To the delight of some and the disappointment of others, "Kill Bill: Vol. 1" was essentially one show-stopping fight scene after another, as the revenge-minded Bride (Uma Thurman) eliminated the first two members of the Deadly Viper Assassination Squad, not to mention countless guilty bystanders. Now she's got two more to go--Darryl Hannah's Elle Driver and Michael Madsen's Budd--before she reaches Bill himself (David Carradine), but "Kill Bill: Vol. 2" goes about its bloody business in a far more interesting way. It's still a wall-to-wall homage to the '70s spaghetti Westerns and kung fu movies that inspired the young Quentin Tarantino, and those who dismiss him for only making movies about movies will have all the ammunition they need. But the verbal virtuoso of "Reservoir Dogs" and "Pulp Fiction" is back. This is the Tarantino who isn't afraid to bring the action to a full halt and luxuriate in tall tales that take their sweet time getting to the point.

"Vol. 2" fills in the motivational and emotional blanks that left the first movie tasting like a meal made only of appetizers. We learn why the Bride left the DiVAS, why Bill ordered her assassination on her wedding day, what their relationship was all about, how our heroine obtained her fighting prowess (under the fierce tutelage of ancient Chinese master Pai Mei, played with haughty comic contempt by Gordon Liu), not to mention what happened to the eye under Elle's eye patch. Whether any of these questions matter is almost beside the point. There's no getting around the fact that "Kill Bill" is an adolescent wet dream, designed for those who relish movies not for relevance but for their cool moments. But those moments provide Tarantino and his actors splendid opportunities to strut their best stuff. Thurman and Hannah, two spectacular specimens of elongated blondness, face off in a no-holds-barred catfight in a rundown motor home that is great down-and-dirty fun. A buried-alive-in-a-coffin bit masterfully uses the sound of shoveled dirt to give you the claustrophobic heebie-jeebies. Madsen, as a nightclub bouncer, does his best work since "Reservoir Dogs." Carradine and Thurman's two big scenes together have a delicate mix of malevolence, desire and regret. The delicious soundtrack runs from old Ennio Morricone scores to terrific new music from RZA.

Though there are longueurs, the overall effect is hypnotic, and great fun. It's a movie, however, that lodges more in the gut and the funnybone than in the heart. As hard as Thurman huffs and puffs, the Bride's internal agonies remain rhetorical. The movie displays huge emotions, but we don't share them. "Kill Bill" is, in the end, a piece of spectacular silliness, but that's not meant with disrespect. The key word is spectacular.