Marc Webb, who broke out with 2009's bittersweet indie romance "(500) Days of Summer" before receiving the intimidating duties of rebooting the "Spider-Man" franchise just five years after 2007's "Spider-Man 3," initially had a bit of trouble distancing himself from the earlier Sam Raimi series. 2012's "The Amazing Spider-Man" was a competent film, but also an inferior one, overcome by a sense of ennui and familiarity as its origin story of how average teenager Peter Parker found his purpose as the extraordinary, crime-fighting title superhero basically repeated much of what had already been covered in 2002's "Spider-Man." That this particular telling was no match for the earlier one, less inspired and layered and emotionally resounding, rendered it a reboot that didn't quite convince that its existence was necessary. Webb returns to the director's chair on "The Amazing Spider-Man 2" and, with all of the pesky story setup already out of the way, is free to let loose and expand his vision in sometimes startlingly brave ways. Here, then, is a lavish big-screen spectacle to be proud of, an entry in the Marvel canon that comes thrillingly close to matching the spirit and sentiment found in Raimi's original trilogy.

Recent high school graduate Peter Parker (Andrew Garfield) has managed to let go of his guilt over the untimely death of his Uncle Ben, but he is still very much in the middle of his tortured feelings for vivacious classmate Gwen Stacy (Emma Stone). Despite his promise to her police captain father (Denis Leary) right before he died that he would sever ties with Gwen as a means of protecting her, he has found it nearly impossible to stay away from the girl with whom he has fallen in love. Haunted by visions of Captain Stacy, he finally pulls away from her just as New York City suffers a Times Square terrorist attack at the hands of Max Dillon (Jamie Foxx), a lowly Oscorp employee who transforms into an out-of-control power source after suffering an electrifying laboratory accident. Once obsessed with Spider-Man after a brief run-in with him, Max/Electro begins to view the red-and-blue-spandexed hero as a fraud out to steal the spotlight and subsequently sets out to destroy him. Meanwhile, when Norman Osborn (Chris Cooper) passes away, his 20-year-old son, Harry (Dane DeHaan), returns to Manhattan and promptly inherits the Oscorp empire. It isn't long before he has reunited with childhood friend Peter, but an encroaching genetic illness may mean certain death unless he can reverse the disease by getting ahold of Spider-Man's venom-infused blood.

Penned with an escalating confidence and complexity by Alex Kurtzman & Roberto Orci (2013's "Star Trek Into Darkness") and Jeff Pinkner (TV's "Fringe"), "The Amazing Spider-Man 2" one-ups its predecessor by locating the beating hearts within its principal characters. The relationship between Peter and Gwen, which never quite grew beyond synthetic adolescent heavy petting and puppy love in the previous movie, this time more closely resembles the chemistry and pathos shared between Tobey Maguire's Peter and Kirsten Dunst's Mary Jane Watson in "Spider-Man," 2004's "Spider-Man 2," and "Spider-Man 3." Star-crossed lovers in the classic sense, they are certain that they are meant for each other, but also recognize that their lives might be headed in different directions. Peter's admittance that he has been secretly following Gwen at least once every day since they broke up straddles the creepy-sweet line, but comes off as an earnest, unthreatening gesture worthy of a swoon or two. And, if it is a too-common plot device to have Gwen about to head to England when she is accepted at Oxford, it also serves a specific purpose and places added urgency on their decision whether or not to let each other go.

Andrew Garfield (2010's "The Social Network") is still neither as warm nor as ingratiating as Maguire was in the role of Peter Parker/Spider-Man, but he has begun to soften his level of short-tempered brooding and is more sympathetic than he had been before. The kindness and love he shows to his Aunt May (Sally Field) signals that Peter is growing as a person, as conscientious of the people in his life as he is to the strangers he helps on a daily basis. As Gwen Stacy, Emma Stone (2013's "Gangster Squad") receives a happy increase in screen time, welcoming the chance to be more than just "the girl" while demonstrating a whip-smart drive to carve out her own identity. Gwen's stubbornness to not merely be a damsel in distress places her in greater danger, but she also is much more than just a Spidey groupie. "You're Spider-Man, and I love that," Gwen tells him during one touching exchange, "but I love Peter Parker more." As the patient Aunt May, still trying to find her way after husband Ben's passing, Sally Field (2012's "Lincoln") is exceptional; a tearful conversation she has with Peter about his biological parents and the protectiveness she feels for him is one of the film's best scenes, beautifully written and poignantly performed.

With every superhero saga, there must be villains, and director Marc Webb effectively juggles two of them. The more conventional heavy, Max Dillon, begins the film much like Selina Kyle in "Batman Returns"—that is, a meek, underappreciated worker who gains confidence but loses his/her mind in the process following a would-be fatal accident. Jamie Foxx (2013's "White House Down") metamorphoses into the awkward, sad-eyed, thin-haired Max, and later into the maniacal Electro, drunk with newfound otherworldly abilities, but his character is rather garden-variety as far as cinematic bad guys go and generally insignificant to the ultimate destination of the narrative. Not at all routine as a villainous figure is Dane DeHaan (2013's "The Place Beyond the Pines"), a hypnotic performer with the vigor and depth of a young Leonardo DiCaprio. His portrayal of Harry Osborn is nothing at all like James Franco's reading of the character in the Raimi films, but every bit as intensely riveting. And, although they are not given as much time to explore their friendship, Harry and Peter still manage to create a believable history and underlying, unspoken pugnacity which lingers between them. When DeHaan is on the screen, without even seeming to try to steal scenes, it is difficult to concentrate on anyone else—a surefire sign of real, monumental talent in motion.

"The Amazing Spider-Man 2" has the grandiose eye candy and top-flight visual effects one hopes for from a big-budget summer tentpole, and there are at least a couple of stomach-dropping rollercoaster-level thrills on top of that as Spider-Man leaps off skyscrapers and swings from building to building with his trusty web. The film adheres to formula to a point, then tosses that away for a superbly realized third act that introduces tough, thought-provoking moral and existential implications to a heretofore basically cut-and-dry premise. Going forward, Peter Parker's journey as a man who has faced too much tragedy in his short life and wants to use his gifts for the good of the world will be tinged with the sobering knowledge of all he has lost. It will also make him a more fascinating and dynamic protagonist, one who, if Columbia Pictures plays their cards right, will signal a proud new era for "Spider-Man" with its own separate vision and epic story to unspool.