When Spider-Man was adapted for the big screen for the third time in 15 years as part of the Marvel Cinematic Universe, nearly every creative decision seemed driven by one goal: ensuring that the new series wouldn’t repeat what prior entries did. In fact, Tom Holland’s first solo outing as Spider-Man in 2017’s Homecoming skipped many recognizable beats of those previous films, not depicting the character’s tragic origin story and omitting references to the quotable Uncle Ben. Heck, it didn’t even feature any scenes of Peter Parker swinging across skyscrapers in Manhattan. 

Clearly, a lot can change in four years. Holland’s Spider-Man trilogy comes to a close on Friday with the release of Spider-Man: No Way Home, and for a series once so concerned with not revisiting the franchise’s past, a large part of it involves, well, revisiting the franchise’s past. No Way Home connects three previously unconnected film universes, giving Spider-Man the sort of crossover finale Avengers: Endgame provided the MCU as a whole.

It might just sound like a nostalgia trip, and the movie does have quite a bit of that — but this, thankfully, isn’t all that’s offered. Holland’s strong performance, an emotional central narrative, and the relationships driving the series help keep No Way Home more satisfying than not. 

No Way Home picks up directly after Far From Home‘s shocking cliffhanger: Peter Parker has been outed as Spider-Man and falsely accused of murder. The film’s frantic opening sequences explore the paranoia and chaos this brings, wreaking destruction on the lives of everyone around Peter. These early scenes are some of the movie’s most compelling, not only because they delve into new territory for a Spider-Man movie by exposing Peter’s identity but because they keep things focused on how this affects the problems of an average teenager — in this case, graduating high school and trying to maintain relationships with his girlfriend, MJ (Zendaya), and best friend, Ned (Jacob Batalon), as they head to college. One surprisingly heart-breaking sequence sees the three planning their futures in Massachusetts together, only for them to be rejected from MIT because of the public’s hatred for Spider-Man. 

That leads the story to expand as Peter convinces Doctor Strange (Benedict Cumberbatch) to cast a spell that will make the world forget he’s Spider-Man. It goes horribly wrong and results in five iconic villains from past Spider-Man films, dating back to 2002’s Spider-Man, to enter the picture: the Green Goblin (Willem Dafoe), Doctor Octopus (Alfred Molina), Electro (Jamie Foxx), the Sandman (Thomas Haden Church), and the Lizard (Rhys Ifans).

At its worst, No Way Home caters too explicitly to viewers’ nostalgia for the villains’ original appearances. In one or two cases, they even repeat, word-for-word, exact lines from prior films — a wearying bit of fan service. But despite these callbacks, No Way Home generally looks for new things to do with the old characters, reveling in the fresh dynamics created by bringing them all together. The differences between their worlds are used, for example, to comment on the franchise’s history in hilarious and creative ways, unexpectedly birthing some of the funniest moments of any MCU film. 

The film also ensures the returning villains are here to service Peter’s story, rather than just be winkingly self-referential. A big part of Peter’s arc this time involves the movie’s most surprising choice: applying the Spider-Man philosophy of “with great power comes great responsibility” to the franchise’s antagonists. If Peter has a responsibility to help those around him, the film asks, does that not also include doing everything he can to help the villains, rather than just sending them back to their universes to die? It requires Peter to make a few puzzling decisions — such as inviting a group of multiversal villains back to the place he’s currently living. But that angle is still a unique direction to take the characters — as opposed to a pure retread of how we’ve seen them utilized before — and it would work even if these villains weren’t ones we recognized. 

As No Way Home goes along, its emphasis on fan service grows more and more prominent, and in the truly wild third act, viewers will see things they could only have dreamed of happening in a Spider-Man movie. Plots from pre-Holland films that once seemed like they’d be abandoned forever even receive satisfying resolutions.

But No Way Home can get carried away here and there, losing some focus as a result. Certain moments are blatantly designed to generate big reactions on opening night, as if Marvel is trying to engineer more viral videos like the ones of audiences losing their minds when Captain America picked up Thor’s hammer in Avengers: Endgame. While moments like these are fun crowd-pleasers, some exist largely because Spider-Man fans want to see them — not because they actually have a huge amount of relevance to this story. 

But these bits don’t completely overtake the film, and No Way Home ends up sticking the landing in a big way. Fan favorites are, in the end, used to drive home an affecting lesson that feels appropriate to their characters and which help justify their involvement. The movie also circles back to the trilogy’s heart: the heroic spirit driving Peter Parker to be Spider-Man, and his relationship with his friends. 

If No Way Home‘s only moments worth talking about were those that referenced past films, it would be fun but forgettable. But some of its most memorable, tear-jerking scenes don’t have anything to do with the returning characters at all. Holland delivers what is by far his most impressive performance yet as the web-slinger during the film’s powerful closing stretch.

Of course, this won’t be Marvel’s last time delving head-first into the multiverse. The studio’s next film, Doctor Strange in the Multiverse of Madness, is also expected to be something of a crossover event featuring the return of Wanda Maximoff (Elizabeth Olsen) after WandaVision — and fans are already in a frenzy about what other surprise characters could show up. It remains a serious risk that a growing emphasis on cameos and nostalgia will eventually bring down one of Marvel’s future blockbusters, as fan service and callbacks become all there really is to see. But with No Way Home, we’re not there yet.