Captain America and Iron Man face off in *Captain America: Civil War* (Image © Marvel)

Captain America: Civil War is a direct sequel to 2014’s Captain America: The Winter Soldier, but functions, spiritually, as the culmination of the entire series that last year’s messy, overstuffed Avengers: Age of Ultron tried, and failed, to be. It’s more intense, more thrilling, and more resonant than any film the franchise has given us so far, and just as entertaining as Guardians of the Galaxy or the first Avengers. It’s taken thirteen movies, but the Marvel series finally got its Empire Strikes Back.

The plot finds the Avengers busy doing Avengers business when Captain America’s old enemy, Crossbones, blows himself up in a busy marketplace in Lagos. Scarlett Witch is able to contain the energy of the blast, but can’t quite control it, sending the blast flying toward a building, which explodes, resulting in the death of dozens of people, including eleven humanitarian aid workers from the nation of Wakanda.

The incident is just one of many recent events in which the Avengers, while busy, you know, saving the damn world, have unleashed destruction that has resulted in casualties and billions of dollars of damage. The UN feels it’s time to reign in these super-powered folks, and writes up the Sokovia Accords (named after the city that the Avengers destroyed in the process of saving it from Ultron), which will bring the team under the control of the nations of the world, who will then have to approve each mission and determine if it is worth the fallout. But before the accords can be ratified, the UN conference is bombed, killing many people, including Wakandan president T’Chaka, leaving his son, T’Challa, obsessed with finding and killing the man responsible for the attack: Captain America’s old pal, Bucky Barnes.

The original Civil War comic, an event that stretched across every title in the Marvel Universe in 2006, was very much a product of its times: a meditation on the Patriot Act and other Bush-era policies which traded individual liberties for collective security. The film adaptation shares those concerns as a basic framework, but focuses much more on the character of the two men on either side of its philosophical divide. When Captain America and Iron Man find themselves at odds over signing the accords, they aren’t acting solely on belief. Rather, they’re responding to their changing world in line with who they are as people. Tony acts, as ever, out of fear, and Steve acts, as ever, out of loyalty.

Tony Stark became Iron Man because it was the only way to keep himself alive, and has found himself increasingly hemmed-in by the ever-evolving threats which have surfaced in the years since (threats, the Vision points out, that may have shown themselves because of the actions of the superheroes). Over the course of the Marvel Universe series as a whole, we’ve watched Tony become even more fearful, even more withdrawn and cynical. By the time we see him in Civil War, Tony Stark is a wreck. Pepper Potts, we learn, has abandoned him, and he is haunted by the unintended consequences of the Avengers’ actions. Stark quit manufacturing weapons for precisely this reason, and Tony can’t stomach the idea that he has even more civilian blood on his hands.

Steve Rogers, on the other hand, has always acted out of loyalty, and therefore, is always put into situations where his loyalty must be tested. In The Winter Solider, S.H.I.E.L.D was shown to have been infiltrated at its highest levels by the evil, fascist organization HYDRA, so when asked to sign over his services yet again, Steve has legitimate concerns over who can be trusted to tell the superheroes when they can and cannot use their powers. But it’s ultimately out of loyalty to Bucky, Steve’s childhood friend turned war buddy turned brain-washed international assassin (you know, that old trope), that Steve falls out with Tony. In spite of all that Bucky has done while under HYDRA’s control, Steve won’t give up on his friend. And if he did, we wouldn’t believe it, because that’s not who Steve Rogers is. So when Bucky is directly linked to the bombing, it sets off a chain of events that leads inevitably to two sets of Avengers facing off each other, one set rallied behind Iron Man and one set rallied behind Capitan America.

And your own loyalty to each character is likely to be tested often throughout the course of the film. The film itself doesn’t necessarily choose a side, presenting compelling and complex reasons why each Avenger chooses the side that they do (expect for Hawkeye, but whatever, fuck Hawkeye). Tony is right that a oversight is important when dealing with people who are essentially walking, talking weapons of mass destruction (especially when those weapons are as potentially unstable as the Hulk), but Steve is right that signing those accords, and allowing the governments of the world to have final say in which missions the Avengers choose or do not choose to participate in, is dangerously naive.

Those central arguments become complicated and finally implode, as each man becomes blinded by personal emotion, which leads them to a final showdown where each must face the darker sides of their own nature. The final slugfest between Cap and Iron Man is a shocker, and for the first time, you believe that each has become so taken over by vengeance that they might do the previously unthinkable.

As ever, these emotions come across so easily to the audience because of the fantastic central performances from Robert Downey, Jr. and Chris Evans. We know, have always known, that Downey is a brilliant actor, but playing Tony Stark is so in his wheelhouse that he’s not had to stretch himself as an actor since the first Iron Man. But here, Downey shows us a man trapped in a living nightmare, and that causes us to feel for Tony in a way that we haven’t in the past few movies. For his part, Evans is the great unsung hero of this cast. On the surface, Captain America may seem like an easy, even boring, role, but Evans has always made Cap more than just a goody-two shoes stuck out of time. Evans has always had great screen presence and underrated comic timing, but Civil War also showcases just how moving he can be as an actor.

But of course, Downey and Evans and Iron Man and Cap are far from the only people hanging around this movie. Civil War is bursting at the seams with superheroes. Thirteen movies in, there are a lot of stories to tell, and even more setup to do for the next Marvel properties. Age of Ultron failed to provide a coherent structure for all of these storylines and characters, resulting in a film that felt more like an over-long commercial, but Civil War does these side characters a greater service by, paradoxically, focusing less on them. Each character, from Black Widow to Vision, has their own moment, and there’s even plenty of time to fit in new characters like Black Panther and Spider-Man without feeling like they’ve been shoehorned in via corporate mandate (even though, yes, they were shoehorned in by corporate mandate). Because though each character gets their moment to shine, the film never forgets that it’s about Steve and Tony. The supporting characters are merely reflective of the two sides, and so their scenes only heighten the tension between the two, rather than stealing focus.

Bucky Barnes (Sebastain Stan) grapples with Black Panther (Chadwick Boseman) (Image © Marvel)

It helps that all of these supporting roles are each played by actors of tremendous charisma. Paul Rudd’s Ant-Man was hopelessly smarmy over the course of last year’s big screen debut, but in more capable hands, he’s fun in a smaller (and yet bigger) role. And Scarlett Johansson continues to be so good as Black Widow that you continue to question the justification for her not getting her own solo movie. Chadwick Boseman as Black Panther and Tom Holland as Spider-Man, of course, are both getting their own solo movies within the next few years. Boseman brings the same dignity and grace, with undercurrents of fury, that he brought to his largely overlooked performance as Jackie Robinson in 42. Holland, for his part, gives us the first big-screen Spider-Man that truly feels like a kid genius, and his enthusiasm brings a light edge to some otherwise heavy battle scenes in the middle portion of the film.

Which is to say that much of Civil War is heavy, but none of it is ponderous. It’s a difficult task to keep a believably serious tone when your characters wear costumes and are able to fly or do magic or whatever. Sometimes very difficult, as Batman v. Superman just proved. But Marvel is not DC, and the Russo brothers are not Zack Snyder. Civil War is a serious movie, but it never forgets that its first obligation is to entertain. And it helps that we’ve spent, again, twelve previous movies getting to know all of these characters. So when Cap aims the edge of his shield toward the very core of Tony Stark’s Iron man suit, we know exactly what the consequences of his actions could be. And we know the will to survive that led Tony to build that suit in the first place. So we know that neither man will ever give up.

Captain America: Civil War

Starring: Chris Evans, Robert Downey, Jr., Scarlett Johansson, Sebastian Stan, Anthony Mackie, Don Cheadle, Chadwick Boseman, Tom Holland, William Hurt, Daniel Bruhl

Directed by: Anthony Russo & Joe Russo

Written by: Christopher Markus & Stephan McFeely

running time: 147 minutes