As far as superheroes go, we love Peter Parker because he’s an Earth-bound misfit, not some Krypton pretty-boy or misunderstood mutant.

There are other human superheroes, but Peter’s not rich and privileged like Bruce Wayne or bloodthirsty like Frank “The Punisher” Castle. Peter is like all of us, blessed with a certain talent, but dealing with everyday burdens like debt, deep secrets and dreams he’s dashed as a noble sacrifice to those he loves.

Despite the seeming perks, it stinks to be Spider-Man. It’s at first fascinating as this sequel subverts the original’s whimsy, taking away the thrill both Peter and the audience felt at watching Spider-Man evolve. This kind of superhero self-reflection is certainly welcome. But by the time our hero strikes a Jesus Christ pose, it doesn’t take Spidey sense to see the poor Parker storyline has Petered out.

It’s a big flaw in an otherwise thrilling ride, bursting with both some of the best action and acting you’ll find in a superhero movie. Inspiration strikes when Spider-Man returns to full-tilt, but with a better balance of spectacle and sentiment, it could have been a four-star, fist-pumping triumph.

Returning as Peter Parker, Tobey Maguire finds even more facets to play in arguably the most emotive superhero any comic book has given us. He can’t hold down either of his jobs, keep up his failing college grades or make time with Mary Jane (Kirsten Dunst), the love he swore off to keep her out of harm’s way. Even his superhero powers are failing him at key moments.

Peter has made too many concessions to be Spider-Man and casts the suit off, right as the mechanically menacing Otto Octavius (a perfect Alfred Molina) stalks his way through New York.

Octavius, now Doctor Octopus, is the victim of a fusion experiment gone bad — four technologically advanced tentacles he used for work firmly planted both in his back and brain. Much like Willem Dafoe in the original, we see Octavius go mad and bad, his tentacles seducing him with a conversation of sorts. Molina beautifully projects his own tortures.

Hoping to test his experiment again, he makes a deal with Harry Osborn (James Franco). Harry’s still bristling at the thought that Spider-Man killed his father and offers Octavius all the stuff he needs if he’ll bring Spider-Man to Harry, who has murder on his mind. Franco, obviously veering toward villain, is the only weak acting link here. For part three, he must learn how to do more than brood and clink ice around in a highball glass.

Sam Raimi returns his amplified directorial stamp to this franchise, whether it’s references to his past works such as Evil Dead II or Darkman or the firecracker sense of humor that lightens the mood here when necessary. The film brims over with supporting-character comic relief.

Two mini-epic battles between Octavius and Spider-Man alone are worth the price of admission. The first unfolds during a bank robbery by Octavius, which becomes a brisk chase up a skyscraper. The second, truly thrilling confrontation comes atop, aboard and around a runaway subway train — a masterpiece that concludes with a touching moment of common-man admiration, marred only by the dopey religious imagery.

Spider-Man 2 ultimately works because it’s filled with everything we want, just not exactly in the proportion we’d like to see it. So it’s not the perfect comic-book movie. The people who made it are, after all, only human — just like Peter Parker.