It’s hard to believe that it’s been three years since Marvel’s Avengers opened in theaters, breaking box office records and forever changing the way Hollywood plans and builds blockbuster film franchises. Its highly anticipated sequel, Avengers: Age of Ultron, is now beginning to open in theaters in international markets where moviegoers can finally see what writer and director Joss Whedon has put together as his farewell to Marvel Studios.

And it’s important to note that this is what this is. Joss Whedon is done and it’s been a long time coming. After he finishes his press tour for Age of Ultron, he’s no longer the guy in charge of The Avengers and he’s no longer going to be an overseer for the direction of the Marvel Cinematic Universe.

Joss Whedon is tired and needs a break and that couldn’t be more evident from his demeanor every time we’ve chatted with him over the last year (here and here). Directing a film as big as The Avengers, let aloneits even bigger followup, is no easy task, especially with so many cooks in the kitchen, such large expectations and such strict deadlines. Whedon overcame the odds and delivered the first time around, but that wasn’t good enough for the creator who came up through the TV ranks with cult hits Buffy the Vampire Slayer, Angel and Firefly, even writing on occasion for Marvel Comics (Astonishing X-Men, Runaways).

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Joss Whedon directs Elizabeth Olsen & Jeremy Renner

With Age of Ultron, Whedon (mostly) had the chance to make what he wanted to make the first time around. He was now familiar with the system and the people, knew how to handle the massive scale and scope, and he got to do more of what he loves most: play with the characters, including a few new personal faves of his from the books who he introduces in the sequel. But it was a drain, and as you can see from our latest convo with him in the video up top, he just doesn’t have the energy to continue any longer, and if he did, he would still be around for another four years paving the path to Avengers: Infinity War, a two-part movie event that builds off of the foundation Whedon helped lay.

“If I had the energy it’d be The Avengers…”

Whedon’s decision to step away from the Marvel Cinematic Universe is more than just a need for a break. The Marvel movie machine is a crushing system that’s pushed out other directors before him. Jon Favreau had troubles signing on for and then making Iron Man 2 and passed on directing Iron Man 3; Patty Jenkins couldn’t direct Thor: The Dark World over creative differences and her replacement, Alan Taylor, had a stressful time making the Asgardian sequel; Kenneth Branagh and Joe Johnson both left the franchise after their first entries; Edgar Wright infamously parted ways with Marvel after spending years developing Ant-Man (a script, by the way, that Whedon said was Marvel’s best), and Whedon didn’t have the best of times either.

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Joss Whedon at Avengers: Age Of Ultron’s European Premiere

Part of that had to do with his interest in television. When Whedon re-upped with Marvel to return for the Avengers sequel, it was a much more comprehensive deal than just writing and directing another film. The deal involved Whedon working as part of Marvel’s family for three years where he would consult on all of the other movies coming after Avengers and leading up to Age of Ultron, and it also involved developing Marvel’s first in-canon television series for ABC: Agents of S.H.I.E.L.D.. That actually became a bit of  sticking point it seems from Whedon’s words to Buzzfeed where he explains that he was pulled away from showrunning the series.

“They didn’t actually want me to make it. It’s like, ‘Uh, Joss, we really wanted you to do [Age of Ultron]. Instead you created a TV show, you moron.’ ‘I thought you wanted me to!’ ‘No, we just wanted you to make a movie.’ ‘Oh. My bad.’ … It went from being absolutely 100 percent the driving force and totally hands-on to ‘That sounds great, Jed! You should do that!'”

Was there some sort of epic miscommunication there or is this a case of Kevin Feige and the other movie execs wanting to distance themselves from ABC programming?

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“I haven’t had a blank slate in 25 years. It’s pretty exciting.”

The core reasons why Whedon is leaving however, is simply the work. It’s not always fun and it definitely is always a burden, one that Whedon can happily relieve himself of since he finally has the career recognition and financial stability to do so, knowing he got to play with his creativity in this massive sandbox. Whedon tells Buzzfeed last summer from the set:

“I gotta say, it’s been dark. It’s been weird. It’s been horrible. About a month and a half ago, I said goodbye to my kids, and I’ve been living in Burbank next to the studio. I feel every day like, I didn’t do enough, I didn’t do enough, I didn’t do enough. I wasn’t ready. Here’s failure. Here’s failure. Here’s compromise. Here’s compromise.”

“I’m now coming out the other side, realizing that once again, for all its many varied and soon to be heralded flaws, it’s my movie. It’s the movie I set out to make. And I have the honor of saying, it’s fucking bonkers. So there’s that.”

Whedon was equally exhausted, frequently dropping obvious hints of frustration when we sat down with him on set last summer as well. He was even pulled away twice, called to set, so our 30 minute group conversation was parsed into three 10-minute segments, each beginning or ending with a quip about sleep or putting on clean clothes. He even told us how he almost didn’t come back for Age of Ultron after being beat down from the first Avengers movie and not really wanting to do a second… at least, at first.

“But then I didn’t actually want to make the film necessarily. I was ragged from the first one, and so I just turned off my brain. I was like, ‘do not think of cool ideas for the next one. Just get through this.’ But after a few months when, you know, they talked about, um… actually paying me I was like all right, this is now something that, you know, makes sense in my life; do I have anything to say? And so my agent called, I was in London, and he called me and said, ‘um, you know, there’s a deal that’s worth talking about – time to start to thinking about whether there’s a movie,’ and I’m going, ‘all right,’ and I went to a pub, and sat down with my notebook, and about forty-five minutes later, my notebook was filled. [laughs] And I texted my agent ‘yup’ and ‘I have so many things to say’ and I was kind of surprised. It took me unawares. It was very beautiful.”

Next Page: The Other Reasons & What’s Next For Joss Whedon

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That’s how we knew things were different and that Age of Ultron would be the end of Whedon’s run. It was just a matter of days after The Avengers took the world – and Hollywood – by storm in summer 2012 that it was announced that Whedon would be not only write and direct its followup, but that he’d be developing a television program set in the same universe and overseeing the other Marvel Phase 2 films leading up to it. He was now in a position to craft the entire current chapter of the MCU alongside Feige.

But even that came with its frustrations, as Whedon explains to Buzzfeed. “Sometimes, you know, it’s been fun, because they’ve actually taken my advice, certainly at the story level. And then sometimes I feel like, ‘Ergh, you missed the point entirely.'” Whedon also consulted with the other Phase 2 Marvel directors, “talking them off the ledge” as he puts it. “‘Cause there’s a certain degree of madness. But there’s always method.”

This is why it was strange that other directors, Anthony and Joe Russo and James Gunn were already locked in for sequels for Captain America: The Winter Soldier and Guardians of the Galaxy, respectively, before those films even released in theaters, but for Whedon, there was nothing about him staying aboard for Phase 3. Nine months ago, there were instead rumblings that Whedon would unsurprisingly be stepping away – at least from the director’s chair and that Marvel was interested in Gunn possible taking the reins on Avengers 3 (untitled at the time). Gunn was even asked about it directly last year, dodging the question, but then more reports began pointing towards the likelihood that the Russos would be carrying Earth’s Mightiest going forward. Leaked emails from Sony Pictures executives confirmed that the Russos were indeed going to be directing Avengers: Infinity War after Captain America: Civil War and that they would be helping Sony and Marvel introduce the new Spider-Man as part of a new studio partnership.

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Joss Whedon and Elizabeth Olsen at Avengers: Age Of Ultron Press Conference

Since then, all of those things became official. Sony and Marvel came to an agreement and the Russos officially signed for Infinity War. And Whedon has begun talking openly and honestly about his experiences with Marvel and how it’s coming to an end. Speaking alongside Feige with EW, Whedon even addressed why he’s ready to pass up the Avengers to someone else.

“Every movie I have ever made has been an ensemble piece of increasingly enormous proportions. That many balls in the air, it’s only going to get bigger with Infinity War. I’m not going to be able to give it what I would need to. It’s a young man’s game.”

And during the global press junket two weeks ago, Whedon couldn’t help himself but take a jab at the reality of balancing and pleasing so many egos from the cast. We got a sense of this on set as well from him and the stars of the film, many of whom chat with Feige directly with comments and desires about their roles and characters, comments that then filter back down from Feige to Whedon – hence the constantly revising of scenes on a daily basis.

 “Everyone wants to write Spidey.”

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It’s not all bad though and Whedon did something amazing and he knows it. For every shot he takes at the enormity of the situation, he also takes a moment to acknowledge the privilege of what he’s been able to do. It was, after all, an experience that of course opens many doors for the now-triple-A director.

As for what’s next, Whedon’s brother and sister-in-law are still working away on Agents of S.H.I.E.L.D. (which just earned a spinoff) and while Whedon says he might not be fully out of the Marvel picture quite yet (maybe he can write or executive produce other projects), he has made it clear he wants to do something else entirely.

“I would never rule anything out, because I like working here. By the same token, the biggest thing for me is that I need to do something that I create myself. It’s been way too long since I created a universe. The last thing I did before The Avengers was [directing an episode of] Glee, and in between I did Much Ado About Nothing. So I haven’t created my own universe for over five years. That feels wrong.”

At the European press conference in London, Whedon stated, “I don’t think I’ll ever get that far away from it. I plan a rest – a longer rest – perhaps an eternal rest. I have no immediate plans,” and later joked that he “hated it” when referring to Age of Ultron while introducing the film to the audience.

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He explains in other interviews, and to us, that his next film will absolutely be focused on one character – a point he emphasizes repeatedly as a way to counter dealing with a massive ensemble in the Avengers movies. If Marvel was ever serious about a Black Widow standalone movie, maybe that would be up his alley and it could be a project that doesn’t have to rely on the bigger picture happenings of the MCU. But that’s not a new universe. What would you like to see Whedon work on next?

Have you already seen Avengers: Age of Ultron? Please refrain from spoiling the movie in the comments below – and head to our Avengers 2 spoilers discussion!

Next: Avengers: Age of Ultron Box Office Forecast

Marvel’s Avengers: Age of Ultron stars Robert Downey Jr., who returns as Iron Man, along with Chris Evans as Captain America, Chris Hemsworth as Thor and Mark Ruffalo as The Hulk. Together with Scarlett Johansson as Black Widow and Jeremy Renner as Hawkeye, and with the additional support of Samuel L. Jackson as Nick Fury, Don Cheadle as James Rhodes/War Machine, Cobie Smulders as Agent Maria Hill and Stellan Skarsgård as Erik Selvig, the team must reassemble to defeat James Spader as Ultron, a terrifying technological villain hell-bent on human extinction. Along the way, they confront two mysterious and powerful newcomers, Wanda Maximoff, played by Elizabeth Olsen, and Pietro Maximoff, played by Aaron Taylor-Johnson, and meet an old friend in a new form when Paul Bettany becomes Vision.

The Avengers: Age of Ultron releases in theaters on May 1 2015, followed by Ant-Man on July 17 2015, Captain America: Civil War on May 6 2016, Doctor Strange on November 4 2016, Guardians of the Galaxy 2 on May 5 2017, Spider-Man on July 28, 2017, Thor: Ragnarok on November 3 2017, Avengers: Infinity War – Part 1 on May 4 2018, Black Panther on July 6 2018, Captain Marvel on November 2 2018, Avengers: Infinity War – Part 2 on May 3 2019 and Inhumans on July 12, 2019.

Sources: Buzzfeed, EW (via CBM), Flickering Myth