Peter Parker learns that being a superhero doesn't necessarily pay the bills, and at the beginning of "Spider-Man 2" he's struggling just to keep a job (he tries delivering pizzas-on-time while being Spidey, which may represent a new low in the superhero genre). Despite a mid-movie montage set to B.J. Thomas' "Raindrops Keep Falling on My Head" (!), this beleaguered sequel is unhappy, unfulfilled, and it doesn't know where to go as a film. Parker confesses guilt to his aunt over the murder of his uncle and is rebuffed, his lady-love is engaged to someone else, his eyesight is going, he has psychological problems, and Spider-Man is being called a "masked menace" by once-adoring New Yorkers. The film invents a foe in Alfred Molina's Doctor Octavius, but he's a ridiculous villain; with four iron tentacles grafted onto his back (with pincher-heads that seem to have brains of their own), he proves just as powerful as Spider-Man--and what's the point in that? Spider-Man gets a good pounding in this one, and the action sequences (always involving one of Parker's loved ones as a target) are CGI crazy. Tobey McGuire is still rather odd in the lead; sleepy-eyed, like a post-modern Tommy Kirk, he has a wonderful moment late in the film trying to stop a speeding subway car but otherwise just ambles through. Director Sam Raimi pauses occasionally for moments of Spidey beauty, but whole scenes don't play (such as every moment at the Daily Bugle), character conflicts are muddy and confused, Molina looks embarrassed, and the tag at the end--setting up the next sequel--is woefully clumsy. Staying true to formula, in movie trilogies the second installment is always the weakest. **1/2 from ****