Scene 22 - 24

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22        EXT. ON A HILL (OVERSEEING THE BATTLE) - DAY

[QUICKSILVER appears before MAGNETO holding an unconscious SC.WITCH. MAGNETO smirks and nods to MYSTIQUE. MYSTIQUE shapeshifts into SC.WITCH and walks back to the fight. MAGNETO, WHITE QUEEN, QUICKSILVER & (real) SC.WITCH exit]

Cut to:

23        EXT. WOODS (HILL OVERLOOKING EVERYTHING) - DAY

[SPIDERMAN is pacing in frustration]

SPIDERMAN: Oh, my GOD! Look! LOOK! (points to MAGNETO) their LEAVING! HELLO! (waves his arms about in frustration)

[Enter Deadpool. Deadpool puts his arm around SPIDERMAN]

DEADPOOL: Fancy seeing you here, sexy!

SPIDERMAN: (groans) Go away!

[SPIDERMAN exits, muttering about never being allowed to join the Avengers. DEADPOOL shrugs and pulls out a deck chair and popcorn]

Cut to:

24        EXT. WOODS (BATTLE) - DAY

[LOKI is siting in a deck chair (on the side) reading a newspaper. Enter IRON MAN (wearing one arm of the iron man suit)]

IRON MAN: What are you doing?

LOKI: Oh! Man of Iron! I didn't see you there. Why, I'm just sitting here, peacefully reading the newspaper- did you hear-

IRON MAN: You are literally the worst villain, ever!

LOKI: I wouldn't say ever...

IRON MAN: Ah, yeah you would.

LOKI: Well, at least my team isn't getting completely annihilated!

[LOKI points at the continuing battle. IRON MAN frowns and blasts MASTERMIND unconscious]

LOKI: That wasn't very nice.

IRON MAN: Yeah, well, the world isn't very nice-

[ICEMAN freezes IRON MAN in place. X-MEN join the battle]

PYRO: Well, well, well- look who it is. (takes and finishes IRON MAN'S glass) Why, if it isn't the powerless want-to-be king of Asgard or is it King of Aliens?

[LOKI stomps foot and dramatically leaves]

PYRO: (pauses) Okay. He's definitely a Drama Queen- what do you think? (looks to frozen IRON MAN) That's what I thought.

[BL.PANTHER is beating SABRETOOTH, X-23 ATTACKS HIM. SABRETOOTH escapes and goes after the main fight. WOLVERINE & BEAST help BL.PANTHER fight X-23. X-23 flees upon seeing WOLVERINE's claws. SABRETOOTH attacks STORM. BEAST & CYCLOPS fight SABRETOOTH. BL.PANTHER drags STORM's bleeding body from the battlefield. Under collective pressure of everyone's powers EXODAS retreats through teleportation. AVENGERS & XMEN square off]

BL.WIDOW: WAIT! Steve, they're the mutants!

CAP.AMERICA: Under the authority of the American government, you will surrender yourselves to American Homeland security.

ICEMAN: And why would we do that?

BL.WIDOW: Because your a danger to millions of civilians!

PYRO: Ha! Your a hypocrite if you think we're the only danger to humanity.

ROGUE: PYRO!

PYRO: What?

CYCLOPS: Unfreeze Iron Man!

PYRO: Why? I think he's better like this- not as boastful!

PHOENIX: Just do it! Or else.

[PYRO begins to unfreeze IRON MAN]

CYCLOPS: Listen, I hope its not going to be a problem or anything but we are not going to hand ourselves in- because we're not the bad guys, here-

HAWKEYE: Are you suggesting we are?

PHOENIX: No. What Scott's trying to say is, it would make better sense if your main priority was going after rogue mutants like the Brotherhood.

THOR: Enough of this delay.

[THOR summons his lightning]

CAP.AMERICA: Thor, NO!

ROGUE: Bobby, now!

[ICEMAN freezes all the Avengers]

IRON MAN: Ow! Hot! Hot! Hot! Ho-

[ROGUE absorbs IRON MAN's energy- IRON MAN falls unconscious]

PYRO: Okay... What now?

PHOENIX: Where's Ororo?

[X-men start looking for STORM]

BEAST: Logan? Are you alright?

WOLVERINE: Did you see her? She had claws... like me?

Cut to:



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