act 1- thanos meets with death, death warns him of galactus. the core avengers and rocket sans tony discuss how to meet with tony. tony and nebula attempt to salvage together the ebony maws ship to return to earth, beleiving the coordinates would still be in the ships computer . cap and bruce go to siberia to find his shield. natasha and rocket go to avengers hq where they meet clint barton and charles xavier and eric lenshr. clint reveals his wife and son were killed by thanos and wants charles' and the remaining xmen to join with the avengers to get revenge. deadpool, who was playing video games, tells the audience hes already been in a revenge story and hes only a trainee and hes only in the film because its fan fiction. rocket looks over and asks him why hes talking to the wall.

act 2:
cap and bruce go through the siberian compound looking for his shield, they meet reed richards and the fantastic 4. reed had found the shield and gives it to cap. reed says they were there in the compound to find out how to make more enhanced humans like cap. reed concludes that there could never be another hero like steve rogers, not everyone has the guts and the spirit like steve rogers. he attempts to use 1940s slang to appease rogers. hilarity ensues. and recoginizes bruce and says he looks incredible. bruce is familiar with the fantastic 4 and has read all of reeds papers and essays and could help get back at thanos. they fly back to avengers hq, ben grimm observes that they are superheroes, why cant they fly? the return to avengers hq.

act 3.
tony and nebula finally get the ship to start, but the bifrost appears behind them in the ship. a stunned tony turns around tony quips about the beard and missing eye. thor and nebula and tony return to avengers hq. rocket asks nebula where gamora is. nebula says she was sacrificed by thanos. rocket blames that on nebula. tony sees steve and sighs and says hes never been this happy to see steve. meanwhile, on thanos planet: thanos asks death where galactus is. death says he is thousands of light years away, but he is coming. death touches thanos and they are transported to the sanctuary 2. death says that galactus is no longer coming to him, rather thanos is coming to galactus. back to avengers HQ, the avengers and the xmen and the fantastic 4 are dealing with ways they could defeat thanos. tony says theres no way he can be defeated with the gauntlet, and that he has the time stone so they couldnt go back in time. reed richards says thanos isnt the only being who can travel through time. he opens his computer and projects the screen with a picture of a man in a purple and green pressure suit with a blue visor. deadpool (in a catholic school girl outfit) comments that he traveled all the way from down the road for a powerpoint presention. reed reveals that the man in the picture is kang.

Act 4
thanos is piloting the sanctuary 2 with death on the throne. he sees a tiny ship far off in the distance. he blinks and the ship is now extrmely close to the sanctuary 2. thanos scowls and blinks again, this time, the pilot of the ship is behind him. death leans forward and thanos turns around. thanos asks who he is and why hes on his ship. he introduces himself as kang. kang takes off his helmet and tells thanos to turn the ship around and go back to titan. thanos asks why and kang says hes angered the devourer. thanos gloats about how he is the greatest being in the galaxy. kang tells thanos that he doesnt understand, the devourer isnt just a name, its what he does, he consumes the life force of planets and he just destroyed half of his sustenance, and thanos didnt make the universe balanced at all, he made it easier for death to become the only being in the universe. thanos asks him how he knows, and kang says he has seen it with his own eyes and hes not the only being who can travel through time. thanos turns to death and asks if that was true. death remains silent. thanos says kang is mad, and wont take orders from anyone, he claims he is the strongest being in the universe and the devourer is no match for him. suddendly the screen goes white. back at avengers HQ, tony asks reed how they can meet with kang, and reed says that kang has seen all outcomes, and they just have to trust whatever happens. suddendly they see the portal open over stark tower.

act 5:
thanos is sitting on the throne on the asteroid overlooking the earth, seeing the chitauri attack the earth. he has a mostly empty gauntlet. tony says that thats their cue, and they leave hq and fly towards new york. tony, steve, thor, nebula, deadpool, and wolverine are all on the xmen plane, piloted by hank mccoy. tony tells hank to fly through the portal. thor summons the bifrost with stormbreaker and they all go to the asteroid thanos is on. the rest of the heroes take shield planes to the city streets, bruce and natasha run to the sanctum santorum, they see a portal closing, with baron mordo and the ancient one just making eye contact with them, the ancient one and baron mordo move backwards from it, as the incredible hulk holding natasha dive through the portal and into kamar taj.

back on the asteroid, tony and steve approach thanos. thanos stands up and says they have no right to interfer with his plans, tony says the earth is closed and thanos can go back to titan and itll be all over, and repeats the line from avengers 1 about how theres no version of this where he wins. deadpool says that theres the bitch that wont let him die. wolverine asks him whos he talking to. deadpool points to blank space and says right there, shes standing right there, she has the scythe and and the scary movie mask and everything. wolverine calls him crazy, and tony tells him to shut up. thanos says the end is near and cap says not over till the fat lady sings, pal.
back in kamar taj, hulk and natasha are smashing through everything and eventually find the eye of aggamotto. the go back to the courtyard and see baron mordo standing with the spear of the living tribunal. natasha asks him to open the portal again. he says no. hulk roars and he opens the portal. they return back to the sanctum and nastasha radios thor saying they have the stone. thor takes the bifrost back to new york and grabs the stone and takes the bifrost back to the asteroid.

cap sprints towards thanos, while tony suits up. thor and wolverine follow cap, and deadpool skips towards him taking out his katanas. cap punches thanos in the jaw, while tony goes for the gaunlet. thanos recoils back from the punch, and wolverine and deadpool attack from the sides. thanos kicks them away. thanos punches at cap, but he dodges, and catches the punch, breaking his arm. tony is still desperatly trying to grab the gauntlet as thor throws storm breaker at thanos, hitting him in the head, thanos falls back and wolverine and deadpool start slashing at him while tony grabs hold of the guantlet. the titan throws them all off and throws a punch at cap, but cap throws his shield up and the punch puts a dent in the shield. the force of the punch causes cap to fall backward. thanos lunges at cap who is still on the ground, cap puts the shield up again, and thanos rips it from his arm and snaps in half and throws the two pieces away and punches at caps head, cap dodges the punches and kicks at him, thanos catches his leg and bends it backwards at the knee. thor comes from the side and hits thanos in the chest with stormbreaker thanos staggers back as cap gets up on his good knee, with his good fist up with blood running down his face. he says he could do it all day. and thanos picks up steve by the neck and punches through his chest. nebula sprints from the side and removes the gauntlet from his hand. thanos throws caps body on the ground before tony sends a beam through his body and thor destroys thanos with lightening.
act 5
nebula puts on the guantlet and takes the time stone from thor and drops it in the gauntlet. she snaps her fingers and turns into a flesh and blood humanoid woman. she snaps her fingers again and tony is back in the park with happy following him. he turns around and looks suprised that happy is there. he says oh sorry i thought you were pepper, at which point happy says "who?" and screen fades to black