Pros:
- Heath Ledger makes the film, period. His performance is better than the hype. This is one that folks are gonna be talking about for a while. Batman gets a worthy villain, and he alone elevates the film way past Batman Begins.
- Despite the greatness of his performance, he doesn't "steal" the film per se. Bale is clearly having a good time, Eckhart does a terrific job with a role that could've easily become corny, and...
- THE RACHEL DAWES SHIT DIDN'T SUCK! Saints be praised. Put a good actress on your screen, and good things happen.
- This film is much more fun than the first. The theater laughed many times, in all the right places. They cheered for the action. They gasped aloud at the appropriate times. It's very fun, and should be a hit of bigger proportions than any of us expect imo.
- While the film is violent, I was relieved that some of the more grotesque violence was left implied. It's extremely intense, and the Joker is quite sadistic, but you never get close to R-rated violence. In fact, the film is mostly bloodless to my recollection.
- Did I mention how terrific Heath Ledger is?

Cons:
- The film is too long, by about 15 minutes. I definitely would've cut a trip to Hong Kong which feels out of place--while the sequence is cool, at the end of the film I was wishing they'd jiggered with the plot a bit in order to cut it in favor of having a more streamlined film. Also in terms of length...
- There are far too many speeches in this film, speeches about what a hero is, what the world needs a hero to be, blah blah blah. I found them gratuitous, and after awhile I was rolling my eyes like I do whenever Aunt May talks about similar subject matter in the Spider-Man flicks. The ground has been covered in the flick, and is plenty clear to an intelligent audience member (even an average audience member)-- we don't need multiple corny speeches on the matter.
- I'm still wishy-washy on Bale's Growl Voice. It's fine when he's trying to intimidate, but when he's delivering sappy speeches on what a hero should be in this city, I wanted so badly to give him a throat lozenge.
- *SLIGHT SPOILER, SO DO NOT READ* They need to not recast the Joker. They need to find a way to let him go into the night. It's a shame, but no one's gonna top that. No one. *SPOILER OVER*


Conclusion:
Dope flick. Best Batman flick. Legendary Ledger performance. Right now, I'd put it at #2 or #3 on the best comic films of all time. Maybe it doesn't match the hype, but Ledger certainly does, it'll be a colossal moneymaker, and it's a good time at the theater.