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Season 3: Ultron Revolution is the third season of the series of Avengers Assemble.

Season 3: Ultron Revolution[]

This season finds the Avengers fighting their revived enemy Ultron, as well as Baron Zemo, the Masters of Evil, and Kang the Conqueror. The Inhumans and Mighty Avengers also appear. Season 3 premiered on Disney XD on March 13, 2016 and concluded on January 28, 2017.


With Red Skull, Thanos, and Ultron defeated, there are no major threats to the world, so the Avengers disband and cancel their plans of Avengers World. Eventually, the Scientist Supreme and A.I.M. revive Ultron while creating the Adaptoids, causing the team to band together again. The android swears revenge on the heroes. Ultron creates the Ultimates, identical android doppelgängers of the Avengers, to destroy them but the heroes manage to overcome their individual counterparts.

Baron Zemo, the son of Captain America's old enemy Heinrich Zemo, hypnotizes Captain America and lures him to his castle before injecting himself with the Super Soldier Serum and escaping. Zemo then assumes leadership of the Masters of Evil and infiltrates Avengers Tower, only to be driven back by the heroes. Zemo then disguises the team as the Thunderbolts, and gain the Avengers' trust by helping them defeat Growing Man and Justin Hammer. Zemo hires Ulysses Klaw to steal Vibranium, inadvertently turning him into a sonic monster who the two teams have to defeat. Zemo and his team's identity are revealed, and Songbird convinces the rest of the Masters of Evil to reform and help the Avengers defeat Zemo.

Dormammu attacks Earth and steals the Eye of Agamotto from Doctor Strange, but Iron-Man and Strange learn to work together and defeat Dormammu. Hulk's old lab partner Igor Drenkov attempts to steal his gamma radiation for himself, but Hulk manages to stop his old ally's revenge plot. The Avengers find themselves allying with the mysterious race known as the Inhumans and visit their homeworld Attilan where they confront Ultron. Ultron captures the leader of the Inhumans Black Bolt and uses him as a power source for a cannon which he uses to release the Terrigen mist, causing Inhumans to emerge all around the world. While giving a tour to the Inhumans Inferno and Ms. Marvel, Captain America and Iron-Man work with the young heroes to defeat the villain Ghost.

A.I.M. and Whiplash discover technology belonging to the time-travelling villain Kang the Conqueror, who then arrives in the 21st century. In his battle with the Avengers, most of them are teleported to the future, where they team up with the rebels of that timeline against Kang. Captain America eventually leaves Kang stranded in the past.

Baron von Strucker reactivates the Red Room and the Winter Soldier program, recruiting Crimson Window and transforming Hulk into the Winter Hulk. The Avengers manage to defeat Strucker and Crimson Widow and turn Hulk back to normal. The Avengers call in their former member Vision to help them defeat Cobalt Man; afterwards he visits Asgard with Thor but they find themselves fighting Ultron, who has possessed the Destroyer. Vision eventually sends Ultron to the bottom of the ocean, seemingly destroying him. The Avengers team up with Captain Marvel to defeat a Kree warship intending to conquer the Earth. Prince of Wakanda Black Panther steals Captain America's Shield, believing his country stole it from his father, but he is forced to put his differences aside to defeat Klaw before deciding Captain America can keep the shield. Black Widow and Hawkeye find it hard to forgive Ant-Man for quitting the Avengers after Thanos' defeat, but eventually do so after helping him defeat a former prop member of his movie Egghead. Zemo recovers technology belonging to Kang the Conqueror and uses it to transport his father and more members of the Zemo bloodline. After being convinced by Captain America that they do not care for him, Zemo helps the heroes send his family members back to their timelines. The Avengers are given a government liaison, Truman Marsh while defeating the enhanced former HYDRA scientists the U-Foes. Truman Marsh decides Hulk is too savage and places him in custody, replacing him with Red Hulk. The Leader brainwashes Red Hulk into going on a rampage, so the Hulk is called in to stop him and is later re-installed in the team. The Avengers and Inhumans battle Black Bolt's evil brother Maximus the Mad, but he manages to destroy Attilan. Marsh then passes the Inhuman Registration Act, but the Avengers disagree with the cruel law and dissociate themselves from the government. Marsh forms the Mighty Avengers: Captain Marvel, Ms. Marvel, Vision, Ant-Man, Red Hulk, Black Panther and Songbird, to apprehend the Avengers. They reluctantly agree but Songbird defects to the Avengers and Captain America is accidentally fatally wounded. The Avengers surrender, but the Mighty Avengers realise their mistake and free the Avengers. Marsh reveals himself to be Ultron in disguise, having survived his confrontation with Vision, and possesses Iron-Man as part of his plan to destroy humanity. As a result, the Avengers, the Mighty Avengers, the Inhumans and Doctor Strange all band together to stop him. Iron-Man sacrifices himself by stranding himself in a no-tech dimension created by Doctor Strange so Ultron cannot escape, but the Avengers begin working on a way to free Iron-Man.


  1. Adapting to Change
  2. The Ultimates
  3. Saving Captain Rogers
  4. Under Siege
  5. The Thunderbolts
  6. Thunderbolts Revealed
  7. Into The Dark Dimension
  8. Dehulked
  9. Inhumans Among Us
  10. The Inhuman Condition
  11. The Kids Are Alright
  12. The Conqueror
  13. Into the Future
  14. Seeing Double
  15. A Friend in Need
  16. Captain Marvel (episode)
  17. Panther's Rage
  18. Ant-Man Makes It Big
  19. The House of Zemo
  20. U-Foes (Episode)
  21. Building the Perfect Weapon
  22. World War Hulk
  23. Civil War, Part 1: The Fall of Attilan
  24. Civil War, Part 2: The Mighty Avengers
  25. Civil War, Part 3: The Drums of War
  26. Civil War, Part 4: Avengers Revolution


Main Characters[]


Inhumans arc[]

Masters of Evil/Thunderbolts arc[]

Into the Future arc[]

Civil War arc[]

Supporting Characters[]


  • This is the last season where Adrian Pasdar and Grant George voices Iron Man and Ant-Man. Mick Wingert and Josh Keaton later take over the roles.
  • This season is set after the fourth and final season of Ultimate Spider-Man.