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In the Eastern European country of Sokovia, the Avengers—Tony Stark, Steve Rogers, Thor, Bruce Banner, Natasha Romanoff, and Clint Barton—raid a Hydra facility commanded by Baron Wolfgang von Strucker, who has been experimenting on humans using the scepter previously wielded by Loki. As Ultron uploads himself into the body, Wanda is able to read his mind; discovering his plan for human extinction, the Maximoffs turn against Ultron. Thor returns to help activate the body, explaining that the gem on its brow—one of the six Infinity Stones, the most powerful objects in existence—was part of his vision. In the aftermath, the Hulk, unwilling to endanger Romanoff by being with her, departs in a Quinjet, while the Vision confronts and seemingly destroys Ultron's last remaining body.
They encounter two of Strucker's test subjects—twins Pietro Maximoff, who has superhuman speed, and Wanda Maximoff, who can manipulate minds and project energy—and apprehend Strucker, while Stark retrieves Loki's scepter. Rogers, Romanoff, and Barton find Ultron and retrieve the synthetic body, but Ultron captures Romanoff. This "Vision" and the Maximoffs accompany the Avengers to Sokovia, where Ultron has used the remaining vibranium to build a machine to lift a large part of the capital city skyward, intending to crash it into the ground to cause global extinction. Later, with the Avengers having established a new base run by Fury, Hill, Cho, and Selvig, Thor returns to Asgard to learn more about the forces he suspects have manipulated recent events.
One of the problems I had on the first one was everybody basically had punchy powers … [Scarlet Witch] can weave spells and a little telekinesis, get inside your head.So you need that dissenting voice, and you need to understand it and sympathize with it." Because Marvel Studios shares the film rights to Quicksilver and Scarlet Witch with 20th Century Fox and had to avoid conflict with Fox's X-Men films, Whedon introduced two important characters into the Marvel Cinematic Universe completely on his terms for the first time, which allowed him to connect their origin stories to the universe that they created and avoid the concept of mutants.Whedon relished at the storytelling opportunities by introducing a character with telepathic powers, explaining, "it meant we could spend a little time inside the Avengers' heads—either their past or their impressions of what's going on, or their fears, or all of the above." Despite the subtitle, the film is not based on the 2013 comic book miniseries Age of Ultron.Stark and Banner discover an artificial intelligence within the scepter's gem, and secretly decide to use it to complete Stark's "Ultron" global defense program. The Avengers fight amongst themselves when Stark secretly uploads J. Banner rescues Romanoff, who awakens the Hulk for the battle. As Stark leaves and Barton retires, Rogers and Romanoff prepare to train new Avengers: Rhodes, the Vision, Sam Wilson, and Wanda.
The unexpectedly sentient Ultron, believing he must eradicate humanity to save Earth, eliminates Stark's A. The Avengers fight Ultron's army while Fury arrives in a Helicarrier with Maria Hill, James Rhodes and S. In a mid-credits scene, Thanos, dissatisfied by the failures of his pawns, dons a gauntlet"I have to make my movie assuming that people will only have seen the first one, or possibly not even seen the first one.The model I'm always trying to build from, my guiding star, is The Godfather Part II where a ton has happened in-between and it's a very different movie [from The Godfather], but you don't need any information: it's there in the film." In October 2011, Kevin Feige, president of Marvel Studios said the studio was beginning to look at their Phase Two films, which would start with Iron Man 3 and would culminate in a second Avengers film. By being the next thing that should happen to these characters, and not just a rehash of what seemed to work the first time.In March 2012, Joss Whedon, director of the first film, stated that he would want a sequel to be "smaller. By having a theme that is completely fresh and organic to itself." Despite the production of the film becoming increasingly wider in scope, Feige maintained that this was not their intention, always looking to see where the team wanted to take the characters, over how to make it bigger than The Avengers.Whedon disclosed that Edgar Wright had rights to the character first through his inclusion in Ant-Man, which was already in development.