- Give me. - Another chance.
- I almost beat them. - I almost...
- Imbecile. - (DISCONNECTS)
But still, an imbecile
with an important tool.
M.O.D.O.K, do you
have what you
need to rebuild it?
Some of it.
Most of the machine
burned up on re-entry,
so it's only
about 20% viable.
But it's already
healing itself.
Hammer failed
in his audition
for our little cabal,
- but his machine. - Did not.
All it needs
is a better pilot.
- IRON MAN: - Okay, wait a second.
- So, explain to me again. - How you memorized - All our moves.
Without the aid
of a single machine.
- You just wouldn't. - Understand.
- Good old-fashioned. - Human ingenuity.
Maybe. Maybe not.
But I'd be
willing to learn.
In that case.
Humbled and impressed
in one day.
I think I hate today.
Impressed by this?
- It's just. - A little something. - I whipped up.
- On my handy. - Dandy Starkpad.
- Now, let's go. - Over the battle.
Hold on.
I want to take notes.
Learning.