Even today, in an age when movies are largely unoriginal, there’s still a certain degree of risk in making a sequel. What was intended to be an expansion of the movie’s universe can often come across as a pointless rehashing of the original. In some cases, a sequel is simply and obviously a cash cow from beginning to end. On rare occasions, we see the second movie match the first, and even rarer still is the sequel that blows its predecessor out of the water entirely.

Looking at direct sequels only, we’ve managed to dig out the 15 movies that best match this description. Despite their obvious success, sequels such as Aliens, The Godfather: Part II and Toy Story 2 will have to settle for the honorable mentions list, as they are so closely matched to their respective originals that it’s impossible to qualify them as definitively better movies. Let’s take a look at the 15 Movies Sequels That Are Better Than the Original.

15. Hellboy II: The Golden Army

Hellboy 2 Ending

Guillermo del Toro’s original Hellboy was a surprise hit in 2004, with its dry wit and carefully-crafted action sequences going down well with critics. Four years later, del Toro returned with star Ron Perlman for Hellboy II: The Golden Army, and with a bigger budget came even more inventive set pieces. Where Hellboy II really stands apart from its predecessor is in its performances. Perlman adds a layer of depth to Hellboy that wasn’t there in the first film, while Selma Blair and Doug Jones add their two cents to a fun ensemble cast.

Guillermo del Toro, who is campaigning for a third Hellboy movie to this day, is a huge presence behind the camera, and although Hellboy II is largely forgotten among today’s superhero movies, it still holds up to this day. The movie boasts impressively high scores on sites such as Rotten Tomatoes and IMDb, outranking the original Hellboy across the board.

14. Superman II

General Zod Superman 2

The first two movies in Christopher Reeves' Superman franchise stand up today as some of the best superhero movies ever made. Both received the highest possible rating from esteemed film critic Roger Ebert, and each sits around the 90% approval mark on Rotten Tomatoes. On the surface, there is very little to separate the two movies, but we give the edge to the sequel for a number of reasons.

Superman II remains one of the only comic book movies to really pull off the “what it means to be a hero” trope. For all the complaints that Superman is an uninteresting character in recent big screen depictions, he is as compelling as superheroes come in Superman II, renouncing the Superman title to settle down with Lois Lane. That is until General Zod, played to perfection by Terence Stamp, arrives to put a stop to Clark’s early retirement.

It’s the Superman movie that best understands its main character, and it scores bonus points for being one of the first superhero sequels ever.

13. Mad Max 2: The Road Warrior

Mel Gibson in Mad Max 2 The Road Warrior

A whole 33 years before Mad Max: Fury Road, Mel Gibson returned for just the second movie in the franchise. Not only did The Road Warrior far supersede its predecessor, it remains one of the best in the Mad Max saga to this day; the movie even has a higher Rotten Tomatoes approval rating (98%) than Best Picture Academy Award nominee Fury Road (97%).

The follow-up to the 1979 original is appropriately larger in scale. Its much-improved budget allows for more bloody violence and overall set pieces, without ever sacrificing its seriousness or character moments. In fact, Max himself is at his best in The Road Warrior, which serves as a character study as much as anything else. As Max’s natural instincts to help others overcome his modest ambivalence, Gibson somehow manages to avoid being uncharismatic, instead settling for something close to standoffish, in a performance that arguably set him on his way to international stardom.

12. Bride of Frankenstein

Bride of Frankenstein

Bride of Frankenstein is one of the first sequels ever made. It's the oldest movie on this list by far, and the highest-rated on Rotten Tomatoes at a staggering 100%. Released four years after 1931’s Frankenstein, director James Whale and star Boris Karloff returned with perhaps the greatest of many live-action takes on Mary Shelley’s legendary monster.

The sequel borders on surreal, landing as many laughs as scares, as Karloff’s eagerness to impress his bride keeps the movie chugging along nicely. Karloff himself shines, now in a lead role, injecting a note of subtle tragedy into an otherwise chaotic role.

The movie was Whale’s last in the horror genre. With directing credits including The Invisible Man and The Old Dark House, Whale was a pioneer of the genre, overseeing movies that still hold up a good 80 years on – many of which represent the very peak of horror movies. Bride of Frankenstein is no exception.

11. The Dark Knight

Heath Ledger as The Joker in The Dark Knight

The second film in Christopher Nolan’s Dark Knight Trilogy, The Dark Knight is still the movie to which all comic book movies are compared. This Batman Begins sequel became just the fifth movie to pass $1 billion at the worldwide box office in 2008, and it currently sits at fourth on IMDb’s Top 250 movies ever made. The only reason it ranks so low on this list is due to the quality of its predecessor. Batman Begins perfected the origin story that is recycled so often in modern comic book adaptations, and so the movies are hardly miles apart.

The reason The Dark Knight has the edge over Begins is – inevitably – its villain. For all that’s good about the film, nothing is more captivating than Heath Ledger’s performance as the Joker. Ledger is magnetic on screen, holding the film together even at its slowest points, and perfectly executing the Joker’s elaborate plan to prove to Batman that even the best men can become criminals.

The movie not only expands the Nolan franchise, but the comic book movie genre as a whole, and earns its place as one of the best of all time.

10. Shrek 2

Puss in Boots in Shrek 2

Shrek is a parodic and inventive take on what is ultimately a predictable tale, while its follow-up doesn’t hold back on meta humor and the addition of fairytale characters to the point that you have literally no idea where it could take you next. The characters that return from the original significantly up their game too. Shrek and Donkey’s back-and-forth is at its scintillating best after the pair drink the Happily Ever After potion, while Puss in Boots’ inclusion puts Shrek – of all people – at the center of a hilarious rivalry that no one knew was coming.

The movie’s climax is one of the most exciting final acts you’ll ever see, with a Mission Impossible-style infiltration performed by Pinocchio and the Three Blind Mice (among others), an American Idol parody to finish, and a giant Gingerbread Man in the midst of it all.

Shrek 2 best represents the endless possibilities of animation, cementing its position as the peak of DreamWorks’ most profitable franchise.

9. How to Train Your Dragon 2

Valka (Cate Blanchett) How to Train Your Dragon 2

DreamWorks Animation doesn’t come close to rivaling the likes of Disney when it comes to critical and financial success, but where it does have the advantage is in its ability to make a sequel (though if Shrek the Third is anything to go by – they might be better just sticking to the one sequel). Kung Fu Panda 2 was another contender, but both How to Train Your Dragon movies are criminally underrated, and the second in particular was more deserving of a place on this list.

How to Train Your Dragon 2 is darker than the first, even going so far as to kill off a main character, but it keeps its target audience involved by shifting the focus from Hiccup to Toothless and the dragons. As Toothless rescues Berk by defeating the Bewilderbeast, it covers the theme of redemption with a mature sequel that still manages to be funnier than the first. And we haven't even mentioned yet that it features some of the best animation ever put to film.

8. X2: X-Men United

X2: X-Men United (2003)

In a franchise that glories in its own inconsistencies, it’s easy to forget just how good the first two X-Men movies actually are. Even with the success of the reboot series, X2 is still regarded as one of the best entries in the X-Men saga. The film works is the ideal movie in a trilogy. It’s bigger and louder than the original, with the action to match, and includes just enough conflict between the lead characters to set up a final chapter-- which, unfortunately, never quite delivered.

The film is also perhaps the best live-action analysis of the X-Men as single characters, with the team struggling with the idea of what it means to be a mutant. The character studies are carefully mapped out between memorable action sequences, such as Nightcrawler’s incredible invasion of the White House. A year before Spider-Man 2, X2 set the benchmark for modern superhero sequels.

7. Terminator 2: Judgement Day

Edward Furlong and Arnold Schwarzenegger in Terminator 2 Judgment Day

The original Terminator holds up today as one of the best sci-fi movies ever made. At the time, it was hard to imagine it would ever be topped, let alone by a movie in the same franchise. Enter James Cameron, whose record where sci-fi sequels are concerned is second to none. Besides its groundbreaking visual effects, which would be at home in any modern action flick, Terminator 2 is the very definition of expanding upon the original movie.

This time, Arnold Schwarzenegger returns to the past in order to protect future resistance leader John Connor, as the villainous T-1000 makes his movie debut. Within the first few scenes of the movie, Cameron has flipped everything you know about the Terminator series on its head, without ever losing what made the first so special.

Rather than copy the original, Cameron takes the time to understand it, and then makes the movie he wants to make, which goes a long way to explaining his unrivaled success in the genre.

6. Dawn of the Planet of the Apes

Caesar Dawn of the Planet of the Apes war paint

Rise of the Planet of the Apes is a visually stunning and surprising prequel that came out of nowhere to rejuvenate the Apes franchise. The highlight of the first movie is Andy Serkis’ performance as Caesar, whose inner conflict is on full display in one of Serkis’ best motion capture roles to date. When Dawn of the Planet of the Apes dropped three years later, with even better motion capture work and Caesar himself in a bigger role, the movie did the impossible and improved on everything we loved about the original.

10 years after the events of Rise, as the apes – led by Caesar – settle down to life in the wild, their various displays of mistrust, treachery and distaste almost makes you forget that they aren't human at all. The characters are so well-rounded; even the apes that don’t have speaking roles have clearly defined personalities within the camp. It’s a sequel that takes a franchise about talking apes to a darker and more thought-provoking level, and remains arguably the best Planet of the Apes movie ever made.

5. Spider-Man 2

The Train in Spider-Man 2

Sam Raimi revolutionized Spider-Man in 2002, but two years later came a sequel that many still believe is the definitive superhero movie. Spider-Man 2 finds just the right balance between high stakes and comic book cheesiness, while Alfred Molina’s Doctor Octopus is one of the few single-movie Marvel villains to do justice to his comic book counterpart. The movie ups the scale in terms of action, with one of the most famous set pieces Marvel has ever put to film, all while upholding the legacy of the first movie, and even expanding the origin story told in Spider-Man.

The sequel is actually the lowest-grossing of the trilogy, though it still more than doubled its budget with a worldwide $783 million. The critics were far kinder than the public, however, earning the movie a 93% fresh rating on Rotten Tomatoes. Roger Ebert gave the film his highest possible ranking of 4/4 stars, as compared to the 2.5 he had awarded the original.

4. The Empire Strikes Back

Yoda Using the Force in Star Wars Empire Strikes Back

One of the most iconic sequels ever made, The Empire Strikes Back arguably turned the Star Wars franchise into the (ahem…) force it is today. It follows on from A New Hope, which remains a staple in cinema history, but is not without its problems. The film suffers, at times, from an overabundance of George Lucas dialogue, while it needed a 2016 prequel to fill in some of the plot holes.

Lucas would later bring Lawrence Kasdan aboard Episode V. Kasdan’s (often misquoted) dialogue, combined with Lucas’ idea and director Irvin Kershner’s vision, makes for a movie not only considered the greatest in the Star Wars saga, but one of the best of all time.

Its legendary twist caps off the most desperate two hours in the series, as the good vs. evil story of A New Hope is taken apart, and replaced with a bleakness that allows Return of the Jedi the pay-off it deserves.

3. Harry Potter and the Deathly Hallows: Part 2

Harry walks through the Forbidden Forest with Lily, Sirius, and Remus.

As a direct sequel to Deathly Hallows: Part 1, rather than a sequel to the preceding Harry Potter movies, the second part of Harry Potter and the Deathly Hallows is an all-around better movie experience. While Part 1 is essentially build-up to the main event, Deathly Hallows: Part 2 delivers a character-focused conclusion that is equal parts exciting and completely brutal, as Harry and the gang prepare for all-out war against Voldemort.

Besides watching the sum total of eight movies finally pay off in a satisfying way, Part 2 significantly raises the bar for the franchise in terms of tempo, while its action and score are better than anything the series had so far put together. The difference between the two movies is evident both at the box office and with critics. Part 1 remains the joint-lowest rated Harry Potter movie on Rotten Tomatoes, while its sequel is by far the highest, at a whopping and fully deserved 96%.

2. Star Trek II: The Wrath of Khan

William Shatner and Leonard Nimoy in Star Trek Wrath of Khan

After 13 movies, five television series, and plenty more to come from one of the world’s most beloved sci-fi franchises, to say that The Wrath of Khan may just be the peak of live-action Star Trek entertainment is the highest compliment of which we are capable. Following on from Star Trek: The Motion Picture, a movie too immersed in its own dialogue to fully realize its ambitions, The Wrath of Khan puts story first, and despite some blatant attempts to save on the budget, it’s all the better for it.

Even setting aside the fact that it delivers on the promise of adapting one of the franchise’s biggest villains, the movie is ultimately about the complicated relationship between its two main characters. William Shatner and Leonard Nimoy give their A-game to an already strong script, as Kirk and Spock establish themselves as a legendary big screen duo. The sequel delivers where The Motion Picture fails, and over 30 years on, The Wrath of Khan (88%) sits on a Rotten Tomatoes score almost double that of its predecessor (46%).

1. Captain America: The Winter Soldier

Chris Evans and Scarlett Johansson in Captain America The Winter Soldier

If we’re ranking this list on anything, it’s on just how much better the sequels are in comparison to their originals. With The Winter Soldier, there is no comparison. Captain America: The First Avenger, though not necessarily a bad movie, is a rushed attempt to introduce Steve Rogers before The Avengers. Its follow-up revitalized Captain America as one of Marvel’s most valuable properties, taking the MCU in a different direction with one of its best movies to date.

Where The Winter Soldier succeeds is that it’s a spy thriller first, and a superhero movie second. To create a genre movie in the midst of the MCU was a huge risk for the Russo brothers to take on, but their directing style bagged them the Civil War gig, as well as the upcoming Infinity War.

The action is appropriately claustrophobic and the choreography so tight that there isn’t a moment of respite from the overall tense atmosphere. It’s hard to fault The Winter Soldier as a superhero movie, or indeed any kind of movie, and definitely not as a sequel.

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What did we miss? Give us some of your favorite sequels in the comments!