Yes, I cried in a Star Trek movie. First time for everything.

I’m not exactly a Trekkie – before this J.J. Abrams-led reinvention of “Wagon Train in Space,” the only entry in the canon I truly loved was Star Trek IV (or as I always call it in our house: “the one with the whales”).

Like the recent craftily re-engineered James Bond (thank you, Daniel Craig and Judi Dench) and Batman (yup, you are ok by me, Christopher Nolan) franchises, 2009’s Star Trek and this new sequel Star Trek Into Darkness mine and refine the source material as if the filmmakers are re-staging one of Shakespeare’s famous “problem plays” to appeal to modern sensibilities.

Notably, Chris Pine as Captain Kirk and Zachary Quinto as Mister Spock eliminate the pork from their hammy forebears’ performances (William Shatner and Leonard Nimoy respectively) while keeping the trademarked tics (goony alpha male swagger and goonier pointy ears also respectively). What both do so smartly (and what brought me to tears at a significant twist in the film’s final act) is give these iconic characters vulnerability and flawed humanity. No offense Mr. Priceline Negotiator Shatner, but I will take Pine’s wounded-little-boy-compensating-for-his-deep-seated-insecurity-by-affecting-a-swaggering-prick persona over, well, your swaggering-prick-persona any day of the week.

The film wisely stocks its other iconic roles with a bevy of gifted character actors: Karl Urban (my personal favorite as the crusty, twinkle-eyed, metaphor-spewing Dr. Bones), Zoe Saldana, Anton Yelchin, Simon Pegg, John Cho, Peter Weller, and the always phenomenal Bruce Greenwood. The ensemble work in these films is feisty, zippy, and fun and should be used as a case study in acting schools everywhere: how to engage your audience and create a credibly warm ensemble dynamic in the midst of rampant CGI, deafening explosions, tilt-a-whirl camera angles, and spoof-worthy use of lighting flares.

I will close on this point. Bar none the canniest thing Abrams does (similar to the casting of Guy Pearce and Ben Kingsley in that other summer tent pole, a little movie called Iron Man 3) is select Sherlock‘s and War Horse‘s Benedict Cumberbatch (what a name!) as the film’s main big bad. He is a marvel, commanding every minute of screen time with his handsome yet slightly space alien visage and basso profondo voice. He almost seems bored with EVERYONE around him and, given his sociopathic mission in the film, that works swimmingly. With his nuanced menace, he joins the ranks of Heath Ledger’s Joker, Tom Hiddleston’s Loki, and Javier Bardem’s Silva in the rogue’s gallery of perfect post-modern, post-millennial popcorn film villains.