I remember seeing trailers for 2018’s Spider-Man: Into the Spider-Verse and mentally undermining what this movie could be. Because in my day, the animated version of the “real movie” was something that was released direct to DVD. Little did I know this film would kind of come out of nowhere and change the conversation about what an animated movie and a superhero movie should be. Aside from effortlessly allowing casual viewers into the world of multiverse lore (before the MCU got there), Into the Spider-Verse was crammed with breathtaking visuals, engaging characters, and altogether felt like something we’d never quite seen before.

A sequel to such a groundbreaking feat of cinema certainly has its work cut out for it. And yet, Phil Lord and Christopher Miller’s Spider-Man: Across the Spider-Verse one-ups the original in just about every imaginable way, and sets the stage for a grand finale that could reach even loftier heights.

We pick up some time after the events of Into, and open on Gwen Stacey (Hailee Steinfeld), whose police officer father is unaware of her superhero identity. Matters are complicated when a death occurs where her superhero alter ego is present. Meanwhile, in his universe, our protagonist Miles Morales (Shameik Moore) is struggling to adapt to his new life as Spider-Man, struggling life as a Brooklyn high school student while keeping his identity hidden from his parents. An event reunites Gwen and Miles, and puts them into contact with Spider People of many other universes, to face off against a seemingly innocuous villain who might pose a bigger threat to the multiverse than anyone could have imagined.

I can’t believe I’m saying this, but Across the Spider-Verse improves upon Into in every way. There is so much going on here, visually, tonally and emotionally. There are so many references to worlds we know, worlds we’ve yet to see, and worlds that couldn’t possibly exist outside of a movie like this. It’s just been announced that a live-action Miles Morales film is in the works, and I don’t know how this could possibly top what we’ve seen in these stunning animated films.

But I’ll hand it to directors Joaquim Dos Santos, Kemp Powers (who co-directed Soul) and Justin K. Thompson, taking over for Into the Spider-Versedirectors Bob Persichetti, Peter Rasmsey and Rodney Rothman, who manage to make a sequel that is so obviously a part one and ends on a giant cliffhanger (complete with a “to be continued…” card) feel like very much it’s own very contained narrative. Across the Spider Verse masterfully continues the work of a film that came out of nowhere in December 2018 and snatched the Oscar for Best Animated Picture away from Pixar. It’s very likely that will happen again. Every frame of this is just overwhelming in how gorgeous it is. It’s an embarrassment of riches and there are plenty of images I’m going to be thinking about for a very long time.

The voice actors are on fire as well. Shameik Moore and Hailee Steinfeld have the vocal chops to add to what’s on the page for Miles and Gwen, and the two feel like impeccably developed characters at this point, and the viewer eagerly anticipates where their story could go from here. Reprising roles are Jake Johnson, as the comic relief Peter Parker of his universe as well as Bryan Tyree Henry and Luna Lauren Velez as Miles’ parents, and they all bring a lot to their voice performances. Joining the party are Karan Soni, Daniel Kaluuya, Oscar Isaac and Issa Rae as additional Spider-people new to this installment. And there are a bunch of other new players here who I don’t want to spoil for those going into the movie for the first time.

Spider-Man: Across the Spider-Verse is absolute sensory overload in every way. It’s 140 minutes long but never feels it. The pace is relentless and borderline chaotic and doesn’t let up for a moment. However, what really shocked me is beyond all the whiz-bang choreography and immaculately detailed set pieces lies a surprisingly heartfelt story and emotional core we so rarely get in superhero movies. It’s a mind-bending extravaganza of color and spectacle and design, but at the end of the day this is a very touching coming of age movie with all the emotional beats that you need in one that works.Across the Spider-Verse is equally as compelling as a character study as a superhero saga, and I think that’s likely why these films work as well as they do. It’s gently breaking your heart while it’s taking your breath away.