History Fridge / AvengersAgeOfUltron

** Ultron wins his first fight against the Avengers, thanks in large part to help from Wanda to incapacitate them.
** Ultron loses his final fight with the Avengers, with Wanda finishing off his main body by ripping out his power core.

** Vision (J.A.R.V.I.S.' successor/next incarnation) tries to reason with Ultron, but Ultron attacks him, leading to Ultron's death.

* When Captain America's line, "[[spoiler:If you get killed, walk it off]]", is said, [[spoiler: a shot of Quicksilver looking all determined is shown. Foreshadowing?]]

** Keeping Black Widow alive could also be a manifestation of Tony's arrogance and his need to show off. Ultron can't just "save" humanity, he needs someone to see him do it. He originally had the Maximoff twins for that, but they turned against him, so he took Black Widow and locked her in a cage, just so he'd have someone to gloat/show off to. Tony's showmanship twisted into something much less benign.
--->'''[[Film/TheAvengers2012 Tony Stark]]:''' [[ExplainExplainOhCrap [Loki] wants a monument built to the sky with his name plastered all over... sonofabitch.]]

** Ultron's first body is heavily damaged, with a prominently missing left arm.
** Ultron wins his first fight against the Avengers.
** Ultron loses his final fight with the Avengers.
** He is reduced to one body, which is heavily damaged, with a prominently missing left arm.
** The Vision (J.A.R.V.I.S.' successor/next incarnation) tries to reason with Ultron, but Ultron attacks him, leading to Ultron's death.

** While trying to [[spoiler:prevent the Vision's birth]], he is caught off-guard by Hawkeye firing a bullet upwards through a glass floor.
** During the battle of Sokovia, a round fired by a police officer [[spoiler:grazes his arm.]]

* Wanda [[spoiler: gazing at Vision while he rescues her. A cute MythologyGag right? Well, given that she's a telepath, and all the [[AMindIsATerribleThingToRead thoughts that can go through a person's head]] at any given time, plus the trauma of feeling Pietro's death, [[AllLovingHero Vis]][[TheParagon ion's]] [[MentalWorld mindscape]] would be an [[TheWorldIsJustAwesome idyllic]] [[HappyPlace paradise!]] No wonder she looks so entranced.]]

* Rhodey's story early on has another purpose -- foreshadowing the raw strength of the Iron Man suits. He says it can take the weight of a tank, and this is borne out in the climax, where Iron Man helps carry a full lifeboat full of people onto the Helicarrier. Also, on a more minor note, it might also be to establish that no amount of physical force or strength can lift Mjolnir if one is not worthy (as Stark and Rhodes use two Iron Man gauntlets simultaneously to no avail).

* Cap inviting the Normandy vets to the Avengers party is at first seen to be simply him being a NiceGuy and a fellow vet himself. However, it's highly probable that he actually fought at Normandy, meaning that those weren't just generic WWII veterans, but most likely comrades he fought side-by-side with.
* Look at Hawkeye's face when Widow mentions "(Ultron) probably knows more about us, than we know about each other" it seems to be panic, for most of the film we attribute it to Hawkeye and Widows DarkAndTroubledPast, it isn't, it's him realizing that Ultron might know about his [[spoiler: ''family'']].

** Even in the very first scene, you see them holding hands, and Wanda chewing her nails with nerves. Immediately after that we get a close up of their faces, showing the two of them looking scared when they hear that the Avengers are on their way. They aren’t out there actively hunting the Avengers down, even though they're the people they seek to target as allies of the man they blame for their parents' deaths. They’re waiting for orders, because they don’t really know what they’re doing. They’re frightened of what’s about to happen. They’re both in way over their heads.

* As Vision first emerges from the cradle, he looks at someone. The fact that the camera first cuts to Wanda would suggest that she's the first person he notices. Only then does he notice the other Avengers around the room before finally focusing on Thor in front of him. It's very much possible that being powered by the Mind Stone--which is also what enhanced Wanda's magic--is a factor. Before his actual eyesight kicks in, he might only be able to see the energy glow around her. Also note that Wanda touched his consciousness when he was still in the cradle and about to be used as a body for Ultron, so it's also possible Vision's subconscious recognized her as familiar from that brief contact. Whatever the case, Vision immediately "imprints" in a way with Wanda, enough that he's able to track her down and find her as Novi Grad is being wiped out.

** Whether it be the fact that Tony is a billionaire and doesn’t understand the concept of facing repercussions for his actions since [[ScrewTheRulesIHaveMoney he can buy his way out of problems]], or his untreated mental illness that he refuses to seek treatment for, Tony has always walked the line between creating things as a benefit to society and becoming a detriment to society, and it’s shown from the first two ''Iron Man'' movies. While he built the very first Iron Man suit for the sake of getting him out of capture, the creation of more of them is what continues to bring problems for both the team and for those in Tony's personal life. ''Iron Man 2'' established that Tony’s tech is actually not that difficult to recreate if someone has the time and resources. And like the Iron Man suits, Ultron is a case of something that starts off good and may look good on paper, but with continued use and pushing of boundaries ends up becoming the antithesis of what it's meant to do.
* A lot of the Maximoffs' backstory with Strucker falls into this when you realize that Strucker is essentially the second coming of ''[[https://www.thoughtco.com/mengeles-children-twins-of-auschwitz-1779486 Dr. Josef Mengele]]'', one of the Nazi scientists who experimented on Jewish victims who had been sent to the concentration camp at Auschwitz, and who was known for his fascination with twins. [[https://chirpingtiger.tumblr.com/post/184304598274/with-as-many-people-as-there-are-claiming-that#notes There are lots of parallels between Strucker and Mengele that are hinted at in Wanda and Pietro’s backstory.]]

** Alternately, it's a ''first-generation'' suit of armor (around the world), meaning it's as clunky, bulky and bug-ridden as the one he originally made '''[[MemeticMutation IN A CAVE! WITH A BOX OF SCRAPS!]]''' It wasn't until two generations after that that the armor was reasonably usable on a regular basis (the Mark III armor), and even then it had glaring flaws (like not having its own power supply and running off the reactor in Tony's chest). The suit of armor (around the world) malfunctioned because Tony wasn't experienced at making them yet. His [[Film/CaptainAmericaCivilWar second attempt]] follows the trend: a more streamlined, closer to ideal idea that just happens to not fly high enough because of a little icing problem...

* A plainly visible detail foreshadowing the Maximoffs' HeelFaceTurn is the fact that for hardened criminals (at least as their files paint them), they never really act like hardened criminals, especially not Wanda.

** It's pretty apparent that while the twins may not be ten anymore, a lot of what they do is very child-like because of the rough and traumatic childhood the two of them had. They'll put on a bold act, but the minute the real teeth come out they’re just a pair of frightened and uncertain children. Often, until Ultron shows up as the “adult leader” of the group, they don't even take action. This is best seen in their scene with Klaue. The twins step into his office and pull their go-to intimidation pose, but Klaue sees them as posers. He straight up brushes it off, laughs at their threats, talks down to them, offers them candy and dares them to do their worst. The twins are at a complete and utter loss because they don’t know how to approach a situation where their threats have not been enough. Ultron’s instructions did not include a caveat for such a scenario, so the two of them are left standing in the doorway, looking to one another in confusion for what to do next, and Wanda even starts moving back into the shadows where she’ll be more safe. Aftewards, Wanda and Pietro don’t even attack the Avengers at the scrapyard until Ultron gives the command.

** Why did Tony build a malfunctioning suit of armor around the world in secret, after a nightmare vision of the Chitauri? Because Pepper wasn't there to help him deal with it.
** Alternately, it's a ''first-generation'' suit of armor (around the world), meaning it's as clunky, bulky and bug-ridden as the one he originally made [[MemeticMutation IN A CAVE! WITH A BOX OF SCRAPS!]] It wasn't until two generations after that that the armor was reasonably usable on a regular basis (the Mark III armor), and even then it had glaring flaws (like not having its own power supply and running off the reactor in Tony's chest). The suit of armor (around the world) malfunctioned because Tony wasn't experienced at making them yet. His [[Film/CaptainAmericaCivilWar second attempt]] follows the trend: a more streamlined, closer to ideal idea that just happens to not fly high enough because of a little icing problem...

* As Vision first emerges from the cradle, he looks at someone. The fact that the camera first cuts to Wanda would suggest that she's the first person he notices. Only then does he notice the other Avengers around the room before finally focusing on Thor in front of him. It's very much possible that being powered by the Mind Stone which is also what enhanced Wanda's magic is a factor. Before his actual eyesight kicks in, he might only be able to see the energy glow around her. Also note that Wanda touched his consciousness when he was still in the cradle and about to be used as a body for Ultron, so it's also possible Vision's subconscious recognized her as familiar from that brief contact. Whatever the case, Vision immediately "imprints" in a way with Wanda, enough that he's able to track her down and find her as Novi Grad is being wiped out.

** Also, in both fiction and real-life, mothers have been shown to be willing to go to extraordinary measures, up to and including sacrificing their own life to save their children. If Black Widow were to become pregnant she might fight her programming and handlers tooth and nail to get her child to safety. It is possible that sterilization is also a way of hedging their bets to make sure nothing would supersede the Widow's allegiance to the Red Room.

** When [[spoiler: the Avengers realize they might have to sacrifice themselves to save the world]] Natasha seems to accept it somewhat easily, saying "Where else am I going to get a view like this?" as a shot of [[spoiler: beautiful clouds]] are shown. When you think of how her line and the shot are connected it implies that [[spoiler: Natasha believes in TheNothingAfterDeath or thinks she would be unworthy to go to heaven after she died.]] FridgeBrilliance in that the Soviet government was ''militantly'' atheist and that would have been part of her indoctrination.

** Tony was always a bit of a douche in every other movie he was in, but in the movies pre-''Age of Ultron'' (the ''Iron Man'' trilogy plus ''The Avengers''), his creation of the suits and use of them was at least spurred by some kind of conflict or legitimate plot point: his capture in ''Iron Man'', the creation of Whiplash’s suits in ''Iron Man 2'', the alien invasion in ''The Avengers'', and the Mandarin / Aldrich Killian in ''Iron Man 3''. But in ''Age of Ultron'', when Tony and Banner decide to bring Ultron to life, there is no true motivation to him doing so. Sure one could argue that he wants "peace in our time", but Tony admits it himself in the first scene when he speaks of Ultron. He refers to himself and Banner as “mad scientists”. This is where Tony’s curiosity and drive for power gets the best of him. Sure Wanda may have given Tony that vision where he couldn’t save the Avengers, but that’s all it was: a vision. Sure Tony is acting out of fear, but as his prior and subsequent films have shown, Tony does not react well when he is confronted with his own mortality and the mortality of others. Wanda's vision strikes this nerve, and so he becomes reckless and takes a program he already written and decides to bring it to life.

** Whether it be the fact that Tony is a billionaire and doesn’t understand the concept of facing repercussions for his actions since [[ScrewTheRulesIHaveMoney he can buy his way out of problems]], or his untreated mental illness that he refuses to seek treatment for, Tony has always walked the line between creating things as a benefit to society and becoming a detriment to society, and it’s shown from the first two Iron Man movies. While he built the very first Iron Man suit for the sake of getting him out of capture, the creation of more of them is what continues to bring problems for the team. As established way back in ''Iron Man 2'', Tony’s tech is actually not that difficult to recreate. And like the Iron Man suits, Ultron is a case of something that starts off good, but with continued use and pushing of boundaries ends up becoming harmful. Theoretically, ''Age of Ultron'' could've easily served as the starting point for Tony to have a villain arc, or at the very least, a more kind of mad scientist thing he had going on because he can’t draw the line between technology that helps society vs. is harmful to it. Ultron, and later EDITH in ''Film/SpiderManFarFromHome'' aren't all that different from Project: Insight, the real difference being that well, Tony's the one creating them.
** Not to mention, Tony struggles with seeing things outside of his own American-based perspective. It took Tony getting ambushed by terrorists using his weapons against him in his first film to realize how harmful they were. We see it here with how he and Banner take offense at Steve recruiting the Maximoffs and telling them to shut down creating Vision, his handling of the Sokovia Accords, among other things.

** Keeping Black Widow alive could also be a manifestation of Tony's arrogance and his need to show off. Ultron can't just "save" humanity, he needs someone to see him do it. He originally had the Maximoff twins for that, but they turned against him, so he took Black Widow and locked her in a cage, just so he'd have someone to gloat/show off to. Doesn't that sound kind of like Tony's constant showmanship?

** It's pretty apparent that while the twins may not be ten anymore, a lot of what they do is very child-like because of the rough and traumatic childhood the two of them had. They'll put on a bold act, but the minute the real teeth come out they’re just a pair of frightened and uncertain children. Often, until Ultron shows up as the “adult leader” of the group, they don't even take action. This is best seen in their scene with Klaue. The twins step into his office and pull their go-to intimidation pose, but Klaue straight up brushes it off, laughs at their threats, talks down to them, offers them candy and dares them to do their worst. The twins are at a complete and utter loss because they don’t know how to approach a situation where their threats have not been enough. Ultron’s instructions did not include a caveat for such a scenario, so the two of them are left standing in the doorway, looking to one another in confusion for what to do next, and Wanda even starts moving back into the shadows where she’ll be more safe. Aftewards, Wanda and Pietro don’t even attack the Avengers at the scrapyard until Ultron gives the command.

* Wanda's journey to becoming an Avenger parallels that of Tony; they were both put into a life-threatening situation by a Stark-made missile that opened their eyes to the cruelties of war and tried to create something to right those wrongs, but inadvertently created something they dreaded (Ultron and the prototype Iron Monger suit respectively). It is only when this creation was refined (Vision and the Iron Man Mk. 2 armor respectively) do they come to accept their lot in life as heroes. Bonus points for both their refined creations to come from Stark Industries and painted predominantly Red and Gold. It's also likely that she dropped all animosity with Tony after he told her that he was not responsible for the black-market dealings that allowed his weapons to be deployed by terrorists, but rather the late Obadiah Stane was.

** Keeping Black Widow alive could also be a manifestation of Tony's arrogance and his need to show off. Ultron can't just "save" humanity, he needs someone to see him do it. He originally had the Maximoff twins for that, but they turned against him, so he took Black Widow and locked her in a cage, just so he'd have someone to gloat/show off to.
--->'''[[Film/TheAvengers2012 Tony]]:''' [[ExplainExplainOhCrap He wants a monument built to the sky with his name plastered all over... sonofabitch.]]

* Pietro's candy stealing while strongarming Klaue isn't just to show his childishness. It's shown that he gets tired pretty quickly when using his powers. Candy contains sugar, which can replenish stamina. His fast movements are also akin to someone having a sugar rush.

-->'''Steve Rogers:''' Who would let a German scientist experiment on them to protect their country?

** Whether it be the fact that Tony is a billionaire and doesn’t understand the concept of facing repercussions for his actions since [[ScrewTheRulesIHaveMoney he can buy his way out of problems]], or his untreated mental illness that he refuses to seek treatment for, Tony has always walked the line between creating things as a benefit to society and becoming a detriment to society, and it’s shown from the first two Iron Man movies. While he built the very first Iron Man suit for the sake of getting him out of capture, the creation of more of them is what continues to bring problems for the team. As established way back in ''Iron Man 2'', Tony’s tech is actually not that difficult to recreate. And like the Iron Man suits, Ultron is a case of something that starts off good, but with continued use and pushing of boundaries ends up becoming harmful. Theoretically, ''Age of Ultron'' could've easily served as the starting point for Tony to have a villain arc, or at the very least, a more kind of mad scientist thing he had going on because he can’t draw the line between technology that helps society vs. is harmful to it (it took Tony getting ambushed by terrorists using his weapons against him in his first film to realize how harmful they were). Not to mention, Tony struggles with seeing things outside of his own perspective, as seen here with how he takes offense at Steve recruiting the Maximoffs and telling him and Banner to shut down creating Vision, or his handling of the Sokovia Accords, among other things.

** Alternately, it's a ''first-generation'' suit of armor (around the world), meaning it's as clunky, bulky and bug-ridden as the one he originally made [[MemeticMutation IN A CAVE! WITH A BOX OF SCRAPS!]] It wasn't until two generations after that that the armor was reasonably usable on a regular basis (the Mark III armor), and even then it had glaring flaws (like not having its own power supply and running off the reactor in Tony's chest). The suit of armor (around the world) malfunctioned because Tony wasn't experienced at making them yet. His [[Film/CaptainAmericaCivilWar second attempt]] follows the trend: a more streamlined, closer to ideal idea that just happens to not fly high enough because of a little icing problem...]]

* Natasha's sterilization may have been about more than relieving her of the burden of pregnancy. She may have been trained to honey-trap her targets. Her organization may have even predicted that she'd eventually find herself up against an enemy who would be her superior in every way; an enemy who would not hesitate to rape her if he could. It's also possible that her training/sterilization could explain why she's has been written as a love interest in all her appearances, and also why trying to pursue something more than just flirting with Banner was so awkward: she's a completely broken individual. If she's not trying to kill someone, or seduce them for information, she ''literally'' doesn't know to interact with anyone. She knows how to fake being normal and well-adjusted, but deep down she has a thoroughly broken mind, which we got a terrifying glimpse of when we saw her nightmare of the Red Room. It's worse in the context that we've seen something like this before in-universe. [[spoiler: Dotty Underwood in ''[[Series/AgentCarter Agent Carter]]'', also from the Black Widow program, was fully capable of behaving fairly normal, but once the facade was no longer needed she's revealed to be a deeply broken and unstable individual. Natasha is simply better adjusted, likely due to Clint and S.H.I.E.L.D.'s influence giving her a second chance.]]

* While they were given a RaceLift, the fact that Wanda & Pietro, two characters who have always been Jewish-Romani and children of two Holocaust survivors in the comics, willingly volunteer for a neo-Nazi organization like HYDRA, is really disturbing.

-->'''Wanda Maximoff:''' "Ultron doesn't know the difference between saving the world and destroying it. Where do you think he gets that from?"

* When Thor puts his hammer down at the party, he places it on the table with the handle facing upward, in everyone's view. He was trying to goad the other Avengers into trying to lift it, knowing [[OnlyTheChosenMayWield they would all fail]], which would give [[ArrogantKungFuGuy him]] an ego boost and allow him to show off; he even ends the "game" by casually flipping the hammer in one hand, then boastfully claiming "You're all not worthy."

** Alternately, it's a ''first-generation'' suit of armor (around the world), meaning it's as clunky, bulky and bug-ridden as the one he originally made IN A CAVE! WITH A BOX OF SCRAPS! It wasn't until 2 generations after that that the armor was reasonably usable on a regular basis (the Mark III armor), and even then it had glaring flaws (like not having its own power supply and running off the reactor in Tony's chest). The suit of armor (around the world) malfunctioned because Tony wasn't experienced at making them yet. And it looks like his [[Film/CaptainAmericaCivilWar second attempt will be following the trend: a more streamlined, closer to ideal idea that just happens to not fly high enough because of a little icing problem...]]
* The Hulkbuster and the satellite it is carried by are both codenamed Veronica by Tony Stark. Hulk's girlfriend's name in the 2008 film was [[BettyAndVeronica Betty]].
** The analogy goes farther than that: Betty talking to Hulk was pretty much the only thing that'd ever ''calmed him down'' in the 2008 film. In ''Archie'', Betty is the humble, sweet contender for Archie's affections, whereas Veronica is the glamorous, high-maintenance one. When the Avengers need to subdue the Hulk, they've got two options: either Black Widow talks him down quietly (the sweet/gentle "Betty" approach), or Stark throws several hundred million dollars' worth of fancy technology at the guy to restrain and/or stun him (the glamorous/expensive "Veronica" tactic).

** How did Thor know of all four Infinity Stones that have appeared in Phase 2? The Aether appeared against Thor in ''The Dark World'' and the Tesseract and the Scepter appeared against all the Avengers in both of the titular movies, so he would definitely have knowledge of three. Yet the only other Infinity Stone to appear against heroes in the movies was the Orb in ''Guardians of the Galaxy''. Thor could have had knowledge of the events of ''Guardians,'' given the cosmic factor, but he never told anyone about it.

** Another alternative; the stinger for ''Dark World'' showed Sif and Volstagg [[spoiler:visiting the Collector and giving him the Aether]], suggesting Asgardians travel to, or at least have access to that part of the universe. Sometime between then and ''Age of Ultron'', he may been informed of the Collector [[spoiler:now being the owner of the Aether]] and paid Tivan a visit, whereupon he informed Thor of his encounter with the Orb.

* Quicksilver's line "You didn't see that coming?" [[spoiler:after saving Hawkeye and a little kid from a rain of bullets and taking them instead]], could be considered a lampshade hanging on the fact that FatalFamilyPhoto [[spoiler:was subverted]].

* The trailers kept showing Hawkeye telling what seemed to be Scarlet Witch and Quicksilver "If you walk out that door, you're an Avenger." [[spoiler:In the actual film he only tells Scarlet Witch that and she ends up becoming an Avenger without Quicksilver]]. Also, it's noteworthy that it is ''Hawkeye'' giving the "The world is crazy, do your job anyway" speech, considering he was on the receiving end of a similar speech from Natasha in the first movie.

** [[spoiler: Vision]] also lifts it just to give it to somebody else. He didn't want to use it at all.

** Cap is NOT worthy because the film shows that he doesn't know how to stop fighting, making him little better than an assassin, albeit a righteous one. Thor, for all his bravado and love of fighting, did in fact learn when to stop fighting and surrender in his first movie, which was exactly the point the hammer deemed him worthy. Captain America is almost worthy, given his ability to nudge Mjölnir a little bit, but he's not quite there. His greatest strength has been his tenacity, his unwillingness to give up even when outmatched or outnumbered. He knew his odds were bad in just about every fight he took on, but when you grow up in a time when not fighting was seen as selfish and cowardly, let alone become the champion of that era, it's kind of hard to lay down the sword, so to speak. As a matter of fact, his stubbornness is a big factor in the comic version of ''[[ComicBook/CivilWar Civil War]]'' because [[spoiler: while Iron Man is the generally agreed-upon villain of the piece, Cap's increasing ruthlessness against former allies and callousness with regard to team casualties makes him barely a hair better. The fact that he still tries to fight crime and save lives is really all that keeps him on the heroic end of the scale.]] If Movie Cap has even an ounce of that same doggedness in him, Mjölnir would likely NEVER deem him worthy.

*** Alternately, Cap isn't eligible to wield the hammer because he doesn't ''want'' to be. Rogers has never cared for the idea that he's special, or in any way better than anyone else; to believe such a thing would be to buy into Red Skull's twisted ideology about superhumans' "superiority", and to denigrate the worthiness of the BadassNormal troops who'd died fighting alongside him in WWII. To be judged "worthy" where his comrades-in-arms have failed would make him very uncomfortable, and Mjolnir may have rejected him for this reason: he may ''deserve'' to be able to wield the weapon, but that alone doesn't necessarily make him the right person to do so.

*** That future film being ''Endgame'' which reveals that Steve is indeed worthy of the hammer, coupled with an IKnewIt exclamation from Thor (and fans). That revelation reframes this scene, with Steve either faking his inability to lift it or being almost-but-not-quite worthy. Either way, in hindsight Thor's expression here seems more like "Hmm..." than "Oh Crap!"
* In the first movie, Thor created a shock wave by hitting Cap's shield, and accidentally supercharged Tony's suit. Many people complained that he didn't use those tricks again during the Battle of New York. However, it made perfect sense for him not to: the former knocked Thor's off-balance too, so it wouldn't have been a good idea to use it in a battle, and the latter gave a temporary boost, but left the armor weakened, making another poor choice for a battle. However, since a couple of years passed, he found a way to work on both of them: he developed a technique to safely hit the shield, avoiding side effects. Although the supercharging still isn't suitable for an armor, it works just fine with something that only needs to be used once, [[spoiler: like Vision's cradle]].

* Although it wasn't specified, it'd be entirely in keeping with Ultron's vendetta if the billion-plus dollars he electronically transferred to Klaue were stolen directly out of Stark's personal accounts.

* It's stated in the movie that Ultron took many of Tony's flaws. Now, think about it, what lead Tony to create Ultron in the first place? Self-doubt. He created it because he believed he wasn't enough, he couldn't do enough and the avengers weren't enough. Ultron embodies exactly those feelings, and that's why he hates Tony and regards the avengers as a failure.
* Near the beginning of the movie, Ultron says we all create the things we dread. By the end of the movie, he has created the thing he dreads: ComicBook/TheVision.
* Klaw's comment about cuttlefish seems completely pointless and just there for RuleOfFunny... but when ComicBook/TheVision gives himself clothes, his skin is changing color like a cuttlefish.

* When Sam asks him if he's been looking for an apartment in Brooklyn, Cap jokes that it's too expensive now. While he's at a party hosted by his close personal friend mega-billionaire Tony Stark, shortly after a mission where they were kitted out with probably millions in high-tech gear and equipment. [[spoiler:He was deflecting; turns out his biggest fear is not being needed as a soldier anymore. He doesn't ''want'' to stop fighting and settle down.]]

* The S.H.I.E.L.D. Helicarrier coming in for the rescue shows the organization literally being a "shield" of protection, actively just helping to evacuate the civilians rather than give the Avengers additional firepower versus Ultron's army. Lampshaded by Quicksilver when the Helicarrier arrives for the evacuation: "This is S.H.I.E.L.D.? This isn't so bad." Given the Maximoffs' new backstory, he's only ever seen the violence of Stark Industries, S.H.I.E.L.D., and the Avengers; seeing them doing actual good is awe-inspiring for him.

* Why was Wanda able to tear through Ultron's vibranium body like it was paper, when even Iron Man, Vision and Thor's combined energy blasts and lightning could do no more than just damage it? It can't be merely because her power is magic, since Thor's lightning is also magical and Vision is powered by the same Mind Stone that gave Wanda her powers. No, it's because her magic manifests as telekinesis. And for all its extraordinary properties, vibranium is still made of atoms just like everything else. Also, they may have dodged it best they could, given the copyright issues, but (in the comics) she is ''Magneto's'' daughter. Wanda tearing through tons of metal is as close as they can get to a full-blown ShoutOut to her comic parentage.
** [[Series/WandaVision WandaVision]] [[spoiler: later shows that the Mind Stone didn't actually grant Wanda her powers, but amplified what she already had. This lines up with the comics, where Wanda is a [[RealityWarper Reality Warper]]. Destroying a few robots should be small potatoes for her.]]

* Out of the new Avengers lineup, Wanda and [[spoiler:Vision]] are the only members who had done some sort of avenging. [[spoiler:Vision]] was avenging [[spoiler:J.A.R.V.I.S.]], and Wanda was avenging [[spoiler:her brother]]. Both members are also [[spoiler:a couple in the comics]].
* It might seem a bit strange for the Mind Stone to give Quicksilver SuperSpeed instead of another mind-based power like his sister has. But then, if you look closely in the 'bullet from below' scene, you can clearly see how Quicksilver can see the bullet before going OhCrap. The Mind Stone didn't give him SuperSpeed, it gave him enhanced perception of speed. It's not that Quicksilver has SuperSpeed, he's just able to see the world in slow motion, and his body just adapts to it. His reaction speed being physically tied to his body's energy levels lends credence to much of his performance throughout the film. When he's rested, he's basically unstoppable, reacting to everything and speeding appropriately -- but when he gets tired, he's not able to react ''nearly'' as great, as showcased by a stray bullet hitting him (after thorough exertion helping evacuate)... [[spoiler: and he was further exhausted during his TakingTheBullet action, not able to think/react beyond instinct.]]
* The film provides a decent ([[StoryBreakerPower in universe]]) reason of why Bruce probably won't show during ''Film/CaptainAmericaCivilWar''. In the comics, Hulk wasn’t present during [[ComicBook/CivilWar Civil War]] because he was [[ComicBook/PlanetHulk blasted into space]] after Tony and others decided he was too dangerous. For the MCU, this needed to be simplified for storytelling and time, but they still made Hulk’s departure from the ongoing story occur in symmetry with a just-as-''[[TearJerker heartbreaking]]'' twist. Comic-wise: after saving the day from a dangerous man-made A.I., Hulk finds himself alone in a spacecraft flying where no one will ever find him. A video screen of [[ComicBook/TheIlluminati people he trusts]] tell him they’re [[TheExile sending him away]], never to be seen again. The film’s explanation? [[spoiler: After saving the day from a dangerous man-made A.I., Hulk finds himself alone in an aircraft flying where no one will ever find him. A video screen of a person he trusts tells him to ''come back''. He turns it off, and [[DespairEventHorizon disappears into self-imposed exile out of guilt]].]]

* Stark and his Iron Man suits getting a massive power boost in comparison to the rest of the Avengers. Black Widow, Cap, and Hawkeye merely get fairly simple upgrades to their previously seen equipment[[note]]Natasha gets some enhancements to her suit's electric taser system, and highly improved shock batons. Cap gets the old leather straps swapped for electromagnetic gauntlet system to more easier throw, catch, and retrieve his shield in the chaos of battle. Barton gets new bow, new arrow tips, some with variable purpose heads, an improved quiver that's less bulky and lets him carry more arrows than his old one did, and ways to easily launch multiple arrows at once[[/note]]. Hulk and Thor are already at their peak power levels, what with Hulk being raged-based, and Thor being a demi-god/alien with mystical powers. Stark however has the Mk. 43 (a perfected version of the Mk. 42 with elements of the Mk. 7's ability to just open up in the front for quick equip), the Mk. 44 "Veronica/Hulkbuster" system, and the Mk. 45, which has quick firing and unibeam-like repulsors. Why? Because now that Tony has had the surgery to remove the Arc Reactor and remaining shrapnel from his chest, he no longer has to worry about either palladium poisoning, or his "New Element"/"Badassium" running out of power bringing him close to death. He can now push his suit designs to the maximum power output with far less lethal repercussions.
* Wanda's journey to becoming an Avenger parallels that of Tony; they were both put into a life-threatening situation by a Stark-made missile that opened their eyes to the cruelties of war and tried to create something to right those wrongs, but inadvertently created something they dreaded (Ultron and the prototype Iron Monger suit respectively). It is only when this creation was refined (Vision and the Iron Man Mk. 2 armor respectively) do they come to accept their lot in life as heroes. Bonus points for both their refined creations to come from Stark Industries and painted predominantly Red and Gold. It's also likely that she dropped all animosity with Tony after he told her that he was not responsible for the black-market dealings that allowed his weapons to be deployed by terrorists, but rather the dead Obadiah Stane was.

* Ultron seems drawn to human females; Wanda serves as a slight MoralityPet for him, he calls Dr. Cho a "remarkable woman" and shows genuine admiration for her intelligence, and rather than killing Black Widow, he merely gloats about his plans and intimidates her. Perhaps this a manifestation of Stark's womanizing tendencies?
** Keeping Black Widow alive could also be a manifestation of Stark's arrogance and his need to show off. Ultron can't just "save" humanity, he needs someone to see him do it. He originally had the Maximoff twins for that, but they turned against him, so he took Black Widow and locked her in a cage, just so he'd have someone to gloat/show off to.
--->'''[[Film/TheAvengers2012 Tony]]:''' He wants a monument built to the sky with his name plastered all over... sonofabitch.

* Wanda is shown flying only in her last scene, but looks quite distressed and not particularly good at it. Considering that only Vision's intervention spared her for dying from falling in Sokovia, it's likely something that just recently she started using, and she's still training. On a side note, why wouldn't she develop it sooner? She always relied on her brother's power for transportation, never needing to develop some of her own. Even in Sokovia, they planned on Pietro carrying her to bring both to safety. [[spoiler: And now that Pietro is dead, she can't do it anymore.]]

** First, he manages to disarm Klaue and disassemble his gun without a shot being fired

** Finally, [[spoiler:his heroic sacrifice involved soaking up minigun rounds aimed at Hawkeye]]
* Wanda [[spoiler: gazing at Vision while he rescues her. A cute MythologyGag right? Well, given that she's a telepath, and all the [[AMindIsATerribleThingToRead thoughts that can go through a person's head]] at any given time, plus the trauma of feeling Pietro's death, [[AllLovingHero Vis]][[TheParagon ion's]] [[MentalWorld mindscape]] would be an [[TheWorldIsJustAwesome idyllic]] [[HappyPlace paradise!]] No wonder she looks so entranced. ]]

* Quicksilver's candy stealing isn't just to show his childishness. It's shown that he gets tired pretty quickly when using his powers. Candy contains sugar, which can replenish stamina. His fast movements are also akin to someone having a sugar rush.

* Look at Hawkeye's face when Widow mentions "(Ultron) probably knows more about us, than we know about each other" it seems to be panic, for most of the film we attribute it to Hawkeye and Widows DarkAndTroubledPast, it isn't, it's him realising that Ultron might know about his [[spoiler: ''Family'']].

* This film adds a new level to how crappy things were in ''Film/TheAvengers2012''. That staff Loki was using? It's an Infinity Stone. And it was on loan from Thanos.

* Wanda and Pietro's main hatred for Stark was rooted in a Stark bomb killing their parents and nearly killing them. This makes Wanda's MindRape of Tony understandable, if not justified, and played on Tony's ego combined with his fears and sense of responsibility. Going after Bruce, however, was a low blow, because she compelled Bruce to hurt many innocents, in other words ''doing exactly what Stark's brand proxy did to her and her family''. She thinks [[MoralMyopia this is okay]] but Ultron exterminating all of humanity isn't, and despite Bruce really wanting to make her pay for that, he has no choice but to accept her help because they need as many people as possible fighting the killer robot.

* Thor was intending to take the scepter to Asgard, had Ultron not been created. knowing who's ruling Asgard, things may had not gotten pretty for the Asgardians.

* While they were given a RaceLift, the fact that Wanda & Pietro, two characters who have always been Jewish-Romani and children of two Holocaust survivors in the comics, willingly volunteer for a neo-Nazi organization like HYDRA, is [[UnfortunateImplications really disturbing]]!

* Ultron, a newborn intelligence that is trying to understand his own existence, is suddenly forced to see all the contents of the internet, in the time it takes to say so. Meaning, he has to see [[TheInternetIsForPorn bazillions of porn pages and shock sites]], [[HumansAreBastards death threats based on opposing ideologies]], [[YourCheatingHeart Ashley Madison]]... [[ArsonMurderAndJaywalking and TV Tropes]]. No wonder that [[TVTropesWillRuinYourLife he thinks that, as a species, we are a hopeless case and deserve extinction]].

* Tony says that Thor doesn’t get why the Earth needs a defense system. While all the Avengers are superhuman fighters, he is a legitimate businessman and so has a strong place in the civilian world, unlike the others (a demigod, a living legend, two master assassins, and a guy with anger management issues). So he can understand humanity’s frailty and need for a security system better than his fellow Avengers. It's further cemented by his saying this to Thor, an Asgardian, who comes from a world which '''has''' a defense system that ([[ThorTheDarkWorld until recently]]) hadn't been breached in decades, if not centuries.

* Ultron makes it clear how hostile he is towards Tony, but there may be yet another reason: He started out as an unfinished program that Tony just happened to find and finish. [[spoiler: Whoever's involved with his original creation (if not [[Film/AntMan Hank Pym]]), Ultron may or may not know on a subconscious level that [[YoureNotMyFather Tony's not his real father]]]].

** D) Ultron was created using the Scepter; it's hinted in the first film that Loki was being controlled or influenced by it, as were Nick Fury and the Avengers when they started bickering around it. It's quite possible that Ultron was yet another UnwittingPawn for Thanos, being under MoreThanMindControl. He exhibits similar behavior as Loki, showing [[MoodSwinger mood swings]], [[ItsAllAboutMe ego-trippin]]g and [[AGodIAm delusions of godhood]], [[InsaneTrollLogic irrational ideas and thought patterns]] and [[SelfServingMemory selective]] [[SelectiveObliviousness perception]] and [[ObliviouslyEvil morality]], [[SanitySlippage psychotic]], [[AxCrazy homicidal]] and [[PsychopathicManchild childish behavior]], [[HeelRealization with]] [[MyGodWhatHaveIDone occasional]] [[VillainousBSOD lapses back to]] [[PetTheDog rational]] [[AntiVillain and sane thinking]] [[HopeSpot before]] [[RedemptionRejection reverting]] [[MoralEventHorizon to sociopathic behavior]]. In fact, their behavior seems to be imitating its first known possessor: Thanos.

*** That is absolutely not an affirmative answer that Rogers is worthy. It's a deliberately ''avoidance'' of answering the question at all. Joss Whedon isn't saying, "Yes, Cap is worthy and he was definitely stopping," he's saying, "I'm not answering that question one way or the other, probably because we want to keep it open for a future film."