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VOICE OVER: Adrian Sousa WRITTEN BY: Garrett Alden
Script written by Garrett Alden.

These heroes played things off the cuff. Join http://www.WatchMojo.com as we count down our picks for the Top 10 Superhero Movie Moments Actors Improvised. For this list, we'll be looking at the moments from superhero films that were improvised in the moment by actors or others.

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#10: Godzilla Joke “The Amazing Spider-Man” (2012)

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Whether it’s malicious, alliteratively named newspaper editors, or the police, Spider-Man has a hard time getting people to believe him. Granted, Peter Parker’s claims that a scientist has turned into a lizard man and is rampaging through the city are a little incredible. When told this, NYPD Captain George Stacy responds by asking Peter if he looks like the mayor of Tokyo, referencing famed giant monster Godzilla’s frequent attacks on the city. The line was improvised by actor Denis Leary, and helped lighten up an otherwise grounded and serious take on Spidey’s origin story.

#9: Oh Shit! “Batman v Superman: Dawn of Justice” (2016)

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Upon realizing that the demonic creature unleashed by Lex Luthor is Kryptonian, Batman decides to lure Doomsday back to the port, where the Kryptonite spear he planned to use on Superman still resides. Despite his piloting skills, the Dark Knight is unable to evade Doomsday in his personal aircraft for long, eventually getting shot down by the energy beams the monster fires. With Doomsday bearing down on him, and nowhere left to run, Batman mutters, “Oh shit,” which Ben Affleck improvised. The reaction is a very relatable one and shows that, for all his wealth and power, Batman is still only human.

#8: A Dance With the Devil “Batman” (1989)

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From one Batman movie to another, only this time it’s the villain doing the improvising. Arriving at Vicki Vale’s apartment, the Joker and some thugs hold Bruce Wayne and Vicki at gunpoint, leading to a confrontation between Wayne and the clown prince of crime. The Joker shoots the billionaire and tells Vicki sarcastically that he’s sad on the inside, doing a little dance as he leaves before blowing a raspberry. Jack Nicholson made up the dance on the spot, which adds even more of the character’s manic glee to the scene.

#7: Beyoncé “Doctor Strange” (2016)

While studying at Kamar-Taj, Stephen Strange meets the librarian Wong, whose single name causes the doctor to relate him to several famous people with mononyms, like Adele and Aristotle. In a later scene, he asks for advanced books that Wong says he isn't ready for. Benedict Cumberbatch ad-libbed the line "try me, Beyoncé," going on to express his disbelief that Wong hasn’t heard of her. This ad-lib clearly influenced additional parts of the film too, as a later scene shows Wong listening to the Beyoncé song "Single Ladies” while Dr. Strange steals books from behind him.

#6: Bunch Of Jackasses “Guardians of the Galaxy” (2014)

You might think that a computer-generated character like Rocket Raccoon would not be conducive to improv, but you’d be wrong. Before the final battle, Peter Quill tries to convince his friends to take a stand and fight Ronan, and when each affirms their desire to stand with him, they stand up. Rocket is the last to do so, and is just as cranky about it as every other decision, saying, Rocket’s on-set stand-in, director James Gunn’s brother Sean, made up the line during filming, which lead to its inclusion in the final product.

#5: Nobody Would Know “Avengers: Age of Ultron” (2015)

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Yet Another Top 10 Improvised Movie Moments

The antagonistic relationship between Clint Barton, a.k.a. Hawkeye, and Pietro Maximoff, or Quicksilver, is a fun through-line in “Age of Ultron.” Quicksilver gets the better of Hawkeye several times due to his speed, though Hawkeye gets some digs in too by stopping the cocky speedster from running. Even after joining forces against Ultron, the pair still manage to take shots at each other, as Quicksilver picks up his sister and runs off at one point, telling Hawkeye, “Keep up, old man.” Actor Jeremy Renner improvised Hawkeye’s grumbling response:

#4: Touching The Pecs “Captain America: The First Avenger” (2011)

The transformation of Steve Rogers into a super soldier causes him to grow stronger, faster, and develop tremendous muscles. Agent Peggy Carter takes a physical interest in the latter aspect, going so far as to touch his torso very briefly, which actress Hayley Atwell improvised. It’s a small character moment, but it goes a long way towards illustrating how miraculous Rogers’ transformation is, as well as showing that Agent Carter is more down-to-earth than her professional demeanor would suggest…and it’s funny to boot.

#3: He’s A Friend From Work “Thor: Ragnarok” (2017)

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Arguably the most memorable scene in the third “Thor” film sees the titular God of Thunder facing off against the Hulk in an arena. However, far from being worried, Thor is happy to see his fellow Avenger, calling him “a friend from work” and surprising the crowd. The line was improvised, though not by actor Chris Hemsworth. Rather, it was suggested to him by a child who was visiting the set as part of the Make-a-Wish foundation. Reports say that as much as 80 percent of the dialogue in the film was improvised, but this line stands out, for its origin, delivery, and iconic place in the film and trailer.

#2: Weasel Insults Deadpool “Deadpool” (2016)

Becoming a superhero isn’t always easy or pain-free, and Wade Wilson definitely gets the short end of the ugly stick when he’s given healing abilities that also leave him disfigured. Upon revealing his face to his friend Weasel, the bartender proceeds to come up with a variety of colorful, creative ways to tell him how unpleasant he looks. All of these imaginative invectives were invented by T.J. Miller and Ryan Reynolds themselves, with even more of their insults appearing in deleted scenes, outtakes, and trailers.

#1: Shawarma “The Avengers” (2012)

Robert Downey Jr. is no stranger to improv, as most of his dialogue in the first “Iron Man” was ad-libbed. There’s no doubt that this moment was the result of both this skill. After his near death experience saving the city from a nuclear missile he sends through a wormhole, Stark remarks that there's a nearby shawarma restaurant that he wants to try, a line that Robert Downey Jr. threw in after discussing some possible alternate takes with director Joss Whedon. This led to the infamous after credits scene where the Avengers eat at the restaurant in silence.

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