The first thing you realize about Scream 2 is that, unlike its predecessor, it's actually scary. Not just jolt-your-ass-out-of-your-chair scary (although there's some of that, too) but under-your-skin scary, like the real horror movies that Scream exhumed and emulated. The second thing you may realize is that it's not quite as much fun the second time around. Well, it's a trade-off.

Give director Wes Craven and screenwriter Kevin Williamson this much credit -- more than a movie, Scream created an ironic, self-reflexive environment. The look of Scream was so sunny, the performances so amiable, that it resembled nothing so much as a widescreen sitcom punctuated with murder instead of unctuous gags. I complained at the time that it was mostly superficial, with an encyclopedic knowledge of horror movie cliches but no real sense for how to subvert those cliches and make them new again. In short, the screws never tightened, I never found myself clutching my armrests, and I left the theater a little disappointed because of that.

And on a second viewing, I found that I had underestimated just how savvy Scream really was. More enjoyable as teen comedy than horror movie, it still touches a nerve in its depiction of a pair of mad slashers who cheerfully blame the movies for turning them into the monsters they are. But the villains are clearly an aberration -- the whole point of a Scream movie is knowing who the killer is, while the point of Halloween, f'rinstance, may be that evil is unknowable (witness Michael Meyers' disappearance into the shadows of suburbia just before the credits roll). In some ways, the difference between Halloween and Scream is really the difference between suburban America in the 70s and in the 90s. While Halloween dripped with as much angst and uncertainty as The Ice Storm, Scream is almost as agreeable as, well, Buffy The Vampire Slayer.

Speaking of which, TV's Buffy herself (Sarah Michelle Gellar) shows up in a Drew Barrymore-style cameo this time around. (Since I don't watch much TV, I was counting on the kids in the row behind me to keep me current on these pop culture references.) Tori Spelling appears, briefly, as the lead character in the movie Stab, which is in sneak previews as Scream 2 begins. The whole grisly story of the original Scream has been turned into a movie-within-this-movie, which is in sneak previews -- with an audience that's more frightening than the movie itself -- as our story begins. And, before you can say "Aauuuuuuuuuuugggggghhhhhh!", there's a copycat killer on the loose who may be one (or more!) of the cast of characters we met in the first film.

The survivors are back. Neve Campbell, with a new haircut, is Sidney Prescott, who's now a college frosh somewhere in the Midwest. Lovable geek Randy (Jamie Kennedy), with new whiskers, is a film student who's seen arguing that movie sequels (wink wink) are never as good as the original. When the first of the new killings makes the news, they're joined on campus by Cotton Weary (Liev Schreiber), whom Sidney had put away for a crime he didn't commit, tabloid TV reporter Gale Weathers (Courteney Cox), who's chasing the story and maybe another book deal, and everyone's favorite former deputy, Dewey Riley (David Arquette), who's still smarting from his "Barney Fife-ish" treatment in the book his beloved Gale wrote about the events in the first movie.

The budget is a little bigger and the script is a little more ambitious this time around. Craven even gets to stretch out a bit with a positively Hitchcockian sequence involving a cell phone, a maniacal stalker, and some vertiginous overhead shots. That scene is a standout; so is the opening sequence, where the sneak preview of Stab is filled with hundreds of gleeful copycat killers, all decked out in ghost-face regalia. As in the first movie, the idea that slasher movies can teach disturbed people how to slash is explored, but it seems that the Screams want to suggest that psycho killers are devious, rather than impressionable -- movies are just one among many sources of good ideas, and they make a terrific scapegoat.

As far as performances go, everyone seems to be having a pretty good time. Kennedy, Cox and Arquette amp up the characters they played in the first film a notch or two -- it's to mostly good effect, although I liked Dewey better when he was more soft-spoken. Schreiber's Weary may have been exonerated, but he's still creepy. New on the scene are Jerry O'Connell (from Jerry Maguire) as Sidney's boyfriend (naturally, he's a prime suspect, perhaps even more so after he jumps on a table and rehashes a scene from Top Gun), Timothy Olyphant as Mickey, an unpleasant film student, Duane Martin as Joel, Gale's new cameraman, Laurie Metcalf as an annoying local journalist, and even David Warner as a drama professor.

By the time we're taken inside the film school for a clever cat-and-mouse chase scene, with Cox making suitable prey for the guy behind the Muench mask, we've been given the unnerving sense that any of the characters could be the next to go under the knife, as it were. But even though the screenplay goes out of its way to twist and turn the plot around and point to everyone on the screen as a possible culprit, Craven's adroit but bland direction steers well clear of aything resembling a personal style. I found myself wondering how John Carpenter would have handled the opening sequence, or how Dario Argento might have staged the proscenium-framed finale.

And finally, the whodunit resolution just isn't quite as clever as it needs to be. (It also draws lazily from a twist at the end of a certain 80s schlock-horror classic, as though homage were a substitute for clear thinking.) It's hard to say much more without giving something away, but Williamson tries to gussy up the ho-hum climax with misdirection, double crossing, and long-winded explanations that all serve to dissipate the tension. It's an easy mistake to make when you think your mission is to surprise your audience at all costs (and to keep the ending from showing up on the Internet before your film hits the theaters), and it comes at the end of a movie that would be fun no matter how it ended. But with Craven and Williamson struggling to top themselves, the result is an almost-superior sequel that can't quite match the offhanded charm of its predecessor.

It's a scream, baby: visit Wes Craven's web site.