Titanic in scope and colossal in confidence, the third installment to the Captain America trilogy is an enormous, adrenaline-packed summer blockbuster with breathtaking action-scenes and a star-studded ensemble cast that serves, for all intents and purposes, as an unofficial ‘Avengers 3’. It is also an intimate, emotional story about a friendship torn apart by circumstance and beliefs. It’s a bold and delicate line to walk in the superhero genre, the results of which are damn near perfect.

The story picks up post-Avengers: Age of Ultron, while collateral damage has been piling up behind the team. Fresh off the back of a catastrophe which takes place early in the film, the worlds’ governments seek to clamp down on superheroes, citing massive destruction and loss of life in their previous battlegrounds of New York, Washington DC and Sokovia. The United Nations want the Avengers to submit to act under government sanction or else be considered criminal vigilantes.

Iron Man (AKA Tony Stark has the weight of consequence heavy on his shoulders, agreeing that the Avengers need to be kept in check. Captain America (AKA Steve Rogers) believes heroes should act autonomously for fear of political agendas that would tie their hands when help is needed the most. This becomes especially relevant when the Winter Soldier, Rogers’ oldest friend, enters the fray.

Despite a two hour and twenty-seven-minute running time, there’s really no fat to trim from this movie The story moves with constant purpose and momentum, driven by theme into action and not the other way around. Every character is given their due.  No one is shafted and the new characters are introduced seamlessly. The arrival of the new teenage Spider-Man is one of the highlights of the film. Without giving anything away, Spidey is given just enough time and backstory to brighten up the film without stealing the screen from other characters. There’s never a moment he’s onscreen that doesn’t warrant a big grin.  Black Panther has a key role that also sets the groundwork for his solo film. Characters who weren’t as well-developed in previous films (Vision and Scarlet Witch in particular) are made whole and worth caring about here, and all the old favorites get their moments to shine.

It’s taken eleven films to build up the Marvel Cinematic Universe to a point where a film like this can comfortably exist. While it is still a movie that can be enjoyed by newcomers, it does rely on its audience’s familiarity with its characters, especially during humorous beats (there are a lot of very big laughs) and for the emotional punch packed when these friends that we care about turn against one another.

Possibly the single thing that Civil War does most effectively is to create real conflict, the kind you have to wrestle with yourself. This isn’t a film about one of your favorite characters turning into a shortsighted jerk and the other one fighting for what’s right. Throughout the entire film, Steve Rogers and Tony Stark are both desperately trying to hang on to their friendship and their team. You may walk into the cinema thinking you’re already on side with #teamcap or #teamironman but once you’re in the thick of it, it’s difficult not to feel torn between the two. Nobody’s wrong, and everybody wants to do right. That’s what makes this film so complex, and so sad, and so compelling.

The upshot of Civil War is that Marvel seems to recognize the need for continual change in their franchise, and isn’t afraid to throw the status quo out the window. Whatever comes next, one thing’s for sure—they’re going to have their work cut out for them trying to make a better superhero movie than this.