Carradine and Thurman actually have a rather nice chemistry with one another and there is a real warmth between the two as they speak even if there is an underlying tension at first. Carradine is quite effective in the scene though as he basically eases back on the possible tension through ever seemingly pleasant thing Bill says. Carradine manages to have quite the charm with Bill in the scene and does a particularly good job of making it completely believable that the Bride was with him before the events at the chapel. Thurman and Carradine are both great though because we see the spark the had between the two when they were mentor/protege as well as lovers. Carradine though does nicely suggest some of the menace, that is far more prevalent in his performance in the first film, but he does show it as he tells the groom that he also likes to live dangerously. Carradine as the right sly wink in the way he says that to tell Bill's true intent.
The next time we see Carradine is his single scene Michael Madsen as Bill's brother Budd. Again he has the right chemistry with Madsen as well but instead of Madsen's passive aggression, Carradine carries an especially remorseful tone as Carradine shows that Bill is very much trying to mend things with Budd even though Budd won't have it. Carradine appears a few more times in flashback as we see when the Bride and Bill were together. Again Carradine is good in these scenes in playing them like the chapel scene again without any tension behind though. Instead Carradine brings a somewhat greater warmth as well as command of sorts as Carradine shows Bill fully as Bride's mentor in the scene. Of course the most important scene in the film for Carradine comes when the Bride finally reaches the boss of the game, I mean the former boss of all the other assassins which is of course Bill.
Bill has a hidden weapon of sorts against the bride which is that their daughter is in fact alive using her to delay the inevitable. I like Carradine in these scenes once again because he makes Bill seem like an honest father here as he treats his daughter with such tenderness even going so far as to very warmly talk about her mother even though she has in fact come to kill him. Carradine manages to be surprisingly sweet in this scene and it never compromises the character as it seems completely fitting to the Bill he has established in all the other scenes. Again Carradine is good though in having a certain subtle intensity as it all as he shows in the eyes that Bill has obviously knows why the Bride is there. Of course after some special time with their daughter together they do have to get down to business, which since it is a Quentin Tarantino film it means the villain has to talk a little about how they got to this place exactly first.
The Superman speech is not a favorite of mine, even though I think Tarantino does manage to pivot it properly to a point. Carradine handles it naturally enough but is unable to make seem completely necessary as it is hardly a classic speech. Carradine's best scene comes soon afterwards though after their short fight which ends with a certain five point palm move. Carradine is great in this scene as he so gently portrays the way Bill accepts his fate and even forgives the Bride for already having done what she has done. It's a beautifully handled moment as both Thurman and Carradine basically bring the two back to an earlier time as all the hostility is gone, and instead you the two never stopped loving each other at a certain level. Carradine manages to subvert what you would expect rather brilliantly as the demise of the main villain ends up being rather heartbreaking after all.