Welcome to Phase III of the Marvel Cinematic Universe, where the solo superhero films get an "Avengers"-sized cast and even Spider-Man can swing out of the clutches of Sony Pictures and into a Marvel Studios movie. In other words, you'd need a lot of action figures to recreate "Captain America: Civil War," but you'd also need to do more than just smack them into each other; Marvel's latest is ambitious, but it makes sense and succeeds in ways beyond pure spectacle.

The same couldn't be said of "Avengers: Age of Ultron," a film that "Civil War" kind of pardons by virtue of coming out just a year later and being better. Although both films demonstrate what made 2012's "The Avengers" a success — an understanding of the importance of humor and character-driven moments in between giant action sequences — "Civil War" has a more intriguing premise and more cohesive plot, even if you need to have seen both "Avengers" films and "Captain America: The Winter Soldier" to truly get behind it.

"Civil War" has the potential to be a beautiful disaster. Captain America (Chris Evans) and Iron Man (Robert Downey Jr.) are at the core of this disagreement over whether the Avengers should be held accountable to the United Nations after all the destruction their "avenging" has caused, but Falcon (Anthony Mackie), Black Widow (Scarlett Johansson), Scarlet Witch (Elizabeth Olsen), The Winter Soldier (Sebastian Stan), War Machine (Don Cheadle), Vision (Paul Bettany), Hawkeye (Jeremy Renner), Ant-Man (Paul Rudd) and even newcomers Black Panther (Chadwick Boseman) and Spider-Man (Tom Holland) all take sides for various reasons. That's a dozen superheroes to manage in one film  but who's counting?

Directors Joe and Anthony Russo do a pretty incredible job considering all the super- stallions in their stable. They devote the time needed to make it clear where each character is coming from, albeit some better than others. Credit also to writing duo Christopher Markus and Stephen McFeely, who have been with the "Captain America" films since the beginning, each of them completely different than the other but all very good.

The key is that "Civil War" never loses sight of what drives these characters, even when that motivation is spotty. If we're going to believe these heroes will fight each other, the reason better be very good, and the reason it's good is actually kind of surprising.

After years of superhero films in which the aftermath of the destruction caused by these big building-demolishing grand finales has been overlooked, "Civil War" gets personal and looks at the loss of innocent life caused by this devastation. It adds a powerful human touch to this massive-scale story. Yes, the heroes duke it out at a German airport way longer than they should, quipping back and forth way longer than they should, but there's a lot of one-on-one scenes that don't involve throwing punches that balance it all out.

And that's not to take away from the action. Although some of the sequences toward the beginning feel a bit blurry (and that's in standard definition, not 3D), the Russos make every moment of action count and really think about the characters involved in each action shot. The creativity, staging and thrill factor are extremely strong as they were in "Winter Soldier," plus the violence is grittier and more palpable for a PG-13. It's clear that the future "Avenger" films, which they will direct, are in capable hands.

While the novelty of seeing several superheroes in one film has worn off a bit, even this time with them fighting each other, characters like Black Panther and Spider-Man make a difference in giving some of that novelty back. Marvel has done well introducing characters in smaller films before bringing them together, but here we see the value in doing the opposite. The fresh dynamic between Downey Jr. and Holland, for example, turns out to be a highlight of the film and will get even the most exhausted Spider-Man fans excited to see what Sony and Marvel Studios do with this younger Peter Parker next. And Black Panther gets a surprisingly effective story arch in this movie that bodes well for his upcoming solo adventure.

Reining in the chaos is the crowning achievement of "Civil War," and the secret proves to be finding the small moments to put in check the gigantic stature of the film. It also helps that these smaller moments all connect to the core moral conflict of the film; we aren't following disparate story lines. Everything serves or can be tied back to the core concept of how autonomous superheroes should be allowed to be, which really ties into why these heroes do what they do, a hugely important question that gives so much credence to this movie and, in a way, the entire Marvel Studios mission.

Dozens of films and almost a decade in, it's incredible to watch Marvel continually deliver. If they use the blueprint of "Civil War" as a model for building this third phase of movies, there's no reason they won't continue to make film after satisfying film.

~Steven C

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