I am reviewing this movie as someone who is not a big fan of the comic movie genre and who has only seen half of the previous Batman movies. I went because a friend wanted to go and because I enjoyed some of Heath Ledger's earlier movies and wanted to see his performance. The movie is very dark, somewhat depressing and violent with a lot of guns and fist-fighting. I would not take children under 12; there were some in the theatre who started crying. It does not have a typical happy-ending resolution (apparently leaving things open for more movies to come). The special effects and cinematography are completely mind-blowing, though I found the style a little irritating. I got vertigo from a few of the camera angles that panned rapidly and sharply. Some of the scenes were so dark it was hard to tell exactly what was happening, and they used a very rapid-fire editing style (especially in the fight scenes, which were numerous) that resulted in basically just quick flashes of action that you couldn't see long enough to really tell who was punching who. This may have been intentional on the director's part to heighten the anxiety (or to minimize the violence by blurring it by). The movie was long but went by really fast because it is just so jam-packed with action and suspense. In fact, we thought maybe a little too much action and we were wishing for a quieter scene so we could take a break from the high-anxiety. There is a LOT going on with several sub-plots and trying to keep up with who the good guys are and who the bad guys are requires concentration. Go to the restroom before the show - you don't want to miss anything. The other batman movies (that I've seen) felt more stylized like a comic book... this one feels horrifyingly real-life and some of the themes and situations are disturbing and will make you think. Regarding the acting, Christian Bale did fine but I didn't think he had much real acting to do... most of the time he is wearing the Batman suit and it could be anyone under there. I didn't know Morgan Freeman and Michael Caine were in it before I went, so that was a nice treat though Freeman doesn't a have large role. They both gave respectable performances. Oldman and Eckhart were excellent as well. I didn't care for Maggie Gyllenhaal as the love-interest Rachel. She seemed much younger and less sophisticated than the two men who both supposedly wanted her (Batman and the D.A. played by Eckhart) and I didn't feel any chemistry between her and Batman. That said, Heath Ledger was just superb. He stole the movie in my opinion and it is worth seeing just for his performance alone. I found his Joker both terrifying and fascinating at the same time and he is by far the most interesting character even though he is hard to watch at times; I was horrified but couldn't look away because I wanted to see what he was going to do next. Heath probably will probably an Oscar as Michael Caine predicted - it's well-deserved and I'm sad that we won't see him in any more movies. Some people were laughing at a few of his Joker scenes. Although I may have smiled once or twice he was just too tortured and insane to be amusing to me. I'm glad I saw it but I'm not sure I would buy it because it's not the kind of movie I could watch over and over. I would probably watch it again if it came on cable just to see Heath's performance again.