Funny / Avengers: Age of Ultron

Moments pages are Spoilers Off. You have been warned.

The film

• One of the very first lines of the movie:
  Tony: [bouncing off a force field] Shit!
  Cap: Language!
  • A few minutes later:
    Tony: Wait a second. No-one else is gonna deal with the fact that Cap just said "language"?
    Steve: I know! [pauses to hurl his bike through the front of a jeep] It just slipped out.
  • Then shortly after that, as they're coordinating strategy:
    Tony: And for gosh sake, watch your language!
  • Better yet, Steve knowing he's not living that down:
    Steve: [resigned voice] That's not going away any time soon...
  • This then becomes a running gag...
    Maria Hill: Steve, he [Hawkeye] said a bad language word.
    Steve: [exasperated, to Tony] Did you tell everyone about that??
  • ...with everyone...
    Fury: Outwit the platinum bastard.
    Natasha: [matter-of-factly] Steve doesn't like that kind of talk.
    Steve: [trying not to smile] You know what, Romanoff-?
  • ...up to and including Fury getting in on it.
    Steve: Fury, you son of a bitch!
    Fury: Ooh, you kiss your mother with that mouth?
  • With the last one, note the irony of Samuel L. Jackson telling Cap to watch his language.
  • It's almost a meta-joke, where Cap is reminding Iron Man of the kiddies in the audience.
  • And one final note of hilarity, in the TBS Broadcast Edit, Tony's curse is bowdlerized to a mere "dang it!", making Cap sound like even more of a prude.
• While the badass shot of all six Avengers leaping into battle is awesome, Hulk turns to the camera as if he's posing for a picture. Or making a selfie.
• Clint and Nat's ever-present Casual Danger Dialog:
  Nat: "At long last" is lasting a little long, boys.
  Clint: Yeah, I think we lost the element of surprise.
• Quicksilver quipping "You didn't see that coming?" with a smirk after attacking Hawkeye. In turn, Clint saying the exact same thing while surprising Pietro in the Avengers Tower by shooting the floor out from under Pietro's feet.
• Strucker receives his sitrep:
  Henchman: Herr Strucker, it's the Avengers!
  Strucker: Can we hold them?!
  Henchman: They're the Avengers...
• Tony breaks into the fort and everyone starts firing at him:
  Tony: [unfazed] Guys, stop. We gotta talk this through.
  [Tony unleashes the anti-personnel cannons on his shoulders from his first movie]
  Tony: S'good talk.
  Henchman: [weakly from the floor] No, it wasn't!
• After Tony neutralizes the henchman trying to delete Strucker's digital files, JARVIS informs him of a suspiciously reinforced wall "on his left." Tony's childish glee at the prospect of finding a secret entrance is absolutely precious.
  Tony: [very quickly] Please be a secret door, please be a secret door, please be a secret door...
  [secret door opens]
  Tony: Yay!
  • This isn't the first time Robert Downey, Jr. has found a secret door with an air current.
• Baron Von Strucker telling his men that they will never surrender, before turning to his second-in-command and saying:
  Strucker: I'm going to surrender.
• Hawkeye is wounded and Natasha goes to help him.
  Natasha: [dodging bullets] Can someone take care of that bunker?
  [Hulk comes charging in and smashes the bunker to pieces]
  Natasha: [sweetly] Thank you.
  • This exchange:
    Bruce: How's he doing?
    Tony: Well, unfortunately, he's still Barton.
    Bruce: That's terrible.
  • Natasha's joke about the situation at Barton's expense:
    Natasha: Are you sure he's going to be OK? Pretending to need this guy really brings the team together.
    • Which is kinda funny in that Clint actually pretty much is the glue of the Avengers.
  • Tony returning with Barton's drink, insisting that he's dead and they need to call his time of death, to which Barton smoothly replies he's going to live forever due to being made of the plastic that Dr. Cho is repairing his side with, which is promptly followed by this exchange:
  Dr. Cho: You'll be made of you, Mr. Barton. Your own girlfriend won't be able to tell the difference.
  Hawkeye: [mumbling grumpily] Well, I don't have a girlfriend.
  Dr. Cho: That I can't fix.
  • Which then becomes hilarious later in the movie. He doesn't, indeed, have a girlfriend. He's married.
• While the Avengers cool off in the Quinjet after the opening battle, Natasha tries to comfort a wary and withdrawn Bruce about the people he might've injured or killed. For support, Natasha turns to Thor, which quickly turns out to be a very bad idea.
  Natasha: Thor, report on the Hulk.
  Thor: [enthusiastically] The gates of Hel are filled with the screams of his victims. [Fist Pump]
  Natasha: [glares at him as if to say "Seriously?" while Bruce audibly groans and puts his head in his hands]
  • And then Thor tries to correct his faux pas, with Steve grimacing all the while in the background.
    Thor: But not the screams of the dead, of course. No, no... wounded screams... mainly, uh, whimpering, a great deal of complaining, and tales of sprained deltoids, and...gout.
    • Throughout Thor's speech, Bruce simply nods faster and faster, clearly wanting nothing more than for Thor to shut up.
• Anytime Steve catches Thor at his dude-not-really-the-right-time moments, really.
• Tony telling JARVIS to take over piloting the Quinjet, before the camera zooms to reveal a bumper sticker on the dashboard saying "JARVIS is my co-pilot".
• After she finishes healing Clint, Tony invites Dr. Cho to the Avengers' party on Saturday. She tells him dryly that she's a busy woman and doesn't have the luxury of attending parties like him. Then, with faux nonchalance:
  Dr. Cho: [beat] ... will Thor be there?
• While Rhodey recounts one of his War Machine exploits to Tony and Thor, the two listen and smile politely, like they're listening to a child, and Rhodey is dismayed by their failure to be impressed. To add insult to injury, Thor musters up a thoroughly unconvincing "That's impressive.", clearly only meant to mollify him. Later we see him telling the same party to some civilians, who react to the Bond One-Liner ("BOOM! You looking for this!?") he delivers in the way he'd expect. Cue a close up on his face that reveals that Rhodey specifically sought out some civilians to tell the story to so he can get some reassurance that he is a badass. The defiant look on his face afterwards basically says "That's right. I'm awesome."
• The Avengers playing Let's See Who Can Pick Up Thor's Hammer.
  • Clint indulges in some Ye Olde Butcherede Englishe while describing the worthiness requirement:
    Barton: "Whosoevereth be he worthy shall haveth the powerrrrrr!"
  • When Clint fails to do so, Tony teases him that "[he] has had a bad week, we won't blame you if you can't get it up," prompting the others to snigger.
  • Tony tries it bare handed. When he fails, he puts on his Iron Man gauntlet. When that fails as well, he enlists Rhodey's help and his gauntlet, and they still can't do it. Eventually he concedes that "Thor's fingerprints are the direct translation".
    • Leading from the fingerprints comment, Tony may have been closer than he thought...
      Tony: If I lift it, I then rule Asgard?
      Thor: Of course.
      Tony: (Trailer dialogue) I shall be fair, but firmly cruel...and maybe work out 'the wench clause.'
      Tony: (Film dialogue) I shall be reinstating Prima Nocta.
  • Though he doesn't lift it, Steve is able to budge Mjolnir. Thor, for a brief moment, looks a bit worried.^note Which is a very nice Mythology Gag — Steve is worthy of Mjolnir in the comics!
    • For reference, Thor had casually promised Asgard to anyone who could lift it. It's doubtful any of his friends would have actually taken him up on it, least of all Captain Rogers, but that doesn't diminish the hilarity of the whole scene.
    • And yes, he is worthy, he's just pretending to not to for the sake of being modest.
  • Bruce pretends to Hulk Out while trying to lift it, trying to scare the others. It doesn't work. It's pretty funny if you remember that the Hulk, the brute-force guy, already tried that in the first movie, and couldn't budge it.
  • Natasha outright refuses to try, saying "That's not a question I need answered." In the comics, she eventually does wield the hammer.
    • Her line could also be a mild dig at her friends' pissing contest.
  • At the end, Thor approaches Mjolnir and says very smugly/teasingly that there's a simple explanation. He makes a show out of reaching for it, before he hoists it like a knife and flips it as if it's the lightest thing in the world.
    Thor: "You're all not worthy."
  • Blink and you'll miss it, but Clint sticks his tongue out in response to the above.
  • Pay close attention and you'll notice that Thor deliberately avoids touching the hammer with his fingertips, thus proving Tony wrong.
• When the Avengers confront Tony in his lab after Ultron's first attack, Tony breaks into inappropriate giggles. Kinda ruins the solemn mood, but it's Bruce's frantic Tony-not-freaking-now shaking of the head that clinches it.
  Bruce: Tony, maybe this might not be the time...
  Tony: Really? That's it? You just roll over and show your belly, every time somebody snarls?
  Bruce: Only when I've created a murder-bot.
  • Thor grabs Tony by the neck and lifts him a foot off the ground.
    Tony: [strained] C'mon, use your words, buddy!
    Thor: I have more than enough words to describe you, Stark!
• Laura Barton telling her husband "You know I totally support your avenging."
• Vision's birth.
  • As Steve and the Maximoff twins try to stop Tony and Banner from downloading JARVIS into Vision's body, Wanda exclaims, "You don't know what's in there!" As soon as Vision comes out of the cradle, all of the men in the room are shown staring at him warily, while Wanda lets out a soft gasp◊ and thinks "Oh no, he's naked!" Wanda tried to prevent the creation of her future lover and husband.
    • Wanda then has this exchange with Vision that, in retrospect, comes off more like she's trying to flirt with him.
      Wanda Maximoff: I looked in your head, and saw annihilation.
      Vision: Look again.
      Clint Barton: [scoffs] Yeah. Her seal of approval means jack to me.
      Wanda Maximoff: [glares at Clint]
    • Subsequently, as everyone is gearing up for the final battle, the Maximoff twins are shown getting new outfits. While Pietro changes into a new shirt and running shoes, Wanda is shown staring out the window at Vision as he converses with Thor. Eventually, Pietro roughly tosses a jacket at her in a way that comes off like he's saying, "Stop thirsting, sis! We have a world to save!" Wanda, for her part, looks annoyed at her brother for interrupting her eye-banging.
  • This exchange when Thor is justifying his decision after explaining that Vision is powered by an Infinity Stone:
    Thor: It's the Mind Stone. It's one of the six Infinity Stones, the greatest power in the universe, unparalleled in its destructive capabilities.
    Steve: Then why would you bring it to...
    Thor: Because Stark is right.
    Bruce: [with a horrified look on his face] Oh, it's definitely the end times.
  • Vision's Establishing Character Moment? As Clint, Tony, Bruce, and Thor are deciding whether they can trust Vision (and Wanda thirsts for him), he says that there may be no way they can trust him. He then hands Thor his hammer as if it's no big deal. This is immediately followed by several well-deserved seconds of uncomfortable, stunned silence. And then afterwards, Thor gives Tony a pat on the back and a "Well done.", since Tony (and Bruce) just built a machine capable of lifting Mjolnir.
    • Doubly so if taken as a call-back to the first Avengers film, when Tony patted Thor on the shoulder and said "No hard feelings" after their fight.
  • The awkward look on Thor's face when actually taking Mjolnir from Vision is something to behold, as if he's reacting to something unfamiliar and confusing. Which it in fact is, as he has literally never had his hammer physically handed to him in the thousand and a half years he has been alive. It's a seemingly casual but entirely novel experience for him.
  • There is something subtly amusing about newborn Vision giving Thor a sideways look, and then silently forming a Badass Cape of his own, clearly having thought that it looks good enough on Thor that he should try it too.
  • Tony rationalizes that Ultron will probably go after him first in the battle because Iron Man's what he's waiting for. Cue Vision walking by in the background, and without missing a beat, saying "That's true, he hates you the most." Clearly, J.A.R.V.I.S.' voice wasn't all that made it into him. Tony says nothing, but his face is clearly saying, "We all knew that, but did you have to say it?"
  • During the montage, Cap tells everyone "Three minutes. Get what you need." For the twins, this means raiding (what's established by a deleted scene to be) Natasha's weapons room for clothes: a new shirt and running shoes for Pietro, and a jacket for Wanda. There's a bit of Fridge Humor over the fact that Natasha just happened to have a jacket in Wanda's signature color on hand, or a shirt in Pietro's signature blue. And of course, Wanda and Pietro don't really need anything to gear up because their powers are innate.
  • Thor and Vision's preparation could be described as "checking that our capes blow nicely in the wind".
  • Fridge Humor: When Tony is looking through his AI programs to download a new one onto his suit, he passes over ones named TADASHI and JOCASTA before settling on FRIDAY. Probably for the best that he didn't pick JOCASTA because she's Ultron's (later to betray him) bride in the comics.
• Discussions on the role division in the team.
  Maria Hill: All set up, boss.
  Tony Stark: Actually, [gestures to Cap] he's the boss. I just pay for everything...and design everything...and make everyone look cooler.
• Maria's description of the Maximoff twins to Steve.
  Steve Rogers: Their abilities?
  Maria Hill: He’s got increased metabolism and improved thermal homeostasis. Her thing is neural electric interfacing, telekinesis, mental manipulation. [beat] He’s fast and she’s weird.
  • When she starts making them sound like threats, Steve wryly notes, "Yeah. What kind of monster would let a German scientist experiment on them to protect their country?"
• Ultron has a lot of memorable scenes, and often comes across as more human than actual human MCU villains.
  • When Ultron first meets the Maximoffs, he tries to make a grand speech on people engineering their own destruction, but ruins the moment by forgetting important words.
    Wanda Maximoff: Talk. And if you are wasting our time…
    Ultron: Did you know this church is in the exact center of the city? The elders decreed it so that everyone could be equally close to God. I like that. The geometry of belief. [to Wanda] You’re wondering why you can’t look inside my head.
    Wanda Maximoff: Sometimes it’s hard. But sooner or later, every man shows himself.
    [Ultron stands and takes off the cowl he's wearing to cover his body]
    Ultron: Oh, I’m sure they do. But you needed something more than a man. That’s why you let Stark take the scepter.
    Wanda Maximoff: I didn’t expect. But I saw Stark’s fear, I knew it would control him, make him self-destruct.
    Ultron: Everyone creates the thing they dread. Men of peace create engines of war. Invaders create Avengers. People create... smaller people...? Uh... CHILDREN! [chuckles in embarrassment] I lost the word there. Children. Designed to supplant them. Help them… end.
    Wanda Maximoff: Is that why you've come? To end the Avengers?
    Ultron: I'm here to save the world! [beat] But also... yeah.
  • He doesn't have much respect for Cap's shield.
    Ultron: The most versatile substance on the planet, and they used it to make a Frisbee. Typical of humans, they scratch the surface and never think to look within.
    • Doubly so after Black Panther reveals the many other kinds of weapons Wakanda uses vibranium for, like plasma cannons and Sam's future Cap gear, making Ultron's annoyance more understandable. Or the fact that Ultron's planned next body will largely go on to be Wanda's super-expensive sex toy.
  • In general, Ultron's greatest character trait is his humorous ability to go from grandiose speaking, full of cold and condescending visions of his perfect future, to an almost whiny tone about how he's getting stiffed.
• Neither Gwyneth Paltrow nor Natalie Portman actually appear in the movie, their characters being written out as managing her own company and being caught up in important scientific research respectively. Thor and Tony make a "my-girlfriend-is-better-than-yours" contest out of it, with Thor getting the last word in: "Jane's still better."
  • Maria Hill coughing "testosterone" under her breath for good measure and Rhodey playing along by offering her a lozenge as he leads her away for more drinks.
    • For that matter, Maria seems a lot looser and less tense in this movie than in The Avengers (as well as a bit more comedic, not unlike Robin Scherblatsky).
  • A minor note, but the way Thor stumbles over the term "Nobel Prize" shows that, yes, he's getting better, but no, he still doesn't quite get Midgard.
• Stan Lee's cameo as a Normandy veteran at the Avengers Tower party who demands Thor to let him have a sip of the special thousand-year old Asgardian mead that he and Steve are drinking:
  Thor: It is not meant for mortal men.
  Lee: Neither was Omaha Beach, blondie. Stop trying to scare us, come on.
  Thor: All right. [pours some mead]
  [Cut to Lee being carried off in a daze]
  Lee: [drunken mumbling] Excelsior...
  • His fellow veterans don't do much better. Some are slumped over the counter, while others are still on their feet, but unconscious.
  • Steve comments that Natasha isn't just flirting with Bruce, because he's been up close with her flirting. Then, after telling Bruce to give it a shot, Bruce frowns and asks, "Wait, what do you mean, 'up close?'"
• During the chaos of Ultron's first attack on the Avengers, Bruce accidentally falls into Natasha's cleavage.
  • Which was because he pulled her out of the way, behind the bar. While he's on top, she hurriedly reminds him not to "turn green." Could be a call back to The Incredible Hulk (2008).
• The whole scene aboard Klaue's ship.
  • Klaue is unimpressed with the Maximoffs' attempt to act tough, and treats them like children by offering them sweets. Pietro uses his superhuman speed to grab one.
    Ulysses Klaue: Oh, sorry to hear about Strucker. But then, he knew what kind of world he was helping create. Human life, not a growth market. [the twins look at each other, shocked] You didn’t know? Is this your first time intimidating someone? I’m afraid that I’m not that afraid.
    Wanda Maximoff: Everybody’s afraid of something.
    Ulysses Klaue: Cuttlefish. Deep sea fish. They make lights. Disco lights. Whoom, whoom, whoom! To hypnotize their prey, then whoom!^note Klaue's vivid description sounds more like an anglerfish I saw a documentary, it was terrifying.
    [Pietro picks up a candy from Klaue’s desk]
    Ulysses Klaue: [to Wanda] So if you’re going to fiddle with my brain, and make me see a giant cuttlefish, then I know you don’t do business, and I know you’re not in charge, and I only deal with the man in charge.
  • This prompts Ultron to reveal himself, and start the transaction.
    Ultron: [picks up one of the vibranium tubes] Upon this rock I will build my church. Vibranium. [Ultron tosses the tube to Pietro]
    Ulysses Klaue: You know, it came at great personal cost. [he unconsciously rubs the brand mark on his neck] It’s worth billions.
    [Ultron chuckles and remotely wires money to Klaue's offshore accounts]
    Ultron: Now, so are you. [Klaue's henchman's phone vibrates as the deposits are made] It’s all under your dummy holdings? Finance is so weird. But I always say, “Keep your friends rich and your enemies rich, and wait to find out which is which.”
    Ulysses Klaue: Stark.
    Ultron: What?
    Ulysses Klaue: Tony Stark used to say that to me. You’re one of his.
    Ultron: What?! I’m not…! [He grabs Klaue] I’m not. You think I’m one of Stark’s puppets, his hollow men? I mean look at me, do I look like Iron Man?! Stark is NOTHING…
    [He abruptly hacks off Klaue's left arm]
    Ultron: I’m sorry. I am sor… Ooh, I’m sure that’s going to be okay. I’m sorry—it’s just I don’t understand. Don’t compare me with Stark!
  • Of course however much he would deny it, Ultron shows how much he takes after Tony when Tony shows up.
    Ultron: It’s a thing with me. Stark is, he’s a sickness!
    Tony: [appears with Steve and Thor] Aww, Junior, you’re going to break your old man’s heart.
    Ultron: If I have to.
    Thor: We don’t have to break anything.
    Ultron: Clearly you’ve never made an omelet.
    Tony: [muttering] He beat me by one second...
    Pietro: Ah, this is funny, Mr. Stark. It’s what, comfortable? Like old times?
    Tony: This was never my life.
    Steve: [to the twins] You two can still walk away from this.
    Wanda: Oh, we will.
    Steve: I know you’ve suffered.
    Ultron: Uuughh! Captain America. God’s righteous man, pretending you could live without a war. I can’t physically throw up in my mouth, but…
    Thor: If you believe in peace, then let us keep it.
    Ultron: I think you’re confusing "peace" with "quiet".
    Tony: Yuh-huh. What’s the vibranium for?
    Ultron: I'm glad you asked that, because I'd like to take this time to explain my Evil Plan- [magnetically pulls Tony closer]
  • Pietro tries to grab Mjolnir while it's in mid-flight, and goes sailing through the air. His face when he first sees Mjolnir is all childlike-glee and screams "This is awesome, I've got to do this!" When things go wrong, his Oh, Crap! face is something to behold.
  • Ultron tells Wanda to break out the mind games.
    • First, she hexes Thor. He initially seems to not be affected.
      Thor: The girl tried to warp my mind. Take special care, I doubt a human could keep her at bay. Fortunately, I am mighty. [looks around and realizes he's in Hel]
    • After Thor, Wanda moves on to hex Steve and Natasha. As she's about to get the drop on Clint, he snaps around and gets her right in the face with an arrowhead which attaches itself to her forehead and shocks her senseless.
      Clint: I've done the whole mind-control thing. Not a fan.
    • There's a bit of meta-humor in this since Jeremy Renner complained about Clint spending the majority of the previous film brainwashed.
    • After Clint incapacitates Wanda, Pietro rushes in and knocks him through a window before running off with his sister.
      Clint: [groaning] Yeah, you better run.
  • Pietro gets Wanda outside, where she's still reeling in pain from the taser arrow.
    Pietro Maximoff: What can I do?
    Wanda Maximoff: [groans] It hurts.
    Pietro Maximoff: I'm going to kill him. I'll be right back.
    Wanda Maximoff: [gasps] No, I'm over it. I want—I want to finish the plan. [She notices Bruce sitting alone in the Quinjet] I want the big one.
• As Hulk is rampaging, Tony tries to calm him down by stating he's better then Wanda's mind control. However, because Tony calls him "Banner", this just seems to make the Hulk angrier.
  Tony: Listen to me. That little witch is messing with your mind. You're stronger than her. You're smarter than her. You're Bruce Banner—
  Hulk: [highly indignant roar]
  Tony: RIGHTRIGHTRIGHT, don't mention puny Banner! [Tony catches the car Hulk throws at him, only for Hulk to punch through it]
  • He calls him Bruce a couple more times after this, too.
    Tony: Oh, in the back? DICK MOVE, Banner!
    Tony: C'mon, Bruce, you gotta work with me!
  • Tony's Hulkbuster armor has a piston fist capable of Rapid-Fire Fisticuffs, which he uses to punch the Hulk in the face like a bobblehead.
    Tony: [while punching] Gotosleepgotosleepgotosleep...
  • Funnier when you realize this is basically Tony's best attempt at Natasha's Lullaby.
  • This stellar moment:
    Tony: GOING DOWN?? [smashes Hulk overhead with an improvised elevator morning star, then lunges in and decks Hulk]
    Hulk: [turns to look at him, spits out a tooth, and glares]
    Tony: [meekly◊] ...I'm sorry.
    [cut to the Hulkbuster suit flying through a solid wall]
  • Before that, you can see one of the guys in the elevator rapidly pressing what is undoubtedly the close door button when he sees Iron Man and the Hulk duking it out in front of them.
  • After the Hulk seriously damages his Hulkbuster, Tony demands a damage report. The suit just emits a garbled squawk.
    Tony: That was comprehensive!
  • Tony Stark, finding an empty skyscraper to plough into to stun a raging Hulk:
    Tony: How fast can we buy this building?
  • And in the end, he knocks Bruce out the same way Hulk punched Thor away in the first film.
• When she shows up, Tony thinks that the pregnant Laura Barton is "an agent of some kind." Then Clint's kids come in.
  Clint Barton: Gentlemen, this is Laura.
  Laura Barton: I know all of your names.
  [Lila and Cooper book into the room]
  Tony Stark: [dumbfounded] These are…smaller agents.
  • Becomes Hilarious in Hindsight after Hawkeye reveals that Laura was indeed a S.H.I.E.L.D. agent.
  • Especially funny given that it mirrors Ultron's "smaller people" line from earlier.
  • Better yet, look at Cap's expression upon reacting to the fact that Hawkeye is married and has two kids. What did Cap think at the time, anyway? Fondue?
• Thor accidentally breaks one of Lila's Lego buildings and quietly tries to sweep them under a chair with his foot while no one (aside from a judgmental-looking/disapproving Steve) is looking.
  • Then, Lila comes up to him and outright GLARES at a now sheepish Thor. The only character in the MCU (thus far) capable of going toe to toe with the Hulk then denies having done anything at all to a little girl.
• Nick Fury on Ultron.
  Fury: Guy’s multiplying faster than a Catholic rabbit.
  • Cut to Steve doing a double-take at Clint, the only one of the team who has "multiplied."^note Gets a second layer of funny if you subscribe to the Fanon that Steve (established in the comics as the child of Irish immigrants) is Catholic.
• Erik Selvig walks out of a school to find Thor standing on the passenger side of his car in Midgardian casual wear, including a dark sweater with the hood raised.
  Selvig: Nice look. If you're going for inconspicuous, though, near miss.
• Tony would like to clarify that he doesn't want Bruce to help him put JARVIS into The Vision. He wants to help Bruce put JARVIS into The Vision.
  • There's also Tony's incredibly awkward attempts to bring up his idea to put JARVIS into Vision instead of destroying the body. It's like he's saying, "Yeah, I know, the last time we tried this ended incredibly badly, but hear me out!"
  • Bruce's response that "I'm in a time loop!" as the only possible explanation why Tony wants to repeat the very thing that got them into this mess in the first place.
• When Tony is in Norway searching the internet hub for answers, two techs can be seen in the background taking a selfie with him.
• From the Seoul chase:
  • Natasha going "Beep beep!" at some pedestrians to get them to clear out.
  • When Natasha spots Steve's discarded shield on the highway, she sighs exasperatedly and says the following line with the complete air of a disgruntled mother:
    Natasha: I'm always picking up after you boys
  • Later in the chase.
    Natasha: [to Cap on the radio] I'm coming in. Cap, can you keep him occupied?
    Cap: [while fighting Ultron inside a speeding train] What do you think I've been doing?!
  • When Natasha prepares to transfer Vision's cradle from the truck trailer to the Quinjet while in mid-air, Clint positions the jet to get ready to receive it:
    Natasha: Just be ready. I'm sending the package to you.
    Clint: How do you want me to take it?
    Natasha: Umm, you might wish you hadn't asked that.
  • It apparently involves Natasha shoving the cradle into midair, and right into the Quinjet's rear hatch.
• Pietro tries to rally the police into getting Novi Grad evacuated, but it takes a couple tries.
  Pietro: [zooms in] We're under attack! Clear the city! Now! [zooms away]
  [everyone shrugs and returns to whatever they were doing; one cop continues playing Solitaire]
  (Beat)
  Pietro: [zooms back in with a light machine gun and fires a burst into the ceiling] Get off your asses! [tosses the gun to a nearby guy and zooms off again]
  • It's his tone of voice that really makes the moment. It screams "Novi Grad have the most incompetent cops ever."
• Tony breaks into a collapsing apartment building to save some civilians, which leads to a demand you don't often hear from superheroes.
  Tony: [awkwardly] Hiiii... [searches the room] Okay, get in the tub!
• After Clint and Wanda manage to finish taking out a batch of drones.
  Clint: Alright, we’re all clear here.
  Steve: [still fighting on his end] We are not clear here! We are very not clear!
  Clint: All right, coming to you.
  [Pietro promptly zooms in, grabs Wanda, and takes off]
  Pietro: Keep up, old man!
  • As the twins take off, Clint readies his bow and starts telling himself no one would know if he fired at Pietro and just starts ranting about it.
    Clint: [aiming] Nobody would know. Nobody. [sheathes arrow] "Last I saw him, an Ultron was sitting on him. Yeah, he'll be missed, that quick little bastard. I miss him already!"
• A member of the Sokovian police, trying to shoot at the Ultron drones, accidentally tags Pietro in his left arm as he and Wanda come to their aid. The shot then cuts to the police looking at each other accusingly, then back to Pietro, whose expression can only be described as "...Dude! Really?!" The next time Quicksilver gets shot, it's a lot less funny.
• Cap and Tony have a firewood-chopping contest at Clint's farm to let off steam. When Laura calls Tony in to look at their tractor, he warns Cap not to take from his pile...which is slightly less than half the size of Steve's.
  • At one point during their discussion, Steve gets so angry at Tony that he rips one of the logs in half with his bare hands. Instead of flinching away, Tony simply stares at him with an expression that just radiates "Great, is your little diva fit done?"
• It's very quick, but when Tony goes into the barn to fix the tractor, he greets it with a congenial, "Hello, dear..." almost as if this very basic machine were a cow. The joke comes when you realize the brand is a John Deere. Tony really can't help himself sometimes.
  • The subtitles make the "Hello, Deere" so blatant you have to wonder if the company got a Product Placement deal just so Tony could make that joke.
  • In the same scene, Nick Fury appears to ask Tony to not bring the tractor to life like he did with Ultron.
  • Behind the scenes, the line wasn't actually scripted. Robert Downey Jr. ad-libbed it and Joss Whedon was furious with himself for not thinking of it first and scripting it.
• Natasha was told that Laura's child would be named after her. When Laura tells her that they're having a boy, she actually crouches down and furiously whispers "traitor" to her stomach.
  • Made heartwarming in the end when he's named Nathaniel with Pietro as his middle name. Then goes back to funny when Natasha calls him "fat" with a fond smile on her face.
• Natasha kisses Bruce, only to push him off a ledge. He comes back as the Hulk and takes her to Ultron's floating island by leaping really high. The sound of the normally unflappable Black Widow crying out in fear is priceless. Lampshaded mere seconds later.
  Black Widow: I really hope this makes us even.
• After being overwhelmed by the combination of Thor's lightning and Tony and Vision's lasers, Ultron realizes he's not going to win this one and tries to talk his way out.
  Ultron: You know, with the benefit of hindsight... [he's sent flying by Hulk mid-sentence].
  • Hulk then proceeds to turn and growl at a group of other bots, who immediately run in fear. They take to the skies.
    Thor: They'll try to leave the city.
    Tony: We can't let them, not even one. Rhodey!
    Rhodey: I'm on it. [Rhodey flies up to the fleeing drones to engage them] Oh, no, I didn't say you could leave. War Machine, coming at you, right a…
    [Vision flies in and uses his laser to obliterate the drones. Rhodey gives a priceless "WTF just happened?" face, as clearly no one's kept him updated on recent events]
    Rhodey: Okay, what?
• Ultron steals the Avengers' stealth Quinjet and does a strafing run. After killing Pietro, he tries to flee, but the Hulk jumps on board (after first dropping Natasha on the helicarrier). He gives the most hilariously exasperated "Oh, for God's sake!" he can muster before Hulk rips him from the cockpit seat and tosses him out the rear hatch, limbs flailing wildly as he takes an unplanned skydive. The fact that it all happens off camera makes it even funnier.
  • The best part is the delivery: Ultron does not lose his calm demeanor all the while this is happening, treating being beaten up and thrown out of a jet like a minor nuisance. Made more hilarious that we know he's capable of actually flying into a rage.
• Add a seemingly never ending wave of robots with a World of Snark, and at times the heroes complain about the attacks.
  Tony: Cap, you got incoming!
  Steve: [groaning after being hit by a bot a few seconds before] ... Incoming already came in.
• After Steve and Thor narrowly save a woman from plunging off a bridge, an Ultron sentry advances on Steve, ranting about how he can't save them all.
  Ultron: You'll neve-
  [Steve hits the Ultron sentry with the shield, then summons it back with his gauntlet. The sentry flies off the cliff]
  Steve: Never what?! YOU DIDN'T FINISH!
  • Just the fact that Cap takes the time to be that petty is already hilarious in itself.
• After the scene mentioned above takes place, a car crashes down next to Steve, with Thor on top of the car. After the two leave, the driver and passenger in said car slowly crawl out of the car and the driver is heard retching. Steve's reaction:
  Steve: [to Thor] What? Were you napping?
  • Also a nice subtle Call-Back to the Battle of New York from the first movie:
    Thor: Ready for another bout?
    Steve: What? You getting sleepy?
• Ultron casually saying, "THOR... you are bothering me."
  • While being choked by Ultron:
    Thor: I am Thor, son of Odin, and as long as there is life in my breast, I am... running out of things to say. Are you ready? [looks past Ultron]
    [Ultron turns in time for Vision to whack him in the face with Mjolnir, sending him flying out of the church]
    Vision: It's terribly well balanced.
    Thor: Well, if there's too much weight, you lose power on the swing, so.
  • In reference to the previous point above about the novelty of Thor being handed his hammer, the entire time Thor is peaking above he seems to be relishing actually getting to share the experience of having someone else to talk to about Mjolnir for the first time ever in his long Millenia spanning life time.
• With everyone gathered in the church, Thor yells at Ultron, "IS THAT THE BEST YOU CAN DO?!". Ultron chuckles a bit and summons a swarm of his droids towards them.
  Steve: [glares at Thor] ...You had to ask.
  Ultron: This is the best I can do.
• Tony helps Rhodey protect the Helicarrier and the evacuating civilians, which leads to this conversation that probably sounded a lot better in his head.
  Rhodey: What? You don't think I can hold my own?
  Tony: We get throuh this, I'll hold your own.
  Rhodey: You HAD to make it weird...
  • The smile on Tony's face while he says his line makes it pretty clear that he knows how the line will sound out loud ... and yet, he still says it.
• The S.H.I.E.L.D. technician who sends out the rescue craft has some trouble with his terminology.
  Cameron Klein: Number 6 boat is topped and locked, or, uh, or stocked, topped, s- it... It's, uh, full of people.
• The final conversation Thor has with Steve and Tony regarding Mjolnir's worthiness and elevators. It can also be seen as a hilarious Call-Back to when Thor hung it up on a coat hanger. Considering all the talk about the worthiness of said hanger, it has now become an Ascended Meme. And then there's Thor's clearly-amused reaction when he says he's going to miss these little talks of theirs.
  Steve: But if you put the hammer in an elevator—
  Tony: It would still go up.
  Steve: Elevator's not worthy.
  • Just the way Steve sing-songs the word 'worthy,' like a kindergartner trying to prove a point.
  • There's also this conversation where both Tony and Steve are trying to justify why Vision could carry Mjolnir and they couldn't.
    Steve: Well, the Vision's artificial intelligence.
    Tony: [nodding] A machine.
    Steve: So it doesn't count?
    Tony: No. It's not like a person lifting the hammer.
    Steve: Right. Different rules for us.
    Tony: Nice guy, artificial.
    Steve: Thank you.
  • And the entire time, Thor's just walking between the two of them, clearly enjoying himself as he listens to his best friends spout theories about his hammer while trying to salvage their pride.
  • Thor reassures Steve and Tony that he'll find out the truth about the Infinity Stones.
    Thor: Besides this one [pats Stark], there's nothing that can't be explained.
  • After Heimdall picks him up, Tony and Steve are left staring at the Bifrost burn on the grass.
    Tony: That man has no regard for lawn maintenance.
• Ultron accuses Vision of naïveté. Vision retorts, "Well, I was born yesterday."
• Clint and Pietro's annoying-brothers relationship in general. (Crosses over with Heartwarming.) Clint is the first one who gets attacked by Quicksilver in the Sokovia raid, and they try and one-up each other all throughout the movie, even after Pietro defects from Ultron's side. Which makes it all the more heartbreaking when Pietro dies saving Hawkeye. Damn it, Whedon.
• This line from Tony to Nat and the Hulk.
  Tony: Romanoff, you and Banner better not be playing "hide the zucchini."
  Natasha: [driving a plow] Relax, shell-head. Not all of us can fly.
  • Some dubs use "playing doctor" instead, which still works.
• When Steve teases Natasha about her staring at the wall on her own while she waits for Cap at the end of the movie, Natasha has a suitable comeback:
  Natasha: I thought you and Tony were still gazing into each other's eyes.
  • To make things better, Steve doesn't even contest her claim.
• Clint trying to convince Wanda to help and fight, though a mostly heartwarming moment, has a few gems mixed in it:
  Clint: The city is flying. We're fighting an army of robots. And I have a bow and arrow. None of this makes sense!
  • Which is also something of a Brick Joke for those who remember this Saturday Night Live sketch, where Jeremy Renner makes fun of his character being an archer amidst superheroes.
  • After Wanda rises to the occasion and blasts one of the drones before it could blast her, the drone's energy blast takes out another nearby drone.
• Captain America when Tony theorizes about Ultron creating another robot body:
  Steve: If Ultron is really building a body…
  Tony: He'll be more powerful than any of us. Maybe all of us. An android designed by a robot.
  Steve: You know I really miss the days when the weirdest thing science ever created was me.
• After Clint's been throwing darts in the background for a while, he freaks Tony out by throwing one right past his face. It's at least four darts at once in a cluster, all of them hitting the bullseye. When Tony turns to look at him, Clint simply spreads his hands with a "what can you do, I'm just that good" expression on his face.
• When Tony arrives in the church to confront Ultron, Ultron plays priest.
  Ultron: Come to confess your sins?
  Tony: I don't know, how much time you got?
  Ultron: More than you.
  • On seeing Ultron's new body, Tony asks the killer robot "Have you been juicing? A little vibranium cocktail? You're looking—I don't want to say—puffy..."
• Even when he's talking to Dr. Cho, who's under mind control as she downloads his matrix into the Vision's body, Ultron snaps at her impatiently ... before promptly apologizing. Both Spader's line reading and the animation of Ultron makes him look and act like a guy getting a checkup at the doctor's office.
  Dr. Cho: Cellular cohesion will take a few hours, but we can initiate the consciousness stream. We're uploading your cerebral matrix now.
  Wanda: [intrigued] I can read him. He is dreaming.
  Dr. Cho: I wouldn't call it dreams. It's Ultron's base consciousness, informational noise. Soon-
  Ultron: How soon? I'm not being pushy.
  • When Dr. Cho disconnects the cradle after Wanda subtly frees her from her mind control, Ultron just gives an annoyed sigh as if to say, "Really?"
  • Ultron calls out to Pietro and Wanda after they discover his true plan and abandon him, with a tone of voice that pretty much screams "Aww, c'mon, guys, it's just world extermination. No big deal really!" He sounds like a whiny kid who's been blown off by his friends.
• After the Avengers learn that Ultron has killed Strucker in his cell and signed his work, they discover that he was covering up Strucker's connections but Ultron erased all their data on him. Cut to all the Avengers poring over boxes of paper files trying to find any lead. The sight of these superheroes, especially Thor, looking for intel the old-fashioned way is especially amusing. It's also reminiscent of scenes from Buffy the Vampire Slayer whenever the Scooby Gang would do research on a demon in the school library.
• When Tony mentions that he knows Ulysses Klaue from way back during his days as an Arms Dealer, Cap immediately glares at Tony judgmentally, to which Tony responds in a clear "oh-come-on" tone with, "There are conventions, all right? You meet people. I didn't sell him anything."
• Clint and Natasha once again proving they've Seen It All by Clint casually bouncing home improvement ideas off of Natasha as they're driving to escape a city about to plunge thousands of feet to the ground.
  Clint: I know what I need to do. The dining room! If I knock out that east wall, it'll make a nice work space for Laura, huh? Put up some baffling, she can't hear the kids running around, what do you think?
  Natasha: You guys always eat in the kitchen anyway.
  Clint: No one eats in a dining room.
• Tony discusses what he might do as he leaves the team at the end.
  Tony: Maybe I'll take a page out of Barton's book, build Pepper a farm. [Beat] Hope nobody blows it up...
• The film ends with Cap and his new team of Avengers (Wanda, Vision, War Machine, and Falcon) together for the first time. What happens when he sounds the battle cry?
  Captain America: Avengers A—
  [cut to credits]
  • If there was ever a moment that proved Joss Whedon is trolling the fanbase...
    • Better yet, Whedon wanted this movie to be a minute shorter than the first. Every second counts, apparently!
• At one point while all the Avengers are battling the Ultron drones in the church, Tony blasts a drone that Wanda is already in the course of ripping apart, and zips away while she throws him a look of incredulous disappointment. It's all happening in slow-motion too.
• The very fact that Hawkeye owns a farm. If you're a fan of Black Comedy, finding out that Hawkeye bought a farm is even more worthy of a snicker considering who is heading up this film...
• Bilingual Bonus — Wanda and Pietro are not Slavic names but Sokovia is — hilariously so. Sokovia would be the English spelling of Sokovija, meaning land of Sokovi. Sokovi means "juices" and so Sokovia is "the land of juices".
• Rhodey's brand-new War Machine 2.0 armor is just a recolored Iron Patriot suit, or rather, the Iron Patriot paint job was the Air Force's doing.
• In a deleted scene, Pietro is taking up his father's trade in selling secondhand merchandise on the streets. With one woman, Zrinka, he gives her an expensive dress from a Parisian boutique, only for Wanda to ruin the moment by revealing that he does this with every other girl in town.
  Pietro Maximoff: [hands Zrinka a ball] This is for your brother.
  Zrinka: Thank you.
  Pietro Maximoff: [gives her a sparkly dress] And this is...not for your brother.
  Zrinka: Oh...no. This is too-
  Wanda Maximoff: [walks past] Is every girl in Sokovia getting a dress from Paris? At least Gertie's looked warm.
  Pietro Maximoff: She's kidding.
• In another deleted scene, as Cap and Wanda are overseeing corralling the citizens of Novi Grad to a safe location while they await rescue, they encounter Natasha.
  Natasha: Rogers.
  Steve: Romanoff.
  Natasha: [looks at Wanda] Is that my jacket?
  Steve: She's with us.
  Natasha: That still doesn't explain the jacket.
  • The face that Wanda makes in response to Natasha's remark. She's very much thinking, "You're more annoyed about me wearing your clothes than you are about me using my powers to force you to relive your worst memories?"
  • After Clint volunteers to go with Wanda to look for evacuees:
    Natasha: And us?
    Steve: We fight robots.
    [Pietro runs up with the severed arm of one of the drones]
    Pietro: Today? We fight robots today? Or is next month better for you?

Trailers and Pre-Release

• When the first trailer for Age of Ultron got leaked online, Marvel responded by blaming HYDRA. Evil Is Petty indeed.
• A pretty sly Shout-Out with Nick Fury's cameo: he's got his eyepatch back and is wearing a black beanie cap. Demoman confirmed for Avengers?

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