Wow! OK, got that out of my system. I've just seen "Spider-Man 2" and my mind is still racing! In the perfect movie world a sequel should be everything it's predecessor was and hopefully a little more. In the comic book to film field, only "Superman II" and "X-Men 2" delivered. Now, far and above the rest, you can add "Spider-Man 2!"

The film begins 2 years after the first film ended. Peter Parker (Maguire) is subsidizing his meager photographer salary by delivering pizzas, often using his Spidey powers to fulfill his boss's "29 minutes or less" guarantee. His friend Mary Jane (Dunst) is winning raves on Broadway while his other friend, Harry (Franco) has taken over his father's corporation and is still seeking revenge on Spider-Man. who he blames for his father's death. Peter still lives with his aunt May and is trying to make it through college while fighting crime at night, But how much can a super-hero take?

That is the main story of this film. It's the same story that affects all comic super-heroes at one time or another. How do you live a normal existence when you're wearing a costume underneath your clothes? How can you fall in love? Heck, how can you take time out to go see your girlfriend's play when the city is depending on you? These are the questions Peter must confront and the answers he chooses will change more than his life, but those of the people he loves the most.

You don't go to a movie like this expecting to discover fine acting, but the performances here are excellent. Maguire does a fine job as the troubled hero and he shows a fine range of emotions. His scene with his aunt, when he tells her the truth about his uncle's death, is a true dramatic moment and both Maguire and Rosemary Harris as aunt May carry it off well. As the new villain in the story, Alfred Molina is well cast as Dr. Otto Octavios, better known as Doc Ock when an experiment goes wrong and he suddenly finds himself melded to a hideous set of tentacles. While Willem Defoe was a suitable villain in the first film, much was made of his costume. Here, courtesy of Oscar-winning effects supervisor John Dykstra, the villainous effects are smoothly executed, as are the many shots of Spider-Man swinging his way through the city. The story is first rate with just the right mixture of drama and comedy. A funny bit where Maguire complains his back hurts is a great nod to the fact that Maguire almost didn't do "Spider-Man 2" due to a sore back he earned on "Seabiscuit." Dunst is quite good while trying to decide Peter's romantic intentions and Franco burns nicely as a young man still grieving for his father and bent on revenge. Simmons steals all of his scenes as Daily Bugle editor J.J. Jameson, whose hatred of Spider-Man is only topped by his greed when Peter shows up with another exclusive picture of the web slinger.

A film packed with the little extras that make a movie great, on a scale of zero to four stars I give "Spider-Man 2"