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Banner steps into a 'rebirth chamber', which transforms him into the Hulk, while still maintaining his own mind. Rogers also chooses to leave Fury, feeling unready to fight the Chitauri.Дesperate for soldiers to combat the coming assault on S.H.I.E.L.D.'s New York facility, Fury demands that Banner applies his super soldier serum to all of his candidates, only for Betty Ross to learn that Banner was only using the serum as a diversion to find a way to control the Hulk. Iron Man, now revealed to be Tony Stark, resigns immediately. Fury fires an arrogant Hank Pym, who is followed by his wife Wasp. The Avengers disregard Rogers' orders and follow their own egos, resulting in failure which allows the alien to escape with all sufficient information about S.H.I.E.L.D. The team's first mission is to capture a Chitauri spy which has breached a S.H.I.E.L.D.

Fury briefs the team about the aliens, named the Chitauri, and the use of the metal vibranium, while Banner struggles to repress the Hulk persona and Rogers is hesitant of leading the Avengers. The resulting recruits are Captain America, Bruce Banner, Iron Man, Giant Man, Wasp, Natalia Romanov and Betty Ross. sends a sattelite into space to track the three ramaining alien ships, but is ultimately destroyed by the invaders, forcing Nick Fury to reluctantly initiate Project: Avenger.ДЇury and Rogers try to recruit the Norse god Thor, who rejects the offer to continue environmentalist protests. Gamma scientist Bruce Banner is working on a super soldier serum for S.H.I.E.L.D., while on medications that keep him from transforming into the Hulk. director Nick Fury and thawed out into modern day. Sixty years later, Rogers' body is recovered by S.H.I.E.L.D. The missile is destroyed, but Rogers falls into the ocean and the world believes he is dead. The superweapon is launched, leaving Rogers the choice to throw himself onto the rocket and harmlessly cause it to self destruct, while having a final confrontation with Kleiser. Rogers storms through the fortress and is confronted by his nemesis Herr Kleiser, who is revealed to be an extraterrestrial shape-shifter. Steve Rogers, better known as Captain America, leads the mission on an island near Norway where the superweapon is believed to be held. However, there are also claims of a Nazi superweapon that is aimed at the United States of America. The radio announces that Berlin has been taken and Nazi Germany is expected to surrender. In the North Atlantic in 1945 a squadron of B-24 Liberators transport the 101st Airborne Division.

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