The Last Valkyrie

The fifth episode of Avengers Unleashed.

Featured Characters

 * Avengers
 * Captain America / Steve Rogers
 * Iron Man / Tony Stark
 * F.R.I.D.A.Y.
 * Spider-Man / Peter Parker
 * Thor
 * Hulk / Bruce Banner
 * Black Widow / Natasha Romanoff
 * Hawkeye / Clint Barton
 * Captain Marvel / Carol Danvers
 * Black Panther / T'Challa
 * Phoenix Princess / Mary Jane Watson
 * Black Cat / Felicia Hardy
 * White Swan / Gwen Stacy
 * Wasp / Janet Van Dyne
 * Falcon / Sam Wilson
 * Redwing
 * Ant-Man / Scott Lang
 * Midgard Valkyrie / Tarene Olson (first appearance)

Supporting Characters

 * Hank Pym
 * Jane Foster
 * Odin
 * Frigga
 * Sif
 * Warriors Three
 * Fandral
 * Hogun
 * Volstagg

Villains

 * Loki
 * Destroyer (first appearance)
 * Cross Technological Enterprises
 * Yellowjacket / Darren Cross (first appearance)
 * Ulik
 * Hela (Flashback only)

Other Characters

 * Aunt May
 * Mantis
 * Valkyries (Only appearance; death) (Flashback only)
 * Valkyrior Steeds (Only appearance; death) (Flashback only)

Premise
During a fight with Ulik and his army of Rock Trolls, the Avengers encounter Tarene Olson, a young girl who proves herself as worthy as Thor of wielding Mjolnir. After learning of her parentage as the last descendant of the Valkyrior, a legendary force of female warriors who were killed defending Asgard from Hela long ago, Thor and his Asgardian ally Sif train Tarene on the use of Mjolnir while Spider-Man and Iron Man use a fragment of the Uru metal to forge a Mjolnir-themed weapon for her. The Avengers, however, must also focus their attention on the Destroyer (an ancient living weapon of Asgard), which is unwillingly unleashed by Hank Pym's old rival Darren Cross (who was planning to acquire the “perfect weapon” to ruin Pym Industries' business) and controlled by Loki to attack the humans.

Plot
The Avengers are battling an army of Rock Trolls led by Ulik, who seeks to rebuild an ancient Asgardian weapon which can summon the Midgard Serpent. While the Avengers hold the Rock Trolls off and Thor duels with Ulik himself, Doctor Pym works with Jane Foster in reactivating a device powered by the Tesseract which will create wormholes to teleport the Rock Trolls into another realm. They succeed, though only Ulik remains. Just as Thor defeats him with his bare hands (without Mjolnir in his hands), Ulik attempts to attack him in the back, but only to receive a powerful blow from Mjolnir. Oddly, it did not come from Thor, but from a young orphaned girl named Tarene Olson, who was watching the event and could not join the city's evacuation. And everyone is amazed (while Ulik is shocked) to see Tarene demonstrating herself as worthy as Thor of wielding the hammer.

As Ulik is locked up in the Vault, the Avengers take Tarene to the Tower where Pym and Foster check her up. Just then, their devices detect Asgardian DNA within Tarene. The Avengers are met with Sif, who acknowledges Tarene as the last descendant of one of the Valkyrior, a legendary force of female warriors who were destroyed defending Asgard from Hela long ago. Thor offers to teach some more tricks with Mjolnir as Spider-Man and Iron Man are instructed by Sif to forge a sword of Uru metal with the same power and functions of Mjolnir as Black Widow also teaches her self-defense. The others answer a distress call from Pym Industries executives, who alert them of Darren Cross attacking the research facilities in his Yellowjacket armor. Followed by Sif and the Warriors Three, they find and confront Cross, who is planning to acquire the “perfect weapon” to ruin Pym Industries' business. He fight leads the heroes to a forbidden chamber, where they encounter the weapon Cross is after: a hulking sentient suit of Asgardian armor animated by magic. Just as Cross awakens it, however, one of his mercenaries betrays him and reveals himself as Loki in disguise.

Having escaped his exile in Jotunheim using a shard prototype of the Space Stone, Loki had managed to infiltrate Cross Industries as part of his plan to search for the Destroyer armor and control it to destroy Midgard. Loki then summons an pack of Dark Elves to attack New York using the Bifrost projector within the Destroyer armor and the Avengers set out to fight them. Cross angrily attacks Cross in retaliation of his mischief, but Loki uses his Chitauri scepter to manipulate Cross' mind and force him to cooperate. After finishing teaching Tarene how to use Mjolnir, Thor overhears of Loki's return and sets out to confront him, but not before he helps Spider-Man and Iron Man finish Tarene's sword (which Thor dubs Dragonfang). As Thor, Spider-Man, Black Widow and Iron Man set out to battle Loki, Tarene is given some encouragement by Foster, by which she takes the sword and conjures an Asgardian Valkyrie suit, dubbing herself the Midgard Valkyrie.

Black Widow, Spider-Man and Iron Man assist the Avengers and in the fight against Cross, the Dark Elves and the Destroyer, Thor battles Loki himself, who then orders Cross to reach and hack Cross Industries to send his unfinished robots. Cross obeys, but before he can do it, she is stopped by Tarene, who frees him from Loki's control with a lightning strike, which destroys the core of the facility and alerts Loki. Knowing that her sword can summon the Bifrost Bridge, Tarene creates wormholes while send Loki's army back to their home realm. Angered by her interference, Loki orders the Destroyer to attack Tarene, who singlehandedly destroys it and Loki's specter, allowing Hulk to beat Loki down. With the battle over, Loki is sent to Svartalfheim, where the Dark Elves (who turn out to have also been brainwashed by Loki all along) proceed to get revenge on him. Cross is sent to prison while still affected by Loki's mind control. The Avengers congratulate Tarene for her performance in the fight as she is allowed to keep Dragonfang with her. And as Tarene complements she is still not at age to join the team, Spider-Man suggests that the Avengers may start an Academy for young new heroes, to which they agree and start out with Tarene and Mantis (who is later shown befriending her) as their first students and use the Avengers Facility as the Academy's base.

Voice Cast

 * Scott Porter as Spider-Man / Peter Parker
 * Ashley Johnson as Phoenix Princess / Mary Jane Watson
 * Tara Strong as Midgard Valkyrie / Tarene Olson
 * Roger Craig Smith as Captain America / Steve Rogers
 * Mick Wingert as Iron Man / Tony Stark
 * Laura Bailey as Black Widow / Natasha Romanoff
 * Jennifer Hale as Captain Marvel / Carol Danvers, F.R.I.D.A.Y.
 * Travis Willingham as Thor
 * Catherine Taber as Jane Foster
 * Fred Tatasciore as Hulk, Volstagg
 * Sumalee Montano as Sif
 * Troy Baker as Hawkeye / Clint Barton, Hogun, Loki
 * Colleen Villard as Wasp / Janet Van Dyne
 * James C. Mathis III as Black Panther / T'Challa
 * Mae Whitman as White Swan / Gwen Stacy
 * Ashly Burch as Black Cat / Felicia Hardy
 * Bumper Robinson as Falcon / Sam Wilson
 * Crispin Freeman as Ant-Man / Scott Lang
 * Wally Wingert as Hank Pym
 * Misty Lee as Aunt May, Frigga
 * James Arnold Taylor as Fandral
 * Jessica DiCicco as Mantis
 * J. B. Blanc as Ulik
 * Liam O'Brien as Yellowjacket / Darren Cross