This time it’s Bane! And not the pussy Bane from Batman & Robin — this is the real Bane, the one who’s fully capable of outmatching Batman both physically and strategically. And also, Catwoman. Anne Hathaway as Catwoman! Now that is what I call casting.

This movie has a lot of stuff in it that should have been awesome. The conflict with Bane is as difficult and high-stakes as any superhero battle yet, and the way he takes over Gotham City and tears down its entire social order is frighteningly plausible, in a way that few supervillain plots ever are. This movie’s depiction of civilized society being systematically taken apart is seriously dark and frightening. So why is it that the film as a whole still feels kind of weak and mediocre?

Well first of all, there’s Hans Zimmer’s score, which may be his laziest one yet. A lot of important scenes are undercut by feeble and vacuous music. But that’s hardly a fatal shortcoming.

A more important shortcoming is that here we re-encounter our old friend from the first movie of the trilogy: the problem of bad guys who have no reason to be so bad. Just as Ra’s Al-Ghul in the first film has no plausible motivation to want to destroy a whole city, Bane has none here. He’s masterful at breaking down the city in ways that might well work in real life (if it were possible to plant that many explosives, which it’s not), but his explanation for why he wants to do this neither rings true nor makes sense, just as Ra’s Al-Ghul’s did not.

The second movie also had this issue, but it works there because the Joker is explicitly not rational in his goals. “I’m like a dog chasing cars! Wouldn’t know what to do with one if I caught it.” If you think this is a minor niggle in plot terms, well, look at what a drastic difference in quality there is between the Joker movie and the other two, and ask what else there is, in story terms, to create such a wide gap.

An even bigger problem is how this battle fits into the larger arc of Batman’s life. They made some really dubious and unfortunate choices here. At the beginning of the movie, Batman is retired. And has been for years, ever since the previous film! Because his body’s now too banged up. And at the end, he’s done for good, apparently. So what this trilogy has done is make it so that the three fights Batman took on in the three films are now the only three of his whole career! They’ve retroactively eliminated his entire ongoing presence as a crimefighter! How can they go on and on about what a symbol he is for the people of Gotham if he only comes out of the shadows three times, spread over a decade?

To add to this, there’s a pantsload of pseudopsychological nonsense about what state of mind he’s in, which leads to a split between him and the loyal Alfred. It doesn’t ring true in any way, and it doesn’t work. It’s cheap fake drama.

And this psycho-crap (which, as noted above, was also a problem in the first film) comes up again in the biggest unanswered question in the finale. Because Bane beats and severely injures batman the first time they meet, and when Batman is ready to face him again at the end, he doesn’t do anything different from what failed before! Some psychological change is the only reason we’re given for why he’s able to do better on a second try. It’s egregious bullshit that belongs in a second-rate sports movie. And I might add that the fight choreography is unimaginative and unimpressive throughout. Neither character seems especially dangerous or unbeatable.

Something has to be said about the movie addresses the issues of class war. In his plan to tear down the city, Bane makes much of the privilege and corruption enjoyed by the few, and uses the rhetoric of commies and socialists. He never actually says “ninety-nine percent”, but he’s clearly speaking the language of the Occupy movement and its ilk. In past films, when they’ve seemed to put what some took as a conservative spin on issues such as terrorism, there was always a sense of nuance, a balanced view. This time... that wasn’t quite there. It’s clear enough that Bane’s socialist rhetoric is nothing but a line of bullshit serving an agenda having nothing to do with The People, but if you want to take that as a commentary on socialist rhetoric in general, this movie won’t get in your way. No other side of the discussion is raised.

All that said, though, the production values of the film are impressive, and aside from the above issues, the plotting is mostly excellent. Performances by most of the principals are good and solid. Thomas Hardy is scary and charismatic as Bane; I just wish he were bigger. (They had to give him elevator boots just to match Christian Bale’s height.) And that his voice sounded a bit more believable as coming from behind a breathing mask. Bale’s performance in the lead is somewhat better than last time, and Hathaway as Catwoman rocks pretty well, in a flattish sort of way, though she’s an actress who normally does better in lighter or more humorous roles. And the big opening action sequence on an airplane... wow. It’s doubly amazing when you learn they did it for real, without CGI. Add it all up and despite my complaints, this is still definitely above average as a comic book action film. The one real weak point, action-wise, is how Batman fights.

There is a lot to enjoy in this film. A hell of a lot. I just wish it cohered better into a story that works. And I wish the trilogy as a whole had been more consistent in quality. It reminds me of an Oreo cookie — not in the sense of the middle being less dark, but in the sense that the center portion is the only part I really want to consume, while the outer bits, though they’re maybe sort of tasty, are essentially disposable and unimportant.