Editor’s note: This review contains major spoilers for Avengers: Infinity War. You can — and really should — catch it tonight at the Apollo Theatre instead of reading ahead. Don’t say I didn’t warn you.

Over the course of the previous 18 films, Marvel charted the rise of a cast of super-powered characters who all now share a pop-culture pedestal. To many, they may as well be real — in a changing world, their heroism has provided a welcome source of stability. Every year, fans rely on a handful of new stories, each invested in illustrating and protecting a shared sense of humanity. Recently, Marvel has used their considerable platform to set a new bar for representation in blockbuster filmmaking with the wildly successful Black Panther, a precedent which they promise to match in the coming years. It’s safe to say that never before has a franchise captured the hearts of such a wide audience in so little time — Marvel knows this, and had every reason to expect a massive box office success from their biggest title ever released.

In other words, they set the perfect trap.

Infinity War, the third Avengers movie and certainly the best so far, is nothing short of diabolical. Directed by Anthony and Joe Russo with a screenplay by Marvel veterans Christopher Markus and Stephen McFeely, the film sees right through your expectations. It knows that you think either Captain America or Iron Man is going to bite the dust; it understands your fatigue with giant battles against nameless enemies; and it’s aware that you couldn’t care less about Thanos, that big purple space man you may have caught a glimpse of in previous installments. Not only does Infinity War ensure that those predictions and worries crumble into ash, but it actively works against them, providing a compelling counter-narrative that not only subverts, but also inverts the typical comic-book movie trope of good triumphing over evil into a story that seems like exactly the opposite — though good and evil are barely involved at all. Much like Captain America: Civil War, every character is thoroughly convinced that they are doing the right thing; yet unlike Civil War, the stakes could scarcely be higher.

Whether Thanos can even be considered the antagonist of Infinity War is up to the viewer. Given the most screen-time of any character in the movie, his arc is eerily similar to that of a typical superhero rather than that of a villain: a call to action, a rise to power, a deeply personal sacrifice, and a hard-won victory. His ambitions come across as tragically misguided rather than delusional, largely thanks to the film’s deep concern with his troubled past. Consumed by the fate of his overpopulated home planet, which fell into ruin due to — in Thanos’ opinion — its leadership’s refusal to sacrifice some of its citizens for the benefit of the rest, Thanos has concluded that the best way to cure the ills of the universe is to cleave its population in two. The only way to achieve this end is through the possession of an Infinity Gauntlet imbued with the power of six unique Infinity Stones, which will, in his words, allow him to turn half the universe to ash with a snap of his fingers. Once he is finished, he says, he will watch the sunrise over a better world. Remarkably, he does just that.

Despite its overt focus on Thanos, Infinity War spends plenty of time following more familiar characters in their struggles to thwart him. A few related but neatly-packaged subplots follow groups of heroes in their journeys across both Earth and the universe at large, resulting in a film that may play like multiple episodes of a television show intercut with one another, but is never anything less than coherent. Fears of a mish-mash of superheroes filling every frame in a melting pot of CGI spectacle should be put to rest — the number of prolonged fights in the movie can be counted on one hand. Nonetheless, this is pure entertainment, with a gripping plot that features a variety of locations and long-anticipated character pairings. Want to see a proverbial dick-swinging contest between Star Lord and Thor? Wish granted. Aching for an Iron Man/Doctor Strange match-up? You got it. Curious whether Rocket Raccoon has the mettle to captain his own ship? Probably not, but that’s exactly what you’re getting. Wherever the film’s focus shifts, it’s always deeply intentional, and the payoff is satisfying, giving each character their due while never lingering long enough to test your patience. Curiously, most of the original Avengers are sidelined in favor of others — a decision justified by the rug-pull of an ending, and a clear set-up for a sequel more tightly focused on their journey. Through it all, the film strikes a largely successful tonal balance between humor and heartbreak.

When it comes to that heartbreak, Infinity War doesn’t pull a single punch. Its many, many deaths range from visceral, to emotional, to flat-out devastating. It’s hard not to pity the thousands of parents whose kids attended the movie dressed as Spider-Man and who had to explain to their children why their hero died terrified and begging for his life (in a brilliant, sickening improvisational turn from Tom Holland). We won’t know for another year if the characters who turned to ash will be brought back, whether in their original form or as spirits once trapped in the Soul Stone — in that time, many will rightly grieve. Those who dismiss the deaths as meaningless given their likely reversal could stand to re-evaluate why we watch these movies in the first place. Marvel films have always been about their characters above all else, and to them, Thanos’ genocide is permanent, real, and impossibly devastating. Now, the Avengers truly have something to avenge: half of the damn universe.

For a mainline release from one of the biggest franchises in the world, Infinity War has a surprisingly cynical streak. Kindness, friendship, and love — all concepts which, in previous films, have carved the heroes’ paths to victory — here lead to nothing but failure, as characters continually refuse to sacrifice those they love despite the overwhelming consequences.

Conversely, Thanos wins precisely because he’s willing to make that sacrifice — a parallel the movie practically begs audiences to draw. As he watches the sunrise from his home just before the credits roll, it’s hard to imagine anyone finding satisfaction among the horror they’ve just witnessed. Yet Infinity War’s investment in its themes lends the completion of Thanos’ goal a certain poetry, allowing the film to stand on its own and offering some kind of catharsis, however bleak.

Love it or hate it, Infinity War won’t be forgotten in a hurry. One hopes that its sequel — which will be released in just a year — won’t completely undo the consequences of Thanos’ victory, as the near-silent sequence of characters turning to ash deserves to be remembered as the haunting gut-punch it is. Yet taken on its own, the third Avengers outing is still a remarkable achievement in filmmaking, managing to juggle dozens of characters without losing its audience along the way. Barring its reliance on prior knowledge of those characters, the movie presents a convincing case for the continued existence of the Marvel Cinematic Universe — for a franchise so often derided for its predictability and weightlessness, Infinity War is the perfect counterpoint. Over the course of the next year, it’s worth relishing the bold reality of this now-broken universe. There may not be a film quite like this one ever again.