The Avengers (2012) – Complete Annotations


The defiant German man is played by Kenneth Tigar.

Captain America arrives. He’s in costume Mark 2 And goes on to prove Godwin’s Law.

Captain America Mark 2 in The Avengers (2012)
Captain America Mark 2 in The Avengers (2012)

The music here is called Subjugation.

Then they fight.

The Quinjet stereo is taken over by Shoot To Thrill by AC/DC.

And Iron Man joins the fight.

He calls Loki ‘Reindeer Games’, the name of a 2000 film starring Ben Affleck and Charlize Theron. Although it seems like he’s just referring to Loki’s helmet.

Then he calls him Rock Of Ages. The name of a Broadway musical based around 80s hair metal, again, a good reference for Loki‘s hair and look.

Thunder and lightning heralds the arrival of Thor, played by Chris Hemsworth.

Chris Hemsworth as Thor in The Avengers (2012)
Chris Hemsworth as Thor in The Avengers (2012)

This is Hemsworth’s 2nd appearance as Thor in the MCU. We last saw him in, well, Thor (2011).

Thor attacks Iron Man, and makes off with Loki. Captain America follows. So cool.


Loki and Thor discuss various events from Thor (2011).

Whilst they talk a couple of ravens fly by. Possibly a nod to Norse mythology, where Odin has two ravens.

Then Iron Man attacks Thor.

The music here is Don’t Take My Stuff.

Shakespeare In the Park is a real thing in New York. Iron Man‘s drapes line was an ad lib by RDJ.

This fight kind of descends into CGI and noise.

Captain America‘s shield is able to withstand a full strength hit of Thor‘s hammer.


Loki is taken on board the Helicarrier.

He is caged and is interrogated by Fury. The others watch on.

Note Banner wears a purple shirt. A colour very associated with his character.

Black Widow says Loki has killed 80 people in two days.

Stark calls Thor ‘Point Break’, after the film and Patrick Swayze‘s haircut in that film.

Banner mentions the Coulomb barrier, a real thing. stark then retorts with Quantum tunnelling. So far, so science.


Flying monkeys. A reference to The Wizard Of Oz. Cap gets it.

Then we see a SHIELD agents playing the video game Galaga. Stark’s line earlier was apparently an ad-lib. Whedon added the scene’s punch line.

In the lab, Stark is wearing a Black Sabbath t-shirt. The band has a song called Iron Man.

Stark mentions the Homer Cluster. Homer is the name of an AI in the comics, associated with Iron Man. Teraflops are real though.

Banner mentions the last time he was in New York, at the end of The Incredible Hulk (2008).

Steve Rogers, Bruce Banner and Tony Stark in The Avengers (2012)
Steve Rogers, Bruce Banner and Tony Stark in The Avengers (2012)

Very interesting, in light of the events in Captain America: Civil War (2016), that here Cap is following orders and Stark calls himself a rebel. The journey they each take over phase two is very interesting indeed.

Stark mentions an ACME dynamite kit. From Looney Tunes cartoons like the Road Runner ones, ACME, made the silly, often backfiring, cartoon explosives.


Captain America starts snooping around the Helicarrier.

A truck drives through a tunnel. No location details.

Selvig is working on his device. That’s probably the iridium he’s playing with.

Coulson explains where Jane Foster is during all this. SHIELD has arranged for her to be posted at a facility in Tromso, Norway.

Black Widow approaches Loki.


Widow talks about her debt and uses the red pen on ledger as a metaphor.

The music here is also called Red Ledger.

Loki turns out to know quite a bit about Black Widow. He names events in her past – Dreykov’s daughter, San Paulo and a hospital fire. For all we know, that could all be one event. None of this stuff has ever been revealed.

There was some controversy, probably internet only, over Loki‘s use of the word ‘quim’. The word does refer to a woman’s genitalia. It’s a very old word – Victorian era.

Then in the Helicarrier lab, Cap has found the Tesseract weapons. On the underside of the weapon is a Hydra logo. We last saw Hydra in Captain America: The First Avenger (2011). It alludes to what we will discover about Hydra in Captain America: The Winter Soldier (2014).

Everyone has a confrontation. It is a fantastic piece of writing. Every character has a point of view, the dialogue escalates, and really just shows how brilliant Whedon and can be with dialogue.

Whedon ends the scene with a very oblique upside down shot of the sceptre. The scene apparently drove the crew nuts. But it’s this kind of flair in filmmaking that had been missing from the Marvel films to date (as good as they have been).

Upside-down shot in The Avengers (2012)
Upside-down shot in The Avengers (2012)

We cut to see Hawkeye and an army of soldiers approaching.


The goading finally leads to Captain America and Iron Man threatening to ‘go a few rounds’. They finally will in Captain America: Civil War.

Banner also mentions he tried to commit suicide. A deleted scene from The Incredible Hulk (2008) showed Banner committing suicide but turning into the Hulk before he able to.

Hawkeye pulls his trigger and things go ka-boom. Hell breaks loose.

The music here is called Assault.


And we finally get to see the Ruffalo version of the Hulk. He’s not just a CGI creation this time – he’s motion capture. Ruffalo is in there.

Mark Ruffalo as the Hulk in The Avengers (2012)
Mark Ruffalo as the Hulk in The Avengers (2012)

Captain America and Iron Man try to get the turbine working again.

Black Widow hides from the Hulk. There was an extended version of this sequence.

Thor enters the fray. He knocks the Hulk into an interior deck area. It’s actually a DHL warehouse near Dayton, Ohio.

Hulk is unable to lift Thor‘s hammer.

Soldiers invade the Helicarrier bridge. Fury takes them down. This is the first time we’ve really seen Fury in action.

Maria Hill also shoots a soldier. We assume they are dead.


Hulk jumps onto a jet. The pilot escapes but Hulk is lost.

Iron Man cuts several large sheets of metal free. It will no doubt kill whoever it lands on.

Thor is tricked by a Loki double yet again. It happened in Thor (2011).

Black Widow takes down Hawkeye.

Coulson gets the drop on Loki. But no…he is killed. OR IS HE?


Loki disposes of Thor.

Coulson manages to get a shot off before he dies. OR DOES HE? (It doesn’t seem to cause that much damage).

Iron Man and Captain America fix that turbine. Thor escapes but is lost as well.

Fury finds Coulson, but it’s too late. He’s dead. OR IS HE?

Whedon (rightly, or wrongly – mainly rightly) has a reputation for killing off beloved characters. He has always claimed that Marvel were onboard with the idea. But he certainly knows how to milk every emotion out of it.

The music that plays is They Called It.

Fury debriefs Stark and Cap. He has Coulson’s trading cards. One of them is the image from the cover of Captain America #1 comic (which we see exists in this world thanks to Captain America: The First Avenger).

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