The Avengers (2012) – Complete Annotations

Release date: 4th May 2012

Director: Joss Whedon
Screenwriters: Zak Penn, Joss Whedon


Studio logos. Very interesting how the Marvel logo diffuses into Tesseract energy, then turns into Paramount, before we get our first shot.

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Opening shot in The Avengers (2012)

The music here is called The Arrival.

The score is by Alan Silvestri. He also scored Captain America: The First Avenger (2011) and will score Avengers: Infinity War (2018).

A voice tells us about the Tesseract. The voice is… We will find out who it is later.

 This is the third time we’ve seen the Tesseract. We first saw it at the end of Thor (2011) and played a big part in Captain America: The First Avenger (2011). although it was alluded to in Iron Man (2010). It is a random source of great cosmic power, and at this point it was thought it was an artefact from the comics called Cosmic Cube. It would later be revealed to be an Infinity Gem.

 A staircase in space. Obviously a studio creation. The studio for this film was Albuquerque Studios, 5650 University Boulevard SE, Albuquerque.

A staff is handed over to someone whose face we don’t see but trust me, it’s Loki. We will see him more later, too.

That staff, and it’s glowing bit, will also turn out to be very important in future films, as it also contains an Infinity Gem.

The Chitauri in The Avengers (2012)
The Chitauri in The Avengers (2012)

Ultimates_Vol_1_8 Then the Chitauri. They first appeared in The Ultimates universe of comics. The Ultimates line was an alternate universe to the Marvel Comics that had existed for decades. It modernised the origins of many heroes and the MCU takes many cues from that world of comics.

The Chitauri were a replacement for the Skrulls, and share some characteristics. Here, they are not given much of a backstory. Interestingly, there was some speculation that the aliens in this film could be Skrulls or Kree.

The Chitauri first appeared in The Ultimates #8 (2002) and was created by Brian Hitch and Mark Millar.

There was an alternate opening sequence featuring Maria Hill, who we will meet later. Unclear how it would have fit in, or if it would have just replaced the existing opening.

Then we see a helicopter fly over some facility. In our story it’s a secret facility, with a fake name in the Joint Dark Energy Mission. Dark Energy at least, is a real thing.

Also on the sign is SHIELD. The Strategic Homeland Intervention, Enforcement and Logistics Division – just the secret government agents of the MCU. We’ve last saw them in Thor (2011).

 The real location is Atrisco Heritage Academy High School, 10800 Dennis Chavez Boulevard, near Albuquerque.

 First face we see is Agent Coulson. He’s played by Clark Gregg.

Clark Gregg as Agent Coulson in The Avengers (2012)
Clark Gregg as Agent Coulson in The Avengers (2012)

Clark GreggThis is Gregg’s 4th appearance in the MCU. He last appeared in Thor (2011).

Out of the helicopter is more SHIELD agents.

 First out is Maria Hill, played by Cobie Smulders.

Cobie Smulders as Maria Hill in Avengers (2012)
Cobie Smulders as Maria Hill in Avengers (2012)

New_Avengers_Vol_1_4 Maria Hill in the comics is also a high ranking SHIELD agent, and once took over as director for Nick Fury. Her no nonsense attitude has also carried over from the comics.

She is a fairly recent addition to the comics, having first appeared in New Avengers #4 (April 2005). She was created by Brian Michael Bendis and David Finch.

Screen Shot 2016-08-30 at 4.31.09 PMCobie Smulders will probably be remembered for her 9 years on the sitcom How I Met Your Mother. She’s also appeared in comedies such as Delivery Man and They Came Together. Smulders told OurKidsMom:

It’s been really cool, you know, it’s, it’s really cool that Marvel is bringing in these strong females.  And especially with Maria Hill, it’s really cool to see a strong female that’s in a commanding position.

Also considered for the role was Morena Baccarin, Jessica Lucas, Amanda Peet and Mary Elizabeth Winstead.

 Here’s Nick Fury, played by Samuel L Jackson.

Samuel L Jackson as Nick Fury in The Avengers (2012)
Samuel L Jackson as Nick Fury in The Avengers (2012)

Samuel L JacksonThis is Jackson’s 5th appearance in the MCU as Fury. We last saw him in Captain America: The First Avenger (2011). And we’re like 6 films into the whole thing.

 They head into the facility. This impressive set is a real building – it’s NASA’s Space Power facility, Plum Brook Station in Sandusky, west of Cleveland.

 Fury sends Coulson and Hill on their tasks, then finds Dr Erik Selvig, played by Stellan Skarsgård.

Stellan Skarsgård as Erik Selvig in The Avengers
Stellan Skarsgård as Erik Selvig in The Avengers

Stellan SkarsgårdThis is Skarsgård’s 2nd appearance in the MCU, having (first and) last appeared in Thor (2011).

Fury mentions that Gamma radiation can be harmful. This is likely a reference to the Hulk, who was created by Gamma radiation. It’s pretty dangerous in real life too.

The characters keep coming. Here’s Clint Barton, aka Hawkeye (although Selvig calls him the Hawk). He’s played by Jeremy Renner.

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Jeremy Renner as Hawkeye in The Avengers (2011)

Jeremy RennerThis is Renner’s 2nd appearance in the MCU as Hawkeye. We last saw him in Thor (2011) (barely).

There doesn’t seem to be any working lifts, so Barton abseils down. He passes banners with NASA and SHIELD logos.

 The NASA scientist that helps Selvig is played by Tina Benko. She appeared in films like The Nanny Diaries and Irrational Man.

The Tesseract goes Tesseract-y.


 Suddenly there’s Loki. Played by Tom Hiddleston.

Tom Hiddleston as Loki in The Avengers (2012)
Tom Hiddleston as Loki in The Avengers (2012)

Tom Hiddleston This is Hiddleston’s 2nd appearance in the MCU as Loki. We last saw him in Thor (2011).

Avengers_Vol_1_1Loki‘s choice as villain ties into the first Avenger’s comic, where Loki is responsible for the film to come together.

 Loki attacks!

The music here is called Doors Open From Both Sides.

 Several SHIELD agents are killed.

Hawkeye actually uses a gun! And poor Hawkeye, he is now under the spell of Loki. Famously, Renner didn’t like the fact that he signed up to play a hero, but was a mind wiped baddie instead.

Selvig is also put under Loki’s spell.

 Hawkeye helps Loki escape, fighting both Hill and Fury.

The music here is called Tunnel Chase.

These amazing tunnels lie beneath the Creekside Mushroom Farm, Moonlight Drive, in Worthington, east of Cleveland (a lot of the film was shot around Cleveland).

 They jump into a Hummer H3T.

 Hill is driving a Jeep J8.

 The car that is flipped is an Acura TL.

SHIELD give chase. Note – some poor interning helicopter pilot is waiting just for Fury. Later, when the helicopter is shot down, Fury doesn’t even check if he or she is ok.

Whedon initially wanted Iron Man to appear here and help with this fight.


The Tesseract destroys the base. And we are at war, according to Nick Fury.

Then titles.


Titles in The Avengers (2012)
Titles in The Avengers (2012)

In the UK, the film was called Avengers Assemble, to make it different from The Avengers from 1998, based on the cult TV series.

Then an abandoned building in Russia. It’s actually a warehouse on Ashland Road, Cleveland. It runs along those train tracks. Although some of the interiors look like a set.

Being ‘interrogated’ is Natasha Romanov, aka Black Widow. She’s played by Scarlett Johansson.

Scarlett Johannson as Black Widow in The Avengers (2012)
Scarlett Johansson as Black Widow in The Avengers (2012)

Scarlett JohanssonThis is Johansson’s 2nd appearance in the MCU as Black Widow. We last saw her in Iron Man 2 (2010).

It seems very Whedon-esque, this scene. Setting up a stereotypical scene and reversing the gender balance.

Marvel_Comics_Presents_Vol_1_135 The head honcho in charge of her interrogation is Georgi Luchkov. He is played by Jerzy Skolimowski. He is given star billing in the main credits sequence.

Luchkov is a very obscure character in the comics. He appeared in one comic, not even a full length feature, but part of Marvel Comics Presents #135. He was a foe of the Black Widow, and a KGB informant. Traits that carried over into the film.

His creation is credited to Mindy Newell and John Stanisci.

His thugs. The shorter one is played by Kirill Nikiforov. He would also appear in one episode of Daredevil (Season 1).

The taller thug is played by Jeff Wolfe. He was also a stuntman on Captain America: The First Avenger (2011).

After a call from Coulson, Widow attacks.

The music here is called Interrogation.

We get a glimpse of a computer screen of Hawkeye and Black Widow on an old mission. According to the screen (and the co-ordinates that match) they are in Abidjan, Cote d’Ivoire.


When Black Widow says she is tasked to talk to the big guy, she says “Bozhe moi”. It’s Russian, and according to the internet, means My Goodness, or Oh My God, etc.

Then we appear to be in Indian market (in the script it’s Kolkata). It’s actually Santa Fe Railyard in Albuquerque.

We follow a little girl through the streets. she is played by M’laah Kaur Singh.

She enters a house. The woman in there is played by Rashmi Rustagi.

Here’s Bruce Banner, aka The Hulk, played by Mark Ruffalo.

Mark Ruffalo as Bruce Banner in The Avengers (2012)
Mark Ruffalo as Bruce Banner in The Avengers (2012)

When we last saw Banner, he was played by Edward Norton in The Incredible Hulk (2008). This film picks up the thread from that film, that Banner is still on the run, and quietly helping people when he can.

Ruffalo was actually in the running to play Banner/Hulk in The Incredible Hulk (2008). He had many wonderful roles in independent films such as You Can Count On Me and Eternal Sunshine Of the Spotless Mind. This was by far his biggest role to date.

The Bill Bixby/TV series version of the Hulk continues to be an inspiration. Ruffalo told IGN:

We had talked about it being a throwback to Bill Bixby, which was the Banner that I grew up on basically. He had kind of a charm about him, and this world weariness. He was on the run, but he was still able to flirt sometimes and smile sometimes, and occasionally he’d crack a joke.

Norton did consider coming back, but negotiations broke down with Marvel. Joaquin Phoenix was considered for the part.

The language being spoken here is Hindi.

Banner follows the girl and finds Black Widow.

There’s a lovely moment where Banner says he can’t always get what he wants, and he touches a baby’s crib. It plays nicely into a moment between these two in Avengers: Age Of Ultron (2015).

We then see Fury reporting to members of the World Security Council. From left to right, they are played by Donald Li, Powers Boothe (Gideon Malick), Jenny Agutter (Hawley) and Arthur Darbinyan. We don’t learn their names here though. Agutter, for some reason, is the only person to get star billing in the end credits.

World security council members don’t seem to have very good lighting.


At a boxing gym. Part of this scene made up the post credits scene for Captain America: The First Avenger (2011).

And here’s Steve Rogers, Captain America himself. He is played by Chris Evans.

Chris Evans as Steve Rogers in The Avengers (2012)
Chris Evans as Steve Rogers in The Avengers (2012)

Chris Evans This is Evans’ 2nd appearance in the MCU as Captain America. We last saw him in Captain America: The First Avenger (2011).

We see glimpses of Captain America in World War II and his later crash and freezing. The footage was taken from Captain America: The First Avenger (2011).

Fury drops by. He discusses the Tesseract, basic Avenging stuff.

There was a longer Captain America sequence cut out here. In fact, much of what was cut was Captain America. For Whedon, that he was the central character, but that fell away in editing.

Then Iron Man, underwater. He’s played by Robert Downey Jr.

Iron Man in The Avengers (2012)
Iron Man in The Avengers (2012)

Robert Downey Jr This is Downey’s 4th appearance in the MCU as Iron Man. We last saw him in Iron Man 2 (2010).

This is still the Mark 6 armour, that we saw at the end of Iron Man 2 (2010).

In his HUD, he talks to Pepper Potts. She is played by Gwyneth Paltrow.

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Gwyneth Paltrow and Robert Downey Jr in The Avengers (2012)

Gwyneth PaltrowThis is Paltrow’s 3rd appearance as Potts in the MCU. We last saw her in Iron Man 2 (2010).

Potts was not included in the first draft. Whedon happily added her at Marvel’s suggestion.

Iron Man flies over Manhattan. We see the new Stark Tower. It is, of course, a CGI creation. It has taken over the location of the Met Life Building, 200 Park Ave, New York, NY. Park Avenue is the street that Iron Man flies over.

In the comics, Stark Tower is also in Manhattan, although it’s in Times Square. In Iron Man (2008), director Jon Favreau deliberately moved Iron Man to being a west coast superhero. Here, we’ve moved back to his traditional stomping grounds.

A voice tells Iron Man that Agent Coulson is on the line. It’s JARVIS, Stark’s personal computer/butler type thing. It is voiced by Paul Bettany.

This is the 3rd time that Bettany has voiced JARVIS. We also last saw/heard him in Iron Man 2 (2010).


Stark tells Coulson he’s reached a Life Model Decoy. It’s a term popular in Marvel comics, used to get out of all sorts of jams over the years. There’s been life model decoys for most of the main Avengers, Fury, Hill and many, many more.

Phil! This is the first time we learn about his first name.

Stark doesn’t like being handed things. It’s a character trait we saw in Iron Man 2 (2010).

Stark is handed something that looks like an iPad Pro. On the screen, we briefly see profiles of Captain America, Thor and Hulk.

Potts asks Coulson about a cellist he was dating. She would appear in Agents Of SHIELD (Season 1).

Avengers_Vol_1_61 Then to a jet flying over an ocean. It’s a Quinjet – a longstanding Avenger’s vehicle. In the comics, it was designed by Black Panther, and there have been several over the years.

It first appeared in Avengers #61 (February 1969). It was created by John Buscema and Roy Thomas.

On the plane, Coulson and Rogers talk about Dr Erskine, the inventor of super soldier serum, who we saw in Captain America: The First Avenger (2011).

They also discuss Hulk’s connection to the super soldier program, which was revealed in The Incredible Hulk (2008).

We cut to Loki and his minions working on some sort of device. Not sure about this location, but it seems likely a set.

Then the scene fades, with help of his sceptre and Loki is in deep space, talking to…

 The Other. He is played by Alexis Denisof.

Alexis Denisof as The Other in The Avengers (2012)
Alexis Denisof as The Other in The Avengers (2012)

There is no precedent in the comics for The Other. There was some speculation that he would turn out to be a different character in disguise, in particular because of the casting of Denisof. But this would not turn out to be.

Screen Shot 2016-09-01 at 9.54.08 PMDenisof is best known for his work with Joss Whendon, appearing in both Buffy The Vampire Slayer and Angel, and other Whedon-esque work.


The Other alludes to some bigger bad, behind the scenes. Who could that be?

Strange_Tales_Vol_1_135 The Quinjet lands on what we will soon see is a Helicarrier. Another long time staple of the comics, it is a key part of the SHIELD arsenal. In the comics, it was created by Tony Stark. It also looks ridiculous. That they managed to make a somewhat realistic, and physically plausible Helicarrier design is no small feat.

 It first appeared in Strange Tales #135 (August 1965), which was also the first appearance of SHIELD (and Hydra). It was created by Jack Kirby and Stan Lee.

On the deck of the Helicarrier, Captain America meets Black Widow and Bruce Banner. Which is so friggin’ cool already.

 The location of the Helicarrier is actually the Albuquerque airport.

And then the Helicarrier takes flight. Also so cool.

And then the fantastic Helicarrier bridge set. We are on cool overload.


Our heroes make a plan.

On the Helicarrier screens are profiles on Hawkeye and Erik Selvig.

Banner asks for spectrometers. It’s kind of unspecific as there are many, many kids of spectrometers.

Now with Selvig and Hawkeye. They need iridium, a real substance. Selvig is also right that it is used to create antiprotons.

We also see a glimpse of Heinrich Schafer on a screen. We will see more of him later.

 Back on the Helicarrier, the SHIELD agent that finds the match is Jasper Sitwell, played by Maximiliano Hernández.

Maximiliano Hernández as Jasper Sitwell in The Avengers (2012)
Maximiliano Hernández as Jasper Sitwell in The Avengers (2012)

Maximiliano HernándezThis is Maximiliano Hernández’s 2nd appearance in the MCU. We last saw him in Thor (2011).

 And off to Stuttgart, Germany. But it’s actually Public Square in central Cleveland. The building exterior is the Terminal Tower.

 And then we’re inside, and it is the Lakeside Court House, Cleveland.. 1 W Lakeside Ave.

 The music is String Quartet No. 13 in a Minor ‘Rosamunde’ by Franz Schubert and performed by The Takács Quartet.

We see a glimpse of Captain America‘s costume.

Then the offices of Schafer. Location unknown. Anyone?

 Hawkeye takes out several armed soldiers. We assume they die, as Loki would probably be happy for them to die, and Hawkeye was certainly capable of doing so.

 Then we see the scientist Heinrich Schafer. He’s played by Dieter Riesle.

 Loki attacks him. With a freaky eye thing. We assume he dies.

We assume he dies.

Outside, Loki flips over a police car. It’s a Volkswagen Golf.


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).


Fury explains the Avengers Initiative.

Thor finds his hammer in a field. It’s actually the field behind the Space Power Facility, that doubled as the SHIELD base at the beginning of the film.

Then Banner wakes up in a warehouse. It’s the Santa Fe Railyard – same location as the Kolkata set.

With him is a security guard, played by Harry Dean Stanton. He’s had dozens of great roles, from Paris Texas to Alien.

There was a deleted scene with more of his character. Whedon’s first draft had this scene run for 12 pages/minutes.

Back on the Helicarrier, Black Widow tries to break Hawkeye out of Loki’s control. The Infinity Mind Gem (which is what Loki‘s sceptre is supposed to be) is just defeated by a bit of detoxing.


Stark and Rogers discuss Coulson, and come up with a plan.

Selvig turns out to be on top of Stark tower.

The team assembles. Captain America, Hawkeye and Black Widow prepare for a fight. Thor picks up his hammer.

Iron Man arrives at Stark Tower first and confronts Selvig.

After Iron Man blasts the Tesseract device (and fails), we see people on a street café. That café played a significant role in a Captain America storyline that was ultimately deleted.

Then Stark, out of armour, faces Loki alone.


Stark mentions ‘Earth’s Mightiest Heroes’. That’s the tagline to the Avengers comics for many decades.

Stark does the headcount.

Loki attacks Stark.

And then we see the Iron Man armour Mark 7.

Iron Man Mark 7 in The Avengers (2012)
Iron Man Mark 7 in The Avengers (2012)

The Tesseract shoots a blue beam in the sky. This would go on to be an overused cliché.

And the Chitauri attack.

And we’re into the big fight – the battle of New York. Except it is various locations in Albuquerque and Cleveland, with CGI.

We see a waitress escape the battle. She is played by Ashley Johnson.

She played a bigger role in a subplot with Captain America that was deleted. Unnamed here, in the Lego Avengers, her name would be revealed to be Beth.

Thor arrives next.

 There was an extended version of this scene, featuring Loki and The Other.

The Quinjet arrives.


 The Quinjet is shot down. Captain America, Black Widow and Hawkeye take to the streets. They are at about 101 Park Avenue, New York.

A friggin massive Chitauri creature arrives. They are called Leviathans.

Loki escapes from Thor.

Black Widow mentions another previous mission – Budapest.

 Cap gets help from two cops. The older one is played by Robert Clohessy.

 This main street we keep returning to is actually Cleveland’s East 9th Street.

 The younger one is played by Enver Gjokaj. He appeared in Joss Whedon‘s Dollhouse and would play another role in the MCU – series regular Daniel Sousa in Agent Carter.

 He had a small scene that was cut that included Cap and the waitress.


Thor arrives. Followed by the Banner. He Hulks out and takes out one of the Leviathans.

We get our big hero shot of the entire team. Cap shows himself to be leader, and calls the play.

 Iron Man calls Hawkeye ‘Legolas’, the elf archer from The Lord Of The Rings. Let’s call this a book reference, shall we?

The Avengers cause a lot of destruction.


Black Widow goes after the portal.

Pretty great, completely stitched together single shot here.

One of the massive creatures crashes into what looks like New York’s Grand Central Station.

 Cap fights on the street level, and then into a bank. The bank is Ameritrust Building in Cleveland. 2003 East 9th Street.

 There was a deleted scene, probably just before the bank, where Cap saves a family.

The Council tells fury they are sending in a bomb.

Loki chases Black Widow. Hawkeye takes him out.

Then the Hulk gets his hands on Loki. Wonderful moment.


Selvig has recovered some of his senses. They need Loki’s sceptre.

Iron Man mentions Jonah, from the bible. He spent a little time inside a whale.

Iron Man lands after taking out a Leviathans. He is attacked by some Chitauri outside a Shawarma place.

Hawkeye is out of arrows.

Jets sets off with a bomb for Manhattan. Fury bazookas only one down.

 Thor and Cap fight side by side. They are outside the Rose Building, 2060 East 9th Street, Cleveland.

 Stark gets the bomb. The music here is called One Way Trip.

He tries to call Pepper, but after two films, he should know that she loses her ability to move at all once the final fight begins.


Stark takes the bomb into outer space. He manages to blow up the Chitauri ship.

All the Chitauri on earth just keel over and die for no reason. Whedon has admitted this was extremely weak writing on his part.

Iron Man returns from space. The Hulk saves him.

Then Stark’s Shawarma line. RDJ was unhappy with the original line (reportedly just a “what’s next?”) and Whedon wrote several variations, including the kiss line. We would love to see what else was in Whedon’s notebook that day.

And they capture Loki. Such a big hero shot.

The Avengers in The Avengers (2012)
The Avengers in The Avengers (2012)

 Then a big shot over New York’s Central Park.

 We see the news from MSNBC, a real station.

The presenter is Thomas Roberts.

Along these various screens, Stan Lee gets his cameo.

Stan Lee in The Avengers (2012)
Stan Lee in The Avengers (2012)

A senator, named Boynton, also talks. He is played by James Eckhouse.


We then see The Avengers at Bethesda Terrace, in New York’s Central Park.

We get one more glimpse of Beth the Waitress, saying thank you.

Also on the screen when she talks is a reference to A113. This is a popular Pixar easter egg – a company that Whedon has worked for. This film was also part of the Disney family, like Pixar.

Thor and Loki zap away.

Stark drives an Acura NSX Roadster Concept. The number plate is Stark 33. You’ll probably have noticed all the Acura’s by now, meaning they no doubt sponsored the film.

Black Widow has an Acura TL.

Cap drives off in a Harley-Davidson Softail Slim.

On the carrier, Hill asks Fury about the future. As she walks away, we see the entire Helicarrier bridge. It is made to look like the SHIELD logo.

We leave Stark and Pepper making plans to rebuild Stark Tower, which becomes the Avengers Tower.

The final shot in The Avengers (2012)
The final shot in The Avengers (2012)

Then credits.

Mid credits scene

We are in outer space. The Other is giving his weekly report to his direct manager.

His direct manager? It’s Thanos, the Mad Titan.

We will get into his complicated story later. But that line about death ties into his character in the comics – he is in love with Death.

Post credits scene

The Avengers enjoy some Shawarma.

The location is Elat Burger, 9340 W Pico Blvd, Los Angeles, CA. It was shot well after the rest of the film wrapped. In fact, it was shot after the film had it’s premiere!

Note Chris Evans is trying to hide the beard he grew for Snowpiercer.

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