FADE IN:

INT. SHIELD HEADQUARTERS - 1989

MICHAEL DOUGLAS storms in to confront JOHN SLATTERY, HAYLEY ATWELL, and MARTIN DONOVAN.

MICHAEL DOUGLAS

Hello you fucking assholes. You SHIELD-tards have been abusing my magical shrinking potion, somehow. Or maybe you will in the future, I don't really know. The point is, you can't anymore. I'm taking it. And I'm magically deleting all the records of it so no one can ever use it again.

JOHN SLATTERY

Slow the hell down there, Gordon Gecko. Heh, heh.

(pause)

Gecko? Ants? Huh?

(crickets)

(because, crickets? Ants? Get it?)

Anyway, look, you can't just hide this from the world! You can shrink organic matter! That's a game changer!

MICHAEL DOUGLAS

Pfft, what possible applications could shrinking powers have?

HAYLEY ATWELL

Shipping and storage, for one. We could keep enough food to feed Los Angeles in a manila envelope if we had your red shrinky juice. That's just off the top of my head, and I'm going to develop Alzheimer's any minute now.

MICHAEL DOUGLAS

Screw you and the spinoff TV series you rode in on. I didn't invent this shrinking formula just so it could fall into the wrong hands. Or any hands for that matter. Science must never advance and everything should stay the same!

(leaves)

MARTIN DONOVAN

(is evil)

(does fuckall for rest of movie)

EXT. PRISON

MARVEL'S PATENTED HANDSOME FUNNY WHITE GUY GENERATOR spits out PAUL RUDD, GOOFY EX-CON with a CHECKERED PAST and a HEART OF GOLD. The soundtrack tries really hard to NOT play "Hooked On a Feeling" as he walks out of PRISON.

MICHAEL PENA

Hey, amigo! Nice to see you! You haven't changed a bit!

PAUL RUDD

Yeah, even maximum-security prison couldn't take away these charms. How you doing?

MICHEAL PENA

Still Mexican.

PAUL RUDD

That's hilarious. We should joke about that constantly.

They DO.

MICHAEL PENA

So how's things with your daughter and your ex-wife and your ex-wife's new husband?

PAUL RUDD

They love me, are friendly towards me, and are slightly suspicious of me, respectively. Honestly, they're wayyy nicer to deadbeat, ex-con, hanger-on old me than I have any right to expect. It feels more like I spent two weeks on a business trip than three years hard time.

MICHAEL PENA

So what now? You wanna commit some crimes together?

PAUL RUDD

No. I'm straightedge now.

(works ten seconds at Baskin-Robbins)

Fuck this, let's make crime happen.

PENA assembles his CRACK TEAM of HARDENED THUGS, T.I. and KURT DASTMALCHIAN.

PAUL RUDD

Okay. Personalities. Go.

T.I.

I'm black, homie.

KURT DASTMALCHIAN

Am Russian, comrade.

PAUL RUDD

Cool. Done. So whaddaya got for me?

MICHAEL PENA

Well, my cousin's ex-wife's personal trainer's cat's original owner's state Senator's second favorite masseuse has assured me that there's some old guy named Michael Douglas living in a decent-sized mansion on the other side of town. He's gonna be on vacation for a week. We should hit the joint.

PAUL RUDD

Do we know what's inside?

T.I.

Naw, man.

PAUL RUDD

Do we know what security he has?

KURT DASTMALCHIAN

Nyet.

PAUL RUDD

Fuck it. It's either this or Anchorman 3.

INT. DOUGLAS RESIDENCE

PAUL scoots on down to CASA DE DOUGLAS and breaks inside SUPER EASILY.

PAUL RUDD

Almost suspiciously easy. A hardened burglar such as myself might worry about that, but more importantly, no he wouldn't. Now I'll just start stealing these paintings off the walls, maybe snag some of that expensive china or a flatscreen TV, and see if there is any jewellery in the OOH A SAFE!

MICHAEL PENA

(on radio)

I don't know, man. That safe's a century old and made from solid steel.

PAUL RUDD

Wait a second....steel. Steel is a metal.... And the Titanic was made of metal! And the Titanic was sunk by an iceberg! And icebergs are made of ice!

PAUL drills into the safe and pours LIQUID NITROGEN inside which then EXPANDS and EXPLODES the entire door, a trick which will sure come in handy when he gets his ICE POWERS. Inside he finds-

PAUL RUDD

Aww, man. It's just a shitty knockoff Star Lord cosplay suit. It's even got the same color scheme, the same goofy red-eyed helmet, the same leather motif. I should really grab the microwave upstairs, I mean, it'll probably pawn for more than this thing.

But PAUL takes the SUIT because he is an IDIOT. He goes home and TRIES IT ON in the SHOWER.

PAUL RUDD

Nope, nothing weird about trying on an old man's leathery gimp suit that he kept hidden in a safe. Oh look, buttons. I should push them. There's no chance this thing still has any battery life left after years in stora- HOLY SHIT!

PAUL SHRINKS!

PAUL RUDD

My God! I am become the tiny! This has incredible implications for man's understanding of physics, spatial reality, biology, and OH DEAR GOD NO MICHAEL PENA IS GETTING NAKED!

PAUL falls through the FLOORBOARDS and lands in a RAVE CLUB and gets KICKED AROUND LIKE A PINBALL until he FALLS INTO A DRAIN and gets WASHED ACROSS TOWN and then he lands in NARNIA for a bit and gets chased by MICE before getting LAUNCHED into ORBIT and SMACKED AROUND by MARTIANS who punch him into a TUMBLE DRYER full of SEWING NEEDLES which he BARELY ESCAPES before everyone realizes this MULTI-MILLION DOLLAR BLOCKBUSTER ACTION FILM has essentially become a TOM AND JERRY CARTOON so PAUL grows BIG AGAIN and is FINE.

PAUL RUDD

Nope nope nope nope nope nope nope. Nope. This suit gets a big nope out of nope. I should sell it to HYDRA for a billion dollars return to the old guy I stole it from who's probably realized it's missing by now.

He DOES and is CAUGHT instantly!

PAUL RUDD

Who could have foreseen this?!

INT. DOUGLAS CORPORATION

Meanwhile, MICHAEL has taken a trip to his old BUSINESS that he hasn't been involved with in DECADES.

MICHAEL DOUGLAS

Ah, the old stomping grounds. I remember the good old days, back when we used to develop amazing new technologies that I would never share with anyone ever. Hello, daughter of mine.

EVANGELINE LILLY

Greetings, Mr. Douglas. You have exactly thirty-four seconds to espouse fatherly love to me before my next meeting.

MICHAEL DOUGLAS

Jesus, you're distant. But that's just an act to cover that we're secretly working together, right?

EVANGELINE LILLY

Not really.

Just then, MARVEL'S PATENTED EVIL BALD WHITE GUY GENERATOR spits out COREY STOLL, villainous CEO with DADDY ISSUES towards MICHAEL.

COREY STOLL

Douglas Co. has been taken over by me, Michael. Totally. You should probably have Googled your own company sometime, these kinds of nasty surprises can't be good for your heart.

COREY unveils his LATEST INVENTION to a group of GENERIC INVESTORS.

COREY STOLL

Now, I know what you're all thinking. We live in an age of wonders, where Iron Men, Viking Gods, and whatever the fuck Vision is can swoop in out of the aether and kick your ass on six different dimensions before you have a chance to boost so much as one car radio. Well, worry no more, potential supervillains! This "Yellowjacket" shrinking suit will allow you to be small while doing general villainy, which should render you completely invisible to anyone who doesn't have very good eyes! It also has tiny little lasers, which are far more useful than big lasers somehow. It comes in generic CGI Yellow.

GENERIC EVIL INVESTOR

Yeah, I'm just not seeing a percentage in shrinky powers. I mean, what's that fight scene going to look like? It would just be one bad guy fighting thin air while the tiny good guy zips around him exactly one pixel wide. Not exactly a thrilling prospect.

COREY STOLL

I'm sorry you feel that way, Generic Evil Investor. Allow me to just follow you into the restroom like a creeper and fucking murder you by shrinking you into a little blob of organic jizz and flushing you down the toilet.

GENERIC EVIL INVESTOR

On second thought, I think I'd love a dumb Yellowjacket suit-

(is flushed)

COREY STOLL

I am so smart.

INT. JAIL

PAUL sits around doing nothing in JAIL when a bunch of ANTS come into his cell and give him the SHRINKY SUIT.

PAUL RUDD

Ewww. Also, Yaaaay!

PAUL escapes by shrinking down and FLYING ACROSS TOWN on the back of a WINGED ANT that can apparently travel at SUPERSONIC SPEEDS. He gets to MICHAEL'S HOUSE.

MICHAEL DOUGLAS

I suppose you're wondering why I've called you into my Exposition Parlor this evening. I've been watching you, Paul. You have exactly the right amounts of charisma, charm, joie de vivre, laid-backness, cheekbones, and ability to make stupid lines sound funny that a Marvel protagonist requires. I want you to be the Ant-Man.

PAUL RUDD

Awesome! My very own action franchise!

MICHAEL DOUGLAS

Not quite. This is a heist movie. Well, inasmuch as it features slightly more explainy scenes than usual before the traditional third act rooty-tooty-shooty CGI fuckfest kicks in. Now, allow me to present you with your love interest, that Mary Sue elf from The Hobbit who also happens to be my daughter.

EVANGELINE LILLY

(kicks Paul in the nuts)

(flips off Michael)

(leaves)

PAUL RUDD

I think she hates me.

MICHAEL DOUGLAS

Thank god! There's no surer sign that you'll be banging by the time the credits roll!

PAUL RUDD

Yeah but why does she hate her own father so much? Did you get drunk and beat up her mom or something?

MICHAEL DOUGLAS

No, we left that part out of this version of Hank Pym, for some reason. Even though we then made a running joke of me hitting people.

MICHAEL gazes wistfully at his collection of meticulously-framed photos of his WIFE looking away or behind a wall or wearing a huge floppy hat or engulfed in whipped cream.

MICHAEL DOUGLAS

You see, back before I yanked Evangeline out of Marvel's Patented Humorless Bitchy Love Interest Generator, I was the Ant-Man myself, doing the generic superhero thing way back in the 60's with my wife, the Wasp. On one mission, we had to stop a Soviet nuclear missile from reaching the mainland United States. She had to shrink down into the subatomic realm in order to pass through the missile's exterior and disable it, becoming lost in the cracks in reality in the process. Afterwards, I made a solemn vow to do right by my only remaining family member by becoming cranky, bitter, and distant.

PAUL RUDD

Subatomic? How did THAT happen?!

MICHAEL DOUGLAS

That's what happens if you shut off the regulator on the suit. Everything else on Earth apparently has its own built-in regulator since nothing ELSE goes subatomic when throw Pym Particles at it, but-

PAUL RUDD

That's not what I meant. You said earlier that Pym Particles REDUCE the space BETWEEN atoms. So how the living fuck does it make anything SMALLER than atoms?!?

MICHAEL DOUGLAS

Because, er, the fifth element is love? I dunno.

(shrugs)

PAUL RUDD

Alright, well, this movie ain't gonna montage itself!

INT. TRAINING MONTAGE

MICHAEL DOUGLAS

So, we need to steal that Yellowjacket prototype suit before Corey can show it to more investors in a few days, because the last investors didn't count for some reason. Paul, I shall now leave you in the care of my daughter for your training. She is the perfect teacher, as she is extremely skilled in the shrinking suit's methodology.

PAUL RUDD

Which begs the question why you don't just have her wear the damn suit instead of me.

EVANGELINE LILLY

(points at Paul, nodding)

MICHAEL DOUGLAS

Fuck that. We're competing with the goddam Minions movie, and have you SEEN that marketing campaign? I'm brushing Minions out of my teeth in the morning, this is NOT the time to take the "Female-Led Superhero Movie" plunge. Evangeline, start learning respect for this lovable deadbeat divorcee. Paul, please absorb Evangeline's years of experience in a few short days.

PAUL RUDD

Gotcha.

EVANGELINE LILLY

(punches Paul in the face for no reason)

PAUL RUDD

We're going to get along great, I see.

EVANGELINE LILLY

Silence, Ant-Maggot. You are now in the crosshairs of my thirty years of pent-up daddy issues. Now give me twenty shrink-ups and a lap around the lawn. And I don't want to hear one "I feel something growing in my pants" crack or I'll fry your balls off with a magnifying glass. MOVE!

PAUL learns how to SHRINK and GROW some more. This takes about TEN SECONDS but the movie makes it look like an ACCOMPLISHMENT because it's his ONLY POWER.

EVANGELINE LILLY

Now remember, Paul. When you're tiny, you have the same mass, which means you can punch with much more force. Like a bullet. A bullet that somehow doesn't kill anyone.

PAUL RUDD

Got it.

EVANGELINE LILLY

Bear in mind that this "same mass" rule only applies to punching. Not to sitting on ants, not to getting swatted out of the air, not to running sloooowwwly across the length of a gun barrel while the evil henchman checks his Twitter account three times. ONLY punching.

PAUL RUDD

Wow. I really hope Neil DeGrasse Tyson isn't planning on tweeting about this film. He's gonna need a long weekend and a bottle of Scotch to get through the first ten minutes.

MICHAEL DOUGLAS

Well in addition to the worse-than-usual butchering of physics, you've also got an ant-controller in your helmet. This will prove incredibly useful in areas that have tons of ants in them, such as picnic areas, public parks, and top secret facilities with poor pest control.

PAUL RUDD

Aww, they're cute. I'm going to name this winged one... ANThony!

MICHAEL DOUGLAS

Heh.

PAUL RUDD

And this one will be: Bryan CrANTSton.

EVANGELINE LILLY

Heh.

PAUL RUDD

And I'll call this one MerchANT Ivory Product-

MICHAEL DOUGLAS

ENOUGH ALREADY. I think you're ready to sneak into my old office building. But before we do that, let's have you break into the goddam Avengers headquarters to steal some science bullshit we suddenly need. You know, for practice.

EXT. NEW CRAPPY AVENGERS BUILDING THAT ISN'T THE TOWER

PAUL descends from the SKY on his SUPERSONIC FLYING ANT EPIC MOUNT and INSTANTLY GETS DETECTED by the SECURITY SYSTEM. He is confronted by-

ANTHONY MACKIE

That's right, the high-flying Falcon! I'm long overdue to prove my usefulness to this team. Have at you, Shrinky-Dick!

They FIGHT! Or rather, ANTHONY flies around in circles swinging his arms at NOTHING because we CAN'T SEE PAUL most of the time when he's TINY! Somehow PAUL wins and escapes with the BULLSHIT!

ANTHONY MACKIE

Beaten by Mr. "Honey, I Shrunk the Kids". I better get to kick some serious ass in Civil War.

INT. DOUGLAS CORPORATION

PAUL sneaks into the DOUGLAS BUILDING by FLOATING through the WATER MAIN on a RAFT made of ANTS and then CLIMBING UP a LADDER made of ANTS and then FLYING through VENTS on some WINGED ANTS and then INCAPACITATING a GUARD with ANT BITES and then BLOWING UP some COMPUTERS with ANTS and then he gets some ANTS to do his TAXES and build him a ROLLS ROYCE and manage his STOCK PORTFOLIO because ANTS can do FUCKING ANYTHING in this movie.

Meanwhile outside, PAUL's ex-wife's current husband, OFFICER BOBBY CANNAVALE and his partner WOOD HARRIS, show up to arrest MICHAEL DOUGLAS for helping PAUL escape JAIL.

BOBBY CANNAVALE

All right Douglas, come with-- wait a second, that van there! It's full of Paul's partners in crime! Ignore Douglas and chase them! Chase them at all costs!

But then his POLICE CAR gets stolen by T.I.!

BOBBY CANNAVALE

Abort! Abort! Chase after our car! Ignore those criminals and chase our car!

But then MICHAEL PENA throws a TENNIS BALL!

BOBBY CANNAVALE

Chase that ball! Chase it! Nothing matters more than that ball!

And then KURT jiggles some SHINY KEYS in BOBBY'S FACE!

BOBBY CANNAVALE

Sensory overload! Retreat! Retreat!

WOOD HARRIS

Man, police can't do shit. No wonder it took y'all three seasons to lock my ass up.

Meanwhile PAUL gets into the super hi-tech FISH TANK that COREY has been keeping the YELLOWJACKET suit in! He drops inside and instantly gets CAPTURED!

PAUL RUDD

(does not even TRY bullet-punching the glass)

COREY STOLL

I suspected something like this would happen, somehow. Come on in, Douglas family. See just how fucked you all are.

MICHAEL DOUGLAS

Man, I am worse at planning an infiltration than a Quentin Tarantino character.

EVANGELINE LILLY

Yeah. Maybe this would've worked out better if you had someone actually competent in charge. Like, I don't know...ME?!

COREY STOLL

Oh come on, if you'd planned this heist it would end with everyone getting stuck on a magical island for six years. Now witness my glory! For I have invented the exact same suit Michael invented, except with a jet pack and lasers!

PAUL RUDD

Yeah, weapons of any kind would be pretty useful on this suit right now, Michael. Hell, your wife probably wouldn't be trapped for eternity in a Higgs-Boson's anus if she had a decent laser cutter on her suit.

MICHAEL DOUGLAS

But hey, I did give you those crazy discs that somehow grow and shrink shit when they touch things. But not dust particles and microbes in the air, of course...

PAUL uses the DISCS to bust out and FIGHT happens! WHAM BIFF SOCK! COREY shoots MICHAEL right in the CHEST but luckily misses all of MICHAEL'S major arteries, veins, organs, muscles, bones, tendons, ligaments, skin, and clothes.

COREY STOLL

Goddamn Marvel movies!

(fucks off)

The ANT CREW fight their way out of the BUILDING via liberal use of SHRINKING and GROWING. It also turns out MICHAEL kept a SHERMAN TANK in his POCKET which luckily crushes no INNOCENT PEOPLE once it EXPLODES through the WALL.

PAUL RUDD

Okay, Corey's escaping in his helicopter so he can go sell the Yellowjacket suit to HYDRA. Antony, use fly!

COREY STOLL

Curses! A cloud of winged ants is moving slowly towards my helicopter! Shoot bullets at them, henchmen! Shoot bullets at those millimeters-long insects!

COREY kills ANTONY!

PAUL RUDD

NOOOOOO!!! ANTONY!! MY COMPANION WITH THE 60-DAY LIFESPAN HAS BEEN SLAIN! I SHALL AVENGE YOUUU!!!!

PAUL zips his way into the HELICOPTER because sometimes he can sort of FLY.

COREY STOLL

Fight, my cronies! Flail your arms in random directions! Fill this tiny cockpit with bullets!

They completely FUCK UP the HELICOPTER. COREY then puts on the YELLOWJACKET suit and thus begins the CGI CLUSTERFUCKFEST that ends EVERY GODDAM MARVEL MOVIE. They fight in the CHOPPER and in the SKY and in a HANDBAG and in the STREET and after all the RANDOM DISTRACTING ACTION worthy of a FAMILY GUY CUTAWAY GAG happens PAUL defeats COREY by hitting him with a PING PONG PADDLE into a BUG ZAPPER! Seriously!

PAUL RUDD

Corey's super-soldier suit got taken out by 120 fucking volts?! The awesome tech that's supposed to make the world shit its pants with fear? Why are we so goddamn determined to undercut ANY stakes this movie tries to build up?

BOBBY CANNAVALE

EAT SIDEWALK, SHITBIRD!

(arrests Paul)

PAUL RUDD

No, wait, Bobby! You can't! Corey's waking up! He's going to go kill my daughter! You have to let me save her!

BOBBY CANNAVALE

Fuck no. You're a criminal through and through, there's no chance in hell I would ever let you SQUIRREL!

PAUL sneaks away while BOBBY begins BARKING. He goes to the home of his EX-WIFE, JUDY GREER, and his DAUGHTER, ABBY RYDER, just in time to stop COREY!

PAUL RUDD

We have to fight more, Corey! The trailer doesn't have enough explosions in it yet!

They SHRINK and GROW and SHRINK and FIGHT and cause a THOMAS THE TANK ENGINE to grow to ENORMOUS SIZE and TOTALLY CRUSH A CAR because it created 50 TONS OF MASS out of FUCK ALL. However since THOMAS is not EDIBLE, nobody notices the SOLUTION TO WORLD HUNGER that is literally staring them right in the face.

COREY STOLL

And now to exact my revenge!

(begins walking towards Abby at the pace of an exhausted glacier)

PAUL RUDD

No! Corey's going to kill Abby! Eventually! At some point! There's only one option! I must shrink into the sub-atomic realm in order to pierce Corey's armor! One Patented Marvel Brand Self-Sacrifice coming up! We are Grooooot!!

PAUL shrink fucks COREY'S SUIT, causing him to REVERSE EXPLODE. PAUL then travels further and further into the MINDFUCK DIMENSION, transcending MATTER, SPACE, and TIME. He may or may not achieve sufficient matter density to become a BLACK HOLE and thus DESTROY EARTH, but since DR. TYSON is now utterly blotto shitfaced we'll have to check with him later.

PAUL RUDD

My God! It's full of Adobe After Effects! I can see all of reality! The future! The past! The really awesome, mind-blowing, genre transcending movie this could have been if Edgar Wright had gotten his shit together long enough to actually make the damn thing instead of waiting a decade and letting Marvel build the largest media franchise in the world right underneath him! I could be trapped here for eternity!

But he hears his DAUGHTER whining, which allows him to RE-EMBIGGEN himself!

ABBY RYDER

Daddy! You're back! But how?

PAUL RUDD

Paternal love, baby. Not time, nor space, nor reality itself can stop the Marvel franchise machine a-chuggin'.

BOBBY CANNAVALE

I have also learned respect for you, Paul. Here. Let me just go delete your criminal record from every computer, wipe all the recordings of you escaping prison, and murder every other police officer who responded to your APB. You're a free man!

PAUL RUDD

Thanks, bro.

JUDY GREER

I am also totally cool with you. Want to have weird sex? I smell a threesome coming on.

PAUL RUDD

Sorry, babe. I got an elf lady waiting for me back home.

MICHAEL PENA

Also my cousin's parole officer's dogsitter's third favorite Tarot psychic's husband's Stan Lee cameo told me they totally want you to be an Avenger now!

EVANGELINE LILLY

And I'm DTF all of a sudden. Just saying.

PAUL RUDD

FUCK YEAH MARVEL MOVIES! NOTHING GOES WRONG FOR ANYONE EVER!

INT. DOUGLAS RESIDENCE

MICHAEL DOUGLAS

Well, Evangeline, the past few days have really cause me to re-evaluate some things. I think it's time I gave my shrinking technology to the world. You want to guess how I'm going to do that?

EVANGELINE LILLY

Nanotechnology?

MICHAEL DOUGLAS

No.

EVANGELINE LILLY

"Fantastic Voyage"-style in-body medical procedures?

MICHAEL DOUGLAS

No.

EVANGELINE LILLY

Construction? Waste management? Space travel? Goddam Las Vegas magic shows? Literally any of the world-changing applications you could use this incredible new technology for?

MICHAEL DOUGLAS

Did I hear "super suit"? Because that's what you're getting!

MICHAEL unveils EVANGELINE's WASP ARMOR!

EVANGELINE LILLY

(actual line)

It's about damn time.

(pause)

So can I maybe test it out before--

END

EVANGELINE LILLY

Seriously guys? Captain Marvel better be fucking awesome, that's all I'm saying.