It’s been a very improbable ride for Tony Stark.

I mean, let’s be honest with ourselves here. Think back five years to right before Iron Man hit theaters. Or better yet, think back six years, to when you first heard there would be an Iron Man movie, and that Robert Downey Jr. would be starring in it. How high were your hopes, honestly? Even if you thought it would be good, how many people thought it would be as good as it turned out to be? And even if you did think Iron Man would be badass, who among you really thought that Tony Stark – not Peter Parker, not Wolverine, not The Punisher – would be the coolest dude in all of Marvel-based cinema? Who among you thought he would be the heart and soul of Marvel Studios? If you predicted all of that, you are a much more prescient cinephile than I, and you should probably go out and buy a lottery ticket or something.

But regardless of what I or anyone else thought, all of that happened, and then – perhaps just as improbably – The Avengers happened. Some of us never thought that day would come, but it did, and Tony Stark’s charisma put him at the center of that incredibly ambitious movie universe too. He’s the rock star of Marvel cinema. We couldn’t take that away from him now if we wanted to. And what’s more, he’s earned it.

Unfortunately, this status also means that he’s the most scrutinized of the Marvel heroes (so far; believe me when I tell you I will be looking very closely for flaws when Thor: The Dark World hits theaters this fall). Remember Iron Man 2? As over-the-top action flicks go it’s a damn fun time, full of action and cool effects and lots of that patented RDJ charm. But in spite of that, it fell flat. It seemed stale and redundant next to its predecessor, and it almost felt like an absolute snore compared to the bombastic cleverness of The Avengers. So, with all that in mind, we come (at last) to Iron Man 3.

It’s the first Tony Stark solo adventure in three years, and there have been whispers that it will be the last. It’s also the first major Marvel Studios adventure since Joss Whedon set a new standard of superhero awesome. In other words, there’s a lot riding on this movie. It’s a new chapter for Marvel Studios, a chance for a new writer and director (Shane Black) to make waves in one of the most successful action movie families in recent memory, and a chance for Robert Downey Jr. to prove that his Tony Stark shtick hasn’t gotten stale in spite of Iron Man 2. So, let’s talk about this damn movie.

Tony Stark (Downey) hasn’t been sleeping well ever since he flew through a wormhole into another dimension and almost died at the end of The Avengers. He still doesn’t fully understand what the hell happened to him, how he went from battling terrorists and vengeance-seekers to trans-dimensional aliens and gods, or how he somehow got roped into fighting alongside a pair of secret agents, a man from the past, a thunderous blonde deity and a huge green rage monster. As a man who’s spent his life focusing on science and mechanics, where everything has a logical place, this really gets to him. He doesn’t feel right anymore, and things are getting worse.

But as anxiety begins to wrack Tony’s brain, the world begins to need him more. A new terroristic threat is looming in the form of Mandarin (Ben Kingsley), a mysterious criminal mastermind responsible for a series of almost untraceable bomb attacks and a set of freaky video messages. As things inevitably get personal and a showdown between Iron Man and Mandarin looms, Tony must fight to both save the world and protect his girlfriend and business partner, Pepper Potts (Gwyneth Paltrow), who has concerns of her own as she deals with the intriguing but enigmatic scientist Aldrich Killian (Guy Pearce), who claims to have a new biological agent that could change the way humans heal.  Add to this the re-appearance of an old flame of Tony’s in Dr. Maya Hansen (Rebecca Hall) and the transformation of Col. James “Rhodey” Rhodes (Don Cheadle) into the president’s favorite armored soldier Iron Patriot, and Tony’s set to face a set of challenges unlike anything he’s ever experienced before.

And yes, that’s as much plot as I’m going to give you, though you’ve probably figured a good deal more out just from watching the trailers and reading the news. I’m keeping it vague not because  I’m trying to avoid spoilers (again, you probably already know a good deal more than what I’ve told you), but because this film – like most of the best superhero films – isn’t about what happens, but how it happens. Let’s face it, there’s a formula to these things. We’ve all seen Iron Man movies (and Spider-Man movies, and X-Men movies and Batman movies) before. We know where certain things in this movie are going before the movie even starts. Therefore the difference is made in the personality of the story, and it’s here that Iron Man 3 is an unquestionable triumph.

It starts with the dialogue, and right away it’s clear that Black and co-writer Drew Pearce know exactly where Downey’s strike zone is. Even in its most desperate and dark moments (and yeah, you know from the trailers that there are several), Iron Man 3 is packed with characteristic Tony Stark wit, and it’s all the more noteworthy because it’s wit that works no matter how dark the moment is. This is a film largely about taking Tony Stark out of his comfort zone, and yet he still keeps his sense of humor, his sharp tongue and a twinkle in his eye. This could come off as cheap audience-pleasing trickery, but Black and Downey somehow make this an essential part of Tony’s personality, just as Joss Whedon did. His unceasing smart-assery in the face of the absolute horror of the battle he’s fighting is both a sign of courage and a sign of outright panic, and it makes him both endearing and endlessly fascinating.

Black also serves the film well by making certain that this adventure takes us places no other Marvel movie has taken us before. We see Tony Stark down in the dirt, battered and scared and lost, we see him thinking on his feet without any armor to guard him, we see him digging deep into his most primal instincts. We step further away from the polish and showmanship of Iron Man than we ever have before, and in so doing we get to see a part of Stark that’s more vital than the armor ever was. Black hones in on Stark’s inherent identity as mechanic, as fixer, as tinkerer. It’s a thread that runs through all of the Iron Man films (The Avengers included), but Black and Pearce nail it better than anyone has before, and the result is not only an incredibly inventive action movie, but the best Tony Stark character study we could have hoped for.

As a result, Downey gets to take the character to depths of expression previously unseen. He gets to probe further into Tony’s inherent pain, his inner turmoil and the lengths to which he’ll go to preserve his outer cool, his sense of family, revenge and protectiveness, and his own struggles with identity. There’s much more to Tony Stark than quipping and well-manicured facial hair, and here we see that shine through in ways the other films never managed. That’s thanks in large part to Black and Pearce’s inventiveness, but we owe most of it to Downey’s genius. Don’t let the huge salaries and blockbuster cred fool you. He’s one of the greatest actors of his generation, and we’re lucky that he loves this part so much.

This film is also a chance for Paltrow to dig deeper into Pepper Potts, a character that – until now – was mostly noteworthy for her patience with the exasperating genius billionaire playboy philanthropist. She finds new fire in the character this time around. But the real scene-stealer is Kingsley, who does some wonderful and unexpected things with Mandarin (which I will not spoil here). He nails the mystery and the bombast of the character. And the voice. Much like Tom Hardy’s Bane, it’s an accent so unsettling, so unplaceable, that it knocks something loose in your brain. It doesn’t just make you fascinated with the character. It makes you crave more of him.

As I said before, the real success of this film isn’t what it does, but how it does it. Obviously I won’t spoil any of that for you now, but after the often stale Iron Man 2, this film is the biggest breath of fresh air we could hope for. The entire creative team seems to have a rock solid understanding of how a good Iron Man movie should work, but an even greater understanding of how to take everyone completely by surprise. This is an unpredictable, witty, earnest and utterly indulgent superhero film that delivers all the action movie goods (Iron Man army and all) along with a massive dose of heart and exuberance. It gets almost everything right, and it reminds us all why Tony Stark is the reigning King of Marvel Cinema.

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