As the second movie in the trilogy, Iron Man 2 had the near-impossible task of building upon Jon Favreau’s classic superhero story and added new cast and characters to the already extensive roster. Despite claims that it’s one of the MCU’s weakest projects, Iron Man 2 actually does a good job of developing the storylines that were laid out in the first installment, establishing new subplots from the characters and continuing Tony Stark’s journey in a powerful and meaningful way.

Although Iron Man 2 has a fairly messy screenplay that never lives up to the greatness of the original, it’s still an incredibly fun adventure that’s elevated by the talented cast of actors and actresses in front of the camera. This MCU Phase 1 adventure features several twists and turns along the way, creating a thrilling and entertaining narrative while also developing the central figures that they had come to know and love. Like any Marvel project, it’s the characters and their relationships that really keep Iron Man 2 afloat, allowing for plenty of great humor and memorable moments.

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Robert Downey Jr. as Tony Stark

Tony Stark in Iron Man 2

Reprising his role from the original Iron Man, Downey Jr. returns as the billionaire playboy Tony Stark. After revealing his true identity at the end of the last movie, Stark spends much of Iron Man 2 dealing with the moral, professional, and legal implications of being the world’s first celebrity superhero. Tony Stark has many flaws, and Downey Jr. doesn’t shy away from these in his charming and charismatic performance. Downey Jr. is also known for appearing in the Sherlock Holmes movies, Chaplin and Zodiac.

Gwyneth Paltrow as Pepper Potts

Pepper Potts sitting at her desk in Iron Man 2

The relationship between Tony and Pepper was a huge subplot in Iron Man, and their dynamic becomes even more complicated in Iron Man 2 when Stark appoints Potts as the CEO of his company. Struggling to keep their relationship professional, the pair keep each other grounded and comfortable when the whirlwind around them threatens to tear everything apart. They’re a hugely entertaining couple to watch, and Paltrow’s performance in this film is a massive highlight. Paltrow is also know her from Se7en and Shakespeare in Love, where she provided equally impressive performances.

Scarlett Johansson as Natasha Romanoff

Natasha Romanoff does the Black Widow pose in Iron Man 2

Although Black Widow became one of the best MCU characters, her role in Iron Man 2 was much more mysterious. She’s initially introduced as Natalie Rushman, which was a secret identity given to her by S.H.I.E.L.D. in order to watch over Tony Stark and assess whether he’s suitable for Nick Fury’s Avengers Initiative. Her on-screen chemistry with Stark is consistently fun to watch, and Johansson’s layered performance really gives the character a much-needed secrecy that immediately gets the audience invested in the story. The actor is also known for her roles in Marriage Story and Jojo Rabbit.

Mickey Rourke as Ivan Vanko

Whiplash steps onto the Monaco racetrack in Iron Man 2

Under the alias of Whiplash, Ivan Vanko is the primary antagonist of Iron Man 2. He’s seeking revenge on Tony Stark for profiting off the technology that he believes his father was responsible for, which raises several questions about the authenticity and legitimacy of Stark Industries. Whiplash may have a few plot holes in his character, but Rourke’s performance immediately ranks him among the most intense and intimidating villains in the trilogy. He really commands power with every second he’s on the screen, raising the stakes and putting Stark in real trouble. Rourke's other projects include 9 ½ Weeks and The Wrestler.

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Sam Rockwell as Justin Hammer

Justin Hammer with a gun in Iron Man 2

While it’s Vanko that really poses a threat for Tony Stark and his company, it’s Justin Hammer that’s working behind the curtain to ruin Iron Man’s reputation and exploit the technology for himself. Played by Sam Rockwell, Hammer is among the highlights of Iron Man 2. He’s perfectly arrogant and snarky, which mirrors Stark’s personality (only without the determination and intelligence that makes him so successful). Justin Hammer revealed Stark’s true weakness, and while he never moved against the company personally, he came very close to bringing down Stark Industries. Rockwell’s other popular movies include Moon and Jojo Rabbit.

Don Cheadle as James Rhodes

Rhodey at a hearing in Iron Man 2

Previously played by Terrence Howard in Iron Man, James Rhodes is Stark’s closest friend and most trusted advisor. However, Iron Man 2 sees a huge fracture in Stark and Rhodes’ friendship, as the latter finds himself disillusioned by Justin Hammer’s anti-superhero propaganda. Despite the large-scale battles and complex villains of the Iron Man trilogy, it’s ultimately the relationships between its central characters that make the stories so entertaining - and Rhodes has a fascinating arc in this entry. Cheadle does a great job of taking over from Howard, quickly making the character his own and settling into the role. His previous works include Ocean’s Eleven and Hotel Rwanda.

Iron Man 2’s Supporting Cast & Characters

Tony Stark talking to Nick Fury in Iron Man 2.

Jon Favreau as Happy Hogan - Tony and Happy had several great moments together throughout their time in the MCU, and Iron Man 2 really focuses strongly on the bond between these characters. Stark drives Hogan mad with his arrogance and lack of responsibility, but he’s always there to clean up the mess. Alongside directing the first two Iron Man movies, Favreau is known for his work on Elf and Chef.

Samuel L. Jackson as Nick Fury - Nick Fury appears consistently throughout the MCU’s Phase 1, but mostly just as cameos. He actually plays a large role in Iron Man 2, trying to assess whether or not Stark is suitable to lead the Avengers in the future. Jackson provides several great laughs throughout the movie, displaying the same comedic talent that made his roles in Pulp Fiction and Unbreakable so entertaining.

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Clark Gregg as Phil Coulson - Agent Coulson makes several appearances throughout Iron Man’s MCU timeline, often working closely alongside Nick Fury and carrying out the boring jobs that Fury considers himself too important for. He frequently clashes with Tony Stark, who refuses to cooperate with S.H.I.E.L.D’s demands. Outside of the MCU, Gregg’s popular projects include Choke and Trust Me.

Paul Bettany as J.A.R.V.I.S. - Although J.A.R.V.I.S.’s presence isn’t quite as big in Iron Man 2, Paul Bettany still makes the most of his few lines and brings Tony Stark’s artificial intelligence to life. He wouldn’t become hugely important until his transformation into Vision in Avengers: Age of Ultron, but the foundations of his personality are still there. Bettany is most recognizable for his performances in A Knight’s Tale and A Beautiful Mind.

John Slattery as Howard Stark - Despite dying long before the events of the movie, Howard Stark became an iconic superhero father because of how powerfully his behavior influenced Tony’s actions in Iron Man 2. It’s his morality and generosity that convince Tony to become a better, more selfless person and ultimately protect the world. Slattery’s other projects include Mad Men and Spotlight.

Leslie Bibb as Christine Everhart - First introduced as Tony’s one-night stand in Iron Man, Christine Everhart is a talented reporter who basically serves as Tony’s liaison to the national press. Now that he’s outed himself as Iron Man, she’s even more dedicated to getting the biggest scoops. Bibb’s other roles include Talladega Nights and Zookeeper.

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Garry Shandling as Senator Stern - After publicly naming himself as the man behind the Iron Man suit, Stark was faced with several legal disputes surrounding the morality of his private weaponry. Although Stark’s intentions were proven right in Civil War, there were many (such as Senator Stern), who wanted Stark’s technology to be given to the military. He’s portrayed by Garry Shandling, whose other roles include Over The Hedge and Town & Country.

Olivia Munn as Chess Roberts - Munn's Chess Roberts leaves a lasting impression as one of the reporters that covers Tony Stark’s maximalist expo at the beginning of the film. Her other projects include New Girl and The Predator.

Kate Mara (Uncredited) - Kate Mara’s role in Iron Man 2 was very brief, but it’s still one of the film’s funniest scenes. She plays a lawyer (whom Stark initially mistakes for a fan) that informs the billionaire he’s being subpoenaed by the US government. The scene features some of Tony Stark’s funniest MCU quotes, and sadly, Mara’s character is never seen again after this. The actor is best known for her work in House of Cards and Shooter.

Stan Lee as Larry King - Stan Lee had cameos in every single MCU project before his unfortunate death, and his appearances in the Iron Man series were always the funniest. In Iron Man 2, he stars as Larry King during the sequence at Stark Expo - which mirrors his scene in the first installment, where he’s mistaken for Hugh Hefner.

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