The $27,000 wonder, 1994's "Clerks" put writer/director Kevin Smith on the map with his low-tech masterpiece of filthy dialog and shrewd observations of the minimum wage high life. The film ushered in a bright young talent who could balance searing romantic and vocational truths with extended monologues on Death Star contractors or oral sex. "Clerks" was rough around the edges, but it's emerged as one of the finest films of the 1990s and an important rung on the ladder of independent cinema.

"Clerks II" has been presented by Smith as something of an apology for his last picture, the woefully misunderstood heart warmer, "Jersey Girl." Smith need not bother making excuses for that well-intentioned and delightful film, but regardless, this sequel returns Smith and his acting troupe back to the fertile, deviant ground that made him famous.

While momentarily opening the film in black & white, it's immediately obvious that Smith has come a terribly long way from the original production. "Clerks II" is infinitely more polished than its predecessor, reflecting both the growth of the filmmaker and the characters, who are thrust from their monotone comfort zone into a revealing, colorful world of separation, commitment, and other nasty changes found in life.

Removed is the simplicity of "Clerks," with its one-take ramblings, barely passable dialog recording, and amateur actors. The sequel has been fully Hollywoodized, stuffed with cameos by famous faces (sadly, Smith has muted most of the "View Askewniverse" connections), a weighty soundtrack of hits for Smith to montage with to his heart's content, and, gasp, camera cranes! The new technology, however, doesn't dilute what Smith is looking to explore: the angry young man past the expiration date of his youth; but simply gives him more toys to play with. This is both good and bad.

Fans of "Clerks" will be delighted to see Randal and Dante return, and Smith has provided the right vintage of smut dialog to ease the 12 year absence. "Clerks II" wears its heart on its sleeve, and Smith make no apologies turning the sequel into a love letter to his beloved slackers. There are moments in the film where that chummy "Clerks" tennis match of delivery comes flowing back, and it's a joy to see O'Halloran and Anderson pick up right where they left off. Smith has taken these characters to comic book, cartoon, and action figure incarnations, but in the flesh is where these boys belong, spouting off wisdom they don't hold and deconstructing relationships they can't keep, punctuated by Smith's lawless dialog.

Eventually the sequel settles down into a serious discussion on the collateral damage of growing up, and Smith is faced with losing the origami-thin attention span of his fanbase. To counteract the drama, "Clerks II" has the tendency to go over the top with shock value, which doesn't ring true with the rest of the picture. The whole film is rather indulgent and sloppy (I'm still unsure if a mid-movie musical number set to the Jackson 5's "ABC" is a blessing or a curse), but Smith's worst ideas come when he's trying to please. Asides blasting the "Lord of the Rings" trilogy or Randal's insistence that Dante would love a bestiality sex show for his goodbye party seem pedestrian compared to the pucker and wit found in the rest of the script.

As with the original "Clerks," the comedy MVPs have to be Smith's most endearing creations, the drug dealing loiterers Jay and Silent Bob. Here only in tiny increments, firecracker Jason Mewes and Smith himself plan carefully for their screentime, and they bring down the house with every appearance. A film highlight is Jay and his enthusiastic recreation of Buffalo Bill's gender-blurring dance of lust from "The Silence of the Lambs." If that doesn't unlock tears of laughter, better check your funny bone connection.

"Clerks II" ends with compassion and optimism, but not necessarily happily. Smith cools down the film on an interesting "Graduate" tone that allows the viewer to ponder if the two friends have truly made the right decisions.

While it doesn't have that spark of freshness that solidified the original film, "Clerks II" is still a treat, and should be appreciated as one of the few films to take the idea of leaving your extended adolescence behind with respect and dignity, even if it's sandwiched between sequences of a man having sex with his donkey.