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Avengers: Rage of Ultron

Summary:

"We create our own demons..."
Little did Tony Stark know how true his words would become.

_____

This is a Canon Compliant-ish rewrite of Age of Ultron. It's a bigger, more in-depth, and longer/ uncut version of the movie that dives into the destruction of fear and the strength of family.
In this fic, we will explore the team's dynamics and flesh out their relationships, with each member interacting with the others in ways we couldn't see on screen.

This fic is written in a way that blends traditional novel writing with a screenplay. Screenplay rules are very loosely applied.

Read notes before reading. :)

Notes:

I love love love Age of Ultron. It is one of my favorite MCU movies of all time. What I love so much about this movie is that in the first 30 minutes or so, we get to see the team truly work together and be a family. In this fic, there will be a WHOLE lot more of that. :)
I love MCU Ultron, and he's one of my favorite villains of all time. I think his character was so interesting and could have been taken in so many different directions. I wish he had been fleshed out more, but I understand that with the construction of the time, it had to be cut down a lot.
With writing, however, you can flesh out and go in-depth with everything without having to make it fall within a time limit.

The fic will flow with the beat of a movie, but a really, really long movie.

Chapter 1: The Scepter

Notes:

(See the end of the chapter for notes.)

Chapter Text

“The most destructive element of the human mind is fear. Fear creates aggressiveness; aggressiveness engenders hostility; hostility engenders fear, a dangerous circle.”

-Dorothy Thompson

 

FADE OUT:

 

FADE IN:

 

“The oldest and strongest emotion of mankind is fear, and the oldest and strongest kind of fear is the fear of the unknown.”

-H.P. Lovecraft

 

—--------------------------------------------------------------

FADE OUT:

BLACK

We open to the sound of wind whistling and echoing eerily in the background.

CUT TO:

EXT. SOKOVIAN MOUNTAIN - DAWN

A snowy mountain area. An old castle can be seen in the distance on top of a mountain.

We pull back to reveal...CAPTAIN AMERICA (STEVE ROGERS) perched on a cliff across from the castle. His royal blue suit stands out in the white snow. He’s silent. Intensely watching the castle like a predator stalking its prey.

HAWKEYE (CLINT BARTON) and BLACK WIDOW (NATASHA ROMANOFF) walk up into frame and crouch down, joining Cap, whose eyes never leave the castle.

STEVE

Are you positive he’s in there?

CLINT

Coulson’s certain about it. Several highly illegal shipments and underground transactions all lead to this base.

NATASHA

This is it, Cap.

Steve continues to stare ahead. His face grows more grim and bitter.

STEVE

Last time I was here, I blew this place to kingdom come. Yet another thing that built itself in the shadows while I was in the ice.

With that being said, Steve stands up. He looks evangelical standing on top of the mountain in this extreme wide shot, chest pushed outward, head held high, one leg resting on top of a boulder, and looking down at the castle. The sun rises over the horizon, shining on him and giving him a heavenly glow.

STEVE (CONT’D)

Stay sharp. We don’t know exactly what Strucker stole from SHIELD, but if he does have the Scepter...things can get ugly real fast. 

Beside him, Clint scowls at the mention of the Scepter, still bitter by his experience with it.

STEVE (CONT’D) 

HYDRA’S always got a trick up their sleeve.

NATASHA

This time... 

She cocks her gun.

NATASHA (CONT’D)

...so do we .

CLINT

They won’t see this coming.

TONY(O.S) 

Satellite scans are complete, Cap.

The three turn around as the camera closes in behind them revealing ...

The Avengers Quinjet. It comes to life after its camouflage panel is deactivated. 

The cockpit opens. IRON MAN (TONY STARK) and BRUCE BANNER (HULK) walk onto the ramp. Bruce, despite the cold, removes his shirt. They stand by, awaiting orders.

Just then, as if on cue, in the far distance, thunder crackles through the dawn sky.

A rainbow of colors fused with lightning showers down on the spot between the Quinjet and the three Avengers. It sends a wave causing the snow to blow away from the sheer force of the mighty Bifrost.

THOR ODINSON descends, Mjolnir in hand. He smirks and nods at his fellow Avengers.

TONY

Right on time, Point Break.

Steve grins at Thor, giving him a slight nod of his head. He turns towards the castle, face morphing into stern determination. 

STEVE 

Let’s cut off their heads.

CUT TO:

INT. HYDRA BASE - DAY.

A dark, eerie basement. The camera slowly zooms into two cells engulfed in darkness. In it, we can just barely make out the silhouette of two people. One twitches with a dangerous amount of energy. The other, in contrast to the former, sits dangerously still.

A muffled explosion rumbles in the distance, sending small waves into the basement. The girl looks up. Her eyes glow mysteriously red. Scarlet red.

She glances at the boy, who has stilled himself to share a wordless look with the girl.

Another muffled rumble, followed by a blaring alarm.

EMERGENCY VOICE(O.S)

We are under attack.

The girl glances back up. She smiles. It grows wider and more sinister.

The music crescendos-

Into the Hulk’s roar.

EXT. SOKOVIAN BASE- DAY

A continuous shot of the Six Avengers, a beacon of justice, storming in. They leave well-deserved chaos in their wake. 

Natasha drives a stolen HYDRA truck with Clint in the back, shooting everything and anything that moves. It’s magnificent. He never misses a single shot. And he doesn’t even need to look where he’s shooting. 

Behind them, the Hulk roars in pure rage as he barbarically pounds the ground, charging towards a HYDRA cannon.

Thor flies in with lightning trailing behind him and strikes the ground with incredible strength, sending a shockwave of lightning, paralyzing the HYDRA goons and leveling the field. He takes off, not wasting time, to the top of a nearby tower, besting the goons in hand-to-hand combat.

A goon falls off the tower right onto Captain America’s path. Steve, revving his motorcycle, effortlessly grabs the stray goon, and drags him on the ground before tossing him like a ragdoll into the distance. Cap flies over a cliff and reaches behind him to chuck his shield mid-flight, taking out several hidden HYDRA goons in one throw. The shield ricochets off the trees, and lands satisfying in his hand just as he lands. He rides forward, grabbing a weapon from a goon and tossing it high in the air just as Iron Man flies by.

Tony grabs the weapon and breaks it mid-flight, tossing it into the distance. He flies at incredible speeds, going high and low, maneuvering through the trees and the rocky terrain, blasting any enemy that’s in his way. He lands seamlessly just as Steve slows down on his motorbike. Steve angles his back towards Tony, Shield shining bright, as Tony charges up a unibeam from his chest piece aiming it at the shield. The beam bounces off and obliterates several cannons. Then Iron Man takes off to the skies and Captain America drives away.

A roar can be heard in the distance and Hulk emerges again, savagely taking out the HYDRA goons like insects. 

An explosive arrow flies into frame and the camera pans to reveal Hawkeye and Black Widow. The HYDRA goons stupidly try to climb into the truck to take them out. Clint quickly maneuvers out of the way and sticks an arrow into one of their throats. Natasha, still driving, strikes a goon with a nasty hook and side-kicks them away. Nat turns the truck to the side with a sharp turn just as she and Clint jump out.

In the background, the other Avengers can be seen coming together right before-

They all enter the frame in an epic, slow-motion Hero Shot.

As they go in different directions, we follow Iron Man as he flies into the sky towards the castle. He hits something, a force field-like contraption, and his suit sparks from the impact.

TONY

Fuck!

EXT. HYDRA BASE- DAY- CONTINUOUS

Cap flings his shield at impossible speeds while on his motorbike, catching it seamlessly after it takes out several HYDRA agents.

STEVE

Stark! You okay?

IRON MAN HUD

TONY

Yup, Cap. Just peachy.

Steve

Good. Then watch your language.

Steve smirks as he says this, clearly being obnoxious to tease Tony. 

TONY(O.S)

You did not just say that.

Steve spots multiple goons pop out onto his path, weapons drawn. Without a second thought, Cap flips over this motorbike, using the momentum to chuck it toward the goons; it causes a small explosion. 

Steve lands perfectly on his two feet and watches as the bike causes a small explosion, satisfied.

STEVE

JARVIS, what’s the view from upstairs?

EXT. SPACE- CONTINUOUS

We pan towards a satellite orbiting Earth. It has a STARK INDUSTRIES logo embedded on it. We see the battle taking place through JARVIS’S POV.

JARVIS

The HYDRA castle is protected by some sort of extraterrestrial energy field. 

EXT. HYDRA BASE- DAY- CONTINUOUS 

HYDRA storms forward. An army of soldiers with guns powered by Chitauri tech and tanks that glow blue.

They all seem to be charging towards one person specifically.

The camera pans, revealing Thor, standing alone on the battlefield surrounded by an army of HYDRA goons.

He doesn’t look concerned in the slightest. He glances around, and smirks.

Then suddenly, he chucks his hammer. Thor calls it back only to throw it again in the other direction. It looks like an incredible extension of his arm.

JARVIS(O.S)

Strucker’s technology is well beyond any other HYDRA base we’ve taken.

Mjolnir is whipped around in a circle, taking out anyone in its way, before a vibranium Shield joins the fight.

The camera pans around to reveal Steve Rogers running up to the fight next to Thor.

Mjolnir returns to Thor’s hand leaving lighting in its wake. And Cap catches the Shield and slings it on his arm. 

The camera circles the two as they fight back to back.

THOR

Loki’s Scepter must be here. Stucker couldn’t mount this defense without it.

More goons start lining up, getting wind of the commotions. Steve and Thor share a wordless look, a glint in both their eyes.

Steve readies himself, Shield raised, and Thor brings his hammer down hard, sending a massive shock wave, effectively leveling the terrane, knocking down the trees, tanks, and HYDRA goons all around them.

THOR (CONT’D)

At long last.

The two friends fist bump.

EXT. HYDRA BASE- DAY- CONTINUOUS

HYDRA soldiers station themselves at the canons, firing rapidly. Behind them, Black Widow runs into frame and chucks a small grenade, disengaging them.

Before they can register what’s happening, she jumps, delivering a nasty punch to a goon's face. She rolls and pulls herself back up as she grabs onto another goon’s arm and twists, dislocating it. She swings on top of another agent, grabs a 3rd, and smashes them both on the ground.

Nat hears the cock of a gun and doesn’t need to turn around to know it’s aimed at her head. But before the trigger could be pulled, an arrow flies out of nowhere and strikes the goon in the jugular. He falls, choking on his own blood.

Nat turns around and smiles a thank you at Clint Barton as he flips into frame.

NATASHA

At long last it is lasting a little long, boys. Let's wrap this party up.

She swings her leg at a goon trying to sneak on her and shoots several others in the distance. Clint jabs an arrow behind him with his arm and a goon falls, electrocuted. He punches and flips several over, throwing them to the ground.

Something winds up in the distance.

Before his mind can register what’s happening, Clint’s body instinctively pulls Nat down as a cannon fires in their direction, just missing their heads.

He pulls back his arrow, quickly gets up from their crouched position, and lets it rip before he quickly crouches back down. 

CLINT

Yeah. So much for the element of surprise.

An explosion goes off in the distance as the arrow makes contact with the canon, blowing it up.

EXT. HYDRA BASE- DAY- CONTINUOUS

Iron Man flies through the forest, Hulk on his six. They work impressively together as Tony blasts the targets and Hulk smashes through the big guns.

TONY

I’m closing in.

They go over a cliff and Tony flies high towards the castle.

Hulk jumps incredibly high into the air and lifts his fists. His face morphs into an ugly snarl.

HULK

HULK SMASH!!

He brings his fists down hard creating a small crater in the ground. It levels out everything within a mile radius. 

TONY

Yikes. Wouldn't want to be on the receiving end of that.

Tony flies around the building, weaving his way impressively through the buildings and alleyways. The whine of the repulsors echoes through the compound as he strikes the enemies.

INT. HYDRA BASE- DAY

We see a never-ending supply of HYDRA goons gather their weapons and rush outside for battle.

A man rushes into frame and jogs in the other direction, agitated.

STRUCKER (O.S)

Who gave the order to attack?

The man rounds a corner into a Lab where BARON VON STUCKER stands by calmly, hands clasped behind his back. He’s imposing, not with his physical build, but with his aura. Commanding and intelligent. 

MAN

Heir Strucker, it’s the Avengers. They landed in the mountains. The perimeter got panicked.

Strucker stalks forward. His presence is intimidating in a way that’s similar to the Red Skull.

STRUCKER

They must be after the Scepter.

He nods to himself, unworried and eerily calm.

STRUCKER (CONT’D)

We will hold them.

The Man disagrees. He cowers in fear.

MAN

But Sir! They’re the Avengers-

Strucker addresses the room, ignoring the man’s concerns.

STRUCKER (CONT’D)

Deploy the rest of the tanks. Concentrate fire on the weak ones. HYDRA does not surrender.

He stops and glances around the room. There is something sinister in his eyes as he smiles. Like a wolf.

STRUCKER (CONT’D)

The Americans sent their circus freaks to ruin our progress.

He walks over to a set of security cameras which reveal the lab in the basement. It’s the twins. They look creepy from the lack of light and the grainy security footage.

STRUCKER (CONT’D)

(Low and sinister) They will learn to sorely regret that.

A close-up of Strucker’s monocle. It reflects a red light glowing from the footage.

STRUCKER (CONT’D)

Send the twins.

EXT. HYDRA BASE- DAY

There are yelling and battle cries from the HYDRA soldiers. Several run towards the advanced powered cannons and aim them toward the sky at-

Iron Man flies by, dodging several blasts with ease. Seeing it as a lost cause, the HYDRA soldiers redirect their cannons towards the city. Towards the civilians. They shoot.

Shit!

His comms come to life.

STEVE(O.S)

Stark! Is the city taking fire?

IRON MAN HUD

TONY

Yeah, Cap. I got it handled.

Tony angles himself and flies away from the cannons to buy some time.

IRON MAN HUD

TONY (CONT’D)

(To self/scowling) Shoulda known Strucker wasn’t gonna care about civilian casualties. 

JARVIS

Sir, I’ve sent in the Iron Legion. 

IRON MAN HUD

TONY

This is why I love you, J.

EXT. SOKOVIAN SKIES- DAY

In the distance, several Iron Man-looking bots soar through the sky in unison toward the city.

EXT. SOKOVIAN CITY- DAY

Panic and fear. The civilians look over in the distance towards the battle in distress.

Suddenly, the Iron Legion drop from the sky and land hard on the ground with a thud. They have a similar build to the Irom Man armor, but the Legion is skinnier and shorter. Not meant to house a human inside. They’re pained blue and silver, colors to display peace and tranquility. The Avengers logo is embedded into the left chest piece in all of the bots.

They speak robotically.

IRON LEGION

This quadrant is unsafe. Please back away.

Despite their lack of hostility, the civilians do not appreciate the gesture. They feel invaded and attacked.

IRON LEGION (CONT’D)

We are here to help.

A large crowd has gathered around the scene. People of all ages and genders riot, cursing out the Iron Legions for invasion. They throw.

IRON LEGION (CONT’D)

This quadrant is unsafe. Please back-

CIVILIAN

Go home!

Someone yells in the crowd in Sokovain. Other’s joint.

IRON LEGION

We are here to help-

A civilian furiously chucks boiling water at the bot. It chars the helmut. The crowd cheers and join in, throwing various items.

CIVILIAN 2

American scum!

There is a brick wall in the background that comes into view. It’s covered in Iron Man graffiti, the helmet obscured by dollar signs and greed.

The Avengers are not popular here. Now the civilian’s behavior makes more sense.

INT- HYDRA BASEMENT- DAY

The battle above muffles as we descend towards the basement. It’s now very quiet.

The Man from before stumbles through and stops when he spots the cells.

He trembles. Afraid. He shakingly looks over at the twins, who the audience still hasn’t gotten a good look at. It is very horror-esc.

He hesitantly punches some numbers into a lock pad and the cage doors slide open with a hiss.

WHOOSH!

A blue lightning blur zips past the lackey, startling him. Before he could even blink, the Man gets shoved against the opening door.

He falls to the ground with a whimper. He begrudgingly looks up and locks eyes with the girl.

Her eyes snap up, glowing scarlet red. The girl’s neck twitches to the side, and her arm bends forward. She looks unstable and in pain.

The man fears for what’s about to happen.

The camera pans away as we hear his blood-curdling scream as a red misty glow blasts through the room.

EXT. HYDRA BASE- DAY

The camera pans down from the castle and we see a blue blur zipping out, leaving behind an eclectic trail.

EXT. HYDRA BASE- DAY- CONTINUOUS

Clint is on top of a tree. He’s surprisingly well hidden, camouflaging in with the dead branches.

His face is set in deep concentration as he inhales deeply and lets an explosive arrow rip toward a canon.

Clint whips back around.

In the background, there’s a blue lightning blur that dashes past the cannon, and the arrow disappears.

Clint squeezes his eyes shut, bracing for the impact-

Nothing.

Uneasiness boils in Clint’s guts. He opens his eyes and turns around to see why nothing happened-

BEEP BEEP!

Clint’s eyes snap down to see the arrow is now jabbed into the tree he is on, seconds from exploding.

He gasps and jumps off just before it blows.

BOOM!

Clint plummets to the ground from the impact but catches himself in a roll. He gets back up immediately, bow raised, arrow taught in the string, ready to shoot-

ZIPP!

Blue lighting blur.

Clint startles. The sharp, icy wind cuts his skin from the force. Before he could blink, something flashes past him again. He’s disoriented. Then–

WHAP!

Clint gets shoved to the ground by an unknown force. When his mind catches up, he registers a person...a young man with white hair. He has on an old, dirty blue tank top that’s two sizes too big. He’s towering over Clint with a leg planted firmly on Clint’s chest.

The boy looks angry and cocky. He bends down and bears his teeth in a snarl. When he speaks, his accent is thick.

BOY

You didn't see that coming, did you?

They hear gunshots in the distance, and before Clint knows it, the boy is gone.

What the hell!?

Clint scrambles to his feet and aims his bow-

He sees no one. The field is empty. A chill travels down Clint’s spine as his anxiety and breathing spikes. It’s primal.

EXT. HYDRA BASE - DAY- CONTINUOUS.

Nat sees a HYDRA goon get to his feet and pull out a weapon-

She effortlessly does an aerial and brings her leg down hard on the goon’s neck as she lands. She yanks his weapon from his grip and shoots other HYDRA agents running towards her.

Three shots. Three bodies fall to the ground. Nat drops the weapon, finding no use for it now.

Clint jogs up to her from the background. She turns to him with a smile, but her face drops when she sees the confusion and concern on his face.

NATASHA

Clint? What’s wrong?

Clint looks around their surroundings, highly on edge of what’s out there.

CLINT

I don’t know.

His eyes land on Nat’s and they share a quiet, wordless conversation, but a movement behind her grabs his attention. It takes a second to register but Clint’s eyes widen in horror as the cannon he was supposed to take out is pointed right at them. It winds up.

CLINT (CONT’D)

GET DOWN!

BAMM!

Clint shoves Nat out of the way, but he collapses with a sharp yell. He’s been hit.

NATASHA

CLINT!

Nat scrambles to her feet and drops down next to him, immediately digging into her utility belt. She whips out a guze and presses it firmly against Clint’s wound. He hisses in pain through gritted teeth.

His left oblique has been charred off.

NATASHA (CONT’D)

You idiot!

There’s no heat in the words, just extreme worry. Her voice trembles. 

EXT. HYDRA BASE- DAY

Steve perks up. He senses something is extremely off. The wind whistles through the cold air. 

He sees something. Steve slowly walks forward, curious...

Steve narrows his eyes at a section of the castle that’s spewing red energy-

BAM!

Something zips past him and socks him in the jaw. Steve flies back and falls to the ground with a grunt.

He immediately gets to his feet, whipping his head around, high on alert. 

But he sees nothing.

STEVE

Something’s not right on the field. Stay sharp.

He glances back at the castle. The red mist is now gone from the building, leaving him to wonder if it was ever there.

EXT. HYDRA BASE- DAY- CONTINUOUS

Natasha holds her hand to her ear and speaks through the comms.

NATASHA

Clint’s hit!

The cannon builds up energy again in the distance and Nat snaps her eyes towards it.

NATASHA (CONT’D)

Hulk! Smash it!

A roar comes to life, echoing ominously through the forest. The Hulk savagely yet effortlessly smashes through the canon, turning it into a pile of rubble.

NATASHA (CONT’D)

Thank you.

She focuses her attention back on Clint, pressing the gauze to stop the bleeding. Clint groans in pain. Sweat profusely coats his skin despite the freezing temperatures.

EXT. HYDRA BASE- DAY- CONTINUOUS

Steve chucks his Shield at a bunch of incoming HYDRA goons. 

STEVE

Stark!

As it ricochets back to him, he spins, catching it midair and using his momentum to throw it again at another goon, making sure they don’t get back up. 

STEVE (CONT’D)

We need to get inside!

He immediately throws himself down and sweeps his leg, knocking a goon off their balance, and turns around to deliver a nasty punch to another trying to sneak up behind him.

IRON MAN HUD

TONY

I’m closing in.

EXT. HYDRA BASE- DAY- CONTINUOUS

Stark closes in on the base. Several HYDRA goons fire at him with Chitauri-powered weapons. Iron Man drops down in the center hard, sending a small shockwave as he lifts his arms and fires through his repulsors.

IRON MAN HUD

TONY (CONT’D)

JARVIS, am I closing in?

EXT. HYDRA BASE- DAY- CONTINUOUS

Iron Man whips around and fires his repulsors again, the rhythmic sound of the whine fills the air.

IRON MAN HUD

TONY (CONT’D)

Do you see a power source for that Shield?

EXT. HYDRA BASE- DAY- CONTINUOUS

Tony flies through the areas between the buildings, blasting through a gate and flying through without missing a beat.

JARVIS

There is a particle blade above the north tower.

Tony takes to the sky at full speed.

TONY

Great! I wanna poke it with something. Thor!

EXT. HYDRA BASE- DAY- CONTINUOUS

Thor hits the ground hard with Mjolnir, causing lightning to branch out around him, knocking out the weapons and goons.

TONY (O.S)

Wanna test your aim?

Thor smirks.

THOR

Is this a challenge?

TONY(O.S)

See that north tower?

Thor looks up and into the distance. He sees Iron Man fly by.

THOR

Aye.

TONY( O.S)

Blast it.

EXT. HYDRA BASE- DAY- CONTINUOUS

Tony flies around the tower, taking out more goons when he hears a huge strike behind him. Tony whips around in the air and sees the Energy Shield slowly dissolve through his HUD. He then flies to enter the castle.

TONY

HAHA! Hell yeah! 

EXT. HYDRA BASE- DAY- CONTINUOUS

TONY (O.S)

Nice one, Point Break.

Thor smiles while looking up at the tower. Captain America runs towards Thor from the distance.

Tony’s voice drowns out as Steve halts next to Thor. Steve looks around as if expecting something or someone to pop up.

THOR

You feel it too?

STEVE

Yeah. Of all the HYDRA bases we’ve raided, this one feels...off.

THOR

The sooner we are gone, the better. 

NATASHA (O.S)

Clint’s hit pretty bad guys. We’re gonna need evac.

THOR

I can take Barton to the Jet.

NATASHA (O.S)

Copy that.

STEVE

Nat, then get to Banner. It’s time for a lullaby.

EXT. HYDRA BASE- DAY- CONTINUOUS

Nat looks over her shoulder and spots the Hulk in the distance.

EXT. HYDRA BASE- DAY- CONTINUOUS

TONY (O.S)

And for gosh sake-

IRON MAN HUD

TONY (CONT’D)

Watch your language.

EXT. HYDRA BASE- DAY- CONTINUOUS

Steve hangs his head in defeat and Thor pats his back.

STEVE

I meant it as a joke. You believe me, right?

Thor rubs his back in condolence and smiles.

THOR

Nay.

Steve gives him an unimpressed look.

Then Thor, still grinning, swings his hammer and takes off.

The air is eerie once again. 

ZIPPP !

A blue blur of lightning. 

Steve turns but sees nothing. However, in the distance, is the boy, perched on a tree, watching Captain America with growing bitterness.

Steve senses eyes watching him and whips his head around towards the tree but-

The boy is gone.

EXT. QUINJET- DAY

Thor flies towards the Quinjet, slowing down and gently landing on the ground as the hanger opens. He’s holding Clint in his arms.

INT. QUINJET- DAY

Clint lays on a medical bed. The top half of his suit has been discarded and now lays on the floor, revealing the nasty-looking wound on Clint’s side. Thor leans in close, trying to clean/redress Clint’s injuries the best he can. Clint hisses and grunts in pain. Thor winces, hesitating.

CLINT

(In Pain) That doesn’t -nhn- mean stop, princess.

Thor takes in a deep breath as his face settles with determination. He begrudgingly continues. 

Clint cries in pain again and grasps Thor’s hand hard for purchase.

THOR

Barton. It makes you no less of a noble warrior if you take this substance to relieve your pain.

Thor’s voice is low and calm, but his face displays the opposite. He holds pain meds, urging Clint to take it.

CLINT

I don’t wanna– pass out until... I know the team is safe.

He turns his head to look Thor in the eyes. Thor nods reluctantly. It’s irrational, but he understands. Thor has been in countless battles throughout his 1500 years. He understands. 

Thor sits down next to the medical bed and rests his arms on the edge, Clint’s hand still in his.

CLINT (CONT’D)

Just– keep talking. Or... sing-

Thor smiles. Even in pain, Barton jests to try and lighten the mood. Mortals- no, humans are so compelling.

The camera pans away and the audio slowly fades as Thor begins to quietly sing an Asgardian lullaby.

EXT. HYDRA BASE- DAY

The Hulk, without a clear target, smashes the ground. Smashes the trees. Anything in his way, just to smash things.

Black Widow walks into view. She is so small compared to him.

She tentatively takes a step closer. She is on a small ledge.

NATASHA

Hey big guy.

The Hulk whips his head towards her, narrowing his eyes, and growls.

Natasha stands her ground. She slowly crouches, never breaking eye contact. The Hulk twitches as he curiously walks towards her.

She holds her breath, one wrong move could cause irreversible damage. Slowly and carefully, she takes off her left glove and extends her arm.

NATASHA (CONT’D)

Sun’s getting real low.

The Hulk huffs and stares at the arm for a moment before his eyes shoot back up to Nat’s.

They stare at each other for seconds which seems like ages before the Hulk gradually lifts his arm as well, mimicking Nat, and he touches her hand.

She turns her hand, palm facing up, and the Hulk follows, laying his hand on top of hers. It’s incredibly massive compared to Natasha’s small, human hands. Fascinating to see.

Nat lifts her hand again, laying her small fingers on the tender part of his wrist, feeling his pulse. She keeps steady eye contact. 

The Hulk’s curious eyes follow her movements with tranquility as she gently trails her fingers down his wrist, to his palm, and towards his fingers, before she flicks it up.

The Hulk falters and stumbles back. His breathing deepens as he fumbles, trying to find balance but failing.

Nat looks away, putting her glove back on to distract herself. She cannot watch. She’s seen firsthand how Bruce transforms into the Hulk. How painful and jarring it looked... how terrifying it was. And Bruce transforming back... it looks just as painful. Painful and miserable. 

The Hulk falls. He tries to grab onto something, anything for purchase, but his body is shrinking rapidly. His once massive hand, now shrinking in real time, grabs onto a frail tree branch before the world spins and he collapses.

The green slowly seeps out of his popping veins and Bruce Banner emerges. He looks taxed and extremely exhausted, as he clings to the ground for dear life.

INT. HYDRA BASE - DAY

Stucker walks down a flight of stairs, seemingly unconcerned that he is losing. As he turns the corner, Iron Man bursts through a window and Strucker turns around and walks in the other direction.

The men in the room aim their weapons at a hovering Iron Man.

IRON MAN HUD

TONY

Guys. Stop, we’ve gotta talk this through.

INT. HYDRA BASE - DAY- CONTINUOUS

The men don’t listen and fire anyway, but Tony’s tech is more advanced and he fires little stun darts at each one of them, knocking them out.

IRON MAN HUD

TONY (CONT’D)

Huh? Nice talk.

INT. HYDRA BASE - DAY- CONTINUOUS

One of the men cradles his leg in pain.

GOON

No, it wasn’t.

INT. RESEARCH LAB - DAY

There is a scientist hunched over a computer, trying to save as much data and research as possible. 

A low, familiar whine snaps the scientist’s attention. Iron Man’s gauntlet enters the frame and blasts the scientist.

Tony exits his suit.

TONY

Sentry mode.

The suit closes up and lifts its arm as if Tony is still in there.

He walks up to the line of computers.

TONY (CONT’D)

Okay, JARVIS, you know what to do. Daddy wants it all.

He sticks a hard drive into the computer and starts hacking his way through.

TONY (CONT’D)

Make sure you copy Hill at HQ.

INT. HYDRA BASE - DAY

Steve enters the Castle and takes off his cowl. He glances through one of the open windows overlooking the field. The battle seems to be winding down.

EXT. HYDRA BASE - DAY

STEVE (O.S)

Widow, what’s going on out there?

Nat, who’s kneeling on the ground, looks around the field. There are several Iron Legion bots taking the goons into custody.

NATASHA

Everything is locked down out here.

Nat looks down at her side. She’s holding a disorientated Bruce Banner who’s clinging on to her, half unconscious, like a lifeline. His pants survived, courtesy of Tony Stark.

STEVE (O.S)

Head back to the Jet. Tony and I will be there shortly.

NATASHA

Roger that, Cap.

She stands up, gently maneuvering Bruce’s arm around her shoulder as she snakes her steady arm around his torso, keeping him sturdy. 

Bruce groans in protest, and she whispers to him, encouraging him to keep going.

NATASHA (CONT’D)

(Softly) Come on, big guy. One step at a time. There you go. 

INT. RESEARCH LAB 

Tony walks around the layer, agitated and a bit frustrated.

TONY

I know you’re hiding more than files.

He bites the inside of his cheek.

TONY (CONT’D)

Hey J? Give me an IR scan of the room, real quick.

Immediately, there is a red grid-like laser that fills the room.

JARVIS

The wall to your left.

Tony turns around.

JARVIS (CONT’D)

I’m reading steel reinforcement. And an air current.

Tony slowly creeps over to the wall, eyeing it up and down.

TONY

Please be a secret door, please be a secret door-

He gives it a little push and the wall slides to the side with a hiss.

TONY (CONT’D)

Yay.

INT. STRUCKER’S LAYER - CONTINUOUS

Stark cautiously enters the dark basement, hesitating as he makes his way down the rusty flight of stairs that lead into a creepy corridor.

Tony’s heart beats on high alert as if expecting anything to pop out and grab him. He wishes he had brought the suit with him, but he knows that JARVIS needs to download as much information as possible.

This is when you die in a horror movie, Tony absently thinks to himself.

But what he’s gonna discover is much worse than any fictional fantasy.

Tony’s eyes widen and his mouth hangs open as he enters a secret underground lab.

INT. HYDRA CASTLE- DAY

Strucker, walks up towards the upper levels of the Castle, attempting to escape through air transportation.

A HYDRA grunt standing guard, out of nowhere, gets knocked out and goes flying, smashing into the opposite wall with a thud.

Stucker whips around to see Captain America walking into view, Shield in hand.

STEVE

Baron Von Strucker.

Steve smiles, baring his teeth and with a sharp glint in his eye. He circles Strucker like how a predator circles its prey.

STEVE (CONT’D)

Hydra’s number one thug.

Strucker matches his energy, matches his sharp smile and stare, seemingly unaffected. 

STRUCKER

Technically I’m a thug for SHIELD.

STEVE

Well, then technically you’re unemployed.

Steve stops in front of Strucker. Chin up and chest pushed outwards. It’s very intimidating and would make grown men squirm.

STEVE (CONT’D)

Where’s Loki’s Scepter?

Stucker, with his inappropriately calm demeanor, isn’t phased.

STRUCKER

At ease, Soldier. I know when I am beat.

He looks Steve up and down condescendingly.

Steve scrunches his nose, disdain growing deeper.

Behind Steve, in a corridor filled with shadows, red eyes open, glowing sinisterly.

STRUCKER (CONT’D)

Unlike you.

Strucker’s eyes flicker behind Steve, urging him to turn around. And he does instinctively, just in time to register an energy ball hurtling towards him.

He barely dodges, and Strucker gets hit. He flies back and hits the wall with a grunt.

Strucker’s once authoritative demeanor, his calm composure cracks. Through his broken monocle, his eyes show fear.

Steve, with lightning reflexes, gets to his feet and narrows his eyes towards the shadows. With his super soldier eyesight, he can make out a figure.

A girl.

STEVE

Who are you?

He slowly walks forward, arms up in surrender.

STEVE (CONT’D)

I don’t want to hurt y- 

Suddenly, a heavy door slams shut behind him, catching his attention. The split distraction was enough for the girl to escape, so when Steve turns back around, she’s gone, leaving him to wonder if whoever he saw was even there in the first place. 

Steve stares at the empty corridor for a moment longer, brows furrowed in deep concentration, mind running a mile a minute to make sense of what happened.

It’s broken by Strucker struggling to get up. Steve whips his head towards him, angry.

STRUCKER

Hail Hyd-

Strucker doesn’t finish as Steve stomps on his Shield, launching it in the air before kicking it into Strucker, knocking him out effectively. 

INT. STRUCKER’S SECRET LAB- DAY

Tony walks through the secret lab, warily. 

It’s engulfed in darkness and Stark blinks several times to adjust his eyesight. It looks like a nightmare.

What the hell?

He makes his way around the lab that’s littered with dead Chitauri and Centipede Soldiers. There’s even a Chitauri Leviathan suspended in the air, clearing in the middle of being dissected. 

Anxiety spikes through his veins. He spots some papers and grabs them, skimming through them. 

The lab’s so quiet that every little sound echoes loudly throughout the area.

Tony surveys the room once more, and that’s when he sees it.  

Loki’s Scepter.

INT. QUINJET- DAY- CONTINUOUS

Clint has passed out. Thor paces the jet, fidgeting with his knuckles in anticipation.

TONY (O.S)

Thor. I’ve got eyes on the prize.

Thor halts.

INT. STRUCKER’S SECRET LAB- DAY- CONTINUOUS

Tony’s face reflects the ominous, icy-blue glow of the scepter. He can’t take his eyes off of it.

Scarlet eyes glow in the darkness, creeping up to Stark. Before he can register what’s behind him, a red mist seeps into Tony’s head. A chill shoots through his body and his stomach sinks. His once-brown eyes glow red.

He blinks the weird feeling away.

GROANN!

Stark whips his head around to see--

The Chitauri Leviathan starts to move. Startled, Tony stumbles back, instinctively bringing his arms up to fire his gauntlet. He curses when he realizes it’s not there.

His breathing hitches and his eyes follow the Leviathan as it flies behind him to reveal--

A portal.

Total Destruction.

There is a mound of rubble leading up to the Portal that reveals Earth.

On that mound of carnage... are the Avengers.

Dead.

Tony’s heart pounds painfully in his chest. He can’t breathe. His eyes grow wide and glisten as beads of sweat fall from his face.

The Hulk twitches as his life drains out. Beaten to a pulp. His green skin is now mostly black, blue, and purple.

Thor lies on a rock. A sword with a massive blade pierced into his chest. Mjolnir on the ground. Cracked. Broken. Covered in blood.

Natasha stares into nothingness. Eyes soulless. Her skull cracked open on the rocks—her blood pools around her head like a cruel halo.

Clint’s lifeless body lies suspended in the air- back pierced by a stalagmite.

Tony Stark watches in fear, paralyzed, as his friends lie dead in the most horrific ways.

A small inhalation of air snaps him out of it. Tony whips his head down to see Steve Rogers on the ground in front of him.

Alive. But barely.

His inner thigh has a nasty slice. Blood profusely pouring out. His arm is disfigured with his Shield next to him. Broken.

STEVE

(Painfully weak) Tony...

Tony rushes over and drops down beside him, checking his pulse.

TONY

Steve. I’m here, I’m--

Steve unsuccessfully attempts to get up. Tony tenderly stops him in a way we’ve never seen before.

TONY (CONT’D)

No, Cap, stay down. What the hell happened--

STEVE

Look...what you’ve done.

This air and tone suddenly shift.

TONY

What...?

STEVE

You tore us apart. You...

TONY

Steve, save your energy. I can save you, just--

STEVE

Why didn’t you do more?

This cuts Tony deep. He stares at Steve and then his friends, and then at the inevitable destruction downing Earth. Tears well in his eyes.

Why didn’t you do more? I should have done more. Ishouldhavedonemore Ishouldhavedonemore–

Steve’s eyes go wide as he musters all of his strength to push Tony out of the way RIGHT BEFORE--

A double-sided blade boomerangs toward Captain America and slices his head clean off.

Tony lets out a painful gasp in horror and he falls to the ground. His eyes bulging, and his shaky hands grip his mouth shut. Tears fall freely from his face as he is paralyzed in fear. He begrudgingly looks down to see his Captain’s, his friend’s, head by his foot. 

There was a low, guttural sound in the distance. 

Tony shakily looks up to see a huge Titan-like creature in the far distance. The Titan holds out his hand and catches the blade that killed his friend, as it boomerangs back.

The music crescendos as the Titan, slowly, menacingly, turns his head back towards Stark. A grin creeping on the creature’s face--

The music cuts.

Tony gasps as he is brought back to reality. He looks around, breathing rapidly, as he realizes it is not real...

The girl from before stumbles back, speechless. Clearly, she is also horrified by what she just witnessed, not expecting it in the slightest.

Stark’s expression hardens into cold determination and pure bitterness.

He circles the scepter and calls upon his armor.

The boy from before appears beside his sister. 

BOY

(Whisper) One of theirs is down.

He looks at what his sister is staring at—Tony Stark, calling his armor, about to take the Scepter.

BOY (CONT’D)

You’re just gonna let him take it?

His sister holds up her hand to stop him. Her eyes never leave Stark. She contemplates for a second before a creepy smile appears on her face.

Yes. She’s going to let him take it.

Music: Opening of HEROES by Danny Elfman

CUT TO:

TITLE: AVENGERS: RAGE OF ULTRON



 

Notes:

REFERENCES:

HYDRA Castle: In the Captain America: The First Avenger tie in Game, Captain America: Super Soldier, Steve Rogers and the Howling Commandos fight against HYDRA forces. Many characters have been retconned from the game such as Zemo and Stucker. In the game, there's a HYDRA Castle, which is the Castle the Avengers raid in this rewrite. Though the HYDRA castle was located in Bavaria, Germany, but I am retconning it to have been located in Sokovia from the beginning.

COULSON: Agents of Shield S02E19 leads straight into the opening of Age of Ultron. The Avengers knew about the location of Loki's Scepter through Coulson and his team.

Hulk's Death: Implies the fight between him and Thanos in Infinity War.

Thor's Death: Reference to his fight with Thanos in Endgame before Steve picked up the hammer. The broken Mjolnir is a reference to Ragnarok.

Natasha's Death. Reference to her sacrifice on Vormir.

Steve's Death: His wounds and broken Shield are references to his injuries and fight with Thanos in Endgame. However, his decapitation is a reference to a deleted concept from Endgame in which Thanos kills the Avengers during the events of Age of Ultron.

"YOU TORE US APART": This is loosely foreshadowing the events to come in the Civil War.