Kill Bill: Volume 2

Everything the kinetic, colorful, superficially violent "Kill Bill: Volume 1" lacked in depth and character is remedied tenfold in Quentin Tarantino's stunning, cunning conclusion to his epic revenge fantasy.

Gone are the absurdist bloodbaths and the superficial grindhouse storytelling, and in their stead the wily writer-director transitions (with masterfully effortless cinematic aplomb) into a character- and dialogue-driven feast of substance and surprises -- which is, nonetheless, still punctuated by spectacularly stylish swordplay.

After a winking mock-noir prologue of recap narration, Tarantino opens "Volume 2" with a parched black-and-white flashback to the wedding rehearsal (glimpsed throughout last year's installment) at which The Bride (Uma Thurman), an unnamed and incognito former assassin trying to go straight, was brutally gunned down (along with everyone in attendance) by her former compatriots.

In this scene alone, there is more disturbingly calm import and essence than in all of "Volume 1," as Bill (David Carradine), the titular former boss and lover of the now-pregnant Bride turns up to wish her well in a lingering, visually imaginative reunion of outward composure and inward trepidation.

As The Bride begins to let down her guard under Bill's velvety-voice reassurance, the tension in this moment becomes inversely tremendous because we've seen what's coming. In the story's first installment Thurman has awakened from a coma six years after being left for dead in the mayhem that we're about to witness. But in a signal of his unexpected shift in tone, Tarantino pulls away in a crane shot as Bill's four remaining killers-for-hire enter the dusty West Texas church slinging machine guns.

The film then picks up where "Volume 1" left off: The vengeful Bride has slain two of those now-retired assassins (suburban mom Vivica A. Fox and deceptively delicate Yakuza mob boss Lucy Liu) in blood-soaked battles, and now she's gunning for the remaining pair as she beats a corpse-littered path to Bill's door.

Before it's over, she'll be shot-gunned in the chest with rock salt and buried alive by vindictive but melancholy and seemingly resigned-to-die Michael Madsen in a scene that makes chilling use of pitch blackness and 5.1 Dolby sound, and she'll be confronted with her own custom-made katana sword by psychotic, one-eyed Daryl Hannah in a close-quarters duel royale that literally tears down the walls of a trailer home in the desert.

Tarantino inter-cuts it all with character-rich scenes from The Bride's past, including her rigorous training at the wispy-white-beard-stroking hands of a merciless, 1,000-year-old, monastery-living martial arts master (Gordon Liu) straight out of a samurai movie.

These plot-entwining episodes have a style all their own, with grainy, oversaturated photography peppered with silly kung-fu-movie zooms, and the backstory they provide is part of the deliberate dichotomy of exploitation and depth between the two volumes of "Kill Bill." It's a difference so pronounced that I think it would be hard to watch the two films back-to-back -- and yet, in (retrospective) context most of the first half's inadequacies come out in the wash, revealing the whole of "Kill Bill" to be nothing short of 100-percent pure, trademarked Tarantino-brand genius.

The director's dexterity is especially evident when he takes another spectacular and startling sharp turn toward thorny emotional complexity as The Bride finally does come face-to-face with Bill. Thanks to Tarantino's gift for deliciously effusive, accessibly esoteric, pop-whacko dialogue and Carradine's unexpectedly earthy, enlightened, calmly charismatic performance as the mass-murdering assassin squad kingpin, this psychologically-charged passage becomes as much of a showdown as any action set-piece that comes before it.

If the completed "Kill Bill" has any Achilles' heel, it's that the stimulating astuteness of "Volume 2" raises the project's stock to the point that plot holes are harder to shrug off. Tarantino never explains why the other assassins wanted, with such vicious venom, to see The Bride "suffer to her last breath." I was expecting the backstory to reveal some double-cross -- but it never came. Neither does he realize how it lowers The Bride's credibility as a brilliant ex-assassin that she can't seem to get the drop on her opponents -- especially when they have a relatively easy time getting the drop on her. And say, just where does the girl keep getting all those new clothes, motorcycles and cars?

But just as the unflappable Thurman unexpectedly reveals a plethora of pensive layers between of cold-blooded rage and re-awakened vulnerability over the course of the two films, "Kill Bill" also grows steadily in vitality and audacity as "Volume 2" builds to a climax that is at once comical, gripping, elegant and powerfully raw.

The movie's most brilliant moment, however, comes a little earlier, and in another flashback as The Bride discovers that she's pregnant just before what should be another fight scene. The comedic tension of that ensuing episode may well rival Samuel L. Jackson's diner showdown with Tim Roth in "Pulp Fiction" as the ultimate example of Tarantino at the top of his wry, incisive game.