This is even better than the first one! When he's not falling from great heights, Spidey is magnificent, graceful, explosive and just out and out a beautiful sight to see as he goes spinning his webs throughout the city! Despite all the personal problems he faces he still manages to come out a winner in this one. The first scene with Doc Ock and his invention, the snatching of Aunt May, the fight with the Doc on the train and Spidey's attempts to stop a runaway train are splendid examples of how to do a movie right. I even saw a bit of the Matrix moves intelligently spun into the action scenes. Talk about catch your breath, put you on the edge of your seat action. I recommend this film in all its respects...even at the point where there's a bit too much dialogue slowing it down in some areas, it's not enough to dampen what is essentially a visual and aural delight. Don't waste time...Go see this one!