Though Harry Potter and the Half-Blood Prince received a kid-friendly PG from the MPAA, this thrilling fantasy is just as likely to make a mom with a mortgage don a wizard’s hat as it will her young son. This is a dark, shadow-filled entry to the series, which could bring nightmares, regardless of the age of the viewers.

With Voldemort on the loose, his Death Eaters are bolder than ever, and their evil influence extends into the Muggle world. Dumbledore (Michael Gambon) whisks Harry (Daniel Radcliffe) away from a summer with the Dursleys to help him return a wizard to the Hogwarts fold. But Dumbledore doesn’t just want Horace Slughorn (Jim Broadbent) for his teaching expertise: the former professor possesses a telling memory of Tom Riddle (the future Voldemort), and this may help Dumbledore and Harry learn how to fight the dark wizard.

Once Slughorn is on staff, Dumbledore charges Harry with extracting this memory from the man, and Harry tries to use his status to get closer to the fame-hungry professor. However, Slughorn isn’t his only concern. Mysterious attacks begin to plague the school, and Harry thinks a treacherous Snape (Alan Rickman) and young Draco Malfoy (Tom Felton) are to blame.

Meanwhile, thoughts at Hogwarts are less on killing than they are on kissing, despite the menace that surrounds the school. Hermione’s (Emma Watson) feelings for Ron (Rupert Grint) are crushed when he begins dating the suffocatingly sweet Lavender Brown (Jessie Cave), and a potent love potion throws a dangerous element into the mix. Harry is also worried about Ron’s feelings, but mainly because Harry has his heart set on his best friend’s younger sister, Ginny (Bonnie Wright).

As the school year progresses, peril draws closer to the wizarding school. Dumbledore entrusts Harry with a mission that may be too much for the young wizard, even though a prophecy has declared him “the Chosen One.”

Though director David Yates’s experience prior to Potter consisted primarily of sedate British TV dramas, he has adapted remarkably well to the action and scope of this series. The fight scenes are tense and tight, though we could’ve used one or two more (namely, the epic final battle from the book). The director also smartly follows the lead of Alfonso Cuaron (Harry Potter and the Prisoner of Azkaban) rather than Chris Columbus (the first two adaptations). Though the series is set in a fantasy world filled with witches, wizards, and werewolves, Cuaron and Yates acknowledge that this universe’s inhabitants are still human, and that’s never been clearer than in Half-Blood Prince.

Hormone levels are high in this adventure where the heroes are approaching adulthood. The Hogwarts’ PDA policy is quite lax, or perhaps the adults have better things to do—like saving the wizarding world. The film spends almost as much time on the Hermione-Ron-Lavender love triangle and Harry’s angst over Ginny as it does on the wizards’ attempts to thwart Voldemort’s plans. Though there is plenty of teenage heartbreak, these scenes also give a welcome break to the darkness of the story.

The three principal actors — Daniel Radcliffe, Rupert Grint, and Emma Watson — have aged along with their characters, and they’ve each gotten more talented. Half-Blood Prince could be the series’ funniest offering, and these actors are the primary reason why. They have an easy chemistry that translates nicely to romance for Grint’s Ron and Watson’s Hermione, while Radcliffe succeeds in playing the ever-supportive friend.

The adults in the cast are, as always, a talented roster of who’s who in British cinema. The series newcomer, Jim Broadbent, won an Oscar for his fine dramatic work in Iris, but he’s equally adept at comedy. His Horace Slughorn is slimy and scheming, but it’s hard not to feel sympathy for the man.

However, the best addition to the cast and crew is Bruno Delbonnel, the movie’s director of photography. Half-Blood Prince is simply gorgeous, and with Delbonnel’s credits on beautifully shot films including Across the Universe and Amelie, it’s easy to see where to heap the praise. It looks alternately dreamy and rooted in reality, and the more muted palette works perfectly with the film’s shadowy themes. The special effects team at ILM also deserves credit for their work, especially on the haunting beauty of the flying Death Eaters and the spectacular destruction of a London bridge at the film’s beginning.

Fewer accolades should go to Steve Kloves, the screenwriter who has worked on all but one of the adaptations. Distilling a 650-page novel into a 150-minute film is no easy task, but Half-Blood Prince seems dumbed down, even for a book that is supposed to be a children’s novel. For a film and book series that has always been about imagination, this adaptation spends a lot of time telling — rather than showing — in the effort to save time.

Though Half-Blood Prince doesn’t rank with the series' best — Prisoner of Azkaban — it does provide a fine set-up for the two-part finale, Harry Potter and the Deathly Hallows. Think of this as the series' Empire Strikes Back in terms of tone; evil wins the battle, but there’s hope that good will win the war. I’ve got my fingers crossed that Deathly Hallows won’t be Return of the Jedi.