The rise of Ultron: what to expect from the Avengers' new villain

Avengers: Age of Ultron hits theaters today, and it brings with it a new big bad for Marvel's crew of heroes: the out-of-control robot Ultron.

But who is Ultron? Where did he come from? He doesn't have the build-up in previous Marvel movies that Loki had in the first Avengers film, nor the long-term build-up for big bad Thanos, who will take center stage in 2018 and 2019's two-part Avengers: Infinity War. So where the hell did this cybernetic dude come from?

Don't you worry, friends; Polygon is here to help. We're going to take a journey through 40-some years of comic book history to trace the story of Ultron. As you might expect, that means there will be MAJOR SPOILERS for a whole bunch of different comic storylines from throughout the years, though we will not be spoiling the movie Age of Ultron beyond some basic, already known plot details.

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If you already read our explainer on Ant-Man, you already know the basics of Ultron's origin story. But for the sake of being complete (and the focus on a different subject), let's go over it again.

Ultron made his sort-of dramatic debut in 1968's Avengers #54, written by Roy Thomas and illustrated by John Buscema. In that tale, Hank Pym (a.k.a. Ant-Man, the Avenger's resident science dork) has built a new state of the art security system for Avengers HQ. However, Pym and his love interest/fellow superhero Janet van Dyne (a.k.a. Wasp) notice that the Avengers' long-time butler Jarvis is acting a little suspiciously.

Could it be that the world's greatest superhero team has had a bad guy working amongst them the whole time?

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From here the issue follows Jarvis to where he meets the "New Masters of Evil," a group of z-list villains who were probably thankful for the rare opportunity to get on the cover of a comic book. Leading this ragtag group of baddies? A mysterious hooded figure going by the name of The Crimson Cowl.

Most of this issue is dedicated to quick recaps of past stories involving these villains, but needless to say, they're all losers. As the plot progresses, it's revealed that Crimson Cowl has paid Jarvis to deliver the villains blueprints to the Avengers headquarters — specifically, plans that will help them get around the new security system Pym created.

Lucky for the Avengers, one of the z-list supervillains in the New Masters of Evil group is actually a z-list superhero: the Black Knight. Two turncoats in one issue!

Black Knight races to beat the bad guys to the Avengers and warn them, and a fight breaks out at the Avengers Mansion. It's here that we start to get some real strong hints that something is up with Pym's technology.

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Eventually, against all odds, the New Masters of Evil subdue the Avengers. And in true comic book villain fashion, the Crimson Cowl uses the opportunity to monologue and eventually unmask himself:

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A robot! Interestingly, though, the story initially treats this as a false reveal. A couple panels later, another Crimson Cowl unmasks, show Jarvis underneath. What a cliffhanger!

In Avengers #55, this shocking turn of events is quickly reversed. It's revealed that the Jarvis who pretended he was the puppet master controlling the robot Crimson Cowl was in fact under control of another puppet master who is the actual Crimson Cowl.

Comics are really confusing sometimes.

And would you guess what the real Crimson Cowl looks like?

The number of turns and counter-turns in these '60s and '70s issues of Avengers are enough to make my head spin.

Ultron is still alive and still aching to kill himself some Avengers

Anyway, in the next panel metalhead here gives himself a name: "Ultron-5, the living automaton." No sooner is he a real character than the other villains in the New Masters of Evil back down and let him take the spotlight, seemingly self-aware that this guy is going to stick around and make a name for himself while they're relegated to goofy footnotes.

The rest of the first Ultron story isn't much to write home about. The Avengers save the day thanks to Jarvis escaping and getting help. Jarvis then reveals that he only sold the floor plans to Crimson Cowl in order to help pay for expensive medical treatment for his mother. The Avengers forgive him and welcome him back into the fold, which honestly seems like a really poor choice to me but whatever I guess this is why I'm not a superhero.

The issue ends on a pretty bad-ass note, as Ultron is still alive and still aching to kill himself some Avengers:

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It's not until a few issues later, in Avengers #58 that we discover Ultron's true origins in a flashback. As it turns out, he's a robot that Hank Pym created and subsequently destroyed because it was too human and believed Pym to be its father. Though Pym destroyed its body, Ultron's computer mind survived and transferred to new, more powerful forms.

This will become a trend.

Let's pause for a moment to compare and contrast with the film version of Ultron. While we don't know the full story of how the robotic villain comes to exist in Age of Ultron, we do know that he's seemingly created by Tony Stark (a.k.a. Iron Man) rather than Hank Pym, who hasn't yet been introduced into the Marvel Cinematic Universe.

It's also worth noting that the film version of Ultron will likely have a connection to Jarvis as well. In the movies, J.A.R.V.I.S. is a computerized assistant — sort of like a souped-up Siri — rather than a flesh-and-blood butler. J.A.R.V.I.S. is voiced by Paul Bettany, who's also taking on the role of new superhero the Vision in Age of Ultron. Given those circumstances and the fact that both Jarvis and Ultron are creations of Stark, I'd speculate that Jarvis and the titular bad guy will be connected somehow.

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It wouldn't take long for Ultron to come back, and he continued manipulating supposed good guys to do so. In 1969's Avengers #66, Vision runs away from the Avengers, has a long inner monologue and then steals a cylinder of the indestructible metal known as adamantium.

...none of the Avengers were powerful enough to make a dent...

At the end of the issue, a newly reformed Ultron, calling himself Ultron-6, is revealed to be behind the strange happenings. Oh, and he just happens to be made of adamantium now as well. After a whole issue all about how none of the Avengers were powerful enough to make a dent in this substance, that seems like bad news.

It's eventually revealed that Vision — whose body was created by Ultron — had code planted in his brain forcing him to rebuild the robot upon the eventuality of its destruction. Another shocker in this issue: Apparently Ultron thinks Hank Pym is the most dangerous Avenger???

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Yeah, okay, buddy. I know he's your dad and all, but come on.

Anyway, the evolution from Ultron to Ultron-5 to Ultron-6 might seem quick, but those keep coming. As of today, there have been no less than 15 different Ultron iterations of some sort, some numbered and some not.

In fact, only two issues after appearing as Ultron-6 for the first time, the villain professes a new moniker in Avengers #68:

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Is it just me or does the "ultimate" version of Ultron have ... kinda skinny legs? Seems like an obvious weakness. I also love the idea of him proclaiming that he's evolved "beyond any numerical degree" so early in his villainous career and shortly before going back to numbers.

Ultimate Ultron is eventually defeated through an absurdly elaborate plot that involves Hank Pym being hypnotized into thinking he's someone else and driving Ultron crazy when he attempts some sort of mind meld.

He's always scheming, manipulating and pulling strings behind the scenes

Though he pops in and out of various Marvel Universe comics, including a notable scuffle with the Fantastic Four, Ultron's next major appearance begins with 1977's Avengers #157, which is written by Gerry Conway and drawn by Don Heck. This begins a string of one-off issues where the Avengers confront and deal with random villains that seem to have a single sinister force behind them.

This is perhaps one of my favorite things about Ultron. He consistently goes beyond fighting heroes on his own. Instead, he's always scheming, manipulating and pulling strings behind the scenes to make things worse for the good guys. He is, for lack of a better way of putting it, doing what computers do so much better than humans — efficiently organizing everything in an attempt to reach his end goal.

So what is his end goal this time? As the story progresses with Jim Shooter taking over writing duties, Ultron appears before his adversaries once more in Avengers #161:

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Real talk: That's a little closer to what I'd imagine the Ultimate iteration of Ultron to look like. Also, he makes a good point about why superheroes in the Marvel universe should never be surprised by the resurrection of a long-gone villain.

The new-and-improved Ultron is almost immediately defeated by Wanda Maximoff (a.k.a. Scarlet Witch, another new hero being introduced in Avengers: Age of Ultron). As it turns out, Ultron's brilliant computer brain can plan ahead for everything, but it can't deal with Wanda's mutant powers, which actually affect the probability of the universe and introduce elements of randomness.

The robot is able to outsmart Scarlet Witch and the other Avengers, though, and escapes having kidnapped Hank Pym, who he's still creepily referring to as "father." As it happens, Pym is a key part of Ultron's latest scheme. And in true Ultron fashion, it begins by manipulating him and playing with his mind:

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Ultron tells Pym that he was fighting against a group of "imposter Avengers," and that they had harmed his wife, Janet. The only way to save her, he claims, is "transferring her life-force into the metalloid body I have prepared." Only while they repair her real body, of course!

Pym, in keeping with his role as the Marvel universe's number one sucker, completely buys it. (To his credit, Ultron has actually wiped a huge amount of his memory through some new robo-powers he developed, but still, come on, man.)

If you haven't figured it out yet, yes, Ultron's ultimate goal here is to create ... THE BRIDE OF ULTRON:

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Things to note: This would-be Bride of Ultron will contain the life-force and share many physical attributes of Janet, the wife of Ultron's "father," or, you could say, Ultron's mother. Also the moment the bride is functioning, Ultron plans to kill his father so he's out of the way.


But no, for real, this story is a completely unsubtle reference to the Greek myth of Oedipus. The bride of Ultron's name? If you're a scholar of Greek mythology, you should already know it: Jocasta.

The Avengers thwart Ultron at the last second and save Janet's life, but the villain runs away and manages to bring Jocasta to life later anyway. Unfortunately for him, his programming has some flaws; rather than becoming Ultron's bride, Jocasta actually ends up becoming a superhero and teaming up with the Avengers at multiple points.


We're going to jump ahead quite a bit here, and we're skipping some really excellent Ultron stories but only for one reason. Most of Ultron's best yarns — such as the excellent Kurt Busiek-penned "Ultron Unlimited" beginning in 1999's Avengers #19 — are mostly action-packed. This isn't a bad thing, by any means! They make for excellent comic book stories; there's just not a lot of character arc to explain beyond more of Ultron having weird daddy issues.

Speaking of daddy issues! Let's take a look at 2007's Mighty Avengers #1 which introduces the latest upgrade for Ultron:

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Remember when Ultron tried to create a bride that looked just like Janet van Dyne and it didn't turn out great? This time, he decided to actually put himself into a Janet-shaped shell.

This new form of a classic villain shows up on the first day on the job for a new Avengers team led by Ms. Marvel. It also seems to appear from Iron Man's suit, leaving Tony Stark's teammates to wonder if he's trapped inside of the robot.

Eventually Janet steps up to try to talk to the villain and figure out what's going on in Mighty Avengers #2:

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So, uh, I guess Ultron's still on that Freudian kick.

Eventually new lady Ultron gets into a massive fistfight with The Sentry, one of the members of this latest Avengers squad who is basically the Marvel universe's version of Superman — if Superman suffered from schizophrenia and scared the hell out of all his teammates because of how powerful he was.

Meanwhile, Janet decides the only way they can overcome this villain is with the help of — you guessed it — her ex-husband, Hank Pym. With no luck contacting him, she sends S.H.I.E.L.D. agents to round him up, and they find him in perfect Hank Pym pose:

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Classic Hank Pym.

While this is happening, Ultron takes over S.H.I.E.L.D.'s computer systems and sends a S.H.I.E.L.D. helicarrier crashing down onto Sentry in a last-ditch effort to defeat him. It's only with help from all of his Mighty Avengers teammates that Sentry is able to lift the ship up and prevent it from killing both himself and everyone on board.

As the story continues in Mighty Avengers #4, Ultron broadcasts a message across the world, letting humans know that he (she?) has decided to replace humanity as a whole. Also, all plant and animal life on the planet. You know, just to up the stakes a bit.

How is Ultron going to accomplish this? By taking over satellites that Tony Stark created to control the weather and using them to instead wreak havoc. Where I come from, Tony, we calling that "pulling a Hank Pym." Great job.

Speaking of Hank Pym, check out this sick burn from Janet in that same issue:

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Anyway, Ms. Marvel, Sentry and Wonder Man are able to fly around the atmosphere knocking out Tony's satellites before they can cause too much harm. Ultron initiates a sinister "plan B," which includes launching an EMP to knock out all electricity in the United States, taking control of a fleet of Iron Man armor suits and murdering the Sentry's wife to drive him insane.

They will create a virus for her programming. Using a Commodore 64.

Eventually Hank Pym and Ares (yes, the ancient Greek god of war Ares) come up with a plan to stop Ultron: They will create a virus for her programming. Using a Commodore 64. Not even joking!

The idea (I guess?) is that since Ultron's state-of-the-art programming doesn't include old-school programming languages like that of a Commodore 64, she won't be able to defend herself against the virus. I'm not convinced that's how computers work, but hey, I'm no expert hacker like Hank Pym.

In Mighty Avengers #6, the virus works, the day is saved, and wouldn't you know it, Tony Stark is back. When he finds out he was turned into a female robot that threatened the safety of the world and his friends, he definitely concentrates on the right things:

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Oh, also Sentry's wife is inexplicably still alive and Ultron's head appears on a computer before the issue ends, so I wonder if he could ever return.


For our final taste of Ultron's history, why don't we look at the Marvel Comics event that shares a name with the new movie: 2013's Age of Ultron.

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One important thing to know is that between that 2007 Mighty Avengers story by Brian Michael Bendis and this event (also by Bendis), Ultron actually spent some time in space, leading a robotic race called Phalanx in taking over a huge part of the galaxy. That was the first showing of a much greater ambition on the part of the robot.

That ambition was cranked up to eleven in Age of Ultron #1, which kicks off in medias res in a world where Ultron has taken over everything. The Avengers live underground, paranoid about any new recruits who could have been infected by Ultron's nanotechnology.

In case the grim-as-hell first issue doesn't set the tone, Age of Ultron #2 features this panel of Ultron robots just massacring innocent humans:

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In a flashback from Spider-Man's perspective, we get to see how all of this began — which is to say, very quickly. One moment, Peter Parker is passed out on his couch. The next, he hears screaming from outside, looks out his window and sees that New York City has been overrun by robots and bizarre technological structures.

Wait, maybe that's just New York City normally?

The handful of remaining superheroes in New York discover that Ultron is willing to trade with humans who capture a hero. They devise a plan to send She-Hulk in to get captured on purpose so she can fight her way out from the inside.

When Luke Cage arrives to turn in She-Hulk, he discovers it may not be Ultron behind all of this mess after all:

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Nah, just kidding, it's still Ultron. He just happens to be controlling Vision, and according to Vision he's doing so from the future. Luke Cage escapes with this information while She-Hulk is murdered.

"You just, right now, thought of the way to @#S# the world"

By Age of Ultron #5, the superheroes have discovered Nick Fury's doomsday hideout and devised two possible plans: time travel to whatever point in the future Ultron is attacking them from and stop him, or time travel to the past and stop Hank Pym from ever creating Ultron.

Rather than tackling one plan or the other, they end up going for both. Captain America and Iron Man lead a team into the future for more straight-forward heroics, while Wolverine defies orders to head into the past with Sue Storm and attempt to kill Hank Pym.

This panel from Age of Ultron #6 may be the most I've ever loved Wolverine:

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Pym puts up a fight in his Giant Man get-up, but Wolverine ends up killing him pretty quickly. So ... that's it, right? The job is done. Ultron never existed.

Nah, of course it's not that simple. Wolverine and Sue Storm return to the present to discover things are all sorts of messed up thanks to Hank Pym not having lived. Major Marvel events like the Kree-Skrull War and the Secret Invasion turned out differently, and the Avengers have been replaced by a ragtag group known as the Defenders.

Captain America has even been replaced by Colonel America, so you know stuff isn't okay.

This is true, confusing-as-hell comic book time travel stuff here. Wolverine and Sue Storm have inadvertently created an alternate timeline. And a jacked-up-looking Iron Man tells them just how screwed up that timeline is:

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That mention of magic there is actually foreshadowing. Before long, this alternate timeline bursts into a war with the forces of Morgan le Fay. Yes, the Morgan le Fay from Arthurian legend.

In a bizarre but kind of incredible bait-and-switch, Age of Ultron #8 shifts things from a world devastated by an army of robots to an alternate timeline devastated by an army of evil wizards. Comics books are the best.

Eventually Wolverine makes his way through this broken reality and into the past a second time. This leads to this wonderful confrontation with himself:

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This time instead of killing Pym, the two Wolverines try to talk to him and work with him on a solution for what's about to happen. When it becomes clear that Pym is going to create Ultron no matter what, one of the Wolverines mutters, "Now I just want to kill him out of principle." It's pretty good.

At this point, you might be thinking, "Hey, for a story titled Age of Ultron, there sure isn't much actual Ultron going on here." And you're right! Don't worry, though, that's what the grand finale in Age of Ultron #10 is for.

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In this issue, Wolverine's plan comes to fruition. Hank Pym is given a message from his past self (who then had it erased from his memory), letting him know that Ultron is on his way back and they need to create a new virus to stop him before he takes over the world.

Most of this issue is devoted to a fun fight scene with Ultron while Pym desperately works to get the virus uploaded. The heroes are victorious. Ultron is stopped, and in such a way that he may not be able to ever return.

(He will, of course, return in less than a year's time.)

It's unlikely the Marvel film of the same name will share much in common with the almost hilariously complicated time travel antics of Age of Ultron in the comics, but if nothing else the story provides a good lens into why the Avengers always have and will continue to view this robotic menace as one of their greatest villains. In time, the same is likely to be true for the Marvel Cinematic Universe.

[Information from this article has been gathered from multiple sources, including Marvel Database, Wikipedia, and my own wasted brainspace. I'm sure my college professors would all be very proud. Images in this piece are primarily from Marvel Unlimited and are owned by Marvel.]