During the birth of the Ultimate Marvel Universe, it was only a matter of time before Marvel hired Mark Millar(who had a controverisal run on DC's The Authority) and Bryan Hitch to reinvent one of the most popular teams of heroes, The Avengers into this fresh universe. But they were not allowed to use the title name, so they decided to completely reimagine the team as a superhuman strike force found by S.H.I.E.L.D as a attempt to curb the rising threat of super terriorism and other global threats. The main premise was to write a comic that looked the way a superhero film about the Avengers should look like.
At that point, the Marvel Cinematic Universe has not been created, and the prospect of a film about the Avengers was remote. The series was a huge success and became the single best-selling comic of the year. But the second series would be considered even better because of its more complex story, stronger action scenes and more charismatic villains.
But Millar and Hitch left the Ultimates after Ultimates 2 and Quesada considered the Ultimate imprint needed a big crossover event to keep the interest of the audiences, and hired Jeph Loeb for a third Ultimates miniseries that would lead to such event. This mini-series relied on shocking content, instead of the political overtones of the first ones. The art by Joe Madueria was standard superhero art, instead of the cinematic action provided by Hitch. The mini-series had decent sales, but was panned by critics.
The series was followed by Ultimatum, a crossover between the Ultimate titles. In five issues, the story kills thirty-four characters with an increased content of graphic violence. The series became a commerical failure, with both low sales and highly negative reviews. The sales of the entire imprint were decreased and never returned to their pre-Ultimatum figures.
If Millar and Hitch stayed on, Ultimates 3 and Ultimatum would have been much more political and well-received than they were under Loeb. We would not have had the increased violence, the confusing characterzation or even the character deaths that are supposed to resonate but only feel wasteful.
They would have been 13 issues long like the last 26 Ultimates issues and written the way a superhero film should look like. I believe Black Panther would have been written as more of a tyrant to Wakanda than a benevolent king, Vision would have been a cold-hearted machine than the more noble and gentle synthoid he is known for in the mainstrean comics and Ka-Zar would have had his backstory fleshed out in Ultimates 3. Thor wouldn't have spoken in a Shakespearan accent. Perhaps lesser heroes and villains would have died in "Ultimatum". That would probably be one of the things Millar could have done better.
Mark Millar has stated on Twitter that he never had plans for Ultimates 3 and if he did, he would have written a polticial story like the first 2 series. But he would not devote that month. So even he has no idea.
Characters:
Black Panther: In Ultimates 3, Captain America spent the entire miniseries impersonating Black Panther during an Ultimates confrontation with the Juggernaut. He would have been written more of a tyrant and he would've made more different decisions than if he was a benevolent king.
Vision: Vision was never involved with the Ultimates 3 or Ultimatum. And if he was, I am certain Millar would've written him as a cold-hearted and distrustful machine.
Thor: Ultimate Thor was completely out of character during Loeb's run of the Ultimates. Instead of the reluctant warrior he is known for, he becomes much more eager for battle and more vengeful. He also speaks in a Shakespearean pattern, claiming it is the way he truely speaks and with his godhood no longer in doubt he no longer has to hide it. What a disgrace this characterzation was. If Millar wrote Ultimates 3, he would have spoken in normal English and kept his pacifisim.
Ka-Zar: He never had his backstory fleshed out in the Ultimate Universe. I believe he would've since Mark Millar is known for fully fleshing out his characters in the stories he writes.
Mr. Fantastic: Reed Richards(who was 21 years old in the Ultimate Universe) accused Namor of the destruction in Ultimatum. Loeb completely disregarded this wouldn't be the way a child would react.
Professor Xavier and Magneto: Xavier and Magneto spoke in Renassiance English instead of the way they were in the Ultimate Universe prior to Loeb's run of the Ultimate Universe. Perhaps, having Millar and Hitch would've changed that.
Pyro: He was a member of the X-Men in the Ultimate Universe. But when Jeph Loeb wrote Ultimates 3, he joined the Brotherhood of Mutants with no explanation. If Millar had come back, he still would have been one of the X-Men.
Wasp: Ultimate Wasp was a jerk to several people, repeatedly insulting people and having a relationship with Captain America when she was still with Hank Pym. In Ultimates 3 and Ultimatum, this disappears and she becomes much kinder and the heart of the Ultimates. She would've been written the way she was in the first 2 series with Millar in charge of the series.
Hawkeye: After the death of his family, Hawkeye developed a reckless, almost suicidal attitude as well as being less cordial to his teammates, even threatening to shoot Wasp when she refered to him as "Clint". Had Mark Millar wrote Ultimates 3, he would've had the strength to move on from his family and remained in his friendlier disposition.
Iron Man: Ultimates 3 should have had a sub-plot of him attempting to rename the Ultimates all the while coming to terms with his independing death from his inoperable brain tumor. While this was briefly discussed in the Ultimates #6, Ultimates 3 would've explored it much more greatly than in the last 2 volumes.
At the end of the third volume, he would've been the one to officially change the name of the Ultimates into the Avengers and discovered about his twin brother, Gregory Stark
Captain America: He was known as a all-American zingonst who was completely unmoral and willing to kill his foes. He also spoke in a way that a modern person would speak. While in Ultimates 3, he had the vocal mannerisms of a man from the 1940s. Had Mark Millar not left Marvel as intended after he wrote Ultimates 2 because writing the first 2 volumes took him about 2-3 years to finish, he may have been the same character as in Ultimates 3.
Giant-Man/Yellowjacket: Although I did admire Hank Pym becoming Yellowjacket in Ultimates 3, he should not have been allowed to rejoin the Ultimates as he was a tratior towards his teammates and even his ex-wife, Janet Van Dyne. He would've have had a minor role where he becomes Yellowjacket after agreeing to never again help terriosts attacking his former-co-workers and he would've helped the Ultimates stop Ultron, arriving at the last moment with his reformed Giant-Men.
Pyro: His turn to villany in Ultimates 3 was greatly critised by fans of the first 2 volumes, preferring that he'd remained an X-Men in Mark Millar's version of the third and final volume
Millar and Hitch knew these characters while Loeb did not. But I know he would have handled Ultimates 3 and Ultimatum better than Loeb, no question about it. He should have done a novel in the Ultimate Universe instead of Ultimates 3 and Ultimatum because his writting pattern is about repeating itself over and over: "Have your characters square off against each other and make boisterous threats, keep the plot light and overemphasize at least one word in every ballon to make it seem like the characters are saying important. Oh, and invent really screwy mysteries like, 'Who is the Red Hulk?' and let that carry the lack of story." Ultimates 3 and Ultimatum could have fit Mark Millar's pattern even better than Loeb's.
Ultimates 3: Following the events of Ultimates 2, The Ultimates are killed, attempting to repeal an alien invasion, but this turns out to be an training simulation. Now acting as a independent team from SHIELD, the Ultimates are able to defeat global threats thanks to funding from Stark Industries.But when Scarlet Witch is mysteriously murdered, the Ultimates go on a worldwide manhunt in search of her killer. This leads to the Ultimates crossing over with Spider-Man and Ka-Zar(who was raised by a family of sabertooth tigers led by Zabu like Tarzan in this version and is even more distrustful and wary to the outside world, even refusing any offer from the Ultimates to help find Scarlet Witch's killer) searching for clues as to who it might be and the government attempting to hunt them down. Quicksilver travels to Asteroid M to let his father know of the news that his daughter was murdered which leads into Magneto forming the Acolytes to confront The X-Men. What everyone is unaware of is that Mephisto is holding Scarlet Witch hostage in Hell. Things only become worse when the Hate-Mongress(who is a Spanish woman named Dr. Juana Balcazar), Deathurge(who is a human named Stewart who made a demon deal to save his girlfriend, but granting him demonic powers), Radioactive Man, Attuma and Ultron form the Lethal Legion (Named here "The Wrathful Syndicate") as they attempt to end all wars by destroying all of humanity with their own nuclear weapons. In the end, Scarlet Witch is revived to the land of the living and then the Ultimates rename themselves the Avengers with Black Panther, Vision and Spider-Man joining their ranks.
Side Plots:
Ultron rebels against his creator, Giant-Man and takes control of the world's weapons to destroy humanity, forming the Wrathful Syndicate in the process. Feeling incredibly depressed by his creation's betrayal, he decides to atone for his past sins by becoming Yellowjacket and helping the Ultimates stop him from destroying humanity and find Scarlet Witch's killer. Meanwhile, Hawkeye forms the Thunderbolts(consisting of himself, Songbird, Juggernaut, Fixer and Sandman) after he fails to move on from his family's deaths. When the Ultimates attempt to convince him to stop grieving over his family, Professor Xavier decides to help Clint realise that their deaths were not his fault. Thor feels now that he succeeded in his father's mission, the Earth can finally be in peace. But when new threats emerge, he begins to realise that humanity may never overcome their flaws. In another sub-plot, Black Panther loses most of his kingdom Wakanda's trust after sacrificing many of his warriors during a battle with Radioactive Man and exiling one of the Dora Milaje from Wakanda. Vision is reprogrammed by Ultron in his mission to destroy all of humanity, but when he realises that peace is the only way to save the world, he betrays Ultron by destroying his second body and gains the Ultimates's trust by helping them stop the Space Phantom from turning Earth into a new Limbo. When Bucky Barnes is captured by Baron Stucker, the newest leader of the Marauders who creates a younger evil clone of himself called "Winter Soldier" and they plan to replicate the serum that created the evil version of Steve Rogers's best friend and sell it to terrorist organizations, Captain America attempts to save his friend and defeat Strucker and his newest creation while attempting to let go of the past and move on with his current life at the same time. Dr. Bruce Banner struggles with the idea of telling Peter Parker that his parents were wounded when they worked with him and General Fury on the Super-Soldier project that transformed Banner into the Hulk. He also attempts to use an anti-Gamma serum to cure himself of the Hulk once and for all, but there is the possibility even that will not work. In another sub-plot, Wolverine discovers that he has a daughter named "Laura Howlett"(called Mutant-23 and later by her comics name X-23) who he conceived in a aiffair with Dr. Sarah Kinney and that Weapon X has captured her and wiped her memories to be the perfect weapon he would have been had he not escaped the program. Once he helps her regain her memories, she decides to take revenge on the people who tortured her, forcing the X-Men to stop her.
Ultimatum: The Avengers become a massive phenomenon, beloved by fans across the globe. After the defeat of Ultron and the resurrection of Scarlet Witch, they begin to feel that there is nothing they can handle. After the events of Ultimate Fantastic Four,The Endless Resurgence Empire finds a way to resurrect their king Thanos and then they recruit a version of the Cabal(conisting of Michael Korvac, Wendigo, Malekith the Accursed, Ego the Living Planet(who is a genetic experiment created by the Kree many years ago in the Ultimate Universe), Dr. Doom, Loki, Emma Frost, Namor and Magneto and called here "The Universal Order") to remake the universe in their image, using the Cosmic Cube. Thanos then proceeds to tell Magneto to destroy the world's magnetic poles, causing worldwide destruction across the globe and then they begin the Genetic War with their rivals in the universe. In the end, the heroes finally kill Thanos for good on Acheron and destroy the Cosmic Cube in order to prevent anyone from ever using it again. In the wake of the destruction, the remaining heroes vow to rebuild the world.
Side-Plots: While attempting to help the Avengers save the universe, The Guardians of the Galaxy(consisting of Star-Lord, Gamora, Drax the Destroyer, Groot, Rocket Raccoon, Yondu, Mantis, Captain Marvel, Bug, Phyla-Vell, Charlie-27, Wraith, Beta Ray Bill, Deathcry, Darkhawk and Martinex) attempt to avoid being captured by the Ravagers(who are a thinly veiled analogy of the EU/Globalization.) The Ravagers, here are a corrupt crime organisation that resents the galaxy for offering peace treaties with alien races while the Guardians of the Galaxy are similar to their film counterparts, only much darker. For example, Ultimate Star-Lord is a very arrogant and immature man-child who grieves over his deceased mother who was killed in a car crash set up by the Badoon, Ultimate Gamora(who, in this version is Thanos's biological daughter through an affair with her Zen-Whoberis mother, making her the half-sister of Ronan the Accuser, Gallowglass and Altrea) would be more of a bloodthirsty killer of a hero. Rocket Raccoon(who is instantly hostile and aggressive towards people) wishes for his team to become a very rich crime syndicate, even attacking his own friends when they attempt to stop him from stealing jewelry. Drax the Destroyer is a much angrier, sadistic, vengeful and ruthless murderer than his mainstream counterpart. Ultimate Mantis is a pacifist who refuses to fight and she attempts to hide from her enemies, forcing the other Guardians to make her realise that she has no other choice, but to stand up and fight back. And Ultimate Groot is a more of a brutal monster who beats villains for pleasure. Meanwhile, many of the Earth-based heroes such as the Marvel Knights, Dr. Strange, Spider-Woman, the European Defense Initiative, Alpha Flight, the New Warriors, the Thunderbolts and She-Hulk attempt to prevent disasters from killing millions of people. In the mist of the worldwide chaos, Valkyrie is transformed into an actual god by Thor's father Odin, using dark magic. But she is killed, enabling Hela to claim her soul in the Asgardian afterlife Valhalla. Thor is forced to travel there and save her, but at the cost of having a child with her(as seen in Ultimate Comics: Ultimates). A mysterious mutant named Onlaught(who in this version is a seperate character from Professor X and Magneto, named Thomas "Tommy" Drake who gains both of their powers with their help of Weapon X) kills the Academy of Tomorrow and begins a genocide of the mutant race on Earth, leading to the formation of Generation X(consisting of Jubliee, Kitty Pryde, Thunderbird, Firestar, Gambit and Darwin) and their attempts to stop him. Meanwhile, the Marvel Knights(consisting of Spider-Man, Daredevil, Iron Fist, Ronin, Shang-Chi, Doctor Strange and newest member Daimon Hellstrom who had mysteriously gained supernatural powers from a unknown force, later revealed to be Loki in Ultimate Comics: New Ultimates.) attempt to prevent Dormammu from turning everyone on Earth into fire-demons. In another sub-plot, the Fantastic Four encounter the Beyonder(who is a superpowered alien from another planet in this reality) who plans to destroy Earth out of the belief that humans will go to war with alien races in the near future. In the end, overwhelmed by guilt and his father's anger at him for almost destroying the world, the disbandment of the Fantastic Four, his friendship with Ben Grimm and the superhero community breaking apart and Sue Storm breaking up with him, he goes back to living with his parents. Suddenly, in his room, a bright flash of light appears, foreshadowing his transformation into the Maker and Kang the Conqueor's future appearance in Ultimate Comics: Ultimates. Meanwhile, Yellowjacket and Wasp attempt to reconcile their romance, but he is too busy, working on "the Jocasta Project". When the Ultimatum wave begins with Wasp being one of the first causalities, Yellowjacket decides to move forward with the project and create his newest synthoid "Jocasta" in honor of her memory before his own sacrifice. After facing Thanos, Hulk is teleported to Sakaar(which in this version is an planet desolated by The Endless Resurgence hundreds of years ago) by his new "Cosmic Cube. He encounters two aliens, Korg(who is more battle-hardened, smug and distrustful of others than his mainstream counterpart) and Miek(who is even more pacifistic and shy in the Ultimate Universe) who offer to help him get back to Earth. In the end, after helping the Avengers defeat Thanos, Nick Fury contacts someone called "Karen Grant" who is actually Jean Grey in disguise about plans to prove to the world that the Hulk and mutants are heroes, foreshadowing "Ultimate X". S.H.I.E.L.D director Carol Danvers dicusses the idea of forming a space program division to protect the Earth from future alien threats, but when the Genetic War begins to ravage on Earth, she decides to bring Nick Fury back from Earth-31916 and he retakes the role of S.H.I.E.L.D director by promising to stop Thanos if the Ultimates reduced the charges for the destruction of the Squadron Supereme's world and in the end, forms S.W.O.R.D in the aftermath of Thanos's death and speaks with Abigail Brand about the idea of forming a new team of Howling Commandos(foreshadowing the events of the final issues of Ultimate: Comic Ultimates).