Quentin Tarantino’s “Kill Bill Volume 2” lays to rest any concerns and doubts held by those who weren’t so embracing of the first volume. In the first movie, Tarantino payed his respects to the various movie styles and genres that he so clearly loves. He incorporated elements of samurai movies, Japanese anime, American westerns and Hong Kong cinema, brilliantly fusing them together with his own undeniable filmmaking style. Characters and story took a back seat to pure style and action, which accounts for why some critics weren’t fully satisfied with the film. No such complaints will be lodged against “Volume 2,” as it offers a better look at the story and characters and somewhat changes the tone of the story.

What’s most interesting about this film is that it’s not nearly as reliant on action as the first film, despite having its share of swordplay. Tarantino doesn’t focus on the samurai action this time around, but instead on the story and characters. This volume is every bit as compelling as the first one; only in a different way. Here we are given depth in the story and dimension to the characters, elements that not only make for a great stand-alone movie, but also bring the first volume into focus. Knowing Tarantino and the non-linear style in which he tells his stories, this shouldn’t be the least bit surprising, and I have a feeling that many of those who didn’t approve of the first film may well view it in a more positive light after having seen this one. This is a brilliant movie.

The movie picks up right where Volume 1 left off, as The Bride (Uma Thurman), the sword wielding “yellow haired warrior,” seeks revenge on the surviving would-be assassins that left her for dead on her wedding night. In Volume 1, she went to suburbia to take out Vernita Green (Vivica A. Fox) and traveled to Tokyo and disposed of O-Ren Ishi (Lucy Liu) and her clan, the crazy 88. In this film, the Bride continues her path of revenge as she travels to Southwestern United States for Budd (Michael Madsen), Elle Driver (Darryl Hannah) and of course Bill (David Carradine), the man responsible for everything having happened in the first place.

One aspect of this film that stands out right away is how much it differs with the first one regarding tone, atmosphere and pacing. Tarantino doesn’t focus as much on the Bride’s confrontations with Budd and Elle, but rather on her history with them as well as her relationship with Bill, which as we find out was at one point rather poignant. More than half of the film’s two plus hour running time focuses on backstory and in such scenes, the characters are fleshed out very well. One scene shows us how the events of the wedding night massacre unfolded, and the other major flashback is a long sequence in which the Bride trains under the kung fu master Pai Mei (Gordon Liu) and learns the craft and philosophy of the sword she carries. These scenes in particular were shot in the exact style of an old kung fu flick with quick zooms, great fighting and a wonderful character in Gordon Lui’s Pai Mei, a master with an attitude.

Whereas Volume 1 was mostly an homage to samurai films and Hong Kong cinema, Volume 2 has the feel of a Sergio Leone film, like an old spaghetti western. Much of the movie is set to the backdrop of the desert, and when the film has action, the buildup to that action is often more operatic than the action itself. Often accompanying Tarantino’s visuals is music by legendary composer Ennio Morricone, from his scores for all the Leone films some 50 years ago. Elsewhere in the realm of cinematic style, Tarantino uses a lot of his old techniques to great effect, including black and white photography, split screen shots, as well as an interesting scene shot in full screen as opposed to the rest of the film, which is all shot in widescreen format. So it comes as no surprise that this movie is a wonderful achievement concerning style.

The acting is top-notch. Especially noteworthy in the acting department are Uma Thurman, as she was in the first film, and David Carradine as Bill. Bill is an especially unique and memorable character, always calm and soft spoken, showing us dimensions in his character that are both cruel and loving. Carradine embodies the character of Bill phenomenally well, and this is a performance that is more than worthy of some recognition come Awards season next year.

What distinguishes this film from its predecessor is that it goes beyond just style. The first one relied on kinetic action, buckets of blood and severed limbs flying across the screen for its sense of wonder. It was great for what it was, but what director Quentin Tarantino has done here was much more bold. This movie is quieter, containing long interludes of conversation and backstory sequences that add depth to the story and characters as it builds to the inevitable confrontation.

As she promises, the Bride ultimately comes face to face with her nemesis, Bill. When this happens, Tarantino does something a little unexpected. It’s not the hugely orchestrated mano-a-mano action scene we might have expected, but rather an exploration of character. Instead of reducing his film merely to an action extravaganza, Tarantino trusts in the complex dynamic of these characters. Their final confrontation is both exhilarating and poetic, channeling all the emotions and feelings between them and bringing this two film adventure to a perfect end.

A decade ago, Quentin Tarantino proved that he was an amazing talent and among the most gifted of modern filmmakers with the brilliant “Pulp Fiction.” While “Jackie Brown” was a very good film, there were many who doubted that Tarantino could live up to the brilliance that “Pulp Fiction” promised.

But with this film, that flame has been re-ignited. Now that we can see the bigger picture of “Kill Bill,” these two volumes fit together seamlessly, each adding its own qualities, flavors and styles, amounting to an altogether amazing motion picture. Now let’s hope that Tarantino doesn’t wait another seven years to make his next movie.