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EXT. HELICARRIER PORT SIDE

Iron Man began to push the rotor using boosters from his boots.

"Stark, we're losing altitude," Fury warned.

"Yeah," Iron Man replied. "Noticed."

The rotors started propelling faster and faster as Iron Man's boosters got brighter. On the other side, Captain America continuously shot at Clint's men. Blinking at the wrong moment, Captain America lost the upper hand and slid off the railing, but grabbed onto a loose cable.

INT. HELICARRIER DETENTION SECTION

Thor ran into the detention section where he found Loki, escaping and yelled, "No!"

Thor charged his brother. Loki walked up to him and crouched to attack. Thor only went through him. The false Loki dissipated into nothingness. The real Loki came out from behind the cell door, which closed on Thor, locking him up.

Loki smiled and asked, "Are you ever not going to fall for that?"

INT. LOWER EQUIPMENT ROOM, CARRIER

Clint walked down the catwalk. In a lightning fast move, Clint nocked an arrow, and pointed it at Natasha. A hand-to-hand fight ensued. Natasha crawled her way around Clint, making them drop his bow, but he pulled a knife on her.

INT. HELICARRIER DETENTION SECTION

Thor, in a fit of anger, slammed Mjölnir onto the glass cell. To his surprise, the cell door only cracked, but violently shook the ship. Loki stood there in caution, as did his guarding soldier.

Loki smiled and walked over to the control panel as he said, "The humans think us immortal. Should we test that?"

Suddenly, the guarding soldier fell like a tree. Agent Coulson stood there, holding a Phase 2 weapon prototype.

"Move away, please," Coulson said.

Loki moved away from the switch.

"You like this?" Coulson asked. "We started working on the prototype after you sent The Destroyer. Even I don't know what it does. Do you wanna find out?"

Two loud gasps sounded. Coulson was impaled through the heart. The real Loki stood behind Coulson.

"Nooo!" Thor cried.

Loki sent Coulson against the wall. Coulson slumped down, breathing fast. Loki made his way to the control switch. He gave his brother one last look. Thor looked at him, hopeful. Loki opened the hatch and hit the button and dropped Thor from the ship.

INT. LOWER EQUIPMENT ROOM, CARRIER

Clint and Natasha continued attacking each other. Natasha kick-boxed Clint's face. Feeling that, Clint took a swing at her, but she grabbed his arm, twisting them. Clint writhed in pain. Using his other arm, he tossed the knife over and began to slash at Natasha. She dodged every move, but found herself in a lock hold with Clint. As they forced the knives down, she bit his wrist. Clint let go of the knife. Natasha wrapped her legs around his neck, flipped him over and arm locked him. She slammed his head into a pipe rail. Clint went down, hard. He looked up her, almost coming to his real senses.

"Natasha..." Clint called.

Natasha clocked him and Clint was out.

EXT. SKY

Thor, trapped in the glass cage, bounced off the jumbling cell pod. As it drew closer to land, Thor tried to swing at glass, but missed. Land drew closer. In a final attempt before crashing, Thor positioned himself onto the glass door and leapfrogged just as the cage was about to hit the ground. The cell crashed into the shore as Thor crashed out into the meadow.

INT. HELICARRIER DETENTION SECTION

Loki had no remorse as he looked down. He closed the hatch and proceeded to leave.

Coulson said in a weak voice, "You're gonna lose."

Loki turned and asked, "Am I?"

"It's in your nature."

"Your heroes are scattered, your floating fortress falls from the sky... where is my disadvantage?"

"You lack conviction."

"I don't think I..."

Coulson shot Loki with his Phase 2 weapon prototype, causing Loki to be blown through the wall behind him.

"So that's what it does," Coulson mumbled.

INT. HELICARRIER BRIDGE

Fury saw on his view screen that the hatch had been opened. Knowing Coulson was sent there, he and Elsie went to check on him.

EXT. HELICARRIER PORT SIDE

Iron Man continuously spun Engine 3, giving it all he had. The rotors were propelling properly and fast. The Helicarrier leveled itself.

"Cap, I need the lever!" Tony said.

"I need a minute here!" Steve yelled.

"Lever. Now!" Iron Man let go of the rotors. They spun by themselves. He was then caught in one. He slipped into the rotors, getting chewed up.

EXT. HELICARRIER PORT SIDE

Captain America climbed up the loose cable and reached the railing. Clint's man opened fire once more. Captain America pulled himself up and finally pulled the lever. A vent opened up from Engine 3. Iron Man fell out, but the suits were heavily damaged, hardly keeping them up. Iron Man headed for Captain America. One of Clint's men turned his aim to Iron Man, who tackled him into the wall. Iron Man rolled over, tired. Captain America let out a sigh of relief.

OUTSIDE THE HELICARRIER

The carrier that brought Clint and his team left, taking Loki and his scepter. The carrier flew into the distance.

INT. HELICARRIER DETENTION SECTION

Fury and Elsie ran in, finding Coulson still alive; barely.

"Sorry, boss," Coulson apologized. "They got rabbited."

"Just stay awake," Fury told him. "Eyes on me and Agent Stark!"

"No. I'm clocked out here."

"Not an option."

"It's okay, boss. This was never going to work... if they didn't have something... to..."

Coulson looked away before his head fell. He sighed his last breath. Fury and Elsie looked grimly at Coulson as the medical team arrived.

INT. HELICARRIER BRIDGE

"Agent Coulson is down," Fury informed.

Hill was being treated for a gash on her head. She listened on her headset and stood.

"Paramedics are on their way," a S.H.I.E.L.D. agent informed.

"He's here," Fury and Elsie said.

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