Avengers-Age-of-UltronThere’s nothing quite like the midnight movie (okay, I’m old now, I snuck into a 10:30 showing). The hordes of fans excited for the same thing as you. The energy when that first Marvel Movie credit comes up. The giggling at the in jokes – the clapping at the easter eggs hinting at future awesomeness. Or, in the case of the Avengers, the outsized groans when we all waited until the end of the credits for the secret double secret scene only to realize they’d tricked us.

All of this is to set the stage for an utterly pristine first viewing of The Avengers: Age of Ultron. I was never not going to love this movie. But seeing it perfectly fresh – no reviews or general tide of public consensus warping my vision – on opening night with a crowd of people just as stupid for the movie as I was — it was exactly how I wanted it.

And did I ever love it. The thing about the good Marvel movies is that they never fail to be more than the sum of their parts. And with Joss Whedon at the helm – they’re even more so. There are a few points that I will gleefully pick at below, but I want to start with just how beautiful, nerdy, funny and lovely this movie was. Following up his adored first Avengers installment, we follow the Avengers on a very comic book trajectory – from functioning team to in-fighting to world saving. Along the way, the movie invests deep in all of its characters inner journey, playing them with a by turns light and overwrought hand.

Age of Ultron starts with our Avengers already out and avenging, looking for the staff that was the Macguffin in movie one. But when they discover the staff and bring it back to Avengers headquarters, the quest becomes more metaphorical and less literal. Tony Stark + Bruce Banner collaborate behind the backs of their fellow superheroes, and unleash a power onto the world that embodies that fight between human will and superhuman genius that underlies all superhero stories

In a lot of ways, its a trap to think of The Avengers as singularly Joss Whedon’s vision. On another, however, his stamp is all over. If you, like me, enjoy ruing the movies and tv shows that you love by reading think pieces about their secret fascist messaging. But Whedon’s movies, and the first Avengers specifically, has always been deeply ambivalent about the role of singular leadership in world affairs. In a way, Age of Ultron resembles nothing so much as Season 7 of Buffy, with triumphant speeches punctuated by terrifying consequences, and moments of heroism decidedly short-lived.

Our heroes are definitely good, but the results of their actions are not always good. While this is most obvious with The Hulk, who spends most of the movie trying desperately not to go Code Green, it’s the result of all their powers – if might begets more might, then the constant smashing, dashing, and attempted control of humanity is inevitably leading to a balancing act between safety and freedom. And our heroes, while good, are also deeply flawed – burdened with dark sides that they literally have to confront in this installment. Their flaws warp their intentions, and feed the terror that wants to unravel everything

It is definitively fascist to believe that unelected officials should get to decide right and wrong – these stories require that we buy into our hero’s goodness without thinking too much about what it would mean in real life to have to submit to one singular viewpoint. The Avengers movies (and comic books before them) are remarkable for really digging into this contrast, and setting up the heroes to war amongst themselves about the issues. And with Whedon at the helm, these debates are funny, poignant, and awesome.

Which is to ignore the fact that this movie is also really freaking exciting. The action scenes are shot like complicated ballets where everyone has an essential role to play. The villains are perfectly exacted. And its funny as hell.

While Robert Downey Jr is showing a bit of his own boredom with the role of Tony Stark (he’s still great, but along with Iron Man’s transition from gleeful playboy to world weary and fearful leader, he seems to have lost some of his glee), the rest of the cast remains superb. I still really love Scarlette Johanson as Black Widow, and think she brings so much more to the archetype than it real deserves. And Marvel got obscenely lucky when it plucked Chris Evans out of the defunct Fantastic Four franchise and placed him behind a shied. And, although this is really not his movie, I could watch Chris Hemsworth all day, every day. His every reaction shot is comedic gold, and he brings a great tongue-in-cheek gravitas to the proceedings.

Even the newbies are great. I’m not an over the moon Elizabeth Olson fan, but she’s awesome as the Scarlet Witch. Aaron Taylor Johnson is immediately lovable as the character who cant be called Quick Silver. And I loved the hell out of finally getting to see Paul Bettany’s face, and the beauty of James Spader’s vocal performance as Ultron.

But the movie, as with the one before it, belongs to Mark Ruffalo. He is a freaking gem as the Hulk. I entirely do not understand how they’ve managed to make the green menace so human. Even when he’s hulked out, and not just glowering while Mark Ruffalo shaped, the movie embues him with sadness and rage. And I should completely hate the mini-romance between The Hulk and the Black Widow – since I’ve always sort of loved that they didn’t pair the one girl up with one of the guys – but damn it if I don’t just want to hug Ruffalo every time he’s on screen.

But I promised some reasoned criticism, and not just fan girl gushing. The aforementioned Hulk//Black Widow romance is a little silly, and feels out of place. In particular, there’s a scene where (SPOILERS) we get the obligatory “but we cant be together” moment, and there’s a particularly heavy handed reveal about Black Widow’s fertility status that is just… dumb. The world is ending – I really couldn’t give less of a shit whether or not you have babies. And the torture that went into training little Natasha to be a killing machine should boil down to a lot more than whether or not she’s sterile – they made a teenager murder people for christ’s sake.

And as much as I liked Linda Cardellini as Hawkeye’s wife, I felt like the time spent on their relationship was a waste designed to give Jeremy Renner more substantial screentime. I think Hawkeye works best when he’s almost the Agent Coulson of the group, dedicated and strictly moral and a strong center for the super powered rest of them. I cant help but feel like if a smaller star played Hawkeye we wouldn’t have had to spend so much time wandering around the countryside with his wife. It did set up a great moment for Whedon fanatics, however, when all our Whedon expectations get upended.

It’s also getting a little distracting that Natalie Portman and Gwyneth Paltrow never show up in the big movies.

But that’s really all I have negative to say, at least until I read some think piece explaining how Whedon abandoned all his feminist and liberal credentials by making a fascist and mysoginistic movie (I do not believe this*). I left this movie both excited for the upcoming INFINITY WAR and also excited to see what Whedon does now that he’s left behind the franchise that turned him into a trope.

The Avengers: Age of Ultron is a worthy sequel to the first Avengers, which in and of itself is a miracle. It was exciting and brilliant and fun, and managed to capture the zeal of watching a wonderfully plotted comic book series inch ever closer to its ultimate conclusion.

Superhero movies may be destroying modern cinema, but as long as they continue to be this amazing, I couldn’t care less. And I’m sure Whedon struggled making this movie both to his specifications and to the studios (who invest heavily in merchandise and franchising, eliminating some of the narrative freedom that lets Whedon kills his characters like quippy tongued weeds), but that idealogical battle is what makes The Avengers: Age of Ultron so damn good.