Looking back, I liked the first movie, but I LOVED this one! It does have a lot more action and is probably a good idea to fastforward through the worm-going-in-the-ear thing for younger viewers (need to get a Q-tip now, just thinking about it), but for values, this is the best movie. It talks a lot about friendship, loyalty and sacrifice. There's also a lot that can be discussed about family interactions (Kirk has a son we knew nothing about), and how science can be twisted for military purposes. There are numerous references to the works of William Shakespeare. This is one of the movies that I will always stop to watch.