ByAlisha Grauso, writer at Creators.co
Editor-at-large here at Movie Pilot. Nerd out with me on Twitter, comrades: @alishagrauso
Alisha Grauso

Author's Note: I took pains to make this review spoiler-free, so please don't ruin this for anyone else by asking about spoilers or posting any in the comments. Thanks!

Just over three years ago, I walked into a theater with two friends to see the highly-anticipated ensemble team-up that Marvel had been building to through all of Phase 1 of its cinematic universe. I walked out of The Avengers with my mind understandably blown; we all did. And for audiences everywhere, a new religion was born.

Now, director Joss Whedon has to clear an almost impossibly high bar with [The Avengers: Age Of Ultron](movie:293035), hitting theaters on May 1st. Did he?

Hell yes, he did.

With the news that this will be his last hurrah in the director's chair for an MCU film, you'd expect him to go out with a bang, and indeed, he does.

The movie opens in media res - that is, in the middle of the action (for those of you who aren't dorky enough to have random bits from an old Intro to Film class floating around in your head) - as the Avengers, now noticeably more comfortable with one another as a team, work to infiltrate Baron von Strucker's compound that we saw in the post-credits scene of [Captain America: The Winter Soldier](movie:254973).

But, for as newly-efficient and lethal as the Avengers are, von Strucker has two aces up his sleeve, the so-called experimental "miracles" from the same post-credits scene. Enter Wanda and Pietro Maximoff, or, as comic book fans know them, twins Scarlet Witch and Quicksilver. And while Quicksilver puts a hurt on them - "What, you didn't see that coming?" he taunts an injured Hawkeye at one point - it's Scarlet Witch who plants the real seeds of their destruction when she projects a doomsday scenario into Tony Stark's head that leaves him devastated.

As brilliant scientists in movies tend to do, he engages in a highly controversial experiment with the intention of protecting and serving the greater good.

But, as brilliant science in movies also tends to do, it goes awry and Stark's artificial intelligence creates unintended consequences when it combines with an Iron Man Mark suit prototype to become supervillain Ultron. The supremely brilliant but emotionally stunted murderbot decides the best way to protect humanity is to save it from itself - which, of course, because this is a Marvel movie we're talking about, means extinction.

Comic book plot aside, Whedon & Co. do an exceptional job of laying the groundwork for next year's [Captain America: Civil War](movie:994409), increasing the distance between the ideologies of Iron Man and Captain America that we've seen ever since the first Avengers movie. Everyone is a sympathetic character this time around, even Ultron. While Tony makes some highly questionable (and, yes, at times, even blind) decisions, this isn't the old Tony Stark who would have done it simply out of spite and ego, but because if he did nothing to protect the world from disaster when he could have, he'd never be able to live with himself. But Captain America and Thor's fury in the aftermath of discovery is also completely understandable.

Another aspect of the film that was wonderful to see was how Hawkeye, Black Widow, and the Hulk all had more fully realized roles this time around, rather than being relegated to characters there to fill an Avengers quota. Jeremy Renner's Hawkeye has, hands-down, the best lines in the movie, and his deadpan delivery had the entire theater laughing aloud. Whedon definitely pulled from Matt Fraction's run on the Hawkeye comics in fleshing out Clint Barton's personality, and it shows.

"NOTHING about this makes sense."
"NOTHING about this makes sense."

Likewise, Natasha continues her evolution as the most interesting Avenger as she gets closer and closer to Bruce Banner, despite his reluctance. Their blossoming love story shows us a different, more wistful side of Natasha, and it's one she wears well. And it gives us more insights into Bruce's character other than "brilliant" and "angry."

And the new characters are just as interesting as the original Avengers. All due respect to the [X-Men: Days Of Future Past](movie:203942) version of Pietro Maximoff, which was an interesting take, Quicksilver is not Quicksilver without his sister, and Age of Ultron makes this clear. The twins' retconned origin fits neatly into the larger story without feeling forced (and provides Steve Rogers an opportunity to lay a stern verbal smackdown on a Judgy McJudgerson Maria Hill at one point). Their deep connection to and love of one another is apparent throughout the film, which makes a few moments all the more powerful because of it. Plus they're just badass, and powerful on a level the Avengers have not yet seen.

Not to be overshadowed, the characters repping AI loud and proud in Age of Ultron also hold their own. As Ultron, Spader voices the role with a diabolical glee, at times painfully polite and courteous, at others terrifyingly determined, and always with an underlying pathos of a being that's been created to protect, but doesn't understand how.

And Vision, besides having a stunning character and costume design, provides a capable foil for Ultron. Both being born quite literally yesterday, neither quite fully understands the scope and depth of human nature. But one reacts with curiosity, while one reacts with fear, and it creates an interesting dynamic that casts both in a sympathetic light, despite their "other"-ness.

Truly, this Avengers film is far less about the action, and more about character development. They're not just ass-kicking caricatures with varying superpowers and abilities now; they're complete people with other lives, internal motivations, character flaws, and secret fears and hopes. They get a lot of down time in this movie, whether at Avengers Tower or the farmhouse, and that's a great thing.

But have no fear! All of that's not to say the action in the sequel isn't also on a grander scale, because it is. There are a few action sequences in particular that are just stunning (though you have to wonder when the MCU will directly acknowledge the massive destruction in their movies with something other than a passing reference in [Daredevil](movie:47230)), and the sets are much, much bigger this time around. There's so much happening in the third act of the movie that your eyes almost don't know where to go, so eye-popping are some of the visual effects. There are moments that will definitely make you want to fist pump and yell, "F*ck yeah!" And there are moments that will feel like a gut-punch. It's bigger, badder, and bolder on every level. But be prepared, there is a LOT happening in this movie, so it will take a few viewings to process it all. You can't be a passive observer this time, but an actively engaged viewer.

Ultimately, because it's the Avengers, they work out their issues, team up, and kick murderbot ass, the self-proclaimed protectors of Earth and its mightiest heroes. But it works. This time around, we understand how heroic they truly are, because, for the first time, we understand exactly what they stand to lose.

Avengers: Age of Ultron hits theaters on May 1st (and I'll be waiting in line to see it again).

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