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Next Avengers: Heroes of Tomorrow
Next Avengers Heroes of Tomorrow.jpg
Release date September 2, 2008
Rating PG (MPAA)
PG (Singapore)
PG (Australia)
Director Jay Oliva
Writer(s) Christopher Yost
Producer(s) Craig Kyle
Editor George P. Rizkallah
Distributor Lions Gate Home Entertainment
Music By Guy Michelmore
Running Time 78 Minutes
Previous Video Doctor Strange: The Sorcerer Supreme
Next Video Hulk Vs

Thirteen years ago the dreaded Ultron killed almost all of the mighty Avengers. Tony Stark fled from the world and took their children into hiding. For years they have been hidden away while the villain has slowly taken over the world. But now it has found them and intends to finish the job. Now the fate of the world rests in the hands of a group of children who have never seen battle and may just beat each other up first.


Hope for the Future

A baby Henry Pym, Jr. lies in a crib before being picked up by an aged Tony Stark. Torunn holds Azari while James Rogers wants to hear the story again. Torunn agrees that she wants to hear more. Tony pats Pym on the back as he agrees.

The classic team

Tony tells the story of the Earth's mightiest heroes. The team stood in front of the Statue of Liberty. They united together against a common threat. They were comprised of the solider, the god, the knight, the spy, the giant, the king, the pixie, the ghost, and the archer. They came together to form the Avengers.

Together they fought time-traveling conquerors, alien invaders, and the Masters of Evil. And each villain was defeated by the team. When the world was at peace the heroes built lives of their own.

Bouncing baby Torunn

The Soldier and Spy fell in love. So did the Giant and Pixie. The King had found his Queen. While the God returned to his kingdom. Each of them had children. The King and Queen held their child up before their people in their land. They were to become a new group of heroes. Torunn sat in front of a large sword.

However, an evil called Ultron returned. Ultron's faced appeared out of the darkness. It fired on the Soldier who protected himself with his shield. The Spy fired her guns but Ultron dodged them. The Knight fired energy from his hands but Ultron merely knocked him away.

Ultron defeats Earth's mightiest heroes

It wanted to rule the world. It fired beams from his eyes and blasted the Giant and Pixie. The Avengers stood in its way. Ultron strangled the King. The Soldier's shield lied broken at the feet of Ultron as he stood triumphant.

At a building engulfed in flames a plane flies out of the rubble. The plane flies away over a city also engulfed in flames. The Avengers hid their children in a place far from Ultron.

As Tony finishes his story all of the children lie asleep. James in his upper bunk, Azari asleep on Torunn's legs in her lower bunk, and Pym back in his crib. Tony turns out the lights and closes the door.

Twelve years later, a yellow ball of energy floats around a lush jungle. It floats down a waterfall and continues along the river until it reaches a group of buildings. As it flies around it is revealed to be Pym having shrunk himself down and flying. He passes a bush where a pair of eyes open to watch him. A shadowy figure runs from the bush to chase Pym.

Azari catches his prey

As Pym flies around he is hit with a bolt of lightning. He crashes to the ground as a shadow passes over him. Pym sees the shadow and tries to fly away but Pym is caught in two giant black-gloved hands. Azari stands and opens his hand to let the angry Pym go. Azari says that Pym is it. Pym calls no fair as Azari didn't give him enough of a head start.

Azari points out that Pym specified no powers then used his own, but Pym meant no powers for Azari. Azari teases Pym then back flips into the trees and away. Pym yells at him not to use his powers but is soon left all by himself. He quickly shrinks down and flies after Azari.

Tony watches on a video monitor. He tells Jocasta to adjust environmental controls, realign the radar, and to prepare lunch. He sits in a long room filled with technology.

Torunn kneels before a memorial for her father, Thor. It is a large stone memorial with a hammer and lightning bolt carved into the side. Her sword stands in the ground behind her. She speaks to her father about her dreams of Asgard and how the Bifrost Bridge will bring her there.

Torunn talking to her long lost father

The memorial to the right is for Captain America and has his shield carved into it. The memorial is surrounded by a large waterfall. As the leaves gently fall around her she wishes that Thor will soon come for his daughter.

Just then Pym flies in near the Wasp memorial. He grows back to normal as he passes the Hawkeye memorial. He sneaks up to Torunn's sword near the Black Widow memorial. He quickly tries to lift it but is unable to budge it. Torunn hears his grunts and asks her father to help her smite him.

She stands, turns around, and readies to attack. Pym gets frightened, shrinks, and flies away. She easily picks the sword up and tosses it towards Pym. It barely misses him as it digs itself into a rock. He flies up and behind the crouched Azari.

Azari tries to explain the rules of Tag to Torunn who does not want to follow human rules. Pym grows back to normal and peaks out from behind Azari. She pulls the sword out of the stone and says that Asgardians do not run from battle. She threatens the two of them and James, then wonders where James is.

Playing Games

They go to a bungalow and find James is in his incredibly messy room, snoring. The three of them stand over him as he stretches his legs. Torunn wonders which of the three of them gets to wake James up, and Pym says it is Azari's turn. Azari sneaks up, his body beginning to glow. He stretches out his hand and shocks James' foot.

Just then James yells out and Azari flies out the door into the mud. James wanders out in his pajamas. He has a device on his left hand that generates the image of Captain America's shield. With his other hand he turns off the shield as he looks at Azari. He says he wants to go back to bed.

Azari angrily asks him what his problem is. He has been sleeping all day and ignoring his chores and training. Though James doesn't seem to care. He does a backflip off the building and over Azari and Pym. He wonders why they should bother at all since, as he claims, nothing will happen to them there. He doesn't see the point in Azari acting like a king, Pym like a superhero, and Torunn always living in a fantasy land.

Sibling rivalry

Torunn tells him to stop being a jerk but James pushes on. He sarcastically notes that their parents are dead, but hers are alive and they just abandoned her. This angers the Asgardian and she strikes with her sword. James brings up his shield in time to stop her attack. Torunn pushes hard but James stands his ground. Pym wonders if Asgardians really say "jerk" though Azari doesn't know.

James isn't scared and taunts Torunn. Torunn promises to make him afraid and a crackle of thunder is heard. Just then Tony tells the two to stop. They are surprised to see him and Azari quickly steps in to say he was going to break them up.

He tells James and Torunn to go to their bungalows to cool off. The two walk away and Pym mocks them. Tony tells him and Azari to go too, saddening Pym. Torunn flies to her room as James climbs the steps of his.

James not happy with his father figure

Tony stops him and tells him not to be mad at his "brothers" and "sister" but instead be mad at him since he trapped them all there. He notes that his father wasn't good at just waiting around, and that James can always talk to him. But James also notes that Tony is not his father and continues up the stairs.

Just then an alarm begins blaring and a red light flashes. Tony tells James to get in his room. The other three appear and Pym wonders what is going on. Tony tells them to all get inside James' room immediately until he gives the all clear signal. They all run in but James peaks out to see Tony run away.

Friend in Need

Later, they are all waiting in James' room. Pym sits on the bed, Azari paces around. James, now dressed, sits on his couch. Torunn leans against the wall. Azari suddenly steps on something sticky that gets on the bottom of his boot. He wonders how James can live in the mess. James stops picking his nose and smiles.

Torunn grows restless and wants to be out there with Tony. Pym wonders if it's a new training drill, or maybe Ultron. James belittles the situation as another false scare like a fire on the Machine Level or Jocasta going nuts because of a water main leak. Pym agrees.

A ghostly Vision appears

Just then a ghost, with battle damage enters the room. James activates his shield, Torunn readies her sword, and Azari emits a sphere of energy around him. Pym turns around and is frightened by the ghost. It turns solid, says hello, and collapses. The four of them stand down and watch it in wonder.

Tony enters the room and sees the fallen Vision. Vision apologizes and says that the drones in Ultra City have found a way to damage his immaterial form. He came there but his access codes must have been damaged. Tony gravely asks if he was followed, but Vision assures him he was not. Tony picks up Vision and takes him to the workshop.

He tells the children to stay there but Pym points and screams. As the two descend the stairs the children step outside to watch them go. He promises to explain everything to them later, but now he has to take care of Vision. He reiterates that they should stay in their rooms.

Tony takes Vision to the memorials and walks up to the one for Iron Man. He puts his hand on the Iron Man helmet carved into the rock and it begins to glow. The center of the memorial drops down and slides away revealing a staircase. Tony carries the injured Avenger down while the children hide in the nearby bushes.

Torunn counters Azari's powers

Pym asks if they're going to follow and James and Torunn agree. However, Azari does not want to. He wants to respect Tony's wishes. He stands in front of them and generates the lightning sphere. Torunn pulls her sword out and absorbs all of his energy. Azari looks defeated and James tells the tech-head Pym to open the door.

The door opens up and the four look down. Pym asks if any of them knew and teases that he's smarter than the rest. They ignore him and walk down. Pym looks angry, shrinks down, and follows them in.

Family Secrets

As they walk through the corridors Torunn wonders how they could live there all this time and not know about the passages. Pym flies ahead and opens the door for them. Azari notes how much trouble they're going to get in.

James stops as he seems to remember this place. Apparently when he was a little kid he grabbed onto a railing when he was falling. He can remember being scared. Pym taunts him until he backs up into a large object. He turns around and sees that it is a robotic cross between Captain America and Iron Man.

The mechanized versions of their parents

Pym is frightened as a light comes up showing Iron Captain America in full glory. More lights come on showing Iron Hawkeye, Iron Black Widow, Iron Thor, Iron Black Panther, and Iron Giant Man.

Azari wonders what this is and James notes that they are their parents. Pym recognizes them from the story. He recognizes all of their fathers, though he briefly considers Thor to be Torunn's mother because of all the hair. Torunn walks up behind the flying child and almost grabs her sword, scaring him.

Azari wonders who Hawkeye is supposed to be. Torunn also notes that the Pixie and Knight are missing. Pym pieces together that Vision is the Ghost from the story. They look over at James who is staring at Iron Captain America. Torunn wonders why Tony would keep these from them.

James gazes upon the image of his father

Azari thinks they should leave if they are going to continue following him. The three walk away but Torunn stops since James is not following. He continues to stare at Iron Cap.

Azari and Pym continue on alone through a steam filled room. The walk on a walkway high above where Tony is working on Vision. Vision lies on a table where Tony is scanning him for damage. A door pops open in Vision's stomach as Tony asks how they found him. Pym is disgusted by the robot guts.

Vision explains that he was accessing the mainframe. Since his last report Ultron has taken over Europe. He has lined his drones along the Pacific Rim and Eastern Europe so that he can invade Asia. Tony walks around to grab a blowtorch. He returns to vision and uses the blowtorch on his innards.

Tony notes how in thirteen years Ultron has conquered half the planet. Vision also states that Clint Barton's son is alive. Azari wonders who Clint Barton is. Pym thinks he was either the Knight or the Pixie. But Azari reminds him that the Pixie was his mother. Pym reasons that Clint must have been the Knight.

Avengers Online

Back in the other room, James continues to stare at Iron Cap when Torunn walks up to him. James wonders if Iron Cap is programmed with his father's voice, personality, or memories. Torunn doesn't look too optimistic.

James begins talking to the robot but it doesn't respond. Torunn tells him it's not his father but a machine. He ignores her and steps up on the glowing platform. He asks if Iron Cap is online, just then his eyes begin to glow shocking James.

He steps back as Iron Cap accesses its database for a mission. It finds that its mission is to destroy the A.I. threat Ultron. James steps out of the way as Iron Cap walks forward. As it walks away Iron Cap tells the Iron Avengers to assemble. The others activate and follow.

Trying to stop his mistake

As Iron Black Widow leaves James tries to stop them all. Just then Iron Giant Man activates and walks around the platform. James runs after them and tries to turn them off. Failing that he tries to pull his "father's" hand but Iron Cap brushes him away. He falls as the rest walk on.

In another room two doors open, one for the Iron Avengers and one for Iron Giant Man. They all stand in formation as Torunn and James run after them. The two stop when they see the roof open up. The platform the two are standing on retracts back into the door.

In his workshop Tony continues work on Vision. Azari and Pym watch eagerly but Pym stumbles and falls. Azari grabs him after he lets out a scream. Tony hears and looks up to see the two.

The mistake is out of their hands

The platform the Iron Avengers stand on rotates. The Iron Avengers soon blast off and fly up to the hanger door. Iron Cap starts off followed by Iron Thor, Iron Black Panther, Iron Hawkeye, and Iron Black Widow. Soon even Iron Giant Man's massive body is lifting off.

In the workshop, Tony sees that everything around him is shaking. Jocasta tells him about the Iron Avenger's launch.

As Iron Giant Man clears the hanger James and Torunn note their mistake.

Air Attack

Elsewhere, Ultron stands on a tall platform in a large circular room surrounded by screens. Most are on the walls but some are revolving around him. The revolving screens show images of the Earth. The wall screens show specific locations. Just then a voice chimes in saying that it has detected an energy source matching the fugitive Iron Man.

Ultron detects his old enemy

Ultron watches as readouts of Iron Man passes by on the revolving screens. Ultron is happy to have finally found him.

James and Torunn stand in the now empty hanger. They look at each other in fear. In his workshop, Tony tells Jocasta to send the reserve power to the long-range radar. Pym flies down and Azari leaps after him. Azari tries to tell him that it was not his idea.

Tony stops him and tells them to grab Vision's head. Vision is glad to see the two, but they wonder what Tony means. Tony doesn't have time to explain and the two walk over to the robot. Vision's chest opens up much to the delight of Pym. He grabs Vision's head and it comes off his body.

The radar acknowledges the multiple Iron Avengers' contacts. But Jocasta also detects a suborbital contact. Just as the radar is trying to discover what the new contact is, James and Torunn burst into the room. James tries to explain about the robots but they find that Tony already knows. He turns back to the screen to watch the action.

High above the Earth the Iron Avengers are flying towards their goal. As they fly through the clouds Iron Cap sees something red fly up in front of them. They stop and begin hovering. Iron Giant Man flies forward while Iron Thor begins twirling his hammer. Iron Giant Man slows down just as it sees a flash. Just then Ultron swoops through the sky and right through Iron Giant Man's head.

Detecting this, Tony tells them all that they're leaving. Pym notes that they have never left that place. Tony sighs as he sees what is happening on the radar.

So falls another group of Avengers

Iron Hawkeye readies its bow, but Ultron comes up quick behind Iron Black Widow and grabs its back. Ultron begins infecting the robot causing its eyes to turn from yellow to red.

Tony tells them all that they don't have much time. They have to get to the control center where Vision will explain everything. James wonders where Tony is going. But when they hear that the Iron Black Widow is offline he tells them to leave.

Back outside, the hidden door closes as the group runs to the control center. They hear that Iron Thor is also offline. Torunn wants to go back to help but Azari explains that Tony told them to go. They hear that the Iron Black Panther is offline and the group begins running again.

James ask why they are going offline. Vision explains that Ultron has a way to infect other machinery and reprogram it. He thinks that the Iron Avengers have most likely been compromised. Just then Jocasta tells them that Iron Cap is offline. Vision notes it was the last obstacle in Ultron's path. Pym fumbles with Vision's head at the idea of Ultron coming there.

Just then, a blast shakes the whole area. They look up to see a blast shock the sky revealing a honeycomb-like grid. Pieces of debris begin falling all around them. Torunn grabs them all and flys away but is knocked down. The group collapses on the ground.

Iron Man

Meeting the boogeyman

James gets up to see snow falling around them. In the bright sky he sees a large hole revealing night. Just then the honeycomb grid powers down darkening the sky around them. The group gets up to witness a large red light descending through the hole. As it enters the dome the light dissipates revealing Ultron. It lands right in front of the group.

Ultron spots the group and assess them. It scans the four children and Vision's head while Torunn readies her sword. Ultron determines them to be potential threats and decides to terminate them. It raises its hand where a small hole begins to glow.

A hero of old comes to save the day

Just then Iron Man flies out of the smoke, grabs Ultron's head, twirls it around, and throws it into the trees. He fires his unibeam at Ultron blasting the villain back.

Pym immediately recognizes him as the Knight. Iron Man lifts his mask revealing Tony. He tells them to run to the control center while he holds it off. Just then Ultron blasts into the sky. Iron Man blasts off to join it.

Torunn wants to join but Vision stops her. He says that Iron Man is right and their safety is important. He claims that she has to protect them. The rest move on. After a moment's hesitation Torunn follows.

In the sky Iron Man fires his repulsor beams and Ultron does the same. Iron Man throws a kick and a punch, but Ultron recovers and launches his own volley of punches. Iron Man recovers and fires his beams once more. He begins flying around leading Ultron, the two continuing to fire their repulsor beams at each other.

Face to face with his darker half

Iron Man drops down and flies close to the jungle floor. Ultron follows anyways. Iron Man opens up additional boosters on his back and flies even faster. He stops near a large set of machinery and turns around to see trees being knocked over. Iron Man prepares himself.

In the control center Pym and Vision lead the way up a set of stairs. James and Azari follow with Torunn guarding the rear. They enter the control center and Pym sets Vision down on a console saying they will be back later. Just then Vision uses the override code "Quinjet" and the door behind them closes. Vision tells them to sit down before the launch.

Getting the children out of danger

Azari wonders what Vision means just as the whole room is suddenly blasted upwards. The Avenger's Quinjet breaks through the building and into the sky. James yells at them to stop but the jet continues out of the dome. The children look out the window to see the outside of the dome where they had been living. It looks like an enormous ship that crash landed in the ice.

False Hope

Meanwhile, Ultron punches Iron Man back. Iron Man tumbles backwards just as Ultron grabs him. It begins infect Iron Man's shoulder pads. Iron Man fires his repulsor and stops himself. The two square off and Iron Man rips off the infected parts. Ultron fires and Iron Man flies into the trees.

Ultron follows and the two continue exchanging repulsor beams. Iron Man picks up a large rock and throws it at Ultron who merely punches it apart. Ultron then fires two massive beams from his repulsors.

So falls the last Avenger

Iron Man, his suit badly damaged, crashes into the remains of the memorials. Ultron walks up to Iron Man and drops his helmet. Ultron taunts its adversary, but Iron Man still claims there is hope. Ultron passes it off as a human delusion. Just then Iron Giant Man lands around the two. The rest of the Iron Avengers soon follow. Ultron picks up the remaining Avenger and tells him that he belongs to it now.

A camera watches the whole thing that transmits the feed to the Quinjet. Torunn orders Vision to turn the ship around but he refuses. He feels that since Iron Man sacrificed himself to protect them they should follow his wishes. He notes that there are places where Ultron has not yet conquered and is setting a course for the Savage Land.

Azari is surprised by the name Savage Land and Pym thinks it sounds horrible. But Vision claims that parts of it are quite nice. Just then Vision's reserve power begin to deplete. He quickly powers off.

Pym thinks he can fix him but Torunn refuses. She does not want to hide any longer. But Azari agrees with Vision that they should respect Tony's wishes. They ask James who is staring off into space because he led Ultron to their home. Torunn then orders Pym to take them to Ultra City. Though Pym does not know where Ultra City is nor how to fly the Quinjet.

Ultra City

The Quinjet destroyed

As the jet closes in on Ultra City they fly close to the water, attracting the attention of a camera in the rocks. The wall facing the ocean opens revealing cannons that fire at the jet. The cannon fire quickly destroy the Quinjet and the remains crash into the ocean.

However, Torunn is floating in the sky holding James and Azari while Pym hovers holding Vision's head. Azari acknowledges that he was wrong in thinking they wouldn't have attacked the jet, much to the anger of James.

Later the four crawl through parts of the mechanical city. Azari leads the way and the group finds an opening to the city. They look out and see flying robots soaring through the city. Vast parts of the city move around.

Torunn comes up with a plan. They find Ultron, kill it, and get back Tony. But James does not believe they can defeat Ultron despite Torunn's claims that she is invulnerable. She claims not to fear Ultron and flies away. The others looked shocked as she goes.

Torunn flies to a hovering robot and slices it in half. Another one drops part of itself which lands and fires at Torunn. James and Azari drop down and rush to help her. However, she uses her sword to protect her. Just then a flying robot launches a tentacle at her. She dodges and cuts off the end. She grabs the piece and throws it at the robot.

Not all that immortal

However, more robots arrive and drop more walkers that surround her. She slices one in half but the rest fire at her. A flyer drops down are fires a cannon at her. The ground around her is broken apart and Torunn finds that she can be hurt. The cannon fires again knocking her back.

Pym watches this and in anger fires at the flyer. The flyer fires back but Pym dodges it. He continues flying around firing at the robot.

Azari and James run up to see the action. Azari fires a large lightning bolt at a robot but it fires back. James increases the size of his shield to protect them both from the fire.

Torunn is surprised when Iron Giant Man lands on her. Iron Thor flies down to join it. Iron Giant Man steps up letting the knocked out Torunn go. She opens her eyes to see Iron Thor standing over her. She is shocked when her faux father grabs her by the head and lifts her up.

The other three emerge from flaming debris to see Iron Thor throw Torunn into the ground. Azari wants to help her but they are soon attacked by the Iron Avengers. They get up but see Azari grabbed from behind by a large metal hook and dragged back into the wall. Before he can do anything Pym is also grabbed. James dodges an attack by Iron Hawkeye before he too is grabbed.

A new player comes into play

Torunn struggles to get up and calls out desperately for her father. As Iron Thor closes in several blasts go off stopping the robot. Just then a young boy swings down and lands in front of the Asgardian. The boy offers his help and Torunn takes it.

The boy fires an arrow that lifts them off the ground just before Iron Giant Man grabs them. Iron Giant Man grabs at them but misses. Torunn turns to see her sword still embedded in the floor. She reaches out for it as they enter a closing door, leaving it behind.


Ultron is coming for the children

Elsewhere, a hatch opens and Tony is lifted out, his arms are bound behind his body. Ultron enters the room from high above saying that Tony's existence is causing chaos. It says the children will be found but Tony does not believe him. Ultron then shows him footage from the earlier attack. Ultron threatens Tony with incredible pain if he does not tell it about the children.

James wakes up to find Pym and Azari standing over him. He wonders where Torunn is, then where they are. They look around to find themselves in the basement of a ruined building. Just then a glowing pair of eyes rises behind Pym. They soon find themselves surrounded by robots.

Just then the other boy stops the ambushers saying they need to move on. The ambushers come out of the shadow to reveal that they are humans in armor. James is glad to see that Torunn is fine, though she is obviously unhappy. She drops down and admits that she wasn't strong enough and lost her sword. The boy says that Ultron is wired into all of its machines and they need to leave before they are spotted.

As they walk along a pipe Pym asks who the kid is. He says his name is Barton, but that everyone calls him Hawkeye. Pym recognizes Hawkeye as the Archer. Azari wonders if he knows a Clint Barton, and Hawkeye wants to know how they know his father.

Making peace with the locals

Pym says that he was an Avenger like their parents. Hawkeye gets angry because he was taught by his father that he was the last Avenger. He then picks up Pym and demands to know where they've been while he's been there fighting. James stops him by saying they didn't know anything about this. Hawkeye looks at Torunn and they continue on.

In the ruins of Grand Central Station there lies a ruined United States Flag. Sunlight seeps in through the windows and holes in the roof. A rocket lies in the floor. People mull around in the rubble. Hawkeye explains that his father brought people underground to avoid Ultron, and taught them to survive.

Clint Barton taught them all how to survive in the cracks while avoiding Ultron. But eventually he was found and killed too. Now he leaders the group of scavengers. Pym thinks that Hawkeye can help them rescue Tony, though he doesn't know who that is. Azari explains that Hawkeye wasn't the last Avenger and was taken captive. Hawkeye laughs and says that Ultron doesn't take prisoners and Tony is dead.

Just then a voice disagrees with him. A woman turns around and says that he would be kept in the Citadel. Hawkeye dismisses her as being crazy, but James says that if there's a chance Tony is alive then they will rescue him.

James says that they are going and request his help, though initially refuses saying he doesn't want to die. James asks if his father gave up so easily and Hawkeye threatens to punch him. He looks at Torunn then agrees to help show them how to get there but doesn't promise to help. He walks away while bumping into James.

Fallen Heroes

Even the children of Gods can get embarrassed

Later, Azari leaps around a corridor while James climbs up a cable. Hawkeye and the others watch them go. Pym teases Hawkeye with the thought of shooting arrows at Ultron but he refuses. He tells Torunn to be safe and she blushes then flies away. Pym shrinks down and follows.

The scavengers all look at Hawkeye. He grows angry saying that they have to look after themselves. Then he storms off.

James climbs to the top of the cable with Azari behind him and the others flying up. He peaks over the top and spots the Citadel. He looks around but finds no robots. He gives the all clear and the group moves up. They move to a large track where a tower is moving towards the Citadel.

They leap onto the tower and climb up. Hawkeye said the opening to the Citadel was on top of tower. James doesn't think they will make it in time, so Torunn grabs him and Azari and flies up. They reach the top but it appears they are about to be crushed. Just then the tower slams into the Citadel.

In the tower the group prepares for an attack. James has Pym try to open the door. He flies over and says that Azari can open it, just like he did the maintenance hatches back home. Azari touches the control pad with his hand and shocks it.

The door opens and they look at an empty hallway. Azari goes first and after returning to normal size Pym follows. Suddenly the walls move away and begin rotating around. Pym jumps back as the floor beneath him falls down. Soon all of the floor is falling. Azari leaps to the other side where he's safe but Pym doesn't make it.

Holding hands

However, he was teasing and just flies up next to Azari. Torunn doesn't think they should be there but James assures her that everything will be fine. They hold hands and she flies him over to Azari and Pym.

Azari, with his body glowing to provide light, notes that there's nobody and nothing there. He thinks that no one would be dumb enough to break in to warrant security. But Pym boasts that they did, just before he steps on a plate that glows. The floor beings to glow and a walkway pops up over to the wall. There, six displays begin to glow.

Finding the remains of his father

James is shocked but confidently walks over to them. In one case he sees the damaged armor of Iron Man. The rest follow James. Azari peaks in the display and shuts his eyes in anger. Torunn cries into James' shoulder. James looks around and sees the tattered mask of Captain America in another display.

Azari continues to stare at Iron Man's armor. To his right is the enormous mask of Giant Man and the ruined costume of Wasp. To the right is Black Panther's outfit. James lets go of Torunn and walks to his father's case. He stares at the mask then down at the cracked shield. To his right is Black Widow's uniform and Hawkeye's remains to his left.

Ultron kept a lot of keepsakes

James steps forward and activates another plate. Suddenly hundreds, maybe thousands, of displays turn on. Azari reasons that they are in Ultron's trophy room. James pushes them on.

Ultron's Trap

Tony is still captured when James' energy shield flies towards him knocking out the power. James and Azari grab Tony just as he falls. Tony hopes that they didn't just fall into Ultron's trap while Pym thinks they are just that good. But Tony reveals that he built Ultron.

Trying to save his brother

Just then the room around them opens up. The walls continue moving around moving the Iron Avengers into position around them. Suddenly Ultron appears with his newly recruited robots. It says that the superhuman variable must be extinguished before it spreads to the rest of the human population. Though Pym points out that James does not have powers.

Ultron then accesses the Avengers' data files and scans James. It determines that James is the son of Captain America who he determined to be the most dangerous of the Avengers because Cap would inspire the team. Ultron claims that it will kill James first, just as it did his father.

However, James sees Hawkeye take aim using an arrow with a grenade on the end. Hawkeye fires and it explodes around Ultron. However, it remains unphased. It turns around and spots Hawkeye. He gives a nervous smile then readies another arrow. He fires but again it does no damage.

Ultron prepares to fire its repulsor when the other Scavengers enter the room and fire at the villain. Iron Giant Man goes to attack when more humans enter from the other side.

The Scavengers making their getaway

James tells Pym and Azari to follow Hawkeye while Torunn takes Tony. They all run to Hawkeye who tells the scavengers to run. The Iron Avengers chase some of the scavengers, though one melts Iron Cap's shield. Hawkeye and some of the scavengers make their way down the side.

The children follow, except for James. He listens as Ultron threatens the Avengers. Ultron then fires at James who leaps off the side missing the attack. He leaps down following Azari. Ultron tells the others to find them.

Outside towers are moving close to the Citadel. Inside, James and Azari are nearly crushed as the wall around them transform. James activates his shield and throws it between two closing blocks so they can get through. When they clear the blocks the shield disappears and the room begins transforming again.

Azari, James, and Hawkeye continue to run. They keep moving until they run out of room. Then they are pushed over the side into the ruins of New York City. They fall but Torunn sees them. She grabs Hawkeye who grabs James who grabs Azari. They fly through the decrepit buildings and Torunn lands.


Tony finally reveals the truth of Ultron

In an old theater Tony explains around a fire that he built Ultron for law and order. But Ultron's programming evolved and it thought that the best kind of law and order would be from its domination. Hawkeye, first named revealed to be Francis, thinks that is why Iron Man survived the attack. But Iron Man's armor was damaged in the battle.

Pym laughs at the name Francis but Hawkeye hits him on the head with an arrow.

Captain America told him to grab the children and run, except he couldn't get to Francis in time. He thought Ultron had already gotten to him. He explains that he tried to raise them all as their parents would have wanted. Torunn asks why her father didn't help. Tony explains that after Odin died Thor felt that Asgard was his responsibility rather than Earth.

He goes on to explain that Vision found them a couple months after crashing. He then became Tony's eyes and ears on the world by staying intangible, keeping track of Ultron's movements and abilities looking for a way to defeat it. However, he didn't want to lose any of the children so he kept them and the truth hidden.

He didn't know anyone else survived the attack until Vision told him Hawkeye had too. Just then the woman from before enters revealing herself to be Betty Ross. She tells him the Hulk survived too.

Pym asks what a "Hulk" is and Hawkeye explains that his father told him he was a monster. Tony agrees that Hulk was a creature of pure rage. James wonders if Hulk could beat Ultron but Betty says that he's too scared.

Tony knows plenty about Francis's father

Tony wonders how he was able to hide from Ultron for so many years. Betty tells him he went where he always goes, the desert. Tony asks Hawkeye if they can get out of the city. But Hawkeye does not want to help the man who made Ultron, and asks what his father would have done. Tony surprises him by saying exactly what Clint Barton would have done, which would have been punching Tony and helping anyways.

Hawkeye takes him to a flying robot the scavengers had captured. However, once they power it up Ultron will know where they are. But Tony knows how to get Ultron out of the system and smiles.

Later, the children are carrying supplies into the flying robot-turned-aircraft. Hawkeye bids farewell to the scavengers who say they will hold off Ultron as long as they can.

As day breaks the scavengers activate a series of bombs distracting the defenses while the ship flies out through the sewers.

Old friends reunited

Inside the ship, Pym is sleeping on Vision's head, Azari's chest lights go on and off as he dozes, and Betty praises Tony's job of raising the children. Tony continues to build a machine and claims he should have done better. Betty reassures that he did a good job.

Torunn stares out into the sky with her legs to her chest. She looks down at the ruined landscape below them.

James walks up to Hawkeye who is at another window looking at the landscape. He is amazed at how big the world is since he has never been outside the city. James claims he felt the same way when they went into the city. James asks why he came back after all that he said. Hawkeye claims that it's because the scavengers look up to him and he doesn't want them wiped out.

Francis figured out how to prod James

He needed to help them take down Ultron if they had a shot. He then states that he also wanted to impress Torunn. James gets angry because she's like a sister to him, which prompts Hawkeye into questioning if she's available. James quickly responds that she's not.

The ship continues to sail high over the desert just as the sun begins to rise.

The Hulk

By midday a lizard scurries on the rocks near a small cave in the face of a mountain. Inside the cave is a large room covered in plants. A wooden pipe drops water into a watermill. Through a pair of hand made microscopes an old man trims a branch off a small bush.

Bruce finding peace

He stands and lifts the glasses off his head while calming Oriental music plays in the background. There is another watermill, a waterfall, and a wind chime also there. He puts his hands together and begins to meditate.

Just then Tony interrupts Bruce Banner's meditation. Tony walks in with the children. Pym doesn't think that Bruce is the big scary monster they heard about. Bruce tells them all to leave, but Hawkeye just thinks he's crazy.

Old lovers reunited

Tony doesn't think Bruce recognizes him but Bruce knows exactly who he is. Just then Betty enters and calms him down. Pym admits the old man is sort of scary. James wonders why they don't want Bruce angry, and Tony explains that the Hulk comes out when he's angry.

Later, around a campfire Bruce holds a hot cup of tea while telling them to get out of there because of the Hulk. Tony explains that they had to get out of the city. James asks if the Hulk can beat Ultron. Bruce explains that the Hulk doesn't care about the villain, he only wants to be left alone.

He reiterates that they are all in danger if the Hulk comes out. He goes on to say that neither he nor the Hulk will help them.

Afterwards, Azari walks a long a tunnel, dragging his sparking finger along the wall to create light. He gets to the end to see Torunn sitting outside on the cliff's edge with Hawkeye and Pym watching her. Hawkeye plays with his arrow and Pym sits up high on a rock.

James embodying his father

Azari asks what they should do now since Tony wants to hide. Torunn agrees stating that they can't beat Ultron. James, standing on the rock above the cave entrance, says that they can and have to. He points out that Ultron will never stop hunting them or Tony. They have to stop Ultron or no one else will. He explains that if they can't get the Hulk to Ultron then they will have to find a way to bring the villain there.

The group goes to the ship. James explains that they will power it on so Ultron will detect them. Pym points out that James have never said so much at once. Hawkeye now thinks James is crazy. James reassures them all, but Torunn disagrees and flies into the cave. James thinks she just needs time. The others agree to help.

Later that night the four boys are in the ship trying to turn it on. Azari hopes that James' plan works, and James feels the same way. Azari begins to glow and grabs two cables. The ship powers on and begins hovering.

The endgame begins

In the Citadel Ultron detects this through a satellite. Outside, the Iron Avengers fly out of the city and away.

Back in the desert, Tony is dismayed to see the ship hovering. James claims that's what their parents would have done. Then he asks who wants to explain it all to Bruce.

James made him angry, and he isn't liking him when he's angry

Bruce slams James into the wall. Tony tries to pull Bruce off James. Azari wonders if they should help. But Hawkeye points out that it was James' plan.

Outside, Torunn wanders through the desert alone. She stops and kneels as a gust of wind blows dust around. The sky above her is dark and cloudy. She calls out to her father once again, begging to help her defend her friends and family. When she gets no reply she slumps down in sadness.

Back in Ultra City, one of the walker robots tries to pick of Torunn's sword, but finds it is unable to. It fires its rockets but still is unable to budge the weapon. Just then the sword begins to wobble. Another walker steps up and the sword cuts it in half before flying into the air. It crashes through a flying robot and heads out of the city.

Torunn's faith is rewarded

Torunn still kneels when the sword slams into the ground in front of her. She thanks her father.

Prepared for Battle

Later it begins to rain.

In the cave Tony explains how to defeat the Iron Avengers. The children prepare for battle. James works on his gauntlet and creates an energy shield. Pym asks about Ultron and Tony gives a grim response. He reassures them that they have been training for this day all their lives.

Ready for the final battle

Just then Torunn with her sword arrive ready for battle. She puts her sword away and grabs James' hand. He welcomes her back. Just then they are all knocked down by a large shock.

Outside, Iron Giant Man has landed. The group, minus Tony, wanders to the mouth of the cave to see Iron Giant Man rise above them. It raises its fist just as a lightning bolt streaks across the sky. It punches below the cave knocking them all out.

Pym shrinks down and flies away while Torunn grabs James and Azari. James opens his eyes to see that he did not fall. Pym begins shooting at Iron Giant Man's head while Torunn lands the other two.

They see the other Iron Avengers land. Iron Cap now has the real cracked Captain America's shield. Iron Black Panther and Iron Black Widow rush to fight the children. James tells the others to get behind him. Suddenly the rain stops.

Iron Widow's hands fold into her forearms while guns fold out. It fires at them, while James protects them with his shield. Iron Panther leaps over the shield and tackles Azari. Iron Widow also leaps as Iron Thor flies into the air. Torunn flies up to meet it.

James just barely manages to dodge Iron Cap's shield. He turns to see Iron Cap running at him. Just then several arrows land on the robot and explode knocking it back. Iron Hawkeye flies around to see Hawkeye swing down.

Hawkeye releases himself from the cable just as Iron Widow attacks James. However, Iron Hawkeye blows up the rock Hawkeye is standing on. Hawkeye lands and fires an arrow. It lands on the flying Iron Hawkeye's bow and explodes. Iron Hawkeye lands in front of him.

Tony built these guys with plenty of tricks

Azari continues to "dance" with Iron Panther while James blocks another of Iron Cap's shield throw. Just then Iron Hawkeye stands up, its bow destroyed. However it holds up its other arm and produces another bow. Hawkeye leaps to dodge Iron Hawkeye's arrows.

Iron Giant Man sees Tony and locks on. It punches the rock and knocks Tony down.

Saving his father figure

Iron Widow comes at James, who flips around sending the robot into a rock. He turns to see Tony falling. Iron Cap runs at him but he leaps onto its shield and jumps off. He leaps off a rock and uses his energy shield to slide across the rock face. He catches Tony and slides to safety.

However, Tony is unconscious. Pym flies over and asks if he's okay. James grabs Pym, points to Iron Giant Man, and tells him he can do it. Pym flies away. Iron Giant Man continues to punch away at the cave.

Honoring the Giant Man legacy

Pym flies towards Iron Giant Man then grows to match its size. He leaps into the air and stomps down on the robot. Iron Giant Man slumps back onto the rock.

Trying to get him into the fight

The shocks shake the entire cave causing dust to fall. Betty looks at Bruce and berates him for letting the children die. Bruce says nothing and shields his face away from the falling dust.

Meanwhile, Iron Giant Man stands up and Pym doesn't know what to do. James tells him to hit the robot. Pym does so but to no effect.

Iron Panther dodges Azari's lightning attacks. Azari grabs his belt and turns it into an electrified staff. He slashes at the robot and eventually flips it over and away from him. Azari boasts about being too fast when the robot transforms into a panther, complete with claws. Azari and Iron Panther circle each other. Iron Panther then leaps at him.

Battling her mechanical father

Torunn and Iron Thor wrestle in the sky generating great bolts of electricity. Torunn slashes at Iron Thor but to no effect. Iron Thor grabs her causing her to drop her sword. It then hits her with an electrified hammer blow. She lands behind Pym and Iron Giant man who are duking it out. She calls her sword and flies up again.

James continues to block Iron Cap's attack with his shield. James leaps between its legs and throws his shield, but Iron Cap blocks the attack with its shield. However, the attack causes a rock slide burying Iron Cap. James leaps away and lands next to Cap's clattering shield.

Taking his father's weapon back

He looks up to see Iron Widow's arms split into two, each with its own pistol. It leaps into the air and fires at James damaging his gauntlet. He leaps back and grabs Cap's shield protecting himself. He throws the shield at Iron Widow slicing off three of its arms. He leaps into the air as the shield comes back to him. He uses it to tackle Iron Widow.

Pym still struggles with Iron Giant Man. The robot throws a punch but Pym dodges it. He puts both fists under the robot's chin and fires knocking the robot back. It crashes down barely missing James. Pym walks over to it but the robot is still not down.

Yet another secret of the Iron Avengers

It opens its out letting out nine Iron Wasps. They surround Pym and begin firing. They are too much for Pym and he eventually falls back into the rock. James throws his shield and knocks one of the Iron Wasps out of the air.

James tells him that he has to get Bruce angry. When Pym asks how James suggest making fun of his pants. Suddenly Iron Cap emerges from the rocks. James leaps down to battle him. Pym almost steps on Iron Cap as he runs from the Iron Wasps. Pym then shrinks down but the Iron Wasp swarm surround him. However, he gets out and flies away while the Iron Wasps don't even notice.

Pym flies into the cave. Iron Giant Man stands up and the Iron Wasps fly in after Pym.

Calling Reinforcements

Pym flies past Betty and Bruce demands to know what's going on. Pym apologizes and starts firing at Bruce. Betty grabs Vision's head and quickly backs out of the room. As she enters the hall she hears the Iron Wasps and heads back into the room.

Bruce tries to swat Pym away when he is suddenly attacked by several large blasts. Pym turns to see Betty trying to hide from the swarm of Iron Wasps. They walk up to the downed Bruce.

The jade giant returns

Betty grabs Pym and orders him to run. Just then an explosion blasts away the rock behind them. She turns to see Iron Giant Man through a large hole. The Iron Wasps continue firing at Bruce when the Hulk rears his head in a loud yell.

Outside, everyone, Iron Avenger and child alike, stop as they hear the Hulk's mighty roar. Iron Giant Man lifts its hand out of the rock when the Hulk flies out and destroys its head. The robot's body falls to the ground.

Hulk lands with Iron Giant Man's head and an Iron Wasp in each hand. James is stunned with wonder and Pym exclaims that they are going to win.

Iron Widow fires at Hulk but the giant turns around and grabs the robot. Hulk then begins repeatedly smashing the Iron Widow into the ground. He picks up a rock and slams it into the robot. However, the glow of Ultron can be seen overhead in the sky.

Two powerful enemies face to face

Hulk is suddenly blasted from above as Ultron lands. It grabs Hulk's head and teases that it never forgot about the monster. Hulk grows even angrier and punches Ultron through the ground where he stops at the base of a rock wall. Part of the wall falls crushing Ultron. Hulk does a running leap onto the rock.

Repulsor fire rises out of the rock and the entire rock blows apart. Hulk stands on the edge of the rock seeing Ultron uninjured. He leaps down but a bright flash goes off. As the smoke clears Ultron stands triumphant with Hulk slumped over on his fist. It then throws Hulk into a rock.

Hulk springs towards him but Ultron dislocates Hulk's shoulder. Hulk readies a punch with the other fist but Ultron punches him in the stomach. Hulk falls to his knees.

Defining his own legacy as the Black Panther

Meanwhile, Azari is still battle the Iron Panther. It leaps at him but Azari blocks its jaws with his staff. Azari's body suddenly glows and the force of the lighting blasts Iron Panther apart. Azari then creates a large panther made of lightning around him while he claims he is the true Black Panther.

Hawkeye leaps high into the air firing at Iron Hawkeye. Hawkeye puts an arrow through each of the robot's feet pinning it to the ground. Hawkeye fires another arrow right through its head.

Ultron continues to blast Hulk back with the repulsor in its chest. Hulk overcomes the powerful attack and makes his way towards the villain.

Hawkeye calmly walks by the Iron Hawkeye and puts an arrow in its back. As he walks away the robot explodes.

In the air Torunn still struggles with Iron Thor when it pushes her back. She flies forward and stabs the robot. She lifts her sword slicing it in half. The two pieces fall to the ground.

Defeating the imposter

At the same time, James throws his shield also slicing Iron Cap in half. He gets the shield back and is happy to have won. But when he turns around he sees Hulk fall before Ultron.

With the children gathered Torunn threatens the villain. Ultron looks at them and then fires at the ground knocking them all back. Azari gracefully lands and Pym charges Ultron. Pym fires to no effect. Ultron moves its head forward and burns Pym in its mouth. Pym falls on the chest of the Hulk.

Facing off against the enemy

Azari powers up his large electric panther then fires a massive electric attack, but it is absorbed by Ultron. It then fires out its chest, hands, and mouth knocking Azari back.

Torunn flies forward while calling her sword. She grabs the sword and stabs Ultron as hard as she can, but it is undamaged. She drops the sword when it grabs her by the neck.

Pym flies to Hulk's ear begging the giant to help them.

Saving the girl

James slams his shield down on Ultron's face forcing it to drop Torunn. He falls back and then flips forward knocking the villain over. James crouches behind his shield as Ultron stands and fires.

Pym continues to plead with the Hulk who is not moving. Pym then switches tactics and starts insulting the Hulk. He says that Hulk is afraid because Ultron is stronger. At the sound of that, Hulk opens his eyes.

James continues enduring Ultron's attack as the robot closes in. Ultron boasts that it will finally destroy the Avengers. Suddenly, Hulk grabs Ultron's head stopping the attack. James looks to see Hulk running and slamming Ultron down into a rock. Hulk begins to pound on Ultron.

James runs over to Hawkeye and helps him up. Azari does the same for Torunn.

The world threat defeated at last

Hulk continues to pound on Ultron until he stops. He picks up the robot and lifts it over his head, one hand on its head and the other on its leg. He pulls Ultron apart at the midsection. The children gather to see Hulk slam Ultron's head into the ground, the glow in its face slowly fading.

Hulk proudly announces that he is the strongest in the world. Suddenly James gets worried. Hulk looks over at the children and then runs at them. The children flee, except for Pym who is too shocked to run. Hulk raises his massive hand over the child. Hawkeye readies an arrow.

Don't make him angry any more

Suddenly, Betty's voice calls out to Hulk. He looks up to see her at the mouth of the cave. He leans over Pym and tells him not to sting Hulk anymore. Pym, his legs shaking, gladly agrees.

Heading off together

Hulk leaps into the air and lands at the cave. Tony watches from the ground. Hulk and Betty greet each other at last. The pieces of the Iron Wasps lay in the cave behind them. Betty sits down Vision's head and Hulk scoops her up in his massive hands. He turns away from the cave and leaps away.

The children watch them go. Pym's knees finally give out.

Later, the children stare at the two pieces of Ultron. Tony walks up stating it isn't over. He points out that Ultron's body is already repairing itself. Wires begin reconnecting the two halves. Ultron's hand begins to twitch. Tony states that if there's enough of it, Ultron will come back.

Making the sacrifice

Torunn states that they should put him someplace where he can't come back and flies forward. She drops her sword, picks up the two pieces, and flies into the sky. James asks what he is doing and she replies that she's keeping her family safe. She then blasts off into the sky.

As she flies up into the atmosphere ice begins to form on her and Ultron. She then spins around and tosses the two halves into space. However, the cold of space and the lack of air soon overcomes Torunn. She tries to call out to her father but the air is too thin. She soon falls still.

A bright light soon engulfs Torunn and the ice melts away. A voice tells her she has earned rest. She opens her eyes to see the glowing image of Thor. Her father is holding her in his arms.

Meeting her father at last

Thor sets her down on the Bifrost Bridge. He tells her how he is. He explains that he left her on Earth so that she could learn what it means to be human, just as Odin taught him. She begins to cry with happiness. He claims that none of the gods of Asgard have the humanity to be a true hero.

He then asks her to come home with him. He then shows her the realm of Asgard. She is very pleased to see her home and hugs Thor. However, she chooses to stay on Earth with her family. Thor already knows this. He tells her that she is always welcome in Asgard. The two embrace once more.

Back at Midgard Tony sets down the head of the Vision. The storm above them begins to break. Azari sits on the ground. Pym and Hawkeye stare into the sky. James paces around.

Everyone safe and sound

A massive bolt of lightning strikes the ground revealing Torunn clad is Asgardian armor. She stands and the children rush over and give her a hug. Tony watches in amusement.

The sunlight recharges Vision and he wakes up still talking about the Savage Land. However, he stops himself when he sees Tony and the children.

Pym falls to the ground in exhaustion. But Hawkeye picks him up saying it's not over. Ultra City is still overrun with robots that need to be destroyed. Tony asks if they ready to do any avenging.

Avengers Reassembled

The children all gather behind James. He holds up his father's shield and tells the newly reformed Avengers to assemble.


"Can we hear it again? Please."
"More...Tell us the story more! Please."
"Okay. One more time and then it's off to bed."

-James Rogers, Torunn, and Tony Stark, first lines of the video

"And there came a day unlike any other when Earth's mightiest heroes were united against a common threat. The Soldier, the God, the Knight, the Spy, the Giant, the King, the Pixie, the Ghost, and the Archer. On that day the Avengers were born to fight foes that no single hero could withstand. Time-traveling conquerors, alien invaders, and masters of evil. The Avengers vanquished them all. And finally, when the world was at peace, the heroes built lives of their own. The Soldier and Spy fell in love, as did the Giant and the Pixie. The King found his Queen. And the Thunder God returned to his kingdom far away from the world of men. And one by one the children of the Avengers came to be, children who would one day become a new generation of heroes. But in time evil returned, an evil called Ultron. Ultron wanted nothing less that total dominion over the world. But the Avengers stood in its way. Sadly, their defeat was inevitable. But before they fell, the Avengers hid their children in a faraway place where they would grow up safe from Ultron's grasp, because the Avengers knew that as long as the children were alive, there was hope, hope for the future."

-Tony Stark

"Tag, Pym."
"No fair, Azari. You didn't give me enough of a head start!"
"No fair? Aren't you the one who called no powers then shrunk and flew away?"
"Yeah, well, I meant no powers for you."
"Of course. Guess what, Pym? You're it."
"Hey, not so fast! And no powers!"

-Henry Pym, Jr. and Azari, first lines

"I dreamt of Asgard again, Father. The Bifrost Bridge stretched out to me and I could see the glow of the realm eternal. I know thee to be real, Father, and hope that one day soon you will come for your daughter."


"That's not how tag works, Torunn. You're supposed to run from Pym, not attack us."
"That's a human rule. An immortal Asgardian warrior runs from no one! You, Pym, and James are about to taste my sword's wrath! Hey...I mean forsooth! Where's James?"

-Azari and Torunn

"Does he get the sword, the spark, or the sting today?"
"It's His Royal HIghness' turn."
"I hate you, Pym."

-Torunn, Azari, and Henry Pym, Jr.

"What is your problem, James? You've been sleeping all day, missing training, blowing off your chores, and generally being a real pain."
"Who cares. What, am I gonna miss laundry day? So what if we don't do the chores and train? For what? Seriously, nothing's ever going to happen in this place. You can act like a king, Pym can play superhero, and Torunn can live in a fantasy land saying 'aye' and 'verily' till she's blue in the face! What's the point?"
"The point is to not be such a jerk!"
"Oh, right, sorry. There's no point for us 'cause our parents are dead. Your dad just abandoned you, so there's still hope."

-Azari, James Rogers, and Torunn

"James, wait. I know you feel trapped here with just the five of us, but try not to take out on your brothers and sister. If you want to be mad at someone, be mad at me."
"I'll apologize to 'em later."
"Your father was never very good at doing nothing, either. You know you can always come talk to me, James."
"But it's not the same, is it? Like you say, you're not my dad."

-Tony Stark and James Rogers

"We should be out there with Tony, not hiding!"
"Maybe this is a new training drill. Maybe...maybe it's Ultron."
"What? That's ridiculous. It's not Ultron. It's probably something stupid like a fire on the machine level or that time Jocasta went nuts because of a water main leak. It's not Ultron."

-Torunn, Henry Pym, Jr., and James Rogers

"Hello, children."

-Vision, first line

"My apologies. The drones in Ultra City have been upgraded. One was able to damage my immaterial form as I left."
"Were you followed?"
"Negative. Did I set off the alarms? Perhaps my electronic access keys were damaged. And how odd. This doesn't look like the control center."
"Everything's going to be all right. Come on, lets' get you to the workshop."

-Vision and Tony Stark

"I-I think I've been here before, when I was a kid. I remember holding onto this rail. I was falling. I-I remember being scared."

-James Rogers

"What is this?"
"These are our parents."

-Azari and James Rogers

"How did they find you?"
"I was accessing the mainframe. All of Europe has now been subjugated by the machine forces since my last report. Drones are gathering along the Pacific Rim and Eastern Europe. The invasion of Asia will soon commence."
"In thirteen years, he's conquered half the planet."
"Also, Clint Barton's son is alive."

-Tony Stark and Vision

"Um, Dad, can you hear me? Hello? Are you awake?"
"James, it's not your dad. It's a robot."

-James Rogers and Torunn

"Sir? Captain America? Are, uh, you,"
"Iron Avenger. Designation: Captain America, now online. Accessing mission database. Mission acquired. Destruction of A.I. threat. Designation: Ultron. Commencing.

-James Rogers and Iron Captain America

"Iron Avengers, assemble!"

-Iron Captain America


-James Rogers and Torunn

"Energy source detection. Location: Arctic Circle. Energy analysis matches fugitive designation: Iron Man."

-Ultron's Computer and Ultron, first line

"Those robots, the Iron Avengers, why are they going offline?"
"The enemy has developed the ability to infect machinery, corrupting and overriding its programming with its own. There is a high probability that the Iron Avengers have been compromised."
"Iron Captain America offline."
"He was the last of them. Ultron will be coming for us now."

-James Rogers, Vision, and Jocasta

"Children. Unexpected. Assessment: potential threats. Commencing termination."


"The Knight, Iron Man!"
"Get to the control center! I'll hold it off."
"I'll be right behind you. Go!"

-Henry Pym, Jr., Iron Man, and James Rogers

"Stay, robot head. We'll be right back."
"Vision override. Command code: Quinjet."
"What? What's a Quinjet?
"Take your seats, please. We are launching."

-Henry Pym, Jr., Vision, Torunn, and Azari

"Struggling until the end. Illogical. You must realize the end is here."
"No. Still...hope."
"False. Hope is a human delusion."
"Your Iron Avengers are now under my control now, Iron Man, and you belong to me."

-Ultron and Iron Man

"I think I can get him up and running. I'll need to reconfigure his power matrix."
"I say thee nay! I will not run and I will not hide. I am the daughter of Thor and Ultron will pay for what he's done."
"But Tony wanted us safe. Going after Ultron is the exact opposite of that. James, back me up. James?"
"I led Ultron to our home. Tony's gone because of me."
"No! We're going after Ultron. Pym, take the controls and head for this Ultra City."
"I'm on it, Torunn! Uh, two questions: How do you fly this thing and where is Ultra City?"

-Henry Pym, Jr., Torunn, Azari, and James Rogers

"Hereth be the plan."
"I don't think 'hereth' is right."
"Shut up, Pym. Here's the plan: we fight our way through the city, get to Ultron, smite him, free Tony."
"That plan is insane on several levels. We can't beat Ultron."
"I am immortal and invulnerable. Ultron holds no fear for me. Besides, my father watches over me."
"You don't know that you're invulnerable."

-Torunn, Henry Pym, Jr., and James Rogers

"Have at thee!"


"You ready to get out of here, beautiful?"
"I-I mean, yes."
"Then hang on."

-Hawkeye, first line

"Even your mere existence causes chaos, Avenger. But soon there will be order. These children you have kept hidden, they will be found."
"The kids are gone, machine, far away form you."
"False! Like all humans, they are inherently illogical."

-Ultron and Tony Stark

"You will not tell me everything you know about them or you will learn the upper limits of the human capacity for pain."


"Wait a minute. Barton? Do you know a guy named Clint Barton?"
"Okay, kid. How do you know my dad?"
"Kid? You're like a day older than us."
"We think your dad was an Avenger like our parents."
"Like your parents? Your parents were Avengers? That's not possible. My dad said Iw as the last! He told me I'd be the last Avenger! I've been here fighting all this time. Where have you been?"
"Let him go! We didn't know."
"I thought I was the last one."

-Azari, Hawkeye, Henry Pym, Jr., and James Rogers

"No. He's alive. If Tony was captured, Ultron has him in the Citadel."

-Betty Ross, first line

"We could use a hand."
"I've got better things to do than get disintegrated."
"Did your father give up this easily?"
"If you bring up my father one more time, I will punch you in the face."

-James Rogers and Hawkeye

"Stay safe, beautiful."
"You too."

-Hawkeye and Torunn

"James, we shouldn't be here! What if...what if..."
"It's going to be okay, I promise."

-Torunn and James Rogers

"Okay, there's no one here. Maybe Ultron assumes no one would be dumb enough to break in."
"Hah! We showed him. We are dumb enough."

-Azari and Henry Pym, Jr.

"Please...please tell me you didn't just walk into Ultron's trap."
"How do you know it's a trap? Maybe we're just that good."
"I know because I built Ultron."
"Oh. Well, that sucks."

-Tony Stark and Henry Pym, Jr.

"Do you see now, Avenger. Rumors of the children's existence already spread among the humans. Superhuman variable cannot be permitted. The children must be destroyed."
"Hey, that's not fair! James doesn't even have any powers."

-Ultron and Henry Pym, Jr.

"Scanning Avengers data files. Identity match. James Rogers, son of Steve Rogers, AKA Captain America, the most dangerous of all the Avengers. He inspired them, and like Captain America, you, James, will be the first to fall!"
"Not today, robot."

-Ultron and James Rogers

"Scavengers, disappear."


"There is no hope for the Avengers."


"Kinda cutting it close there, gorgeous."
"Better late than never."

-Hawkeye and Torunn

"I created Ultron to be a force for peace, for law and order. But its programming evolved. It began to believe the only way to truly bring order to the world was to control it. That's when it turned on us."
"That's why Ultron didn't kill you? Because you're his daddy?"
"My armor was damaged in the attack. Cap told me to get the kids to safety. I couldn't get to you in time, Francis."

-Tony Stark and Hawkeye

"I raised you all hopefully as your parents would have wanted. I owed it to them. Ultron was my fault."

-Tony Stark

"Why didn't my father help?"
"Thor left the Avengers when his father Odin died. He said Asgard was his responsibility from then on, not Earth."

-Torunn and Tony Stark

"Until the Vision told me you were alive, I thought we were the only ones to survive Ultron's attack. I didn't know your father escaped."
"You weren't the only ones, Tony."

-Tony Stark and Betty Ross

"The Hulk survived too."
"What's a 'hulk'?"
"The Hulk is a monster. That's what my dad said. He used to tell me stories. He said the Hulk was the strongest one there was."
"What, like a monster monster? With fangs and stuff?"

-Betty Ross, Henry Pym, Jr., Hawkeye, and Azari

"Francis is right, the Hulk was a monster, a creature of pure rage."
"Is the Hulk strong enough to defeat Ultron?"
"He won't help you, James. He's too scared."

-Tony Stark, James Rogers, and Betty Ross

"Can you help us get out of the city?"
"Yeah, right. Help the guy who created Ultron, who got my dad killed? What do you think my father would have done, Stark?"
"Clint? He would have punched me in the face, then he would have helped me."
"Wow. YOu really knew my dad."

-Tony Stark and Hawkeye

"Besides, anything to impress a girl, right?"
"Girl? Wait. You mean Torunn? Dude, she's like my sister."
"So, she's available?"
"No, she's not!"

-Hawkeye and James Rogers


-Bruce Banner, first lines, and Tony Stark

"No no no no no no no! Get out! Get out of here! Please, for your own sakes, you have to get away from me!"
"Nuts, anyone?"

-Bruce Banner and Hawkeye

"Bruce, it's me. It's..."
"Bruce, it's okay. Breathe."

-Tony Stark, Bruce Banner, and Betty Ross

"What happens when he gets angry?"
"Anger makes the Hulk come out."

-James Rogers and Tony Stark

"Can the Hulk defeat Ultron?"
"The Hulk doesn't care about Ultron, boy! He just wants to be left alone."

-James Rogers, Tony Stark, and Bruce Banner

"When the Hulk comes out bad things happen."

-Bruce Banner

"We can't hide anymore, Torunn. If we don't stand up to Ultron, who will? If we don't protect people like the Scavengers, who will? We have to make a stand. The longer we wait the more powerful Ultron becomes. He'll never stop hunting us. He'll never stop coming after Tony. We have to stop him. We owe it to our parents. We're all that's left of their legacy. The Hulk is the strongest one there is, right? Well, if the Hulk won't go to Ultron, then we'll bring Ultron to the Hulk."

-James Rogers in his first inspiration speech

"Okay, you remember when I called Bruce nuts. You got him beat."


"I hope your right about this."
"That makes two of us."

-Azari and James Rogers

"James, what have you done?"
"What our parents would have."

-Tony Stark and James Rogers

"Father, please help us. I'm scared for my brothers, for Tony, for Hawkeye. They need me. If you ever cared for me, please help me now. Help me save my family. I'm begging you. Lend me your strength."
[Sword lands in front of her]
"Thank you, Father. Thank you."


"The Iron Avengers are tough, but not invincible. Go for exposed joints. Try to surprise them, trip up their programming. Don't get locked down to one opponent."
"What about Ultron?"
"Ultron is a different story."

-Tony Stark and Henry Pym, Jr.

"This plan seemed a lot better when Torunn and the Hulk were involved."
"Whether you know it or not, you've prepared for this all your lives."
"Aye, we did! And today we meet our destinies!"
"She means that in a good way, right?"
"Probably better if we don't know."

-Azari, Tony Stark, Torunn, and Hawkeye

"Welcome back."
"You know I wouldn't miss a fight."

-James Rogers and Torunn

"Are you really going to let them just die out there, Bruce?"

-Betty Ross

"Pym, get to the Hulk. Tony said anger brings him out, so make him angry."
"What? Knock it off! Angry? How?"
"I don't know. Insult him. Make fun of his pants!"

-James Rogers and Henry Pym, Jr.


-James Rogers upon seeing the Hulk


-Hulk, first line

"Did you think I had forgotten you, monster? Ultron never forgets."


"You're not the Black Panther! I am!"


"Ultron, we would have word with thee."


"Mr. Hulk, you have to get up. You have to help us, please! Ultron killed our parents! He's killing us! And, and...and you're scared of him. Ultron's just a stupid robot and he can beat you up. And he said you were ugly. He said you were a big wimp and that he was stronger than you!"

-Henry Pym, Jr.


-Ultron, last line



"Uh-oh? Uh-oh! What do you mean, 'uh-oh'?"

-James Rogers and Azari, last line

"Shrinking boy no sting Hulk anymore!"
"Never again, I promise."

-Hulk and Henry Pym, Jr.

"Hello, Betty."
"Hello, Hulk. Are you ready?"

-Hulk and Betty Ross, last lines

"It's not over. It might take a while, but Ultron's systems are designed to repair. As long as there's enough of him, he can always come back."
"Then we hae to take him somewhere he can't come back!"

-Tony Stark and Torunn

"Torunn! What are you doing!?"
"Making sure my family is safe."

-James Rogers and Torunn

"Rest, my child. Thee have earned it."
"You have done me proud, Torunn. In facing your mortality, you learned the very same lesson that Odin strove to teach me. You learned what it meant to be human. That is why I left you with the Avengers. Because in all the gods of Asgard, none have the humanity that make a true hero. Come home, Torunn. Come home to Asgard."
"Home. Oh, Father, I can't believe I'm saying this. My home is with my family on Earth."
"I know, my daughter. But know that the doors to Asgard are always open to you, and when the time comes, you will be welcomed."

-Thor, only lines, and Torunn

"Dad says hi."

-Torunn, last line

"Solar power cells recharged. As I was saying, the Savage Land is quite lovely. I...Oh my. Have I missed something?"

-Vision, last line

"Man, it's been a long day."
"It's not over, short stuff. There's about ten-thousand robots in Ultra City that need arrows in their heads."
"So, are you up for a little avenging?"

-Henry Pym, Jr., Hawkeye, and Tony Stark, last lines

"Avengers, ASSEMBLE!"

-James Rogers, last line of the video


  • During Tony's story, Vision enters a hallway with a 51 on the wall, likely a reference to Area 51.
The Masters of Evil
  • It is difficult to determine who exactly is in the Masters of Evil. Baron Zemo is clearly shown. Loki is identifiable because of his horns. One appears to be Immortus because of his hat. The other is shown to wear a hood and is most likely Doctor Doom.
  • Azari plays tag with Henry Pym, Jr. at 11:30 AM.
  • James Rogers is named after James Buchanan "Bucky" Barnes, Captain America's former sidekick and villain turned hero. Azari is probably named after his great-grandfather. Torunn is Old Norse meaning "to love."
Storm would explain the lightning powers
  • Though unspecified, Azari's mother is the X-Man Storm. In the comics, they were married by the time the movie was made. This is why he has control over lightning. Though why he does not have Storm's other powers over the weather is anyone's guess.
  • Black Panther holds up Azari in front of the nation of Wakanda much like the Walt Disney movie The Lion King. That movie also featured an African prince whose father was murdered, he was raised elsewhere by others, and came back to avenge his father's death. Ironically, Disney would later purchase Marvel.
  • Also unspecified, Torunn's mother is Sif, who Thor is romantically involved with.
  • Among the items in James Rogers' room are a large pile of laundry, tennis racket, model airplane, basketball, baseball, plunger, notebook, textbook, knit cap, helmet, bucket, and a flashlight.
  • James Rogers must feel comfortable changing in front of Torunn as he does so under lockdown.
  • When the Iron Avengers launch the radar states that the temperature is at 76 C, wind velocity is at 15 NE, barometer is 23/125 E, and the energy shield is at 125%.
  • The radar detects Ultron moving at 400 kilometers per hour, at a longitude of 134 W, and latitude of 235 N.
  • Hawkeye is the oldest of the children at seventeen years old. Henry Pym, Jr. is the youngest at around thirteen years. It also appears that Azari is younger than both James Rogers and Torunn.
  • Francis Barton's mother is unspecified. Though it is possibly Mockingbird, who Clint Barton had a relationship with.
  • Henry Pym, Jr. claims that James Rogers has no powers. However, James display enhanced abilities like his father and mother, who were both supersoldiers. For example, James makes a ten foot back flip off his bungalow and over Azari. He simply does not have the extraordinary powers that Pym, Azari, and Torunn have. Pym may not consider his peak-of-humanity abilities to be real powers, or he is lying to protect James.
  • Tony Stark claims he built Ultron. In the comics, it was Hank Pym. Either it was changed for this continuity, or Tony was lying. He may have lied so that Henry Pym, Jr. would not be upset that his father created the evil robot. He could have had a part in helping Hank build it.
A different origin for the character
  • Ultron and Tony Stark are both voiced by Tom Kane. While it does save on the voice acting budget, it could indicate that when Tony built Ultron he simply used his own voice.
  • Hawkeye says "Scavengers, disappear" when Ultron's forces attack. This is in direct contrast to the usual "Avengers, assemble" that lead the way into battle.
  • Torunn's sword exhibits the same properties as Thor's Mjolnir. Both cannot be picked up by someone unworthy and both go to their master at their call.
  • Torunn's sword returning to her is one of Joshua Fine's all time favorite Thor moments that includes the comics, series, and films.[1]
  • James Rogers tells Henry Pym, Jr. to make Bruce Banner mad by making fun of his pants. In the comics, Hulk's pants were originally purple, which was made fun of by fans and even The Incredible Hulk film.
  • Iron Giant Man doesn't have much luck keeping its head. Both Ultron and Hulk destroy it.
  • Hawkeye is the only child to directly take on his parent's title. Though Azari does claim he is the true Black Panther and could indicate his acceptance of the title.
  • Adrian Petriw, voice of Hawkeye, used to love watching X-Men and Spider-Man when he was in elementary school.[2]
  • The credits show concept art of the characters.
  • This video is listed as Earth-555326 in the Marvel Multiverse.


  • So only Hulk and possibly Thor could defeat Ultron before? What about other heroes with vast strength like Wonder Man, Sentry, She-Hulk, Hercules, Colossus, or Beta Ray Bill?
  • Henry Pym, Jr. is an acknowledged tech-head. Yet is he disgusted by Vision's "guts." Later he says awesome when Vision's chest opens up. Does he like technology or not?
  • The radar states that the temperature is at 76 degrees Celsius. That's about 168 Fahrenheit. A little hot for the Arctic Circle.
  • According to the radar, Ultron moves up behind the Iron Avengers, and over the children's hideout. Yet in the next scene Ultron is moving the opposite direction, going to meet the Iron Avengers.
  • Why would Ultron tell his servant robots to "find them" after they rescue Tony Stark when they're right there in the Citadel. Why not "follow them"?
  • When the Iron Avengers landed for the end battle, where was Hawkeye and why wasn't he with the other children?
  • Rain does not stop so suddenly. It dissipates, no matter how briefly that period is.
  • When James Rogers sees Tony Stark fall someone yells out Tony's name. But it is not James' voice and no one else was shown.
  • Torunn launches both pieces of Ultron into space but fairly close together. If it can repair itself why not launch them in separate directions or, better yet, into the sun.
  • Vision is able to turn his head around all by itself. It shouldn't rotate without a body or outside force.


  • The Avengers is made of the same team as Ultimate Avengers II, except with the addition of Hawkeye and Vision and definitive joining of Black Panther. However, they appear in their 616 costumes rather than Ultimate, and Giant Man did die in the other movie.
Not the only Pym to confuse Thor's gender due to the Asgardian's hair


Actor Role
Noah C. Crawford James Rogers
Brenna O'Brian Torunn
Aidan Drummond Henry Pym, Jr.
Dempsey M. Pappion Azari
Adrian Petriw Hawkeye
Tom Kane Iron Man
Fred Tatasciore Hulk
Additional Voices
Shawn Macdonald Vision
Additional Voices
Michael Adamthwaite Thor
Additional Voices
Ken Kramer Bruce Banner
Nicole Oliver Betty Ross
Additional Voices

Adrian Petriw would go on to voice Iron Man/Tony Stark in Iron Man: Armored Adventures.


See also Next Avengers: Heroes of Tomorrow (Video) Full Credits.

Position People
Distributor Lions Gate Home Entertainment
Producer Marvel Studios
In Association With MLG Productions 5, INC.
Editor George P. Rizkallah
Composer Guy Michelmore
Music Supervisor David Ari Leon
Voice Director Jamie Simone
Executive Producers Kevin Feige
Eric S. Rollman
Supervising Producers Craig Kyle
Co-Executive Producer Stan Lee
Producer Gary Hartle
Screen Story Greg Johnson
Craig Yost
Screenplay Christopher Yost
Director Jay Oliva
Supervising Director Gary Hartle


DVD cover

Special features include:



Christopher Yost worked on New X-Men, Runaways, and Young Avengers, which all featured young superheroes. He points out that Spider-Man and the X-Men also started off fairly young.

The video was inspired by comics such as Franklin Richards: Son of a Genius and Mini Marvels.

The line-up of children was picked because they felt audiences would be familiar with the team from Ultimate Avengers and Ultimate Avengers II.[4]

Ultron was picked as the villain because of how powerful he was in the comics and he fit in with the futuristic setting.

All of the children were created for this film with no comic book counterpart. The producers wanted to appeal to younger fans. They saw it as children's entertainment but could still be fun.

Christopher Yost liked the children idea and took it upon himself to make sure the children still acted like kids. He wanted to respect kids as still being smart. He found Hawkeye and Henry Pym, Jr. the easiest to write.

The producers wanted to keep a light feeling to contrast with the darker elements of the story.

Showing the evolution of his character

The producers designed Tony Stark to be the same playboy bachelor he was, except show how having children changes a person.

Torunn's storyarc was written as a story about faith. Since she was put on Earth by Thor but does not know if he even exists. The producers want to show her arrogant at first and then become humbled. James Rogers was written the opposite.

According the producers, Henry Pym, Jr. actually has mechanical wings, Tony Stark's technical interpretation of Wasp's powers. The same with James Rogers' gauntlet.

Like a humanoid cat rather than man in cat costume

The producers made Azari more of a cat in human skin, rather than like his father who is a man dressed like a cat.

The design was originally closer to Marvel Comic's style of art. Azari was the first to be changed and the rest followed similar patterns.

The video was originally titled Teen Avengers. Later it was retitled Avengers Reborn, which can be seen on the Doctor Strange: The Sorcerer Supreme DVD.

So far, this is the only video to be rated PG for sci-fi action violence and some mild language. All others have been PG-13 except for the unrated Planet Hulk and Thor: Tales of Asgard. This was so the movie could appeal to a younger audience.

The film was released September 2nd, 2008.

Brought into the comics

Marvel initially teased the idea that the characters from this movie would appear in a comic book written by Brian Michael Bendis. They were eventually incorporated into the main comic line in The Avengers #1. Each of them had subtle differences from their look in the video. However, the events in the comics contradict the film putting it into another universe.[5][6]


Critics and fans were confused at the choice to use the Avenger's children rather than have a sequel to Ultimate Avengers II, or feature another adaptation of the Avengers comics. Many felt it was a watered down children's version. However, critics felt that the story was good for what it was, claiming it was the best story that had come out of the Marvel animated movies up to that point. Though they were disappointed with Henry Pym, Jr. being too annoying and felt Azari lacked enough character development. They liked how natural it was for Tony Stark to evolve from a playboy to father. They also liked the numerous references to Marvel stories.


A powerful villain

James Harvey of Marvel Animation Age was surprised by the video. He thought that the PG rating meant it was a tame children's movie but found it actually had a lot of action, an enjoyable story, and cool characters. He felt it delivered both a fun for all ages story with intense action sequences. He enjoyed the comic book-looking origin story and enjoyed how it was a tale told by Tony. He appreciated all the nods to the Marvel universe, feeling that it helped achieve a higher quality of story. He liked the light-hearted and fun film and enjoyed it more than he thought he would. He thought the children started off has hokey but the movie came together when the characters did. He expected Henry Pym, Jr. to be annoying but found him funny. He expected that fans would enjoy James Rogers and Francis Barton the movie and would probably also like Henry and Torunn. Though he noted that Azari has the least development and face-time. He felt the movie kept its momentum all the way through and even had a couple of surprises. He noted that while the ending seemed bleak it was also hopeful. He felt Ultra City was very eye-catching. He considered an enjoyable vision of a possible future and hoped it would be revisited. He noted that some fans of the Avengers might not appreciate the change, he, who admits he too is a fan, saw it as the next chapter dripping with "classic Marvel style." He pointed out how well Tony Stark was portrayed and how believable and natural it was. He claimed the characters all felt like the Avengers and the action sequences, especially the last one, were awesome. He noted that while it is fun it deals with serious issues and isn't patronizing. However, he did fell the end battle was finished too quickly and somewhat of a cop-out. Though he did involve the last scene with Torunn. He felt that if audiences gave it a chance it would surprise them with its intense and solid story, fun characters, and countless references. He thought it did justice to the 616 Avengers legacies. He singled out Ultron as an awesome villain and taking out the Avengers was awesome though brutal. He felt that out of all the movies that had come out so far it was the best in terms of story-telling and character development. Though he noted a few iffy animation sequences like Torunn attacking the Ultron drones and another involving the Hulk. I guess what I'm trying to say is, I really enjoyed this movie. I wasn't even the target demographic, but I think Marvel Animated Features hit it out of the park with this one. It's a fun movie that's that really well put together, plain and simple. The story is great, the animation is on par with previous Marvel Animated Features efforts, and it's a movie that both the life-long Marvel fans and the younger demographic can enjoy. Next Avengers: Heroes of Tomorrow is a fun movie with compelling characters and a solid action-filled storyline. It's suitable for everyone, and is definitely an animated movie I would Highly Recommend to anyone, comic fan or not."[7]

Christopher Monfette of IGN noted that the comic book industry is known for playing with chronology and has at times transformed iconic characters into trash-talking pre-teens. He felt that the movie almost devolved into one such effort. He felt the story was simple and did a sufficient family-friendly job. He thought the set-pieces were well-executed. Though the voice acting was average and animation wasn't anything special. He did like the final battle as it was brilliantly constructed. He noted that the target audience, children, would be pleased with the movie and maybe even the parents. He did feel it was an entertaining comic book film. However, he felt that a large part of comic books is seeing the heroes in costume doing their thing. He felt that children don't have the same appeal for comic book fans because they don't have the same mortality and crises. He felt that Captain America and Thor weren't meant for children and didn't like the new aesthetic. He gave the film a seven out of ten saying, "That small complaint aside, The Next Avengers provides action and humor and drama for a new generation of fans, and while it doesn't feel as if these characters will ever grow to be as iconic as their forefathers, Heroes of Tomorrow is a hugely watchable piece of animated entertainment."[8]

Felix Gonzalez, Jr. of DVD Review felt that the producers had run out of ideas with this movie. He felt that as a children's movie it was entertaining though it was watered down compared to other Marvel stories. He felt the characters fell into the usual cliches of teenage heroes. He didn't think they were as compelling and interesting as Marvel usually is, but they would relate to tweens. He felt the final battle was the highlight of the film generating plenty of action. It was big enough for what fans should expect but not enough to scare kids. However, he felt that getting to the end was a chore as he didn't like the child-friendly action. He felt it could have been more exciting for adults while still entertaining children. "Next Avengers: Heroes of Tomorrow is harmless and lightweight entertainment, but it is strictly for the tween crowd. With by-the-numbers characters and only a marginally interesting setup, however, even younger viewers may grow impatient as the film makes its way to a pretty good climax. This will probably be of interest mainly to diehard Marvel collectors and those intent on completing the video series. It will not likely be anyone's choice for the strongest entry."[9]

A different take on the comics

David Cornelius of DVD Talk felt that every Marvel Animation project up this point had come up short with bland stories and mediocre animation. He was refreshed that the movie was an original story and wasn't another tiresome origin formula. He also liked that it wasn't just a Teen Titans copy. He felt that all the children were just slightly-tweaked versions of their parents. He also claimed that the movie had given up on itself by the time they found Hawkeye. He felt that the movie had potential with the dystopian future, but lacked actual ambition. He liked the scene where the children discover the Iron Avengers but didn't like how the whole movie had them fighting their robotic parents. He claimed that potential was lost with Tony Stark and Bruce Banner as heroes who are afraid of themselves. He also didn't like how the enemy was defeated by Hulk, making the children seem pointless. He thought that only children would be excited by the action, while parents would be bored with the non-action moments. He felt the dialogue was awkward and sometimes was clumsy. He also claimed the animation was mediocre at best. "Marvel has already announced three more titles in their DTV Marvel Animation line, although if Next Avengers is any sign of their progress, they may want to stop while they're behind. [...] Next Avengers is another batch of lost opportunities for Marvel, whose DTV animation division keeps floundering. Parents looking for a slight time-passer for their kids - and, perhaps, grown-up fans with mild curiosity about this new effort - will do fine to merely Rent this one."[10]

Felix Vasquez Jr. of Cinema Crazed liked the scene were Hulk eventually destroyed the Iron Avengers and the scene between Torunn and Thor. He also enjoyed that Ultron was the despicable technological force that fans knew. However, he felt that overall comic book fans would not enjoy the film. He felt it was more like a television pilot. He claimed that those who grew up with "the inoffensive pseudo-Asian ADD addled Saturday Morning cartoons of the new generation" would possibly enjoy it but others would not. He felt that the Avenger's death meant nothing with the children gathered around to hear it as a bedtime story. He claimed Vision was out of character, playing more like C-3PO and didn't like that he was Henry Pym, Jr.'s pillow. He thought it did nothing to reinvent the characters and would only appeal to audiences who weren't old enough to read the comics. "Toys, video games, there’s so much potential for Marvel to tap this well for all its worth should a potential series pan out. While I’m all for appealing to a younger newer generation of possible comic book readers, Next Avengers is the antithesis of what should be done to grab new demographics. The animation is so so, but the final product is brutally mediocre."[11]

Newsarama ranked it as the tenth greatest comic book based animated feature claiming the feature was fun and lighthearted while still having its drama.[12]

It has a 6.3 rating on the Internet Movie Database. Among the community it has a 52% Rotten on Rotten Tomatoes.


James Harvey of Marvel Animation Age claimed the audio and visuals were the best transfer of any of Marvel's animated features. The animation is clear without any defects. The audio is great while loud and clear. The extras are typical though not much. It had the most trailers of any feature so far. He thought the extras were standard, with "Legacy" and "Kid Power" being more fluff to fill space. He wished they had done more to examine the development of the film and answer questions. Though he did like how they explored the comic book origins of the story. He said the best features were the Hulk vs Wolverine and Hulk vs Thor previews and looked amazing. He said the Blu-ray features were also standard, as they are the same as the DVD. He wished for more, like a pop-up trivia track as seen on Ultimate Avengers. "It's a good release, with solid audio and video and adequate bonus features, but I'm hoping for more. Still, the disc comes Recommended for fans, comic readers or no."[13]

Christopher Monfette of IGN gave the video a seven out of ten saying the transfer was good. It had strong coloration and clear image. The colors were vibrant and better than most animated DVDs. Though he noticed a few problems with the digitization in fast-moving moments. He gave the audio an eight out ten saying that is where the movie truly succeeded. He claimed that every sound effect came across very well. He noted that it impressed him with his size and scale drawing him deeper into the movie. He gave the extra features a seven out of ten. He liked the "Legacy" feature as it showed the development of the children and Tony Stark. He enjoyed how "Kid Power" explored the themes and struggles of the younger heroes of Marvel. He noted that Hulk Vs looked epic from the two previews. "Thankfully, Next Avengers provides audiences with a strong piece of entertainment to tide them over."[14]

Felix Gonzalez, Jr. of DVD Review felt the movie looked good with strong colors. He felt the image did the animation justice. He liked the sound especially in the climax. Though he felt the movie was short on features. "Legacy" and "Kid Power" were typical press release fluff. Though "Kid Power" was more interesting.

David Cornelius of DVD Talk felt the colors were solid and image was clean. He thought the sound effects were impressive and dialogue was clear. He claimed "Legacy" over-explained the characters though did provide insight into the development, while "Kid Power" was unnecessary.

The DVD has a four and half star rating on Amazon.


The video was the first to introduce the idea that it was Tony Stark, and not Hank Pym, who created Ultron. The live-action Marvel Cinematic Universe film Avengers: Age of Ultron, from Marvel Studios, would also use this concept as Hank had yet to be introduced at the time.


External Links

Direct-to-Video Features
Dracula: Sovereign of the DamnedThe Monster of FrankensteinUltimate AvengersUltimate Avengers IIThe Invincible Iron ManDoctor Strange: The Sorcerer SupremeNext Avengers: Heroes of TomorrowHulk Vs: (Hulk vs Wolverine / Hulk vs Thor) • Planet HulkThor: Tales of AsgardIron Man: Rise of TechnovoreIron Man & Hulk: Heroes UnitedLego Marvel Super Heroes: Maximum OverloadAvengers Confidential: Black Widow & PunisherIron Man & Captain America: Heroes UnitedLego Marvel Super Heroes: Avengers ReassembledLego Marvel Super Heroes: Avengers ReassembledMarvel Super Hero Adventures: Frost Fight!Hulk: Where Monsters DwellLego Marvel Super Heroes – Guardians of the Galaxy: The Thanos ThreatMarvel Rising: Secret WarriorsMarvel Rising: Chasing GhostsMarvel Rising: Heart of IronLego Marvel Spider-Man: Vexed by VenomMarvel Rising: Battle of the BandsMarvel Rising: Operation ShuriMarvel Rising: Playing with FireLego Marvel Avengers: Loki in TrainingLego Marvel Avengers: Time Twisted