Exactly one year after Joss Whedon’s The Avengers, audiences every where have been anxiously awaiting Marvel Studios‘ Iron Man 3. You would think with how successful The Avengers has become, Iron Man 3 should have no problem coasting toward success. Financially, Iron Man 3 should do gangbusters – it already has overseas – but since Marvel has opened Pandora’s box to a greater cinematic universe, the true victory will rely on whether this film can hold up on its own without the crutch of the other Avengers.

The first of it’s kind, no other film has ever taken on the burden of being the sequel to two separate stories. Although both Iron Man movies and The Avengers are part of the same universe, Iron Man 3 must be looked at from both angles differently. Marvel has now forced this upon all of its properties. This may work well in the comic book world, but can it feel right when it is on the big screen? With that said, director Shane Black had a huge weight on his shoulders to deliver not only a comprehensible Iron Man sequel, but also a continuation of where The Avengers left off.

Iron Man 3 begins New Years Eve 1999. We see Happy Hogan (Jon Favreau) guarding Tony Stark (Robert Downey Jr.) as he woos Dr. Maya Hansen (Rebecca Hall), inventor of Extremis – an advanced biological regeneration experiment. Before the younger, brash, and then naive Stark has a chance to impress Ms. Hansen with his knowledge in basic anatomy, he is interrupted by a stuttering, handicappable Aldrich Killian (Guy Pearce) who asks him to consider working together at Advanced Idea Mechanics (AIM). Unbeknownst to Tony, blowing off Killian would snowball events that would have major influence on his future.

Pushing forward to the present, after the events in New York with The Avengers, we find Tony tinkering away in his workshop per usual. Pepper Potts (Gwyneth Paltrow) is still the CEO of Stark Enterprises, but we find her worrying more about Tony’s current state of health. Finding out that there are spacemen with large hammers, portals that open up to aliens worlds, and a scientist who can turn into a raging green monster, Tony’s world of science and logic has flipped upside down. No longer the smartest man in the room, Stark begins to suffer from panic attacks, nightmares, and insomnia. To cope with this he spends his nights and every waking hour making variable suits of armor. His most notable work is Mark 42, which he is able to summon on to his body almost telepathically through implants injected into his body.

On the other end of the spectrum, a new menace threatens the United States in the form of The Mandarin (Ben Kingsley). Rebranded and given a new paint job envisioned by the President, Col. James Rhodes (Don Cheadle) continues to don the War Machine Iron Patriot armor as a symbol of hope and freedom for the U.S. people. Terrorist attacks and bombings escalate, and it isn’t until Happy is found in the crossfire that Tony begins to take an interest in foreign affairs.

Risking the lives of himself and Pepper by issuing an open invitation to The Mandarin to his doorstep, Tony must use his genius mind and abilities to get himself out of the mess that he creates. Not only does Tony realize a greater potential in himself and his armor, but he also uncovers deeper truths about The Mandarin that are linked to Dr. Hansen as well Killian, who is now fully mobile thanks to the Extremis program.

A lot happens in Iron Man 3, but luckily Shane Black never makes it difficult to follow. Black and co-writer Drew Pearce have developed a terrific screenplay for Tony Stark to grow as a character while also writing a shining example of how a superhero can stand up when the chips are down. For a good portion of the movie Tony can be seen without his armor, and how he come to terms with humanity, morality, his limits as a superhero, and how he must endure in order to stop his foe makes for a wonderful entry into the superhero genre. Robert Downey Jr. couldn’t have been any better as Tony Stark – it’s almost as if he was born for this role. If this is the last time we see him portray this character, he certainly goes out with a bang.

With a lot of the emphasis placed on Tony in this film, sadly we are not granted a lot of time with the villains to explore their motivations. Their intentions are clear to some extent, but not all their plans seem logical or thought out. Not completely understanding the villains’ goals provides very little tension or immediacy for Tony to save the day. Extremis, especially, is also never explained into detail and the rules of how the treatment works on different people is vague. There is a very bizarre twist that goes off canon from the comics that will cause a huge divide among movie goers that I see as a huge downfall for potential Iron Man films. I didn’t hate it, but it’s not something I truly cared for.

All of the performances are top notch, especially from Sir Ben Kingsley. He works The Mandarin like it was second nature. Gwyneth brings even more vivacity to Pepper that positions the character very well in the end. Rebecca Hall was unfortunately wasted as an actress and not given much to do, but Guy Pearce does a fine job bringing life to a character with little depth.

The direction of the story was handled well, but one of the biggest problems I had was with the pacing. Certain moments are rushed without giving them time to marinate, especially the points where Tony’s character arc changes and then again at the very end. This movie is filled to the brim with exposition and subplots, but if it had a little more time to expand certain areas while fine-tuning others Iron Man 3 could have been knocked it out of the park.

Iron Man 3 is grittier and more raw on every level – far more adult than any other Marvel Studios film to date. It could have easily obtained an R-rating if Shane Black had his way. Technically it is on par with what we have come to expect from a Marvel superhero movie. It is visually superior to a lot of the CGI creations we see today too, but the 3D is less to be desired. On many levels Iron Man 3 holds well to the Marvel cinematic style, but at the same time Black infuses his own flare which differs greatly from that of Jon Favreau in Iron Man and Iron Man 2.

As a sequel to Iron Man 2, this film is solid. It vastly improves the scope of Tony Stark’s impact on the world and is a great stand alone edition to the Iron Man franchise. But as a sequel to The Avengers this film fails on many levels. There are references to the team and what happened in New York, but nothing that could tie this film to the bigger picture. Not even S.H.I.E.LD. plays a role in this film and at no point are we told where anyone else is to get a sense of why they could not come to Tony’s aide. You would think with all the terrorist threats, someone from The Avengers or S.H.I.E.L.D. would come into play if the life of the President is in danger. Nope.

For anyone who loves what Marvel is doing and goes in expecting a great Iron Man film, you’ll be treated to a fantastic ride. And those hoping for another movie on scale of The Avengers may leave a bit disappointed. Iron Man 3 is a decent stand alone Iron Man movie, but in no way does it succeed as a continuation of The Avengers. Despite its flaws, Iron Man 3 is a hilariously enjoyable film that expands the character of Tony Stark very well and is filled with tons of spectacular action for anyone to enjoy.

Grade: B

Iron Man 3 is a whopping 130 minutes long and is rated PG-13 for sequences of intense sci-fi action and violence throughout, and brief suggestive content. It can be seen in 2D, digital 3D, RealD 3D, and IMAX 3D everywhere.