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| Beat | Acts | Action Sequences | Locations | Beat Description | Storylines |
| 1 |
1
Loki prepares to invade Earth as Shield reacts to the Tesseract turning on. |
EXT. UNKNOWN AREA OF SPACE | In an unknown area of space, Thanos tells Loki the Tesseract has awoken on Earth, and the humans will try to use it but they’re never understand it. Thanos tells Loki he’s ready to lead his army and gives Loki a scepter and tells him to burn humanity. | Thanos Loki (Thanos’s army) |
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| 2 | EXT. MOUNTAIN RANGE – EARLY NIGHT EXT. SHIELD/NASA FACILITY – CONTINUOUS |
At a Shield facility, sirens blare, and a loudspeaker orders everyone to evacuate the building. Workers evacuate the building in a panic. | Shield staff | ||
| 3 | EXT. LANDING PAD, SHIELD/NASA FACILITY – CONTINUOUS | Coulson stands on the roof of the Shield facility and watches a helicopter land. Fury and Hill exit the chopper. Coulson tells Fury they don’t know how bad the situation is. | Coulson Fury Hill |
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| 4 | INT. ELEVATOR SHAFT – MOMENTS LATER (EARLY NIGHT) INT. LOWER LEVEL – CONTINUOUS INT. STAIRCASE – MOMENTS LATER (EARLY NIGHT) |
Walking through the Shield facility, Coulson debriefs Fury on the state of the Tesseract. Fury orders Coulson to get all their next gen guns out of the facility. | Coulson Fury Hill |
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| 5 | INT. TESSERACT CHAMBER ROOM – CONTINUOUS (EARLY NIGHT) | Fury enters the Tesseract chamber and asks Selvig for a status update. Selvig says the Tesseract turned itself on, and they can’t turn it off or control its behavior. The Tesseract surges with energy. | Fury Selvig |
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| 6 | INT. TESSERACT CHAMBER ROOM – CONTINUOUS (EARLY NIGHT) | Fury asks Barton, who has been hiding above them, if anyone has tampered with the Tesseract. Barton says, “Not from this end.” And elaborates about how the Tesseract is a portal to another world. The Tesseract surges with energy again. | Fury Selvig Barton |
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| 7 | EXT. BEHIND A TRUCK – SAME (EARLY NIGHT) INT. SECURITY LEVEL FOUR – SAME INT. TESSERACT CHAMBER ROOM – CONTINUOUS |
The Tesseract surges again powerfully and makes a smoky explosion. When the smoke clears, Loki is standing in the Tesseract chamber. | Loki Fury Selvig Barton |
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| 8 | INT. TESSERACT CHAMBER ROOM – CONTINUOUS | Fury attacks Loki, and Loki uses his spear to turn Barton and Selvig into his minions. | Fury Loki Barton Selvig |
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| 9 | INT. TESSERACT CHAMBER ROOM – CONTINUOUS | Loki tells Fury he wants the Tesseract and has come to subjugate humanity. | Loki Fury Selvig Barton |
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| 10 | INT. TESSERACT CHAMBER ROOM – CONTINUOUS | Barton shoots Fury. Then Loki, Selvig and Barton flee with the Tesseract. | Barton Fury Selvig Loki |
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| 11 |
2
Loki steals Barton, Selvig and the Tesseract and escapes the Shield facility. |
INT. SECURITY LEVEL FOUR – A FEW SHORT MOMENTS LATER INT. TESSERACT CHAMBER ROOM – CONTINUOUS |
Loki, Barton and Selvig fight with Hill as they steal a truck and drive away. | Loki Barton Selvig Hill |
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| 12 | INT. TESSERACT CHAMBER ROOM – CONTINUOUS | Fury flees the collapsing Shield facility and orders anyone to get the Tesseract and stop Loki. | Fury Shield staff |
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| 13 | INT. SECURITY LEVEL FOUR – CONTINUOUS INT. DIMLY LIT UNDERGROUND TUNNEL – CONTINUOUS |
Hill and other Shield agents get in vehicles and chase Loki. | Hill Shield staff Loki Barton Selvig |
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| 14 | INT. LOWER LEVEL – CONTINUOUS (EARLY DAWN INT. FRONT STEPS OF A BUILDING – CONTINUOUS |
Coulson oversees the removal of their next gen weapons but has to abandon some as the Shield facility collapses. | Coulson Shield staff |
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| 15 | INT. DIMLY LIT UNDERGROUND TUNNEL – CONTINUOU | Hill catches up to Loki and shoots at their truck. Barton returns fire. | Hill Shield staff Loki Barton Selvig |
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| 16 | INT. MILITARY TRANSPORT TRUCK – CONTINUOUS EXT. LANDING PAD, SHIELD/NASA FACILITY – CONTINUOUS |
Fury escapes the collapsing Shield facility on a helicopter as Coulson says over Fury’s radio that he has successfully escaped as well. | Fury Coulson |
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| 17 | INT. DIMLY LIT UNDERGROUND TUNNEL – CONTINUOUS | Hill and Barton continue shooting at each other from their vehicles. | Hill Shield staff Loki Barton Selvig |
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| 18 | EXT. LANDING PAD, SHIELD/NASA FACILITY – CONTINUOUS INT. TESSERACT CHAMBER ROOM – CONTINUOUS EXT. SHIELD/NASA FACILITY – CONTINUOUS DIMLY LIT UNDERGROUND TUNNEL – CONTINUOUS INT. MILITARY TRANSPORT TRUCK – CONTINUOUS EXT. DESERT – CONTINUOUS |
The Shield facility collapses. Hill and other Shield agents get cut off from pursuing Loki. Fury shoots at Loki’s vehicle from his helicopter, but Loki shoots down Fury’s helicopter with his scepter. Fury jumps out at the last minute and survives. | Hill Shield staff Loki Barton Selvig Fury |
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| 19 | DIMLY LIT UNDERGROUND TUNNEL – CONTINUOUS INT. MILITARY TRANSPORT TRUCK – CONTINUOUS EXT. DESERT – CONTINUOUS |
Fury gets a status update from Hill and Coulson over his radio and then tells them they’re at war. | Fury Hill Coulson (Loki) |
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| 20 |
3
Assemble the team. |
EXT. OLD WAREHOUSE, RUSSIA – NIGHT INT. OLD WAREHOUSE, RUSSIA – NIGHT |
While ostensibly being interrogated by Luchkov, Natasha get a call from Coulson, who orders her to find Banner and return to Shield with him immediately. Natasha reluctantly agrees and then beats up Luchkov. | Luchkov Natasha Coulson (Banner) |
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| 21 | EXT. SLUMS, CALCUTTA, INDIA – NIGHT EXT. OLD ABANDONED SHACK, CALCUTTA OUTSKIRTS – LATER INT. OLD ABANDONED SHACK – CONTINUOUS |
Natasha finds Banner and convinces him to return to Shield with her. | Natasha Banner |
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| 22 | INT. DARK ROOM, CARRIER – NIGHT | Fury briefs The Council about Loki declaring war on Earth. Fury argues that they need the Avengers to save Earth. | Fury The Council Loki (The Avengers) |
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| 23 | INT. GYM – NIGHT | Rogers beats up a punching bag in a gym while having flashbacks about his past. | Rogers | ||
| 24 | INT. GYM – NIGHT | Fury tells Rogers about Loki and the Tesseract and asks for his help. Rogers reluctantly agrees. | Fury Rogers (Loki) |
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| 25 | EXT. OCEAN, NEW YORK CITY EXT. STREETS OF MIDTOWN MANHATTAN – CONTINUOUS EXT. STARK TOWER – CONTINUOUS (NIGHT) |
In his Iron Man suit, Stark connects a large power line under water while communicating with Pepper through his radio. They reveal the line will power Stark tower with free energy from Stark’s reactor. | Stark Pepper |
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| 26 | EXT. STARK TOWER LANDING PAD – CONTINUOUS INT. PENTHOUSE, STARK TOWER – CONTINUOUS |
Stark flies to his pent house on top of Stark Tower and meets Pepper. She says Coulson is there to see him, and Stark refuses to see Coulson. | Stark Pepper (Coulson) |
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| 27 | INT. PENTHOUSE, STARK TOWER – CONTINUOUS | Coulson enters Stark’s pent house and tells him about Loki and the Tesseract and asks for Stark’s help. Stark refuses, but Coulson leaves documents with more details. | Coulson Stark Pepper (Loki) |
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| 28 | EXT. OCEAN – DAY INT. JET – CONTINUOUS |
Coulson and Rogers travel on a Shield plane where Coulson tells Rogers about Banner’s back story. | Coulson Rogers (Banner) |
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| 29 | INT. JET – CONTINUOUS | Coulson gives Rogers upgraded body armor. | Coulson Rogers |
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| 30 | INT. LOKI’S LIAR, UNDERGROUND LAB – DAY EXT. SPACE (CONTINUOUS) INT. LOKI’S LIAR, UNDERGROUND LAB – CONTINUOUS |
Loki uses the Tesseract and his spear to travel to space, where he debriefs Thanos on his progress and tells the audience his backstory and motives. Thanos tells Loki the consequences of failure. | Loki Thanos |
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| 31 |
4
Team 1 and Team 2 plan and prepare to fight each other. |
EXT. OCEAN – DAY EXT. HELICARRIER – DAY |
Coulson and Rogers’ plane lands on an aircraft carrier. Coulson introduces Rogers to Natasha on deck. | Coulson Rogers Natasha |
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| 32 | EXT. HELICARRIER – DAY | On deck, Rogers and Natasha meet Banner and state it’s Banner’s job to find the Tesseract. | Rogers Natasha Banner |
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| 33 | INT. BRIDGE, CARRIER – MINUTES LATER EXT. HELICARRIER – CONTINUOUS INT. BRIDGE, CARRIER – CONTINUOUS |
Fury, Hill, Rogers, Natasha and Banner walk on the carrier bridge. Fury orders the techs to turn on the ship’s cloaking system, which they do. Rogers is astounded. | Fury Hill Rogers Natasha Banner |
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| 34 | INT. BRIDGE, CARRIER – CONTINUOUS | Fury tells Banner he will be free to go after they find the Tesseract. Banner asks who they’re looking for it, and Banner says he can find it faster if he has equipment. Natasha leads him away to a lab. | Fury Banner Natasha (Loki) |
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| 35 | INT. BRIDGE, CARRIER – CONTINUOUS | On the carrier bridge, Hill tells Fury that she told The Council that Barton has been compromised and Fury has assembled the Avengers. | Hill Fury (The Council) (Barton) (The Avengers) |
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| 36 | INT. LOKI’S LIAR, UNDERGROUND LAB – DAY | In Loki’s lair, Loki gives Selvig iridium he needs to complete his work on the Tesseract. Selvig says the Tesseract shows you what you want to see and that it showed him scientific truth. Barton says it showed him his next target. | Loki Selvig Barton |
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| 37 | INT. LOKI’S LIAR, UNDERGROUND LAB – DAY | In Loki’s lair, Barton tells Loki he will have to fight Fury, which will be impossible while Fury is in the air. Barton tells Loki about the Avengers and that they’re a threat to each other. Loki says he wants to be in the spotlight ruling, not in an underground bunker hiding. Barton says he can help Loki. Loki asks what he needs, and Barton says a distraction and an eye ball. Then Barton takes his bow out of its case. | Loki Barton (Fury) (The Avengers) |
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| 38 | INT. BRIDGE, CARRIER – DAY | On the carrier bridge, Coulson tells Rogers he’s a big fan. Then Sitwell tells them their instruments tracked the Tesseract to Stuttgart, Germany. Fury walks up and tells Rogers it’s time for him to work. | Coulson Rogers Sitwell Fury |
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| 39 | EXT. FANCY BUILDING, STUTTGART – NIGHT INT. FANCY BUILDING – CONTINUOUS INT. ROOM, CARRIER – CONTINUOUS |
Rogers enters a room on the carrier and sees his new Captain America armor suit. | Rogers | ||
| 40 |
5
Team 1 struggles to work together and achieves a false victory by ostensibly defeating Loki. |
EXT. GUARDED BUILDING – CONTINUOUS | Barton shoots some guards outside a guarded building. | Barton Guards |
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| 41 | EXT. QUINJET, SKIES – CONTINUOUS | The Avengers’ jet speeds across the sky to Germany. | The Avengers | ||
| 42 | EXT. DOOR, GUARDED BUILDING – CONTINUOUS | Barton and some henchmen run into a door in a hallway and prepare to break into it. | Barton Loki’s henchmen |
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| 43 | INT. FANCY BUILDING – CONTINUOUS | Loki walks through a fancy gala at an expensive hotel. He grabs a scientist and cuts his eye out using his scepter. | Loki Scientist |
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| 44 | EXT. DOOR, GUARDED BUILDING – CONTINUOUS | Barton holds a device that transmits an image of the eye Loki took onto the door panel’s eye scanner. He enters the room with his henchmen and steal more iridium. | Barton (Scientist) (Loki) Henchmen |
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| 45 | EXT. FANCY BUILDING, STUTTGART – CONTINUOUS (NIGHT) | People flee the gala at the expensive hotel. Loki walks out the front door and magically changes clothes to Asgardian attire. He blasts a cop car with his scepter and orders the humans around him to kneel. Loki says humans were meant to be ruled, and he was meant to rule. Loki shoots his scepter at a man who stands up to him. | Loki | ||
| 46 | EXT. FANCY BUILDING, STUTTGART – CONTINUOUS (NIGHT) | Rogers jumps in and saves the man Loki shot at. Then Natasha shows up, and Rogers and Natasha fight Loki but are having trouble. | Rogers Loki Natasha |
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| 47 | EXT. FANCY BUILDING, STUTTGART – CONTINUOUS (NIGHT) | Stark flies in wearing his Iron Man suit and shoots Loki, disabling him. | Stark Loki Natasha Rogers |
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| 48 | EXT. FANCY BUILDING, STUTTGART – CONTINUOUS (NIGHT) EXT. DARKENED CLOUDY SKIES – NIGHT INT. COCKPIT, QUINJET – CONTINUOUS INT. QUINJET – CONTINUOUS |
In the Avengers’ jet, Natasha flies the plane while Rogers and Stark talk. Stark mentions Rogers’ backstory. Rogers says he didn’t know Fury summoned Stark, and Stark replies there’s a lot of things Fury hasn’t told Rogers. | Natasha Rogers Stark (Fury) |
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| 49 | INT. QUINJET – CONTINUOUS EXT. DARKENED STORMY SKIES – CONTINUOUS (NIGHT) INT. QUINJET – CONTINUOUS |
Lightning flashes out of a clear sky, and Loki says trouble follows lightening. Thor lands on the plane. Stark opens the door to go outside and fight, but Thor jumps in, knocks down Stark and Rogers, grabs Loki and jumps out the plane. | Loki Thor Stark Natasha Rogers |
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| 50 | INT. QUINJET – CONTINUOUS | Rogers asks Natasha and Stark if Thor is friendly. Natasha says it doesn’t matter, because they’ll lose the Tesseract if Thor kills or takes Loki. She also warns Rogers not to fight Thor, because he’s basically a god. Rogers dismisses her warning and jumps out the plane. | Rogers Natasha Stark (Thor) |
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| 51 | EXT. CLIFF TOP – NIGHT | Thor demands Loki tell him where the Tesseract is. Avoiding the question, Loki mentions he should be king of Asgard instead of Loki. Thor says Earth is under his protection. Loki says he sent the Tesseract off to a location he doesn’t know, and Thor summons his hammer. | Thor Loki |
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| 52 | EXT. CLIFF TOP – NIGHT EXT. FOREST – SECONDS LATER |
Stark flies in and knocks Thor down. Stark says he’ll let Thor take Loki back to Asgard for justice after Loki gives him the Tesseract. Then they fight while Loki watches. | Stark Thor Loki |
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| 53 | EXT. FOREST – SECONDS LATER | Rogers tries to break up the fight, and Thor attacks him unsuccessfully. Then Rogers says the fight is over. | Rogers Stark Thor Loki |
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| 54 |
6
Team 1 loses trust for each other and analyzes Loki’s motives and goals as well as each other’s’. |
EXT. HELICARRIER, SKIES – NIGHT INT. HALL, CARRIER – CONTINUOUS INT. CYLINDRICAL GLASS CAGE, CARRIER – CONTINUOUS |
Loki is brought to a glass jail cell on the helicarrier. Fury says if Loki tries to escape, the cell will be dropped out of the helicarrier. Loki and Fury both taunt each other for wanting the Tesseract’s power. | Loki Fury |
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| 55 | INT. CONFERENCE TABLE, BRIDGE, CARRIER – CONTINUOUS | On the bridge of the helicarrier,Thor tells Rogers and Banner that Loki’s plan is to use the Tesseract to open a portal and let Thanos’ army invade/destroy earth in exchange for Loki giving Thanos the Tesseract. | Thor Rogers Banner (Loki) (Thanos’s army) |
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| 56 | INT. CONFERENCE TABLE, BRIDGE, CARRIER – CONTINUOUS | Tony and Coulson enter the bridge. Tony plants a hacking device on a computer and tells the rest of the team that Loki needs a major energy source to power the Tesseract. Tony and Banner leave to go try to track the Tesseract by studying Loki’s staff, which they say is powered by the Tesseract. | Tony Coulson Banner (Loki) |
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| 57 | INT. WISHBONE LAB, CARRIER – NIGHT | In the helicarrier lab, Rogers, Banner and Stark question Fury’s motives and guess that Loki will try to use the arc reactor at Stark Tower to power the Tesseract. Rogers guesses Loki is trying to anger the Avengers. Rogers leaves. Then Stark and Banner talk about coping with their medical conditions. | Rogers Banner Stark (Loki) |
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| 58 | INT. STORAGE ROOM, CARRIER – EARLY DAWN | Rogers goes into a storage room and starts looking around. | Rogers | ||
| 59 | EXT. TUNNEL – CONTINUOUS INT. TRAILER, TRUCK – CONTINUOUS |
Selvig drives a truck into a tunnel and then puts iridium into the Tesseract. | Selvig | ||
| 60 | INT. BRIDGE, CARRIER – CONTINUOUS | Thor and Coulson discuss Loki’s motives (pride and vengeance). Fury enters and speculates that Loki is the only person who wants to be on the helicarrier. | Thor Coulson Fury (Loki) |
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| 61 | INT. CYLINDRICAL GLASS CAGE, CARRIER – DAWN | Natasha begs Loki to free Barton. Natasha says she has blood on her hands and wants to make amends. Loki taunts her for being weak and pathetic. | Natasha Loki (Barton) |
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| 62 | INT. WISHBONE LAB, CARRIER – CONTINUOUS (DAWN) INT. BRIDGE, CARRIER – CONTINUOUS |
While Stark and Banner try to hack the helicarrier computer, Hill and Fury discover someone is trying to hack their system. | Stark Banner Hill Fury |
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| 63 | INT. STORAGE ROOM, CARRIER – CONTINUOUS | Rogers opens some storage containers and finds the next gen weapons. | Rogers | ||
| 64 | INT. CYLINDRICAL GLASS CAGE, CARRIER – CONTINUOUS | Loki continues taunting Natasha. He thinks he’s getting to her, but when he accidentally implies his plan is to unleash the Hulk on the helicarrier, Natasha abruptly leaves and reports to Fury that Loki wants to anger the Hulk. | Loki Natasha (Banner) |
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| 65 |
7
Team 1 turns on each other as Team 2 attacks Team 1’s base. |
INT. WISHBONE LAB, CARRIER – MORNING | Fury enters the helicarrier lab and asks Stark what he’s doing. Stark asks Fury what his plan is after retrieving the Tesseract. Rogers enters with a next gen gun and says Fury’s plan is to make next gen weapons. Fury says they need next gen weapon to fight aliens. The scepter glows as the Avengers argue with each other. | Fury Stark Rogers Banner Thor |
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| 66 | INT. BARTON’S JET – CONTINUOUS | Barton and other henchmen prepare to attack the helicarrier. | Barton Henchmen |
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| 67 | INT. WISHBONE LAB, CARRIER – CONTINUOUS (MORNING) | The Avengers continue bickering and pointing out each other’s’ flaws. Banner says they’re not a team, they’re a ticking time bomb. | Fury Stark Rogers Banner Thor |
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| 68 | INT. BARTON’S JET – CONTINUOUS | Barton shoots an explosive arrow at one of the helicarrier’s engines. | Barton | ||
| 69 | INT. WISHBONE LAB, CARRIER – CONTINUOUS (MORNING) | The Avengers continue bickering until the computer locates the Tesseract. | Fury Stark Rogers Banner Thor |
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| 70 | INT. WISHBONE LAB, CARRIER – CONTINUOUS (MORNING) | Tony says he’ll get the Tesseract while everyone argues about who gets to keep it. Then Banner notices an intruder alert from the computer. | Fury Stark Rogers Banner Thor (Barton) (Henchmen) |
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| 71 | INT. BARTON’S JET – CONTINUOUS (MORNING) EXT. HELICARRIER – CONTINUOUS INT. WISHBONE LAB, CARRIER – CONTINUOUS EXT. ENGINE 3, HELICARRIER – CONTINUOUS INT. WISHBONE LAB, CARRIER – CONTINUOUS |
Barton’s arrow explodes, incapacitating the helicarrier engine. The Avengers all go flying around as the helicarrier bucks. | (Barton) Fury Stark Rogers Banner Thor |
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| 72 | INT. WISHBONE LAB, CARRIER – CONTINUOUS INT. BRIDGE, CARRIER – CONTINUOUS INT. WISHBONE LAB, CARRIER – CONTINUOUS (MORNING) INT. BRIDGE, CARRIER – CONTINUOUS INT. WISHBONE HALL, CARRIER – CONTINUOUS |
Fury asks Hill for a situation report. Hill says an engine is down and someone needs to go outside to repair it. Tony says he’ll fix it. Then Fury tells Coulson to get to the armory. | Fury (Hill) Stark Rogers Banner Thor (Coulson) |
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| 73 | INT. LOWER EQUIPMENT ROOM, CARRIER – CONTINUOUS | Natasha’s leg is trapped under debris while Banner turns into the Hulk near her. | Natasha Banner |
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| 74 | EXT. DECK, CARRIER – CONTINUOUS INT. ENGINE ROOM, CARRIER – CONTINUOUS |
Barton and his henchmen board the helicarrier. | Barton Henchmen |
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| 75 | EXT. ND HALLWAY, CARRIER – MORNING | Tony and Rogers make their way to the damaged engine. | Tony Rogers |
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| 76 | INT. LOWER EQUIPMENT ROOM, CARRIER – CONTINUOUS INT. CYLINDRICAL GLASS CAGE, CARRIER – CONTINUOUS |
Banner changes into the Hulk and chases Natasha. | Banner Natasha |
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| 77 | INT. BRIDGE, CARRIER – CONTINUOUS (MORNING) | Fury orders a crewmember to move the helicarrier over the ocean in case the other engines fail. | Fury Shield staff |
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| 78 |
8
Team 1 fights Team 2. Loki escapes, but Barton returns to Team 1. |
EXT. ENGINE 3, HELICARRIER – CONTINUOUS | Stark and Rogers study the damaged engine and make a plan to fix it. | Stark Rogers |
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| 79 | INT. LOWER ENGINE ROOM, CARRIER – CONTINUOUS INT. LOWER DOCKING AREA, CARRIER – CONTINUOUS |
Natasha and Thor fight the Hulk. | Natasha Thor Banner |
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| 80 | EXT. ENGINE 3, HELICARRIER – MORNING | Stark and Rogers work on fixing the engine. | Stark Rogers |
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| 81 | INT. LOWER DOCKING AREA, CARRIER – CONTINUOUS | Thor and Hulk continue fighting. | Thor Hulk |
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| 82 | INT. BRIDGE, CARRIER – CONTINUOUS | Hill and Fury make plans to evacuate the helicarrier when henchmen attack them. | Hill Fury Henchmen |
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| 83 | INT. ARMORY, CARRIER – MORNING | Coulson enters the armory as his radio warns that hostiles have breached the perimeter. | Coulson (Henchmen) |
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| 84 | INT. WISHBONE LAB, CARRIER – MOMENTS LATER | Hulk and Thor continue fighting. | Banner Thor |
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| 85 | INT. BRIDGE, CARRIER – CONTINUOUS EXT. FIGHT JET, HELICARRIER – CONTINUOUS (MORNING) |
A fighter jet attacks Hulk. Hulk destroys the jet but falls to Earth in the process. | Shield staff Banner |
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| 86 | EXT. ENGINE 3, HELICARRIER – MOMENTS LATER (DAY) | Stark and Rogers continue fixing the engine while simultaneously fighting henchmen. | Stark Rogers Henchmen |
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| 87 | INT. BRIDGE, CARRIER – CONTINUOUS | Hill and Fury continue fighting Henchmen on the bridge. Barton enters and disables another engine by shooting a control panel. | Hill Fury Henchmen Barton |
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| 88 | INT. LOWER ENGINE ROOM, CARRIER – CONTINUOUS | Fury calls for help, and Natasha says she’s on her way. | Fury Hill Henchmen Barton (Natasha) |
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| 89 | EXT. ENGINE 3, HELICARRIER – DAY | Stark continues trying to fix the engine. | Stark | ||
| 90 | INT. CYLINDRICAL GLASS CAGE, CARRIER – CONTINUOUS | Thor enters Loki’s cell, and Loki traps him inside. | Thor Loki |
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| 91 | INT. ENGINE ROOM, CARRIER – CONTINUOUS | Natasha meets Barton, and they fight. | Natasha Barton |
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| 92 | INT. CYLINDRICAL GLASS CAGE, CARRIER – CONTINUOUS (DAY) | Coulson threatens Loki with a next gen weapon. Loki stabs Coulson and then drops Thor out of the helicarrier trapped in the glass jail cell. | Coulson Loki Thor |
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| 93 | INT. ENGINE ROOM, CARRIER – CONTINUOUS | Natasha and Barton continue fighting. Natasha knocks Barton out. | Natasha Barton |
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| 94 | EXT. SKIES – MOMENTS LATER (DAY) INT. CYLINDRICAL GLASS CAGE, SKIES – CONTINUOUS EXT. REMOTE FIELD – CONTINUOUS |
Thor smashes through the cell and escapes before it hits the ground. | Thor | ||
| 95 | INT. EMPTY DETENTION ROOM, CARRIER – CONTINUOUS | Coulson shoots Loki with the next gen weapon and then Coulson slumps over. | Coulson Loki |
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| 96 | INT. BRIDGE, CARRIER – DAY EXT. ENGINE 3, HELICARRIER – CONTINUOUS |
Stark and Rogers succeed at fixing the engine. | Stark Rogers |
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| 97 | EXT. DECK, CARRIER – MOMENTS LATER INT. EMPTY DETENTION ROOM, CARRIER – DAY |
Loki escapes the helicarrier on a jet. | Loki Henchmen |
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| 98 | INT. EMPTY DETENTION ROOM, CARRIER – DAY | Fury tries and fails to save Coulson’s life. | Fury Coulson |
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| 99 | INT. ENGINE ROOM, CARRIER – CONTINUOUS EXT. ENGINE 3, HELICARRIER – CONTINUOUS |
Natasha watches soldiers drag Barton away. | Natasha Shield staff Barton |
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| 100 | INT. CONFERENCE TABLE, BRIDGE, CARRIER – DAY | Fury debriefs the Avengers and says “the Avenger initiative” was always his master plan, not the next gen weapons, and that Coulson died believing in them. | Fury Rogers Stark (Coulson) |
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| 101 |
9
Team 1 and Team 2 plan and prepare to fight. |
EXT. REMOTE FIELD – DAY | Thor picks up his hammer in an empty field. | Thor | |
| 102 | INT. ABANDONED WAREHOUSE – SAME | Banner wakes up in an abandoned warehouse. A security guard gives him clothes and a motorcycle. Banner contemplates not going back, but the security guard convinces him to do what he knows is right. | Banner Guard |
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| 103 | INT. SICK BAY, CARRIER – DAY | Natasha debriefs Barton on all that’s happened after Barton wakes up in a hospital bed. | Natasha Barton |
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| 104 | INT. EMPTY DETENTION ROOM, CARRIER – DAY | Stark and Rogers contemplate not fighting for Fury, but they decide they need to. They also deduce that Loki’s next attack will be in a major metropolitan area for the publicity factor. | Stark Rogers |
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| 105 | EXT. STARK TOWER ROOFTOP – DAY | Selvig sets up equipment on the roof of Stark Tower. | Selvig | ||
| 106 | EXT. STARK TOWER ROOFTOP – DAY | Barton, Rogers and Natasha suit up and plan to go fight Loki. | Barton Rogers Natasha |
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| 107 | MONTAGE | Montage of all the Avengers gearing up with their signature weapons and armor. | Barton Rogers Natasha Banner Thor Stark |
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| 108 | INT. QUINJET – CONTINUOUS | Rogers, Barton and Natasha leave the helicarrier on a jet. | Rogers Barton Natasha |
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| 109 | INT. AIR DECK, BRIDGE, CARRIER – DAY | Hill and Fury make a plan to monitor stuff. | Hill Fury |
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| 110 | EXT. NEW YORK CITY SKYLINE – DAY | Stark flies to Stark Tower in his Iron Man suit. | Stark | ||
| 111 | EXT. STARK TOWER ROOFTOP – CONTINUOUS | Stark tries to disable the Tesseract by shooting it, but it’s protected by an energy field, which reflects the blast and damages Stark’s Iron Man suit. | Stark Selvig |
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| 112 | EXT. STARK TOWER ROOFTOP – CONTINUOUS INT. PENTHOUSE, STARK TOWER – CONTINUOUS |
Stark enters his penthouse on top of Stark Tower and removes his damaged Iron Man suit and meets Loki. | Stark Loki |
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| 113 | INT. PENTHOUSE, STARK TOWER – CONTINUOUS | Loki tells Stark that Thanos’ army is coming, and Stark says the Avengers will stop them. Loki throws Stark out a window. Another Iron Man suit flies out of the building and assembles itself around Stark as the Tesseract powers up and shoots a beam into the sky, opening a portal that Thanos’ army begins pouring through. | Loki Stark Thanos’s army |
||
| 114 |
10
Team 1 and Team 2 fight. Team 1 is more successful. |
EXT. SKIES – CONTINUOUS | Stark fights the incoming army. | Stark Thanos’s army |
|
| 115 | EXT. STARK TOWER LANDING PAD – CONTINUOUS | Thor lands on the balcony of Stark Tower, and Thor fights Loki. | Thor Loki |
||
| 116 | EXT. NEW YORK CITY SKYLINE – DAY EXT. STARK TOWER – CONTINUOUS INT. COCKPIT, QUINJET – CONTINUOUS EXT. QUINJET, SKIES OF MIDTOWN – CONTINUOUS |
Barton, Rogers and Natasha arrive an help Stark fight Thanos’ army. | Barton Rogers Natasha Stark Thanos’s army |
||
| 117 | EXT. STARK TOWER – CONTINUOUS | Loki gets the upperhand on Thor, but Natasha saves him. Loki gets the upperhand on Natasha, but Rogers saves her. Rogers asks where Banner is. | Loki Thor Natasha Rogers (Banner) |
||
| 118 | EXT. STARK TOWER LANDING PAD – CONTINUOUS | Thor continues fighting Loki, but Loki stabs him and runs away. | Thor Loki |
||
| 119 | EXT. OVERPASS BELOW STARK TOWER – DAY | Barton, Natasha and Rogers protect civilians from Thanos’ army. | Barton Natasha Rogers Thanos’s army |
||
| 120 | EXT. STREETS OF MIDTOWN MANHATTAN – CONTINUOUS | Rogers gives orders to some cops, who question his authority but yield to his leadership. | Rogers Barton Natasha |
||
| 121 | EXT. STREETS OF MIDTOWN MANHATTAN – CONTINUOUS | Barton and Natasha continue fighting Thanos’ army. | Barton Natasha Thanos’s army |
||
| 122 | EXT. STREETS OF MIDTOWN MANHATTAN – CONTINUOUS | Banner shows up, and the Avengers make a plan to focus on fighting Thanos’ army instead of chasing Loki or trying to shut down the Tesseract. | Banner Natasha Rogers Stark Barton Thor Thanos’s army |
||
| 123 | EXT. STREETS OF MIDTOWN MANHATTAN – CONTINUOUS | Rogers gives the Avengers instructions suited to their strengths, and they all obey. Then Banner turns himself into the Hulk. | Rogers Natasha Stark Barton Thor Banner Thanos’s army |
||
| 124 |
11
Team 1 and Team 2 fight. The chances of success dwindle as the stakes rise steadily. In the end, Team 1 wins. |
EXT. STREETS OF MIDTOWN MANHATTAN – CONTINUOUS EXT. TOP OF THE CHRYSLER BUILDING – CONTINUOUS ( |
The Avengers fight Thanos’ army as a team. | Rogers Natasha Stark Barton Thor Banner Thanos’s army |
|
| 125 | INT. BRIDGE, CARRIER – CONTINUOUS EXT. STREETS OF MIDTOWN MANHATTAN – CONTINUOUS |
The Avengers analyze their enemies’ weaknesses and exploit them as a team. | Rogers Natasha Stark Barton Thor Banner Thanos’s army |
||
| 126 | INT. OFFICE BUILDING – CONTINUOUS (DAY) | Natasha makes a plan to try to get to the Tesseract to try to shut it down. The rest of the Avengers help her get to the top of Stark tower. | Rogers Natasha Stark Barton Thor Banner Thanos’s army |
||
| 127 | EXT. STARK TOWER ROOFTOP – DAY | Selvig wakes up near the Tesseract. He is free from Loki’s control. | Selvig | ||
| 128 | EXT. GRAND CENTRAL 42ND STREET STATION – CONTINUOUS INT. 42ND STREET BANK – CONTINUOUS |
As the American military arrives on the scene, Rogers protects civilians. | Rogers Thanos’s army |
||
| 129 | INT. BRIDGE, CARRIER – CONTINUOUS | Fury argues with The Council about whether or not to use a nuclear weapon on Manhattan. | Fury The Council |
||
| 130 | EXT. FLYING CHITAURI CRAFT – DAY EXT. STARK TOWER ROOFTOP – CONTINUOUS EXT. STARK TOWER CATWALK – CONTINUOUS INT. PENTHOUSE, STARK TOWER – CONTINUOUS |
Loki, Natasha and Hulk arrive on the balcony of Stark Tower. Loki says he’s a God, and Hulk beats up Loki. | Loki Natasha Banner |
||
| 131 | EXT. STARK TOWER ROOFTOP – CONTINUOUS | Selvig tells Natasha that Loki’s scepter may be able to stop the Tesseract. | Selvig Natasha |
||
| 132 | EXT. ABOVE STREETS OF MANHATTAN – CONTINUOUS | Stark and Thor fight Thanos’ army. | Stark Thor Thanos’s army |
||
| 133 | EXT. TOP OF A BUILDING – CONTINUOUS EXT. BUILDING ROOF – CONTINUOUS |
Barton fights Thanos’ army and begins getting overwhelmed. | Barton Thanos’s army |
||
| 134 | INT. FIGHTER JET – CONTINUOUS EXT. DECK, CARRIER – CONTINUOUS INT. PASSAGE TO DECK, CARRIER – CONTINUOUS |
The Council tells a fighter jet pilot that Fury is no longer in command and orders the pilot to shoot a nuclear missile at the portal. Fury tells Stark there’s an incoming nuclear missile. | The Council Shield staff Fury Stark |
||
| 135 | EXT. STREET, MIDTOWN – CONTINUOUS EXT. FIGHTER JET – CONTINUOUS EXT. NEW YORK CITY SKYLINE – DAY |
Stark flies towards the incoming missile. | Stark | ||
| 136 | EXT. STREET – CONTINUOUS | Thor and Rogers continue fighting Thanos’ army. | Thor Rogers Thanos’s army |
||
| 137 | EXT. STARK TOWER ROOFTOP – CONTINUOUS EXT. STREET – CONTINUOUS EXT. VERRAZANO BRIDGE – CONTINUOUS (DAY) |
Natasha begins pushing the scepter through the energy field protecting the Tesseract. She says she can shut it down, but Stark says to wait until he can direct the nuclear missile through the portal. | Natasha Stark |
||
| 138 | EXT. VERRAZANO BRIDGE – CONTINUOUS (DAY) EXT. STARK INDUSTRIES PRIVATE JET – CONTINUOUS INT. BRIDGE, CARRIER – CONTINUOUS EXT. STREET BELOW STARK TOWER – CONTINUOUS INT. BRIDGE, CARRIER – CONTINUOUS EXT. SPACE (CONTINUOUS) |
Stark directs the nuclear missile into the portal as he tries to call Pepper and tell her he loves her and say goodbye. The missile explodes in the portal, causing Stark’s Iron Man suit to turn off. | Stark Pepper |
||
| 139 | CUTAWAY TO EARTH: BACK IN SPACE: EXT. STARK TOWER ROOFTOP – CONTINUOUS |
Natasha uses the scepter to turn off the Tesseract and close the portal just as Stark falls back through it. Hulk catches Stark before he hits the ground. | Natasha Stark Hulk Thanos’s army |
||
| 140 | INT. PENTHOUSE, STARK TOWER – CONTINUOUS EXT. CENTRAL PARK, NEW YORK SKYLINE – EARLY EVENING |
The Avengers surround Loki, who admits defeat and surrenders. | Rogers Stark Banner Thor Natasha Barton Loki |
||
| 141 |
12
Denouement |
INT. DARK ROOM, CARRIER – CONTINUOUS | Montage of news report footage of reporters talking about the carnage in Manhattan and the heroism of the Avengers. Interviews with civilians shows mixed reactions to the Avengers. | The Avengers | |
| 142 | EXT. CENTRAL PARK – CONTINUOUS | Continued montage of new reports play as the Avengers take Loki and the Tesseract to an empty road. | Rogers Stark Banner Thor Natasha Barton Loki |
||
| 143 | INT. DARK ROOM, CARRIER – CONTINUOUS EXT. CENTRAL PARK: INT. DARK ROOM, CARRIER – CONTINUOUS EXT. CENTRAL PARK: |
Continued montage of new reports play as Fury talks to The Council from the bridge of the helicarrier. Fury tells them he let the Avengers go and let Thor take the Tesseract and Loki. | Fury The Council Thor Loki |
||
| 144 | EXT. CENTRAL PARK: INT. DARK ROOM, CARRIER – CONTINUOUS |
Montage of the Council telling Fury the Avengers are too dangerous not to control, as the Avengers each walk off into the sunset in their own way. | The Council Fury Rogers Stark Banner Natasha Barton |
||
| 145 | INT. BRIDGE, CARRIER – CONTINUOUS (EARLY EVENING) INT. PENTHOUSE, STARK TOWER – CONTINUOUS EXT. STARK TOWER – CONTINUOUS |
Hill asks Fury if the Avengers will ever come back, and Fury says they will when they’re needed because they’re good guys. | Hill Fury The Avengers |
||
| 146 | EXT. UNKNOWN AREA OF SPACE | An alien debriefs Thanos about how dangerous they’ve learned it is to attack Earth. | Thanos Thanos’s army (The Avengers) |
||
| 147 | INT. SHAWARMA JOINT – DAY | The Avengers sit around a table eating food silently in a restaurant that was damaged in the attack on Manhattan. | Rogers Stark Banner Natasha Barton |
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