This week, a routine trip to the Negative Zone turns into a total nightmare.

Remember Prison 42? The prison in the Negative Zone designed for the most dangerous supervillains? That’s where Whirlwind is going, escorted by Cap, Ms. Marvel, Thor, and Wasp. They crossover into the prison and pass by some of their former foes. Carol shares a tense silence with Mar-Vell, and they also pass by Abomination and The Leader, who keeps asking for them to “make it stop.” The lights flicker and dim, and everyone around quickly agrees that that’s probably not supposed to be happening. “You fools! Don’t you see that they’re out there?” The Leader howls. “They’re coming!” Bad news.

Agent Quartermain arrives to find out just what the trouble is, and asks that they talk out of earshot so they don’t scare the prisoners. Apparently there have been a lot of reports about prisoners raving about hearing noises and that something is trying to get into 42. They have three different power back-ups, incase the power goes out, which it does, but they start getting weird energy readings. Quartermain and Carol inspect the area and find that the main power cable has been broken, or well, chewed through. None of the prisoners have done it – they’re all accounted for, and can’t use their powers. The only way to get into 42 is the way the Avengers came in. In another corridor, Thor and Wasp hear screaming and go to investigate. The culprit – some kind of giant scorpion – briefly attacks before scuttling off. They get frantic radio calls from the control room and arrive to find it completely destroyed. One of the agents tells them about the alien bug that dragged the commander away. It destroyed communications and now they won’t be able to open the portal, they have to wait until the next shift of guards reports for duty.

Jan catches the scorpion on the security cam in the mess hall. They try to figure out what it would want with the warden. Cap says that you always try to draw the senior officers away, to gather intel, but… it’s just a bug. Before they can try to draw it away, more of them burst through the hull and attack. One of them drags out the warden and Carol and Thor fly after it. “Odin’s beard.” Thor exclaims and Carol turns to see what he’s looking at. An entire swarm of those things are headed straight for 42. Quartermain is forced to close the mess hall doors, locking Thor and Carol outside. Cap wants to go after them, even if the odds are insurmountable and the door starts to give way. The remaining agents prepare for battle as the door bursts open, only to find that it’s Carol and Thor. The bugs have 42 surrounded and seem to be waiting for the next shift to arrive within the hour, so they can flood through the portal. “We’ll destroy it before we let that happen.” Cap says, and assures the group that it’s only as a last resort. But they know they can’t hold 42 with 4 Avengers and a few SHIELD agents alone. Carol has an idea.

“Already everyone, I know most of you aren’t stupid.” Carol calls to the prisoners of 42. She tells them about the army of angry bugs outside, waiting to kill all of them. Mar-Vell immediately pledges his help, but others, like Abomination, aren’t so willing. Cap promises that if they fight that he will personally testify at their parole hearings on their behalf. So, out come a handful of interesting villains: The Leader, some AIM personnel, The Executioner, Radioactive Man, Absorbing Man, and others. But Cap refuses to let Baron Zemo out of his cell, even if he says he’ll fight. Thor mentions to the Executioner that Amora is in the hands of Surtur and will let him return to Asgard if he fights honorably. (Holy forgotten subplot, Batman!) “This is our Alamo, we make our last stand right here.” Carol says, pointing to the self-destruct button that would destroy the gateway.

The bugs begin to swarm through the holes in the hull, and everyone gets to work on blasting them straight to space hell. It seems a lot like beginning level video game stuff to me – get through the bugs and there’s always a bigger boss waiting. And that’s also what Leader seems to think, who can hear some sort of voice or command in his head – something that isn’t just the bugs. After a melee of bug killing, they all seem to stop. “They only stopped because it told them to.” The leader says, pointing to a winged figure shrouded by the bugs. It seems to be half-demon, half-robot, with giant bat wings and a red scepter. He blasts everyone out of the gateway, allowing more bugs to get through. Abomination is released and begins smashing the bugs alongside everyone else. Some awesome little fight details: Mar-Vell’s gun turns into a space sword, Executioner saves Thor from being eaten by bugs, and they share a manful nod. Cap gives the order to fall back and everyone runs.

“Okay boys, like we planned.” Wasp orders and Radioactive Man and Absorbing Man combine forces to make one unstoppable, radioactive rock, destroying several dozens of bugs and clearing the corridor. In the main cell block- The Leader continues to receive information from the winged creature. “It’s name is Annihilus!” They have ten minutes until the gateway opens, but Carol knows the defenses won’t hold that long. Carol and Quatermain head back to the “Alamo” while Cap and the others try and take down Annihilus. The Leader and Abomination make a break for the gateway. Quartermain tells Carol to blow the gateway but she refuses, she wants to go down fighting, when the Leader and Abomination burst through the door. Surprisingly enough, The Leader insists that they aren’t trying to escape, and that he can disrupt the energy field surrounding Annihilus. “I can either try to cram 42 years of quantum physics through your brain or you can let me do this!”

The Leader sends a shockwave of energy throughout 42 that disables the force-field surrounding Annihilus, and the Avengers give him everything they’ve got. Thor destroys his scepter and the remaining bugs carry him off into space, evacuating the rest of the prison, leaving it more than a bit destroyed. The Leader says that Annihilus was a creature of the anti-matter universe who knew that the positive matter that existed in 42 had to be destroyed. The next wave of SHIELD agents arrives through the gateway. “Gentlemen, welcome to 42.”

Once again, it’s time for bullet points!

  • A pretty solid episode, obviously a throwback to something like “Assault on Precinct 13” I actually didn’t expect the villain of the week to be Annihilus, and thought that this might have had something to do with Ultron again, since he turned up in last week’s run-in with Vision. But I love the siege/space horror feel of this episode.
  • Always a fun time with villains like The Leader show up. I like the vain, kooky ones.
  • They mentioned the Surtur plot! Are they going to return to it, or is Thor just assuming that Sif and Beta Ray Bill have it covered?
  • Is Iron Man still brooding somewhere? They really seem to have fallen back on Cap being the leader nowadays.
  • Where. Is. My. Main. Man. The. Hulk. GO GET HIM. Man, if/when they do finally get him away from General Ross, I would be pretty pressed if I was him. Like, “never come back to the Avengers” pressed. So, you know, keeping with comic book canon.
  • (Can we get a Defenders cartoon, mayhaps, then?)

Did you miss an episode? Check out our recap of last week’s ‘Behold! The Vision!‘.