I enjoyed almost all of this. It does have things that the first lacks, such as a villain presence, grander battles(and more armored participants in them, without getting excessive; some will argue that it's chasing first, combat second), and a greater amount of action(if a little of it is merely showing off) which, again, puts you right in the situation, as well as during flight(not as spectacular or breathtaking, not sure why). There is not a lot of tension in this, certain things don't pay off(this forgets that it's its own thing, not only a setup for Avengers) or have consequences, and there's not enough sense of "danger". The score, with a handful of exceptions, is a wallflower. I barely noticed it. This is missing the constant energy that its predecessor had, albeit it relatively seldom really slows down. There is not sufficient development for the plot(that never really grabs us) or the characters(of whom there are too many and they are not all granted motives, nor do they always make sense in what they do), and so much occurs in merely one film. Next to nothing moves ahead from where it was left off last time. The Black Widow gets to do a bit of awesome fighting(a little of it looks odd somehow, perhaps because of the angles), Johansson nails the femme fatale thing(looking *stunning* all the while) and if you think catsuits can't get any hotter, you *need* to see her in hers... but she(and a rockin' Jackson) serve no purpose, and they are not used for *anything* in this. Dialog can get a tad annoying, especially that of the overly dorky and awkward Rockwell(why is it popular to put weird roles in American flicks?). With that said, the humor is of the same tone and typically works, the lines are(often) as fast and as sharp, the acting is great, the FX are photo-realistic(thank you, ILM) and beautiful(without getting terribly indulgent), it is exciting and the editing and cinematography are excellent, this time, as well. If you want to be entertained, this will do the trick, if you expect a similar approach as what we got from Favreau before. This is not as good, however. There is plenty of mild violence, several instances of suggestive/skin-laden material and infrequent moderate language in this. I recommend this to any fan(and if you like the comics and the tying together of the franchise, stay after the credits). 7/10