4-Color to 35-Millimeter: The Great Superhero Movie Rewatch

“Earth’s mightiest heroes type of thing” — Avengers

While Marvel is often credited for revitalizing the superhero genre in the early 1960s, in truth they were simply following DC’s lead. It was in the 1950s that DC came out with new versions of the Flash and Green Lantern, created characters like the Martian Manhunter, and revived World War II heroes Batman, Superman, and Wonder Woman, including bringing them all together into a team known as the Justice League of America.

The JLA in particular was hugely popular, taking the various solo heroes and putting them together into their own team title. So in 1963, Marvel followed suit, as Stan Lee and Jack Kirby put Thor, Iron Man, the Hulk, Ant-Man, and the Wasp together into a team book that they called The Avengers.

The Hulk didn’t last long in the book, departing in issue #2, and in issue #4, Lee and Kirby brought back Kirby and Joe Simon’s hero of WWII, Captain America. In addition, reflecting the change in his own sub-series in Tales to Astonish, Ant-Man transformed into Giant-Man.

And then the big change happened: in issue #16, all the remaining founders resigned, and Captain America was left with a new team that included himself and three former villains: Hawkeye (a dupe of the Black Widow, who had fought Iron Man), Quicksilver, and the Scarlet Witch (the latter former members of Magneto’s Brotherhood of Evil Mutants who’d fought the X-Men).

That proved a harbinger of things to come, as the one thing that remained consistent about the Avengers was that its lineup would never be consistent. In the 1980s, a west coast branch was formed, and for quite some time there were two titles: Avengers and West Coast Avengers (or Avengers West Coast, as it was changed to in order to keep both books in the same spot in alphabetically sorted comic store racks). After the team disbanded following the “Disassembled” storyline in the early 2000s, several new Avengers teams popped up: the New Avengers, the Secret Avengers, the Dark Avengers, and so on, not to mention the Great Lakes Avengers that has appeared periodically since the 1990s.

While the core of the team has often been founding members Iron Man, Thor, the Wasp, and Henry Pym in his various identities (Ant-Man, Giant-Man, Goliath, Yellowjacket, Dr. Pym, etc.), as well as almost-founder Captain America, the lineup has been in a constant state of flux.

It has also been one of Marvel’s standbys, the central team that’s at the heart of the Marvel superheroic universe. Where the Fantastic Four were a specific family, the X-Men were always outcasts to some degree, and all the other teams were far more fleeting, the Avengers have always endured in one form or other.

Kevin Feige’s design for the Marvel Cinematic Universe’s early days all was structured to lead to a big Avengers film, starting with Nick Fury’s mention of “the Avengers Initiative” in the post-credits scene at the end of Iron Man. In 2012, that all came together. Zak Penn, fresh off The Incredible Hulk, wrote a screenplay, which was rewritten by Joss Whedon when he was hired to direct. Whedon was an ideal choice: his long tenure as co-creator and show-runner of Buffy the Vampire Slayer, Angel, Firefly, and Dollhouse gave him tremendous geek cred on screen, and his comics fandom was long-established, and he had experience writing comics with an acclaimed run on Astonishing X-Men (much of which was mined for X-Men: The Last Stand, though I suppose one shouldn’t hold that against it). Whedon also did some uncredited script work on Captain America: The First Avenger, designed to help set this movie up.

The story took its inspiration from both Avengers #1—in which Loki manipulated events that wound up bringing the various heroes together—and The Ultimates series, which introduced the “Ultimate” line’s version of the Avengers, inexplicably called the Ultimates in that timeline—in which the team is a part of S.H.I.E.L.D., and in which they fight the Chitauri.

The only character who was re-cast was the Hulk, with Mark Ruffalo replacing Edward Norton from The Incredible Hulk, who was unable to come to terms with Marvel Studios. Back from Iron Man 2 are Robert Downey Jr. as Tony Stark, Gwyneth Paltrow as Pepper Potts, Scarlett Johansson as Natasha Romanoff, and Paul Bettany as J.A.R.V.I.S. Back from Thor are Chris Hemsworth as Thor, Tom Hiddleston as Loki, Jeremy Renner as Clint Barton, Clark Gregg as Phil Coulson, Stellan Skarsgård as Eric Selvig, and Maximiliano Hernández as Jasper Sitwell. Back from Captain America: The First Avenger are Chris Evans as Steve Rogers and Samuel L. Jackson as Nick Fury. First seen in this film are Cobie Smulders as Maria Hill, Alexis Denisof as the Other, Daimion Poitier as Thanos, and Powers Boothe and Jenny Agutter as members of the World Security Council that supervises S.H.I.E.L.D.

Downey Jr., Paltrow, Ruffalo, and Bettany will next be seen in Iron Man 3. Jackson, Gregg, Boothe, Hernández, and Smulders will next be seen on the Agents of S.H.I.E.L.D. TV series. Evans, Johansson, and Agutter will next be seen in Captain America: The Winter Soldier. Hemsworth, Hiddleston, and Skarsgård will next be seen in Thor: The Dark World. Renner will next be seen in Avengers: Age of Ultron. Denisof will next be seen in Guardians of the Galaxy, ditto the character of Thanos, played by Josh Brolin.


“An ant has no quarrel with a boot”

The Avengers
Written by Zak Penn and Joss Whedon
Directed by Joss Whedon
Produced by Kevin Feige
Original release date: April 11, 2012

The Tesseract is active on Earth, and an alien being known only as the Other—who serves another master—has sent Loki, whom he rescued from the abyss at the end of Thor, to capture the Tesseract. Then Loki will lead the Chitauri soldiers to an invasion of Earth, which Loki will then rule.

Dr. Edward Selvig is in charge of investigating the Tesseract at a S.H.I.E.L.D. base. Agent Clint Barton is observing. Agent Phil Coulson reports to Director Nick Fury that the Tesseract is active—they have no idea why. Fury has Agent Maria Hill remove all the Phase 2 material off the base.

The Tesseract opens a portal, through which comes Loki, holding a scepter that seems to be powered by the same energy as the Tesseract. He uses the scepter to put both Selvig and Barton under his thrall. Unfortunately, the portal is unstable and it starts to collapse. Fury orders an evacuation after both he and Hill try and fail to stop Loki and Barton.

The base is destroyed by the collapsing portal, though Coulson leads an evacuation that gets most, though not all, of the agents out. While Loki conscripts Selvig, Barton, and a bunch of other scientists Loki subsumes the wills of with the scepter in order to construct a more stable portal, Fury plans for war.

He has Coulson call Agent Natasha Romanoff, who is in the midst of an interrogation—which in her case means she’s tied to a chair being questioned and using the questioning to gain intelligence. The tableau is interrupted by Coulson calling one of the agents, threatening the bad guy with an F-22 if he doesn’t put Romanoff on. She’s unwilling to end the op until Coulson says that Barton’s been compromised and captured, at which point she kicks fifteen kinds of ass (while still tied to the chair) and comes in.

Her first task is to approach Dr. Bruce Banner in Calcutta, where he works as a doctor to the poor folks and has not turned into the Hulk in a year. Romanoff assures him that Fury doesn’t want the monster, they want Banner—the Tesseract gives off a faint gamma signature, and Banner knows more about gamma radiation than anyone. Banner agrees, but not until after he tests Romanoff, snapping at her, which causes her to whip out a gun and look impressively frightened.

Coulson, meanwhile, brings all the material on the Tesseract, as well as the files on the Hulk, Captain America, Thor, and Loki, to Stark Tower, a new edifice in New York City that is completely powered by the clean energy of an ARC reactor. Coulson asks Stark, in his role as a consultant for S.H.I.E.L.D., to go over the material.

Fury, meanwhile, approaches Captain Steve Rogers, who is getting himself into fighting shape, mostly by destroying a series of punching bags. Fury explains that Howard Stark found the Tesseract when he was looking for Rogers in the Arctic. Now they need to get it back from Loki. When Fury asks if there’s any intelligence about the Tesseract Rogers can provide, he says only that they should have left it in the ocean.

Coulson accompanies Rogers to what looks like an aircraft carrier. It turns out that Coulson is a huge fan of Captain America—he even has a complete set of trading cards from the 1940s. Rogers meets Banner and Romanoff; the latter suggests they get inside, as it’ll be hard to breathe. Rogers thinks that means it’s a submarine, which worries Banner, as putting him in a pressurized underwater tin can isn’t the hottest idea—then the turbines unfurl and it quickly becomes obvious that it’s a helicarrier that’s about to become airborne. Banner smiles ruefully and says, “Oh no, this is much worse.”

Banner gets started on trying to track the Tesseract. Meanwhile, Agent Jasper Sitwell has been running facial recognition to try to find Loki or Selvig or Barton, and he finds Loki in Stuttgart.

Loki is there to obtain iridium, which Selvig needs for his portal stabilizer. Even as Barton makes off with it, Loki orders a crowd to kneel before him—but one person, an older gentleman, refuses to kneel to “men like you.” Loki says that there are no men like him, and the old man says, “There are always men like you.”

And then Rogers and Romanoff show up in a quinjet, Rogers commenting that the last time he was in Germany and someone tried to lord it over the people, it didn’t go so well for him. They fight, joined soon by Stark in the full Iron Man armor (even taking over the quinjet’s PA to play heavy metal entrance music). Loki surrenders a bit too easily, and they take him prisoner on the quinjet.

As they fly back to the helicarrier, there is a sudden lightning storm, which heralds the arrival of Thor, who breaks into the quinjet and takes Loki to a mountaintop. Thor had thought Loki dead—they mourned him and everything—and now he has taken the Tesseract and will subjugate Earth, something Thor can’t allow. But before he can do anything about it, Stark attacks Thor, saying he can have Loki once he gives them the Tesseract back. They get into it, Rogers joining them, and finally putting a stop to it. (Romanoff stays the hell out of it, advising Rogers to do likewise, but he doesn’t listen.)

They return to the helicarrier. Thor says that Loki has an army called the Chitauri, from a world unknown to Asgard or Earth. Thor is also upset to learn that Loki has Selvig in thrall. Stark—after surreptitiously putting a tiny piece of tech on a console while distracting everyone with his smartassery—agrees to help Banner find the Tesseract. Loki, meanwhile, is put in a large cage that was designed to hold the Hulk—if he tries to break out, it will fall to the earth.

Stark is concerned with what S.H.I.E.L.D. is hiding. Rogers thinks they need to follow orders, but he’s also suspicious, and so investigates on his own. Meanwhile, Romanoff goes to Loki, and pretends to be emotionally manipulated by him in order to find out his endgame: to unleash the Hulk on the helicarrier.

Romanoff goes to the lab, where Banner and Stark are still trying to find the Tesseract. Rogers has found Phase 2, and is appalled to learn that S.H.I.E.L.D. is trying to re-create the Tesseract-powered weapons Hydra used during World War II. Fury explains that they did so because of what happened in New Mexico when Thor, Sif, and the Warriors Three fought the Destroyer and pretty much leveled an entire town. They needed to defend themselves.

The entire conversation devolves into an argument—and then Barton shows up with some turned S.H.I.E.L.D. agents and attacks the helicarrier with an explosive arrow. Banner transforms into the Hulk and goes after Romanoff, but is stopped by Thor. They fight, destroying large chunks of the helicarrier while doing so, though eventually the Hulk falls to Earth after jumping on a plane that (rather stupidly) fired on him.

Loki tricks Thor into his cage and sends him plummeting to Earth as well, but not before killing Coulson right in front of a devastated Thor. Romanoff takes on Barton and manages to knock him unconscious after a nasty, protracted fight.

Rogers and Stark have been too busy fixing one of the engines to get involved in the fight, but they do prevent the helicarrier from crashing.

The survivors are demoralized. Coulson is dead, Thor and Banner are missing, and Loki has been freed. The helicarrier is pretty much dead in the air. Fury tosses the bloody Captain America trading cards onto the table where a grief-stricken Stark and Rogers are sitting, saying they were in Coulson’s jacket. (Later, Hill comments that the cards were actually in Coulson’s locker. Fury apparently removed the cards and smeared Coulson’s blood on them to light a fire under Rogers and Stark’s asses, which is pretty hardcore.) Fury says that Phase 2 was a backup plan—his real hope was that extraordinary people could come together and deal with the threats that nobody else could. Later, Stark and Rogers try to figure out Loki’s plan—it was obviously divide and conquer, and it worked, but they need to come together and stop him. The one thing Loki still needs is an energy source powerful enough for what Selvig has built—but one possible source is the ARC reactor at Stark Tower.

Stark flies off in his armor to New York. Romanoff, Rogers, and a recovered Barton do likewise in a quinjet, while Thor and Banner get there on their own. Stark arrives first, confronting Loki in the penthouse of his tower. He threatens Loki, saying that all he’s done is piss off Earth’s mightiest heroes. Unfortunately, he’s unable to stop Selvig from opening the portal, and a whole bunch of Chitauri warriors pour through and attack midtown Manhattan.

The Chitauri take out the quinjet, but Rogers, Romanoff, and Barton get out alive. They fight the Chitauri on the ground while Stark handles them in the air—joined soon by Thor, who tries to get Loki to call the invasion off. Loki refuses and runs away on a Chitauri air skimmer.

Then a gigunda leviathan comes through the portal. It flies through the air, destroying buildings.

Quickly, Rogers formulates a strategy. Barton is to go high, looking for patterns and strays while taking out as many as he can with his arrows. (At one point, Barton notices that the flyers don’t bank very well, and Stark takes out a bunch after taking Barton’s advice to make sharp turns.) Stark handles the airborne ones, keeping them contained, Thor is to try to cut them off at the portal with lightning strikes, while Rogers and Romanoff take care of the ones on the ground. Then he turns to Banner: “Hulk—smash.” Banner smiles and proceeds to do just that.

They keep the battle contained in the area near Grand Central Terminal, though the property damage and death toll is considerable. At one point, Rogers rescues a bunch of people from a bank, while Barton tries to take out Loki with an exploding arrow. It doesn’t kill Loki, but it sends him careening back into the Stark Tower penthouse, where Banner smashes him into the floor over and over and over again.

Romanoff volunteers to go up to the roof of Stark Tower to try to close the portal. She hops on one of the skimmers and flies up there to find that Selvig is himself again. He theorizes that the scepter can close the portal, and it’s lying near Loki’s prone form. Romanoff goes to retrieve it.

The World Council that S.H.I.E.L.D. reports to has overridden Fury and ordered a nuclear missile strike on the portal, which will destroy Manhattan. Fury tells Stark about it, and Stark intercepts it and flies it into the portal. It destroys the Chitauri ship, which in turn deactivates the Chitauri people and equipment, and they all collapse.

Stark falls through the portal just as it closes, his armor depowered. Thor moves to rescue him, but Banner beats him to it.

They’ve won. A somewhat delirious Stark says he’d like to try shawarma.

The World Council is pissed at Fury, even though the results weren’t bad considering it was an alien invasion. Thor takes a bound Loki and the Tesseract back to Asgard. Stark and Banner drive off together, Romanoff and Barton drive off together, and Rogers drives off on a motorcycle. Fury tells Hill that he’s confident that, should another threat arise, they’ll come together again. We also see a montage of news clips that range from celebration (including little kids dressing up as various Avengers) to mourning (folks putting flowers on the graves of people who died in the attack) to vituperation (a senator saying the Avengers should be held responsible) to disbelief (a person who looks just like Stan Lee saying that the notion of superheroes in New York City is ridiculous).

In the middle of the credits we see that the Other’s (and Loki’s) overlord is none other than Thanos. (Which is meaningless if you’re not a comics fan, but whatever.) And after the credits we see the Avengers all eating shawarma.


“I recognize the council has made a decision, but given that it’s a stupid-ass decision, I’ve elected to ignore it”

This is, in many ways, the perfect superhero movie. Specifically, it’s the perfect Marvel superhero movie.

One of the things Marvel did particularly well in the 1960s and have continued to do since was create a cohesive, coherent universe. These weren’t just standalone adventures of heroes fighting villains, but characters who progressed and changed—Mr. Fantastic and the Invisible Girl/Woman married each other, Peter Parker graduated high school and went to college, and so on. Plus they all existed in the same universe and teamed up regularly.

Kevin Feige followed that blueprint with the MCU, creating a unity, a sense of history, and several storylines that build into a single movie—and also set the stage for future movies.

With all that, though, each movie has worked on its own terms, while still being part of the greater whole, and no movie did that better than the first Avengers film. The amazing accomplishment of this movie is that it’s, at once, a strong introduction to the Avengers but is also the next Iron Man movie, the next Hulk movie, the next Thor movie, and the next Captain America movie.

Stark furthers his relationship with Pepper Potts, doubles down on his commitment in his first movie to developing clean energy rather than weapons, and also shows his spectacular inability to play well with others (though he does come through in the end). Banner is still trying to keep the other guy in check. Thor is still trying to save his brother but willing to fight him when he refuses to be saved—and is also aware of the larger picture of the cosmos beyond Earth. Rogers tries to adjust to the modern world, and sees how much has changed—and how much hasn’t.

On top of that, we get hints of what a great S.H.I.E.L.D. movie could be like. Fury masterfully manipulates events to get the best possible result, even if it means going against the council, even if it means pulling the Captain America trading cards from Coulson’s locker and smearing his blood on them to make a point.

Coulson is the perfect character to force our heroes to avenge in this movie, because he has a connection to everyone but Banner: he’s a huge Captain America fangoober, he’s established friendships with both Thor and Stark, and Fury, Romanoff, Barton, and Hill are his comrades and coworkers. And his final scene is tremendous, his deadpan snark at Loki even in the face of death just a magnificent bit of acting by Clark Gregg. (Of course, his sacrifice got reversed by bringing the character back for the Agents of S.H.I.E.L.D. series, but still…) In that, it’s in keeping with the rest of the movie, as Gregg’s calm professionalism remains intact, from his calm waiting on the phone while Romanoff kicks all the ass to his “oh, that’s what it does” after shooting Loki with the Destroyer-derived big fucking gun.

Gregg is but one of dozens of great performances—indeed, there isn’t a bad one in the bunch, starting with the one replacement. Mark Ruffalo gives us the Bruce Banner that neither Eric Bana nor Ed Norton were able to manage, providing a combination of cynicism, resignation, anguish, torment, and pathos, and he works with Joss Whedon’s script to give us, in essence, the best Hulk movie yet, starting Ruffalo on a fascinating arc as a supporting character through several movies (Avengers: Age of Ultron, Thor: Ragnarok, and Avengers: Infinity War). In particular, Whedon deserves huge credit for his delightful turning of the now-overused “you wouldn’t like me when I’m angry” line from 1977’s The Incredible Hulk on its ear with, “That’s my secret, Cap—I’m always angry.”

Another magnificent marriage of great scripting and superlative acting is the fleshing out of the Black Widow, as played by Scarlett Johansson. We get plenty of hints about her background—including her affirmative response to Barton asking if she knows what it’s like to have your identity ripped from you—and also an example of her primary super-power, which isn’t the ability to kick ass (even while tied to a chair), but rather her ability to interrogate someone from a position of seeming submission, whether it’s the Russian arms dealer at the top of the movie or Loki later on. (Seriously, Marvel, giving this great character and this amazing actor her own movie is absurdly fucking overdue!)

The whole thing comes together thanks to Samuel L. Jackson’s Fury, who is stellar, working both as a badass action star and as the manipulator of events at the top of everything. I said in my rewatch of The Spirit that Jackson has two modes, and in this movie it’s the scary-calm mode that suits Fury perfectly. There’s no question that Fury is manipulating everybody—Stark, Rogers, the World Council, even Coulson posthumously—but it’s in the service of the greater good, and if that means people think (rightly) that he’s an asshole, he can live with it. Especially since his actions are directly responsible for a lot of people not dying.

One of the best conceits of the script is that, while there’s plenty of excellent action, there’s also superlative dialogue and characterization. My favorite is that every main character gets a one-on-one with Loki at some point in the film. Some are brief, like Rogers and Loki trading pointed barbs in Stuttgart, or Hulk cutting Loki’s rant off by smashing him into the floor over and over again (a scene that never fails to be hilarious, and which will be beautifully called back to in Thor: Ragnarok), or Loki giving instructions to the suborned Barton. Some are hilarious, like Stark’s threatening Loki while offering him a drink, or Fury throwing the ant-boot metaphor back in his face. (“Let me know if ‘real power’ wants a magazine or something.”) And some are poignant, like Thor’s plea to Loki to come home that falls on uninterested ears, and Romanoff’s expert manipulation of the god of mischief. Tom Hiddleston proves himself again to be the rock star of the MCU, giving us a complex, anguished, furious villain, one who refuses to remain in his brother’s shadow, and it has led him down an awful path.

The climax is one of the finest superhero battles ever committed to film. Everyone uses their powers intelligently, Cap’s strategy is sound, and I particularly like that the Avengers work constantly to save lives and keep the fight contained. (The location shooting plays to that, as every single place we see in the battle is within about a ten-block radius of Grand Central Terminal, a touch this native New Yorker appreciated.)

So many boxes are checked in this movie, yet it never feels constructed, everything actually flows naturally from one bit to the other. Thor, Rogers, and Stark fighting over Loki—the classic heroes-meet-and-fight-then-team-up cliché, but dammit, it works here. (It helps that it’s brief, and that Downey Jr. leavens it with his snark and pop-culture references.) The arguing among the team members. The defeat that should destroy them but instead brings them together.

The one team member who gets short shrift is Jeremy Renner’s Barton. In the comics, Hawkeye is the devil-may-care smartass, but in the MCU, Downey Jr. has taken over that role, so it leaves Barton to merely be a hardened sniper. Renner makes it work in his limited screentime, but it’s frustrating, especially since we get hints of what could be an entertaining character. Leaning into his marksmanship to make him a lookout/sniper in the climactic battle is excellent (I love his noticing that the alien skimmers can’t bank worth a damn), and he has some great lines (“You and I remember Budapest very differently”).

And in fact, this movie is full of great lines. One of Whedon’s hallmarks has been his snappy dialogue, and this movie is crackling with it. I could use up my entire allotted word count on this rewatch just quoting lines from it, which I won’t do, but I will in particular sing the praises of all the callbacks, whether it’s the ant-boot conversations between Fury and Loki, the payoff of Fury’s “ten bucks says you’re wrong” line to Rogers when the latter says nothing can surprise him anymore, the constant exhortations of Rogers to Stark to “put on the suit,” going from macho posturing to an instruction to help save the helicarrier, or my favorite: early on, Pepper Potts refers to Coulson as Phil, and Stark jokes, “‘Phil’? His first name is ‘Agent'”; then, later in the movie, when as Iron Man he confronts Loki, he mentions the final person Loki has pissed off: “His name is Phil.”

I haven’t even covered half of what makes this movie so amazing. It’s a perfect storm of acting, directing, scripting, and superheroing. It remains the central jewel in the crown of the MCU, and best of all, it would continue to have reverberations. A hallmark of the MCU has been that actions have consequences, with major events continuing to have ripple effects: Iron Man 3, Thor: The Dark World, Captain America: The Winter Soldier, and the first seasons of Daredevil, Jessica Jones, and Agents of S.H.I.E.L.D. all are influenced and affected by the events of this movie.

But even without it, it would be a great superhero movie. Possibly the greatest. Just a tremendous, complex, effective movie that ultimately is what all superhero stories should be: a fun tale about good guys fighting bad guys.


Next week, we take a look at another 2012 film, the reboot of the web-slinger, as Andrew Garfield takes on the title role in The Amazing Spider-Man.

Keith R.A. DeCandido was particularly amused to see that Pershing Square, one of his favorite restaurants, is one of the locations seen in the climactic battle.


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