On October 28, 2014, Marvel Studios summoned the media to El Capitan Theatre in Hollywood for a surprise press conference. Normally, such pageantry would’ve been saved for the adoring crowds at San Diego Comic-Con. This felt like something else. 

“We wanted to do something different to make it a big moment for us,” Marvel executive Trinh Tran says. By then, the company had released 10 global blockbusters that together grossed more than $7 billion. But that was only a warm-up act. As it’d soon become clear to those attendance—and to the rest of the world—Marvel wasn’t merely revealing a trailer that day; it was laying out a long-term plan for box office domination.

In addition to reporters and fans, the crowd at the cavernous, Disney-owned theater that fall morning included a who’s who of creative firepower. There was Marvel Studios copresident Lou D’Esposito, Avengers writer-director Joss Whedon, and Captain America: The Winter Soldier codirectors Joe and Anthony Russo. The darkened room’s aesthetics seemed borrowed from an Apple product launch. After all, Marvel’s goal was to show off its shiny, new cinematic wares. “Kind of like the same way that Steve Jobs did when he showed us the latest and greatest iPhone,” says Marvel Studios executive vice president of production Victoria Alonso. 

At 11:11 a.m. local time, studio president Kevin Feige, in his trademark baseball cap and blazer, stepped onto the stage. He began the presentation by serving up the previously released teaser for Whedon’s upcoming Avengers sequel, Age of Ultron. And after touching on the success of Guardians of the Galaxy and giving an update on the forthcoming Ant-Man, the final film in what was dubbed Phase Two of the Marvel Cinematic Universe, he got to the point. 

“When we have information to reveal, we reveal it,” Feige said. “Sometimes that’s in a press release, sometimes that’s in San Diego Comic-Con if everything comes together well, and sometimes that’s on a random Tuesday at 11 a.m. at the El Capitan Theatre. So let’s talk about Phase Three.”

To the sound of high-pitched cheering, Feige proceeded to sketch out the next four-plus years of the MCU, starting with Captain America: Serpent Society and moving to Doctor Strange, Guardians of the Galaxy Vol. 2, and Thor: Ragnarok. Then came the mention of a pair of groundbreakers: Black Panther, the first Marvel movie centered on a black hero, and Captain Marvel, the studio’s first film with a female lead. And after introducing the space-dwelling royal family of the Inhumans, Feige finally reached the main event. He’d initially skipped what was scheduled for May 4, 2018, for a reason: It was the biggest Marvel movie of them all. 

“It is the beginning of the culmination of everything that has come before,” Feige said as he cued up a clip that started to play on the giant screen above him. The video, a dramatically edited collection of old MCU footage narrated by Samuel L. Jackson’s team leader, Nick Fury, climaxed with the appearance of the purple-tinted, Josh Brolin–voiced supervillain Thanos, who on his left hand was wearing the jewel-encrusted, world-destroying Infinity Gauntlet. That, the ensuing title screen confirmed, signaled the coming of Avengers: Infinity War; the conclusion of Marvel’s cash cow of a franchise, the thing they’d been building to from the start, Feige explained, would be split into two installments and released a year apart.

To Christopher Markus, who with his partner Stephen McFeely  cowrote the Captain America trilogy, the idea of a multipart Avengers finale sounded overwhelming. “I remember not having any personal connection to the concept of what was called Infinity War 1 and 2,” he says. “I was just like, ‘Wow, that’s a lot of work for somebody. Luckily it’s not me.’”

The time to fret about the scope of Infinity War would come later. Feige still had a bit more to give the people gathered at El Capitan. As the event drew to a close, he showed an Age of Ultron scene in which Steve Rogers and Tony Stark bicker while chopping wood. That led Feige to explain that Captain America 3’s reptilian subtitle, which referenced an obscure team of snake-like villains, was a prank. To the delight of the fans in attendance, the film’s actual title was revealed: Captain America: Civil War.

At that point, Iron Man and Captain America themselves, Robert Downey Jr. and Chris Evans, took the stage and were soon joined by Chadwick Boseman, who had just been cast as Black Panther.  “It was supposed to be a big surprise for everybody,” Tran says. “I vividly remember sitting there and having him come and Robert is on one side and Chris is on the other side and [Boseman is] sort of in the middle. And it’s sort of an indicator of this is just starting.” After a little banter and some bro hugs among the three of them, the event wrapped. 

For those shaping the MCU, the moment was both exhilarating and anxiety-inducing. “It was this insane kind of depth charge of like, ‘Oh, wow,’” says director Peyton Reed, who back then was making Ant-Man with Paul Rudd. Ten big-budget movies in three years is indeed a gauntlet. “I remember seeing Joss and I think he said, ‘I need to lie down,’” says Marvel Studios casting director Sarah Finn. “I think we all felt a little bit that way.” 

The plan had been in place for years, but that day, Tran says, “it became real.” 

Phase Three, it first should be noted, didn’t unfold exactly as originally envisioned. Most of the movies’ release dates changed. A pair of Spider-Man movies and an Ant-Man sequel were added to the crowded slate. Inhumans became a failed television series. But by and large, the expansion that Feige touted in 2014 became a reality. And as a result, a cinematic decade already defined by the rise of superheroes ended up belonging to Marvel. In total, the MCU has made more than $22.5 billion at the global box office. Marvel Studios has produced nine of the top 25 highest-grossing movies of all time. All of those have come out since 2012.

Marvel’s ability to sell not only an absurd amount of cineplex tickets, but toys, clothes, electronics, makeup, cars, and Happy Meals, led to a level of streamlined ubiquity that has defined the decade. (And naturally sparked a backlash—welcome to Month 3 of “The Scorsese Discourse.”) Whether or not you think superhero movies are cinema or just a fad, the preposterous success of the MCU has irrevocably changed Hollywood. As the decade has progressed and as Disney and Marvel have lapped the competition, other major studios have attempted to steal their model, pouring more and more money into big-budget spectacles and sequels—while almost completely ditching mid-budget, original conceits—in hopes of engineering self-sustaining franchises. Some have succeeded (the Fast & Furious series) while others have failed (remember Universal’s Dark Universe? No?) but none have come close to matching what Marvel has accomplished. 

“There’s a funny way in which many competing media companies have been led astray by what the Marvel Cinematic Universe has achieved,” says Doctor Strange screenwriter Jon Spaihts. “They see a world of dozens of interconnected films and an edifice unlike anything that’s been built in film in the past. And they want to build something like that, too. And they immediately begin plotting a constellation of multiple films. But that’s not how the Marvel Universe was born. They made the movie in front of them, one at a time. They made the movie in front of them as good as they could make it.” 

Yet the MCU’s dominance, now seen as being as inevitable as Thanos claimed to be, wasn’t exactly a given. “It was not that long go when the idea of a quote-unquote shared universe was weird and different and kind of cool and hadn’t been done before,” Reed says. “I’ll stop just short of saying it was kind of experimental. And now it’s taken for granted and other people are trying to do it. And certainly not every movie should be part of a shared universe. That’s a horrible idea. But for something like this, which is really keying off what was going on in the Marvel Comics, it makes sense.” 

While it would be ludicrous to say that the MCU rose from humble beginnings, the process of building it into a helicarrier-sized operation was far from smooth. In fact, there was a time not all that long ago when Marvel struggled to get movies made. The company first optioned the rights to Spider-Man all the way back in the 1970s, but for years the web slinger never found his way to the big screen. In the mid-1990s, seeking more Hollywood influence, the comics giant created Marvel Studios. The newly formed division would develop its own features and then find big studio partners to shoot and distribute them. In the late ’90s, as Marvel Entertainment Group filed for bankruptcy and a battle raged for control of the company, Marvel Studios head Avi Arad did his best to sell his vision for superhero-fueled blockbusters. During one meeting with bankers, he asserted that Spider-Man alone was worth $1 billion. Arad’s claims of unmined gold eventually intrigued investors and studios, and sure enough, Marvel characters soon started to appear on the big screen.

In 1998, New Line Cinema’s Blade grossed $131.2 million at the worldwide box office. In 2000, 20th Century Fox’s X-Men piled up $296.3 million. And in 2002, Columbia Pictures’ Spider-Man amassed $821.7 million. Arad was right. But because Marvel was licensing its extraordinarily valuable franchises to studios, its bottom line suffered. Consider: For the first two Spider-Man films, which made a combined $1.6 billion, Marvel reportedly earned only $62 million. As director Christopher Nolan and Warner Bros. rebooted DC Comics’ Batman in the mid-aughts to great fanfare, Marvel’s offerings became more and more underwhelming. A string of (mostly lucrative) duds culminated with 2007’s Spider-Man 3, which features Tobey Maguire’s Peter Parker infamously strutting and dancing through the streets of New York. 

By that time, however, Marvel had begun to radically change its approach to making movies. In 2003, the entrepreneurial David Maisel, whom Creative Arts Agency cofounder Michael Ovitz had once taken under his wing, reportedly approached Arad with an offer to help grow Marvel’s film business by creating an in-house studio. Maisel directly pitched the idea to Marvel chairman Isaac Perlmutter, who hired him as president and chief operating officer. In 2005, Maisel helped secure $525 million in funding for an independent Marvel Studios from Merrill Lynch to make up to 10 movies, the first batch of which were distributed by Paramount Pictures. (As collateral, Marvel offered up the film rights to 10 characters.)

Not long after Maisel’s arrival at Marvel, he and Arad began to clash. In May 2006, Arad left the company, and on March 13, 2007, Marvel Studios named Maisel as its new chairman. On the same day, a young executive was publicly promoted to president of production. He’d joined the company as X-Men producer Lauren Shuler Donner’s assistant in 2000 and had worked on all of Marvel’s films since the turn of the millennium. His name was Kevin Feige and he was, superhero obsessives later found out, the kind of fanboy the studio needed to truly set the MCU in motion.  

In 2006, the newly independent Marvel Studios revealed plans to build movies around its many characters, including Captain America, Thor, Nick Fury, and Ant-Man. But the first two films of the MCU, before it was even known as the MCU, would be Iron Man and The Incredible Hulk. Back then, the choices were limited by the fact that Marvel had pawned off the rights to some of its most popular superheroes. 

“We didn’t have Spider-Man,” Feige, who two years later became president of Marvel Studios, told Vanity Fair in 2017. “We didn’t have Fantastic Four. [We had] the B-list characters—that was the L.A. Times or somebody’s headline. I never really thought that because I knew that Iron Man was really cool and Hulk was, arguably, next to Spider-Man, the biggest character we had.” 

The Hulk was one thing. But Iron Man? Today, reformed arms dealer Tony Stark’s alter ego might be as recognizable to the average person as Superman. Thirteen years ago, he was not. “Iron Man was not known by many,” Alonso says. “We built the studio on the risk and the potential of that.” 

To direct the movie, Marvel hired Jon Favreau, who had met Arad as an actor on Daredevil. Like the majority of the filmmakers that the company has brought in after him, the man behind Swingers and Elf hadn’t built his reputation on action pictures. Yet for the longtime comic book reader, it was a passion project. 

Favreau pushed hard for Robert Downey Jr. to play Iron Man. The director saw similarities between the Oscar-nominated actor, whose painful struggles with addiction had been tabloid fodder for two decades, and Tony Stark, who in one famous story line in the comics faces down his alcoholism. “The best and worst moments of Robert’s life have been in the public eye,” Favreau once told USA Today. “He had to find an inner balance to overcome obstacles that went far beyond his career. That’s Tony Stark.” But Downey, who was coming off memorable roles in Shane Black’s Kiss Kiss Bang Bang and David Fincher’s Zodiac, had never carried a tentpole movie. 

“It became clear that Jon was really thinking about Downey Jr., and we all were, but there was a hurdle in the process because he hadn’t played an action hero and because he wasn’t exactly in the same place that he is right now,” Finn says. “That’s when the idea came up that, ‘Why don’t we just have a screen test?’ as we often do, and see if he’s interested and willing, and let the best person for the part win.” Downey happily obliged, and his combination of confidence, quippy sense of humor, and vulnerability quickly became apparent. “And then,” Finn adds, “there was no doubt.” 

Marvel didn’t know it yet, but Downey as Iron Man was practically a one-man tentpole. “I like that kind of likable asshole that he can play,” Favreau said in 2008. “I gravitate to that in my writing and my voice as a filmmaker. I like the guy that, on paper, you don’t like, but somehow you do.” His wise-cracking yet slyly earnest performance, which both embraced and winked at the absurdity of the superhero genre, set the tone for future MCU films. “Robert is an actor who’s so improvisational and spontaneous,” Finn says. “He tries so many different things on set—after the first movie we learned we really can’t cast an extra anywhere that Robert is. Because at any moment he could turn and start talking to them and we have to make sure we have somebody who’s gonna be ready for that and be able to meet him and ping-pong that ball right back at him.” For Marvel, Downey was someone who could carry a movie, and also do it in the specific way they wanted. For audiences, he was the man who made superhero movies fun again. 

“There had been a run of very angsty takes of the superhero experience at that time,” Spaihts says. “That first Iron Man was the movie that reminded us that having super powers sure had to be fun. And there may be heavy responsibilities and conflicts that flow through them, but it must feel great to be a superhero.” 

“One of the things that became an important ingredient from Favreau’s Iron Man movie on up is sort of leavening the superhero stuff and moving slightly away from the self-serious tone and injecting some humor,” Reed says. “And part of that is to sort of ground the whole thing.” 

Iron Man was released on May 2, 2008, and went on to make $585.4 million worldwide. But even before the movie became a smash hit, Marvel had an inkling of where it might lead. During a post-credits scene, Nick Fury sneaks into Stark’s house to literally tell him that he’s “become part of a bigger universe.”

Just days after Iron Man’s $98.6 million opening weekend, and a month before the June 2008 premiere of Edward Norton vehicle The Incredible Hulk, Marvel updated the world about its plans. Over the next three years, the studio announced, Iron Man 2, Thor, Captain America: The First Avenger, and The Avengers would all hit theaters.

“The success of Iron Man definitely gave us the insight of, This is possible,” Tran says. “We’re one step forward now and now we’ve gotta launch Thor. We’ve gotta launch Hulk, we’ve gotta launch Captain America. And if people start liking these characters individually—because we have to tell their stories individually—I think they’re gonna be really excited when they form the team.” 

In November 2008, Marvel hired Joe Johnston to direct Captain America. The filmmaker, who had worked in the visual effects and art departments in the Star Wars and Indiana Jones franchises before making clever movies like Honey, I Shrunk the Kids and Jumanji, had the task of helming the first Marvel movie set in the past. The film is an origin story; Steve Rogers, a bravely selfless but physically weak young man with dreams of joining the military during World War II, becomes Captain America when he’s injected with experimental Super-Soldier Serum.

As it turned out, the whole MCU was about to receive its own supercharged shot, as well. In August 2009, less than 13 years after Marvel Entertainment filed for bankruptcy, Disney bought it for $4 billion. 

By the time of the sale, Marvel Studios was deep into development on Captain America. The list of potential Caps was long and reportedly included names like John Krasinski, Channing Tatum, and Ryan Phillippe. But Marvel was interested in an actor with whom it was quite familiar: Chris Evans. He had appeared as fratty jackass Johnny Storm in Fox’s Fantastic Four movies, but the studio thought that there was more to him than that.

“At the beginning of the casting process we weren’t even talking about Chris,” Finn says. “It was almost kind of an unspoken rule that I was following that, ‘Well, no, he had already been in Fantastic Four, we can’t possibly cast him in Captain America,’ and we went about the casting process and really searched widely, and read people, and had screen tests, and we weren’t quite finding the perfect actor to play the part. So at some point really far along in the process I dared to bring him up and in terms of this possibility. Can we actually talk about this?”

But when Marvel finally offered Evans a schedule-consuming, nine-movie deal, Evans turned it down. When the studio came back with a six-picture offer, he said no again. It took discussions with his friends and a call from Downey to convince him. “If you want to talk about it in terms of team building, and you want to talk about it as the most successful creative relay race in the history of cinema,” Downey told The Hollywood Reporter this year, “he was the critical leg.” 

Markus and McFeely were wowed by Evans’s take on Captain America. “It’s a very unshowy performance that I really respect,” the former says. “Because he understands the real essence of why Captain America is a cool character as opposed to a straitlaced Boy Scout. There’s a gravity there. He’s the North Star. The North Star doesn’t have to dance around to get your attention. He’s just there. And he got that from very early on.”

On July 11, 2011, Captain America: The First Avenger hit theaters and went on to make $370.6 million. That release came two months after the premiere of Shakespearean director Kenneth Branagh’s $449.3 million–grossing Thor, which starred hammer-swinging Australian Chris Hemsworth. For the MCU, individual introductions were temporarily over. It was time for The Avengers. 

A year prior, news broke that Buffy the Vampire Slayer and Firefly creator Joss Whedon, who also had been a script doctor on several blockbusters and written Marvel Comics, would direct the ensemble flick. (Marvel moved its release date back from 2011 to 2012.) Whedon saw The Avengers as a superhero-infused version of The Dirty Dozen, a mix of disparate personalities who somehow band together.

Joining him was a cast that included Downey, Evans, Hemsworth, and Jackson, as well as Scarlett Johansson as Black Widow, Jeremy Renner as Hawkeye, and most notably, Mark Ruffalo, who replaced Norton as Bruce Banner. When it came to action movies, Ruffalo was, well, green, but that didn’t stop Marvel from turning him into the Hulk. “I’d always been a fan of his,” Finn says. “Joss Whedon was a huge fan. We wanted somebody with that sensitivity, and intelligence, and subtlety, so that the character who’s actually going to be largest on screen feels extremely grounded and relatable before he has that transformation.” 

The Avengers may have sounded like a bloated mess on paper—Whedon had to rewrite Zak Penn’s original script—but hardcore fans were clamoring for it. In those days, Marvel Studios was still capable of surprising people at Comic-Con. “You just had no idea who was gonna walk out from behind that curtain,” says Rob Salkowitz, author of the book Comic-Con and the Business of Pop Culture. “It created excitement.” At the 2010 event, Feige ended Marvel’s presentation, which also featured clips from Captain America and Thor, by assembling the Avengers. Jackson and Downey shared the emceeing duties, calling out each cast member one by one.

“Anybody see Inception?” Downey asked the crowd at Hall H. “I think that was probably just about the most ambitious movie I’ve ever seen. And then I thought, ‘Wait a goddamn second. Marvel Studios is going to take all of their top superheroes and they’re gonna put them all together in The Avengers? That’s the most ambitious movie I’ve ever seen.’”

Tran was there that day; it was her first Comic-Con. “I literally turned around and asked the person next to me: ‘How long have you been waiting here?’” she says. “They’d been sitting there since five in the morning. They refused to give up their seats because as soon as you do somebody will take over. It was amazing. I had never experienced anything like that.”

When The Avengers hit theaters on the weekend of May 4, 2012, it landed the biggest North American opening ever, pulling in $207.4 million. “Hulk say The Avengers no just break domestic record—it SMASH!” Variety festively wrote. But little did anyone know that $207 million would, also in the words of the Hulk, look puny compared to several of Marvel’s future hauls. 

After The Avengers, Marvel moved on to its second phase. Superficially, it looked a lot like the first. In 2013, Iron Man 3 and Thor: The Dark World both came out. Despite the proliferation of sequels, the cash-flush studio wasn’t afraid of tinkering with its formula.

By then, the company had hired Joe and Anthony Russo to helm Captain America: The Winter Soldier. The two brothers came from the TV world, specifically sitcoms. Among other shows, they’d directed episodes of Arrested Development and Community. In fact, it was the second-season finale of the latter, a Star Wars–inspired paintball battle that Joe directed, that they’ve said intrigued Feige. “We were in the tonal zone for him with guys who have done a lot of comedy,” Joe told the Los Angeles Times in 2016, “and then all of a sudden he saw this paintball episode and went, ‘They also understand the action genre, maybe we should talk to them?’”

Reed went as far as calling Feige “a huge comedy nerd” who understands that “there’s kind of an inherent absurdity in adult people dressing up in uniforms and suits and being superheroes. As much as you take it seriously, you also kind of poke fun at it along the way.” 

The Russos rarely had to dig into their comedic toolbox for the Markus-and-McFeely-penned Winter Soldier, which is practically a full-blown homage to ’70s political thriller Three Days of the Condor. The second Captain America even costars Robert Redford. The film’s relatively CGI-light action sequences, like the one where Cap puts down an entire elevator full of bad guys, are some of the MCU’s best. 

But as fresh as The Winter Soldier felt, it wasn’t exactly a risk—Marvel’s second release of 2014 was a far bolder proposition. Like The Avengers, it was about a charismatic team of heroes. But unlike The Avengers, it was a group that no one outside comics readers knew existed.

“You have a tree that only says three words, a rabid raccoon that is partly robot, partly not, you have a tattooed guy that takes everything so literal, and you have the green girl and the blue girl and then the pseudo, super-funny but not-so-perhaps-smart superhero that maybe the world will not believe he’s a superhero,” Alonso says. “And by the way, it’s in space.”

In other words, Guardians of the Galaxy didn’t seem like it had global blockbuster potential. But Feige had been pushing for it for years. “We want to show that we can make films with characters (you may not have heard of),” Feige said in 2014. “It’s not about a marquee superhero. It’s about whether it’s inherently a good idea for a movie.” 

Director James Gunn, who had made horror-comedy Slither and the DIY-costumed vigilante character study Super, was perfectly suited to shepherd the first truly quirky MCU film. There was an eclectic cast that included Parks and Recreation goofball Chris Pratt in his breakout role as Peter Quill/Star-Lord, a retro mixtape soundtrack stuffed full of ’70s rock and R&B that hit no. 1 on the Billboard 200, and a mix of one-liners and cosmic action. Still, it didn’t always feel like a sure thing. 

As Alonso notes, the opening of the movie focuses on Quill’s mother dying of cancer, one of the most emotionally heavy scenes in any Marvel film. “Doing Guardians was like going to work naked every day,” Alonso says of the movie, which was written by Nicole Perlman and Gunn. “And feeling like everyone saw us naked every day. Thinking, ‘Oh my God, somebody’s gonna tell us, “You’ve gotta get some clothes on. Come on!”’”

Yet even stripped of the built-in lore and popular characters that rendered a typical Marvel film a sure thing, Guardians of the Galaxy still became a $772.8 million hit. “That movie is, in my opinion, so far elevated over the original source material that that became exciting,” Reed says. 

Reed knows what it’s like to adapt a comic that isn’t well-known by the masses. He took the reins of 2015’s Ant-Man after Edgar Wright, who had been attached to the project for a decade, left after clashing with Marvel over creative control. Reed, who had directed comedies Bring It On, The Break-up, and Yes Man, naturally set out to make a funny superhero movie. With Paul Rudd already on board as Scott Lang/Ant-Man, it was an easy editorial decision.  

In the MCU, however, comedy hasn’t necessarily been confined to movies based on obscure characters. In 2015, after impressing Feige with a Led Zeppelin’s “Immigrant Song”–scored sizzle reel that featured clips from comedic cult fantasy-action classic Big Trouble in Little China, Kiwi filmmaker Taika Waititi was hired to direct Thor: Ragnarok. The mind behind vampire mockumentary What We Do in the Shadows had a vision for the Asgardian prince that was slightly more irreverent than previous incarnations. Hemsworth did have a sense of humor, his argument went—it was just underutilized.  

“The things from the first Thor movies that really stuck out to me were these tiny moments of comedy,” Ragnarok screenwriter Eric Pearson says. “Him with the coffee cup in the first one. ‘This drink, I like it,’ slamming it down. Or just the timing of him hanging his hammer up on the coat rack in Thor: The Dark World. … There’s just these little things. He wasn’t hamming it up at all, he was just instinctively being really funny. He was just able to read moments like that. So I was like, ‘OK, I hope that those weren’t happy accidents.’ And they weren’t.” 

Thor opens Ragnarok, in which his evil sister Hela destroys his hammer Mjolnir and he ends up on a garbage dump of a planet ruled by Jeff Goldblum’s Grandmaster, with a B-movie-style monologue to the camera. The scene sets the tone for the rest of the film, which is part buddy comedy and part road movie. When Thor is forced into a gladiatorial fight and is surprised to see that he’s about to battle the Hulk, he exclaims, “Yes! We know each other. He’s a friend from work!” The line, which highlighted the first Ragnarok trailer, was actually proposed to Hemsworth by a child who was visiting the set as part of a Make-A-Wish Foundation trip. Pearson was grateful for the suggestion. “I probably wrote 50 different versions of what he does when he sees Hulk,” he says. “Because none of us could figure it out. I remember I pointlessly tried to push for it to be the first ‘fuck’ in the Marvel Cinematic Universe.”

Waititi, Pearson remembers, made filming a massive superhero movie fun. One dreary day during production, which took place in Australia, the screenwriter was in a particularly bad mood. Like usual, Waititi came to the rescue. “It was raining, and it was seven in the morning,” Pearson says. “I could feel just like, ‘Oh, it’s raining. It’s gonna fuck up our first day outside. We’re gonna get behind.’ And then you start hearing music. And he has a boom box and an umbrella and he’s going around to every department dancing. Nobody was in a bad mood after that.”

When Thor: Ragnarok hit theaters on November 3, 2017, Rodney Rothman was working as a codirector on another Marvel project, 2018’s Spider-Man: Into the Spider-Verse. The poignant, funny, and visually ingenious animated movie, which chronicles New York teenager Miles Morales’s transformation into the title character, proved that a superhero movie could still be capable of surprise. “We were really inspired by the experience of reading comics,” Rothman says. “The root of all this is a very intimate experience. One person sitting with something in their hands. Reading something, taking their time, looking at one panel for a while.” Rothman also recalls how Waititi’s Ragnarok inspired Spider-Verse. “That movie came out in the middle of our production and very much for us raised the bar and messaged to us that we were gonna have to really tighten the screws on our comedy, tonally,” says Rothman, whose film received the Best Animated Feature Oscar in February. “It really kind of showed what was possible with these kinds of movies.”

Still, there was more to be accomplished. Well into Phase Three of the MCU, Marvel hired several directors who had made names for themselves with mostly low-budget films that seemed light-years removed from the galaxy-spanning reach of the MCU: After his hit film Creed flipped the script on the long-running Rocky saga, Ryan Coogler was tapped to direct Black Panther, while Half Nelson’s Anna Boden and Ryan Fleck were given the keys to Captain Marvel. At the time, the hirings were met with a fair level of cynicism, which is understandable: Throughout the first half of the decade, Marvel had developed a recognizable, unflinching house style, and those who tried to circumvent it—namely Edgar Wright—didn’t last long. But Black Panther and Captain Marvel were different stories than the original Ant-Man.

“I think there was this idea that Marvel was gonna helicopter-parent the whole process,” Black Panther cinematographer Rachel Morrison says. “I think that the notion is that they hire indie filmmakers so that they can puppet them. And I think the reality is that they actually hire these filmmakers and give them a huge amount of freedom to do original things. And I don’t know where that conception came from. Maybe it’s hard to fathom taking smaller filmmakers and giving them $100 million.” 

Morrison, who had worked with Coogler on his 2013 directorial debut, Fruitvale Station, wasn’t a fan of comic book movies. But she was ecstatic about Coogler’s vision for the first Marvel epic to be headlined by a black hero. “I was like, ‘Ryan’s gonna make something incredibly special, unlike any other superhero film,’” Morrison says. “That much I sort of knew without hesitation.” 

While starting to work on the sequel Ant-Man and the Wasp, Reed had an office on the Disney lot across from Coogler. Simply hearing some of the concepts being tossed around for Black Panther was enough to get Reed excited. The movie—from Ruth E. Carter’s costumes; to production designer Hannah Beachler’s intricate take on Wakanda; to a majority-black cast that featured Boseman, Michael B. Jordan, Angela Bassett, Forest Whitaker, Lupita Nyong’o, Danai Gurira, Letitia Wright, and Daniel Kaluuya—in many ways looked and felt different than all the superhero films that had come before it.

McFeely recalls reading Joe Robert Cole’s Black Panther script for the first time and being struck by a line from Jordan’s character, the antagonist Erik Killmonger. As he’s dying in the climactic scene, T’Challa offers to save his life, but Killmonger declines, saying, “Just bury me in the ocean with my ancestors that jumped from the ships. Because they knew death was better than bondage.” 

“I still think that line is amazing,” McFeely says. “It’s why that movie works, because they lean into that.”

Black Panther laid waste to the silly theory that touching on painful history and politics might alienate audiences—and, most importantly, that centering a superhero story on a person of color wouldn’t be profitable enough. It was released on February 16, 2018, and grossed a whopping $1.3 billion at the worldwide box office. For their contributions, Carter, Beachler, and composer Ludwig Göransson each won an Oscar. Overall, the movie was up for seven Academy Awards. In January 2019, it became the first superhero film to be nominated for Best Picture.

As Black Panther was becoming a phenomenon, the behind-the-scenes folks at Marvel Studios were exhausted. “We didn’t sleep for a couple years,” Tran says, only slightly exaggerating. They were nearing, as Feige put it during his Phase Three announcement, “the culmination of everything that has come before.” That May, Avengers: Infinity War was set to premiere. Twelve months later, Avengers: Endgame would follow.

Since playing with time is permitted in the MCU, let’s first back up. In 2015, after writing and directing Avengers: Age of Ultron, Whedon, citing burnout and intense creative differences with the studio’s brass, left Marvel. The company then hired the Russo brothers, who were in the midst of making Captain America: Civil War, to direct the final two Avengers films. At the time, Markus and McFeely were working on both Civil War and Marvel TV series Agent Carter. “Joe Russo comes into our office and says, ‘They’ve asked us to do the next two Avengers movies,’” McFeely says. “‘Joss isn’t coming back.’ And we went, ‘Oh, Jesus. I’m really tired right now.’”

“We hadn’t finished the two jobs we were doing now,” Markus adds. “We didn’t want to fall on our faces before we even get there.”

But Marvel had spent the previous 10 years preparing for this moment, embedding the magical, plot-driving Infinity Stones throughout its movies. That, Spaihts says, is “Kevin Feige working his master plan. And spinning threads toward the convergence of the Infinity Stones in the Gauntlet.” While writing Doctor Strange, Spaihts needed an ending. Marvel’s president was happy to nudge him toward one. “Kevin leaned in and quietly suggested that maybe that this should be something to do with time,” Spaihts says. “And the manipulation of time. In retrospect it’s obvious that he already knew that the Eye of Agamotto”—an amulet that Strange wears around his neck—“was an Infinity Stone that relates to time. He was keying up a conflict movies down the road as he looked at the ending of this movie.”

Still, even knowing where the two-part Avengers finale was headed, Markus and McFeely had a difficult task ahead of them. During the shooting of Civil War, they read all the Thanos-related comics they could get their hands on and came up with a menu of ideas for Infinity War and Endgame. “A really big list of possible ideas to put in front of Marvel and say, ‘Let’s all agree on some things,’” McFeely says. “Some were big and some were small. Some were like, ‘Hey you could do this story line?” or, ‘Hey, don’t you think Steve [Rogers] should pick up Thor’s hammer?’ We had a meeting and they sort of circled a bunch and went, ‘Well, that’s cool,’ ‘That’s cool,’ ‘Wonder if we can do that?’ It helped us start to think about a direction.” 

For the first installment, Markus and McFeely had to bring the fractured team of Avengers back together before they suffered a catastrophic, now-iconic defeat—Thanos climatically snapping his Infinity Gauntlet–encased fingers to kill half of all living things in the universe. The devastating act, in which superheroes such as Black Panther, Star-Lord, and Spider-Man disintegrated on screen, was one of the greatest stunts the MCU ever pulled. Theaters across America erupted with gasps, grimaces, and tears; the line “Mr. Stark … I don’t feel so good” became etched into history. There were memes—so many memes. 

For the writers, knowing that’s what Infinity War was building to was helpful to cracking Endgame. “Because it defines it as a movie of loss and repair,” Markus says. “As opposed to a continuation of a fight that happens in society.” 

Adds McFeely: “There’s a difference between cliffhanger and tragedy. We firmly think it was a tragedy.”

For Endgame, the writers had to tie up dozens of story lines. By McFeely’s count, there were 71 speaking parts—and most were played by A-listers. “There was a lot of ridiculous scenes where you look around and you go, ‘Holy smokes, you’ve got half the GDP of Canada in this room right now,’” cinematographer Trent Opaloch says. Still, the writers had to make sure that all of the characters properly processed their trauma before saving the world. (Thor, for example, is at the beginning of the second installment overweight and drinking too much—Rocket Raccoon even tells him, “You look like melted ice cream.” Pearson says he chipped in with that line; he’s used it to describe himself.) 

Credit goes to Tran for coming up with perhaps the most shocking plot device in Endgame: Killing off Thanos early in the film. “The secret sauce is that it’s surprising pretty early and often,” Markus says. “Everyone walks in that movie going, ‘I know what this is. This is a three-hour fight against Thanos.’ And then his head rolls on the floor in minute 15 and you’re like, ‘Now I don’t know what this is.’”

Most of Infinity War and Endgame were filmed at Pinewood Atlanta Studios in Atlanta, but to Markus, it felt like they were being shot on the moon. “This is so immersive and isolating in a way,” Markus says. “You drive off in the morning to a studio in rural Georgia and be there until late at night. There’s no one around you that doesn’t know the secret.”

The secret was, in truth, many secrets. The team of people working on the two movies were privy to plot details that the internet coveted like precious gems. The demand for spoilers resulted in Marvel going on information lockdown.

“It is literally like working in the CIA,” says Tran, an executive producer on both films. “Once you get out of the offices you can’t talk about pretty much anything.” 

“They’re probably listening right now,” says stunt coordinator and second-unit director Sam Hargrave, who turned down a job as Christian Bale’s double in The Dark Knight Rises to take the same gig doing Chris Evans’s stunts in The Avengers. “They take your phone and your computer and they put their own security on it. I still, to this day, have, like, a nine-digit passcode on my cellphone. Everything is two- and three-factor authentication. It’s super secure, like Fort Knox.” 

At Marvel, knowing things can be a burden. “Especially when you’re in the office and someone tells you something and then it’s leaked a couple days later,” Pearson says, “and you’re like, ‘Oh, great, now they’re gonna think it’s me.’” Says Infinity War and Endgame coeditor Matthew Schmidt: “It’s one of those things you want to go home and talk about to your family every day. Or your friends. But you can’t.” 

Markus and McFeely admit that while piecing together Infinity War and Endgame, they were slightly more casual about security than they should’ve been. In case the white boards on which they’d been outlining the films got erased in the middle of the night, McFeely took daily photos of them. “If anybody got my phone,” McFeely says, “we’d be fucked.” He remembers attending Clippers games and being petrified of leaving his laptop in his car. What if the secrets of the MCU got stolen? 

“Keeping a secret is hard when you’re surrounded by people not involved with the process,” Markus says. 

Even these days, Finn feels odd chatting about her role in building the MCU. “There’s been a wonderful interest in the casting of Avengers: Endgame that I so appreciate,” she says, before adding: “I haven’t been able to talk about anything. I’ve worked with Marvel all these years. Everything has been so confidential it really wasn’t until now—when Endgame is done, and it’s the end of this era—that I can look back and talk about it.”  

For a while, the plan was to shoot the two movies in 2017, separately. “Meaning the first half of the year, we were gonna film Infinity War, the second half would be Endgame, so we would be able to focus one movie at a time in that way,” Tran says. “It turned out that in the middle of the shoot, we were literally filming it all together.” There were, she adds, five units shooting at once. 

For the films’ editors, all that action created a special kind of nightmare. “We were shooting two movies at the same time,” coeditor Jeffrey Ford says. “Both movies were being rewritten as we were shooting them. So on Mondays we’d get dailies from Endgame and on Tuesday we’d get dailies from Infinity War. We had an idea of the general sweep of what the schedule would be, but you’re talking about managing a ton of changing material.” 

Luckily, much of the team behind the two movies had been assembled for longer than the big-screen Avengers themselves. “A number of them have been together from Iron Man 1,” cinematographer Trent Opaloch says. “So these guys, they’ve seen a ton of stuff, and it’s a division of labor.”

Meanwhile, amid the chaos, there were moments of genuine emotion. After all, Endgame marks the final MCU appearances for Evans as Captain America and Downey as Iron Man. “We knew very early on where Tony was gonna end up and where Steve was gonna end up,” McFeely says. Stark’s death, caused by the power of the Infinity Gauntlet, which he’s just used to save billions of lives, is less of a shock than an emotional gut punch.   

Downey’s last line, “I am Iron Man,” was added after a reshoot. Ford suggested it as a callback to Stark’s famous final quip in the original Iron Man. On set, the code name for Stark’s funeral was “The Wedding.” 

“Because we grew up with him, we started with him, and saying goodbye to him was just painful as a filmmaker,” Alonso says. “Don’t forget: We are filmmakers but we are also fans. So we looked at every way of not saying goodbye to him. And sometimes you realize that it’s the best story. And the best story always wins.”

Infinity War and Endgame, which have a combined running time of nearly six hours, were respectively released on April 27, 2018, and April 26, 2019. And while Spider-Man: Far From Home was technically the last film in Marvel’s Phase Three, Endgame was the era’s true cap stone. 

It’s hard to imagine now—not after Endgame has gone on to become the highest-grossing movie of all time—but those involved in making it weren’t initially convinced that they had pulled it off. That reassurance didn’t come until they went to a public screening of the movie on the night it opened.

“The Russos, Kevin, Markus, McFeely, me, and a couple of other crew members went incognito and sat in the middle of the theater,” Tran says. “I couldn’t hear a single thing in the film because the fans were just so excited.” Ford compared the experience to seeing live music. “We watched the movie with that audience and I think all of us were just looking at each other the whole movie, going, ‘Oh my God, it’s playing like a rock show,’” he says. “The roof went off the theater. It was a movie without a roof. Once that happened we knew we landed it.”

Alan Siegel

Alan covers a mix of movies, music, TV, and general nostalgia. He lives in Los Angeles and is currently writing a book about ‘The Simpsons’ that will be published in 2025.