Kill Bill Vol. 2 is such a hairpin turn away from the amusing but disappointing first chapter of Quentin Tarantino's epic that unsuspecting moviegoers can almost be forgiven for the knee-jerk negative response it is sure to elicit. I was absolutely flabbergasted by the film, and I sat stunned in my chair watching perfection emerge from what I had written off as a self-indulgent, masturbatory mess.

Finally, we see the reason for dividing Kill Bill into two volumes, aside from the purely financial. These are completely different films, and considering their fractured chronology and complete tonal disjunction, a three-hour epic combining them would have to have been a schizophrenic mess.

The split down the middle, on the other hand, works beautifully. There's less action here, fewer fight scenes and not nearly as much goofing around, but the feel of an aggressively stylized epic-with-a-capital-E is still very much in evidence. The Bride (Uma Thurman) opens the film by narrating directly into the camera; later, we see her train with a kung-fu master who is proficient in the Five Point Palm Exploding Heart Technique, and when her nemesis Elle Driver (Daryl Hannah) refers to "the near future," the Bride growls, "Bitch ... you have no future."

But this time around, there is more. There are characters and conversations between them. There's a story and an apparent emotional investment in it. There are sequences of genuine suspense, not just the director's look-I'm-a-virtuoso posturing. There's an opportunity for Tarantino to write some more of that dialogue that ostensibly made him famous, even if it's not as showy as it has been in the past. This is a movie. Who'd have thunk?

This newfound maturity brings glorious results. The opening "chapter," entitled "Massacre at Two Pines," flashes back to the incident that sparked The Bride's implacable drive for revenge. For the first time we see Bill, played by an impossibly suave David Carradine, and the charged conversation between him and the woman he is about to order killed is genuinely heartwrenching. Filmed mostly in a single gorgeous black and white shot, the scene magically captures both the memory of a bittersweet past and a dark apprehension about the future. I knew I was in for the unexpected when, during this very placid exchange, a chill slowly ran down my spine.

Volume 2 continues to surprise by imbuing every scene with emotional resonance. Even the parts that verge on parody the very kind that were so irritating in the first film take on an aura of significance; they are woven into the story, and thus seem more like directorial devices than mindless flights of fancy. The ending attempts to hit a note I was emphatically not expecting from this saga and damned if it doesn't work.

The word I keep returning to when trying to describe Kill Bill, Vol. 2 is "precision." Every shot, every edit, every line of dialogue seems to be perfectly calculated; not a proverbial hair is out of place anywhere in the 120-minute film. It is the work of a filmmaker who, given a massive budget, got his jollies out of the way early, and then sat down to make something real.