Tony Stark s (Robert Downey Jr.) erratic behavior and his refusal to turn over his Iron Man tech to the U. S. Government put him at odds with old friend Lt. Col. James Rhodes (Don Cheadle). But when a rival weapons manufacturer (Sam Rockwell) teams up with a Russian criminal (Mickey Rourke) with a vendetta against Stark Iron Man and Rhodes (who armors up as War Machine) must work together to take them down.