Too many times, follow-up movies (or "sequels") have been terrible letdowns for critics and the public alike. In last year's "A Beautiful Mind 2: Revenge of the Hallucinations," Russell Crowe was replaced by a crotchety Jerry Orbach, who spent the entire film scowling and then defecating in his pants in terror whenever an increasingly angry Ed Harris showed up to harangue him about the Red Menace. And with last year's "Fellow Sluts of the Ring, Part II: Tower of Power" (available only on DVD), somehow we're supposed to believe that four hobbits, two men, an Orc, a dwarf, three elves, and the magical dachsund who saved the day in the first one, somehow have morphed into sixteen beautiful women searching for the Ring of Power, which is wrapped around the penis of someone named Ron Jeremy. I've only seen this movie 43 times, but I'd have to say that it doesn't really hold up to the first movie, which I've watched twice.

Anyway, they said that Robert Altman couldn't do it again, but with "X2: Xmen United!", the 116-year-old director has made a smash followup to his now-classic film "Short Cuts." Like the earlier film, "X2" takes Raymond Carver's stories of several (actually 78) characters and wraps them around a single event. In "Short Cuts," that event was an earthquake; in "X2," it's the effort by one character to destroy the world. Sometimes you almost feel that Altman's going to lose control -- that you can't remember if the character you're watching is the one who can breathe fire or the one who can shoot deadly projectiles out of a Pez dispenser -- but magically, he holds it all together.

Raymond Carver's stories are unexpectedly perfect for the tricky shift from page to screen, which has gone terribly awry for other literary classics, such as "Ballistic: Ecks vs. Sever" and "Freddy Got Fingered." Carver's tales of humans and mutants struggling to work out their problems in a disinterested world beautifully capture the sad loneliness of the 20th century, and they always feature brilliant action sequences involving indestructible part-metal-part-wolverine crazies and emotionally brittle Oscar winners who can control the weather.

Let me point out that this is a far cry from most movies about superheroes. Yes, some have shown emotional depth; Leni Riefenstahl's 1939 classic "Der mächtige Hero der Völker" painted a touching emotional picture of a normal man who got superhuman strength whenever confronted by a dirty Jew. And, of course, "Patch McAdams" displayed the talents of a superhero who had a real gift: a gift for making sick children smile.

But "X2" combines action and emotional complexity in rich and sensitive ways. Carver wrote all of the stories as stand-alone pieces. Cyberspleen and Witchipoo actually never meet in his fiction, but Altman has bravely put these two together, as he has with 76 other mutants. All of them are distinguished by their special powers. Dehydraman can drain the water from anything instantly, but is himself vulnerable to the Supersoaker; Frogger has an uncanny ability to cross the street no matter how bad the traffic is; 5th Grade has the ability to add vinegar and baking soda to one another with surprising (and deadly!) effects; Chick Pea dresses like a pimp, but isn't one, in spite of having as his superhero motto, "Bitch, shake that ass, 'fore I break my foot off in it"; Dubya has the luck of the Irish, remaining popular among the X-Men in spite of destroying everything around him, including the filthy Irish; and Kim Jong-Il's magical powers are simply too extensive to list here.

To streamline the film to only 5 hours, Altman focuses on 17 of the most impressive characters -- Wolverine, Magneto, Cyclops, Xavier, Mystique, Jean, Nightcrawler, Pyro, Storm, Rogue, Yuriko Oyama, Gen. Stryker, Mayor McCheese, Roy Cohn, Chim Chim, 2Pac, and Gandhi -- in telling their interweaving stories. Evidently Xavier has a device that allows him to track all the mutants on the planet, but if you turn up the volume, it can kill all of them. So Stryker's plan, as the title of the movie (actually, another movie, now that I think of it) suggests, is "Pump Up the Volume!" 2Pac isn't worried, having already been shot 29 times, but the rest are nervous, and they try to figure out a way to stop the murder of all mutants from happening.

I don't want to ruin any of the 289 subplots, but suffice it to say that things don't go according to any of the 19 plans offered throughout the film. The film's final hour, set inside of a dam that is about to burst, has so many climaxes that I thought momentarily that I'd stumbled back into "Fellow Sluts of the Ring." But Altman holds them all together, reminding us that in the end, it's all about protecting the children.

Altman manages to get great performances from all of his actors. Ian McKellen is so good as Magneto that you can't help but wish that critics would finally take him seriously as an actor. Kelly Hu, so excellent in "The Scorpion King" and "Cradle 2 the Grave," is perfectly cast as Yuriko, the fiendish bait to draw manga and anime fans to the film, and she handles her two words of dialogue with astounding power. Halle Berry shows why she is the Best Actress of this movie, bursting into tears during a fight scene and holding out her hand to her husband to plead with him not to cheat on her anymore, or she'll have to take Adrien Brody up on that kiss. And as Wolverine, the morally ambiguous main character, Hugh Jackman shows why he is the once and future Colin Farrell. At some point, the moviegoing public will catch up to www.hollywood.com on who really should be a big star.

Unfortunately, Raymond Carver died after writing the same story only 300 times, so Altman won't be able to make an "X3" unless he limits it to six minutes in length, and he uses the one story that hasn't thus far been used (a woman admits to her husband that she's had an affair, while he's having a cheeseburger and worrying about whether he's going to be fired or not).

But for the time being, Altman has done it brilliantly. "X2" is a masterpiece that is also the easiest to spell in history. I loved it!

I predict that next March, "X2" will run away with the Oscar for Most Supporting Actors!

On a scale of four or five stars, I give "X2" four stars.

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Earlier Positive Movie Reviews can be found at home.earthlink.net/~dleheny