Batman has problems. His woman is with another man. The part-time crime-fighting gig is a bitch. And, by cleaning up the streets, he's inadvertently cleared the way for a baddie out to bring anarchy to Gotham — and, even worse, completely hijack his new movie.

That baddie would be the Joker, a psychotic anarchist who just wants to watch the world burn. Vividly brought to life by an unhinged Heath Ledger, his caked-on makeup looking more like warpaint than a mask, the solitary man easily dominates a 150-minute, $150-million spectacle, regardless of real life's interference. And all it takes is a look — a sequence where the crazed villain hangs out of a moving police car, his head flailing about, his wild eyes raised skywards, feels more dangerous than any of the white-knuckle stunts, titanic explosions or high-speed chases.

He even blinks scary. And when armed with an arsenal of freakish mannerisms, especially that darting reptilian tongue licking those scarred cheeks, and menacing "why so serious?" catchphrase, the actor makes the Jack Nicholson Joker seem like a senile Santa Claus.

But it's not all Ledger. By ignoring the agent of chaos' back story — he simply bursts into the film in full off-his-head glory — writer-director Chris Nolan has made the character an unknown entity, unpredictable and even more dangerous. A typically smart move from the man who crafted the intricate 'Memento' and 'The Prestige', even if he clearly doesn’t know that sequels are supposed to suck. Audiences expect a superhero sequel to have more of everything than its predecessor, but with more adversaries performing more computer generated stunts there's less time to develop actual characters to root for.

It's a problem Nolan sidesteps by treating 'The Dark Knight' as a noir crime drama in the vein of Michael Mann's 'Heat'. With the caped crusader's origin story ticked off in 'Batman Begins', he can dive straight into a complex plot involving the mafia, new District Attorney Harvey Dent and that ferocious clown, without neglecting our anti-hero's inner turmoil.

If anything, Nolan the writer dives too deep. The inventive action sequences are riveting, Bruce Wayne's contemplation of his vigilante hero-or-villain status avoids the lame pop psychology of 'Spider-Man', but this high-speed chase of a film is just 15 minutes (or one ultimately unnecessary subplot) too long.

Nolan the director doesn't put a foot wrong, his actors setting new standards for a comic book adaptation. Christian Bale effortlessly slides between Wayne's playboy persona and the brooding, conflicted Batman, battling to fight The Joker within his own set of rules. Aaron Eckhart glows with that Robert Redford all-American-hero image as the city's legal crusader, Dent, but there's an ominous edge to his performance that subtly keeps reminding of what he is to become. Maggie Gyllenhaal, as love interest Rachel Dawes, completely re-imagines Katie Holmes' insipid damsel in distress as a strong-willed, independent woman. And although Gary Oldman, Michael Caine and Morgan Freeman are underused, all are integral to the dark, menacing world of Nolan's masterpiece.

Certainly, at the conclusion of 'The Dark Knight', Batman's still got problems. But at least he's no longer making movies like 'Batman and Robin' — or being arrested on assault charges.