An evil robot named Ultron creates an android called the Vision and sends it to destroy Ant-Man, the leader of the Avengers. To get Ant-Man's attention, the Vision attacks the US President.

Wonder Man is put on life support and the Avengers must take over where he fell. Meanwhile, Hank meets his worst creation ever, Ultron.

The Avengers battle Kang the Conqueror, a time-traveler attempting to take over the world.