"Spider-man 2" is a much more serious movie than the original. This may catch fans of the first movie by surprise. Gone is the lightheartedness of nerdy Peter Parker's life (there may an odd scene here), gone is the sweet puppy love between Parker and MJ (here it's full on heart breaking, soul searching love)and gone is the joy of discovery of powers and responsibility (here it's about finding the right balance). For about the first 90 minutes of THIS movie Peter Parker can't catch a break. He loses (among other things) his faith, his ideals, and his reason for putting on the costume.

The action is also very paced out in the movie, with the three major action scenes coming in the second half. There are interludes of speech which are deftly written, but makes the viewer pine for the movie to kick into high gear. When it does though, oh boy (!) does it deliver - the piece de resistance being a train sequence that puts movies like 'Speed' to shame. Each one of the action sequences are masterful, and it is evident where the money has been spent in this movie. Watching Spidey swing through NYC is sheer exuberance.

Yet the brilliance lies in the depth of this movie, what some may believe is boring exposition, but don't be fooled. Raimi and co. have crafted a wonderful movie here. I just felt it could have been 10 minutes shorter.

True to form, the movie ends on a spectacularly high note while setting up the sequel.