Before I get crucified for not praising this film, I want to say that I found it to be very entertaining, and I'm not sorry I saw it.

But be warned. I felt that this movie lacked the focus on character and plot that the first one had. In fact, I think it lacked focus, period. Maybe I'm being a little pretentious, but I thought the pacing of the film was totally off for the first hour of the film. Characters like MJ, Harry, and Aunt May are just thrown in without having anything but a few one-dimensional lines to say. The trailer leads you to think that Harry and MJ play major roles in this movie: they don't. Not to mention that one of the big problems for spider-man (I can't say what, but you'll see) is never really explained, and seems totally unnecessary in the first place. Also, I thought the CG effects were more obvious in this film (especially the first shot of Spidey...he looks like a video game character!)

So what was good about it? Well, the Doctor Octopus character and storyline are developed nicely (it's one of the few things the movie takes time on). Alfred Molina is endearing, with one of the best performances in the movie. Tobey McGuire does a good job as well, and JK Simmons (JJ) is given much more screen time. Oh, and the scene with Bruce Campbell is great.

Also, despite their CGI-ness, the action scenes are better than the first movie's.

Bottom line: if you want action and excitement (what it does well), I think you'll be pleased. If you want anything else, you may be a little disappointed. 6.5/10