Avengers: Age of Ultron is an upcoming American superhero film based on the Marvel Comics superhero team the Avengers, produced by Marvel Studios and distributed by Walt Disney Studios Motion Pictures. It is intended to be the sequel to 2012's Marvel's The Avengers and the eleventh installment in the Marvel Cinematic Universe (MCU). The film is scripted and directed by Joss Whedon and features an ensemble cast that includes Robert Downey, Jr., Chris Hemsworth, Mark Ruffalo, Chris Evans, Scarlett Johansson, Jeremy Renner, Samuel L. Jackson, Aaron Taylor-Johnson, Elizabeth Olsen, and James Spader.
The sequel was announced in May 2012, after the successful release of The Avengers. Whedon, the director of the first film, was brought back on board in August and a release date was set. By April 2013, Whedon had completed a draft of the script, and casting began in June with the re-signing of Downey. Second unit filming began in February 2014 in South Africa with principal photography beginning in March. The film was primarily shot at Shepperton Studios in Surrey, England, with additional footage filmed in Italy, South Korea, and various locations around England.