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After the roaring rampage of the first film, we finally see the Bride's (Thurman) fateful wedding rehearsal, interrupted by the eerie arrival of her ex-boss and lover Bill (Carradine). Then we're back in the present as the Bride heads to the California desert to confront her former fellow hitmen Elle (Hannah) and Budd (Madsen)--both of which take turns we could never predict, including a flashback of her training at the hands of the beard-stroking master Pai Mei (Liu). Finally, she tracks Bill to Mexico, where another surprise is waiting.

As this film progresses, Tarantino gleefully fills in the details and depth Vol 1 only hinted at. We learn why this is happening to such an extent that we begin to feel for each character. There are no heroes--everyone is a baddie! But strong back-stories add a viscerally entertaining punch--scary, jarring, funny, touching--that keeps a smile firmly fixed on our face.

Once again, Tarantino is playing with film genres, combining spaghetti Westerns with kung fu movies. We zoom from a horrific buried-alive sequence right into a lively campfire story and then a zany 1970s-style martial arts segment as cinematographer Robert Richardson plays with film stocks and ratios, colours and textures, accompanied by The RZA and Robert Rodriguez's canny score. References to other movies abound, of course, but you don't need to get them to enjoy yourself.

The performances are wonderful. Madsen emerges as a likable drunken loser; while Hannah continues her ruthless march across the screen, culminating in the film's one major action sequence, which surprises us with its intelligence, chaotic choreography and scream-out-loud conclusion. Carradine underplays Bill with a bracing offhandedness that catches us off guard after his sinister, unseen presence in Vol 1. And Thurman holds the film together beautifully, especially when she gets the rug pulled out from under her (and us) in the end. This is engaging, rousing and satisfying filmmaking, but never how we assume it'll be. So keep expectations in check and let Tarantino take you away!