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14. Thor: The Dark World
The Batman & Robin of the Marvel Cinematic Universe, Dark World is an incoherently plotted misadventure, overcrowded with comedy sidekicks (Darcy the intern gets a romantic subplot) and blind leaps of narrative logic (astrophysicist Jane Foster accidentally discovers an all-powerful mystical substance), all of it cursed with undercooked villains whose motivation is, basically, ''Destroy Everything Because Evil.'' The reality-ripping final battle scene is nifty, but really, Dark World only works when Tom Hiddleston's Loki is on screen. Ideally, Thor 3 should have much more him and much less everything else.
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13. Iron Man 2
Another example of the Marvel Sequel-as-Overcrowded-Mess, Robert Downey Jr.'s second go-'round as Tony Stark suffers from a classic case of Villain Overload, with Mickey Rourke's Whiplash mostly playing second fiddle to Justin Hammer (basically a lamer Tony Stark) and, well, the U.S. Government. Iron Man 2 is probably the least movie-like of the Marvel movies — it feels less like a full-fledged story than a way station between sequels, complete with an Act 2 deus ex machina appearance by Nick Fury.
But unlike in, say, Dark World, everyone looks like they're having a blast, even if they all appear to be acting in radically different movies. (Like, Scarlett Johansson seems to think she's in The Matrix, Sam Rockwell could be the villain in a Lethal Weapon sequel, and Rourke appears to be starring in a futuristic Russian remake of Death Wish.) Put it this way: If Marvel Studios were Arnold Schwarzenegger in the '80s, then Iron Man 2 would be Conan the Destroyer: Not a good film by any means, but strangely watchable when suddenly discovered playing on television on a Saturday night.
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12. The Incredible Hulk
Marvel Studios' sophomore effort came out the same summer as Iron Man and was quickly swept under the rug after so-so reviews and box office. But could it be that the reboot is actually better than its toxic-meh reputation? Director Louis Leterrier brings a garishly loopy B-movie sensibility to the material — and the first action scene is a stunner, with the Hulk (Edward Norton) moving through the shadows of a bottling plant. As villainous marine Emil Blonsky, Tim Roth chews the scenery and then spits it back out. In the demerits column: Pretty much everyone else is miscast, and the film spirals downward into a generic Act 3 Superhero Showdown. Still, Incredible Hulk feels like an essential artifact of the moment before Marvel perfected its house style.
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The first half hour of Thor is some of the grandest filmmaking in any Marvel Studios project, with director Kenneth Branagh clearly having a blast introducing the expansive cosmology and Shakespearean-sized personalities of Asgard, all of it set to Patrick Doyle's rousing score. Then Thor comes to Earth?and the film follows him, settling in for a looooong middle portion that tries and fails to strike a balance between epic fantasy, tender romance, and S.H.I.E.L.D.-y continuity-building. (Hi, Hawkeye! Bye, Hawkeye!) Fortunately, Chris Hemsworth and Natalie Portman have solid chemistry, and the film introduced Hiddleston's Loki, who is second only to Downey's Tony Stark as a defining presence in the Marvel Cinematic Universe.
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10. Avengers: Age of Ultron
The biggest Marvel movie yet. And the most unwieldy. Where the first Avengers benefited from a laser focus on a core group of characters, Age of Ultron tries for crossover-epic maximalism. Returning writer-director Joss Whedon has to come up with a wholly new villain whose story arc nevertheless somehow integrates the franchise-binding Infinity Stones. (Thor goes to…a magical shirtless pool!) He has to move the character arcs of the Big Three forward in increments—which is especially awkward for Iron Man, who appears to be regressing to his Iron Man 3 Act-1 PTSD. The Scarlet Witch and Quicksilver don’t have time to leave a mark—and the decision to give the Scarlet Witch vaguely defined mind-altering powers feels like a weird retread of all the mind control from Avengers 1.
There are pleasures to be had in Age of Ultron. Black Widow and Hulk make an endearing couple. James Spader’s hilarious line readings make Ultron a delight. And Whedon’s dialogue is always sharp—even if it occasionally feels like he’s using light humor to mask deeper problems with the movie. But it’s telling that the best parts of the movie come early, in the low-key party scenes. Whedon seems most at home with that small scale—and not home at all with the action scenes, which feature lots of samey-looking robots in the grand tradition of samey-looking Chitauri and samey-looking Kree. (There’s also a scene where a giant holographic Ultron blob argues with a less-giant holographic JARVIS blob.)
There’s no standout action moment—nothing like the elevator scene in Winter Soldier or the airplane scene in Iron Man 3. There isn’t really anything new—except maybe the Vision, a fascinating screen presence introduced too late in the movie to make a difference, and a weird focus on Colorless Eastern Europe. (Is the famously stingy Marvel creating their own tax-friendly countries?) Avengers: Age of Ultron is the superhero movie-as-variety show.
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Maybe the single most pleasant movie I’ve ever hated, Ant-Man is a snapshot from the moment when a movie studio became an assembly line. Or maybe I’m wrong, and Ant-Man is the renegade entry in the Marvel Studios canon – the fly in the ointment, if you will. Surely, we can all agree that the movie begins with the single worst scene in the history of the cinematic universe idea: Digital young Michael Douglas, cameo all-stars Agent Carter and Howard Stark, lots of SHIELD talk, the general feeling that “continuity-building” has taken over from “telling a story” as Marvel Studios’ prime directive. But Ant-Man also has some of Marvel’s best and loosest sequences. Paul Rudd’s natural playfulness as a performer radiates throughout the movie – and Michael Pena steals the movie.
Ant-Man’s a fundamentally more interesting character, in visual terms, than most Marvel Studios heroes. (He’s the only guy who can’t just punch his way out of a problem.) And there’s a joy in the early shrinking scenes that recalls the super-powered visions of Sam Raimi’s Spider-Man or Bryan Singer’s showcase scenes with Nightcrawler and Quicksilver. But there’s a weird emptiness to Ant-Man, too, and a strong feeling of What Might Have Been. Director Edgar Wright retains a screenwriting co-credit – alongside Joe Cornish, Adam McKay, and Rudd himself! – and you can almost spot the big-budget variation on Shaun of the Dead this might have been. But this is the first Marvel movie that can’t even motivate half its central characters: Evangeline Lilly spends the film patiently waiting for the sequel, and Corey Stoll is wasted in a decaf variation of every Iron Man evil corporate guy. There’s enough good here to make you excited for Ant-Man and the Wasp – and enough bland to make you worry that every new Marvel spinoff will just be an advertisement for the next Avengers movie.
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8. Iron Man 3
Over a billion dollars later, it's easy to forget the year-long skepticism that preceded the Iron Man threequel. Would people still want to see an Avengers movie with only one Avenger? Wisely, director Shane Black played his franchise debut as a relatively stripped down affair: The superhero equivalent of one of those ''Bond Goes On The Run'' 007 movies, sending Tony Stark on a thrilling armor-free road trip, complete with Ty Simpkins as a scenestealing kid sidekick who also feels like a self-aware parody of a kid sidekick.
Self-awareness permeates the film — one year later, Ben Kingsley's Mandarin looks more and more like a pointed response to the overarching seriousness of the Dark Knight franchise. And the fun-times vibe masks the film's central flaw. Because truth time: Extremis is a pretty boring thing to build a movie around, the least interesting derivation of Marvel's tendency to construct plots around All-Powerful Color-Tinted Energy Macguffins. (See also: the Tesseract, the Aether.)
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7. Doctor Strange
The fourteenth film in the Marvel Cinematic Universe marks an intriguing first for the series. Where past films drew on stories and characters from throughout comic book history, Doctor Strange draws much of its plot, visual aesthetic, and essential loopy vibe from the work of a single brilliant creative mind: Steve Ditko, the reclusive psychedelic genius who spent the much of the '60s illustrating the Sorcerer Supreme's adventures into realms of geometric chthonic pop art. Marvel Studios head honcho Kevin Feige is something of a Ditko fan, and the magic sequences in the film capture the swirly, wormhole-in-your-mind's-eye feel of Ditko's inhuman visions. Building on the adventurous wit of 2015's Ant-Man, this is another Marvel film that tries to redefine what a superhero fight sequence looks like, with a standout rolling-gravity chase through multiple New Yorks and a clever final act that inverts the usual urban-destruction climax.
Visually, this is a groundbreaking film for Marvel. Narratively, it's a curious step sideways… and backwards. The whole wounded-genius-on-a-journey-of-healing was done better in the first Iron Man – and where that film quickly flew past the origin story, Strange spends much of its first hour on a mythology PowerPoint presentation, with Tilda Swinton's Ancient One sending Stephen Strange on a mission to study magic hard. The film suddenly begins right when it starts ending, with Mads Mikkelsen's nefarious renegade sorcerer launching an attack on all the Earth's Sanctums at practically the same moment that we find out the Sanctums are important. The film's supporting cast is insanely overqualified — Michael Stuhlbarg is the comedy relief's comedy relief! — and Benedict Cumberbatch gamely tries to honor his character's deeply spiritual journey while following the Marvel mandate requiring every superhero to say a sarcastic one-liner every three minutes. Doctor Strange mostly suggests the possibility of the excellent sequel they can make now that all the pre-production work is out of the way.
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6. Iron Man
Downey was coming off a run of little-seen good movies (Zodiac, Kiss Kiss Bang Bang) and littler-seen less-good movies (Charlie Bartlett, A Scanner Darkly). Jon Favreau was coming off the big-budget curio-flop Zathura. Gwyneth Paltrow was on the tail end of her pre-Goop career as an indie-glam movie star. And together, they created the Marvel Cinematic Universe.
That might sound like hyperbole — especially now, years later, when Marvel Studios is a growing empire of narrative franchises. But it's impossible to overstate the importance of Iron Man's central creative forces. Favreau blended the zippy antics of Sam Raimi's Spider-Man franchise with an improvvy swagger, giving Downey space to turn Tony Stark into a totally unique creation dripping with nerdy machismo. Paltrow made an ideal no-bull love interest — her scenes with Downey have a screwball crackle that remains unique in dude-skewing superhero cinema. Nobody really remembers Jeff Bridges' bad guy — an early sign of Marvel's villain problem — but it's a testament to how much fun Iron Man is that it barely even seems to need an antagonist.
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5. Guardians of the Galaxy
The tenth movie in the Marvel studios doesn't depart wildly from the company's narrative formula: The wounded hero, the team-of-misfits-who-don't-get-along-until-they-get-along, the all-powerful villain holding an all-powerful stone for reasons of pure abstract villainy. What makes Guardians exciting is how it dresses up all of Marvel's tropes in wild, colorful new outfits. A space-opera adventure filled with neon-skinned aliens, scored to '70s cheese-rock hits, Guardians is both more openly nerdy and more swaggeringly raucous than its predecessors. It helps to have an eclectic cast playing eclectic characters: Chris Pratt and Zoë Saldana play far-flung variations on Marvel's lovable dude and badass lady protagonists, and Dave Batista practically steals the movie as the rock-like Drax, while Bradley Cooper and Vin Diesel bring a gun-toting raccoon-esque creature and a gentle-giant attack-tree to life. The first half of the movie writes checks that the final act can't cash; this is yet another Marvel film that ends with a huge digital army attacking a huge digital city hugely. But Guardians brings a new note of energetic whimsy to the proceedings. Or, in the words of Saldana's Gamora: ''We're just like Kevin Bacon!''
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4. The Avengers
Hawkeye is extraneous. The Chitauri aren't particularly compelling final-act villains. Captain America's modern-day costume is a bit janky. These and other minor quibbles all invariably fade away in the face of writer-director Joss Whedon's monumental achievement. Whedon takes the intrinsic mash-up silliness of the concept — brilliant scientist meets super-soldier meets mythic god meets Jekyll-Hyde monster-man meets cool chick with a gun — and turned Avengers into one of his trademark personality-clash action-comedies. The movie just had to be a proof-of-concept demonstration for the linked-universe idea, but in Whedon's hands, it became a rousing thrill ride overstuffed with micro-details — Galaga! Harry Dean Stanton! The phrase ''mewling quim''! The planning behind Avengers took years and carried the weight of decades of anticipation, but Whedon made a film that feels light on its feet. A wild, raucous delight.
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3. Captain America: Civil War
The best Avengers movie is the worst Captain America movie. Is that a bad thing? Maybe not. Coming one year after the crammed Age of Ultron, Civil War pushes the world’s favorite superteam in a genuinely dangerous connection. What if the Avengers’ weren’t a funny-squabbling family who deep-down really loved each other? What if they had a real difference of opinion – and what if they were both right? In the democratic vision of writers Christopher Markus and Stephen McFeely, every hero fits in just right: This film rescues Ultron residue Scarlet Witch and the Vision, rediscovers the original poignance underlying Downey’s rapidfire banter, and finds a way to integrate diverse comedy stylings (Deadpan Hawkeye, desperate Ant-Man, straight-man Falcon, Spock-ish Vision).
It all climaxes in The Big Scene, the one teased in all the trailers. That scene is worth the price of admission. And credit to returning Cap helmers Anthony and Joe Russo for merging wild superpowered-fighting with the ground-level action of Winter Soldier. The midde-movie superspeed chase is a high point, lower-stakes but higher-octane than anything in the cosmic climaxes of most Marvel movies since Avengers. And credit the Russos, too, for trying to curate the Cap/Iron Man divide into a multi-layered conflict: Two friends disagreeing, two opposing sides devolving from mutal respect to hostility. This is the movie that Batman v Superman, The Amazing Spider-Man, and Avengers 2 wanted to be – all this, and a rushed-but-exuberant Black Panther backdoor pilot, too!
As a delivery-system for Avengers, Civil War is unparalleled. As a Captain America movie, the seams show. The whole central conflict depends on a couple of characters with thinly sketched motivations. Whereas the Big Reveal in Winter Soldier resonated deeply in Marvel (and American!) history, the twists at play in Civil War feel beamed in from a much simpler movie. (There’s a radical retcon of one character’s backstory which feels like a needless shock tactic.) A desperately weird love-interest subplot drags the film to a halt. To credit Civil War’s successes also means acknowledging its faults. If Winter Soldier was Marvel’s sensitive Saving Private Ryan, this is the franchise’s The Longest Day: A megamovie where the whole is less than the (massive) sum of its parts.
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2. Captain America: The First Avenger
You've got a supporting cast stacked high with ringers doing top-notch work: Wry-but-sad Stanley Tucci, crusty-yet-lovable Tommy Lee Jones, sneering Hugo Weaving, sniveling Toby Jones, dashing Dominic Cooper doing Robert Downey Jr. doing Tony Stark as Cary Grant. You've got Hayley Atwell, whose tough-cool-beautiful love interest left such an impression that a TV spinoff is on the maybe-horizon. And you've got Chris Evans doing the precise opposite of his old Human Torch and investing his Steve Rogers with an undercurrent of melancholy that makes the film's potentially cheesy old-school heroism feel hard-won.
More than any other Marvel Studios film, First Avenger feels the most like a film — a complete journey, from Rogers' ascension to heroism through his ultimate self-sacrifice. Along the way, director Joe Johnston infuses the film with a snappy retro spirit, shooting the film in a style that simultaneously suggests war photography and war propaganda. (Johnston is the one Marvel director so far whose particular authorial instincts triumph over the studio's house style — which is why Captain America occasionally feels like the brilliant Rocketeer sequel nobody ever realized we wanted.)Captain America remains the only Marvel film to feature an Alan Menken song. Cap's period-appropriate, star-spangled paratrooper outfit remains the best Marvel costume. And with all due respect to Iron Man, no Marvel film has a better last line. ''I had a date.'' DEVASTATING. There'll probably never be another film set in First Avenger's WWII milieu — which makes the movie even more of a unique, singular achievement.
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1. Captain America: The Winter Soldier
Does it seem strange to put three Captain America movies at the top of this list? It would — except that whereas Marvel's other franchises represent formulas repeated, the Cap sequel offers a very different take on its hero from its predecessor. Winter Soldier is not First Avenger. We know that right off the bat, when we see that Cap's pastel-kevlar suit has been replaced a dark-blue stealth outfit. It symbolizes a greater shift: In bringing Cap into the modern world, the sub-franchise has replaced the rah-rah Old Glory-colored jingo of The First Avenger with a shades-of-gray color palette. Steve Rogers is a man out of time — a fact confirmed by a visit to a Cap exhibit in the Smithsonian, the first time in any Marvel film that a hero has taken a moment to consider his own legacy.
In the lead-up to the Cap sequel, the filmmakers talked a lot about its relationship to the paranoid thrillers of the '70s — a lineage confirmed by the presence of Robert Redford, having a blast as politico Alexander Pierce. And part of what makes Winter Soldier such a stunner is how it takes that paranoia seriously: The film's second half is rife with conspiracy theories, throwing fascism, NSA overreach, the military-industrial complex, and Wikileaks into the stew. S.H.I.E.L.D. has always been the least interesting part of the Marvel films, but Winter Soldier finds a dark heart underneath the organization's glimmering exterior.
But if Cap 2 is maybe the smartest Marvel movie yet, it's also the most unabashed pure action film of the bunch. The freeway car chase-turned-gunfight, the opening stealth attack that plays like Zero Dark Thirty on a boat, the final pounding battle between Cap and the titular Winter Soldier: There's a weight to these scenes that's lacking in the high-flying adventures of Cap's fellow Avengers. It's less openly stylish than the color-blasted Thor movies or the glitzy Iron Man series, but the Russo Brothers know how to direct big action with a light touch.
Most impressive of all: Where most superhero movies are ultimately tales of self-realization, laser-focused on the lead protagonist, Winter Soldier is a film with a genuine supporting cast, a pro-teamwork odyssey with Cap backed up by Black Widow (Scarlett Johansson, never better even if her wig has never been worse) and the Falcon (Anthony Mackie, begging for his own spinoff.) In a vacuum, Chris Evans' Steve Rogers is probably the least compelling of the Big Three Avengers — not funny like Downey's Stark, not a charming Viking jock like Hemsworth's Thor — but Evans' relatively low-key performance allows the movies around him to feel more vibrant, atmospheric, and alive.