First, if you have seen Superman II, you already know the basic plot of this film. There is nothing original about this film except the villain, who indeed is very cleverly portrayed. Everything else is a rehash of the first Spider-man or other superhero movies.

Second, the middle hour of this film is incredibly dull. I don't mean a little dull. I mean downright boring. The kid next to me was fidgeting like crazy as Spidey went through the standard Superman II crisis of confidence. There were just completely inexplicable extended scenes of Tobey Maguire stumbling around town (a highly fictionalized NYC) doing absolutely nothing (for those who have seen the film, just exactly why did they have to spend 30 seconds showing, from several different angles as if this was a replay of a touchdown at the Superbowl, him falling down in the street?). My jaw practically dropped when "Raindrops Keep Falling on My Head" from "Butch Cassidy and the Sundance Kid" played (it was brilliant in Butch Cassidy, pointless here). The speeches by Spidey's aunt - heck, her entire plot line - were absolutely banal, and Maguire had absolutely no chemistry with her at all. None.

Third, the screenwriting is amateurish. Minor characters are introduced - a slim girl who obviously likes Spidey and puts some awkward moves on him, for instance - and then disappear without a trace. Really terrific cameos - Bruce Campbell as a snide usher - were pretty much wasted and just show what might have been accomplished by better lead actors. Willem Dafoe shows just how great a villain he was in the first Spiderman in a brief appearance at the end of the film. There is nothing remotely as good in this film as he was as the Green Goblin.

Fourth, the acting is terrible. Tobey Maguire is so dull it is difficult to describe. I don't think he had his heart in this film. If being expressionless, passive and indifferent is great acting, though, he should win the Oscar.

Kirsten Dunst is a good actress but wildly miscast. She doesn't vaguely resemble the top fashion model she is supposed to be. I give her credit for injecting what few moments of emotional realism exist in this film. Unfortunately, you can see her straining to project anything authentic against the wooden Maguire.

I could continue - the plot makes no sense, characters do things in ordinary circumstances that no normal person in the world would ever do, the plot of the entire first quarter of the movie that Spidey can't make a decent living appears and disappears for no reason - but I think the point is made. Don't believe the hype. This is not a good movie unless you are a die-hard Spider-man fan. People in our theater were laughing at inappropriate times, such as when the leads tried to feign liking each other. The special effects are good, but nothing else. The film could have been cut a good hour and lost nothing, it is way too long as is. For the kids, and at most only worth seeing once.