Ant-Man is a 2015 film in the Earth-11584 continuity of the Marvel Cinematic Universe. It is the final film of Phase 2 of the MCU, as well as the 15th film overall. The film was directed by Peyton Reed, who replaced Edgar Wright early in the production due to creative differences between Marvel and he. Wright, however, does retain a screenwriting credit on the film. Starring Paul Rudd, Michael Douglas and Evangeline Lilly, the film is the first iteration of the Ant-Man character on the big screen. The film was a hit at the world wide box office, taking in nearly $520 million dollars.


Production on an Ant-Man film began as early as 2004, when director Edgar Wright pitched a story idea concerning the character to Marvel executives. Wright and writer Joe Cornish spent several years working on a script for the character, and the film entered pre-production in early 2008 as one of the first films in the newly established MCU. However, Wright didn't agree with tying his film into a larger universe, wanting it to stand on its own. While he attempted to work out creative differences with Marvel, the decision was made to delay the Ant-Man film to Phase 2 and move forward without the character involved in the Avengers. Shortly thereafter, Wright left the project. Director Adam McKay was brought in June of 2011 to begin retooling Wright and Cornish's script, but left the project a year later to work on other things. Marvel finally settled on director Peyton Reed (who at one point had been considered for a Fantastic Four film), who used McKay's altered script with some dialogue written by star Paul Rudd (who was cast shortly after Reed became director.) Due to WGA rules, Wright and Cornish retained a co-writer credit on the final film.

Legendary actor Michael Douglas joined the film in mid-2014 to play Hank Pym, the original Ant-Man, confirming that this film would focus on the second Ant-Man Scott Lang. Laurence Fishburne, despite appearing in the DC comics film Man of Steel, confirmed that he would play Bill Foster in the film, while Twilight's Jackson Rathbone was hired to play Eric O'Grady in a vastly different character from his comics incarnation. Filming began in July of 2014, finishing in October of that year.

Plot Summary

In 1988, Hank Pym storms into the conference room of the still under construction Triskellion, confronting SHIELD board members Peggy Carter, Howard Stark and Bill Foster. Angrily, Pym reveals his knowledge of them trying to replicate his technology, specifically the Pym Particle which allows him to shrink in size but retain all of his strength. He is especially mad at Foster, who had helped him develop the project in the first place. Despite a plea from Stark, Pym states unequivocally that the Pym Particle is a secret that will go to his grave. Howard remarks, after Pym resigns and leaves, that Hank Pym won't be a threat to SHIELD, unless they force the issue.

In the modern day, an aged Bill Foster is approached by the newly appointed director of SHIELD, Thunderbolt Ross, who wants him to unlock some long-encrypted tech concerning early experiments into the Pym Particle. Foster replies that those experiments were sealed for a reason, and fails to do so. Ross tells him to consider it a formal order next time, and he is joined by a low-level SHIELD agent named Eric O'Grady, who says if Foster can just give him the data, they can remake the Ant-Man suit. After Ross and O'Grady leave, Bill picks up a phone and calls a number, saying "Hope, we have a problem."

In San Francisco, Scott Lang is a security expert and electrical engineer turned whistleblower and cat burglar, finally being released from jail after three years for breaking into a bank and stealing money to refund customers who were duped by duplicity. He is picked up by his friend and former cellmate, Luis, and tells him that he has every intention of going straight. Unfortunately, being a convicted felon means that Scott can't get a job anywhere, failing even to become a ice cream jockey at Baskin-Robbins. He moves in with Luis, who introduces him to Dave and Kurt, members of his "crew" for a new job they have. Scott again insists he wants nothing to do with it.

He visits his daughter via court-supervised visitation. His daughter clearly loves him, but his ex-wife, Maggie, wants nothing to do with him. The two of them argue at the conclusion of the visit, with Maggie saying she will petition the court for further restriction of visitations. She says she wants Scott to be a part of Cassie's life, but only if he can get right with the world. He needs to find an apartment on his own. Afterwards, Scott is approached by his "probation officer", who introduces himself as Bill Foster. He says he needs Scott for a very specific job. Scott, faced with making a lot of money faced, agrees, but only if Luis and company can help. Bill simply orders Scott to break into someone's home, namely the retired CEO of PYMTECH, Hank Pym, and steal a prototype suit.

Through trials and tribulations of breaking through security, Scott does steal the suit. However, Foster fails to show up at the rendezvous point, and Scott is arrested by the police. While in custody, he is again visited by his daughter and ex-wife. Maggie says that she brought Cassie by to try and prove a point about good morality, while Scott says Maggie should have never exposed her to this. Maggie's reply: I hope you enjoyed it, it's the last you'll likely ever see of her. Scott is despondent when he receives a second visitor, claiming to be his lawyer. Hank Pym disrupts the camera view with his ants for a few moments, while he explains that the "robbery" was in fact a set-up, and that they need Scott to go off the grid for this to work. He hands Scott a small package, telling him to press the button "when he gets the signal." Later, Scott sees a bunch of ants crawling into his cell, spelling out "Now." and launching into a sixty second countdown. Scott presses the button to cause the suit to grow to normal size. He puts it on after a moment's hesitation, activates the helmet and then presses the button on his hand, shrinking to the size of an Ant. The Ants help him escape the jail, undetected by the police.

After passing out mid-escape, Scott awakes to find himself in a rather nice bedroom, with a woman standing over him. The woman introduces herself as Hope Van Dyne, the daughter of the man he tried to rob. Eventually she coldly leads him to a breakfast table, where Bill Foster and Hank Pym are sitting down to eat. They explain the situation: that the Ant-Man technology was created as a collaborative effort between themselves back in the late sixties, and that Pym had used the technology to become a special field operative for SHIELD. Now SHIELD wants to duplicate the technology, and Pym and Foster want Scott Lang to become the new Ant-Man and stop them by destroying a key research facility. Hope claims that they don't need Scott, as Hope is more than capable of doing it herself, but Hank points out they need Hope on the ground in her role as a SHIELD agent in case things go south. Scott insists that he's not the right guy for the job, but eventually a talk with Hank wins him over.

Meanwhile back at SHIELD, we see Eric O'Grady working more on the Ant-Man technology. He manages to duplicate the sensory technology that Pym used to communicate with ants, but tests with new-age Pym Particles on organic material prove to be disastrous. O'Grady tells Ross that in order to be successful, he needs access to Bill Foster's original experiment data, and those files were taken from the hard drives by Foster himself. Ross says he'll look into it, but for O'Grady to keep trying.

We get a montage of Scott learning how to use the Ant-Man technology, including a warning from Hank Pym not to mess with the size regulator, lest he shrink to a subatomic level and fall into the Quantum Realm. Though it takes some time, Scott eventually gets the hang of things. Hope returns from a SHIELD field office saying that the latest report on the data appears to be at a standstill, and that they might still have time to pull it together. However, after an errant comment from Foster, Hope and Hank have another argument about why she isn't allowed to wear the suit, which causes her to storm off. Foster and Scott go to work on technical application, leaving Hank alone to his thoughts briefly. He is soon surprised by the arrival of Ross, who tries to see if he has heard from Bill Foster. After alluding the question, Ross explains that they are trying to duplicate his work, but they are very close and need Foster's notes to complete it. Ross makes mention of Hank's wife Janet, and her death on a mission. When Ross leaves, Hope and Scott come in, the former demanding to know the truth of her mother's death. Hank explains that in the course of a mission, Janet chose to deactivate her regulator in order to shrink between the molecules of a dirty bomb about to go off. This trapped her in the aforementioned Quantum Realm, and was ultimately the reason why Hank left SHIELD. Bill comes in, saying even he had no idea how Janet had died, just that she had died on the mission. They all agree to redouble their efforts.

Back at SHIELD though, O'Grady has finally managed to duplicate the Pym Particles, much to the delight of Ross, who schedules a demonstration for the World Security Council later that week. Eric volunteers to be the individual who tests out the new Ant-Man suit. Hope finds out about this and warns her father, saying they need to come up with a more direct approach. Hank says that's especially true, as he doubts they found out about the psycho-traumatic effects of usage of the Pym Particles can cause without a regulator helmet like Scott has, similar to what happened to someone exposed to raw gravitons a few years ago. Scott suggests they use Luis and his crew to pose as maintenance workers, that will allow Scott and the ants time to infiltrate the building and plant an implosion device that will destroy all the data on the Ant-Man technology, and hopefully destroy the suit they've created.

At the demonstration, both Foster and Pym make it a point to be seen by Ross and meet O'Grady. Meanwhile, Luis and his crew enter as maintenance guards, hacking into the security system and deactivating an alarm so that Scott can enter a data room. Scott plants a computer virus in SHIELD's system that will delete all of the data on the Pym Particle, and then plants the implosion device. He goes off to stop the demonstration, but is too late as O'Grady has already shown off the technology. Though O'Grady does possess a helmet, his is not up to code. And though his suit has upgrades, it is clear the Pym Particles begin affecting his mind almost immediately. He confronts Scott when he sees him, and begins attacking not only with his suit, but with specially modified black ants that are susceptible to his commands. The two fight while Ross tries in vain to salvage the situation. He holds Pym and Foster responsible, claiming that he will have them arrested, when Hope tases him and says she formally resigns.

O'Grady, now calling himself Black Ant, and Lang take the fight outside, while Pym, Foster and Hope fight through some of Ross' SHIELD agents. They all manage to get clear of the building before it implodes, Pym and company escaping on a miniaturized tank that is grown to full size. The implosion device goes off, destroying the data of the Pym Particles. Lang seems to defeat O'Grady and grows to full size, but is caught by the same police who had caught him before. They start to take him into custody, despite the protests of Hank Pym.

Over the radio scanner as they arrive at the station, Scott hears of a breaking and entering happening at the home of Cassie and Maggie. He breaks free from the cops, saying he'll come back later, and flies to intervene. There he finds Black Ant trying to terrorize his daughter, having gotten the information about Cassie by overhearing Luis earlier. The two fight it out again with ants on both sides joining in the battle. Eventually Cassie and Maggie are cornered by Black Ant when it seems Lang has been defeated. Before he can hurt her though, Scott deactivates his regulator and goes subatomic, shrinking into the Pym Particle delivery system of the Black Ant's suit and sabotaging it, causing O'Grady to shrink into a puddle of goo. Scott enters the Quantum Realm, nearly losing all sense of space and time. Hearing Cassie's voice allows him to modify his suit and regulator to grow again, returning to normal size. He embraces Cassie, with Maggie stunned to see it's him in the suit. Cassie asks if he can stay, but he says he has to answer for what he's done. He goes back to the police to turn himself in.

Later, at a court hearing, Maggie agrees not to pursue suspension of Scott's parental rights, especially when she learns he's been cleared of all charges and given a job at Pym-Tech Security. Back at Hank's house, he and Hope hear about the Quantum Realm, and despite the fact that Scott can't remember much, it gives them hope that maybe Janet might be rescued. The film ends with Scott receiving information on a job from Luis, something about superhuman accords or something, but Scott says he has a date...with his daughter.

Post-Credits Scenes

[We open on the basement laboratory of Hank Pym, as he leads his daughter down to show her something.]

Hank: If there's one thing I have learned from this whole ordeal, it's that you always have to cherish your loved ones while they are here. By the same token, you also have to let them live their lives free of your interference.

Hope: I'm glad to hear that from you.

Hank: Yeah well you'll like this next part better.

[Hanks hits some buttons on a keypad and a door to the side opens. Curious, Hope walks through the unknown door and the lights flip on, revealing a duplicate of the suit worn by her mother, the Wasp.]

Hank: This was an advanced prototype of the Wasp suit that your mother and I were working on when we left for that mission. We never did finish it, but lately I've been thinking that we were never meant to. Maybe...maybe it's something you and I were meant to do.

[Hope looks at her father with a surprised look on her face.]

Hank: Don't you think it's time we finished it?

Hope: I'd say it's about damn time.

[Cut to Black]

/ = / = / = /

[We fade in on the home of Maggie Summers as she is finishing dinner with her ex-husband Scott and her daughter Cassie. She gets up to clear the dishes, calling back to them as she does.]

Maggie: You know Cassie learned how to do a cartwheel?

Scott: What?! That's impossible.

Cassie: No it's true. I've been practicing all week to show you. Watch!

[Cassie goes off and performs a cartwheel in the living room for her father, which Scott loudly applauds.]

Scott: That...that still can't be you. That came from a professional gymnast or something.

[The doorbell rings, and Scott says that he will answer it. As he does he is surprised to see Nick Fury and Clint Barton waiting for him.]

Scott: Uh hi. Do I know you? I mean, I know you you're an Avenger and...why are you at my ex-wife's home?

Barton: We don't have time for chit chat. This is Fury, I'm Hawkeye. And Cap needs our help. Come on let's go.

Scott: Cap needs help...wait Captain America needs my help?!?

Fury: If you prefer I can call a guy in Harlem?

Scott: No no that's fine...just give me five minutes.

[He shuts the door and Barton and Fury awkwardly stand there. A car horn honks in the distance and they turn to see the cabbie waving at them.]

Stan Lee: Hey guys I'd hurry if I were you! The meter's running you know!

[Fury and Barton look at each other awkwardly once more as the screen cuts to black.]

Summary of Changes

  • In the beginning meeting between SHIELD and Hank Pym, the HYDRA agent Mitchell Carson is not present. Rather it is Bill Foster, Hank Pym's old partner who would appear in the mainline MCU film Ant-Man and the Wasp. In this film, he helped develop the Pym Particle Technology, specifically the regulator helmet that keeps it from altering brain chemistry.
  • SHIELD is trying to recreate the Ant-Man suit, rather than a corporate rival to Hank Pym. As such, the primary villain of this piece is Eric O'Grady, a SHIELD agent and scientist who adopts the mantle of the Black Ant, rather than Corey Stoll's Darren Cross. Also, Hope is a SHIELD agent in this continuity, rather than an aide to Cross, who never appears in the film.
  • The character of Paxton is eliminated entirely from the film, as Cassie's mother is instead a single mother divorced from Scott. A boyfriend is mentioned, but never seen.
  • Bill Foster approaches Scott for the job breaking in and stealing Hank's suit, rather than Luis and his crew. Luis and his crew are added at the insistence of Scott.
  • Scott never messes around with the suit prior to getting arrested. The circumstances surrounding his escape are also slightly altered.
  • The relationship between Hope and Hank is less adversarial than it is in the original film.
  • The plan is to destroy a SHIELD research facility, rather than the Cross Laboratories, though the heist factor is similar. The training montage is further expanded, and there is no fight between Scott and Falcon in this film (he gets on SHIELD and thus Fury's radar by means of his actions in the SHIELD skirmish.)
  • The fight between Black Ant and Ant-Man also involves armies of ants fighting amongst themselves, in addition to Scott and O'Grady fighting each other as well.
  • Scott actually turns himself in to the police following his saving Cassie, however is set free because all charges against him are dropped. Subsequently Maggie and he apparently seem to reconnect on some level, and there is no romantic interest between he and Hope during the film.
  • Hawkeye and Nick Fury cameo in a new Post-Credits scene, recruiting Scott for the events of Civil War.

Cast List

  • Paul Rudd as Scott Lang/Ant-Man- A former cat burglar and security expert trying to go straight, who gets recruited by Hank Pym and his daughter Hope to become a super hero who shrinks to the size of an Ant via a special suit powered by Pym Particles. He also uses a special helmet to communicate with Ants to carry out his various missions.
  • Michael Douglas as Hank Pym- The original Ant-Man and inventor of the Pym Particle, a particle which allows a subject to grow or shrink in mass without losing any density.
  • Evangelline Lilly as Hope van Dyne- The daughter of Hank Pym and Janet Van Dyne, who joined SHIELD to follow in her mother's footsteps. Research made her aware of her father's work, and she goes to him in an effort to try and stop SHIELD from duplicating Pym's technology.
  • Laurence Fishburne as Bill Foster- A former member of SHIELD's ruling council and chemical engineer who helped Hank Pym develop the Ant-Man technology.
  • Jackson Rathbone as Eric O'Grady/Black Ant- A SHIELD agent who volunteers to be the test subject for the newest version of the Ant-Man suit, but turns evil due to deletrious effects of the Pym Particles.
  • Patricia Arquette as Maggie Lang Summers- Scott's ex-wife who wants him to keep his life of crime away from his daughter.
  • William Hurt as Thunderbolt Ross- A retired military general, newly appointed by the World Security Council to be the head of SHIELD, who wants to resurrect the Ant-Man program.
  • Michael Pena as Luis- A friend of Scott's, who has a crew of thieves that work for him on special jobs.

John Slattery and Hayley Atwell reprise their roles as Howard Stark and Peggy Carter, respectively. T.I. Harris and David Dastmalchian each play a member of Luis' crime crew. Michelle Pfeiffer has a brief cameo as Janet van Dyne, the mother of Hope Van Dyne and the original Wasp. Abby Ryder Fortson plays Scott Lang's daughter Cassie. Jeremy Renner and Samuel L. Jackson cameo as Clint Barton and Nick Fury respectively in a post-credits scene. Stan Lee cameos as a cab driver.


Critical Reception

The film received strong reviews upon its release, with review aggregate site Rotten Tomatoes scoring the film at 82% with an average score of 6.8/10 on 288 reviews. The site's critical consensus reads "Led by a charming performance from Paul Rudd, Ant-Man offers Marvel thrills on an appropriately smaller scale – albeit not as smoothly as its most successful predecessors." Critics were pleased with Rudd's performance, as well as the strong family dynamic's on display in the film's quieter moments, but criticized the hap-hazard humor of the film, as well as the lackluster villain.

Box Office

The film earned just $57.2 million dollars in its opening weekend, the fourth lowest opening of an MCU film up to that point (behind Black Widow, Incredible Hulk and Thunderbolts.) The film would make money, however, finishing with 180.2 million dollars in North America and just under 520 million worldwide.

Marvel Cinematic Universe (Earth-11584)
Phase 1 Iron Man | The Incredible Hulk | Iron Man 2 | Black Widow | Thor | Captain America: The First Avenger | Marvel's The Avengers
Phase 2 Iron Man 3 | Thor: The Dark World | Thunderbolts | Captain America: The Winter Soldier | Guardians of the Galaxy | The Fantastic Four | Avengers: Age of Ultron | Ant-Man
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Phase 4 Avengers: Infinity Gauntlet | Spider-Man: Dangerous Games | Captain Britain | The New Warriors | Uncanny X-Men | Guardians of the Galaxy Vol. 3 | Doctor Strange: The Darkhold | Fantastic Four: Day of Reckoning | Black Panther: Kingdom Come | Wolverine | Hercules & The Olympians | Thor: Goddess of Thunder | Captain America: Hero's Fall | Avengers: The Conqueror | Spectacular Spider-Man 3
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