Featured article
This article is written from the Real World perspective Real World.jpg
Series The Avengers: Earth's Mightiest Heroes
Release Date June 14, 2012 (Australia)
September 9, 2012 (United States)
Episode Number 17 (Season)
44 (Overall)
Writer James Felder
Steven T. Seagle
Joe Kelly
Joe Casey
Duncan Rouleau
Christopher Yost (Story Editor)
Director Boyd Kirkland
Frank Paur (Supervising Director)
51 images
For the character see Yellowjacket.

The Avengers mourn the tragic loss of Dr. Henry Pym when a new costumed figure appears. The extreme figure uses lethal force with villains and seems to know every tactic Earth's mightiest heroes throw at him. But things become personal when Wasp learns the connection between the man and tragedy that took Hank.


Students walk around the campus at Grayburn College.

Inside Hank Pym's office, Iron Man and Wasp look around at the mess. There are broken glass and books piled everywhere. Iron Man jokes that a gamma bomb went off, or perhaps Pym's interns are the worst.

Wasp starts to explain that while Hank is a genius he is also messy. However, she is cut off my Hank murmuring to himself. He looks around for something then finds it.

The two Avengers are shocked to see Hank in his current unkempt state. His hair is a mess, hasn't shaven in days, clothes are disheveled, cords hanging off of him, and he's wearing a large magnifying lens on his head.

Old lovers meet again

He looks up and is glad to see that Iron Man came. Wasp looks happy, but Hank seems embarrassed when he notices her. He first says that he is not ready to do something, but stops and claims it doesn't concern her.

Iron Man notes how awkward this is, then asks about the "little tech miracle" Hank asked him to see. Hank gets excited as it is both little and huge. He claims it's the next version of the Big House. Hank moves to show them.

Iron Man says that it is interesting though unnecessary since Hydrobase is online. He reminds Hank that the Big House did not turn out so well.

Hank shoves the books off his desk and to the floor. He turns to see the two Avengers walking over to him. He claims that he is the warden and in control of the prison so nothing will go wrong.

Iron Man tells him that he is glad to hear from Hank, but worries that this is another disaster waiting to happen. He then wonders if Hank has slept or eaten anything besides pizza.

Not in his right mind

Hank ignores him and digs through his books. He picks up a device that Iron Man fears is an unshielded quantum annihilator. Hank claims it is and much more, it's a micro-prison.

Iron Man wonders why he doesn't work on this at Stark Tower. He claims it would help to work around friends, and in a safe location. Iron Man reaches for the annihilator.

Hank pulls it away reassuring him that the lab is safe. He feels that things go wrong when he's not around. Wasp tries to calm him down. She tries to get him to put down the dangerous "science thingie" and talk things out.

His precious

Hank realizes that this was a bad idea and asks them to leave. Iron Man tries to talk to him, but Hank orders them out.

The two Avengers exit the lab out into the hallway. Iron Man sarcastically jokes that Hank is doing well without the team. Wasp points out that despite not leaving the team under the best of circumstances he may need their help.

Just then Hank screams and the door to the lab blows off. Iron Man quickly moves to protect Wasp.

He's gone for good

The two reenter the lab and Wasp calls out to Hank wondering if he is fine. The place is a burnt mess still smoking. She looks around and finds Hank's magnifying glasses, the strap broken and the lenses cracked.

Remembered among friends

Later, a group has gathered in the backyard of the Avengers Mansion to hold a funeral for Hank. Tony stands at the podium giving the eulogy. Behind him stands a bronze statue of Ant-Man.

The hardest hit

He looks out over the other Avengers, Heroes for Hire, Fantastic Four, Spider-Man, and others who have gathered to pay their respects. Tony remembers him not as an Avenger or scientist, but as someone who dreamed of making the world a better place. Wasp cries into a handkerchief.

Behind the group, the United States flag flies at half-staff. A flock of pigeons fly by.

Later, the mourners are mingling amongst themselves.

Black Panther tells Hawkeye that death comes to everyone eventually. Hawkeye points out that this was the first time any one of the Avengers has died.

Nearby, Thor commends Tony on his speech feeling it is worthy of the songs in Valhalla. Tony admits that Pepper Potts wrote it as he isn't good with this kind of thing. He says that while he and Hank didn't always agree he meant what he said.

Meanwhile, Wasp tells Captain America that she wished Hank could have finished what he started. She also wishes that she could have told him how she felt. She turns to the statue and begins to cry.

An unspoken love forever lost

Captain America puts his hands on her shoulders and reassures her that Hank knew how she felt and he loved her too, but simply got lost.

She brushes him off and runs into the trees sobbing. She stops and a figure in a trench coat approaches her. She looks and sees Nick Fury.

He tells her that he's trying to keep a low profile, and is looking for a word in private with Tony. The billionaire himself walks up wondering what Fury wants.

Murder most foul

Fury apologizes for being so blunt, but reveals that the explosion that took Hank's life wasn't an accident but murder. He tosses Tony a burnt mechanical device.

Later in the meeting room, the Avengers are looking at a hologram of the device. Wasp explains that S.H.I.E.L.D. agents found it in the wreckage, it's a detonator. She reiterates that Hank was killed.

Hawkeye wonders if Nick saw who did it with his good eye. He points out that otherwise they are blindly searching.

A lead to start

Iron Man orders JARVIS to scan the device whiel also accessing Hank's remote backup drives. JARVIS agrees and finds that Hank's most recent file activity regarded the Serpent Society. He pulls up a hologram of the team.

Wasp feels confident that it was them and wonders why they are waiting. Captain America then points out that the micro-prison prototype wasn't in the wreckage. He wonders if the Serpents took it.

Iron Man claims that it makes sense and decides to show the villain group why they're the Avengers. JARVIS then pulls up a map claiming that the records showed where Constrictor is, somewhere near Yancy Street.

Captain America points out that the team is slippery and could escape before they're cornered. He asks if Black Panther can hunt quietly.

She wants vengeance

Wasp then asks what she can do. Iron Man wonders if it's too soon for her and promises she'll get a shot. Wasp scoffs and sits back down.

That night at the corner of Yancy Street and 33rd Street, a copy of The Daily Bugle honoring Ant-Man flutters by. Overhead, Black Panther and Captain America leaps across the rooftops over the street. They leap down, briefly silhouetted against the moon.

They walk out of the shadows, and Captain America notes that this was the last safe house in Hank's files. He asks if Black Panther notices anything. Black Panther sees footprints and notes that they're heat traces, less than five minutes old, so they are close.

Just then they hear a man screaming. They look at each other and sprint forward.

Inside, Constrictor is on the ground backing up from something. The snake-based fiend begs to be let go saying he'll give his pursuer anything.

A new threat

The man chasing him holds up some kind of gun. He fires at Constrictor, who leaps back and out of the way. The villain extends mechanical tentacles, but the man shoots them away.

Constrictor backs away wondering who the man is. He steps out of the shadows and introduces himself as Yellowjacket. He then aims the weapon at Constrictor.

Just then, Captain America's Shield flies towards him knocking the gun out of his hand. The soldier lands saying they will handle things from there then grabs his shield out of the air.

Three-way fight

Black Panther lands and holds up his Avengers Identification Card. JARIVS scans but cannot identify Yellowjacket. He projects a hologram of Yellowjacket's thermal image but cannot make a match.

Yellowjacket then jokes that the "mighty" Avengers are going to scan the villain into submission. Captain America says they won't disintegrate him. The mysterious man claims that this is why the world needs people like him: those who are willing to do whatever it takes.

He then leaps at Captain America who swings his shield at him. Yellowjacket ducks then grabs the Avenger and tosses him.

Too good a fighter

Black Panther leaps at him shocking Constrictor. Yellowjacket blocks both of Black Panther's punches then hits him back. Black Panther wonders who the person is.

The African king leaps at him again but Yellowjacket dodges over his head. Captain America reaches for his shield, but Yellowjacket lands on it so that it hits its wielder.

Yellowjacket taunts them that the pain will remind them to stay out of his way. He lifts his arms and a large swarm of yellowjacket wasps fly out. They surround the Avengers who vainly try to swat them away.

Lethal weapon

The newcomer grabs his gun claiming he still has work to do. As Constrictor runs away he is blasted in the back. His whole body is engulfed in energy then disappears. Captain America cries out.

Just then, Wasp flies down and enlarges to punch Yellowjacket back. She stands over him threatening to make him sorry.

Yellowjacket looks shocked. He stands and flies away into the night sky.

Black Panther and Captain America walk out of the cloud of dissipating insects. Wasp says that wasn't too soon to help them. She shrinks down and flies after Yellowjacket ignoring Captain America's plea.

He doesn't seem so harsh around her

Wasp closes in on the fleeing Yellowjacket. She claims he won't get away from her. The Avenger blasts him in the back and he falls to a nearby roof.

She enlarges and lands nearby, wondering if he realizes what he did. She points out that Constrictor was the only lead to finding Hank's killer.

Yellowjacket stands and smiles. He claims that Hank was the weak link and the Avengers are better off without him. She blasts him in the chest yelling that he doesn't know anything about Hank.

Killer found

The man claims that he knew enough about Hank to get rid of him. Wasp realizes he is the killer and blasts him with both hands.

He falls against the wall on the edge and grabs a handful of insects. She blasts his hands but he disappears in a cloud of the wasps.

She looks around as his voice says he has weapons too. She looks up to see him floating. He then uses both hands to blast a nearby water tower.

The water rushes out knocking wasp down. As it calms down, Wasp coughs and gets to her knees.

Yellowjacket hovers over her taunting to say that she cannot stop him. He flies away into the night.

She recognizes that bug

Wasp looks at her arm to see one of the insects still on her glove. She grabs it and is shocked when she inspects the bug. She wonders if Yellowjacket is actually Hank.

Later at the mansion, Iron Man wonders what Wasp means. She asks if his helmet is on too tight and reiterates that Yellowjacket is Hank Pym. Captain America and Black Panther sit across the table listening to her.

Captain America acknowledges and says it is difficult to understand. Iron Man claims it is impossible. Black Panther claims it is at least improbable.

Not quite the same

Black Panther activates a computer console. He points out the scans of both Yellowjacket and Ant-Man saying that they are different sizes and body shapes. He also points out that the energy that powers Yellowjacket is different than that of Ant-Man's. He pulls up a hologram of the two to show the difference.

Iron Man opens his faceplate and walks over to Wasp. He reassures her that they are all upset about Hank, but what this man did to Constrictor is not what a pacifist like the Hank they knew would do.

She's determined to find out for sure

She tells him she knows what she saw and felt and walks away. Iron Man watches her go.

The next day, she stands out in the yard staring at the statue. She notices Captain America behind her and wonders if he thinks she's crazy.

Captain America claims that no one thinks she is crazy. They all want Hank to still be there. However, he reminds her of the evidence.

She needs something to believe

Wasp agrees, but wonders if it was Hank having altered himself. She asks if they owe him a chance. Captain America just looks on with pity.

In the living room, Hawkeye is watching a car chase on the television. Black Panther enters and he flips over to see an airplane chasing another. Black Panther complains about Western civilization and their obsession with television.

He then wonders if Hawkeye should be tracking down Hank's killer. Hawkeye claims that Black Panther can do research his way and he'll do it his way. He then flips over to the news.

The anchor man begins to discuss the latest costumed figure Yellowjacket, wondering if the man is good or bad. The station plays footage of his battle with Bushmaster while he says that Yellowjacket is certainly no friend of the Serpent Society.

The footage shows Bushmaster and Yellowjacket in the street in the middle of traffic. Bushmaster leaped at Yellowjacket who just calmly stood there and shot him. Just then two cars slammed into each other next to the camera.

They play more footage from the subway. Death Adder ran down the stairs and was leaping over the turnstile. The anchor says that those who get "stung" stay "stung" as it shows Yellowjacket blasting Death Adder.

Not a PR man

It cuts back to the studio where the anchor calls Yellowjacket a hero. He then cuts to other footage in front of the mansion where reporters asked Hawkeye how the Avengers feel. Hawkeye didn't have any comment then demanded the camera get out of his face. He grabbed one of the microphones then covered the camera lens and the footage cuts to static.

As the footage ends, Hawkeye sighs. He complains that whenever anything good happens they always interview Tony while he only gets the bad news.

Just then, JARVIS interrupts to say that Yellowjacket has been found by Thor. Hawkeye stands and puts on his mask claiming that if they don't hurry they will miss everything.

Near the Oscorp building, people scream as King Cobra slithers by. He demands that they get out of his way.

Yellowjacket cuts off his escape and holds up his gun. King Cobra defiantly states he won't beg for mercy. Yellowjacket retorts that the villain wouldn't get any anyways.

Another one bites the dust

Yellowjacket fires and King Cobra disappears.

He looks up and sees a storm brewing. A massive bolt of lightning strikes forcing Yellowjacket to dodge.

Thor descends swinging Mjolnir. He explains that when Yellowjacket killed Hank he "earned his ire." He demands that Yellowjacket drop the weapon and surrender.

Knows all their tricks

Yellowjacket turns him down and flies away. Thor chases firing massive bolts of lightning at him, but cannot hit him.

They fly through the buildings and Yellowjacket claims that instead of attacking him they should be thanking him. He dodges a couple more blasts.

He says that he stops the bad guys. Thor continues the chase calling the man irritating.

Meanwhile, the Quinjet flies past the Statue of Liberty towards the city. Lightning strikes overhead.

Inside, Wasp points out that Thor is not having any luck. Hawkeye points out that if the guy can dodge lightning then he knows what he is doing.

Thor already knows to avoid her wrath

Iron Man says to end this. He starts to address Wasp, who interrupts him saying that if he orders her out of this mission she'll attack him. Iron Man responds to hit Yellowjacket with everything she can.

Back at the battle, Yellowjacket continues to dodge lightning as it damages the nearby building. However, another bolt cuts him off.

Not hard to figure out

Thor explains that he has no where to run. He yells and the glass breaks outward. Yellowjacket smiles saying that throwing bolts of lightning isn't a difficult strategy to beat.

The man then hovers into the damaged building. He lands and grabs his gun. He jokes that Thor will next brag about his hammer.

Just then, the thunderer bursts through the wall yelling about the wrath of Mjolnir. Yellowjacket smirks.

The Quinjet arrives at the building and hovers. The bottom ramp lowers and Wasp is the first out, despite Iron Man's orders to wait.

Inside, Thor throws Mjolnir but Yellowjacket blasts it away. He brags that now he is in control then aims the gun at the Asgardian. Thor claims this is impossible then charges at him. Yellowjacket claims it is as he readies the gun.

Trying to stop things from getting worse

Wasp and the Avengers fly in and she calls out to Hank.

Thor continues running but Yellowjacket fires. The Avenger disappears as Captain America calls out to him. Wasp gasps then flies up.

Yellowjacket's hand shakes as he says they should have left him alone. He claims he had it under control. He backs away as the Avengers surround him.

She was right

Wasp rises behind him and says he was never in control. She claims he isn't Yellowjacket but Hank Pym and rips his mask off. He looks up and the team is shocked to see Hank still alive.

Iron Man tells him he needs help. Hank retorts that he just stopped an Asgardian. He reminds Iron Man that he said Hank wasn't tough enough, but claims he is now stronger than all of them. He then readies his gun.

Hawkeye grabs an arrow and his bow, but Hank orders him to stop as he aims the weapon at Iron Man. He claims none of them can stop him. Iron Man points out that he can't shoot all of them at once.

Wasp interjects claiming that he doesn't know what he's doing. She begs him to stop. He replies that Hank Pym is dead. Iron Man then apologizes to Yellowjacket.

Not the same man they knew

He readies his repulsor and fires. Hank fires at the same time and the two energies collide. The blast engulfs everyone in the room.

As the light dissipates, the spinning micro-prison disc is all that remains. It then falls to the floor.

Inside the molecules of the disc lies the Microverse. Inside the subatomic dimension spins the massive structure of the micro-prison.

Made a mess of things

Inside the prison, Hank looks around calling them idiots for what they did. Iron Man replies that he killed Thor.

Suddenly, the god of thunder calls out to him. Thor lands nearby saying that Hank caused him some "minor discomfort."

Hank walks up revealing he didn't kill anyone. He explains that his pistol put anything it shot into the micro-prison. He points out they are now trapped because of them. Hawkeye realizes they are trapped inside the gun.

Iron Man walks around the prison and finds King Cobra, Bushmaster, Rattler, Death Adder, Anaconda, and Constrictor all locked away in cells. He claims this is sadistic.

Iron Man lifts his faceplate and reminds him that he used to try to rehabilitate criminals. Hank dons his mask claiming that he is everything Pym couldn't be.

Not friends anymore

Iron Man apologizes to Wasp for being right, but claims that he's about to stop Hank regardless of who he thinks he is. Wasp walks over knowing that somewhere in Yellowjacket still lies Hank. She tells him he needs to stop.

Suddenly the whole place begins to shake. The Avengers try to steady themselves and Iron Man lowers his faceplate.

Yellowjacket wonders what is going on. Iron Man scans and finds that the Pym Particles are unstable at this size. The prison is shrinking but not the people in it. He realizes that the place will crush them.

Now they're rivals

Yellowjacket points out that the pistol is the gateway and without it there is no way out. Iron Man orders him to fix it.

He claims he is just someone in a clown suit who wants to fight, but they need someone who uses their brain. He pushes Yellowjacket's head back.

Yellowjacket looks down to see Wasp holding his hand. He looks at her as she says they need Hank Pym.

Some feelings don't go away

Another tremor rocks the place. Iron Man steadies himself while Yellowjacket holds Wasp.

Outside, electricity courses over the prison.

The Avengers look around as the place begins to crumble. In their cells, the Serpent Society look around. Electricity courses through the prison destroying some machinery.

Just then the cell doors go out and the Serpent Society escapes. The Avengers ready themselves as they see their enemy around them. King Cobra readies his tail.

A bad time to fight

Iron Man reasons with King Cobra that they need to work together to get out. They can either team up or all die. King Cobra orders his team to attack and fires missiles out of his chest.

Captain America orders the Avengers to assemble then uses his shield to block one missile. Behind him, Black Panther leaps forward.

Hawkeye fires his bow destroying the other.

Yellowjacket protects Wasp while Iron Man flies forward. However, the armored Avenger is grabbed by Constrictor who slams him into a wall.

Tight spot in more ways than one

Wasp runs forward and fires at Death Adder, but is grabbed from behind by Anaconda. She lifts Wasp into the air who struggles then shrinks and escapes.

Captain America runs towards King Cobra. The two punch at each other but block the other's attacks. King Cobra leaps up and grabs onto a beam.

Captain America claims that they don't have time for this. He throws his shield but King Cobra dodges. It hits the ceiling and strikes King Cobra in the head as he fires more missiles.

Thor uses Mjolnir to destroy the two missiles.

Black Panther leaps over Death Adder's tail then wonders where Hank is as he dodges another swipe.

Stopping the enemy

Yellowjacket claims that Hank can't come to the rescue. He blasts Constrictor who has tangled up Iron Man. As the armored Avenger falls, Yellowjacket preemptively says he is welcome for the save.

Just then Yellowjacket and Iron Man are knocked across the room.

Time is running out

The prison spins around as part of itself is crushed.

Inside, Thor struggles as the room turns. A beam slams him aside. He lands and pushes the beam aside.

Behind him, Rattler slams his tail into the ground and fires. The energy courses through the floor. As it nears Thor, the Avenger slams Mjolnir down and sends the energy and more back to Rattler who is knocked back.

None of the snakes are understanding

Hawkeye watches but is punched by Bushmaster. He falls and the snake readies his arm blades. He dodges a slash and reminds the villain about priorities. Bushmaster ignores him while slamming his tail to the ground forcing Hawkeye to dodge.

The archer steps on the tail and is lifted up. He fires an arrow that turns to a net to capture him.

Black Panther and Death Adder run while dodging debris. Death Adder takes a swipe at Black Panther who rolls to dodge. Just then a large piece of the ceiling collapses. Black Panther runs underneath but it lands on Death Adder's tail.

Black Panther turns to see his opponent trapped. As Death Adder struggles to pull his tail out, Black Panther runs up and punches him out.

Wasp then tells the team that they need to quickly change into problem solving mode. Iron Man explains that the prison is about to implode into a singularity. If they don't escape soon they will die.

Hawkeye points out that he is the genius. Iron Man replies that not in this field. Around them the walls close in. He tells Yellowjacket to snap out of it.

Do onto others as he had done onto him

Just then Constrictor grabs Wasp. He grabs her arms and threatens to pull them off if he moves any closer. Captain America pulls Yellowjacket back as Constrictor threatens to do it anyways.

Yellowjacket grabs some insects and lets them go. They fly around Constrictor's head creating a cloud so he drops Wasp. Yellowjacket blasts him once she is clear.

Snapping out of it

He grabs her and she wonders if it's Hank. He lifts his mask revealing it is and the two embrace.

However, the walls continue closing in and there isn't much room left. The halls begin shrinking into nothingness.

Outside, the prison begins to collapse.

Inside, Thor runs up and struggles to keep the halls from collapsing.

Hank walks to Black Panther and asks if he has the ID card with the scan from before. Black Panther hands it over and he pulls it apart.

Hank then asks for access to Iron Man's chest reactor. Iron Man asks him to hold off.

Hank quickly explains that he built the prison so only his biological signature could access it. He needs to route Black Panther's scan of him through Iron Man's reactor so they can get out.

Hawkeye jokes that he should have thought of it.

No time to argue

Black Panther points out that the reactor is keeping Tony's heart going and if something happens he could die. Iron Man replies that if they don't try they will all die.

He opens up his chest piece and Hank plugs the card in. He warns Iron Man that this could hurt. The leader thanks Hank for the warning.

Hank warns them all to hang on. Captain America braces against the incoming walls. Hawkeye pushes against Thor and the walls. Black Panther grabs Iron Man's hand as Hank finishes plugging in the card.

No time like just before death

The reactor charges up and Hank nods to Iron Man. Wasp hugs Hank from behind. They are then engulfed in light as the walls close in completely.

Outside, the prison finally collapses into nothingness.

Back in the warehouse, the disc lights up. Everyone then appears having left the prison. They all sigh in relief.

Hawkeye notes how they all escaped death again. He raises his fist and Captain America gives him a fist bump.

Iron Man points out that it was Hank. Wasp hugs him saying he did it. Hank puts on his mask saying they need to clean the mess up.

Back at the mansion, Iron Man and Wasp walk away from the Quinjet. Iron Man explains that the cells at Hydrobase should keep the Serpent Society capture.

May need updating

Nearby, Hank is looking at his statue admiring the likeness. Wasp says they will have to take it down. Hank retorts that they should leave it since Ant-Man is gone now.

Iron Man explains that they spent too long trying to make Hank into what they wanted and not appreciating who he really was. Hank explains that if he wants an Avenger who gets things done then he's their man.

Iron Man replies that they want Hank Pym, who is welcome back. Hank puts on the mask reiterating that his name is Yellowjacket. He then walks away.

As the two watch him go, Wasp asks Iron Man who turns her down. She points out that Hank is his friend. He replies that Hank was his friend. He explains that Yellowjacket is "as crazy as a hornet's nest" and a loose cannon.

Finally admitting her feelings

Wasp replies that she has been an Avenger from the beginning and always the happy one. She reminds him that she has never asked for anything, but asks that he take Hank back. She claims that not only does the team need him, but so does she.

They watch as Yellowjacket mingles with the other Avengers.

Just then, JARVIS interrupts saying that the NYPD is repording mole people at Madison Square Garden, and there isn't a game that day.

A friendly rivalry

Yellowjacket overhears and challenges Iron Man to get more mole people than him. Iron Man looks confused then lowers his faceplate to follow.

The statue of Ant-Man gleams behind them.


"Wow, did a gamma bomb go off? Or does Pym just have the world's worst interns?"
"He's a genius, but Hank's a total slob when he's in..."
"It's around here somewhere. Ah! Found it."
"...work mode."

-Iron Man, Wasp, and Hank Pym

"Jan? Oh, I'm...I'm not ready to...This really doesn't concern you."
"Nice to see you, too, Hank."
"And that's the awkwardness appetizer."

-Hank Pym, Wasp, and Iron Man

"Hey, Hank. Why not work on this at Stark Tower? It wouldn't hurt for you to be around friends. And in a safer location."
"No! This lab is safe. It's when I'm not there to keep an eye on things that they go wrong."

-Iron Man and Hank Pym

"It's great to see Pym's doing so well without us."
"Tony, I know Hank didn't leave the Avengers on the best of terms, but I think he may need help."

-Iron Man and Wasp

"Oh no. Oh no! Hank."


"We didn't come here to remember an Avenger, or a scientist, or a man. We came to remember a dreamer, who gave his life trying to make the world a safer place. Taken from us too soon, we will never forget our friend, Dr. Hank Pym."

-Tony Stark

"Death comes to us all eventually."
"I know, but it's the first time it was one of us. I didn't think it would happen like this."

-Black Panther and Hawkeye

"It was a noble speech, Stark. Worthy of the songs in Valhalla."
"Pepper wrote it. I'm not really good with sensitive. Even though Hank and I didn't always agree, I meant every word."

-Thor and Tony Stark

"I wish he'd been able to finish what he started. I wish I could have told him..."
"Hank knew how you felt about him. He felt the same. He just got lost."

-Wasp and Captain America

"Sorry to be blunt. There's no easy way to say this. The explosion in Pym's lab wasn't an accident. It was murder."

-Nick Fury

"It's time to show these snakes why we're called the Avengers."

-Iron Man

"I'll give you whatever you want. Just let me go."
"What I want is to see scum like you punished once and for all."
"But, who are you?"
"The name's Yellowjacket."

-Constrictor and Yellowjacket, first lines

"The mighty Avengers. You going to scan him into submission?"
"We're certainly not disintegrating him."
"Which is exactly why the world needs someone like me. Willing to do whatever it takes."

-Yellowjacket and Captain America

"Stings, doesn't it. Maybe it'll help you remember to stay out of my way. I've got work to do."


"Pym was the weak link in your little club. You're better off without him."
"You don't know anything about him!"
"I knew enough to get rid of the guy."

-Yellowjacket and Wasp

"Be careful, little wasp. I have a nasty sting, too."


"You can't stop me."

-Yellowjacket and Wasp

"Jan, we're all upset about Hank. But think about it. Think about what he did to the Constrictor. Hank was a pacifist. This thug can't possible be the man we knew."
"I know what I heard, what I felt."

-Iron Man and Wasp

"You westerners and your obsession with television."

-Black Panther

"And who is the new mystery man Yellowjacket? Friend or foe? The tale of the tape says he's no friend to the Serpent Society. Get stung by the Yellowjacket, you stay stung. Sounds like a hero to me."


"When it's good news, Tony always gets interviewed looking like a movie star. When it's bad news, they ambush me. Never fails."


"I'm not going to beg for mercy."
"You wouldn't get any."

-King Cobra and Yellowjacket

"When you struck down Pym, you earned my ire, mortal. Lay down your arms and surrender."
"I don't think so."

-Thor and Yellowjacket

"Instead of attacking me, you guys should be thanking me. The math is simple, blondie. Bad guys plus Yellowjacket equals no more bad guys."


"Irritating insect."


"If you tell me to sit this one out, I'll zap you in your stupid metal face."
"I was going to tell you to hit him with everything you've got, no matter who you think he is."

-Wasp and Iron Man

"Getting mad and throwing lightning bolts, a real tough strategy to crack. Next, he'll probably brag about his hammer."
"Taste the wrath of Mjolnir!"

-Yellowjacket and Thor

"And in the blink of an eye, I'm in control and you're finished, Thor."
"Very possible."

-Yellowjacket and Thor

"You should've just left me alone. I had it under control."
"No, you didn't. You never did. You're not Yellowjacket, you're Hank Pym."

-Yellowjacket and Wasp

"He doesn't know what he's doing. Please, just stop it, Hank."
"Hank Pym is dead."
"I'm sorry you feel that way, Yellowjacket."

-Wasp, Hank Pym, and Iron Man

"Look what you did. Idiots!"

-Hank Pym

"This is sadistic, Hank. You used to dream of rehabilitating criminals."
"I'm not Hank. I'm everything Pym couldn't be."

-Iron Man and Yellowjacket

"This problem isn't going to be fixed by someone in a yellow clown suit who wants to solve everything by fighting. I need someone who uses science, uses his brain."
"We need you, Hank Pym."

-Iron Man and Wasp

"Serpent Society, attack!"
"Avengers, assemble!"

-King Cobra and Captain America

"Where is Dr. Pym?"
"Pym can't come to the rescue right now. And you're welcome, Stark."

-Black Panther and Yellowjacket

"Time to move from butt-kicking to problem-solving, guys."


"If we don't get out of here fast, it's over."
"You're the genius, genius."
"Not for this kind of thing."

-Iron Man and Hawkeye


-Wasp and Yellowjacket

"I built the micro-prison around my bio-signature so only I could access it. If we can relay my bio-signature from Panther's scan through your chest reactor, it'll explode like a wave-motion field and transpose us out of here."
"Yeah, sure. Why didn't I think of that?"

-Yellowjacket and Hawkeye

"This might hurt. A lot."
"Thanks for telling me now."

-Yellowjacket and Iron Man

"Well, we cheated death. Again."


"Not a bad likeness."
"We'll have to take it back down."
"You should leave it. Ant-Man is gone. That's the past."

-Yellowjacket and Wasp

"I think we spent too long wanting you to be someone you weren't, instead of appreciating who you were."
"You want an Avenger who gets the job done right, here I am."
"Hank Pym is welcome back to the team anytime. That's who we want."
"I told you, the name's Yellowjacket."

"Absolutely not."
"He's your friend."
"Was. Yellowjacket is crazy as a hornet's nest, and a loose cannon to boot."
"I've been an Avenger from day one. I've always been the happy camper. I've never asked you for anything, Tony Stark. But I'm asking now. Take Hank back. We need him. I need him."

-Wasp and Iron Man

"Bet I bag more mole people than you do, Stark."
"Wait, what? Yellowjacket!?"

-Yellowjacket and Iron Man


  • There are 52 people who attend Hank's funeral, according to the overhead shot. Perhaps just a coincidence, DC Comics launched their New 52 relaunch while the episode was in production.
  • Ultimate Avengers II also had a funeral for Hank, though he was really dead that time.
  • Following the funeral, Spider-Man is the only one not shown mingling with anyone.
Stan "The Man" Lee strikes again
  • When flipping to the Yellowjacket news story, the lower third says "Excelsior" just before it changes to "Yellowjacket." That is the catchphrase of Stan Lee.
  • Outside of Oscorp is a billboard for Damage Control, a group that cleans up after superpowered damage.
  • Seventeen different superheroes appear in the episode. Eighteen if one counts Ant-Man and Yellowjacket as separate.


  • Hank's glove disappears briefly when discussing the micro-prison.
  • Hank Pym would never be declared dead without any trace of a body.
  • Vision is at the funeral, but during this time he was still damaged following "Ultron Unlimited" and not repaired until "Emperor Stark".
  • In the shot where Wasp wipes her eyes, the Fantastic Four, who should be on the other side, are missing.
What's 33kd?
  • The sign for 33rd St. is misspelled as 33kd.
  • Iron Man claims it is impossible for Yellowjacket to be Hank Pym while Black Panther claims he could not due to the size and energy difference. There are several problems with this that they should have realized at the time.
    • There was no body so technically he was missing.
    • Ant-Man's powers specifically involve body size changing.
    • Hank was away from the team for enough time to develop new technologies, obviously.
    • Iron Man did mention concern over Hank's mental state just before the explosion so he could have been capable of anything.
    • Hank kept many different bugs in his lab and Yellowjacket's control of wasps are not that different from Ant-Man's control of ants.
  • During Yellowjacket's fight with Bushmaster, there is only a single white line on the road meaning the truck and car are driving in the same lane.
  • During that same fight, both vehicles are driving like normal going around the superhero-supervillain fight.
  • There is no reason for the cars to collide after Bushmaster disappears.
  • The blast that takes them all into the micro-prison takes all the people but nothing else from the warehouse. The same problem occurs getting out.
  • When talking about being crushed into a singularity, Captain America's round shield has a distinct "X" shadow pattern.
  • Iron Man picked a really bad time to suddenly want to hold off on Yellowjacket's plan as the walls were literally closing in around them.
  • While something could have happened to the reactor that could kill Tony, he should clearly know that not doing anything would definitely have killed all of them including Tony without being told. Again, this was a terrible time to doubt any plan.
Maybe some day they'll scratch his name out and put Scott Lang's in
  • Yellowjacket says that Ant-Man is gone. He seems to be forgetting about passing the mantle to Scott Lang.


  • Serves as a follow-up to "To Steal an Ant-Man".
  • First time any of the Avengers were thought dead for any extended period of time. Thor seemingly died in "Ultron-5", but was shown to be alive in "The Ultron Imperative" which took place shortly afterwards giving little time to properly grieve. Later in "Operation Galactic Storm", Black Panther would be thought dead.
  • First appearance of Vision on the team following joining in "Ultron Unlimited".
  • Hank begins going by Yellowjacket.
  • Only mention of Yancy Street, home of the Yancy Street Gang. They are a group who commonly taunt Fantastic Four member Thing.
Plenty of Spider-Man references in the episode
  • Only mention of Oscorp, the company owned by Norman Osborn who is the archrival of Spider-Man and in the comics took over S.H.I.E.L.D. and started his own group of Avengers.
  • Only mention of Damage Control.
  • Final appearance of all members of the Serpent Society.
  • Hank rejoins the Avengers after quitting in "Ultron-5".


At least Wasp didn't immediately agree to marry him before his identity came out

The episode is based on The Avengers #59 and #60, Yellowjacket's first appearance. In the first issue, Yellowjacket appears claiming to have killed Goliath (Hank's persona at the time) and wanting admittance into the Avengers. After the Avengers chase after him, it is revealed that Wasp agreed to marry him. In the next issue, they fight the Circus of Crime and the Avengers discover that Yellowjacket is Hank.

The episode is dedicated to Boyd Kirkland, who died following the production of the episode but before its release. Starting with "Michael Korvac", all episodes he directed following his death are dedicated to him.


Main Actor Role(s)
Alex Desert Nick Fury
Eric Loomis Iron Man/Tony Stark
Phil LaMarr JARVIS
Troy Baker Constrictor
Chris Cox Hawkeye/Clint Barton
Brian Bloom Captain America/Steve Rogers
Colleen O'Shaughnessey Wasp/Janet van Dyne
Rick Wasserman Thor
James Mathis III Black Panther/T'Challa
King Cobra
Wally Wingert Yellowjacket/Hank Pym


Obvious to anyone who knows the comics

"RoyalRubble" of Marvel Animation Age felt that while the episode was good it was rushed and some things did not make sense. He didn't care for how there was no mention of Scott Lang since he was a big part of Hank's last appearance and had inherited the Ant-Man title. He felt neither of the supposed deaths felt real, though noted Hank's at least had drama. Anyone who knows the comics would know that Hank becomes Yellowjacket. Thor has been presumed dead more than any other character on the show and this wasn't handled all that well. He liked the cameos at the funeral, but noted the continuity problem with Vision. He enjoyed Wasp being the only one who recognized Hank, but wanted more interaction between the two. He liked that Wasp being in danger is what snapped Hank out of his crazed mindset. He was torn on the micro-prison since it wasn't impressive, though the obvious danger may have alluded to Hank's damaged mental state. He liked the inclusion of the Serpent Society given their history with Hank on the show. He was disappointed that the episode was rushed and did not give proper time for Hank's identity crisis. "Overall though, it's still a pretty good episode, but not really as great as I expected it to be. I sure hope the next few episodes will be better, to make up for this less than stellar story."

The episode has a 9.2 on TV.com and 7.4 on the Internet Movie Database.

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