I was surprised at how much I enjoyed this superhero sequel. I wonder, if I had seen the original in a better theater, would I have liked it as much as I did this one? I don't know. I've never had a desire to rewatch it and, as much as I enjoyed part 2, I'm not sure I'd ever rewatch it, either. But I'll be there for part 3. What most impressed me about this one is that they added a whole host of new elements, but didn't let them drag the film down by making it overlong or overcomplicated. The whole Avengers thing is deftly handled. I actually find that whole concept pretty funny, because it banks on the fact that all the other Marvel franchises are going to be just as successful as this one when we already know that they won't be (see the last Hulk movie - are they going to have to reboot it again in order to work it into the Avengers movie?). The Iron Man movies just have a lot of things going for them. First off, the cast is just amazing. Robert Downey Jr. is a big part of the success here. Gwyneth Paltrow, while not as good an actress as she was a decade ago, holds her own nicely opposite Downey. Don Cheadle replaces Terrence Howard as Lt. Col. James Rhodes. Both are strong performers, but, for sentimental reasons (i.e., Boogie Nights), I prefer Cheadle. The sequel adds Sam Rockwell as Tony Stark's chief rival. Mickey Rourke is a Russian physicist/gangster who comes after Stark. Sam Jackson is in the sequel a lot more (his only appearance in the original was post-credits). Scarlett Johansson plays a mysterious intern hired by Paltrow. She clearly has some secrets. And Jon Favreau himself is great as Stark's bodyguard (well, Iron Man doesn't really need a bodyguard, I suppose; maybe Happy Hogan is his assistant?). Favreau is a pretty good director. I especially like the way he integrates humor into the film without going overboard with it. Downey's subtle hilarity helps a lot in that respect, but there's a spirit of improv to a lot of the dialogue that's just a lot of fun. Justin Theroux, whom you may remember as an actor in Mulholland Dr., actually wrote the screenplay for the sequel (his only previous screenplay being Tropic Thunder, which netted Robert Downey Jr. an Oscar nomination), so he gets a lot of credit for keeping it all together. The film doesn't actually contain a ton of action sequences - only three really big ones (and they all deliver), so it's quite impressive how entertaining the film is from beginning to end.