As the Avengers witness the unveiling of Wonder Man’s new costume, Ant-man arrives for "the first official meeting of the Avengers" and demands to know who these strangers are with Iron Man. With his swarm of trained ants and his growth momentum, he gives his puzzled teammates a hard time until the Wasp appears and knocks him out. Jan explains that Hank has been struggling with tough times lately: his growing discomfort with the hero role, setbacks in his research, and insecurity over being supported by his wife, leading him to a breakdown. When Beast drives Jan home to pick up some items that may snap Hank out of his amnesia, she is captured by an unexpected foe. Back at the Mansion, nothing seems to be helping Hank recall his lost memories. Captain America puts out a call for the absent Avengers, but none answers, especially Hawkeye, who is relaxing at a dude ranch with the Two-Gun Kid. Back at the Mansion, a critically injured Beast is barely able to get out a warning when Ultron explodes through the floor, blasting apart the Vision and absorbing Iron Man’s energy. He fires encephalo rays to shoot down Beast and Wonder Man. Scarlet Witch uses her special powers to collapse part of the mansion on the enemy robot but when she is distracted by Cap, the villain seizes the opportunity to shoot them down as well. His final act is to capture his "father" Ant-Man and blast through the ceiling. Later, Jarvis returns to a scene of carnage….
Avengers: Captain America, Iron Man, Wasp, Ant-Man (Hank Pym), Vision, Scarlet Witch, Beast, Wonder Man, Black Panther, Hawkeye, Two-Gun Kid.