THE VOICE OF CHICAGO'S GAY, LESBIAN, BI, TRANS AND QUEER COMMUNITY SINCE 1985

But as Meryl Streep exclaimed in a particularly amusing moment in Death Becomes Her, 'Now a warning?!' Yes—even as you take in the dark delights that director and co-screenwriter Christopher Nolan ( along with brother Jonathan ) has cooked up—be aware that this blockbuster is one that comes with a price. Transformers was kid stuff. The Dark Knight is for adults. It's much grittier, tougher and more muscular than scores of other action pictures. And it's also meaner, more unsettling and just plain creepy. There's exhilaration in the spectacular action set pieces, to be sure, but Nolan doesn't allow his audience to savor them, he moves quickly and emotionally past them. The result is a movie that is as pitch black as its title. It's a film that works on you psychologically at the same time as its ramping up your senses and is as much of a downer as it is a thrill ride—a risky combination that Nolan is able to pull off thanks to the tremendous performance by the late Heath Ledger as the villainous Joker. Like Iron Man, another great epic thrill ride, the movie is elevated that much higher by great acting—in this case, Ledger's.

The film begins where Batman Begins left off. The Joker's calling card, left as a warning to the Gotham City police, leads to a daring and brutal bank robbery in broad daylight. Ripping off a bank filled with mob money is only the opening assault for the Joker, who goes on to commit ever more audacious crimes. In crime-infested Gotham City, a tussle over leadership of the rackets is going on while Batman/Bruce Wayne ( the brooding Christian Bale, who just gets hotter with every passing movie ) joins Lt. James Gordon ( Gary Oldman ) and Harvey Dent, the city's new district attorney ( Aaron Eckhardt ) . Dent also just happens to be hot and heavy with Bruce Wayne's unsung love interest, Rachel Dawes ( Maggie Gyllenhaal, taking over from Katie Holmes ) .

Having created the BatLair in the first installment, Bruce Wayne is now interested in utilizing the resources of Wayne Enterprises to come up with an arsenal of new high-tech Batgear ( including the spiffy new Batpod/motorcycle ) . Morgan Freeman returns as science and mechanical genius Lucius Fox, who modifies these nifty toys for Batman to take on the baddies. When it comes to fighting crime in Gotham City, however, no one seems to be sure who's really on the level and who's on the take, though it's clear that a Chinese businessman is deeply involved with the mob's money. The movie briefly shifts to Hong Kong ( which looks almost as breathtaking as Chicago, which hasn't look this good since The Fugitive ) , where Nolan stages one of the greatest, most jaw-dropping set pieces I've ever seen—and it happens in less than three minutes of screen time.

Nolan doesn't dawdle—he moves as quickly as The Caped Crusader in staging one action sequence after another. Most of these involve confrontations between Batman and the Joker and, later, the appearance of another Batman villain, Two-Face. As noted, Ledger does amazing, intricate work with this psychotic nutjob. Where Jack Nicholson was an over-the-top cartoon ( a fun one, to be sure ) , Ledger's Joker is funny in only perverse ways and is all the more terrifying because he has such tremendous vitality. Ledger employs a weird, baby Ratzo Rizzo-like Brooklynesque voice and relishes any chance to explain how he got his permanent leering rictus as he edges his knife along his intended victim's lips.

At times there are, as expected, homoerotic undercurrents in the character ( and in his confrontations with Batman ) and the messy clown makeup enhances this while adding to the unease of Ledger's fleshed-out performance. This is a sadomasochistic villain as dreamed up by David Lynch, and Ledger is so fun ( watch for the scene of him in drag in nurse's uniform ) , disturbing and twisted that his loss to the acting world is that much more pronounced. The rest of the cast do fine work ( especially Michael Caine, who returns as Bruce Wayne's nimble servant Alfred, and Eckhart ) but it's Ledger's picture all the way.

As the film enters its second half, some of the motives of the characters become a little muddled and the picture briefly goes a bit off the rails here and there ( the scenes focusing on the love triangle and its outcome especially ) but Nolan, whose dominate palette is midnight blue and brown, quickly races on ahead. The picture never really lets up—even when things get quiet the music is pulsating in the background and by the last scene I felt wrung out, my senses overloaded. I literally shook after the movie, and the unsteadiness had as much to do with the 'ride' I'd been taken on as the dark emotional journey.

The Dark Knight is a sinister epic and a rare achievement in cinema—it's a film that turns its pulp, comic-book source into complex and thrilling art for the masses.

Check out my archived reviews at www.windycitytimes.com or www.knightatthemovies.com . Readers can leave feedback at the latter Web site, where there is also ordering information on my book of collected film reviews, Knight at the Movies 2004-2006.