While the technical aspects and special effects of this film should be highly praised, it is the writing that really sets it apart. Cheesy puns in a comic book can be funny on occasion, but many times they offer no more than filler to get to the next panel. The characters (especially Jonah Jameson) have witty dialogue and great timing, the we-have-to-say-it catch phrases and puns aren't too over the top, and tiny little plots that have nothing to do with the big picture are entertaining in themselves. Spider-Man 2 gave characters that didn't shine in the first movie a chance to, and let us get to know the others better. Octavius/Dr. Octopus was solid both as a hero and villain, we got to see more of Aunt May. She may be the real masterpiece of this sequel, as she is not just the old lady to be saved, but the one who saves Spider-Man.