The original Matrix took nearly everyone by surprise, becoming a worldwide phenomenon and prompting a horde of imitators. Its impenetrable plotting and fortune-cookie spiritualism were merely window dressing for eye-popping special effects, delirious action, and a genuinely fresh vision of a dystopian future. The Matrix Reloaded, the first of two sequels to be released this year, continues the formula on a bigger, louder and splashier level. Is it as good as The Matrix? No, but it does offer hope that the final installment will be a knockout.

Most of the main characters are back, including rebel captain Morpheus (Laurence Fishburne), a firm believer that Neo (Keanu Reeves) is the prophesied One who can bring down the Source of the Matrix, and Neo's lover Trinity (Carrie-Anne Moss). Several other rebels are introduced, including Morpheus' former lover Niobe (Jada Pinkett Smith) and computer expert Link (Harold Perrineau). Fleshing out their backgrounds takes up almost an hour of the film. Not everyone will appreciate the time spent on conflicts that won't play out until the next episode, nor the somnolent love scenes and perfunctory rave party thrown in as padding.

Once Neo consults with the Oracle (Gloria Foster), the film switches gears. She sends him after the Keymaker (Randall Duk Kim), who knows the way to the mainframe controlling the entire Matrix. But the villains are closing in, notably Agent Smith (Hugo Weaving), Neo's nemesis from the first episode. Smith now has the ability to clone himself, but he's not the only bad guy with formidable powers. There's Merovingian (Lambert Wilson), a Eurotrash software coder who exploits anomalies in the Matrix program with a gang of vampires and demons. And sentinel machines who are boring their way into Zion, the underground rebel stronghold.

Like the Matrix software, The Matrix Reloaded has its own anomalies, such as scenes that end literally in mid-air and characters who serve no discernible purpose. Bits and pieces of other movies keep cropping up like bad code, some lifted straight from Aliens and Star Wars, others echoing more recent films.

On a more basic level, directors and writers Andy and Larry Wachowski face a double bind. They can't duplicate the sense of mystery The Matrix evoked, and with another film waiting they can't resolve any of the plotlines yet. Faced with such obstacles, they resort at times to some of the most confusing dialogue ever put on film, even a deliberately obfuscatory one like this. But the Wachowski Brothers can stage action, and the furious pacing of the final hour here is equal to anything in the first film. Gunplay is generally toned down for amazing car and motorcycle stunts, and martial-arts battles that, thanks to Yuen Wo Ping, set a new standard for Hollywood films. In fact, a great many people will be surprised at how much kung fu is in The Matrix Reloaded. They may be less pleasantly surprised to discover that the film essentially winds up where it started.

--Daniel Eagan