MASSIVE SPOILERS FOR AVENGERS: INFINITY WAR BELOW! READ AT YOUR OWN RISK!

May the Lord bless Alan Silvestri with long and eternal life. There are numerous moments in the MCU that instantly fill me with emotion each time I watch and most of them happen to have Alan Silvestri’s music as their undercurrent. When Steve Rogers jumps on a fake grenade in The First Avenger, so helpless and skinny as he ever was, I feel his selflessness, magnified by Silvestri’s music. When the Avengers reassemble following Coulson’s death and their defeat at the Helicarrier, Silvestri’s music swells, filling me with awe at the team’s resolve. When Team Cap shows up in the knick of time, 30-minutes into AVENGERS: INFINITY WAR, I cheered loudly at the sight of these characters back in action and legitimately wept at the sound of Silvestri’s I-C-O-N-I-C Avengers theme music.

That’s when I knew INFINITY WAR was going to be one hell of a trip regardless of final outcome. A piece of music I’ve listened to countless times given new life and meaning recontextualized beautifully by the dire hand these characters were about to be dealt. We’ve seen Team Cap strike their foes down before with surgical precision but in the context of this film i.e. enemies of the state on the run who refuse to leave their own behind? Goddamn, that’s character work you fall for.

And INFINITY WAR is all about character. Nevermind those incredible sequences of Thanos’ masterfully using the gauntlet (using the Space Stone to absorb an explosion and hurling back at someone, the Reality Stone transmuting the Avengers’ weapons into bubble and a flock of birds). It’s the quiet moments that truly make the film work. I gasped at the sight of Thanos weeping for the things he had lost and had to lose; felt for Gamora’s request to euthanize her to prevent the end of the world; smiled when Vision and Wanda contemplate their future; felt my chest tighten when Peter grabs on to Tony before vanishing; felt Thanos’ melancholy facing a young Gamora who questions everything after his finger snap. It’s through character work that the film manages to fulfill its promise of emotion, stakes, and awe while still feeling personal.

That character work is none more prevalent than in two scenes for me. When Tony, Strange, and Spidey board Ebony Maw’s Q-Ship, they have an argument debating the immediacy of having an Infinity Stone with them. Strange assures Tony that should the time come that he had to pick between the lives of the Avengers and the Time Stone, he’d pick the latter without question. A similar quandary is brought up with Team Cap dispute on what to do with Vision’s Mind Stone. Vision insists that they trade his life by destroying the Mind Stone, thereby preventing Thanos from completing the gauntlet. Being the immovable tree that he is, Captain America refuses to trade one life to save the world to which Vision ironically brings up Cap’s sacrifice 70 years ago. These views are challenged in the 11th hour when faced with the end. Just as Thanos readies his coup de grace for Iron Man, Strange does the unthinkable and gives Thanos the stone to spare a man he just met. When Captain America lays his life for Vision, facing death at the hands of Corvus Glaive, Vision steps in saves Cap echoing his words of refusal to let anyone die. In their darkest hour, these folks still put being a hero above all else.

Even the most infuriating moment in the film is anchored by a total character moment. In Titan, when their plan to incapacitate Thanos and remove the gauntlet goes wrong, it goes haywire thanks to Peter Quill’s recklessness. Remember when he opened fire on Ego the second he admitted to killing his mom? It’s a decision that is inherently wrong but totally organic for Quill, another testament to the care put to writing these characters. #PeterQuillDidNothingWrong

We can’t have a thorough discussion on character without talking about the true star of the film, Thanos. Josh Brolin plays the Great Mad Titan with great hubris and cruelty that is tempered by a calmness and warmth you wouldn’t expect from an intergalactic megalomaniac. There’s an intimacy to who he is and how he interacts with his foes. He’s willing to give Iron Man a dignified death. He calls Scarlet Witch “child” with such sincerity and gravitas that you trust. He never revels in the atrocities he commits but instead laments them. I can only imagine our exploration of the Great Titan will deepen once we get to Avengers 4.

INFINITY WAR is a dark and bleak film but it’s also hella fun. There are tons of moments in the film that’ll tickle diehard readers with glee. From the interactions between the Guardians and Avengers (“I’ll do you one better: WHY IS GAMORA?!”) to that freaking Red Skull cameo, there’s a lot to scream in glee for. Never in a million years did I think I’d see Doctor Strange use the Crimson Bands of Cyttorak on Thanos or hear Mephisto’s Infinity Gauntlet speech from the mouth of Ebony Maw. It’s every comic reader’s dream realized on screen.

The film’s action also never feels dull. Just like in Captain America: Civil War every tag-team move by two characters feel organic and well thought out, another advantage of writing characters on fertile ground. The best example of this is Strange’s sling ring, a concept introduced in 2016’s Doctor Strange that they playfully use in this movie. A big highlight of the fight sequence in Titan is seeing Star-Lord and Spider-Man make the most out of the sling ring, attacking Thanos from all sides. It’s one of the many moments of action that feel earned.

Structurally, INFINITY WAR has a weird ebb and flow to it. The first 2 hours of the film feel like one giant second act while the last 30 minutes feels devoid of an actual ending. The crazy thing is that most of it works. The movie plunges you in media res at the Center of Thanos’ relentless quest for the stones. Xandar has been decimated. The Power Stone already in his gauntlet. What’s left of the Asgardians from the events of Ragnarok lay wasted on the floor as Ebony Maw’s spreads the gospel of the Great Titan. Thanos crushes Loki’s neck upon receiving the Tesseract and teleports away, kicking the film off with an incredibly high-stakes energy until the very end. It’s this kind of aggressive pacing that elevates the film’s punch to another level. Not only does INFINITY WAR hit you with weight but it does it a rapid pace that leaves you breathless with uncertainty.

With that being said, my nitpicks with the film lie with some of the structural decisions. There are plot threads that are jarringly cut next to each other. As soon as Thanos gets the Soul Stone, we cut to Wakanda where the Avengers and Outriders arrive. I could have used a more quiet lead up to the Wakanda invasion ala Helm’s Deep in LOTR, complete with a rousing speech from Captain America. When Thanos throws the moon at them, it was weird to jump back to Wakanda for 5 minutes and to return to Titan as we see the remainder of that moon throw. I’m sure these discussions have been had internally in the editing room but I’d really like to hear the reasoning behind their editing choices.

Thematically, the film is all about the end. The end of the path Tony started us on. INFINITY WAR was never going have a happy ending wrapped in a bow. They subverted expectations and zagged when we thought they’d zig. They punctuated moments with the most harrowing decisions. The ending is a fucking massacre and one I’m sure will be talked about in the coming years on par with the Empire Strikes Back ending. It stays true to the iconography of the source material and delivers a true “Holy Shit” moment. I understand how problematic it may seem to have a such a heavy film to end on an unfinished note but the more I think about the film’s theme of defeat and hopelessness, the more appropriate it is to end on such a gut punch. Avengers 4 will be the litmus test whether this ending works or not in the long run.

Avengers: Infinity War may be a film about defeat and failure but the film itself is a damn triumph. Amidst the large ambition of tying 10 years of spectacular storytelling, INFINITY WAR manages to remain wholly resonant, personal, and painfully subversive, never feeling bloated and lethargic. People have pointed out how useless the stakes feel when the main character has every cheat code in the universe (which I understand) but to myself, it’s never been about the obvious endgame where these characters will be brought to life and inevitably get their sequels. It’s about the journey and the lengths these heroes will go to save their friends and the universe. Avengers: Infinity War epitomizes those lengths and the heroism of our heroes in the face of an all-powerful god. The film is the culmination of the conversation Tony and Steve years ago.

“We’ll lose.

“Then we’ll do that together too.”