Thunderbolts is a 2013 film set in the Earth-11584 continuity of the Marvel Cinematic Universe. It is the first film adaptation of the Thunderbolts team. It is also the 3rd film in Phase 2 of the MCU and the 10th film overall. Directed by Clark Johnson and starring an ensemble cast that includes Will Smith, Elijah Wood, Maggie Q and Nathan Fillion, the film earned over $350 million at the worldwide box office. However it remains the only film in the MCU with a negative rating on review aggregate site, Rotten Tomatoes, holding a cumulative score of 55%,


Plans for a Thunderbolts film had emerged as early as 2008, when television writer Greg Wiseman had pitched an idea for an animated series based on the super hero team (with his pitch based itself off a potential spin-off from the 90s animated show Gargoyles, which Wiseman had worked on). The idea bounced around the Marvel Studios offices until finally being nailed down as a potential film within Phase 2 of the MCU, initially planned to be a launching point for various limited series to be released exclusively on Netflix. In 2011, following his work on Black Widow, Doug Liman was offered the chance to direct. He was briefly attached, but bowed out citing creative differences with Marvel less than 2 months later. With no director by the end of 2011, the film was put into limbo, despite plot elements for Thunderbolts being teased in post-credits scenes for the upcoming Avengers.

By mid-2012, the script was rewritten and Clark Johnson was brought in to serve as director. The film was retooled to be primarily a vehicle for both Luke Cage and Wonder Man, the latter of which was to be introduced in Iron Man 3 and the former of which was slated to receive the first Netflix series in 2014. Elijah Wood and Will Smith joined the cast shortly thereafter, with Smith being intrigued at the prospect of playing a villain for once. Filming began in January of 2013 and concluded in April of that year.

Plot Summary

We open with a montage of Luke Cage, Donald Clendenon, Karla Sofen and Paul Ebersol being captured, tried, and spending time in prison before being transferred to the custody of someone new. As the opening credits filter out, the four of them, along with Leila Davis and Simon Williams, are assembled in a room, discussing their various situations. Cage, Sofen and Ebersol are all ex-convicts from Seagate Prison and Seagate Women's Penitentiary who were experimented on by a group known as AIM, Williams is the former industrialist head of Williams Innovations, Clendenon is a convicted military scientist accused of trying to steal secrets of the War Machine design and selling it to terrorists, and Leila Davis is the former Beetle. They are approached by retired military General Thunderbolt Ross, who informs them that, in exchange for clemency and a possible pardon, they are to use their unique talents to fight crime. Though they will be an unofficial organization, disavowed if they are caught, they will also be somewhat free during their stay.

The group's first mission is to track down Taskmaster, who went missing shortly after the Battle of New York, to bring him to justice for bringing Loki to Earth. While Clendenon designs himself a suit with the help of Davis, the other 4 travel to New York and Hell's Kitchen to try and find information on Taskmaster, who has seemed to have gone underground. Despite hearing other tales about "ninjas or some other crap like that," they don't get any real leads. However a bank robbery they happen upon is foiled by the four. Due to Williams being recognized by media reports, and someone who overheard the word "Thunderbolt" in reference to the General, the group is dubbed the Thunderbolts by the media.

Despite the quartet's newfound fame, Ross grounds the whole group for fear of being exposed to SHIELD, whom he is trying to avoid. This changes when they learn that Taskmaster has been found in Canada, leading the group to head up there to find the master criminal. Meanwhile, in Canada, at a Stark particle accelerator, a physicist named Franklin Hall is trying to find the Higgs Boson, which is the particle that allegedly gives matter mass, and the so-called graviton, which is the particle that conveys gravity.

The Thunderbolts track Taskmaster down to a drug smuggling operation. This time joined by Beetle and Clendenon, calling himself Harrier, the group of 6 engage in a car chase with Taskmaster's forces, eventually causing him to crash near a power transfer station close to the particle accelerator. During a short battle in which the Thunderbolts capture Taskmaster, the power station is damaged, causing a sudden and temporary loss of power at the particle accelerator during a critical experiment involving a small amount of vibranium. Dr. Hall travels into the experiment chamber to try and save the Vibranium and shut down the experiment, but the power suddenly kicks back on and he is bombarded, unknowingly, by several gravitons simultaneously, knocking him unconscious and nearly killing him.

Ross again chastizes the team for drawing attention to themselves, but announces that SHIELD has given him the go-ahead for limited operations within a certain context. Ignoring that context, though, he also announces that he has a special assignment he wants to send them on, namely trying to track down Bruce Banner and bring him into custody. The Thunderbolts reject at this idea, but Ross reminds them that the only reason they are free from prison is because they are under his supervision. If they don't behave, they go back to the pokey, this time for life. Reluctantly the Thunderbolts agree to look into the matter, but deliberately drag their feet. They do approach Avengers Tower with the intention of finding Bruce, but are quickly told he's not home.

However, their efforts are interrupted by Hall, who has recovered from his accident and now wants to get revenge on the people who "made him a freak of nature." Using his ability to control gravity fields, though inexperienced with his powers, he wipes the floor with the Thunderbolts and leaves them for dead in their mobile headquarters, before going off to try and complete his experiments, using himself as a test subject. Upon recovering, Davis discovers that Franklin's powers are growing at an exponential rate, and if he is not stopped the forces of gravity at his control could tear the entire planet apart. Ross tries to stop the Thunderbolts from going, threatening to send them back to jail if they don't follow orders, but the six all agree to tell Ross to stuff it and go off anyway. Ross receives a phone call from Agent Maria Hill with SHIELD, telling him that the Thunderbolts are all being given pardons anyway for their actions at retrieving Taskmaster, including Cage, who it is revealed, was wrongfully imprisoned anyway.

The Thunderbolts track down Hall, now calling himself Graviton, and manage to stop his experiment before it gets underway. Though the process is difficult, and many of the Thunderbolts are nearly killed, they eventually defeat the crazed scientist through rather gruesome means. With Graviton dead, the Thunderbolts are informed of their clemency and thanks from SHIELD, however they are also told that they must disband, as they don't want to "encourage this sort of thing going forward." The team breaks apart, with Luke Cage returning to Harlem, Leila Davis and Donald Clendenon (who seemed to become something of an item) entering the private sector with Stark Industries, Karla and Paul disappearing, and Simon agreeing to stay on with SHIELD as a special operative.

Post Credits Scene

[We fade in on Thunderbolt Ross sitting at his desk in the former headquarters of the Thunderbolts, chomping on a cigar and barely being contained from a rant on a telephone on his desk. We can only make out some of what is heard, until we cut away to Avengers Tower, where Jennifer Walters is on the other end of the line.]

Walters: ...and if you ever have the nerve to show up looking for my cousin again, you're going to have bigger problems than a rampaging Hulk on your hands. You'll have a full blown lawsuit for everything your worthless hide is worth Ross. You hear me?! I'll nail your military behind to my wall when I'm through with you!

[She slams the phone down in frustration, breathing heavily, as Bruce looks on beside her bemused.]

Banner: You know, if you ever want, I can help you control that temper. I know a few breathing techniques.

Walters: Bruce...

Banner: Maybe a dietary change? Some pilates?

Walters: Bruce...

Banner: Maybe you just need to go on dates more often...

Walters: BRUCE!

Banner: Yes Jen?

Walters: Just...shut up.

[The two laugh at each other as we fade to black.]

Summary of Changes

Thunderbolts is an entirely original film within the Earth-11584 universe, with no real world counterpart in the mainline MCU.

Cast List

  • Maggie Q as Leila Davis/The Beetle- A computer hacker turned industrial espionage criminal who uses an Insect Themed Battle Suit of Her Own Design. Maggie Q reprises her role from The Avengers and Iron Man 3, having replaced Trish Stratus who played the role in Iron Man 2.
  • Mike Colter as Luke Cage/Power Man- A wrongly convicted man who, through experimentation, gained unbreakable skin and super strength.
  • Nathan Fillion as Simon Williams/Wonder Man- A former industrialist who, through use of an experimental formula, gained the ability to become and control ambient Ionic Energy. Fillion reprises his role from Iron Man 3.
  • Elijah Wood as Donald Clendenon/Harrier- An ex-military researcher who uses a modified armored suit for airborne and underwater combat.
  • Nazanin Boniadi as Karla Sofen/Moonstone- A former petty criminal who, through experimentation, gained the abilities of flight and superhuman strength. Also uses sonic disruptors of Wakandan design.
  • Kevin Nagle as Paul Ebersol/The Fixer- A former low-level thug who, through experimentation, was given super strength and limited jet flight by way of cybernetic enhancements.
  • William Hurt as Retired General Thaddeus "Thunderbolt" Ross- A former US general who assembles the Thunderbolts in order to act as a "private" security team for the United States Government, unofficially.
  • Will Smith as Dr. Franklin Hall/Graviton- A Canadian Physicist who's experiments with gravity and particle accelerators goes wrong, granting him the ability to manipulate Gravity Fields.
  • Titus Welliver as Taskmaster- A master criminal who, through photographic muscle memory, can correctly anticipate any move his opponent might make in combat. Welliver reprises his role from Black Widow and The Avengers.

Gina Carano and Mark Ruffalo both cameo in a post-credits scene, reprising their roles as Bruce Banner and Jennifer Walters from The Incredible Hulk respectively. Cobie Smulders also has a brief cameo as Maria Hill. Liv Tyler is shown in archival footage, as is Scarlett Johansson. Stan Lee cameos as a guard at Seagate prison when Luke Cage is let out of prison near the beginning of the film.


Critical Response

The film received mixed to poor reviews upon release, becoming to date the only release in the MCU with a "rotten" score on review aggregate site Rotten Tomatoes. The site scored the film 55% with an average score of 5.8/10 based on 280 reviews. The site's critical consensus reads "Despite a fun cast, clever concept and the Marvel Studios Pedigree, Thunderbolts is a surprisingly straight forward and flat super-hero romp that fails to resonate." Critics enjoyed the concept of a team of villains becoming heroes and praised the performance of Mike Colter as Luke Cage (who would go on to reprise the character in a Netflix series the following year), but criticized the overall script and badly staged action scenes.

Box Office

Despite the worse than usual reviews, the film was a hit at the box office. On its opening weekend in the US, the film finished #1 with $55 million dollars in receipts, en route to a total US box office of $153 million, finishing just outside the top 15 highest grossing films of 2013. The film made $350.8 million at the worldwide box office.

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
Phase 3 The Incredible Hulk 2 | Captain America: Civil War | Doctor Strange | Fantastic Four: Doomsday | Iron Man 4 | Guardians of the Galaxy Vol. 2 | The Spectacular Spider-Man | World War Hulk | Thor: Ragnarok | Black Panther | Avengers: Infinity War | Ant-Man and the Wasp | Captain Marvel
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
Netflix Programming Luke Cage (Season One) | (Season Two) | (Season Three)
Daredevil (Season One) | (Season Two) | (Season Three)
aka, Jessica Jones (Season One) | (Season Two)
Blade (Season One)
Iron Fist (Season One)
The Defenders (Season One)
The Punisher (Season One)
Avengers: Infinity
She-Hulk (Season One)
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