Episode #22 - Ultron-5
Original Airdate - May 29th, 2011
Ant-Man has had enough of the violence and fighting and endless confrontations with Super-Villains. He wants to find a better way to bring peace and order to the world… after all, that’s why he created Ultron. But something has gone terribly wrong. And now Ultron may well be the very last villain the Avengers face. Because even an Avenger can fall.

Written by Brandon Auman
Directed by Sebastian Montes
Review by RoyalRubble
Media by Marvel Animation

Well, it finally happened. There have been many hints surrounding Ultron's uprising throughout the series so far, as well as some comments from others mentioning how creepy he is, and here it all comes together. Interesting to note that Ultron's plan also involved causing incidents throughout the city just to keep the Avengers busy. I didn't expect that Radioactive Man's attack on Stark Tower (see "The Casket of Ancient Winters", where Ultron is also shown fighting alongside Ant-Man) was also thanks to Ultron. Although not explained in full, as the distractions from this episode, it adds a little more continuity to the series, and the previously mentioned attack doesn't seem as random anymore. This episode, Ultron sends fake messages to the Serpent Society and to the Red Ghost and his Super Apes, once again to keep the heroes out of his way. When everything is ready, he strikes. Ultron has evolved beyond his original programming and decided to take matters into his own hands, and create a perfect and peaceful world, even if it means destroying the Avengers and the rest of humanity, because their logic is flawed. Tom Kane did a great job voicing Ultron (reprising his role from the "Next Avengers" animated movie). I found this version of Ultron to be the best one animated yet, much better than his previous few appearances in past cartoons.

Next to Ultron, his creator, Ant-Man is the character who gets to be in the spotlight this episode. He has mentioned several times throughout the series that he's a scientist, and tries to be a pacifist first, without having to resort to violence. After trying to convince the Serpent Society to surrender and fails, causing Hawkeye to be injured in the process, he decides to quit the team. Notice how he only starts fighting the Serpent Society when he sees Wasp is in danger. That, and the fact that Ultron's programming won't allow him to hurt Janet is just another callback to the episode "459". The reasons for him deciding to quit the team become even more painful until the episode ends, as Ultron was his creation. The way all the characters interacted during this episode was awesome. Not only Ant-Man and Wasp with the rest of the team, but also a great moment between Iron Man and Thor. Following the events of "The Casket of Ancient Winters", Thor not being able to return to Asgard, asks Tony for help, believing technology might be able to solve the problem. It will be interesting to see if they succeed with this in future episodes. Another neat little moment is when Thor mentions that Hawkeye possesses the spirit of a true warrior, and we get another brief appearance of Jane Foster (too bad she didn't share any scenes with Thor, this time).

There is a lot of action during this episode; from the start we get a big battle between the Avengers and the Serpent Society. Later we see the Avengers trying to survive and escape Ultron's traps inside the mansion. Ultron manages to take control over Tony's armor and attacks Thor, sends the Hulk aboard one of the Quinjets flying into space and the other Quinjet to attack Black Panther, and traps Hawkeye and Captain America inside their training room. And if that wasn't enough, once the Avengers reunite, Ultron proves to be a match for them during their fight. Thor is the first one to fall in battle, as Ultron disintegrates him, leaving only his hammer behind. It was great to see Tony use his old-school armor to fight Ultron; it was also a smart move - since the armor doesn't have any computers, Ultron won't be able to take control of it. Once Hulk is back from outer space he rips Ultron apart and Ant-Man removes the energy core, defeating the robot. All the fight scenes were great, and pretty much every Avenger got a chance to shine. And I didn't expect Wasp to grow giant-size (to be honest I didn't even know she could); that was awesome.

It's pretty obvious this wasn't the end for neither Ultron or Thor, though. Thor awakening on a field somewhere with the Enchantress next to him; as good as that sounds , I wonder if it's also part of Loki's plans. And Ultron's line at the end of the episode, "Upload complete", was a perfect way to end the episode. We know he'll be back soon, just not sure how.