Peter Parker (Tobey Maguire) is shown right at the start to be consumed with problems. He works part-time at a pizzeria but never seems to deliver it on time, even when he changes into Spider-Man (a minute later means free pizza for anyone). He also works part-time for sturdy, no-nonsense J. Jonah Jameson (J.K. Simmons) but is in danger of losing that job because he can't get any good pics of Spidey. Peter is also failing science classes and failing to acknowledge his love for Mary Jane (Kirsten Dunst), who is about to get married to an astronaut. His best friend, Harry Osborn (James Franco), questions Peter's loyalty when all Pete photographs is the web-crawler, the same person that killed his father. And to compound the weight on Peter's shoulders, his Aunt May (Rosemary Harris) may lose her house for failure to pay the mortgage! Oh, did I forget to mention that our friendly neighborhood arachnid has trouble spinning his web and keeps falling from enormous heights?

"Spider-Man 2" also has a new, threatening villain, namely Dr. Octavius (Alfred Molina), a truly ambitious scientist. He has a new scientific discovery: combining fusion with nuclei to generate an energy source similar to the sun. This energy source will help keep electrical bills down. To control the source, Octavius uses four mechanical tentacles fused to his skin, generated by a transmitter which allows him to maneuver them. I am still not clear why four tentacles are needed, but scientific questions should not logically be asked of any comic-book movie. An accident overrides the system, causing the transmitter to short out and leaving the tentacles to do what they wish. Octavius becomes a monster on six legs (known as Doctor Octopus), tormenting most of New York City and robbing banks to fund the ultimate fusion reactor. But how can Spidey fight him if he has chosen to relinquish his crime-fighting duties?

"Spider-Man 2" is not an action spectacle, certainly not as hair-raising or as fast-paced as the original. Rather director Sam Raimi and novelist Michael Chabon attempt to fashion the human characteristics and foibles of Peter Parker. Very wise move. There are many welcome scenes where Peter merely talks to his aunt (who has some idea of why people need heroes), Mary Jane, Dr. Octavius, Harry, his seething pal, and so on. There are some witty exchanges between Parker and his landlord who insists that Pete pay his overdue rent. But something is missing, perhaps some aura or level of surprise. The movie starts in fits and spurts, like a broken engine. There is a blandness in the direction when Raimi aims for those endless close-ups of Maguire's cherubic, sincere face. The movie feels inert at times, hardly as invigorating in the dialogue scenes as in the high-powered action scenes.

There are moments to savor, though. An intense fight sequence aboard a speeding train where Spidey fights Doc Ock results in a truly hair-raising, heart-stopping moment where Spidey...well, I wouldn't dream of giving that away. Doc Ock's T-Rex-like rampage where he climbs on buildings and swings those tentacles with enormous force are true marvels of special-effects (though I could have lived with less cars thrown against the screen). And Peter and Mary Jane's relationship unveils new angles - can he ever admit to her the truth of why they can't be together? And what about Harry Osborn's own strong dislike of Peter's devotion to Spidey? Honesty is one of the virtues that this movie insists upon - it builds character for a superhero.

Don't get me wrong: "Spider-Man 2" is entertaining in its own way and more character-driven than we have any right to expect (Molina makes an inspired Doc Ock). My Spidey-sense just tells me that it could have been so much more.