During its two hours and 22 minutes, plenty of time existed for it to grab my attention. That moment never arrived.

The major problems, as I see them:

• It’s clearly overstuffed. Everyone complained when Batman and Spider-Man sequels stacked three villains against a single superhero. The Avengers gives us one main bad guy (albeit with minions and creatures), but seven heroes. Yes, everyone gets his or her turn, but for most, it’s just that — particularly in the case of Jeremy Renner (Mission: Impossible — Ghost Protocol), whose Hawkeye is pushed to the margins.

• The villain is weak. One problem with Thor was a bland antagonist in Loki, played by Midnight in Paris’ Tom Hiddleston. To draw a direct line from that movie to this one, he’s back, he’s bad ... and he’s still boring. And I never got a sense for who he is, in either film, other than he's sniveling, in a mustache-twirling manner. For a movie as massive as this, I feel like the villain should be iconic. Perhaps he is in Thor’s world, but he’s arguably among the least known with audiences.

• Joss Whedon was a poor choice to steer the ship. Beloved by Buffy fans, director/co-writer Whedon has made one feature film before this, 2005’s Serenity, a box-office flop but cult hit, based upon one of his short-lived TV shows, Firefly.

Although Serenity toils in the sci-fi genre as well, its scale was considerably smaller, and he is incapable of handling some — not all, but some — of the action scenes here, where the camera is so close, the editing so quick, you cannot tell what is going on. I think of the first scene of Scarlett Johansson’s Black Widow character, yet we didn’t have to decipher her moves in Iron Man 2. (One thing you won’t have to decipher? The performance of Cobie Smulders as S.H.I.E.L.D. agent Maria Hill, because it’s 100-percent cardboard.)

And for someone so lauded for dialogue and humor, why — with the notable exception of Robert Downey Jr.’s Iron Man and a few quips — are the characters’ words so leaden? Why isn’t the movie funnier? I’d argue it has less humor than all its predecessors except 2008’s The Incredible Hulk. There’s a post-credit stinger that clearly contains Whedon’s sardonic touch; The Avengers could use much more of that. For “that,” go see the other movie out now he co-wrote, the very clever, smart and satisfying The Cabin in the Woods.

• It plays a little too much to the fanboys. Look, I’ve read probably 100 adventures of these characters in the last five years, and even I can’t catch all the references. Normally, they’re such throwaways that it doesn’t matter. But the ending left me — and will leave a majority of audiences — asking, “Huh? Who’s that?”

• One of the best characters is ... well, I can’t tell you, but it’s going to be the detriment of the films from here on out.

• 3-D sucks. If a film is not meant to be 3-D, it shouldn’t be converted to such, period. The result is a darker picture that adds nothing, except perhaps a headache. I spent half of The Avengers with the glasses off, and it was rarely blurry, proving the gimmick’s needlessness. Don’t pay the premium if you don’t absolutely have to.

But I know you will, and I hope you have more fun than I. This one will gross a billion dollars, all but assuring a sequel ... that I hope improves upon the original. —Rod Lott

Hey! Read This:
• Captain America: The First Avenger film review 
• Iron Man film review 
• Midnight in Paris film review 
• Mission: Impossible — Ghost Protocol film review 
• Thor film review