Iron Man 3 (2013) – Complete Annotations

Release date: 3rd May 2013

Director: Shane Black
Screenwriters: Drew Pearce, Shane Black


Music, and a voiceover.

That voiceover is Robert Downey Jr. We’ll see more of him in a bit.

Opening shot from Iron Man 3 (2013)
Opening shot from Iron Man 3 (2013)

We see footage of Iron Man armour being blown up. It looks Mark V on the very left, Mark VI in the middle with the triangle chest plate, and the Mark VIII. We last saw Iron Man in the Mark VIII, in The Avengers (2012).

Then we hear Eiffel 65‘s Blue. It is a terrible catchy pop song with almost no redeeming value. It was a huge hit at the end of 1999 and was played a lot that New Year’s Eve. Which gives us a clue of where we are.

Then MARVEL titles. Followed by Paramount titles.

Titles tell us it’s 1999, and we’re in Bern, Switzerland. The exterior is the Bellevue Palace, Kochergasse 5, 3011 Bern, Switzerland.

The interior is Cape Fear Club, 206 Chestnut Street, North Carolina. Most the film was shot in North Carolina.

We see a woman, who we will meet as Maya Hansen. She is played Rebecca Hall.

Rebecca Hall as Maya Hansen in Iron Man 3 (2013)
Rebecca Hall as Maya Hansen in Iron Man 3 (2013)

iron_man_vol_4_1 Maya Hansen is from the comics, a brilliant scientist and one of the Doctors behind the Extremis program. The Extremis storyline plays a big part in this film.

She first appeared in Iron Man Vol.4 #1, January 2005. She was created by Warren Ellis and Adi Granov.

eb3bd5aad4ab1b45fa42229bbcefac44Rebecca Hall had started in romantic films like Starter For 10 and Vicky Cristina Barcelona. She started to appear in American action films like The Town before appearing here. Hall told

It’s interesting to come into something that is already so iconic and has so many images that everyone knows and has become culturally very apparent. It’s thrilling to walk on set and see the suit and see the glowing hand and how it all works. It’s really exciting stuff.

It has since been revealed that Hansen was supposed to be the villain of the film. It was nixed by the heads of Marvel, who didn’t want to see a female villain because the toys wouldn’t sell (or some bullshit). She was already signed on when the role was changed.

Jessica Chastain was originally tied to the role.

Anyway, she’s with Tony Stark, played by Robert Downey Jr.

Robert Downey Jr as Tony Stark in Iron Man 3 (2013)
Robert Downey Jr as Tony Stark in Iron Man 3 (2013)

Robert Downey JrThis is Downey’s 5th appearance in the MCU as Tony Stark/Iron Man. We last saw him in The Avengers (2012). Downey told the press (captured by Slashfilm):

This is, to me, the kind of grab bag wish list of things we’ve always wanted to do and haven’t had the chance. I put so much onus on Iron Man 3. Iron Man 3 was supposed to answer all the questions for an audience. Cure all my uncomfortable moments in the past playing this character and get in every idea that fell by the wayside the last three movies.

With him, as usual, Happy Hogan, played by Jon Favreau.

Jon Favreau as Happy Hogan in Iron Man 3 (2013)
Jon Favreau as Happy Hogan in Iron Man 3 (2013)

Jon FavreauThis is Favreau’s 3rd appearance in MCU as Happy Hogan. We last saw him in Iron Man 2 (2010).

It’s a minor surprise to see Favreau here. He had directed the first two Iron Man films, and was at one point in line to direct The Avengers. But he was burnt on Marvel after his last film. He remained an executive producer and appears happy to just be Happy in the MCU nowadays.

His look is supposed to be a nineties reference itself. He’s supposed to look like John Travolta in Pulp Fiction.

He bumps into Ho Yinsen, played by Shaun Toub.

Shaun Toub as Ho Yinsen in Iron Man 3 (2013)
Shaun Toub as Ho Yinsen in Iron Man 3 (2013)

Shaun ToubThis is Toub’s 2nd appearance in the MCU as Yinsen. We last saw him in a cave in Iron Man (2008).

In a beautiful call back, Yinsen mentioned that he had met Stark in Bern many years ago. It was most likely a throwaway line from 5 years earlier. Pretty sure Toub never imagined he’d be asked to reprise his role and create that scene.

He introduces Tony to Doctor Wu, played by Xueqi Wang.

Xueqi Wang as Doctor Wu in Iron Man 3 (2013)

Wu was created for the film. According to Drew Pearce, he got the name from the Steely Dan song from their 1975 record Katy Lied.

Wang is a big star in China, with a 30 year career under his belt. There were some extra scenes in the Chinese version of this film, involving his character.

Out in the lobby they bump into Aldrich Killian, played by Guy Pearce.

Guy Pearce as Aldrich Killian in Iron Man 3 (2013)

Killian is also from the comics. He is also a scientist, deeply involved in Extremis. Although his origin here was made up for the film.

Like Hansen, he first appeared in Iron Man Vol.4 #1, January 2005. He was created by Warren Ellis and Adi Granov.

dfa26d09c265e291b51dbf65017c3ea8Guy Pearce is an Australian actor who shot to fame in the soap opera Neighbours. He has since gone on to a big Hollywood career, happily playing odd leading men in greta films such as LA Confidential and Memento. Says Pearce:

When I first started talking to the guys at Marvel, I wanted to get a little history on Killian and sort of see where he fit in the whole scheme of things, so they forwarded a ton of material. But I find on any film I work on that I can only ever go so far with research, because there comes a point where I need to leap off from that and then get into the movie world. For me, I really just needed to understand Killian in the comic world, but then let it go and see what we were going to do.

Before Pearce was cast, Jude Law was in the running for the role.

strange_tales_vol1_146 Killian’s t-shirt and business card is for Advanced Idea Mechanics, also known as AIM. It’s the name of a criminal organisation from the comics. AIM was the science arm of Hydra, but would break away, taking their distinctive yellow suits with them. They have been foes to many of the Marvel heroes for decades.

They first appeared in Strange Tales #146 (July 1966). They were created by Jack Kirby and Stan Lee.

Hansen shows Stark her experiments. She calls it Extremis. That is the name of the groundbreaking story from Iron Man vol 4 #1 which forms the basis of this film.


Then we are back in the present day and Malibu. Since Iron Man (2008), Malibu has been Iron Man‘s home, usually a CGI creation on Point Dume. We’ll see more of it later.

Inside Stark’s garage. These were some of the first sets built for the film, at EUE/ Screen Gems Studios in Wilmington, North Carolina.

Stark talks to his computer JARVIS. It is once again voiced by Paul Bettany.

Paul BettanyThis is Bettany’s 4th time in the MCU, voicing JARVIS.

Behind stark on monitors are the Sun Oracle. The computer company had previously sponsored Iron Man 2 (2010).

We also see a Christmas tree. Christmas seems to be a thing for director Shane Black. He wrote Lethal Weapon, set at Christmas, and Kiss Kiss Bang Bang (which also starred Downey), also set at Christmas.

In his garage are a bunch of Iron Man armours, the ones we saw earlier.

Stark mentions we are up to Mark XLII (42). He’s been busy, we last saw him in VIII.

Stark dances to Jingle Bells, a remix by Bombay Dub Orchestra of a Joe Williams recording.

Stark turns on his TV. We get a quick Ten Rings logo. The Ten Rings is a terrorist group that has been with Iron Man from Iron Man (2008) and played a role in Iron Man 2 (2010).

And here’s their leader – The Mandarin. Played by Ben Kingsley.

Ben Kingsley as The Mandarin in Iron Man 3 (2013)
Ben Kingsley as The Mandarin in Iron Man 3 (2013)

tales_of_suspense_vol_1_50 The Mandarin is one of Iron Man‘s greatest foes. At first, he was a massive racist stereotype, playing on Chinese mysticism. Over the years he simply became a formidable Iron Man foe, and in many ways Iron Man’s greatest nemesis.

He first appeared in Tales Of Suspense #50 (February 1964). He was created by Don Heck and Stan Lee.

The Mandarin had been hinted at since Iron Man (2008). He was included in the draft stage, but eventually director Jon Favreau decided to keep him in the background, like the Emperor in Star Wars, building up his menace and reputation over several films.

Of course, all that got thrown out the window. Favreau stepped away from the MCU, and perhaps the Mandarin’s character was too tough to crack for the MCU’s tone. We will discuss more about the Mandarin later.

screen-shot-2016-09-24-at-7-41-20-pmBen Kingsley has won many awards for his decades long career, from the epic Ghandi to terrorising audiences in Sexy Beast. One of the greatest actors we have. He told Rolling Stone:

If you’re offered the part of a great villain, then the approach is not to play him villainously, but to play him with his own sense of righteousness, destiny and history. He has to believe that he is right. That’s what I aim for, and the script and construction of the character gave me a lot to work with. It was a real acting exercise to not play the villain villainously, but to give him a sense of calm, a presidential presentation.

Mandarin’s history lesson is based on real stuff. The 1864 Sand Creek massacre gets mentioned first. American military ruthlessly slaughtered defenceless women and children.

Ali Al Salem Air Base in Kuwait is mentioned. Real place.

Mandarin mentions, and we see, President of the United States Matthew Ellis. Played by William Sadler.

It’s actually surprising how long it has taken us to meet the president, considering how many world changing events happen in Marvel Phase 1. Ellis was created just for the films and doesn’t exist in the comics. Although his last name is a nod to comic book writer Warren Ellis, who wrote the Extremis storyline.

Sadler is famous to film fans for roles in Die Hard 2 and Bill & Ted’s Bogus Journey.

Now the news reporters.

NY1 News anchor Pat Kiernan on the TV. This is actually the second time we’ve seen him – he was a news anchor in The Avengers (2012). He is also, of course, a real news anchor.

Other new anchors are Josh Elliott, then Megan Henderson, then Thomas Roberts.
KTLA and MSNBC are both real.

Then an establishing shot of the White House, a Washington DC, of course.

At a press conference, Ellis unveils his response.

It’s the Iron Patriot, played by Don Cheadle.

Don Cheadle as James Rhodes/The Iron Patriot in Iron Man 3

Don CheadleOf course, inside the suit is James Rhodes, who we last saw in Iron Man 2 (2010) as War Machine. This is Cheadle’s 2nd appearance in the MCU as Rhodes. Although this is the third time Rhodes has appeared.

The Iron Patriot, and that fancy paint job, is from the comics. It was first designed by Norman Osborn, the original Green Goblin from the Spider-Man comics. He had become a hero and created a suit that reflected both Iron Man and Captain America, to lead a new line up of Avengers. He didn’t have it very long. It’s origins are quite different here in the film.

It’s a relatively new addition to the Marvel universe, first appearing in Dark Avengers #1 (March 2009).

We cut to more celebrity heads.

Bill Maher, comedian and host of Real Time With Bill Maher.

The late and wonderful Joan Rivers. This was her last appearance in a feature film. Here she is seen hosting her show Fashion Police.


We see a glimpse of Vice President Rodriguez with the Iron Patriot in a photo. He’s played by Miguel Ferrer.

Miguel Ferrer as Vice President Rodriguez in Iron Man 3 (2013)
Miguel Ferrer as Vice President Rodriguez in Iron Man 3 (2013)

Rodriguez was created for the films, and doesn’t come from the comics.

147b24aa8c439c99b251ea43394802a9Ferrer just screams villain. He’s played many bad guys in his life, in films such as Robocop or the TV version of The Stand.

Note that the Iron Patriot armour was ‘rebranded’ by AIM.

We see River’s co-host, George Kotsiopoulos.

At a bar. It’s a set, but a recreation of a real bar called Neptune’s Net, a biker bar in Malibu. 42505 Pacific Coast Highway, Malibu. It is quite close to Stark’s home.

Stark jokes about scientific genius Albert Einstein‘s sleeping habits.

They are approached by some kids. The kids are Bronte D’Esposito (Erin) and Noah Visconti.

Stark mentions A Christmas Story, a film from 1983 starring a little kid that looks a lot like the one here.

That original kid was played by Peter Billingsley, who was a producer in Iron Man (2008), and even had a small role as a scientist.

Stark gets into his suit, parked on the street. It looks like the Mark VI.

We see present day Happy Hogan. He’s with Pepper Potts played by Gwyneth Paltrow.

Jon Favreau with Gwyneth Paltrow, who plays Pepper Potts, in Iron Man 3 (2013)

Gwyneth PaltrowThis is Paltrow’s 4th appearance in the MCU as Potts. We last saw her in Avengers (2012). She is also now running Stark Industries.

Whilst the pair talk, Hogan asks the secretary, who we don’t see, for her badge. He calls her Bambi, after the comics’ Bambi Arbogast, Stark’s long serving secretary. She appeared in Iron Man 2 (2010), very briefly.

Then present day Aldrich Killian.

Lazing in reception without a security badge is Eric Savin, who we will see is Killian’s security man. He is played by James Badge Dale.

James Badge Dale as Eric Savin in Iron Man 3 (2013)
James Badge Dale as Eric Savin in Iron Man 3 (2013)

marvel_comics_presents_vol_1_26 Savin is from the comics, although he’s almost completely unrecognisable. What the film and the comics share is that the are both former soldiers. In the comics he is a cyborg, and a deadly one, with no real ties to Iron Man or Extremis, and was even a hero for many years. Why even use him in this capacity? Who knows. Maybe someone was hoping to sell an action figure.

He first appeared in Marvel Comics Presents #26 (August 1989) and was created by Paul Gulacy and Doug Moench.

james-badge-dale-profile-dp-pics-whatsapp-facebook-blog-web-hosting-593Dale definitely plays blokey blokes, appearing in films such as The Departed and The Grey.

He is reading Forbes magazine, a real publication. Although Pepper seems to be on the issue’s cover.


Killian shows Pepper his brain. He spouts the old primary somatosensory cortex line. It is indeed the brain’s receptor for touch.

Killian leaves. In a 2010 Land Rover Range Rover.

Pepper visits Stark. Potts drives an Audi S7. It’s number plate is Stark 23. We last saw him in Stark 33, so it’s a nice eagled eye character beat – Potts doesn’t need a fancy car.

This giant plush bunny. It is not based on any particular cartoon or character and was created for the film. It appeared in the trailer and fans speculated that it could be an elaborate Iron Man suit. It was even nicknamed the Stark Bunny.

Iron Man Mk42 in Iron Man 3 (2013)

Tony has a new suit. It’s Mark 42. It’s an interesting plot device – how many casual viewers kept up with all the version numbers of Stark’s outfits? For the eagle eyed, you’d know there was 31 Iron Man suits hiding somewhere.


Turns out Tony isn’t in the suit at all. No idea if Robert Downey Jr was performing the actions. Weird if it was.

He tells Pepper things aren’t the same since New York. If it’s not clear, he’s talking about the events of The Avengers (2012). Later, when he sleeps, we see glimpses from the final battle in that film.

It’s nice to see, and a great MCU touch, that we don’t just pick up from Iron Man 2 (2010).

We then go to the legendary Grauman’s Chinese Theatre. 6925 Hollywood Boulevard, Los Angeles.

Sitting outside, playing with his dog tags, is Jack Taggart. He is played by Ashley Hamilton.

Ashley Hamilton as Jack Taggart in Iron Man 3 (2013)

iron_man_vol_1_230 Taggart (or Taggert) is also based on the comics, but once again, it’s a nod pretty much in name only. He was Firepower, an armoured rival to Iron Man, and they fought several times. He has no ties to the Extremis storyline.

He first appeared in Iron Man #230 (May 1988). He was created by Bob Layton and David Micheline.

Hamilton is also a singer and songwriter, writing songs with Robbie Williams and even appearing on Dancing With the Stars.

The Chinese Theatre is showing a Holiday Family Film Festival. The film’s are

– A Christmas Story
– Miracle on 34th Street
– White Christmas
– It’s A Wonderful Life

Happy encounters Taggart, and swipes something from his briefcase.

Happy is stopped by Savin. The pair fight.


Taggart takes the Extremis and explodes. Savin walks away.

A short deleted scene with The Mandarin was cut here.

Then another message from The Mandarin. He takes credit for the attack.

We then see Happy in hospital. The nurse is played by Brooke Jaye Taylor.

Tony is there. They are watching Downton Abbey. Specifically, season 2, episode 4.

The scene shown was chosen specifically. The male character, Branson, is also a chauffeur.

 Reporters wait for Tony. The one talking is played by Kim Dean.

 The location is New Hanover Regional Medical Center. 2131 S 17th Street, Wilmington, North Carolina.

 The pushy reporter is played by Glenn Foster. He’s actually Robert Downey Jr‘s stunt double in this film, and every Iron Man appearance since Iron Man 2 (2010).

He mentions his address. The house is a fake but it makes sense.


Stark does his computer thing with JARVIS. This is the quidditch of the Iron Man films. We always have to sit on one of these.

Stark says there’s lots of theatrics – alluding to a big reveal later.

Not sure if the other locations where there was strange heat signatures alludes to any Easter eggs.

He gets a visit from Maya.

 After an argument, Stark’s home is hit by a missile.

 The music here is called Attack on 10880 Malibu Point.

The Iron Man armour protects Pepper.


We see Savin in one of the helicopters.

Pepper saves Maya. Note that Stark Bunny catches fire.

Missiles continue to hit Stark’s place. As usual, once outside, Pepper just stands and waits.

Stark recovers his armour, and takes out two helicopters.

We see a glimpse of what we saw at the start of the film – the armours being destroyed.

Why doesn’t someone call the Avengers?


 Stark wakes up to find he’s been flown to Rose Hill, Tennessee. There’s no such place, but there is a Rose Hill, North Carolina, and that’s exactly where this was filmed.

He finds a petrol station and garage.

In walks a boy. He’s Harley Keener. Played by Ty Simpkins.

Ty Simpkins as Harley Keener in Iron Man 3 (2013)
Ty Simpkins as Harley Keener in Iron Man 3 (2013)

Keener is purely a film invention, and doesn’t come from the comics.

screen-shot-2016-10-03-at-3-21-32-pmDespite being 12, Simpkins had dozens of film roles under his belt before this, including the Insidious horror series. He would go on to star in films such as Jurassic World and many more.

 Harley gives Stark a newspaper – The Daily Times. The masthead matches a real Maryland newspaper.


Back at Stark’s. It seems unlikely that Pepper has moved from that spot.

Pepper drives Maya. She reveals that Killian is actually working for the Mandarin.

Then we see him, as he prepares to record another message.

 The mansion, storywise, is in Florida. It’s actually Villa Vizcaya, 3251 South Miami Avenue at 32nd Road in Coconut Grove on the coast of South Miami.

 Back at Rose Hill. Main street is in fact East Church Street at Railroad Street, Rose Hill.

 Stark’s watch is Dora The Explorer branded.

 The come across the memorial. It’s on Mallard Alley, Rose Hill.


 Stark goes into Walker’s bar. The music is Santa Claus Is Back In Town by Dwight Yoakam. It’s taken from the album Christmas Country, released in 1987.

He bumps into Ellen Brandt, played by Stephanie Szostak.

Stephanie Szostak as Ellen Brandt in Iron Man 3(2013)
Stephanie Szostak as Ellen Brandt in Iron Man 3(2013)

There is an Ellen Brandt in the comics, but she bares almost no similarity to the character here. In the comics, Brandt is the wife of The Man-Thing.

Szostak had appeared in films such as The Devil Wears Prada and We Bought A Zoo.

Stark then meets Mrs Davis. She’s played by Dale Dickey.

Brandt attacks Stark, then the locals.

Then Savin arrives.


Stark defeats Brandt, but Savin destroys a water tower.

Be good if someone called the Avengers right now.

Stark calls Savin ‘Westworld‘, after the 1973 science fiction film. He’s referring to Yule Brenner’s role in that film, who Savin looks like.

Stark blasts Savin, who goes down.

There was a deleted thread about a bully that was removed.

Stark leaves in an Audi A8, but Savin recovers.

At a TV station, another message from The Mandarin comes through.

We get our first good look and Vice President Rodriguez.

Then we see President Miller on Air Force One.


The Mandarin has Thomas Richards. He’s played by Tom Virtue. (Which is kind of a better name).

Richards works for Roxxon Oil Corporation. It’s from the comics, and just a generally evil multinational company. We have seen Roxxon logos in various places in the MCU, in sponsor logos and signs.

The President makes the call. But the Mandarin kills Richards anyway.

Stark discovers AIM is behind it all.

He calls Rhodes, who is shooting up a cave in Pakistan. It’s like a studio set.

Rhode’s login in WarMachine68. 1968 was the year he was born.

We then cut to the Miss Chattanooga Christmas Pageant. It’s actually held at the Kenan Memorial Auditorium, 437 North Main Street in Kenansville.

The MC of the show, named David, is played by comedian Bobby Tisdale.

Herb Alpert’s version of Jingle Bells plays in the background.

Miss Elk Ridge, next to her, is played by Yvonne Zima.

Stan Lee‘s cameo as one of the judges.

Stan Lee in Iron Man 3 (2013)
Stan Lee in Iron Man 3 (2013)

Stark is found by Gary the cameraman. He’s played by Adam Pally.


Stark reckons Gary’s tattoo looks like Happy Days‘ actor Scott Baio.

There was a lot more Gary that was cut.

In the van, there’s another Sun Oracle logo.

Stark watches footage of Chad Davis. He’s played by James Rackley.

Maya discusses the real Wernher von Braun with Pepper. He was indeed a German scientist who defected to the American side. The quote she attributes to him, “the rocket worked perfectly, except for landing on the wrong planet“, is also true.

Killian arrives and attacks Pepper. Turns out Maya was not telling the truth.

Iron Patriot/War Machine continues to track the Mandarin. Turns out to be a sweat shop.


The agent there attacks Iron Patriot. She is played by Rebecca Mader. She’s probably best known for being a series regular on Lost.

Stark drives whilst on the phone with Harley. He works with JARVIS to download AIM files. Stark drives off the road after another panic attack.

Stark goes shopping. He’s goes to Steven’s Ace Hardware on 1831 Dawson St Wilmington, NC.

Then at Killian’s in Florida. Stark attacks several guards.

The drugged out girl is played by Gwendalyn Barker.


Stark finds the Mandarin. Or does he? Turns out he’s not the Mandarin at all. He’s Trevor Slattery.

This whole Mandarin/Trevor Slattery switch was pretty controversial for some fans. It is doubly strange as not only was he nothing like the powerful adversary from the comics, he had also been built up over a couple of films.

There was more to this scene that was cut.

Savin appears and knocks out Stark.

He wakes, and he’s captured by Maya. This location is unknown and likely a set.


Killian arrives and tells Tony more about his plans.

Tony refers to Trevor as Sir Laurence Olivier, an actor in films such as Hamlet, Rebecca and more.

His Lear was the toast of Croydon. What a wonderful line, referring to William Shakespeare‘s King Lear.

Croydon is an English town.

Killian refers to a dude with a hammer – Thor, of course.

He has captured Pepper and submitting her to Extremis. He also has awesome that 3D hologram technology.

After threatening to kill herself to stop Killian, Killian kills Maya.

There was more to her death scene that was cut.

Killian leaves Tony, and meets up with Savin, who has been trying to get into the Iron Patriot armour.

He tries to heat it up with his Extremis-ness.

Killian also mentions a Chinook, which is the massive military helicopter.


Tony is with two captors. They are played by Mike Massa and Mark Kubr (Ponytail Express). Both men are stuntmen.

Kubr is a stuntman for many Marvel films, and appeared on screen in Iron Man 2 (2010) as a prisoner who was killed to help Whiplash escape.

Not sure if Ponytail Express is a specific reference. Perhaps a play on the film Pineapple Express.

Google says it’s 881.3 miles from Tennessee to Miami. But who knows where Ponytail Express is counting from.

Rhodey breaks out of the Iron Patriot suit and starts fighting Savin and Killian, who take him down.

Parts of the Iron Man armour appears and Stark starts to fight his way through the mansion.

He shoots a couple of them. Do we assume they die?

One AIM agent just drops his guns and tells Tony the people there are so weird. He’s Eric Oram, the fight choreographer for this film, and has worked with Robert Downey Jr on many of his fights in many films, including the Marvel ones.

Together with Rhodey, they return to Trevor.

Stark calls Trevor Meryl Streep, the multiple Academy Award winning actress.


Stark then calls him Ringo, the drummer from the Beatles.

They then head off in a speedboat. Not quite sure where they are. It is probably still Miami story-wise, and somewhere in North Carolina location wise.

Stark calls the VP. His house location is also unknown.

The secret service agent is Wesley Thompson.

The Veep’s daughter is played by Jenna Ortega.

Then we’re with the president and Air Force One. This scene was filmed at Wilmington International Airport.

It does seem like a massive security protocol gap that no one checks who is wearing the armour with the guns on it before boarding the President’s plane.

There was an extra gag here that was deleted.

Iron Patriot (actually Savin) attacks!

Kills several dudes and gets to the President.

The base soldier that works out that Air Force One has been compromised is Corey Hawkins. He would go on to massive roles thanks to a star turn in Straight Outta Compton and the 24: Legacy series.

His commander played by Linden Ashby.

Iron Man arrives and battles Savin, who blows stuff up. Iron Man kills Savin.


Then this amazing sequence, of Iron Man rescuing people who have fallen out of a plane. It was done using skydivers who had to do many takes to get the shots needed.

Sarah Farooqui plays Heather.

The skydiving took place above Oak Island, North Carolina.

Turns out Stark wasn’t in the suit at all. Which begs the question of why he’s in the suit in the films to follow.

We then see construction crew at Stark’s home. Something comes out of the ground.

Killian talks to the captured Pepper.

Turns out President Ellis was in the Iron Patriot armour.

And we see we are at some docks. It’s the Port of Wilmington.

Killian explains his plan like all good villains do. It involves the Roxxon Norco, a boat that suffered an oil spill, but the company saw no consequences. This is possibly an allusion to the BP/Deepwater Horizon oil spill. Roxxon is an evil corporation in the comics.

Stark and Rhodes arrive at the docks.


Ellis is tied to the Iron Patriot armour.

Stark and Rhodes are spotted and shooting begins.

They do some shooting. Likely some killing.

Extremis soldiers turn up. But the. So do a whole lot of Iron Man armour. That would have been so fun to design. Each one of them has a designation. Let’s check em out.

Iron Man Mark 17 Heartbreaker in Iron Man 3 (2013)
Iron Man Mark 17 Heartbreaker in Iron Man 3 (2013)

The first one to arrive then slow and stop is Mark 17. It’s called the Heartbreaker because of its oversized chest plate.

Iron Man Mark in Iron Man 3 (2013)
Iron Man Mark 37 Hammerhead in Iron Man 3 (2013)

Scanning the soldiers is Mark 37. An aquatic suit named Hammerhead.

Iron Man Mark in Iron Man 3 (2013)
Iron Man Mark 20 Python in Iron Man 3 (2013)

First to take them to church is the Mark 20. Called Python, it’s a long distance suit.

Iron Man Mark 41 Bones in Iron Man 3 (2013)
Iron Man Mark 41 Bones in Iron Man 3 (2013)

Next to attack is Mark 41, a black and gold skeletal looking armour called Bones.

Iron Man Mark 38 Igor in Iron Man 3 (2013)
Iron Man Mark 38 Igor in Iron Man 3 (2013)

Igor is Mark 38. He’s named after the character from Dracula, who had a hunched back.

Iron Man Mark 35 Red Snapper in Iron Man 3 (2013)

Red Snapper is Mark 35. It has big claws.

Iron Man Mark 33 Silver Centurion in Iron Man 3 (2013)
Iron Man Mark 33 Silver Centurion in Iron Man 3 (2013)

Stark is picked up by Mark 33 (Silver Centurion – the name of a classic armor in the comics). Rhodey is taken by Mark 17.

 Iron Man Mark 35 Red Snapper in Iron Man 3 (2013)
Iron Man Mark 35 Red Snapper in Iron Man 3 (2013)

Battling two Extremis soldiers with jackhammer arms is Mark 25, called Striker.


Iron Man Mark 22 Hot Rod in Iron Man 3 (2013)
Iron Man Mark 22 Hot Rod in Iron Man 3 (2013)

Stark jumps into Mark 22 (Hot Rod), but it is destroyed in the last second.

Stark tries to free Pepper, but is attacked by Killian.

Killian gets his arm cut off. This is major trope in Marvel’s phase 2, where every film features a arm getting cut off, in apparent homage to The Empire Strikes Back.

Rhodey saves the President. Pepper falls to the ground. Killian confronts Stark, and they fight.

Iron Man Mark 16 Nightclub in Iron Man 3 (2013)
Iron Man Mark 16 Nightclub in Iron Man 3 (2013)

Tony slides past Killian into the Mark 16. Called Nightclub, it is a stealth suit, which maybe why Killian didn’t notice it.

Iron Man Mark 40 Shotgun in Iron Man 3 (2013)
Iron Man Mark 40 Shotgun in Iron Man 3 (2013)

Tony then ejects out and into Mark 40.


Killian has two big dragon tattoos on his chest. There’s some conjecture that this ties into Iron Man baddie Fin Fang Foom.

Mark 42 returns and crashes. It envelops Killian and explodes.

Iron Man Mark
Iron Man Mark 15 Sneaky in Iron Man 3 (2013)

Tony jumps and manages to escape in the Mark 15 (Sneaky).

Killian survives. He says that he has always been the Mandarin. So what happened here? It is later revealed that Killian isn’t the Mandarin. But it kind of makes sense that he was behind the events of the first two films. About as much sense as his current plan.

Pepper, with Extremis powers, joins the fight.

Iron Man Mark 8 in Iron Man 3 (2013)
Iron Man Mark 8 in Iron Man 3 (2013)

She is targeted by Mark 8, which she brings down.


Clean slate protocol. The rest of the armours explode. Somewhat dangerous, and environmentally unfriendly way to dispose of the suits.

We see some faces in flashback, Maya and Killian.

Vice President is arrested, and Rhodey is there.

Trevor Slattery is arrested. Location unknown.

Dr Wu, who we saw at the very start of the film, is back. He helps cure Pepper, and gets the metal out of Tony’s chest. This scene was extended in the Chinese version.

Tony Stark and Pepper Potts in Iron Man 3 (2013)
Tony Stark and Pepper Potts in Iron Man 3 (2013)

Tony and Pepper share a moment.

Happy wakes, and has a moment with the nurse and watches Downton Abbey.

Harley has a gift waiting for him.

Tony looks over the remains of his Malibu place. Again, instead of disposing of the arc reactor properly, he throws it into the sea. Wasn’t getting one of these things the whole plot of Iron Man (2008)?

And then credits.

Post Credits Scene

Turns out that Tony has been talking to Bruce Banner, played by Mark Ruffalo.

Mark Ruffalo as Bruce Banner in Iron Man 3 (2013)
Mark Ruffalo as Bruce Banner in Iron Man 3 (2013)

Mark RuffaloThis is Ruffalo’s 2nd appearance as Banner in the MCU. We last saw him in The Avengers (2012).

Location unknown.

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