I thought it was good, but not nearly as great as others seem to find it. I'd say the two biggest drawbacks that kept me from loving it were an emotional disconnect from everything that was happening, and the believability of the world.

To deal with the second issue first, the film paints perhaps the most realistic take on a super-hero's world yet. The film has a gritty, real world quality... and I found that somewhat distracting, as it caused me to apply real world logic to the whole thing. Plus, when you strip enough of the mythic away, the idea of regular police officers teaming up with a guy in a bat suit is pretty damn silly.

As for the first criticism, it's simply not a movie that is easy to warm up to. The only characters I have any real affection for are Alfred, Lucius and Gordon. While I didn't actively dislike Rachel in this movie as I did in the first, I was mostly indifferent to her, making the quasi-love triangle more of an exercise in plotting than anything else.

That said, it was an entertaining adventure. The plot has many elements that you could pick at, but is engrossing enough to make them forgivable. The performances are all top notch, and Ledger really is quite interesting as the Joker. I may warm up to this one more once I see it again on video, as I ultimately did with "Batman Begins".