Wasp and Captain America find Hawkeye sitting around. They inform him that they’ve found Goliath, but that he’s in danger in South America. Janet asks Clint if he wants to go help them, though she thinks he probably doesn’t want to. Cap defends that was uncalled for, as Hawkeye is an Avenger and he’ll do whatever they do. Clint tells Janet not to worry, as he’ll join them. He secretly realizes that Janet still doesn’t trust him, because of his love for the Black Widow.
Janet realizes her mistake, and apologizes. Cap suggests that he’ll go prepare the plane while Janet fills Clint in about what happened while he was gone. Once Cap is gone, Clint thinks that, despite the fact that he likes Cap now, he doesn’t think he’ll ever get used to his bossing around.
Janet understands, but reveals that she and Hank too had a hard time adapting to the shared leadership when they joined the original Avengers. Since it was so hard, they thought a leader would be better suited, and Cap was chosen thanks to his experience. Clint understands. He grabs some extra arrows, and Janet starts preparing her sting for action. Once the plane is ready, they depart, and Cap informs Janet not to worry, as they can always radio Quicksilver and the Scarlet Witch to join them should trouble arise.
The Balkan valley…
Quicksilver and Wanda are sitting in their hotel, desperately waiting for their mutant powers to return at full strength. Wanda fears about what’s going to happen should it never happen, and if they ever can return to their Avengers status. Pietro asks his sister not to worry. He suspects that there really hangs something in the air in their homeland that affects their powers, or else they wouldn’t have recovered this fast. He tells her to have faith. However, Pietro admits that he too misses being an active Avenger, and never really thought about how much it meant to him. But nonetheless, he knows that despite all this, the Avengers will never forget about them.
Goliath and Prince Rey are still walking through the tunnels. Hank doesn’t like running from a battle, he never has, and is confident that he has enough power to defeat the Keeper and end this madness. Prince Rey claims that Hank doesn’t understand the potential of the Keeper’s power: now that he has complete control of the Flame of Life, the Keeper can destroy the entire Earth if he wants!
As they leave the tunnels and enter a big cave, they are spotted by the Keeper’s guards. They open the attack, but Hank has an idea. He picks up a giant boulder, and slams it on the stone bridge the guards run over. The bridge breaks apart, separating Hank and Rey from their foes.
However, they don’t give up, and throw destructo-boms at the heroes. Hank has another idea. He notices a stalactite hanging above them, and breaks it of the cave. He uses it like a baseball bat and throws the bombs back to their enemies! They explode above their heads, though the loud noises coming of it start breaking the entire cave apart! Hank fears that he outsmarted himself this time. Rey informs that he knows this caverns well, and knows a way out that will bring them both to Rey’s own loyal followers.
Rey leads Hank through a tunnel opening. He presses a button, and a door closes the entrance. Rey explains that, ever since the Keeper started his domination on the land, he and his followers fled to these tunnels, waiting for the perfect day to start a revolution. He shows Hank their underground headquarters. Rey’s followers are first afraid of Hank, not trusting him because of his big size, but Rey calms them down.
He thinks that Goliath needs to understand what the Flame of Life is all about. Those ever-burning flames are fed by endless quantities of specially-treated cobalt! Hank realizes that the world uses cobalt today to make an all-powerful cobalt-bomb! Rey realizes that, and so does the Keeper. He could really destroy the Earth with it the Flame should he prefer it.
Rey reveals that his race are true descendants of the ancient Incas, who had fled to these underground caverns centuries ago. They did that to escape the tyranny of the Conquistadors. And they found the Flame of Fire within these caverns. The Flame gave the Incas warmth, light and energy for generations to come. And that Fire was always guarded by… the Keeper!
The title of Keeper of the Flames was handed down from father to son. It was the highest honor a man could have in those days, as only he could control the Fire. But, the Keeper was no longer content with merely guarding it, and wanted more. He ordered his followers to bring more and more cobalt every day, and they had no choice but to obey. However, Prince Rey realized the truth, and tried to convince the Keeper from not to continue. Though he was stubborn, and a fight came from it. That’s how Rey and his followers decided to flee to these caverns.
Hank fears that Rey isn’t much better than the Keeper, and that he wants to control the Flame of Fire all by himself. He thinks it’s no wonder that they protected themselves from humanity for so long, as they are mere children playing with something they aren’t supposed to. Hank thinks he better goes to find a way to douse the fire, and runs away. Rey tries to hold Hank back, but he doesn’t listen. So, Rey calls out his guards to arrest Goliath!
At the same time, the Keeper is disappointed into his followers, but agrees to give them one more hour to make up for their mistake. While the guards depart, the Keeper orders his followers to bring forth their prisoner. The Keeper wants Dr. Anton to give one last chance to tell them who send them, or else he’ll be the first to die.
The Keeper’s followers bring him forth. Anton tries to defend himself that his equipment machines had just picked up a source of immense power in this land, and merely came to investigate on his own affair. He wasn’t sent by anyone. The Keeper doesn’t believe that, and orders his followers to kill Anton! Anton doesn’t like the idea of a madman like the Keeper having so much power, and fears the worst is going to happen.
Meanwhile, the Avengers have arrived and found Hank’s car. Hawkeye hears voices coming closer, and defends his teammates with his arrows. But, Cap calms Clint down. It’s the police! They point their guns at the Avengers, thinking they are the villains, but the captain recognizes the heroes thanks to their celebrity status, and welcomes them. The captain apologizes, but he hasn’t heard anything about Goliath. They are merely investigating the disappearance of Dr. Anton. Cap suspects that their disappearances might be linked together. They depart in their ship again, continuing the investigation.
The Avengers continue scouting the area, and think that if Hank left his ship on foot, he couldn’t have gotten much further than the mountains they see below. Suddenly, a big cloud covers some mountains, and Cap is intrigued by it and wants to explore. They land the ship, and Cap realizes the clouds are artificial! While he and Hawkeye descend to try and find Hank with heat detectors, Janet changes to Wasp-size and goes to find her beloved alone.
Hank easily escaped Rey, and runs back through the tunnels. He feels it getting warmer, thinking he must be getting closer to the Flame. Suddenly, he hears voices: it’s Rey’s guards, looking for him. Hank jumps up, and holds himself to the ceiling so the guards don’t notice him and pass by. He notices a hatch above him, and pulls it open. He enters a lab, but then, yet another sound can be heard. Hank thinks he must have been careless and set of an alarm of some sort, as more guards appear ready for the attack.
Goliath fights his way through the guards, and smashes through a wall to escape from them. He has made it to the room where the Flame is being kept. He tries to run towards it, but is then electrocuted by power-draining rays! The Keeper reveals himself, and is responsible for the rays: he isn’t that stupid to leave the Flame unguarded. Thanks to the powerful rays, Hank loses consciousness and faints.
The Keeper’s remaining troops inform him about more costumed men entering the caves. The Keeper fears they might be looking for Goliath, and opens fire. Hawkeye and Captain America fight back and, by using their shield and arrows, easily fight through. Unfortunately, as they move on, a net falls upon them, trapping the heroes inside! The net is too strong for them to break through, and Clint and Cap end up being prisoners. Luckily, the Wasp hasn’t been found as she’s still in her tiny form, and thinks she best wait for the perfect time to rescue her friends.
Cap and Hawkeye are chained and brought to the Keeper. He thinks that too many have entered their realm, and all must be destroyed before more arrive. So commands the Flame God! The Keeper pulls a lever, and giant tentacles emerge from the walls. They grab the captured heroes, and pull them closer to the Fire. Hank tries to get himself and the others free, but with no luck.
On that moment, explosions after explosions take place! Keeper’s followers think that their gods must be displeased with their actions. Yet they do not fear, confident that the Keeper will protect them. He realizes that only Prince Rey’s forces are strong enough to do this, and he’s right. Rey and his rebels brutally breach into the lair, and start fighting. The Keeper thinks he can escape through a secret gateway only he knows about. But then Janet appears, and destroys the machine the Keeper has to press in order to open the gate.
Cap and Hawkeye try to stop the Keeper and fire their weapons at him, but the Keeper’s destructo-rays hold the heroes back. Rescue comes in the form of the Wasp, who stings the Keeper’s machines, preventing him to activate more defenses. Bright light keeps on appearing, but nobody can understand how it happens. Cap looks around, trying to find an answer, and notices that the Flame of Fire is getting out of control, thanks to the battle explosives all the time! He fears that if the Flame get out of their holder, it might mean their doom.
He orders Hawkeye to fire his blast arrow in the middle of the holder, thinking it might prevent too much damage. Hawkeye does as told, and the fire lands right in the middle of the holder. The holder breaks apart, and the Fire moves across the underground base. The Avengers and Dr. Anton run outside. Once there, they see how the fire demolishes the entire base, and its remains fall on the flames, hence stopping the Flame from brining possible harm to humanity.
The Avengers notice that the Keeper and Prince Ray have stopped fighting, as, with the Flame now gone, they’ve got nothing to gain from it. They go their separate ways, and the Avengers decide to return home.
During the flight, Goliath asks Anton if he can help him with his seize problem. Anton sadly apologizes, but he really can’t. He hasn’t the knowledge. But, he mentions that the only other man that can help Goliath is the most brilliant bio-chemist in his field. A man called… Dr. Henry Pym!