The Avengers: Age Of Ultron.
Just saw it yesterday with my wife on my birthday. I think this very well may have been better than the original. Using both alien and Hydra technology, as well as Loki's staff, Tony Stark is manipulated by Scarlet Witch (then a Hydra ally) into building Ultron, which he hopes will protect the earth from extraterrestrial invasion. Instead -because of a glitch (which at the end turns out was the purposeful work of a sinister third party) - Ultron is self aware, very mentally disturbed, and bent on human extinction. Building an army of smaller scale Ultrons, he seems to be too much for the Avengers, and appears to Stark to have destroyed Jarvis, taking over that program's worldwide connections. Ultron's personal goal is evolution - to create a synthetic, android body into which he can transfer his own consciousness into, combining it with the gem powering Loki's staff. Little does he know that he is opening the door for the hero who will be the heart and soul of the Avengers. Not to give too much away, but there is indeed a hero's death, a couple retirements, and one is missing in action. Yet by the end of the movie, there are new heroes added to the team.
First rate, action packed movie. While comic book nerds (like me) will complain about the change in Ultron's origin story (no mention is made of Hank Pym, aka Ant Man, and how his own disturbed personality had caused Ultron to in turn become unstable), the new Stark explanation in the end works. James Spader as the voice of Ultron is both sinister and funny. And the Vision has since become my favorite Avenger.
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-Bill, otherwise known as Kraichgauer