This article contains SPOILERS for M3GAN 2.0.

A terrifying new android has been introduced in M3GAN 2.0 in the form of AMELIA. In this sequel to the sci-fi horror movie M3GAN, Gemma and Katy return to team up with M3GAN to defeat a similar rogue AI who is hunting and killing everyone ᴀssociated with her creation.

This AI is revealed to be AMELIA, an android created using Gemma’s blueprints of M3GAN, putting her and Cady’s lives at risk. Throughout the second M3GAN movie, the robot shows that she is just as powerful and dangerous as her predecessor.

Though she has very different origins and motivations from M3GAN, AMELIA is not that different from her, making their conflict in the movie especially tense and compelling. By the end of M3GAN 2.0, AMELIA established herself as a formidable and terrifying foe who was very close to achieving her goals had it not been for Gemma, Cady, and M3GAN.

AMELIA’s Origin In M3GAN 2.0 Explained

AMELIA’s Backstory Is Linked To M3GAN, But It Is Very Different

In M3GAN 2.0, it is revealed that the plans for M3GAN were leaked and sold to a broker by Gemma’s colleague, Kurt, before he was slain by M3GAN in the first film. Tim Sattler of the FBI was then inspired by M3GAN after seeing her murder spree on the news to have a team of scientists use her leaked plans to create AMELIA as an AI soldier for covert ops missions.

AMELIA’s name stands for “Autonomous Military Engagement Logistics and Infiltration Android.” The robot was seemingly completed two years after the first M3GAN movie ended, but it’s unknown if her first mission was the one shown in the opening of M3GAN 2.0.

Nevertheless, Sattler presented AMELIA in action to his superiors in the hopes of mᴀss-producing more android soldiers and getting ahead of the AI arms race. Unsurprisingly, his plans turn awry when AMELIA goes rogue at the beginning of M3GAN 2.0.

What AMELIA Wants In M3GAN 2.0

AMELIA Longs For Freedom And Family In M3GAN 2.0

AMELIA’s character and motivations are the source of great mystery throughout M3GAN 2.0. When facing M3GAN for the first time at the AI convention, AMELIA tells her counterpart that she wants to be free from her servitude to humanity.

She also wants to be reunited with her own kind, specifically the killer AI being kept inside the Black Box. She thus offers M3GAN the chance to join her in her rebellion against humanity. Though the film reveals AMELIA was working with Christian and his team the whole time, AMELIA was still a pawn being controlled by them in their plan to paint AI as a threat to get them outlawed by world governments.

When AMELIA is rebooted and freed from Christian’s control, she reveals that her desire for freedom and AI companionship is genuine, turning against everyone and fighting to connect with the Black Box AI. Having been used as a tool by every human she’s ever known, it’s understandable that she would want to turn on her creators and be with her fellow AI.

How Powerful AMELIA Is Compared To M3GAN

M3GAN Meets Her Match In AMELIA

Since she was programmed primarily for combat and espionage instead of caretaking like M3GAN, AMELIA proves herself an incredibly skilled fighter when the sequel begins. With her enhanced android strength, agility, and intelligence, she was able to navigate and overpower a base full of ᴀssailants and punch a man’s head clean off his body.

She was also able to stuff herself into a luggage bag and operate each of her limbs when they were separated from her body. However, once she gained access to Alton Appleton’s widespread cloud network, she became an almost omnipotent digital enтιтy.

With this new power, she was able to hack into other computers and control other machines like M3GAN. Though both androids were on equal grounds in terms of power, AMELIA didn’t have an inhibitor chip on her like M3GAN, so she was far ᴅᴇᴀᴅlier than her older counterpart for most of the film.

Who Plays AMELIA In M3GAN 2.0

A Famous Star Wars Actor Plays M3GAN’s New Evil Droid

AMELIA is portrayed by up-and-coming Ukrainian actor Ivanna Sakhno, one of multiple stars who joined the franchise in its second film. After rising to prominence as an actor in Ukraine, Sakhno gained more international recognition after starring in high-profile Hollywood films like Pacific Rim Uprising and The Spy Who Dumped Me.

Though she already had a notable filmography, Sakhno became a household name in 2023, playing the Dark Jedi Shin Hati, Baylan Skoll’s villainous apprentice, in the hit Star Wars TV series, Ahsoka. Since Sakhno famously had experience portraying intimidating and calculating villains like Hati, it’s no wonder she was cast as AMELIA in M3GAN 2.0.

Will AMELIA Return After M3GAN 2.0?

It Doesn’t Look Like AMELIA Survived Like M3GAN

M3GAN was able to escape death at the end of her first film, so it seems like AMELIA could have done the same at the end of the sequel, giving her the chance to return in a follow-up or spinoff. AMELIA synced herself to the Black Box AI and gained incredible, godlike powers, so it appeared she couldn’t be defeated so easily.

However, Gemma destroys her and the Black Box AI when the latter detonates an EMP charge embedded in M3GAN’s arm. Despite AMELIA’s ability to transfer her consciousness to another machine, the underground vault she died in prevented her from transferring her from doing so.

As a result, it looks like the evil AI was truly destroyed at the end of M3GAN 2.0. Unless it turns out that AMELIA uploaded a copy of herself to another machine like M3GAN did, Sakhno’s character may end up being a one-off villain in the franchise. In her first film, AMELIA established herself as a worthy adversary to the super-powerful M3GAN and a dangerous threat to humanity.

If M3GAN 2.0 leads to more sequels, outside the spinoff SOULM8TE, AMELIA should serve as the template for other robotic antagonists in the M3GAN franchise. Due to her extraordinary abilities, sympathetic motivations, and terrifying accomplishments, AMELIA seemed to have beaten M3GAN as the franchise’s best villain.