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Phineas Flynn. Iron Man, Spider- Man, Hulk and Thor stand powerless after being struck by Dr. Doofenshmirtz's power- drain "inator" invention. Once the supervillains – Red Skull, Whiplash, Venom and M. O. D. O. K. – find out that Dr. Doofenshmirtz is responsible for robbing the superheroes of their powers, they seek him out and together create mayhem in Danville. Meanwhile, Phineas and Ferb do everything they can to restore the superheroes' powers before the evil villains take over the world.

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Candace tries to help out, but her actions do more harm than good, which causes a rift between her and Phineas. Episode Summary. Act IPhineas surfing asteroids. Phineas, Ferb, Buford, Isabella, and Baljeet are surfing in the asteroid belt. The boys had collected cosmic rays to power the surfboards. The gang then surfs to a space station shaped like Phineas and Ferb's heads in which they are connected to Irving. Irving checks on the kids and Phineas asks if it's safe to land. He then wonders where Perry is.

At Doofenshmirtz Evil Incorporated, Perry is already trapped. Doofenshmirtz explains his Power- Drain- inator, which makes people lose power. He wanted to take Roger's mayoral powers away so that Doofenshmirtz can be the leader. Doofenshmirtz would be able to raise taxes and cut the ceremonial ribbon, in which he had special scissors for. He accidentally cuts the hydraulic pump, and Perry escapes. Agent P destroys the machine and Doofenshmirtz says that he thought it was going to be a special extended episode.

The superheroes being hit by Doof's inator. The broken inator fires once toward New York City.

At the city, Spider- Man comes and slings his way around while the crowd cheers for him. Iron Man, Hulk, and Thorare fighting.

Whiplash and Venom. When Spider- Man arrives, he joins the fight while Red Skull and MODOK come in. Anti- matter is being fired at the superheroes, but all the shots miss. That is when Doofenshmirtz's ray drains the heroes. They realize that they have lost their powers. Iron Man's suit was frozen, Spider- Man couldn't climb up walls, Hulk lost his strength, and Thor is no longer mighty.

No one was able to carry Iron Man, so they went to get a dolly. Back in Danville, the kids have arrived and their invention screws into the ground. At the exact moment, Candace tries to show Linda what they have done, but it was gone. She then asks why the boys aren't in space and Buford says they got hungry.

Linda says that's her cue and asks if they want snacks. On the S. H. I. E. L. D. helicarrier, the heroes are informed by Nick Fury that the ray came from Danville in the Tri- State Area and hit a satellite off a space station. Spider- Man questions if the space station belongs to S. H. I. E. L. D., but Fury answers that it belongs to Phineas and Ferb. Gordon Gutsofanemu explaining how the heroes lost their powers. Back at D. E. I., Norm cleans up the debris from the destroyed inator.

Doofenshmirtz wonders where the ray hit. A report on TV states that it hit the superheroes in New York. Doofenshmirtz gets so excited by this report that he blogs about it on the L. O. V. E. M. U. F. F. I. N. web site. At Red Skull's castle, they are talking about there fight with the superheroes, mostly about how they could have destroyed the heroes once and for all. Red Skull says that that does not change the fact that the superheroes have lost their powers, and questions what happened to their powers and calls MODOK, who comes in and tells everyone who he is (even though they all probably know) as he tells him that he has traced the ray in question to D.

E. I. Red Skull says that Doofenshmirtz sounds Drusselsteinian, and MODOK projects his picture, saying that he lives in Danville to be precise. MODOK wants to say shotgun, but Red Skull angrily refuses. In the backyard, Linda tells the gang she'll be taking a walking tour of the Tri- State Area and, as always, Candace is in charge.

After she leaves, Phineas is about to wonder where Perry is, but then sees him in front of the house. The villains arrive at D. E. I. and introduce themselves to Doofenshmirtz. Doofenshmirtz shows them his latest inator, the Slothinator, which will give him the powers of a sloth, "which are super- slowness and super- leaf- eating." This confuses Red Skull, since this is a rather idiotic device. Back at the Flynn- Fletcher house, the doorbell rings and Phineas asks Ferb if he was expecting any one.

Ferb opens the door to see Iron Man, Spider- Man, the Hulk and Thor and says "Not them". Act IISuperheroes in duh our kitchen. Spider- Man asks the boys if they are a little young to be stealing superheroes' superpowers, to which Phineas says they would be but denies that he did it. The gang give the heroes juice boxes, which baffles Thor, since it is not an Asgardian item. Watch Saints And Soldiers Dailymotion more. The superheroes tell Phineas the ray that took away their powers came from Danville and hit their space station. Phineas knows what the gang is going to do today. At this point, Candace comes down and does her "I'm in charge" spiel, and obliviously greets Spider- Man, but then gets stunned by the fact that there are superheroes in the kitchen.

Isabella leads Candace out so she can lie down and process this. Iron Man falls down and Phineas once again asks where Perry is. Is he some kind of super platypus with super platypus powers. Down in Agent P's lair, Major Monogram communicates from an old black and white TV set, since Fury is speaking on the big screen. Fury is confused that the agent is in fact a platypus, and gets irritated when Monogram starts wearing an eyepatch and lies that he has a stye.

Carl says that Monogram thinks it makes him look cool.) Fury informs Perry about the heroes losing their powers and tells him to go after the super villains. Monogram now wears eyepatches on both eyes, much to Fury's annoyance. Carl says that Monogram believes that two eyepatches make him look twice as cool, which Monogram innocently denies. Doofenshmirtz, Red Skull, and M. O. D. O. K. Back at D. E. I., Doofenshmirtz gives the villains a tour of his Hall of Inators, which is full of really useless inators, which confuses Red Skull. Red Skull asks where the inator that took away the superheroes' powers is, to which Doofenshmirtz reveals it was destroyed by Perry the Platypus.

Red Skull asks if Perry is a super- soldier platypus like Captain America, and Venom asks if he was bitten by a radioactive platypus, like Spider- Man. Red Skull instructs Doofenshmirtz to rebuild the Power- Drain- Inator, which excites Doofenshmirtz. Red Skull then tells Whiplash to go along with Doofenshmirtz and then give him to MODOK to destroy. Doofenshmirtz then says he has to run some errands and invites the villains to come with him.

Candace geeks out. Phineas unveils a small shed- like building called the Secret Hideout for Emergency Defense (or S. H. E. D. for short). Iron Man says that it looks too small.

However, once they go inside, it is revealed to be way bigger on the inside, to which Ferb remarks it is "just a little British sci- fi technology." Thor notices something that looks very similar to Iron Man's suit. Watch Another Gay Movie Megavideo. It turns out to be The Beak Suit Mark 2, an upgrade of the original Beak suit, although Phineas explains that it is not waterproof so they can't use it in the rain.

Ferb hands the heroes and the gang their laminated S. H. E. D. ID cards so they can have access to all areas.

Candace enters very starstruck by the heroes and asks them to read her fan- fiction, to which Spider- Man refuses since they are not allowed to accept unsolicited material. Candace revealed she has been a superhero fan girl ever since she did research for the Ducky Momo/superhero crossover. Phineas says they need to get to work restoring the heroes' powers. Candace says, "I know what we're gonna do today" and geeks out.