Outside of the Avengers films, Marvel Studios’ next film, Thunderbolts*, will demand more from audiences than any other MCU film to date. Thanks to its ensemble cast, the Jake Schreier-helmed film looks to serve as a sequel or follow-up to more projects than any other non-Avengers film in the MCU’s 17-year history.
Originally developed as a sequel to 2021’s Black Widow, Thunderbolts* has evolved significantly–perhaps more than any MCU project ever–over the past few years. While it will still feature Florence Pugh‘s Yelena Belova as the lead and introduce Lewis Pullman‘s not-so-mysterious Bob, it will also feature a heavier-than-originally-expected dose of Sebastian Stan‘s Bucky Barnes. Wyatt Russell, David Harbour, Hannah John-Kamen and Olga Kurylenko will all also reprise their MCU roles and team up with Yelana and Bucky to take on Julia Louis-Dreyfus‘ baddie, Val, and her enigmatic OXE group.
You’re talking about a group of characters that have done a lot of bad things, and maybe are struggling with feeling good about themselves. There’s an element that does speak to mental health, and loneliness, and how some of the darkness that we experience in our lives can’t be necessarily fixed, but can only really be made lighter through connection and finding others.
-Jake Schreier
With so many characters and their stories intersecting in Thunderbolts*, the upcoming film might require a bit more prep time than some of Marvel Studios’ recent projects. If you’re still reading, you’re probably ready to get started and so, as is our way, we present The Ultimate List of What to Watch Before… Thunderbolts*.
Tier One
If you’ve never seen a single second of any of Marvel Studios’ films or streaming series, these Tier One projects should be considered the bare minimum to get yourself ready for Thunderbolts*. These four projects will introduce you to the film’s main characters and set the stage for you to follow the next steps on their journeys.
Captain America: The First Avenger (2011)
🍅 80%
Captain America: The Winter Soldier (2014)
🍅 90%
Truthfully, Captain America: The First Avenger is tough to slot on a list like this until you realize it’s a fictional universe and nothing actually matters. That said, while a fair argument can be made for its inclusion in Tier One, a counterargument can be made that, for all intensts and purposes, the James Buchanan Barnes introduced in TFA died in the fall from the train. While he’s no longer the Winter Soldier, Bucky is not–and never has been–the character from this film. Pairing Captain America: The Winter Soldier with The Falcon and The Winter Soldier does enough to prepare a first-timer for Bucky’s role in Thunderbolts*; however, TFA does provide additional context for Bucky’s tortured persona and why he’s striving so hard to change the world around him.
So when he hears about my formula and what it can do, he cannot resist. Schmidt must become that superior man.”
-Abraham Erskine, Captain America: The First Avenger
“Did it make him stronger?”
“Yes. But there were other… effects. The serum was not ready. But more important, the man.
And after you logic your way through all of that, the simple fact remains that even though it’s not the first film in which it’s mentioned, Captain America: The First Avenger is chronologically the first time the Super Soldier Serum is a factor in the MCU. It’s continued to play a role in several projects and will do so again I Thunderbolts*.
While it’s not the first appearance of Bucky Barnes–that came in Captain America: The First Avenger—Captain America: The Winter Soldier is THE definitive Bucky film. Over a decade later, the 2014 film remains unparalleled as an action-packed thriller and helped set Sebastian Stan on the path to MCU royalty.
Ant-Man and The Wasp (2018)
🍅 87%
While the last film in the Ant-Man franchise may well be remembered as one of Marvel Studios’ worst films, Ant-Man and The Wasp, the franchise’s second installment, is a fun ride worth taking. It served a surprisingly major role in The Infinity Saga but if you’re prepping for Thunderbolts*, you’re watching it to get to know Hannah John-Kamen‘s Ava Starr, aka Ghost. Thunderbolts* is Ava’s first MCU appearance since Ant-Man and The Wasp, so there’s a lot to catch up on, including how her powers have evolved since we last saw her.
Valentina Allegra de Fontaine. Actually, it’s Contessa Valentina Allegra de Fontaine. I know it’s hard, but I don’t like to repeat myself, so you can just call me Val. But don’t call me Val, just keep it in your head.
-Valentina Allegra de Fontaine, The Falcon and The Winter Soldier
The Falcon and The Winter Soldier (2021)
🍅 85%
Marvel’s second streaming series, The Falcon and The Winter Soldier might do the heaviest lifting of any project on the list. Not only does the 6-episode introduce Wyatt Russell‘s John Walker, who looks to play a pretty major role in Thunderbolts*, it also tells a key chapter in Bucky’s story and introduces Julia Louis-Dreyfus‘ Val, who is responsible for assembling the Thunderbolts. The project also adds to the Super Soldier Serum narrative by introducing Isaiah Bradley, the Flag Smashers and by creating a new Super Soldier when Walker injects himself with the newest version.
They had blood samples from an American test subject with semi-stable traces of serum in his system. After much labor, I was able to isolate the necessary compounds in his blood. I was a god. I did what no other scientist since Erskine was able to do. But mine was going to be different.
Dr. Wilfred Nagel, The Falcon and The Winter Soldier
Black Widow (2021)
🍅 79%
Released simultaneously in theaters and via Disney Premier Access on D+, Black Widow not only finally gave Scarlett Johansson the lead after spending a decade in the MCU but it also introduced her messy family of Russian spies. Popping back Nat’s life after decades away, Florence Pugh‘s beautifully flawed Yelena Belova, David Harbour‘s bellicose and bombastic Alexi Shostakovich, Russia’s very own Super Soldier, and Rachel Weisz‘s shifty Melina Vostokoff helped show a more vulnerable side of the character. The chemistry between Pugh and Harbour was a highlight of the film and something to look forward to again in Thunderbolts*. And if you’re watching, stick around for the PCS which leads directly into the next project on the list…
Black Panther: Wakanda Forever (2022)
🍅 84%
Given how little screentime Julia Louis-Dreyfus‘ Val has had in the MCU, it stands to reason that the project in which she’s on screen the most is a must watch heading into Thunderbolts*. While it still isn’t a truly heavy dose of the character, it does provide plenty in the way of exposing the kind of person she is whilenalso revealing her lust for power and what she’s willing to do to acquire it.
Tier Two
Tier Two projects occupy an interesting place on The Ultimate Lists. While they’re never required viewing, they always offer something that can add to the viewing experience of the upcoming project.
The Incredible Hulk (2008)
🍅 68%
After being forgotten for a decade and a half, The Incredible Hulk is cool again…or at least relevant. Bruce Banner’s work on Project Gamma Pulse was meant to recreate Dr. Erskine’s Super Soldier Serum. Obviously that didn’t go as planned…TIH includes not one but two Super Soldiers gone wrong in Banner and Emily Blonsky. When will these people learn?!?!
Hawkeye (2022), Episodes 4-6
🍅 92%
One of the studio’s strongest beginning-to-end streaming series, Hawkeye features a three-episode appearance by Pugh‘s Yelena that while not necessary to enjoy Thunderbolts* will add to your enjoyment of it. Yelena’s time in Hawkeye–most of which is spent enjoyably with Hailee Steinfeld‘s Kate Bishop–is fascinating and allows for further excavation of the deeply rooted issues the former Red Roomer deals with.
Tier Three
For completists only…
Tier three projects may offer nothing more than cameos, passing references or relevant background information for upcoming projects but nothing in them will ever make or break a fan’s viewing experience.
The Avengers (2012)
🍅 91%
The best example of what type of information can be expected from Tier Three projects comes right off the bat: you’re watching this one just to visit Stark Tower for the first time. The building is a central location in The Avengers and, 13 years later, is again in Thunderbolts*, though now under new ownership.
Iron Man 3 (2013), Post-credit Scene
🍅 79%
Following Stark Tower becoming Avengers Tower in the final moments of The Avengers, the next visit to the facility can be found in the PCS to Iron Man 3 where the science bros are talking some things out.
Avengers: Age of Ultron (2015)
🍅 76%
The last project in which Avengers Tower serves as a key location in the Sacred Timeline, AoU sees the facility fully realized as a true home base for Earth’s Mightiest Heroes. Following the events of the film, the Avengers moved out of the tower and into the Avengers Compound in upstate New York.
Captain America: Civil War (2016)
🍅 90%
While Cap and Iron Man throwing down is the main attraction, Bucky’s very naughty past is what incites the Civil War. A great watch and full of plenty of interesting details about Bucky’s past and post-TWS present, skipping Captain America: Civil War won’t impact your viewing of Thunderbolts* but a watch/rewatch will help you better understand the new Bucky Barnes.
Spider-Man: Homecoming (2017)
🍅 92%
A brief trip to Avengers Tower reveals that the Happy is in charge of moving out the team’s things so that the new owner can take possession…that new owner is, of course, Julia Louis-Dreyfus‘ Val!
Avengers: Infinity War (2018)
🍅 85%
Avengers: Infinity War is always worth a watch though it really doesn’t have much to offer in the way of preparing for Thunderbolts*. A little bit of Bucky’s story is told here, including revealing what he’d been up to In Wakanda, but beyond that, just enjoy it for the action!
Avengers: Endgame (2019)
🍅 94%
Like Infinity War, Endgame offers a bit of Bucky but the real interest here, if there is any, is the ripple effect Nat’s death will eventually have on Yelena…but Yelena isn’t in the film, so just knowing Nat died will suffice. You could also argue that the Time Heist adds some additional context to what was going on inside Avengers Tower during the Battle of New York but how important will that be?
Captain America: Brave New World (2025)
🍅 48%
Because Bucky is in it…for a minute.
About Thunderbolts*
The film stars Florence Pugh, Sebastian Stan, Wyatt Russell, Olga Kurylenko, Lewis Pullman, Geraldine Viswanathan, Chris Bauer, Wendell Edward Pierce, with David Harbour, with Hannah John-Kamen, and Julia Louis-Dreyfus.
In Thunderbolts* Marvel Studios assembles an unconventional team of antiheroes—Yelena Belova, Bucky Barnes, Red Guardian, Ghost, Taskmaster and John Walker. After finding themselves ensnared in a death trap set by Valentina Allegra de Fontaine, these disillusioned castoffs must embark on a dangerous mission that will force them to confront the darkest corners of their pasts. Will this dysfunctional group tear themselves apart, or find redemption and unite as something much more before it’s too late?
-Official Synopsis for Marvel Studios Thunderbolts*
Jake Schreier directs Thunderbolts* and Kevin Feige is the producer. Louis D’Esposito, Brian Chapek and Jason Tamez serve as executive producers. The screenplay was written by Joanna Calo and Eric Pearson and Lee Sung Jin.
