Infestation, Day One.
New York City, in a warehouse on a dock: 'It's over! Don't you see that!' a member of ULTIMATUM exclaims, as severa of them sit and stand amongst pallets of crates. ULTIMATUM is the Underground Liberated Totally Integrated Mobile Army to Unite Mankind. 'Look... we all want to take down the government, who doesn't? But no matter how many guns and bombs we have, we always lose' one of the members remarks, adding 'Every single time, Captain America or some super-nut shows up and kicks the crap out of us! I mean, for the love of God, man...you got your arm bit off!' he exclaims to the second Flag-Smasher, leader of ULTIMATUM. Flag-Smasher boasts that no sacrifice is too great to see the world's capitals burn, and declares that mankind must be freed from the lines that divide them, they must unite them all – one world, one people. 'One arm...' one of the soldiers jokes. Flag-Smasher frowns and states that all they need is the right moment, the right time to strike. 'Flag-Smasher!' someone calls out. 'Something...something's happening' they report – from where they hang upside down in the rafters above. 'It's not just me, some of the others, too... we're getting powers!' the officer announces. Flag-Smasher smirks, and declares that the time to strike is now!
Infestation, Day Two.
Manhattan is under quarantine, and chaos is spreading. On Murray Hill, Shangi-Chi and Iron Fist fight with powered-up chumps who wear copies of the blue and red Spider-Man costume. On the George Washington Bridge, Firestar and Gravity are contending with others who have sprouted spider-like abilities, and in Bryant Park, Iron Man, Red Hulk and Wolverine are engaged in an all-out brawl with some powered-up civilians.
Standing atop a skyscraper, surveying the chaos is Carol Danvers a.k.a. Ms Marvel, Jessica “Power Woman” Jones and Clint Barton a.k.a. Hawkeye. 'This is insane. I mean, for real. This is insanity' Hawkeye remarks. 'It's his fault. You know it, I know it. Him and his weirdness. Every time we have to clean up one of his messes, it's always like this' Hawkeye declares. 'I mean, come on... giant robot octopuses? Remember that time you all got turned into Venoms? And now a city full of spider-powered people? Bottom line, ladies... Spider-Man SUUUUUCKS!'
'He's kind of right. Look at this mess' Carol, wearing her black costume with the yellow streak and red sash, remarks to Jessica, who is in civilian clothing. 'Give him a break... this could have happened to any of... well... yeah, okay. People randomly getting Spider-Man powers is kind of nuts' Jessica replies.
'Dammit!' Hawkeye shouts. 'Uh, how's it going over there?' Carol asks as she and Jessica turn to Hawkeye, who is covered tangled in webbing. 'How does it look like it's going?' Hawkeye replies, now imbued with spider-strength, spider-stickiness, spider-webs, spider-sense and is spider-annoyed.
Clint declares that he can't drop his bow, that his arrows are sticking to him and there is a buzzing in his head that won't shut up. 'You know, everyone else seems to have gotten a handle on these powers pretty quick' Carol points out, while Jessica remarks that Spider-Man never accidentally sticks stuff to himself. 'Are you two actually defending him now?' Clint asks as he struggles with his bow. 'Oh, that's right... you both dated him, or crushed on him in high school or something' Clint mutters. 'We only went out a couple of times...' Carol begins. 'Oh my God. He's jealous!' Jessica exclaims. 'He's jealous of Spider-Man!' 'Jealous? Is that supposed to be funny?' Clint asks. 'I'm Hawkeye!' he declares, pulling his bow free from the webbing. 'How could anybody like him better than me? He's... he's creepy, and he crawls around and he's always upside down. And he's just so freaking -' Clint begins, before there is an explosion rattles the city several blocks away. '- annoying, see?' Clint concludes. 'Back to work' Carol tells the others. 'Ms Marvel and I can both fly. Are you going to web-swing over there?' Jessica asks Hawkeye. 'You are so darn funny, “Power Woman”!' Hawkeye mocks.
Several minutes of bickering later, outside the United Nations building, the ULTIMATUM agents have arrived and are in a stand-off with the UN security guards. The three Avengers are on top of the UN building. 'It's ULTIMATUM! The Underground Liberated...' one of the heroes begins. 'We know. They're a terrorist organization that targets all governments, and -' another begins, while the third declares that they look like a bunch of French Storm Troopers. 'Even worse, it's ULTIMATUM...with spider-powers. Terrorists have spider-powers' Ms Marvel declares as they see several of the ULTIMATUM agents toss cars about and swing from nearby buildings. 'Say it' Clint tells Carol. 'I hate Spider-Man' Carol admits, while Jessica announces that she has to call Squirrel Girl, as she is thinking they are going to be late – really, really late.
Avengers Mansion, darkness has enveloped the home of some of Earth's Mightiest Heroes, and a long spider-civilian swings down across the grounds, while inside Doreen Green a.k.a. The mutant Squirrel Girl is on the phone to Jessica, she tells her that it is no problem and to have fun out there. 'Dani's been all tuckered out today. I was just going up to check on her' Doreen informs Jessica. 'Okay, I'll talk to you soon! Hit someone for – me?' Doreen declares as she hangs the phone up, 'Um. Hello?' she calls out as she enters the nursery, to find Dani missing from her crib. 'Dani?' Doreen asks, noticing several strings of webbing throughout the room. 'Ga!' the baby utters from where she is stuck to the ceiling.
Back outside the UN Building, the ULTIMATUM soldiers have opened fire, unaware that they are being observed from across the street by Eugene Patillo, who stares at the chaos while holding his burrito in one hand. He thinks to himself that evil is afoot, and was on patrol as the attack went down. He knows who the villains are from the Avengers Case Files – the Secret Empire – or possibly Hydra. 'Anyway, they're organized, heavily armed... and like the rest of New York now possessed of spider-powers' Eugene tells himself, realizing that the world teeters on the brink of destruction, and destiny has called on him to save it. 'Holy Lillypads!' he exclaims. 'This looks like a job for Frog-Man!' Eugene declares as he pulls his jacket aside, revealing his green costume underneath.
At that moment, Carol, Jessica and Clint have engaged the ULTIMATUM agents, 'Man, there's a lot of these guys. Should we call for back up?' Jessica asks as she drops a large piece of equipment on some of them. 'There's no one left. Team's already stretched too thin' Carol replies, before instructing her teammates to take 'em down. 'Wga – his freaking gun is stuck to me!' Hawkeye mutters as he tries to shake loose one of the agent's weapons. Carol readies a blast of energy, and calls out 'Hey, idiots! I hate to break this to you, but the world needs governments. And honestly, spider-powers or not,, we're the Avengers. Jumping around with uzis isn't going to do squat!' Carol points out. 'Kill them all!' one of the ULTIMATUM agents exclaims as he raises a large weapon and opens fire. As the missile is shot towards Carol, she asks 'That's not a normal RPG is it?' as Jessica and Hawkeye leap out of the way. 'Uh... Avengers Assem -' Carol begins, before the missile strikes her and sends her careening backwards, several streets away, where she crashes into the street, shattering the paving.
'...going to beat that...' Carol mutters as she gets to her feet, and a look of surprise falls over her face as she sees a large frog walking towards her. 'Who the hell are you supposed to be?' she asks. 'It's okay, you must still be shaken from the blast. It's me...FROG-MAN!' Eugene exclaims, his face hidden behind a large smiling mask. He announces that he is here to help. 'No, really, who are you?' Carol asks as she leans in closer. 'Oh, no, Ms Marvel... you have amnesia! We're both Avengers!' Frog-Man exclaims. 'Are you putting me on?' Carol asks. 'No! We're on the same team, except I'm on the Initiative in Kentucky. Well, I was' Frog-Man explains, before asking what the plan is. 'We have to save the UN, partner!' he declares. 'Give me strenth' Carol utters.
Inside the Assembly Hall at the United Nations, an explosion knocks several people backwards, and an official approaches Ban Ki-moon, the Secretary-General, informing him that the exits have been sealed off. 'We're trapped!' he exclaims. 'Who are you?' Ban Ki-Moon asks as Flag-Smasher and his companions enter the Assembly Hall. 'Mister Secretary-General. I am Flag-Smasher' the anarchist introduces himself, and declares that the United Nations is a symbol of oppression, an illusion that keeps the world apart while pretending to bring everyone together. 'ULTIMATUM...Underground Liberated Totally Integrated Mobile Army to Unite Mankind. Too me a week to memorize' Flag-Smasher adds, before he picks Ban Ki-Moon up by his neck. 'What do you want?' Ban Ki-Moon enquires, to which Flag-Smasher replies 'Perhaps I wasn't clear before, let me try again. What do I want? I want to kill you all' he reveals, as two forklifts carry a large red machine that is radiating energy into the Assembly Hall.
Outside, Jessica holds up a chunk of debris as the agents open fire at her, 'What the hell? There's too many of these guys. They're too fast. We have to -' she begins, as Hawkeye knocks into her and gets stuck. 'Can't... let... go!' he exclaims. Jessica tells him to quit messing around, and as Hawkeye's hand connects with one of the ULTIMATUM agents, he points out that it is not his fault. 'How does Spider-Man do it?' Clint wonders. 'Is that guy sticking to you -' Jessica asks, before Hawkeye flings the agent against her. 'This is bad' Jessica mutters as she and Hawkeye find themselves surrounded. 'Here's the bright side. When they kill me, the buzzing in my head will go away' Clint jokes, before asking if there is any sign of Carol. 'You mean after they nuked her?' Jessica replies. Suddenly, 'I'm back, ladies' Carol calls out as drops down amongst her teammates. 'Hey!' Clint snaps, before he and Jessica look on, doubtful, as Carol announces that she brought help. Frog-Man leaps out, kicking and punching the ULTIMATUM agents with surprising ease. 'You have got to be kidding me' Hawkeye tells Carol. 'Who or what is -' Jessica begins. 'Don't ask' Carol tells her. 'Avengers... YAY!' Frog-Man exclaims as he continues his assault.
Back at Avengers Mansion, there are several thuds, bonks and crashes, before Squirrel Girl screams as she runs down a corridor. She takes cover behind a cabinet and gets out her mobile phone. Pick up please for the love of -' she mutters, before a recorded message from Jessica Jones can be heard, instructing her caller to leave a message. 'Oh, hi, it's me, Squirrel Girl. I'm sure you're all busy saving the world and everything's fine here but if you or Mister Cage could come home right now please that'd be great okay thanks and -' Squirrel Girl exclaims, before she the message service ends. 'Mrs Cage?' Squirrel Girl asks, when suddenly, Danielle Cage drops down on Squirrel Girls' head. 'Goo!' the baby utters, while Squirrel Girl screams.
Frog-Man leaps into the air behind Ms Marvel and declares 'Scientist Supreme! Leader of AIM! Prepare to be crushed under the might of the Avengers!' He calls Carol “partner” again and exclaims 'Let's do this' to which Carol tells him to stop calling her that. 'It's the crazy mutant misadventures of Frog-Man and Ms Marvel!' Frog-Man jokes. 'And it's Flag-Smasher, you idiot! I already told you this is ULTIMATUM, not AIM' Carol reminds Frog-Man. 'Right! You're amazing!' Frog-Man replies. 'Hey! Lovebirds! Focus!' Hawkeye calls out as the heroes make their way inside the UN Building. They see Flag-Smasher standing on the red machine. 'Is Flag-Smasher standing on what I think he's standing on? Hawkeye, what's your spider-sense telling you?' Jessica asks. 'That I hate you' Clint replies. 'It's a bomb!' Flag-Smasher calls out, boasting that with it, he shall destroy the United Nations. 'But first...Ultimate Spider-Men...kill the Avengers! Especially the green one. He smells' Flag-Smasher instructs his men.
'Move, Kermit!' Carol exclaims as she pushes Frog-Man to safety when ULTIMATUM open fire at the heroes. 'Look at me. Frog-Man. Avenger. Fighting alongside Ms Marvel, Hawkeye and I don't know the other one. Moondragon maybe? I think she grew her hair out' Frog-Man thinks to himself, deciding that Ms Marvel can never hide her feelings for him, and that he will call her “Carol” soon, like everyone else does. Hawkeye smacks one of the agents over with his bow, while Jessica pulls two of the officials to safety. Frog-Man thinks that Hawkeye was one of the first replacement Avengers. 'Like me. He knows the score. Save the hostages. Take down the bad guys. No one dies' Jessica remarks that Frog-Man is jumping just like Spider-Man does. 'If only someone here had freaking spider-powers...' she jokes. 'Hate you!' Hawkeye calls out. 'Saving lives... like an Avenger' Frog-Man thinks to himself, to which Carol asks him 'Wait...you don't have spider-powers?' and Frog-Man reveals that he has springs in his boots. 'Are you kidding me?' Carol shouts. Frog-Man decides that Carol wants to banter, but he has got butterflies in his stomach – butterflies or chipotle sauce. 'That's what Spider-Man said the first time we fought together. You wouldn't believe how much better I've gotten -' Frog-Man begins, but Flag-Smasher comes up behind him, his mace ready to slam into Frog-Man, Carol warns him to watch out. 'What' Frog-Man asks. 'MOVE!' Carol shouts, so Frog-Man leaps upwards, and Flag-Smasher's deadly mace strikes Carol. 'Hm, she may have not meant “up”' Frog-Man thinks to himself.
'You broke my nose! You're not supposed to be smart enough to – oh, no' Ms Marvel exclaims, while Flag-Smasher is pushed away by Jessica, he boasts that he now has the power to deal with heroes, the power to tear the world down. Flag-Smasher spins around and leaps over Jessica, 'I'm stronger...faster...and I can feel you coming. Just like a spider!' he declares, while Jessica screams as Flag-Smasher's barbed hairs on his hand dig into her face. 'He... he ripped open my face! Can Spider-Man do that?' Jessica asks as blood trickles down her face. 'I'm starting to think we never want to find out. You ready?' Carol replies. 'Watch it' Jessica tells her teammate, when suddenly, they are knocked over as Flag-Smasher slams his mace into the floor, breaking it up. Frog-Man remarks to Hawkeye that his stomach is really feeling kind of upset. 'Uhhn! Stupid spider-sense!' Hawkeye mutters. 'Spider-sense? You mean like Spider-Man's? Doesn't that mean we're in danger?' Frog-Man asks. 'You haven't figured that out already? It's coming from down there...' Hawkeye replies as the detonator on the bomb shows only sixteen seconds remaining.
While Carol and Jessica fight Flag-Smasher, Hawkeye tells Frog-Man that if he wants to call himself an Avenger, he should frog-jump the bomb out of here or something. 'What? You've got spider-powers, why can't you do it?' Frog-Man replies. Hawkeye explains that he is stuck to the floor. 'These powers such!' he mutters, while Frog-Man announces that he thinks he is going to barf or something. Twelve seconds until detonation remain, so Hawkeye flips backwards, 'Fine. If Spider-Man can do this. Then I can do this' he declares. 'Come on...come on...' he utters, before some webbing shoots from his hand and snags onto the large bomb. 'YES!' Hawkeye shouts, with four seconds remaining. 'Get outta here!' Hawkeye tells the bomb as he swings the webbing upward, the bomb goes into the air with one-half second remaining, through the rooftop of the Assembly Hall and into open air, where it explodes. 'What? No. NOOOOOOO!' Flag-Smasher shouts, rushing over to Hawkeye, he warns the Avenger that he is going to use these powers to tear his head off. 'He means you, right?' Frog-Man asks Hawkeye, who replies that he has no idea. Flag-Smasher roars as he prepares to bring his mace down on Hawkeye, 'Ohhhh crrrraaa -' Hawkeye begins, 'I think I'm gonna -' a concerned Frog-Man utters, before his large mouth opens and he vomits all over Flag-Smasher, bringing the anarchist's rage to a halt.
'You... you threw up on me... you threw up on...' Flag-Smasher utters as he keels over. 'Oh, geez, man, I'm sor-' Frog-Man begins, before Carol drops from above, 'Hey!' she calls out as she slams Flag-Smasher into the floor, 'No one breaks my nose!' he declares, knocking Flag-Smasher out. The four heroes regroup, and Frog-Man remarks 'So, ah, you know...we did it'. 'Nice...work?' Jessica asks. 'Yeah, you saved my life with that move back there. He did not see that coming' 'Really?' Frog-Man asks. 'You know it, partner' Carol says to Frog-Man. 'So… so does that mean I'm really Avengers material?' Frog-Man asks. 'Absolutely almost' Carol tells him.
Seventeen minutes later, at Avengers Mansion, 'DANI!' Jessica shouts as she, Clint and Carol rush into the nursery in search of the baby. 'It's clear!' Hawkeye exclaims, bow and arrow at the ready. 'Awww...' Carol utters as she sees the baby asleep in her crib. 'Oh, thank God' Jessica utters, before singing out ot her baby. 'Don't wake her up' Carol remarks. 'She'll get over it. C'mere, you' Jessica tells Dani as she pulls her baby into her arms. 'I still can't get over you and Luke making something that much better looking than either of you' Hawkeye jokes, before asking what the deal with Squirrel Girl's panicked message was. 'And where is she, anyway?' Clint asks. Jessica supposes that Squirrel Girl is sleeping, as babies are more work than super villains. 'I'm sure we all had a pretty crazy day' Jessica adds, while, up above, no one sees a large cocoon of webbing with a busy tail sticking out of it hanging from the ceiling.