I used to think this film was great, but then I grew up. Greater sophistication means greater appreciation for the majestic perfection of the original. Unfortunately, it also means the glaring faults of this flick are all the more obvious with each viewing. This film contrasts the rising nationwide fame and influence of Michael Corleone, a more cold-blooded version of his brilliant father Don Vito, with the early life of Don Vito and the beginnings of the Corleone crime family. Problem is, even though Robert De Niro's portrayal of Vito is brilliant, to be honest, we don't care. The current situation in late 1950's Las Vegas is more interesting and faster paced, making the retro turn-of-the-century scenes anti-climactic and an unwelcome break in the real action. More flaws abound. An assassination attempt against Michael is blamed on two different parties at once, and we are left wondering which one Michael really thinks betrayed him. When Michael finally tells Fredo, we are left wondering if he's telling the truth, when I think we're supposed to be fully aware at that point. Michael always knows a lot more than we do, and that's a problem. Hyman Roth could have been a great movie villain, but nothing he does or says in this movie makes any real sense. Again, his motives are murky, and he knows more than we do. Is he motivated by revenge for Michael's killing of Moe Greene? or by greed? we're never sure. His health is so bad, we might believe he should retire, but why he doesn't is left unclear. There are several major choices made by characters in this movie that I didn't buy. One by Michael, one by Fredo, one by Kay. Of them all, I'm most inclined to buy Fredo's, but even then, the flick doesn't explain it properly. At the end of this flick, as a result of Michael's choice, Connie should have a very emotional reaction, similar to her final scene in the first film, but Coppola, inexplicably and unfairly, robs her of that. The film ends before we can see it. I think there was a constant tug-of-war between Coppola and Puzo that resulted in these issues. The first flick was a direct adaptation of the book, but there was no book this time around. The purpose of this flick, which it accomplishes to a certain degree, is to show Don Vito building a family and a life in America, and his cold-blooded heir Michael destroying it. If the plot threads had made more sense, this could have been a great film.