AVENGERS: AGE OF ULTRON is Entertaining But Largely Emotionless Would-Be Epic

AVENGERS: AGE OF ULTRON Review:

Minor Spoilers Ahead ...

- The first Avengers film was a fairly awesome culmination of "Phase 1" of the Marvel Cinematic Universe. It delivered a satisfying team-up of Marvel's finest, and it felt like a well-earned payoff to much of what had come before. In contrast, AVENGERS: AGE OF ULTRON feels like an aimless, overstuffed midpoint in this grand Marvel experiment. It's plenty fun - there's entertaining action, lots of Joss Whedon's trademark quippy dialogue and humor, and a breakout, damn-cool new character in the android hero The Vision. But the whole affair is oddly emotionless. The film seems so intent on cramming a universe worth of characters and subplots into its two-and-a-half-hour running time that most of its major arcs feel rushed. What makes that particularly disappointing is that AGE OF ULTRON has the ingredients to be a movie with real thematic heft. This could have been the ultimate Marvel version of Frankenstein, with Tony Stark as the prideful mad-scientist at its center. But what we get is the movie equivalent of what comics fans are all too familiar with - the mega-crossover that promises world-changing epicness but instead boils down to a lot of sizzle without much steak. Of course, if this were comics, we'd have about three dozen tie-ins and crossover books to provide substance that helps to flesh out the main arc. But what we get is one movie that has to do it all - tell a great standalone story, pay off the last half-dozen Marvel movies, set up the next "phase" of this universe ... and the list goes on.

There's at times a sense then that this movie was pushed out of the Marvel/Disney factory with little motivating its existence other than a dutiful sense of obligation. Given that, it's perhaps a minor miracle that the film is as good as it is. But for every too-clever Whedonism that hits, and every nerd-out moment that causes audiences to applaud, there's a lot of zooming from Point A to Point B that to some extent drowns out the movie's best bits. As we know, Marvel has a plan. But it's also important that its films don't feel like mere parts of a plan.

Despite what I just said, there's not that much back-story you really need to know to dive into AGE OF ULTRON. There's some follow-up to Winter Soldier, with The Avengers now working in a post-S.H.I.E.L.D. world and having their own distinct HQ. And the film opens in media res with the team infiltrating one of the remaining Hydra facilities, where some evil Nazi types make a last stand by unleashing "the twins" - Scarlet Witch and Quicksilver - on their foes. From there though, the film quickly transitions to its main focus: Ultron. A super-advanced AI created by Tony Stark, the program created to be a global protector decides that the only way to create true peace is to ... wait for it ... destroy humanity. So the James Spader-voiced program creates a humanoid body for itself, takes control of an army of Iron Man 'bots, recruits mind-controlling Scarlet Witch and speedster Quicksilver as his henchman, and decides to go all-in on the whole supervillain thing.

From the get-go, things seem to barrel forward without much time given to proper build-up. We've seen a lot of films about artificial intelligence of late, including a great one in Ex Machina. There's a lot of interesting stuff to be mined from an AI created to bring peace developing an appetite for destruction. But for all of the long-term plotting we've seen in these Marvel movies, Ultron's turn to the darkside is remarkably sudden. Not only that, but his evolution from non-corporeal AI to wise-cracking, one-liner-spouting, evil-scheming robo-Spader is nearly instantaneous. Spader adds an amusing smarminess to the character, but ultimately, Ultron falls mostly flat as a Big Bad.

And a huge reason for that is one that could have easily been fixed, and one that seems like a huge miss for the film: this should have been, first and foremost, Tony Stark's story. Stark stubbornly created Ultron - a villain who goes on to wreak massive havoc - and yet AGE OF ULTRON just barely scratches the surface of what this all means. For one thing, the movie should have built to a climactic showdown between creator and monster. But amidst all the chaos of the film, Stark is too often sidelined. And what of the emotional toll that creating Ultron might have / should have on Stark? There's barely a hint of real weight in the film. Ultron should have been Stark's greatest failure - an epic mistake of hubris that forces him to re-evaluate everything. But that character arc is either ignored or being saved for another movie. AGE OF ULTRON does have a couple of big scenes of tension among the Avengers that seem to set the stage for continued drama. But by film's end, all is pretty much forgiven. It's not just a matter of waiting for Civil War or what have you. AGE OF ULTRON suffers for not following a clear character arc for Tony and with regards to his relationship with the rest of the team.

The film's clutter also severely hampers the introductions of Scarlet Witch and Quicksilver. Again, it's odd - because their back-story is yet another thread that ties back to damage caused by Stark that has come back to haunt him. But even with their anti-Stark agenda, the twins' motivation for allying with the obviously evil-with-a-capitol-E Ultron seems pretty shaky. It's why their eventual turn to the side of the heroes feels weightless and rushed.

One more aspect of the film that seems awkwardly shoehorned in: a romantic subplot between Bruce Banner and The Black Widow. Without any real hints of a budding romance in previous films, the mild sparks between the two feel a bit contrived. But what's worse is that some fun flirtatious moments abruptly become full-on rainbows-and-unicorns soul-mate stuff. Before the two have even gotten physical, there's awkward talk about kids and families and how their romance can never be. One step at a time, you crazy kids.

There's a lot in the film that feels like unneeded filler, especially when the meat of the story - the Stark vs. Ultron stuff - seems to struggle to get the screentime it needs. There's an extended detour to the safe house of Hawkeye that feels extraneous (though it's always nice to see Linda Cardinelli, who plays the never-before-seen Mrs. Clint Barton). There's a whole thing about Thor bathing in a mystical pool so as to conjure a vision of the Infinity Gems that could have probably been cut out. There's a trip to Marvel U mainstay Wakanda (no Black Panther cameo ... sorry fanboys) that feels like an extended tangent. These are the kinds of stories that in the comics would have probably had their own tie-in miniseries. But here, they're just bloat.

Writer/director Josh Whedon has always excelled at peppering his sci-fi epics with great little character moments. And AGE OF ULTRON is no exception. The movie's most fun sequence involves a fancy-dress party in honor of an Avengers victory that's capped off by a hilarious test-of-strength among earth's mightiest mortals to see who among them can lift Thor's enchanted hammer (and there's a great, surprising payoff to the scene later in the film, too). Whedon kills with his banter - and that's no surprise, but it's still remarkable how well he pulls this stuff off. AGE OF ULTRON is chock full of killer one-liners and asides. There's a freaking Eugene O'Neill reference tossed in there, and it's great. Whedon nails those little moments. But what AGE OF ULTRON needs more of are the truly epic, truly memorable, truly fist-pumping BIG moments. There's nothing here as applause-worthy, for example, as the Hulk "puny god!" line from the first Avengers.

What comes closest though is Vision. If there's one thing that's undeniably awesome in AGE OF ULTRON, it's him. I'm not sure if it was always the plan for Paul Bettany's Jarvis to evolve into The Vision, but if so - kudos - as it unfolds to perfection. The character just looks cool - like something straight out of an Alex Ross painting. And Whedon steps up to the plate whenever Vision is on-screen - majestically filming him like a creature out of sci-fi dreams. We don't get to see Vision take form until late in the film, but man, we're left wanting more.

When it comes to action, AGE OF ULTRON mostly delivers. It has some of the most epic action of any Marvel film to date. Some of it is pretty rapid-fire and videogame-y, but mostly, Whedon delivers some fairly spectacular, comic-book-brought-to-life battles. There are some great moments in which the characters deliver XBOX-worthy combo-attacks to their enemies. And the Hulk vs. Mega-Iron-Man battle does indeed live up to the trailer-induced hype, giving us a hero vs. hero smackdown that trumps any overhyped pay-per-view boxing match by a country mile. What Whedon also takes care to do is to make sure that the action always includes a truly superheroic element of getting civilians out of harm's way and saving lives. Many criticized Man of Steel for neglecting to show Superman's efforts to save the innocent in the midst of his destruction-causing battles. AGE OF ULTRON, in contrast, is incredibly concerned with the idea of heroes saving people as being their defining characteristic. In many ways, it's a theme that's defined this era of modern Marvel movies. But in AGE OF ULTRON, it's one of the ways in which the film inspires true awe and wonder despite whatever other flaws it may have. It's fun to see the Captain America ideology of selflessness permeating through the broader team - even if the Tony Starks of the world miss the forest for the trees.

AGE OF ULTRON delivers plenty of spectacle and explosiveness. But it's also a messy film - one that seems to be pulled in so many directions that its obvious thematic through-line feels trampled-on and obscured. Creator vs. creation, father vs. son, man vs. machine - these are weighty themes that should and could have produced multiple epic, chill-inducing moments. But the film seems content to breeze by a lot of the big moments in the name of cramming in everything and the kitchen sink. Think of comics. They speedily direct the reader from panel to panel, and then deliver the big, dramatic moments with jaw-dropping full-page splash pages. AGE OF ULTRON feels like a big comic composed of 180 12-panel pages. On paper, this is the blockbuster to end all blockbusters. But in practice, this one was lacking the jaw-dropping moments that truly make a big movie like this an epic and a classic. The movie checks all the boxes - it's entertaining and fun and full of Whedon-powered wit. Is it the ultimate Marvel epic that we've been waiting for, however? Nope - for that, looks like we've got to keep on waiting.

My Grade: B+

THOR: THE DARK WORLD Is Cosmic Craziness That Ushers In Marvel's "Phase 2" Era

THOR: THE DARK WORLD Review:

- And now we get to the fun part. I mean, let's face it, we all love superheroes, but I could live without another origin story anytime soon. Especially when said origins tend to be told in such a by-the-book, cut-and-paste manner on the big-screen. But man, Marvel seems to have a lot of ambition these days. They've moved firmly into "Phase 2" of their Marvel Cinematic Universe plan, and they are going boldly into the fringes and not looking back. THOR: THE DARK WORLD has a lot of the familiar elements that have made Marvel movies so popular and accessible: the light and bouncy tone, the mix of epic action with liberal doses of humor, the blending of fantastic fantasy with street-level authenticity. In short, the Marvel movies are emulating the formula that made Marvel comics so successful back in their Stan Lee-written heyday. But now, we're getting to the Jack Kirby of it all. The larger-than-life stuff, the cosmic stuff, the flat-out weird stuff. The kind of stuff that, until now, has still largely been confined to the pages of comic books - a format blissfully unconstrained by budgetary concerns and delightfully conducive to the sorts of mind-melting ideas that emanated from the mind of Kirby, Jim Starlin, Walt Simonson, and the other iconic writer/artists who made superhero comics into cosmic space-opera on an epic scale. So yes, THOR: THE DARK WORLD has quippy dialogue, inventive action, and a much better-developed romance between its leads than we got in Part 1. But I have to confess, what endeared it to me so much was that, above all else, it seemed to be about big and weird and cosmic ideas in a way that most live-action superhero movies have not yet dared to approach.

All that said, I don't want to act like this movie is the second coming of superhero movies. It's still got a couple of issues that, ultimately, keep it a step behind the best Marvel movies like The Avengers and (in my opinion) Captain America. But before I dive into what doesn't work, let me talk about what does ...

First and foremost - Chris Hemsworth. Before the first Thor was released, I think I and many others wondered how the character could translate to screen without seeming like a big, goofy joke. I think about 80% of the answer to that question lies with Hemsworth. He pretty much is Thor, and not only that, but he's slowly but surely been developing as an actor (case in point: his excellent turn in this year's Ron Howard film, Rush). His Thor is larger-than-life and Olympian, but also believably human. And he glides rather effortlessly between charged-up superhero action, Shakespearean melodrama, self-deprecating comedy, and more earthbound romance.

Not far behind Hemsworth in the "Franchise MVP" category is Tom Hiddleston as Loki. You couldn't have THOR without Hemsworth, but THOR would be a lot less awesome without Hiddleston, who simply kills it in this sequel. If anything, you're left wishing that the movie didn't take so long to get Loki involved in the story. Here's the thing about Hiddleston - Marvel movies, and superhero movies in general - have had their share of stars-playing-villains who still, at the end of the day, felt like movie stars playing comic book villains. Hiddleston, to an even greater extent than Hemsworth, pretty much IS Loki in these films, and that full-scale transformation is even more pronounced here than in Part 1. The guy seethes with such otherworldly villainy that he alone helps you buy into THE DARK WORLD's general cosmic craziness. Hiddleston sells it because he's so darn believable as Loki that he, in turn, lends a credibility by osmosis to all of the other gods and monsters in the film. I never would have expected this, but Thor vs. Loki is now the best hero/villain rivalry in the entire Marvel MCU.

Overall, I think THE DARK WORLD makes better use of its supporting cast than the first film did. Natalie Portman gets a larger and more filled-out role here as Jane Foster. She's much more pivotal to the story than before, and her rleationship with Thor is less the annoying schoolgirl crush of Part 1, and more of a genuine-seeming affection that puts her on more equal footing with the God of Thunder. Sir Anthony Hopkins is once again a lot of fun as Odin, and Rene Russo actually gets some substantive (and, surprisingly kick-ass) moments as Thor's mom Frigga. Meanwhile, Jamie Alexander makes the most of warrior-woman Sif's limited dialogue - in only a few key scenes, she establishes an "it's complicated" status with Thor that lends the character an air of tragic bad-romance. And as for everyone's favorite broke girl, Kat Dennings - she seems less annoying and more funny than in the first movie, working well as genuine comic relief. Stellan Skarsgård is also quite funny this go-round as nutty professor Erik. While it's a shame he doesn't get more dramatic moments (given the actor's chops) it's still fun to see him rant and rave like a crazy person and share a great moment with Stan Lee (appearing in his now-customary cameo, True Believers). Finally, I'll mention the great Idris Elba as Heimdall. It seems odd to have such a fantastic actor in such a minor role, but hey, Elba makes Heimdell super badass in his brief appearances.

One note on Portman though. Look, I'm a huge fan - she kills it in movies like Black Swan and is a top-notch actress. But one thing about Portman ... I just don't know if she's at her best in these types of comic-booky roles. Her default mode of acting is super-serious and intense. That works well in a dark drama like Black Swan, or even in a comedy that makes fun of her seriousness, like Your Highness. But she doesn't necessarily nail the sort of slightly self-aware quippiness needed to knock it out of the park in a Marvel movie like Thor. And so, as in the first film (and as in other pulpy sci-fi fare like Star Wars), she feels a bit wooden here. Like I said, Jane Foster is written better and has more to do than in Part 1. But if I had to point to one actor who just feels a bit out-of-place amid the epic comic book hamminess of Hemsworth, Hiddleston, Hopkins, etc., it'd be her.

So Portman's Jane Foster is sort of a mixed bag, but overall, it does feel like this movie is much more chock full of substantial female characters than the previous film, and as compared to most Marvel movies. Less substantial, however, is the movie's big bad - the dark elf (yes, you heard me) named Malekith, played by Christopher Eccleston (unrecognizable behind transformative makeup/costuming). Malekith is a visually-cool villain - a monstrous, otherdimensional creature who leads an army of raygun-wielding evil warriors that look like Kirby drawings come to life. Awesome in concept, for sure. But the problem with Malekith is that he's just sort of there. We know that his realm was destroyed thanks to a magical MacGuffin known as the Aether, and that he now seeks to reclaim the Aether and use it to cause major destruction (to further complicate things, the Aether has been absorbed into Jane's body, making her invulnerable, but also slowly killing her). The thing with Malekith is that all he really needs is an extra scene or two to really sell his appetite for cosmic destruction. And I've heard that these scenes may exist, but were cut for time - in which case I'd be very eager to see them as originally shot. Because, hey, sometimes having an evil dark elf who just wants to %$&@ $%&# up is fine ... 'nuff said (to quote Stan The Man). But just a little something to make this dude pop as a character would have gone a long way.

Luckily, there's more than enough conflict and intrigue between Thor and Loki - who must forge an uneasy alliance to take on Malekith - to make up for Malekith's lack of personality. Hemsworth and Hiddleston are the engine that makes the movie go, and, by having him in the background for much of the film, THE DARK WORLD builds him up into that much of a greater (and cooler) potential threat.

Where THOR gets sloppy is in its plotting. There are a metric ton of cool ideas in this movie, but a lot of it feels sort of fast and loose. I talked about Malekith being sort of a nebulous character, and about the Aether being your typical sci-fi movie MacGuffin. But there are lots of other things that stand out as feeling not-fully-thought-out. One example I'll toss out there: the use of Loki's (admittedly cool) illusion-creating powers. While this ability leads to some cool moments, it also feels overused - to the point where something happens, and then you immediately expect it to be revealed as an illusion. Another example is a cliffhanger-y element of the ending that is sorta cool, yet also feels like a bit of a cheat. Who knows if and when the how's and why's of the reveal will be explained, but I was left with a bit of a feeling of the movie not quite playing fair with us. Overall, THE DARK WORLD packs in so many characters and plot points that it's no wonder it elicits the occasional "huh?". The fast pace is a blessing and a curse - giving the film a sugar-rush sensibility, but also a feeling of giving potentially great moments and scenes short shrift.

At times though, there were moments that truly wowed me. A viking-like Asgardian funeral scene - rife with eye-popping imagery and looking like a fantasy painting brought to life - may actually be my favorite scene of the film. Conversely, the final battle between Thor and Malekith's forces is pretty imaginative - with Portal-esque location-warping hurtling Thor and his adversary from place to place in a flurry of action-packed, dizzying jumps. Director Alan Taylor does a great job with the action, infusing the CGI f/x-fests with a degree of old-school fantasy feel, with moments that evoke the iconography of classic 80's fantasy films. Whereas the first film sometimes felt flat visually, this one has much more comic book grandeur, and the fantasy worlds of Asgard, etc. seem full of life and fully-realized.

The movie perhaps feels a little more disjointed than it should thanks to some oddly-placed post-credits scenes, with one in particular feeling like it should have simply been the last few minutes of the movie. But the other post-credits scene - a prelude to Guardians of the Galaxy, of sorts - left me giddy from its sheer cosmic weirdness. This scene helped reinforce the sentiment I expressed at the beginning of the review - that Marvel's "Phase 2" was ushering in an era of full-on Kirby comic-book weirdness, an era in which the kinds of things that fans thought they'd never see outside of the comics are actually materializing on screen. Now, I don't just say that from the fanboy perspective of "look, an obscure character from the comics is appearing!" I'm not even enough of a Marvel geek to be able to say that credibly. But I do say it from the perspective of a fan who's been growing weary with superhero films - adapted from stories that tend towards the weird and out-there - becoming increasingly cookie-cutter and generic and bland. What I love about these stories is the imagination, the weirdness, the colorfulness, the subversiveness, and the idea that anything can happen. For Lee, Kirby, Shooter, Simonson, and the like - there were never any limits. The universe itself was the canvass. And to see these movies get to that point, embracing all this stuff (I'm still traumatized from the second Fantastic Four movie's "cloud" Galactus) ... it's incredibly cool.

So yeah, THOR: THE DARK WORLD's got flaws, and it feels overstuffed at times, and its main villain is undercooked. But its got an infectious sense of fun that won me over. The more I thought about it, the more I liked it, flaws and all. If this is the beginning of the new anything-goes, post-Avengers era of Marvel movies, then hell, alls I can say is "excelsior."

My Grade: B+

Danny Says THE AVENGERS is a SMASHING Success!

THE AVENGERS Review:

- The fact that The Avengers turned out the way it did ... the fact that it even exists ... is sort of a minor miracle. The Avengers might be the most purely comic-book-y, most geek-friendly superhero movie of all time, and yet it's a mega-blockbuster, a box-office record-setter, and is coming off of a $200 million dollar plus opening weekend. If The Avengers was a comic book series about the first mission of The Avengers, it would be hailed as one of the greatest Avengers comics ever written. This is a movie jam-packed with over-the-top action and cosmic scope, and yet, overflowing with great character moments, humor, and sharp dialogue. I mean ... are you kidding me?! This isn't supposed to happen. But it did. Joss Whedon and co. pulled it off, and pulled it off big time. But let's face it: for anyone in the know, there was never any question that Joss could write and direct the hell out of an Avengers adventure if given the chance. What was and is surprising is that Marvel and Disney had the balls and the bravery and the intelligence to go ahead and let him do it. The result is a modern classic of superhero cinema. Finally, we've moved beyond the ritualistic retelling of secret origins. Finally, we've moved past the formulaic structure of and limited scope of so many superhero flicks of the last several years. With The Avengers, we finally and truly get a movie that captures the feeling of opening a Marvel comic and experiencing sensory overload from the sheer number of colorful characters and cool, far-out concepts. This is, finally, the Marvel Universe on the big-screen. And my god, it is good.

There are a lot of elements that help make The Avengers feel like it's playing on a different quality level than most other superhero movies. To preface that, I know everyone has their favorites, but personally I'd say that, prior to now, Spiderman 2 and Captain America were my favorite Marvel movies, though I've enjoyed all of the precursors to The Avengers to varying degrees. That said, what instantly makes The Avengers stand out to me is THE SCRIPT. In typical Whedon fashion, the dialogue zings by with a snappiness that is a joy. The movie's got dozens of instant-classic, memorable, quotable lines - and man, is that refreshing or what? To me, that is a MUST for a comic book movie, yet so many have had relatively flat scripts sans truly memorable dialogue moments. And I probably don't need to tell you this, but Robert Downey Jr. and Joss Whedon's dialogue are a match made in heaven. Hearing the fast-talking Tony Stark rattle off Whedon's snarky put-downs, funny pop-cultural references, and taunts-in-the-heat-of-battle ... well, it's a thing of beauty. But the thing is ... *everyone* has great lines in this movie - the Hulk ("puny god!"), Captain America ("I get that reference!"), and so on. And everyone has great characterization to boot.

And there is the other amazing thing about The Avengers. Every. Single. Character. has their moment in the sun. The balancing act that the film pulls off is astounding. I mean, going in, I thought it was a given that there'd be some great back-and-forth between Downey's Stark and Chris Evans' Steve Rogers. But I never expected that Scarlet Johansson's Black Widow would have so many kickass scenes. I didn't anticipated that The Incredible Hulk would be a complete scene-stealer and in one fell swoop become awesome again. Tom Hiddleston's Loki is a great villain - more engaging and compelling than in Thor. Jeremy Renner's Hawkeye is badass and singlehandedly just raised the bar for what a TV or bigscreen Green Arrow would have to measure up to. I mean, hell, freaking Agent Coulson kicks ass in this movie! In every other Marvel movie, he's just been "that guy who's in every Marvel movie." But here, he's the man!

Sure, Whedon had the benefit of being able to play off of the characterizations established in the previous Marvel films. But still - one could go into this one not having seen 'em and still totally get it. A lot of it comes back to the script. Whedon brilliantly structures the film so as to deftly re-introduce us to each major character. He also layers in plenty of dialogue that's textured with characterization and character-building moments. He remembers that we love these heroes because of the characterization and because of their interactions with each other. He gets that that mix of clashing personalities is what makes superhero team-ups (and the inevitable infighting that results) so fun in the first place. So yes, Avengers has got balls-to-the-wall action, but the action is that much better and more satisfying because the characters are treated with such care and respect, and because the action is all predicated on their conflicts, teamwork, and personal choices. Like I said, each character has their major "whoah, watch me kick ass!" moments - but those moments are made all the more satisfying by the slow builds that lay the foundation for the epic battles. This is, quite simply, a new template for how to do superheroes right.

And of course, so much of the credit goes to the actors who make this film really come alive. I think that's another thing that makes The Avengers so remarkable - they actually pulled off the impossible dream of getting all the major A-list actors from each Marvel franchise back for this one. Egos were put aside - from both the actors and from the directors who willfully tied their films into the larger creative vision - and now we get *this.* Okay, sure, Edward Norton was out and Mark Ruffalo was in as Bruce Banner. And I did think that, man, it would have been really, really interesting to see Norton in the mix here. But Ruffalo is quite good, and he does a smart thing in that he really makes Banner his own. He's less Norton's twitchy, on-edge, version of the character. Instead, he reminded me a lot of Raylan Givens on Justified ... smiling, friendly, wryly funny ... with the anger luring underneath the surface. And it's that duality that gives us one of the film's most memorable moments, the revelation about the true nature of Banner's anger - which Ruffalo plays perfectly. But seriously, everyone is great here. Robert Downey Jr. is fantastic - he just owns it as Iron Man, as good as ever if not better. How awesome is Chris Evans as Captain America? Evans blew me away with his Christopher Reeves-esque performance in the Cap movie, and he carries over that same earnestness here - and it's all the more fun now that he's in our time and part of this bigger team with a more cosmic scope than his WWII adventures. Seeing Evans' natural charisma and sense of duty slowly evolve his role into team leader is a highlight of the film.

Similarly, Chris Hemsworth as Thor continues to be awesome. The dude *is* Thor. And he 100% pulls off what is surely one of the goofiest Marvel heroes and makes him a badass. Whedon lets RDJ and others poke some fun at the guy (calling him "Legolas", among other things), but still, Hemsworth is just uber-believable. So when Thor's mighty hammer crashes into Cap's unbreakable shield, it's just a moment of pure ownage that will give fanboys chills. Jeremy Renner has only made cameos to date as Hawkeye, but look, when you get one of the best actors working today to fill the role of - let's face it - one of the more B-list members of the team, you know that the cast of your movie is stacked. Nonetheless, Renner's natural badassery is key, because Hawkeye has to work as both a believable adversary and eventual ally and equal to the other Avengers. And even though Hawkeye is ultimately just a dude with a bow-and-arrow, Renner makes him a standout and a powerhouse in his own right. Same goes for ScarJo's turn as Black Widow. Johansson always seemed a little wrong for this part to me, but by god, she's great here. She makes the Widow a strong character (thanks in no small part to Whedon, who as we all know can write the hell out of kickass female characters) - a badass combatant who also has some serious personal baggage. Did anyone going in expect that arguably the film's two best action sequences would be centered around Black Widow? No? Well, they do.

And as I alluded to, the movie is just so jam-packed with fun characters and performances, it's insane. Samuel L. Jackson is one bad motha' as always as Nick Fury, agent of S.H.I.E.L.D. And yes, I'd like that S.H.I.E.L.D. movie now please. Meanwhile, Tom Hiddleston is really, really good as primary villain Loki, carried over from Thor. While Loki is less the mastermind, and more the emissary for a giant-ass alien armada that plans to invade, Hiddleston gets all the meaty badguy lines and does a great job with 'em. I was worried that Loki wouldn't be a good enough villain, having already appeared in and been defeated in THOR. But as it turns out, the combination of a cackling, scheming Loki and an evil alien army with jet-bikes, giant snake-like ships, and legions of foot-soldiers is a formidable combo indeed. Loki sort of sets things in motion, but when business picks up and the aliens invade New York, the ensuing battle is epic and just nonstop mayhem - expertly choreographed and full of momentum. I think that speaks to the fact that, hey, Joss Whedon can do action. He stages some of the most purely fun and exhilarating action sequences we've seen in a big movie like this in quite some time. I'd say that Star Wars would be an apt comparison - the level of childlike glee that Whedon clearly takes in staging the big action and maximizing all of his characters within them - it took me back to the kind of sheer immersion and kinetic energy of the OT Star Wars trilogy.

By the way, back to that cast for one minute - when you've got minor roles filled out by the likes of POWERS BOOTHE, Harry Dean Stanton, Stellan Skarsgard (reprising his role from Thor), and Gwyneth Paltrow (back as Pepper Potts), again, you know you're playing with a stacked deck. If only Mr. Boothe could have been given a bit of a bigger role ... he is just such a badass (watch Deadwood to see what I mean).

Finally, Whedon and co. just have a sense of geek-love that makes the movie feel more fun and more joyous than so much of what we've seen before in the genre. Rather than run away from the movie's colorful comic book roots, Whedon embraces them. None of that X-Men everyone-wears-matching-leather stuff here. This movie is comic book colorful, and it's great. It oozes Marvel magic. And even though the film is accessible to all, it also revels in the stuff that comic geeks love - callbacks to past continuity, the sense of a larger shared universe, the mash-up of different genres (sci-fi, fantasy, espionage) into one messy whole, and yes - the cliffhanger ending. Stay through the credits and you'll see a bonus coda that promises that future Avengers adventures may get infinitely more cosmic and grand (and stay until the very end to see a hilarious glimpse at what happens in the hours *after* the Avengers have saved the day).

So is this the perfect Marvel superhero film? Almost. It's very close. The movie does so many things right that you almost don't want to pick apart what it does wrong. And the movie is, in so many ways, a template for how to make an awesome superhero flick. And yet, narratively, I think there are a couple things that are lacking.

- As great as The Hulk is in this movie (and make no mistake, he rules it), the movie glosses over some of the character's major evolutions throughout the course of the film. Yes, it's there between the lines. But the great line that Banner says towards the end of the movie is a great line, but also doesn't explain much. It feels like a scene was cut that gave some more insight into The Hulk's eventual ability to be more in control of his rage. With a little more explanation, I think The Hulk's major behavioral shift would have felt a little less out-of-nowhere and a little more satisfying.

- I know that there's a Captain America sequel on the horizon, but I felt the movie missed a big opportunity to show the impact of America's greatest WW2 hero suddenly reappearing - and still kicking ass - in the year 2012. I kept waiting for some senior citizen (Stan Lee?) to express amazement at seeing their childhood hero back - alive, kicking, and still youthful. The movie even sets up this moment near perfectly with a great little scene where two NYPD cops ask why they should take orders from Cap.

- More fleshing out of the aliens. I loved the look and design of the alien armada - but who are they exactly and what's their deal? I know some things may carry over into a sequel, but it did feel a bit odd to have this big alien invasion be so random and seemingly motiveless. A little more backstory would have potentially gone a long way.

- Nick Fury. Sam Jackson is indeed a bad m-f'er, but probably the one character that gets a bit slighted in all this is Mr. Fury. We still haven't gotten even a glimpse of his backstory. And - I wanted at least one memorable Fury-kicking-ass moment.

- The music. Man, one of the key things that keeps this from being a true classic might just be the music. Sure, the themes are okay, but there's nothing truly iconic or memorable here. Nothing that you'll go home humming, except for the pretty-catchy Soundgarden song that accompanies the closing credits. You can't overstate how crucial the scores of franchises like Star Wars, Lord of the Rings, Superman, or Batman are to the success of those series - and Avengers deserved a score on par with those films.

At the end of the day though, THE AVENGERS is quite simply a game-changer in many ways. Even if it isn't in and of itself a stone-cold classic (and maybe, over time, it will indeed be regarded as such), it personally changed what I want out of superhero flicks. It moves up past the same ol' origin stories and takes us to the next level - capturing the fun and sense of anything-can-happen wonder of the big Marvel team-up and event comics of the past and present. It's got that Lee/Kirby sense of wonderment, but also a modern slickness laced with some of the best, snappiest, and funniest dialogue we've seen in a big action blockbuster. Honestly, The Avengers makes me look at other superhero movies and movie universes and desperately want them to follow this model. As cool as it is to see director-driven movies that make serious dramas out of superheroes, ultimately they *are* superheroes - and I don't see why there's any need to be ashamed of that. The Avengers has no shame, and I say that in the best way possible. It's ultimately, in that sense, a personal movie. Because even though it's 100% mass-market pop entertainment, it's also not toned down or made more palatable for the mainstream. On the contrary, it's Joss Whedon showing us these comic book icons and saying "see, see - *this* is why these guys are so cool!".

My Grade: A-