A good catchphrase for this movie would be "look at all this...stuff."

A good catchphrase for this movie would be “look at all this…stuff.”

Let’s just take a moment to admire what writer/director Joss Whedon accomplished with the first Avengers film. In retrospect it seems obvious, but at the time The Avengers was a huge risk, combining four franchises with wildly different tones into a single action movie. And Whedon pulled it off beautifully. Sure, the first few scenes of The Avengers were awkward and overly talky. And okay, Whedon is not the most visually intriguing director. But he really tied the whole damn thing together, building tension over an hour and a half that ultimately exploded into a long, complicated, and wildly satisfying fight scene. It was such a good, entertaining film that it inspired a kind of alchemy by making every Marvel movie before it seem better in retrospect.

But it’s been three years since The Avengers, and after Captain America: The Winter Soldier and Guardians of the Galaxy, the stakes are higher now. We know the shared Marvel universe works, and we’re ready for the concept to be taken to a whole new level. The question is, can Whedon raise the stakes again?

Whedon himself seems to be obsessed with the idea of stakes-raising in Avengers: Age of Ultron. This time, the stakes….are personal. But they’re also huge. And the huge stakes of the first movie still have repercussions. And so do all the other Marvel movies that happened between The Avengers and Age of Ultron. And there are other stakes to be resolved in future Marvel movies, too. Hell, there are more stakes in Age of Ultron than were in every season of Whedon’s Buffy the Vampire Slayer series combined. Here a stake, there a stake, everywhere a raised stake.

And it must be said that Age of Ultron isn’t as good or as satisfying as The Avengers. But it’s not a bad movie, it’s just one with waaaaay too many moving parts. Unless you’ve averted your eyes from every poster for the film, it’s not a spoiler to reveal that the cast of Age of Ultron expands to add super-powered twins comics fans know better as Quicksilver (Aaron Taylor-Johnson, eurotrashy as all get out) and the Scarlet Witch (Elizabeth Olsen, delivering a laughably bad eastern European accent) and a few other characters besides. The film jets all over the world, rockets between the future and the past, and struggles to deliver a narrative arc for pretty much every single character.

Whedon’s giddy ambition is to be admired—he smuggles an intriguing love story into an Avengers movie, for God’s sake—but the pacing on this film is a mess. By the time a whole entirely new character is shoehorned into the last act of the film and another character goes on a spirit quest for no other reason than to set up future franchise opportunities, the audience just has to shrug and go along with it.

This is not to say that Age of Ultron doesn’t feature some incredibly rewarding moments. A few characters expand and develop a depth that they never found on the comics page. The script features some great, zingy lines—the fact that Whedon makes stodgy old Thor one of the funniest characters in these films is some kind of modern screenwriting miracle—and the film isn’t interested in just asking if good will prevail over evil. Instead, greater questions of heroism and responsibility are addressed; in fact, The Avengers are so obsessed with saving the lives of innocent bystanders that it’s hard not to read Age of Ultron as a direct rebuttal to the blithe 9/11 porn of Zach Snyder’s Man of Steel.

But none of the new characters have any room to breathe. Most disappointing is James Spader’s performance as Ultron, which occasionally hints at greatness but never really approaches contention for the comic book movie villain hall of fame. Spader’s sardonic delivery occasionally sparkles, but the threat of Ultron is never properly demonstrated because there’s just no goddamned time to demonstrate it. We’re too busy running all over the world and setting up all the franchise dominoes for the next three years between Avengers movies to linger on the terror that an artificial intelligence with Spader’s super-creepy voice could deliver.

Age of Ultron is at its best when it stops to explore its characters. An early party scene—much of which has been incorporated into advertisements already—allows the actors a chance to relax and dig into their motivations in a way that doesn’t rely on a Macguffin or an existential threat. Whedon is clearly having fun with those scenes; his camera is visually engaged in a way that it’s not in most of the fights. (And if you have a choice, don’t bother with the 3D edition of the film, which only serves to demonstrate how jittery and ugly most of the action sequences truly are.) Those little moments, and not the ten films before and ten films to come, are what make the stakes matter, and Age of Ultron doesn’t have enough of those moments to mark it as a great superhero movie. It’s merely a very good one.