By JEFFREY WESTHOFF - comp:000049183ad5:000000023d:5016 new
"Iron Man 3" opens this week. (Photo provided)

“Iron Man 3”

3-1/2 Stars:

Rated PG-13: for intense sequences of science-fiction action and violence throughout, and brief suggestive content

Running time: 2 hours, 10 minutes

Who's in it: Robert Downey Jr., Gwyneth Paltrow, Ben Kingsley, Guy Pearce

What it's about: Prone to anxiety attacks after battling aliens in “The Avengers,” Tony Stark (Downey) now spends most of his time tinkering on new armor. That changes when a terrorist calling himself the Mandarin (Kingsley) threatens Tony’s girlfriend (Paltrow) and brings the war to Tony’s front door.

Verdict: Superhero series usually lose their footing in the third outing, but director Shane Black, replacing Jon Favreau, avoids the third-movie curse by crafting a movie much different, and much more personal, than the first two. For most of the story, Downey had to prove his heroism without Iron Man’s armor. Kingsley’s villain is odd, but that makes him more chilling. As big as the action sequences are, Downey commands the film.

A series’ third film is not supposed to be as fresh and nervy as “Iron Man 3,” but this series has always bucked the conventions of superhero movies. Never forget that the first movie ended with Tony Stark junking the whole secret identity thing and declaring, “I am Iron Man.”

Historically, the third film in a superhero series is the one that becomes both bloated with too many characters and emaciated by too thin a plot. This happens when the studio decides profits from action figure sales trump the virtues of storytelling. “Spider-Man 3,” where the studio forced director Sam Raimi to include Venom as a villain, has become the go-to cautionary tale, although “Batman Forever” paved the way.

Marvel has gotten smarter since “Spider-Man 3,” and “Iron Man 3,” with Robert Downey Jr. again superb in the title role, sidesteps the problems associated with the third-movie curse by not repeating the first two films. “Iron Man 3” has a different feel from its predecessors, including “The Avengers,” and that makes it as surprising as it is exuberant. For once, an Iron Man movie doesn’t end in a CGI smackdown between Tony Stark and a villain who has acquired a more powerful suit of armor.

Shane Black, who previously directed Downey in “Kiss Kiss Bang Bang,” takes over directing duties from Jon Favreau and delivers more of a hard-core action movie with a driven pace. Favreau shows there are no hard feelings by reprising his role as Happy Hogan, Tony Stark’s head of security, and scoring some early comedy relief before the action turns grim.

The story picks up sometime after “The Avengers,” where Iron Man flew into a wormhole to stave off an alien invasion during the climactic battle in Manhattan. The very mention of New York will trigger an anxiety attack in Tony, so he spends most of his time puttering in his lab perfecting new versions of his Iron Man suit. He is now up to the Mk 42 armor.

Several figures and events from Tony’s past, illustrated in a flashback to New Year’s Eve 1999, will return to haunt him. A former girlfriend, Maya Hansen (Rebecca Hall), has almost perfected her formula to regrow lost human limbs. While I always thought scientists in the Marvel universe who developed formulas to regrow limbs turned into giant lizards, Maya’s approach has a more lethal side effect: The body might overheat and explode with a blast that rivals a concentrated nuke.

That side effect gains the attention of a terrorist who calls himself the Mandarin (Ben Kingsley), and patterns his look after Osama bin Laden. For the Mandarin, lackeys who can blow themselves up without the aid of explosive vests make the perfect suicide bombers.

While that is brewing, rival tech genius Aldrich Killian (Guy Pearce) comes calling on Stark Industries and hopes to woo Tony’s gal Pepper Potts (Gwyneth Paltrow) into a business and romantic relationship. Tony once spurned a younger, geekier Killian that same New Year’s Eve in 1999. Killian founded a think tank called AIM, so longtime Marvel fans know he shouldn’t be trusted.

Tony’s friend Jim Rhodes (Don Cheadle) also returns, now promoted to the president’s (William Sadler) personal bodyguard. “Rhodey” has changed his nom de guerre from War Machine (which tested as too militant) to the Iron Patriot, with the suit receiving a red, white and blue makeover.

It has become a trend in a series’ third installment to tear the hero down to his basics and make him prove himself once more with only his wits. It happened with James Bond in “Skyfall” and with Batman in “The Dark Knight Rises” and with Iron Man here. Just as Bruce Wayne spent most of “Dark Knight Rises” separated from his Batman identity, Tony Stark spends most of “Iron Man 3” without the armor that provides his super powers.

First the villains attack Tony’s friends, then they destroy his Jetsons-style mansion on the Pacific coast. Tony escapes, but his armor, with the artificial intelligence voiced by Paul Bettany, finally does what it threatened to do so many times in the previous installments. It conks out completely.

Tony winds up stuck in a small Tennessee town with no high-tech labs for repairs and no one to help him but a hero-struck young boy (Ty Simpkins) with access to an auto shop. The idea of a boy aiding a superhero may sound hopelessly corny, like something out of a 1950s DC comic, but Downey saves the bit by respecting the kid without betraying the least bit of sentimentality.

Black, who co-wrote the script with Drew Pearce, piles on the action (which includes a surprising amount of gunplay for a superhero movie), but he maintains the focus on Tony Stark’s evolving personality and his romance with Pepper, which got shunted into the background in the first two movies. Again, this attention to the hero’s inner turmoil invites comparisons to “Dark Knight Rises,” but where Batman is brooding and stoic, Iron Man is glib and quip-happy. The entry point may be similar, but the results are coded to the hero’s personality.

Downey’s quips and sarcasm help “Iron Man 3” generate more laughs than today’s standard comedies. Black also undercuts many typical hero moments, yanking away the bravado at the last moment. Stick around after the credits and you’ll be rewarded with a great joke.

The Mandarin is one of Iron Man’s oldest villains, but comic purists won’t be pleased with his portrayal. For a man who claims a Chinese identity, the Mandarin speaks with a strange, stilted Midwestern accent. Kingsley’s delivery makes the Mandarin’s terrorist pronouncements extra chilling, and his attitude becomes something else entirely once Tony confronts him. Overall, “Iron Man 3” benefits from a villain whose intelligence, determination and decisive actions recall Alan Rickman’s Hans Gruber from the original “Die Hard.”

Downey dominated this series from the start, but his control over “Iron Man 3” is even more impressive than in the first two films. With a flip attitude that hides a conflicted conscience, and an understanding of the character as deep as Tony Stark’s marrow, Downey continues to bring an electricity unlike any other performer in the superhero world. It is impossible to conceive of anyone else playing Iron Man. Good luck rebooting this one.