“How the MCU Was Made” is a series of deep-dive articles that delve into the ins and outs of the development history, production, and release of all the Marvel Studios movies.

The development and pre-production of Ant-Man marked one of the most tumultuous and drama-filled periods in the history of the Marvel Cinematic Universe, but its sequel was quite the opposite. Free to craft his own Ant-Man movie from the ground up, filmmaker Peyton Reed steered the ship of Ant-Man and the Wasp with pretty much no problems. No extensive reshoots, no intense rewriting, no casting issues. Everything fell into place, and that pleasantness seeps through to the finished film we see onscreen—although it would be nearly a full year after release until we understood that the ramifications for Ant-Man 2 were relatively huge. This is the story of how Ant-Man and the Wasp was made.

Ant-Man was always meant to be the beginning of a franchise for Marvel (which is why the studio favored the younger Joseph Gordon-Levitt for the lead role while developing the initial film), and the success of Reed’s version of Ant-Man—especially in the wake of that film’s issues—led to a pretty quick greenlight for Ant-Man 2.

In October 2015, Marvel Studios confirmed that Ant-Man and the Wasp would be leaping into theaters on July 6, 2018, and shortly thereafter Reed signed on to direct with Paul Rudd and Evangeline Lilly returning in the starring roles. The title bore significance, as Ant-Man and the Wasp was touted as the first Marvel Cinematic Universe movie with a female character in the title and co-lead role. Reed explained the significance was also organic to the story being told:

“It just happened to be organic for the characters of Ant-Man and Wasp, [so] it worked. Her last line in the movie — ‘It’s about damn time’ — [is] very much about her specific character and arc in that movie, but it is absolutely about a larger thing. It’s about damn time: We’re going to have a fully realized, very very complicated hero in the next movie who happens to be a woman.”

Adam McKay, who turned down the chance to direct Ant-Man when Edgar Wright left the project but helped rewrite the script instead, signed on to help conceive of the story for Ant-Man and the Wasp alongside Rudd and writers Gabriel Ferrari and Andrew Barrer, who served as on-set writers for Ant-Man 1. By April 2016, the brainstorming phase was well underway with Reed intimately involved:

“We’re hard at work writing the movie right now. So we’ve been holed up in a room, Paul Rudd, myself, Adam McKay, Gabriel Ferrari, and Andrew Barrer, who are our writers. So we’re all brainstorming the story. I think the only thing I can tell you with certainty at this point, because we’re still about two years away from the movie coming out, is that it’s going to have stuff in it that you’ve never ever seen in a movie before.”

As the writing continued, the script evolved. At one point, Michael Peña’s Luis was going to recount events from Captain America: Civil War that would reveal a cameo from Chris Evans, but Reed ultimately cut it out:

“Early on, we had a version where we were going to do a quick version of the tarmac fight from Civil War, with some ridiculous thing where, you know, Captain America has Ant-Man as a baseball and throws him,” Reed explained. “Because the whole thing is Luis’ version of events, right? We came up with all these ridiculous visuals… [But] the idea was that this really wanted to be a little bit more standalone and in its own world. It kind of felt like we’d referenced Captain America: Civil War so much, let’s just do our own thing there.”

Chris McKenna and Erik Sommers, who helped work on the Spider-Man: Homecoming screenplay, were eventually brought in to work on the script, and the story honed in on the search for Janet van Dyne, the long-lost wife of Hank Pym. Michael Douglas was set to return as Hank, and at San Diego Comic-Con 2017, Marvel announced that none other than Michelle Pfeiffer would be filling the role of Janet van Dyne. Feige revealed that Pfeiffer was their dream choice for the role back on Ant-Man 1:

“On the first film, we would talk about, if we got to make another one, showing Janet and having somebody like Michelle Pfeiffer. And there’s a photo you see at the end of the first Ant-Man where Hank Pym realizes Scott Lang was in the Quantum Realm, came back, and the wheels start turning, could Hank go down there and find her? And he looks over at a photo and you see young Hank and young Hope, and a young Janet whose face is covered by a hat. We used to say, ‘We have to cast somebody like Michelle Pfeiffer. Wouldn’t that be great?’ And then we hit upon the brilliant idea to ask Michelle Pfeiffer, and we had a number of meetings and Peyton Reed pitched her the story, and… she said yes.”

For the tone of the film, Reed drew inspiration from After Hours, Midnight Run, and What’s Up, Doc?, crafting an on-the-run actioner versus the heist tone of the first Ant-Man. That extended to the film’s villain, which Reed wanted to be different from Ant-Man baddie Yellowjacket:

“The villain in that movie felt like a bit of a vestige from the era in which that project was started, [which was] around the time of Iron Man one, where you have an antagonist who has a similar power set [as the hero]. I was hell bent on doing something different in [Ant-Man and the Wasp].”

And different Ghost was. Inspired by the comics character of the same name, Ghost in Ant-Man and the Wasp is gender-flipped (played by Hannah John-Kamen) and has a backstory tied directly into that of Hank Pym. Ant-Man and the Wasp introduces the character of Bill Foster (Laurence Fishburne), who is revealed to have become an adopted father to Ghost (aka Ava Starr) after an experiment gone wrong causes her to consistently phase in and out of the quantum relam. Foster plans on curing her using Janet’s quantum energy, which Hank believes will kill Janet—assuming they even find her. And thus the film has no real “villain,” just an antagonist trying to save her own life.

The search for Janet eventually takes Hank into the Quantum Realm, where he discovers she’s not only survived but thrived, and has gained new powers. Reed explained:

“We knew going into this that there’s a lot of opportunity to be mined. We know enough about Janet van Dyne to know she not only survived down there, but it’s safe to assume she thrived in various ways down there. As we say in the movie, she’s also evolved. We wanted to get enough to just sort of pique audience’s curiosity about it and hopefully at some point we will be able to show the audiences some of the things we’ve been talking about and ruminating about.”

As we now know, the Quantum Realm plays a major role in the plot of Avengers: Endgame, and Reed worked closely with Endgame and Avengers: Infinity War filmmakers Joe and Anthony Russo to make sure Ant-Man and the Wasp lined up with what they were doing. While at the time of release it appeared that Ant-Man and the Wasp had almost nothing to do with the Avengers sequels, it turns out the film’s exploration of the quantum realm was vital to the plot of Endgame.

Production on Ant-Man and the Wasp began on August 1, 2017 in Atlanta, and the shoot was rather uneventful. The production wrapped in November after some additional photography in San Francisco, but in the lead-up to the movie’s release, Marvel kept one key aspect of Ant-Man 2 under wraps: when it took place.