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One of the biggest challenges for “Avengers: Age of Ultron” was making the villainous Ultron (voiced by James Spader) feel threatening. This was the Marvel Cinematic Universe’s first official robot villain, and while robots can certainly be threatening (see: “The Terminator”) it’s also easy for them to look silly instead. As explained in the 2021 behind-the-scenes book “The Story of Marvel Studios: The Making of the Marvel Cinematic Universe,” the visual development team struggled to make Ultron threatening while still being capable of “convey[ing] human emotions.” As director Joss Whedon put it:

“In the comics, Ultron always has his mean face on. But we couldn’t do two hours of a mean face — that’s a Green Goblin mistake. I was interested in his soulfulness, his sadness, and in doing everything people don’t do with robots.”

What did Whedon mean by “Green Goblin mistake”? He was referring to the 2002 “Spider-Man” film’s portrayal of the Green Goblin. This was a villain who wore an unmoving Goblin mask in almost all of his scenes interacting with the hero. The mask was great for toy sales, but it also meant that Willem Dafoe’s voice had to do all the heavy lifting with the character’s performance. The mask conveyed no other emotion besides malevolent glee, which made it especially jarring in that one scene where Goblin is trying to talk to Spider-Man calmly.

This approach was awkward at times, but it wasn’t terrible for the Green Goblin’s unnerving, inhuman persona because the audience understood there was a human underneath that unmoving mask. The circumstances were different for Ultron, an inhuman being who Whedon still wanted to feel somewhat human.

“We’re often trying to balance a character — often an icon — from the comics with the needs of the movie’s story,” explained Ryan Meinerding, head of Marvel’s visual development team. “But Ultron was harder because those are two disparate directions. The point of the character in the comics was to be dispassionate, with a singular, screaming expression. Joss wanted that in [the face of] some of the Sub-Ultrons, but not Ultron Prime. So the challenge became, ‘How can we get something close to that which can still be a fully emotive face?'”

The version of Ultron the movie went with succeeded in not being as goofy as the Green Goblin mask, but that’s not necessarily for the better. Make fun of Sam Raimi’s version of the Green Goblin all you want, but at least people remember what the Goblin’s face looks like. Ultron’s MCU design, meanwhile, doesn’t really make an impression. It was commended at the time for its decent CGI, but in the end it’s just another entry in the MCU’s list of big gray villains. 

The design of Ultron is a good example of how the MCU has evolved over the years. If “Age of Ultron” had released a few years later, maybe after Marvel had time to react to the success of 2014’s “Guardians of the Galaxy,” the movie probably would’ve gone with a more colorful, extreme depiction of the villain. The MCU grew bolder and more experimental in Phase 3, and Ultron would’ve likely benefited from being designed in that period of the franchise’s history. Then again, “Age of Ultron” was such an ambitious film with so many expectations loaded into it that, honestly, we should just be happy they pulled the project off at all.