In 2012, Marvel Studios did the unthinkable. Building off of five successful superhero films, they set a bar that countless studios have been chasing ever since with the multi-billion dollar success of The Avengers. It was a joyous celebration of all things comic book and superhero. We were no longer seeing an adaptation of our heroes, we were seeing them become real.

How did Marvel celebrate? By subverting their own brand. The next four films - “Phase 2", as it was dubbed by fans and the studio alike - took an established formula and mutated it, by creating unique mash-ups with other genres. Iron Man 3 brought Shane Black into the Marvel fold, who gave us a Tony Stark adventure more akin to a version of Lethal Weapon with endless robot suits. Thor: The Dark World mashed up classic fantasy with far-out sci-fi imagery, topped with a Portal-esq ending. Captain America: The Winter Soldier somehow took one of the most classic heroes in the Marvel lexicon, and made him a paranoid part of modern society with tastes of 70’s political thrillers and The Bourne Identity. The biggest surprise? The success of Guardians of the Galaxy, a cosmic adventure that took obscure characters, surreal humor, and a classic pop soundtrack and made it an inescapable joy.

Each film of “Phase 2" became a success because it tried to not be a comic book. It tried to be more.

Now, Phase 2 begins to close by returning to the peak, with Avengers: Age of Ultron. And how does Marvel celebrate? By making the most “comic-book-y" film ever rendered in live action form.

Avengers: Age of Ultron is an issue #2 in the comic world. We have had our heroes established. We understand their relationships. And now it’s time to dig deeper, go further, and stack complication upon complication upon complication. It’s a messy mixture to balance, let alone carry, but some way, some how, Joss Whedon (returning as writer and director from the first Avengers film) found a way to make it happen.

It’s an absolute struggle to try to piece together every single through-line of plot here - ESPECIALLY without spoilers. There are many masters served, with references to pretty much every single Marvel Cinematic Universe film to date. It can be exhausting, and the movie isn’t really interested in slowing itself down to make sure you keep up. But that’s the point, isn’t it? This is part 2 of the Avengers, part 11 of the MCU - you’re either in or out at this point, and if you’re in…you have quite a bit to enjoy here.

The action sequences are over-the-top and joyous. The quips are plentiful and quotable. Every character gets their moment to shine - even ones who you may not expect to see - and our new additions in the Maximoff Twins, superhuman speedster Pietro (Aaron Taylor-Johnson) and magical spell-maker Wanda (Elizabeth Olsen) are fantastic additions to an already incredible, ever-growing ensemble cast. Fans may worry about Pietro (or as comic fans know him, Quicksilver) paling in comparison to how he was seen in last Summer’s X-Men: Days of Future Past, and thankfully Marvel went in a different direction with this version, with some elements making this version able to live on its own. Olsen does strong work as Wanda (also known as the Scarlet Witch), with the appropriate angst and distance the character requires at this state of her heroics career.

Fans would also be delighted to hear that the three heroes without their own franchises - The Hulk, Black Widow, and Hawkeye - really get to take center stage. Or at least as close to the center as one can be in such a packed stage. Jeremy Renner’s Hawkeye gets some amazing growth and additions to his character - sorely needed after his relative non-presence in The Avengers - and while some differences may bother fans of the character, there’s no doubt that Renner is the heart of the film. He gets the best line of the movie to boot.

The biggest surprise? The humanity found in our robotic villain. Dark, ruminating, and always ready with a quip, Ultron (James Spader) is a shadowy echo of his “father", Tony Stark. I didn’t expect so much life out of this destructive AI, and speaking of life - JARVIS (Paul Bettany) is seen in ways that we never expected to see him before, adding some of the films most memorable moments.

I cannot begin to fathom the weight of putting together Avengers: Age of Ultron. The Avengers was a once-in-a-lifetime movie event. Anything that Marvel Studios chose to do as a follow up wouldn’t be able to touch the feeling of seeing our heroes assemble for the first time. But what they were able to accomplish, while sowing the seeds of Phase 2 and planting the seeds for Phase 3, is a rousing and enjoyable adventure filled with faces and characters you know and love. Action, adventure, drama - and yes - romance come together for a pure, uncut line of blockbuster entertainment that goes straight for your veins.

It’s not The Avengers. It can’t be. But Age of Ultron knows what it needed to be, and it delivers in spades. Now bring on the next installment.