Avengers Assemble: Infinity War's 15 Most Surprising Cameos

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After years of anticipation, the mightiest heroes of the Marvel Cinematic Universe finally assembled in Avengers: Infinity War. While Marvel Studios' movies have featured plenty of superhero team-ups before, the Avengers, the Guardians of the Galaxy and their allies have all joined forces to keep Josh Brolin's Thanos from wielding the full force of the Infinity Gauntlet. Joe and Anthony Russo's film has largely impressed critics and stunned audiences with an epic tale that features dozens of recognizable characters and a dizzyingly large cast of A-list actors. While the movie juggled about 20 main characters pretty well, several other familiar faces and surprising new ones appeared during key moments throughout the movie.

Now, CBR is taking a look at some of the biggest, quickest and most surprising cameos in Avengers: Infinity War. In this list, we'll be looking at some of the characters who appeared fleetingly or in a few brief scenes. From blink-and-miss-it moments to characters who looked radically different from the last time viewers saw them, this list has your complete rundown on everyone you might've missed. We'll also take a look back through their comic book histories and, where applicable, their previous appearances in the MCU.

SPOILER WARNING: This list contains comprehensive spoilers for Avengers: Infinity War, in theaters now.

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Like almost every other Marvel movie, Avengers: Infinity War features an appearance from Stan Lee, the legendary Marvel editor and co-creator of the Avengers, Spider-Man and the X-Men, to name a few. In Infinity War, Lee makes a quick cameo near the beginning of the film as Peter Parker's school bus driver. When Parker's classmates started freaking out after seeing the Black Order's ship over Manhattan, Lee's jaded bus driver lamented, "Haven't you kids ever seen a spaceship before?" To be fair, most of those teenagers should be old enough to remember that aliens tried to invade New York a few years earlier in 2012's The Avengers, so he did have a point.

While Guardians of the Galaxy Vol. 2 connected Lee's cameos by explaining that he was an agent of the cosmic chroniclers, the Watchers, this isn’t the first time Lee's played a bus driver onscreen. Lee also made a cameo as a bus driver in a 2007 episode of the superhero TV drama Heroes. On a similar note, Lee played a limo driver in a 2017 episode of the Marvel streaming series, Runaways. And in 2016's Doctor Strange, he could be seen as a bus passenger reading Aldous Huxley's trippy book, The Doors of Perception. According to Infinity War co-director Joe Russo, Lee has reportedly already filmed cameos for Ant-Man and the Wasp and the still-officially-untitled Avengers 4.


Outriders Avengers Infinity War

During the Battle of Wakanda in Avengers: Infinity War, the Black Order, Thanos' generals, used the alien Outriders as their primary fighting force. With four-to-six arms and razor-sharp teeth, these creatures are formidable hand-to-hand combatants, and an army of them even challenged the combined might of the Avengers and Wakanda's defense forces. The Outriders are fiercely loyal to their masters and seemingly have no regard for their own lives. At one point during the battle, they were even described as "space dogs" for their unrelenting, ferocious attacks.

In comics, the Outriders were introduced alongside Black Order member Corvus Glaive in 2013's Free Comic Book Day: Infinity #1, by Jonathan Hickman and Jim Cheung. In the Marvel Universe, Thanos used these creatures to help him find new worlds to conquer. To do this, Outriders can make themselves invisible and intangible and use their touch-based telepathic abilities to learn a world's secrets while its residents aren't paying attention. While their design is mostly in-line with their cinematic counterparts, the Outriders are a little bit smarter and have limited verbal capabilities in comics. After completing their missions, the Outriders are permanently freed from their tasks with a fatal strike from Corvus Glaive's impossibly sharp blade.


Pepper Potts Gwyneth Paltrow

After getting a spur-of-the-moment marriage proposal from Robert Downey Jr.'s Tony Stark at the end of 2017's Spider-Man: Homecoming, Gwyneth Paltrow's Pepper Potts made a brief appearance near the start of Avengers: Infinity War. While going on a run through a park with Stark, she listened to Stark's account of a dream he had about their theoretical child, Morgan. Then, she expressed her dismay with him about installing a new Arc Reactor-like device on his chest after his last model was removed in 2013's Iron Man 3.

After she was created by Stan Lee and Don Heck in 1963's Tales of Suspense #45, Pepper Potts grew from Tony Stark's secretary to an armored hero named Rescue. While Potts hasn't been the steadiest part of the MCU, she's followed a similar trajectory since she was introduced onscreen as Tony Stark's assistant in 2008's Iron Man. Promoted to C.E.O. of Stark Industries in 2010's Iron Man 2, Potts was infected with Extremis nanotechnology in Iron Man 3. Extremis granted Potts several superpowers including enhanced strength, agility and healing abilities. Although Extremis was fatal to most of the people who used it, Potts' powers were apparently stabilized at some point, and the current status of her Extremis abilities is unclear. While it's not clear whether or not she survives Infinity War, several reports have indicated that she'll make another appearance in the next Avengers movie.


Red Skull Tesseract

Even though he's one of Marvel's most vile villains, the Red Skull disappeared after battling Chris Evans' Captain America during World War II in 2011's Captain America: The First Avenger. After taking hold of the Tesseract, the power of the Space Stone seemingly vaporized him in a beam of energy. As Avengers: Infinity War revealed, the Red Skull was actually transported to the planet Vormir, where he guarded the Soul Stone. Although Hugo Weaving portrayed the Skull in First Avenger, Infinity War's Red Skull is portrayed by Ross Marquand, who's famous for his role as Aaron on The Walking Dead. Although his dark cloak hides most of his crimson head, the one-time Hydra leader seemingly hadn’t aged during his decades on the desolate world.

In comics, Johann Schmidt has had a similarly long life as the Red Skull since he was created by Joe Simon and Jack Kirby in 1941's Captain America Comics #7. While he wasn't the first Red Skull, Schmidt's fascist villain distinguished himself as Captain America's chief nemesis in countless stories over the next seven decades. Even though he perished in 2010's Captain America: Reborn #6, by Ed Brubaker and Bryan Hitch, one of his clones was activated and continued his lifelong campaign against the Super-Soldier.


Eitri the Dwarf King

In one of Avengers: Infinity War's most unexpected cameos, Peter Dinklage shocked audiences as Eitri the Dwarf King. As the ruler of Nidavellir, Eitri oversaw the forge where Thor's hammer Mjolnir was created near the core of a dying neutron star. Since Mjolnir was destroyed in 2017's Thor: Ragnarok, Chris Hemsworth's Thor and some Guardians of the Galaxy traveled to the world, which was devastated by Thanos after he forced Eitri to forge the Infinity Gauntlet. Once Thor reactivated the power of the dying star, Eitri started the forge once again to make the half-hammer/half-axe weapon Stormbreaker. Although Dinklage is most famous for his role as Game of Thrones' Tyrion Lannister, this isn't his first role in a Marvel production. Dinklage also portrayed Bolivar Trask, creator of the mutant-hunting Sentinels, in 2014's X-Men: Days of Future Past.

While Eitri's a real figure from Norse mythology, he was introduced to the Marvel Universe by Alan Zelenetz and Bob Hall in 1983's Thor Annual #11. Like his cinematic counterpart, Eitri was one of the dwarves who forged Thor's hammer out of Uru metal. As Michael Avon Oeming, Daniel Berman and Andrea Divito revealed in 2004's Thor #80, Eitri may have inadvertently caused the extinction of the dinosaurs when the sparks from Mjolnir's forging rained down on Marvel's prehistoric Earth.


Heimdall Idris Elba Thor Ragnarok

While he might've helped save Asgard's citizens in Thor: Ragnarok, Idris Elba's Heimdall was one of the first casualties of Avengers: Infinity War. When Thanos and the Black Order attacked the ship carrying Asgardian refugees, Heimdall was seriously wounded in the unseen battle that wiped out most of the ship's occupants. After Thanos single-handedly smashed the Hulk, Heimdall used the last of his strength to summon the Bifrost Bridge and send Hulk back to Earth. In retribution for that final act of courage, Thanos personally finished Heimdall off.

While he also originally hails from Norse mythology, Heimdall was brought into the Marvel Universe in 1962's Journey Into Mystery #62, by Stan Lee, Jack Kirby and Larry Lieber. With his all-seeing and all-hearing abilities, Heimdall has usually served as Asgard's guard and keeper of the Bifrost, the Rainbow Bridge that can send Asgardians to anywhere in the universe. In the MCU, Elba's Heimdall filled a similar role starting in 2011's Thor. The MCU's Heimdall was close friends with Thor and helped him out against Odin's orders on multiple occasions. While Infinity War marks Heimdall's fifth MCU appearance, it's Elba's sixth Marvel movie, since he also appeared as the warrior monk Moreau in 2012's Ghost Rider: Spirit of Vengeance.


General Thunderbolt Ross William Hurt Civil War

Even though he was never able to capture the Hulk, General Thaddeus "Thunderbolt" Ross has had an impressive political career in the MCU. In Avengers: Infinity War, William Hurt's Ross continued his tenure as the United States' Secretary of State. During his brief appearance as a hologram, he ordered Don Cheadle's War Machine to arrest several fugitive Avengers. After James Rhodes disobeyed that order, Ross apparently court marshaled the Avenger.

Since Hurt's Thunderbolt Ross made his cinematic debut in 2008's Incredible Hulk, he's used several aggressively antagonistic tactics like that against the MCU's superheroes. After having a role in the creation of Edward Norton's Hulk and Tim Roth's Abomination, he tried to hunt both super-strong monsters down. After he caught Abomination, he retired from the military and was appointed Secretary of State. In 2016's Captain America: Civil War, Ross was tasked with presenting the Sokovia Accords to the Avengers. When half of the team rejected those regulatory documents, he ordered their arrest and sent them to the Raft, a high-tech prison. Since Ross was created by Stan Lee and Jack Kirby in 1962's Incredible Hulk #1, his comic book counterpart has mostly kept his attention on capturing the Hulk. In 2008's Hulk #1, Jeph Loeb and Ed McGuinness took the character in a new direction by turning him into the Red Hulk, a super-strong antihero who eventually joined the Avengers.


Collector Aether Infinity Stone

Technically, the Collector didn't appear in Avengers: Infinity War. While Benicio del Toro's Elder of the Universe spent a few moments onscreen trapped under Thanos' boot, that was only a projection created by Thanos in an attempt to trick the Guardians of the Galaxy. Since the Asgardians gave the Collector the Reality Stone at the end of 2013's Thor: The Dark World, the Guardians traveled to the Collector's vault on the dingy cosmic outpost Knowhere to retrieve it. When they arrived, Thanos appeared to was seemingly trying to get the Reality Stone from the Collector. However, this was all an illusion created by Reality Stone, which Thanos had already obtained. When Thanos dropped the charade, Knowhere was devastated, and the Collector was nowhere to be seen.

In the MCU, the Collector was the first character to fully explain the true nature of the Infinity Stones. In 2014's Guardians of the Galaxy, he told the Guardians, and audiences, about the existence of the Stones and hinted at their jaw-dropping collective might while he briefly controlled the Power Stone. In comics, the Collector has played a similarly large role as one of the more prominent figures in Marvel's cosmos. Since he was created by Stan Lee and Don Heck in 1966's Avengers #28, the Collector has battled the Avengers and recently played a role in a new version of the Contest of Champions tournament.


M'Baku Winston Duke

Winston Duke's M'Baku was one of the breakout stars of 2018's Black Panther. As the leader of the gorilla-worshipping Jabari mountain tribe, M'Baku had a tense relationship with Chadwick Boseman's Black Panther, Wakanda's King T'Challa. Even though he challenged T'Challa for the throne in ritual combat, he took T'Challa and his allies in after Killmonger usurped Wakanda's throne. After leading the Jabari against Killmonger's forces, the restored King T'Challa gave M'Baku a seat on Wakanda's ruling Tribal Council. In Avengers: Infinity War, M'Baku protected Wakanda again by leading the Jabari against the Black Order and their army in the film's final battle. While he didn't have many speaking lines in the film, he was one of the few heroes to make it out of the movie alive.

In comics, M'Baku is a different character who plays a more villainous role in the Marvel Universe. Since he was created by Roy Thomas and John Buscema in 1969's Avengers #62, M'Baku has usually operated as the gorilla-themed villain Man-Ape. In sharp contrast to his cinematic counterpart, Man-Ape has served as one of T'Challa's fiercest rivals. After battling Black Panther during his first tenure with the Avengers, Man-Ape became a regular on supervillain teams like the Masters of Evil, the Lethal Legion and Villains For Hire.


Maria Hill Colbie Smulders

In the MCU, Cobie Smulders' Maria Hill is one of the few characters who has jumped between the gap between the MCU's film and TV productions. After making her cinematic debut in 2012's The Avengers, the former S.H.I.E.L.D. Deputy Director guest-starred on a few episodes of Agents of S.H.I.E.L.D. After her role in 2014's Captain America: The Winter Soldier, she returned to the show to help the agents deal with S.H.I.E.L.D.'s dissolution. Although she became one of the Avengers' support staff in 2015's Avengers: Age of Ultron, she didn't appear again until Avengers: Infinity War. In an uncredited post-credits scene, Hill saw the destructive effects of Thanos' snap on Earth, before she was turned into ash.

Since she was created by Brian Michael Bendis and David Finch in 2005's New Avengers #4, Hill has played a relatively large role in the modern history of the Marvel Universe. During 2006's Civil War, Commander Hill was one of the leaders of Iron Man's pro-registration movement when the government tried to regulate superheroes. After serving as a key part of S.H.I.E.L.D.'s leadership for several years, she was officially promoted to Director of S.H.I.E.L.D. in 2013's Secret Avengers #5, by Nick Spencer and Luke Ross. During her tenure, her most dubious accomplishment was creating Pleasant Hill, a prison masked as a small town that held mind-wiped supervillains.


Wong Benedict Wong Avengers Infinity War

While Wong hasn't always had the most glorious comic book career, he's a Master of the Mystic Arts onscreen. As revealed in 2016's Doctor Strange, Benedict Wong's character is one of the most formidable magic-users in the MCU. After watching over a library of ancient arcane texts in Kamar-Taj, Wong wielded the Wand of Watoomb in final combat Mads Mikkelsen's Kaecilius. After helping Benedict Cumberbatch's Doctor Strange save the world, Wong stayed by his side as a protector of the New York Sanctum. In Avengers: Infinity War, he explained the importance of the Infinity Stones to Strange, and the audience, before playing a small role in the first battle against the Black Order. When Strange was taken into space, Wong stayed on Earth to guard the Sanctum.

Since he was created by Stan Lee and Steve Ditko in 1963's Strange Tales #110, Wong has mainly acted as Doctor Strange's sidekick, assistant and housekeeper. Despite his considerable martial arts skills, he was largely reduced to a supporting character charged with taking care of Strange. When the New Avengers moved into Strange's Sanctum Sanctorum, he became their housekeeper as well. More recently, he assembled a team of supernatural heroes to form a new incarnation of the Midnight Sons to save Strange.


Chitauri Soldier Avengers 2012

Before Thanos and his Black Order commanded the Outriders, the Chirauri were Thanos' alien army of choice. During a flashback in Avengers: Infinity War, Thanos led an army of Chitauri forces in an invasion of Gamora's homeworld, Zen-Whoberi. Under Thanos' orders, the Chitauri cut the planet's population in half in the background of a scene where the Mad Titan spoke with a young Gamora. In 2012's The Avengers, Tom Hiddleston's Loki led the monstrous aliens in a similar attempt the invade Earth. Thanks to the newly-formed Avengers, those plans failed spectacularly.

When Mark Millar and Bryan Hitch created the Chitauri in 2002's Ultimates #8, they were essentially a replacement for the Skrulls in the Ultimate Universe, an alternate reality with younger versions of Marvel's heroes. When these Chitauri used their shapeshifting abilities to stage a secret invasion of Earth, the Ultimates, that world's Avengers, defeated the aliens. Since The Avengers, the shapeshifting Chitauri have been completely overshadowed by more cinematic, insect-like Chitauri. The Chitauri have been disposable alien villains in several Marvel cartoons. In 2013's Nova #3, Jeph Loeb and Ed McGuinness even introduced the insect-like Chitauri to the main Marvel Universe. During the controversial 2017 crossover Secret Empire, the incredibly large Chitauri Wave made an ill-fated attempt to invade Earth.


Ned Leeds Jacob Batalon Spider-Man Homecoming

After charming audiences in 2017's Spider-Man: Homecoming, Jacob Batalon's Ned Leeds made his second appearance as Peter Parker's best friend in Avengers: Infinity War. After discovering that Tom Holland's Parker was Spider-Man, he became his "guy in the chair" who gave him information and tech support during his superhero adventures. In Homecoming's last moments, Ned even got in on the action by using one of Spider-Man's web-shooters to web up Bokeem Woodbine's Shocker. Since that move really wouldn't work on Thanos, Ned only made a quick appearance in Infinity War. When Parker saw alien spaceships over New York, Ned created a quick distraction that let Parker web-swing away unnoticed.

In comics, Ned Leeds and Peter Parker weren't quite so close. When he was created by Stan Lee and Steve Ditko in 1964's Amazing Spider-Man #18, Leeds was a Daily Bugle reporter who was Parker's rival for the affections of Betty Brant. Although he and Brant were married, Leeds was kidnapped by Roderick Kingsley, the Hobgoblin, and brainwashed into posing as a new Hobgoblin. After he was falsely revealed to be the Hobgoblin, Leeds perished in 1987's Spider-Man Versus Wolverine, by Christopher Priest and Mark Bright. After 20 years in the grave, Leeds was revived through cloning in 2017's Clone Conspiracy #4, by Dan Slott and Jim Cheung.


Nick Fury Samuel L Jackson

At the end of 2008's Iron Man, Samuel L. Jackson's Nick Fury started to assemble the Avengers in a moment that introduced the idea of the team to the general public. In the lead-up to 2012's The Avengers, the S.H.I.E.L.D. Director was one of the main figures that connected the first few Marvel Studios movies together. After he went underground in 2014's Captain America: The Winter Soldier, Fury popped up again in two episodes of Agents of S.H.I.E.L.D. and in 2015's Avengers: Age of Ultron. In Avengers: Infinity War's post-credits scene, Fury reappeared just in time to see the destructive effects of the Infinity Gauntlet on Earth. Seconds before he disintegrated into ash, Fury activated a cosmic communications device that seemingly summoned Captain Marvel.

After Stan Lee and Jack Kirby created Fury in 1963's Sgt. Fury and His Howling Commandos #1, they revamped the character as a modern spy in 1965's Strange Tales #110. Over the next several decades, the spy became a major power player in the Marvel Universe and served as S.H.I.E.L.D.'s most famous leader. When Mark Millar and Bryan Hitch redesigned Fury for the Ultimate Universe in 2002, they modeled Fury's looks and personality after Samuel L. Jackson, with his permission. Almost 20 years later, Jackson will reprise his role as Fury once again in 2019's Captain Marvel, which stars Brie Larson and will take place in the 1990s.


Tobias Funke Arrested Development Avengers Infinity War

Before they directed Marvel blockbusters like Captain America: The Winter Soldier, Captain America: Civil War and Avengers: Infinity War, Joe and Anthony Russo spent much of their early careers directing cult-favorite sitcoms like Community and Arrested Development. In a tribute to their early TV work, Infinity War includes a character from Arrested Development, Tobias Fünke. Originally portrayed by David Cross, this mustached man frequently painted himself blue and always wore a pair of denim cut-off shorts for reasons to complex to describe here. When the Guardians arrived at Knowhere, a figure with a striking resemblance to Tobias can be seen next to Zoe Saldana's Gamora in one of the Collector's display cases.

In the moments before Nick Fury's post-credits scene, Tobias' cameo was confirmed with an in-credits acknowledgment to Fox, Arrested Development's rights-holders. While this is the Russo's first official tribute to their sitcom work, they included more subtle nods in their first two Marvel movies. Danny Pudi, who portrayed Abed Nadir on Community, had a minor speaking role in Winter Soldier, and Jim Rash, who was Community's Dean Craig Pelton, had a small role in Civil War. The Russos also included a stair car modeled after an Arrested Development vehicle in the background of an airport in Civil War. The directors will get another chance to throw Arrested Development references in a Marvel movie with the still-untitled Avengers 4, which is set to be released on May 3, 2019.

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