There’s a moment in Captain America: Civil War when a bad guy narrates his evil plan. Yes, you’re right, every bad guy in cinema history has narrated his evil plan.

While he narrates, Captain America fights Iron Man. Their fight is titanic, nearly in the mythic sense of that word, because these two men are possibly metahumans.

Chris Evans‘s third solo headlining turn as the eponymous captain is his, and Marvel’s, most ambitious project to date.

2012’s The Avengers was a culmination of sorts, a party picture with each Avenger cracking wise when not cracking alien skulls. Their enemies were literally out of this world. It was an easy film to get behind, a movie made for the rah-rah crowd.

Civil War shatters all that good will. True, this is the second movie of 2016 to feature two Hall of Fame comic book heroes fighting each other. Unlike Batman v Superman, Civil War won’t allow the movie’s other plots to drown it out. The central superhero conflict IS the noise.

Cap and friends begin the movie united, fighting more baddies with the tested Avengers-style teamwork. Old demons are haunting them. Villains of movies past creep back, forcing the Avengers to choose sides–sign away their crime-fighting rights or not.

Central to the plot is, again, the brainwashed Bucky Barnes, childhood friend of Steve Rogers. A recycled plot disappointed this reviewer in Star Wars–The Force Awakens, but Civil War offers more than enough different side dishes to complement last night’s leftovers.

Robert Downey, Jr. earned $50,000,000 to bring Tony Stark to screen and nearly make this movie a dual headliner. Downey earns every dime with his Stark attitude and barely veiled despondency and anger about the bodies Iron Man and the other Avengers keep leaving in his wake.

Evans, time and again, nails Captain America. Always the stalwart of, not democracy, but “what’s right,” Steve Rogers takes the American ethos of individual choice to its logical extreme–answering to no one. Evans plays Cap as a man certain of his rightness and willing to accept the price of that certainty.

Civil War could be called Avengers Lite. Excepting Thor and Hulk, the gang’s all back, and two new guys replace those AWOL Avengers. Spider-Man, played by actual teenager Tom Holland, oozes with youthful glee, characteristics the movie, stuffed full of heavy theme, craves.

Spidey earns a long debut scene. Luckily, with five standalone movies behind him, the public needs little introduction to the character. It’s enough for the movie to say “Hey, here’s a new Spider-Man.”

Earlier the audience meets Chadwick Bozeman as T’Challa, a prince of the African fake-nation of Wakanda. When that nation suffers from a terrorist attack, T’Challa suits up in his alter-ego Black Panther, a terrific fighter who wears a suit made of vibranium (same as Captain America’s shield), crosses paths with some of the Accord-signing Avengers.

Throughout Civil War Panther’s motives remain unclear, but his martial skills are shown often. And that vibranium suit.

All this adds up to the longest run time in Marvel history. It’s worth it. The fight scenes and effects are stellar, possibly Marvel’s best, and the emotional stakes have never been higher for these heroes. Civil War is Marvel’s The Dark Knight moment.

Exploder viewing guide: FIRST RUN WATCH