1. Bride of Frankenstein (1935) Universal Pictures Directed by: James WhaleWritten by: William Hurlbut and John L. BalderstonSequel to: Frankenstein (1931)Why it's better: Bride of Frankenstein leans into an early camp sensibility that was sorely lacking from the more sincere Frankenstein. It's a richer, more developed story overall, and it even manages to incorporate some notable queer subtext. 2. The Godfather Part II (1974) Paramount Pictures Directed by: Francis Ford CoppolaWritten by: Francis Ford Coppola and Mario PuzoSequel to: The Godfather (1972)Why it’s better: As it follows a hardened Michael Corleone (Al Pacino), The Godfather Part II isn't just a sequel to The Godfather: It's also a prequel, documenting the rise of young Vito Corleone (Robert De Niro). It is epic in scope, and thematically bookends the first film in a way no other sequel has managed since. 3. Dawn of the Dead (1978) Image Ten Directed by: George A. RomeroWritten by: George A. RomeroSequel to: Night of the Living Dead (1968)Why it’s better: George A. Romero's first two zombie films are so different from one another that it's hard to judge them in a face-off. But Dawn of the Dead is the more impressive achievement, and its unsubtle commentary about the zombification of America was revolutionary at the time. 4. The Empire Strikes Back (1980) 20th Century Fox Directed by: Irvin KershnerWritten by: Leigh Brackett and Lawrence KasdanSequel to: Star Wars (1977)Why it’s better: The first Star Wars has a lot of world-building to do — and it does so incredibly well. But The Empire Strikes Back is able to expand on that, and, because it's the middle section of a trilogy, allow for more darkness and ambiguity, including a cliffhanger ending that dramatically raised the stakes. 5. Superman II (1980) Warner Bros. Directed by: Richard LesterWritten by: Mario Puzo, David Newman, and Leslie NewmanSequel to: Superman (1978)Why it’s better: There are a lot of superhero sequels on this list, in part because the first movie in a franchise typically has a lot of heavy lifting to do, particularly when it comes to origin stories. Superman II deepens our conception of Superman (Christopher Reeve), as well as his relationship with Lois Lane (Margot Kidder). 6. The Road Warrior (1981) Warner Bros. Directed by: George MillerWritten by: Terry Hayes, George Miller, and Brian HannantSequel to: Mad Max (1979)Why it’s better: Much like 2015's breakout hit Mad Max: Fury Road, The Road Warrior functions well as a standalone film. However, part of the reason its world feels so fully realized is that George Miller was able to introduce so many of these ideas — not to mention Max himself — in the original Mad Max. 7. Friday the 13th Part 2 (1981) Paramount Pictures Directed by: Steve MinerWritten by: Ron Kurz and Phil ScuderiSequel to: Friday the 13th (1980)Why it’s better: Friday the 13th Part 2 is the first movie in the series in which Jason Voorhees (Warrington Gillette) is actually the killer, and it defines so much of what came after it. In the character of Ginny (Amy Steel), it also offers a more assertive, compelling Final Girl to take Jason on. 8. Star Trek II: The Wrath of Khan (1982) Paramount Pictures Directed by: Nicholas MeyerWritten by: Jack B. SowardsSequel to: Star Trek: The Motion Picture (1979)Why it’s better: The first Star Trek movie faltered in trying to translate the series for a cinematic audience. The sequel focused on the elements that made the original series such a success, and brought back TV show villain Khan (Ricardo Montalbán), who immediately established himself as an iconic adversary. 9. Grease 2 (1982) Paramount Pictures Directed by: Patricia BirchWritten by: Ken FinklemanSequel to: Grease (1978)Why it’s better: Hi, haters. Look, Grease 2 is messy, but it does a great job of subverting the regressive gender norms that dominate the original film and stage musical. Plus it has Michelle Pfeiffer singing "Cool Rider," and the dreamy Maxwell Caulfield at his physical peak. 10. Indiana Jones and the Temple of Doom (1984) Paramount Pictures Directed by: Steven SpielbergWritten by: Willard Huyck and Gloria KatzSequel to: Raiders of the Lost Ark (1981)Why it’s better: Hi, haters — part two. The most maligned Indiana Jones film (at least until 2008's Kingdom of the Crystal Skull) is the most imaginative and, yes, completely off-the-wall at times. But consider the fact that George Lucas's films were inspired by movie serials of the '40s and '50s. Temple of Doom got it right. 11. Aliens (1986) 20th Century Fox Directed by: James CameronWritten by: James CameronSequel to: Alien (1979)Why it’s better: Alien and Aliens are such different films that it feels unfair to compare them. And maybe it is. The first is a contained horror film, while the second is pure sci-fi action. Aliens takes Ripley (Sigourney Weaver) from Final Girl to action hero, and that's hard to overlook. 12. Evil Dead II (1987) Anchor Bay Entertainment Directed by: Sam RaimiWritten by: Sam Raimi and Scott SpiegelSequel to: The Evil Dead (1981)Why it’s better: Just as Aliens transformed Ripley, Evil Dead II is the movie that made Ash (Bruce Campbell) into a (ridiculous) action star. It's more of a parody remake of The Evil Dead than a sequel, and amping up the comedy and the grotesqueness made it a more memorable, distinctly Sam Raimi film. 13. House II: The Second Story (1987) Image Entertainment Directed by: Ethan WileyWritten by: Ethan WileySequel to: House (1986)Why it’s better: It's not as though the original House took itself all that seriously, but there was a darkness to it that's entirely missing from the sequel, which is way more comedy than horror. Though it was critically reviled, for those who appreciate '80s absurdity it's a fine entry into the illustrious horror-comedy genre. 14. Gremlins 2: The New Batch (1990) Warner Bros. Directed by: Joe DanteWritten by: Charles S. HaasSequel to: Gremlins (1984)Why it’s better: Gremlins 2 is relentlessly silly, a cartoonish take on the story that goes so far as to include a Looney Tunes segment, and Joe Dante adeptly balances the madness with a compelling story and characters. You root for Billy (Zach Galligan), Kate (Phoebe Cates), and Gizmo through it all. 15. Child's Play 2 (1990) Universal Pictures Directed by: John LafiaWritten by: Don ManciniSequel to: Child's Play (1988)Why it’s better: The first Child's Play is coy about Chucky, not even revealing that he's the killer until well into the film. The sequel doesn't have to tread so carefully, and in really letting Chucky loose — particularly allowing more room for Brad Dourif's exceptional voice performance — the franchise finds the fun in its concept. 16. Terminator 2: Judgment Day (1991) TriStar Pictures Directed by: James CameronWritten by: James Cameron and William WisherSequel to: The Terminator (1984)Why it’s better: This is kind of like the Alien vs. Aliens divide, but it's easier to make the case for T2 being an improvement on the original. The sequel demonstrates that Arnold Schwarzenegger is more fun as an ally, and it establishes Linda Hamilton's Sarah Connor as yet another action hero in the tradition of Ripley. 17. Bill & Ted's Bogus Journey (1991) MGM Directed by: Pete HewittWritten by: Chris Matheson and Ed SolomonSequel to: Bill & Ted's Excellent Adventure (1989)Why it’s better: The first Bill & Ted movie is a classic — or at least a classic of its time — but the second is both smarter and more ridiculous. The sequel is quite literally a descent into hell, with William Sadler as Death and a sequence inspired by The Seventh Seal. Plus, there's a giant Easter Bunny. 18. Batman Returns (1992) Warner Bros. Directed by: Tim BurtonWritten by: Daniel WatersSequel to: Batman (1989)Why it’s better: It's all about the villains. Batman's adversaries have always been more interesting than the man himself, and Batman Returns gave us the very best in Penguin (Danny DeVito) and Catwoman (Michelle Pfeiffer). They fit perfectly into the distinctive version of Gotham that Tim Burton created in Batman. 19. Addams Family Values (1993) Paramount Pictures Directed by: Barry SonnenfeldWritten by: Paul RudnickSequel to: The Addams Family (1991)Why it’s better: Addams Family Values is funnier and more subversive than the original. Screenwriter Paul Rudnick helped bring life to Joan Cusack's iconic performance as low-key gay icon Debbie Jellinsky. The film also includes the best retelling of the Thanksgiving story of all time. 20. Toy Story 2 Buena Vista Pictures Directed by: John LasseterWritten by: Andrew Stanton, Rita Hsiao, Doug Chamberlin, and Chris WebbSequel to: Toy Story (1995)Why it’s better: Toy Story 2 was originally conceived as a straight-to-video film, which makes it extra impressive that it turned out to be a gorgeous and fully realized feature in its own right. There's more humor and poignancy, the latter of which reaches its height in the devastating "When She Loved Me" sequence. 21. Blade II (2002) New Line Cinema Directed by: Guillermo del ToroWritten by: David S. GoyerSequel to: Blade (1998)Why it’s better: Like many of the superhero — in this case antihero — adaptations on this list, Blade II is a sequel that moved past the world-building and origin story catch-up of the first film and let its lead run free. It helped that Guillermo del Toro joined to heighten the horror of the vampire-centric franchise. 22. X2 (2003) 20th Century Fox Directed by: Bryan SingerWritten by: Michael Dougherty, Dan Harris, and David HayterSequel to: X-Men (2000)Why it’s better: X2 added more characters — mutant and otherwise — to the world of the X-Men, but it balanced them with a tightly constructed plot that never let any of the disparate threads get lost. Many major superhero franchise movies have struggled to keep their sequels as expertly grounded. 23. Spider-Man 2 (2004) Columbia Pictures Directed by: Sam RaimiWritten by: Alvin SargentSequel to: Spider-Man (2002)Why it’s better: Before Raimi's Spider-Man series fell apart, it reached new heights with its first sequel. The film doesn't try to shove too many plotlines into one movie — that was Spider-Man 3's M.O. — but instead tells a rather human story about Peter Parker (Tobey Maguire) and gives us a complex villain in Doc Ock (Alfred Molina). 24. Before Sunset (2004) Warner Independent Pictures Directed by: Richard LinklaterWritten by: Richard Linklater, Ethan Hawke, and Julie DelpySequel to: Before Sunrise (1995)Why it’s better: All three movies in Richard Linklater's (as of now) trilogy are great. Before Sunset manages to add a dash of maturity and cynicism to the romance between Jesse (Ethan Hawke) and Céline (Julie Delpy) without sacrificing the charm. It's slight yet deeply satisfying. 25. The Bourne Supremacy (2004) Universal Pictures Directed by: Paul GreengrassWritten by: Tony GilroySequel to: The Bourne Identity (2002)Why it’s better: Shaky cam. Well, that's not entirely it, but Paul Greengrass's distinctive directorial style did a lot to energize the first Bourne sequel, and that frenetic tone carried through the rest of the franchise — and inspired other action-movie copycats to boot. 26. Harry Potter and the Prisoner of Azkaban (2004) Warner Bros. Directed by: Alfonso CuarónWritten by: Steve KlovesSequel to: Harry Potter and the Chamber of Secrets (2002)Why it’s better: Chris Columbus did a serviceable job with the first two Harry Potter movies, even though his adaptations were overly loyal to the books and added little to the story. Alfonso Cuarón was the first director to infuse his own style into a Harry Potter film, making for a richer (and darker) viewing experience. 27. The Devil's Rejects (2005) Lionsgate Directed by: Rob ZombieWritten by: Rob ZombieSequel to: House of 1000 Corpses (2003)Why it’s better: Rob Zombie has a lot of ideas, some better than others. In The Devil's Rejects, he was able to refine so much of what he threw at the screen in House of 1000 Corpses, and turn it into a more coherent, harrowing film. (His Halloween II is also better than his Halloween.) 28. The Dark Knight (2008) Warner Bros. Directed by: Christopher NolanWritten by: Jonathan Nolan and Christopher NolanSequel to: Batman Begins (2005)Why it’s better: As this list has shown repeatedly, origin stories are never as interesting as their follow-ups. So while Batman Begins was a solid movie, it really just paved the way for The Dark Knight. And, of course, attention must be paid to Heath Ledger's pitch-perfect Joker. 29. Hellboy II: The Golden Army (2008) Universal Pictures Directed by: Guillermo del ToroWritten by: Guillermo del ToroSequel to: Hellboy (2004)Why it’s better: These movies are pretty close in terms of quality, which is a credit to Guillermo del Toro's unique vision. This the sequel has slightly more fun with the concept and embraces the more fantastical elements of the Hellboy comics, which is where del Toro really shines. 30. 22 Jump Street (2014) Columbia Pictures Directed by: Phil Lord and Christopher MillerWritten by: Michael Bacall, Oren Uziel, and Rodney RothmanSequel to: 21 Jump Street (2012)Why it’s better: Both movies are hilarious and far better than they have any right to be. In this sequel, we go deep on the relationship between Schmidt (Jonah Hill) and Jenko (Channing Tatum); that little bit of heart goes a long way toward making it a more satisfying film. 31. The Raid 2 (2014) Sony Pictures Classics Directed by: Gareth EvansWritten by: Gareth EvansSequel to: The Raid (2011)Why it’s better: At 150 minutes, The Raid 2 is a true action epic — it takes the exhilarating fight sequences (and relentless violence) of the first film and fleshes that out with a more complex story. It's still a lot of in-your-face brutality, strengthened by its admiral ambition. 32. Magic Mike XXL (2015) Warner Bros. Directed by: Gregory JacobsWritten by: Reid CarolinSequel to: Magic Mike (2012)Why it’s better: What, the title isn't reason enough for you? Magic Mike XXL has what you loved about the first Magic Mike, minus a couple of the weaker cast members who dragged it down. And while Matthew McConaughey's Dallas is missed, Jada Pinkett Smith's Rome is an excellent replacement.