At long last, The Dark Knight is upon us. I have been somewhat stupefied by the anticipation surrounding this sequel to 2005’s moderately successful Batman Begins. (Quick, which film made more money, the “hitBatman Begins, or the “flopSuperman Returns? It’s all about expectations, ain’t it?) I liked the first movie quite a bit — it was a gritty, well-made flick — but I didn’t find it very re-watchable. Director Christopher Nolan jump-started the Batman mythos, created loads of atmosphere, and adequately mined the material for its inherent themes, but he had no knack for directing action scenes, and the film’s villains were underwhelming.

So how’s the sequel? Better. Clearly, Nolan’s intent was to make this a real film, one that doesn’t fit the already-tired form of comic book blockbusters. To a large degree, he’s succeeded. The Dark Knight is by far the most thoughtful, most adult and most ambitious superhero movie ever brought to the big screen. However, despite the screaming adulation it’s receiving from fanboys and critics, it ain’t perfect. Nolan still hasn’t figured out how to direct a coherent action sequence, characters tend to show up when and where they’re needed, and the third act is a complete free fall.

But first, the good stuff.

To Nolan’s credit, The Dark Knight feels like no other Batman film before it. The director has taken inspiration from elaborate crime epics like Heat and The Untouchables, and woven together a complex and sometimes impenetrable tale of criminals, cops, lawyers, lovers and… well, superheroes. The story sprawls and sprawls, until you really get the feeling these problems are beyond the scope of one hero, even if it is Batman. For the most part, the characters in these plots feel like people, rather than archetypes, which further grounds the film in a tangible reality. And finally, Gotham City no longer looks like Tim Burton’s backyard. The transformation was apparent in Batman Begins, but this time Nolan truly opens it up, placing the action firmly in the real world.

You’ve already heard about Heath Ledger‘s stunning performance as the Joker, and this is one time you can believe the hype. Ledger steals every minute that he’s onscreen, worming his way through a room, licking the most delicious bits of dialogue, rolling his black eyes at the very notion of goodness. What’s interesting about this incarnation of the character is that his insanity is played down. Ledger’s Joker is a cunning, manipulative monster who cares nothing about money (his speech about the economics of villainy is priceless), and he really doesn’t care much about Batman, either. He’s a man on a mission, conducting a vast social experiment, determined to expose the darkness in every man, woman and child. A recurrent theme is the lengths to which people will go to save their own skin, or the skin of someone they love.

The Dark Knight‘s secret weapon, however, is Harvey Dent, played by Aaron Eckhart. Anyone with a passing interest in Batman already knows that Gotham’s noble District Attorney will eventually become the hideously disfigured criminal Two Face. The screenwriters seem to be aware of this, and instead of rushing to the fateful moment, they spend most of the film showing us the righteous Harvey Dent. It’s a fascinating portrayal by Eckhart, who plays Dent as an aggressive personality with the slightest undercurrent of mania. It’s adds a bit of ambiguity to the character without pandering to the inevitable transformation that we know must take place.

Rachel Dawes, unfortunately, continues to be a prop for the other characters, but at least this time she’s played by Maggie Gyllenhaal, who is far more interesting to watch than her predecessor. Morgan Freeman and Michael Caine turn in wry, effective performances as Lucius Fox and Alfred the Butler, respectively.

And where, and where… is the Batman?

The Caped Crusader doesn’t get much as much screen time as you might expect. With so many characters and plot threads to follow, there simply isn’t time to dwell on every little problem, so we get Batman’s tribulations in broad strokes. He’s feeling overwhelmed, wonders if he’s doing more harm than good, and is still in love with Rachel. Christian Bale continues to be a commanding presence behind the cowl, and in at least one scene he was genuinely frightening. He works more closely with city officials this time, even as his role as Gotham’s guardian comes under fire. It’s all well done, but this is clearly an ensemble piece, and Batman’s personal storyline is one of the least compelling, perhaps because it’s the one thing we’ve seen before.

Now, about that troublesome third act. It’s like the inverse of everything that has come before it. The realistic milieu suddenly gives way to risible science fiction. Thoughtfully-written characters are inexplicably abandoned to improbable speeches, clarifying what their motivations are, just in case we missed it. The philosophical debate between Batman and his new nemesis completely fizzles in a scene that is unsatisfying on both a visceral and cogitative level. There is a much-debated sub-climax that is completely unnecessary from a dramatic point of view, and wastes a terrific set-up for the next movie. The speech that closes the film betrays, for the first time, the cheesier aspects of the source material.

The fact that the film survives these late derailments is a testimony to how good the rest of it really is. Nolan is pushing the bar for this kind of movie, and he deserves credit for getting so much of it right. The Dark Knight is thrilling entertainment, and I’ll be first in line when the next installment arrives.

An Additional Tangient, Totally Free of Charge:

Ladies and gentlemen, The Dark Knight spent the weekend shattering records, including that most coveted title: Highest-Grossing Opening of All Time!

Makes for a pretty great headline, eh? Too bad it’s a meaningless record. Hasn’t anyone noticed that, even as Hollywood tears its hair out over dwindling attendance, these mega-blockbusters seem to set new records pretty much every other summer? The last time this record was “broken” was the release of Spider-Man 3. That was last summer.

Every year, average ticket prices go up. As long as attendance doesn’t drop dramatically, new box-office records are assured. This is why studios don’t brag about how many tickets they’ve sold–they brag about how much money their movie has made. Why should we care how much money it’s made? It’s sleight-of-hand, folks. They want you to believe box office grosses = popularity = quality. Don’t buy it.