It was simply impossible for the sequel to recapture the magic of seeing Earth's Mightiest Heroes assembled onscreen for the first time, especially when they've popped up in each others' movies in the ensuing years. Still, as far as second installments go -- not traditionally Marvel Studios' strongest entries until Captain America: The Winter Soldier -- Marvel's Avengers: Age of Ultron is a solid and entertaining followup.

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During an assault on the castle of HYDRA leader Baron von Strucker (Thomas Kretschmann), the Avengers find themselves going up against his experiment, siblings Wanda and Pietro Maximoff (Elisabeth Olsen and Aaron Taylor-Johnson). While Pietro/Quicksilver physically assaults the Avengers, it's really Wanda, aka Scarlet Witch, who causes the most damage to them through her power to warp reality. Shaken by this experience, Iron Man (Robert Downey Jr.) decides to use Loki's scepter (recovered at Strucker's lair) to finish and implement the A.I. initiative that he and Bruce Banner (Mark Ruffalo) started: Ultron. Although Ultron was designed as a benevolent means to protect Earth, we all know what the road to hell is paved with. And Ultron (James Spader) is born bad, immediately deeming humanity in need of evolving or to be exterminated and allow the machines to inherit the Earth.While Age of Ultron is often very funny (even Ultron gets his fair share of yuks), the story has an ominous core. Much of this heaviness stems from what Scarlet Witch shows some of the superheroes, "visions" that simultaneously fill in the backstories of some characters while foreshadowing events in store for Phase 3. These revelations begin to show the cracks within the ranks of the team, but it's ultimately the actions of Stark -- and to a slightly lesser degree Banner -- that causes most of the bad blood between team members. (The story never gets Civil War-nasty, though, if that's what you're expecting.)Black Widow's (Scarlett Johansson) mind-trip shows us her Salt-like past and Captain America's (Chris Evans) further establishes him as a man out of his time, while Thor's (Chris Hemsworth) episode simply slows the story down. He even takes a detour to some sort of Asgardian dream pool that doesn't exactly further the plot of Age of Ultron so much as it serves as a jumbled set-up to Thor: Ragnarok. Of all the "visions," this is the one that chewed up the most screen time yet didn't really matter much to this film's plot.Scarlet Witch probably wreaks the most havoc by messing with Banner's mind, which leads to the colossal Hulkbuster battle on the streets of Wakanda. This leaves Banner shaken, and his burgeoning romance with Black Widow in a rough spot.Yes, Natasha has a thing now for Banner, a romance which seems to come completely out of the blue given the aloof nature of her character and her past closeness to both Cap and Hawkeye (Jeremy Renner). It doesn't feel earned, but rather an arbitrary reason to make Banner feel even more tortured and isolated. We're supposed to believe that they each see themselves as monsters so that's the basis for their bond, but the whole star-crossed lovers angle just feels forced.The widening fissure between Cap and Stark lays the groundwork for Captain America: Civil War, and we also get a sense of which Avengers will be on which side of that looming battle. (And, yes, you will learn who the next wave of Avengers members are by the end of this film.) But Age of Ultron ends on a surprisingly conciliatory note, one that suggests the real split between Cap and Stark is yet to come.We get a look into the private life of Hawkeye, who is certainly given enough here to make up for turning him into Loki's zombified henchman throughout much of the first film. But Avengers 2 fumbles a bit in handling the return of Nick Fury (Samuel L. Jackson). A sequence was needed to fill us in on what happened to Fury after the MCU-changing events of The Winter Soldier and where he's at here, and yet these important questions go unanswered. This is especially unsettling when there's a literal deus ex machina throw in near the end.The new heroes -- Vision , Scarlet Witch, and Quicksilver -- all get their moments to shine, although X-Men: Days of Future Past's impish speedster definitely stole the thunder from Age of Ultron's more brooding incarnation. Taylor-Johnson's Quicksilver is definitely a secondary character, but his and his sister Wanda's past drives their evolution from antagonists to Avengers. Olsen makes the most of what she can with Scarlet Witch, a role that doesn't really allow her to show much range until the homestretch.Vision is a late in the game addition, but Paul Bettany immediately commands the viewer's attention. (It's helpful that audiences have already come to like him simply as the voice of Jarvis.) Vision has some CG elements to him, but it was wise to make him a largely practical effect with old school makeup and costuming, all of which sells the idea of his character being the synthesis of A.I. and humanity. You're definitely left wanting more of Vision, which is a good thing.OK, enough about our heroes. What about our titular villain? As portrayed by Spader, Ultron is as brilliant and glib as his egotistical co-creator Stark. He's more a doppleganger to Tony -- one wants to destroy humanity, the other wants to save it -- than the Pinocchio to his Geppetto despite what the film's use of that classic Disney song would have you think. Spader's Ultron owns the screen whenever he's on it. Loki may be the most charismatic MCU villain and the Winter Soldier the most physically intimidating, but Ultron offers a perfect cocktail of the former's charm and the latter's aggression.Where Age of Ultron loses points is in its service of so many masters. While overall it manages to balance most of the elements Whedon is tasked with incorporating, you will nevertheless sense the gears of the story machinery churning, forcing set-ups to future films when audiences need to remain invested in what's transpiring in this film and not what will happen in a movie coming out in one to three years time. A few snips and scenes saved as deleted extras for the Blu-ray probably could've helped streamline the narrative even more and contributed to fan service in ways that didn't negatively impact this particular film.