Background In February 2004,
Lionsgate acquired the film rights for the
Marvel Comics character
Black Widow, and in April announced
David Hayter as writer and director of the film, with
Marvel Studios'
Avi Arad producing. By June 2006, Lionsgate had dropped the project and the rights reverted to Marvel Studios. Hayter and Marvel tried getting another financier to develop the project, but Hayter did not feel that they found another place "that was willing to take the movie, and the character, seriously". Hayter said this left him heartbroken, and he hoped the film would be made some day. Marvel Studios entered early talks with
Emily Blunt to play Black Widow in the
Marvel Cinematic Universe (MCU) film
Iron Man 2 (2010) in January 2009, but she was unable to take the role due to a previous commitment to star in ''
Gulliver's Travels'' (2010). In March 2009,
Scarlett Johansson signed on to play Natasha Romanoff / Black Widow, with her deal including options for multiple films. In September 2010, Marvel Studios President
Kevin Feige said discussions with Johansson had already taken place regarding a Black Widow standalone film, but Marvel's focus was on the
crossover film
The Avengers (2012). Johansson reprised her role in that film, as well as in
Captain America: The Winter Soldier (2014),
Avengers: Age of Ultron (2015),
Captain America: Civil War (2016),
Avengers: Infinity War (2018), and
Avengers: Endgame (2019). After the release of
Age of Ultron, Johansson revealed that the number of films on her contract had been adjusted since she first signed to match the "demand of the character", as Marvel had not anticipated the audience's positive response to the character and Johansson's performance. After teasing Black Widow's past in
Age of Ultron, Feige said in February 2014 that he would like to see it explored further in a solo film. Development work for this had already started, including a "pretty in depth" treatment by
Nicole Perlman who co-wrote Marvel Studios'
Guardians of the Galaxy (2014). The following April, Johansson expressed interest in starring in a Black Widow film and said it would be driven by demand from the audience. That July, Hayter expressed interest in reviving the project for Marvel, while director
Neil Marshall said a month later that he "would to do a Black Widow film". Marshall said he was fascinated by a superhero with "extraordinary skills" rather than superpowers who is also an ex-
KGB assassin. In April 2015, Johansson spoke more on the possibility of a solo Black Widow film, seeing the potential to explore the character's different layers as depicted in her previous appearances. However, she felt that the character was being "used well in this part of the universe" at that time. While promoting
Civil War the next April, Feige noted that due to Marvel's announced schedule of films for
Phase Three of the MCU, any potential
Black Widow film would be four or five years away. He added that Marvel was "creatively and emotionally" committed to making a
Black Widow film eventually.
Joss Whedon, the director of
The Avengers and
Avengers: Age of Ultron, said in July 2016 that he was open to directing a
Black Widow film. He liked the idea of making it a paranoid spy thriller that was "
John le Carré on crack". In October, Johansson discussed the potential film being a prequel, saying, "you can bring it back to Russia. You could explore the Widow program. There's all kinds of stuff that you could do with it." She cautioned that she may not want to wear a "skin-tight catsuit" for much longer. The next February, Johansson said she would dedicate herself to making any potential Black Widow film "amazing. It would have to be the best version that movie could possibly be. Otherwise, I would never do it ... [it would] have to be its own standalone [film] and its own style and its own story." Due to the development work already done and the public support for the project, Marvel Studios decided to move forward with the film at the beginning of the MCU's
Phase Four in 2020 following the conclusion of
the Infinity Saga storyline in
Endgame. Johansson said this decision had become "more of a reality" during the filming of
Infinity War. Following Romanoff's death in
Endgame, Johansson felt there was "no pressing urgency" to make a Black Widow film and this would improve the project's quality.
Development at the 2019 San Diego Comic-Con Feige met with Johansson to discuss the direction of a Black Widow film in October 2017. Marvel then began meeting with writers for the project, including
Jac Schaeffer and
Jessica Gao. Gao's
pitch was influenced by
Grosse Pointe Blank (1997), in which Romanoff would have been planted in a high school to assassinate a target and then 20 years later attends a high school reunion where she has to deal with the fallout of her earlier actions. The pitch heavily featured the character
She-Hulk, and Marvel Studios executive
Brad Winderbaum felt Gao was instead pitching a She-Hulk film that featured Black Widow. Gao would later be hired by Marvel Studios as the
head writer for the
Disney+ television series
She-Hulk: Attorney at Law (2022). Schaeffer met with Feige in December, and was hired to write the screenplay by the end of 2017. Schaeffer and Johansson were set to discuss the direction of the film at the beginning of February 2018. Marvel began meeting with female directors to potentially take on the project, part of a priority push by major film studios to hire female directors for franchises. By the end of April 2018, the studio had met with over 65 directors for the project in an "extremely thorough" search, including
Deniz Gamze Ergüven,
Chloé Zhao,
Amma Asante, and
Lynn Shelton.
Lucrecia Martel was also approached, but was discouraged when she was told that she would not have to "worry about the action scenes". She also felt the music and visual effects of Marvel films were "horrible".
Coralie Fargeat was in contention following the success of her film
Revenge (2017), but chose to develop
The Substance (2024) instead, believing Marvel would not give her
final cut privilege. Zhao took herself out of contention after deciding that
Black Widow was not the right story for her, and because the planned filming schedule conflicted with her film
Nomadland (2020) which was a story Zhao wanted to tell; she went on to direct Marvel's
Eternals (2021). In the following months, a shortlist of 49 directors was made before the top choices of
Cate Shortland, Asante, and
Maggie Betts met with Feige and Johansson in June.
Mélanie Laurent and
Kimberly Peirce were also in the "next-to-final mix". Johansson was a fan of Shortland's previous female-starring film
Lore (2012), and was the one who had approached her about directing the film; Shortland was hired in July, and watched all of Romanoff's MCU appearances in preparation for making the film.
The Hollywood Reporter reported in October 2018 that Johansson would earn $15 million for the film, an increase from the "low-seven figure salary" that she earned for starring in
The Avengers.
Chris Evans and
Chris Hemsworth each earned $15 million for the third films in their MCU franchises—
Civil War and
Thor: Ragnarok (2017), respectively—as well as for
Infinity War and
Endgame. Despite
The Hollywood Reporter claiming that their report had been confirmed by "multiple knowledgeable sources", Marvel Studios disputed its accuracy and said they "never publicly disclose salaries or deal terms".
The Walt Disney Company later said Johansson had earned $20 million by the end of July 2021 for her work on the film, including her role as an executive producer. As Romanoff dies during the events of
Endgame, the film is set earlier in the MCU timeline. It primarily takes place between the main plot of
Civil War and that film's final scene, in which the
Avengers escape from prison. Johansson and Feige felt this was "the best place to start" because it is the first time that Romanoff is on her own and not tied to a larger organization such as the
Red Room,
S.H.I.E.L.D., or the Avengers. This setting means the film is not an
origin story for Romanoff, which Feige wanted to avoid because he felt that was the expected direction for a prequel to go. He was influenced by the television series
Better Call Saul (2015–2022), which is a prequel to the series
Breaking Bad (2008–2013), calling it "a wonderful example of a prequel that almost completely stands on its own... because it informs you about so many things you didn't know about before".
Pre-production In February 2019,
Ned Benson was hired to rewrite the script, and Feige confirmed that, despite rumors, the studio did not want the film to receive an
R-rating from the
Motion Picture Association. The following month,
Florence Pugh entered negotiations to join the cast as a spy, later revealed to be
Yelena Belova. Marvel had been considering Pugh for the role since late 2018, but began looking at other actresses in early 2019, including
Saoirse Ronan, who passed on the role. The studio returned to Pugh after she received strong reviews for her performance in the film
Fighting with My Family (2019).
Devin Grayson and
J. G. Jones, who co-created Belova, expected to receive $25,000 for her role in the film based on a 2007 agreement with Marvel Comics, but ultimately received $5,000 due to a provision in the contract which allowed Marvel to reduce creators' payments; after Grayson went public with this, Marvel agreed to pay her the remaining amount. In April 2019, Pugh was confirmed to have been cast alongside
David Harbour,
Rachel Weisz, and
O-T Fagbenle. An early version of the script included a scene from
Civil War featuring Romanoff and
Robert Downey Jr.'s
Tony Stark / Iron Man, and Downey was reported to be appearing in the film. Fans also expected
Jeremy Renner to reprise his MCU role as
Clint Barton. Shortland and Feige ultimately decided against including other heroes so Romanoff could stand on her own, though Renner does have an uncredited voice-only cameo.
Eric Pearson, who started his writing career in Marvel's screenwriting program and went on to work on several MCU projects, was hired during
pre-production to rewrite the film's script again. He ultimately received sole screenwriter credit, with Schaeffer and Benson receiving story credits. Shortland and Johansson had decided to take inspiration from the television series
The Americans (2013–2018), which is about a Russian undercover spy family, by introducing Romanoff's own "family" of Russian spies including Belova. When Pearson joined the film, the opening sequence—a prologue set in the 1990s with Romanoff and her "family" living undercover in the
Midwestern United States—had already been written. The rest of the film focuses on this family coming back together in the "present day", with a pivotal scene later in the film where they are all reunited around a dining table. Of all the MCU projects that he had worked on, Pearson found
Black Widow setting within the MCU timeline to be the most difficult to get right. This was because he wanted the audience to feel that the villain could succeed without breaking the timeline, which would be difficult considering audiences had already seen
Civil War,
Infinity War, and
Endgame. He chose to focus on the Red Room—where the Black Widows are trained—and its leader, who "wields power from the shadows". Pearson thought that the film's
spy thriller tone helped alleviate his concerns about the villain. A scene at the end of the film in which
Thaddeus Ross pursues Romanoff was deliberately left unresolved, as Shortland wanted to leave the audience "on a high" and questioning how Romanoff escapes rather than exhausted with another fight. This is then followed by a scene that connects this film to the end of
Civil War by showing Romanoff leaving on a
Quinjet to save the Avengers. She is wearing a vest given to her by Belova and has dyed her hair blonde, which matches the character's appearance in
Infinity War. Pearson said there were discussions about ensuring the film was an appropriate farewell for Romanoff. They wanted it to feature "the greatest hits" of the character, including expanding on the backstory that was mentioned in
The Avengers. In that film, Romanoff and Barton discuss a past mission in
Budapest and there is a mention of "
Dreykov's daughter".
Black Widow expands on the Budapest hints by having Romanoff return there and revealing some of that mission's details.
Dreykov is revealed to be the head of the Red Room, who Romanoff believes to have been killed during the earlier Budapest mission. Johansson wanted the film to comment on the
#MeToo movement which saw women supporting each other and "coming through these shared experiences of trauma on the other side", and this is seen in the way that Romanoff is forced, by the arrival of Belova, to confront Dreykov and her past trauma. Johansson was grateful to have the film to comment on these ideas. Pearson felt the truth behind "Dreykov's daughter" needed to be "something pretty bad. Natasha is ashamed of it. We've been doing allusions to her having a dark past [throughout the MCU]... It had to be something actively tough that she did that haunts her dreams." He settled on the idea that Romanoff and Barton used Dreykov's young daughter as bait to kill him and believed the girl had also died in the process. There was "heated conversation" with Marvel over how much of Romanoff's dark past to show, and Pearson successfully argued for including this element. Early versions of the script included the comic book character
Tony Masters / Taskmaster as a villain. Pearson moved towards the more subtle villain Dreykov who he felt fit better into the story and the timeline, but decided to reveal that Dreykov's daughter is alive and now a version of Taskmaster that he compared to a
Terminator. He felt this was a way to have some "Marvel fun" within the otherwise grounded story. Fagbenle auditioned for the original version of Taskmaster, who he called a maniac with an African accent, and said the role was down to him and another actor. After the story changes, Marvel asked if Fagbenle was interested in playing
Rick Mason instead, which he accepted.
Filming Principal photography began on May 28, 2019, in
Norway. Shortland took inspiration from such films as
How to Train Your Dragon (2010),
No Country for Old Men (2007), and
Thelma & Louise (1991), as well as
Captain America: The Winter Soldier. She looked at combat films and those with armies and militia, allowing her to imagine females in those roles to help translate that to
Black Widow. Shortland also referenced fight scenes involving female characters in
Alien (1979) and the
Terminator franchise, and wanted the film's fights to resemble "real fights" rather than wrestling matches. She edited together fight scenes from different films into shorts that helped her explore the style of fighting that she wanted in the film. Shortland said this was the most violent film in the MCU and she wanted to approach that aspect with the same "truth" that she was approaching the rest of the film. Early reports suggested that
Rob Hardy would be the film's cinematographer, but he left the production before filming began.
Gabriel Beristain served as cinematographer instead, having previously done so for the
Marvel One-Shot short films
Item 47 (2012) and
Agent Carter (2013), for the television series
Agent Carter (2015–2016), and for additional photography on
Iron Man (2008) and six other MCU films. Beristain was initially not credited in
Black Widow trailers, as pointed out by Jeff Sneider at
Collider who wondered if contractual obstacles were to blame for Marvel not crediting the cinematographer at that point. Sneider felt Beristain would be credited in later marketing materials, and his hiring was confirmed in the film's official press advance. Beristein later confirmed that he joined the film after production had already begun, opting to leave a television directing job and move to London so he could be the main cinematographer for an MCU film. Shortland preferred to avoid technical equipment where possible and prioritize natural lighting, which provided a challenge for Beristain in having to match the light of the location shoots to later additional photography filmed in Los Angeles. The naturalistic approach was also reflected in interior scenes, lighting from outside the set or using lights with strong diffusion to create the same effect. An
anamorphic format was chosen to highlight the expansive movements and landscapes in the film, with a special system used that split the camera's
image sensor from its body to help with this approach. in
Surrey, England, was made to look like a Russian farmstead for the film. The production moved to
Pinewood Studios in London in early June. Shortland hired someone to help Johansson and Pugh bond through trust exercises and other bonding activities, but the pair felt their "real bonding" happened during Pugh's first two days of filming when they were working on an early fight scene between Romanoff and Belova. Pugh had some stunt experience from her work on
Fighting with My Family, and Johansson gave her advice that she had received from
Samuel L. Jackson while working on
Iron Man 2. Pearson was on set to hear a joke from Pugh about the "ridiculous" pose that Johansson often lands in while fighting as Romanoff throughout her MCU appearances, which led to him adding some jokes from Belova to Romanoff about the poses in the script.
Ray Winstone joined the film's cast later in June, when filming took place on location in Budapest. 13
BMW X3s were used to create a
car chase involving Romanoff and Belova in Budapest, with the crew often switching off the
electronic stability control and safety assistance functions to be able to do what the script asked for. They also swapped the X3's
electronic parking brake for a hydraulically actuated one. Second unit director Darrin Prescott explained that the crew would often "replace the engine or tear the entire body off the car and rebuild it from scratch". The sequence's plot and locations were adjusted to help Prescott create the "spontaneous" stunts that he wanted. Shooting took place in mid-July 2019 at
Hankley Common in
Surrey, England, under the
working title Blue Bayou. The site was made to look like a Russian farmstead, with added helicopter crash sites. The Thursley Parish Council objected to this filming, as it had occurred while Marvel Studios' application to use the site was still pending. The production planned to revisit the site in late August for further filming.
Black Widow was officially announced at the 2019
San Diego Comic-Con later in July, with a release date of May 1, 2020, revealed alongside roles for some of the new cast members. In August, bodybuilder
Olivier Richters revealed that he had been cast in the film, playing a character that was subsequently confirmed to be
Ursa Major. That same month, crew undertook scanning and texture photography at the Well-Safe Guardian oil rig in the
North Sea as a reference for visual effects. A
wrap party was held at the end of September, before production moved to
Macon, Georgia, for the week of September 30. Filming locations in Macon, including
Terminal Station, were dressed to portray
Albany, New York. Set photos from the start of October revealed that
William Hurt would appear in the film, reprising his MCU role as Thaddeus Ross. Additional filming in Georgia took place in
Atlanta and
Rome. Also in early October, filming took place in
Tangier,
Morocco, with local production services provided by Zak Productions. Principal photography lasted for 87 days and officially wrapped on October 6, 2019.
Post-production Matthew Schmidt and Leigh Folsom Boyd edited the film. Pearson said the handling of Romanoff's Budapest backstory was "85% cracked" prior to filming, and the rest was determined during editing and
additional photography. Winstone disliked the additional photography, saying it changed the character from what he and Shortland created and feeling that his performance was being criticized by Marvel Studios executives. He wanted his role to be recast instead, but was contractually obligated to return. A scene of Romanoff wearing underwear and a T-shirt that Shortland enjoyed due to "how sexy [Johansson] is [when] she's in control" was cut because test audiences criticized it as using the "
male gaze".
Black Widow is one of the few Marvel films to feature an
opening credits sequence, which Feige explained was because Shortland felt strongly about exploring what Dreykov is responsible for at the beginning of the film. The sequence was designed by
Perception, who worked with Shortland to film various vignettes on set that were made to look as if they were captured on 8 mm film, 90's digital video, and
VHS. These were combined with old photographs and documents that Perception's team created and manipulated to tell the story. In mid-March 2020, Disney removed the film from its release schedule due to the
COVID-19 pandemic. In early April, Disney announced that
Black Widow would be released on November 6, 2020, and the rest of their Phase Four slate of films were shifted to accommodate this. In September 2020, Disney pushed the release back again to May 7, 2021, followed by a third shift in March 2021 to July 9, 2021. In April 2021, following
Julia Louis-Dreyfus's appearance as
Valentina Allegra de Fontaine in the Marvel Studios television series
The Falcon and the Winter Soldier (2021), Joanna Robinson of
Vanity Fair reported that Louis-Dreyfus had been expected to first appear in
Black Widow before the delays pushed its release to after
The Falcon and the Winter Soldier premiere on
Disney+. Feige later confirmed this, explaining that
Black Widow post-credits scene was originally intended to be the character's introduction but instead became a reference to her appearance in the series. He said this was the only change to Marvel's Phase Four plans that was forced by the pandemic. The post-credits scene was added after
Hawkeye (2021) showrunner
Jonathan Igla expressed interest in having Yelena Belova appear in his series. Pearson was asked to write the scene, in which De Fontaine assigns Clint Barton as Belova's next target, without knowing who the target would be. Shortland considered the setting of the scene, at Romanoff's grave in a remote clearing, to be a response to fans who were upset that Romanoff did not receive a funeral in
Endgame. Shortland said the character was private and would not have wanted a large funeral, so this scene allowed the character's ending "to be the grief the individuals felt, rather than a big public outpouring". Shortland said in May 2021 that the film had been completed a year prior and had not been altered, despite the release delays.
Olga Kurylenko's role as Antonia Dreykov / Taskmaster was revealed with the film's release. , for the film's final battle sequence The film's visual effects vendors included
Cinesite,
Digital Domain,
Industrial Light & Magic, Mammal Studios, SSVFX,
Scanline VFX,
Trixter, and
Wētā FX. Digital Domain was responsible for the final battle sequence and completed around 320 visual effects shots for the film. They created the Red Room, an airborne fortress hidden in the clouds, which was inspired by the
brutalist architecture of the
Soviet Union. A combination of practical and visual effects were used to create the sequence where the Red Room is destroyed and falls from the sky: actors and stunt performers were filmed in a
wind tunnel against
bluescreens while being held with wires and mechanical arms, and the surrounding environment of sky and debris was created digitally. Cinesite primarily handled the Russian prison that Harbour's
Alexei Shostakov / Red Guardian is found in. Wētā FX created the mountain range that surrounds the prison, based on photography from
Svalbard, Norway, as well as an avalanche. Wētā also created the
Mil Mi-8 helicopter that is seen in that sequence, while Cinesite created it for other sequences. For the pigs on the farm of Weisz's
Melina Vostokoff, Wētā filmed live
Kunekune pigs as reference for the digital pigs in the final shots. Industrial Light & Magic completed approximately 800 VFX shots for the film, working on the opening airplane escape scene, the Budapest apartment fight and subsequent motorcycle and car chase, and the fight between Romanoff and a group of Black Widows in Dreykov's office. The opening airplane scene was created with half of an airplane rig on a hydraulic platform. Footage filmed on location in Atlanta was played on LED screens on the soundstage to create interactive lighting for the actors on set. To create the Budapest scenes, ILM worked with second unit director Darren Prescott. Romanoff and Belova's chase across the rooftops was a combination of practical and visual effects, while scenes involving smokestacks were created using
virtual actors. The car chase scene in Budapest features a practical tank driven by Taskmaster that was created by Paul Corbould, the film's special effects supervisor. Digital cars were added to the scene to make it appear more dangerous and for better interaction with the tank. For the fight scene in Dreykov's office, ILM worked on the graphic displays in the background as well as the lighting that interacts with the Widows' bodies. In addition to creating the film's opening credits sequence, Perception designed the graphics for Dreykov's screens and other Red Room technology, researching Soviet Union technology for inspiration. Trixter created Taskmaster's mask and worked on several action sequences as well. == Music ==