pros: beautiful cinematography. fantastic fight & explosion scenes. great performances by the cast as they were written. cons: ledger's "ticks" & voice inflections were distracting. movie was too long. not enough story from lulls in script i was incredibly anxious to see this after LOVING the first installment & left bitterly disappointed. the audience in my sold-out theater wasn't cheering or "high-fiving" on leaving this one either as they were with similar films