KILL BILL: VOLUME 2 (2004) (****)

A lot of debate has arisen over the splitting of KILL BILL into two parts because it was indented to be one film. Does the film work as two films? Yes. Mainly because they have two different tones. Audiences going into VOLUME 2 thinking they are going to get the same non-stop action as the first film will be disappointed. The first film was closer to samurai and kung fu films, where as the second is closer akin to spaghetti Westerns.

What's so strikingly different about this film from the first is the time it pays to developing the characters. The film starts with a black and white recap of the first film by The Bride (Uma Thurman, GATTACA), reminiscent of old film noir trailers. Then the story flashes back to the massacre at the Bride's wedding rehearsal where we get more background on The Bride, including what she's been doing with her life since leaving the assassin's crew of Bill (David Carradine, TVs KUNG FU). This is the quiet before the storm.

Then we move forward to the current where Bill's brother Budd (Michael Madsen, RESERVOIR DOGS) now works as a bouncer at a strip club. Budd has given up the life of an assassin and understands The Bride wanting revenge. However, he's tired of his loserish lifestyle and certainly does not want to die. So he makes a deal with The Bride's nemeses Elle Driver (Daryl Hannah, SPLASH), who is now with Bill and hates The Bride with a passion. Nothing makes an action film greater than a great bad guy and this film has them in spades. They're conniving, twisted and each of them has their own flare and personality. I loved the little touch of Driver's notebook. It's a great little detail.

We then take a trip back to The Bride's training with master Pai Mei (Gordon Lui, FIVE MASTERS OF DEATH). The segment is filled with humor, style and great action. Bill tells a tale of Pai Mei before The Bride goes to him that is a perfect set up for developing his character. Lui is a kung fu legend and his character in this film will most likely be one of the most imitated characters in the film.

On her way to Bill, The Bride also meets up with one of Bill's old father figures -- an 80-year-old pimp, played by Michael Parks, who also played the sheriff investigating the massacre in VOLUME 1. I am not familiar with his work, which included starring in the 1970s TV series, THEN CAME BRONSON, but he's absolutely fabulous and one of the many small highlights of the film.

Though the acting is stellar from the entire cast, the real standout is Carradine. The relationship between Bill and The Bride is really developed well in VOLUME 2, getting a real sense of what went down between these two people and why it has led to his rampage of revenge. Carradine makes Bill a cold SOB, and at the same time, a man with deep feelings and occasional tenderness. He has a weapon quite powerful to wield against The Bride.

More than the first, this film has a lot in common with director Quentin Tarantino's other work like PULP FICTION and JACKIE BROWN. The dialogue is amazingly smart and funny. Within his lengthy dialogue segments, Tarantino has the uncanny ability of getting to the core of who his characters are and convincingly presents them on the screen. This is the kind of film that infects your brain and you can't stop thinking about how cool each segment was. John Ford once said that a good film has at least three good scenes and no bad ones. Every scene in KILL BILL: VOLUME 2 is a good one and that's what makes it so great.