So, here's the 5 biggest problems I have with the movie.
5. What the hell is Scarecrow doing in this movie? He seems to be thrown in so randomly. It was a well-written and interesting character in the first one, and now he's thrown in in a way that only seems like the second scene with the first one explaining it somehow on the cutting room floor. It's basically "How do we give a wink and a nod to people who liked the first one? Well Scarecrow's still alive, let's throw him in a parking lot small-batch drug deal that Batman busts up. I'm sure no one will wonder what he's doing there, or why Batman is interested in this one small nickel-and-dime deal then goes back to fighting roving painted lunatics."
I mean, for all the sense of having him in the scene, he might as well have gotten out of the van and said "It's the Scarecrow. With my friends Huckleberry Finn, Don Quixote and Buffy the Vampire Slayer. Now, do you want this dimebag?"
4. All that running around must make him breathless. Enough already with Bruce Wayne / Batman heavy breathing. Is he a superhero or a phone sex operator?
3. Joker's motivations (or lack thereof). I guess having a villain who isn't doing it for any REASON... someone who's just flat-out maniacal, is a little different. Though as an audience member you still feel a bit cheated by not having a rationale. But you can't really simultaneously be calculating but without a purpose, mad but organized, interested only in chaos yet trying to protect yourself... In Silence of the Lambs, you don't see Buffalo Bill being concerned with how he's going to make his house payments, it just makes for a more confusing character, not a deeper one. And hell even he had reasons, even if they were carnal. Hell, Nicholson's Joker was maniacal, but if you're gonna be insane you should be at least a little sloppy.
2. Maggie Gyllenhaal just seems bored. She acts the same around her life long love as she does Commissioner Gordon as she does the Joker. She seems disinterested and devoid of emotion. Great movie heroines, you can tell what their thoughts and hopes and emotions are even if you had the sound off. Here, you can't even tell what she wants. Ingrid Bergman could have single-handedly ruined Casablanca if she'd been this blank throughout.
1. The end of Batman Begins
Ra's al Ghul: Have you finally learned to do what is necessary?
Bruce Wayne: I won't kill you, but I don't have to save you.
How are you going to have Dark Knight be about whether Batman's willing to off a baddie if he's already made that decision in the first one?