Spider-Man 2" is the best comic book superhero movie made to date, and not simply by default. The story and screenplay come from Alfred Gough and Miles Millar (co-creators of "Smallville"), Michael Chabon (author of "Wonder Boys"), and Alvin Sargent (Oscar winner for "Julia" and "Ordinary People"), and more than any other film in this genre it is true to the character and what made him Marvel Comics' most popular superhero in the 1960s. I teach a unit on Spider-Man in my Pop Culture class where we compare the original Stan Lee & Steve Ditko stories to what is being published today and my students have to deal with the key elements of the comic book. This time around Sam Raimi has those elements nailed big time.

The story picks up two years after the first film, which is reprised through artwork by Alex Ross during the title sequences. Peter (Tobey Maguire) is now in college, working a part time job, fighting crime, and generally making a mess of everything. Being Spider-Man is a burden and it is beating Peter Parker down. He loses his job, his grades are slipping, and even his powers seem to be leaving him. He still loves Mary Jane Watson (Kirsten Dunst), but all he can envision is a life where his enemies would threaten her life and he has to endure seeing her picture on billboards and posters all over New York City. It becomes clear that our hero is coming to a cross-roads in his life, but we have no idea what will be the final straw, as it could be anything from the bank foreclosing on the house of Aunt May (Rosemary Harris) or Dr. Curt Connors (Dylan Baker) flunking him to J. Jonah Jameson (J.K. Simmons) really firing him from the "Daily Bugle" to Mary Jane ending up with some other guy (Daniel Gillies).

What made Spider-Man endearing was that he was the victim of such bad luck. With power comes great responsibility but you would think a guy could catch a break now and then. There is a point where a bruised Peter tries to make his way home and as he reaches out to steady himself against a parked car you KNOW that as soon as he touches it a car alarm goes off. Spider-Man endures a lot of slings and arrows in this film (e.g., Aunt May never told him how to do laundry) and all the while the gods just look down and laugh.

The Green Goblin was something of the ultimate villain for Spider-Man because he was the one who learned the web-slinger's secret identity. But the consensus of my students each semester is that Doctor Octopus is the best Spider-Man villain. Dr. Otto Octavius (Alfred Molina) intends to make nuclear fusion work and is employed by Harry Osborn (James Franco), who dreams of making a fortune during the day and of killing Spider-Man to avenge his father at night. Of course things go horribly wrong, and the four metal tentacles that Octavius has created are now fused to his body and have driven him insane.

We have all seen the trailer for "Spider-Man 2" and the scene where Doc Ock interupts a potentially tender moment between Peter and Mary Jane by throwing a car through a window at them. This must happen over an hour into the film but it starts off a series of fantastic computer generated fights between the hero and the villain. The reason for this and why the pairing is so perfect is that Spider-Man and Doctor Octopus can both fight on the vertical axis as well as the horizontal. These two go at each other on the side of buildings and falling through the air as well as on top, on the sides, and through the middle of a subway train. Then you throw into the mix that Doc Ock can be carrying off someone Peter loves and still have three mechanical arms pounding away at Spider-Man. More importantly, when Spider-Man travels around by his webbing in this film it no longer looks like something we would expect from a Saturday morning cartoon.

But the conflict between Spider-Man and Doctor Octopus is only one of a half dozen that provide the interpersonal web of problems closing in on Peter and the way they all fit together gives "Spider-Man 2" a weight hitherto unsuspected in superhero movies. This point is best evidence by the fact that Aunt May is major supporting character in the film just as she is in the comic book. There were always two women in Peter Parker's life and the one constant was always Aunt May.