Batman Begins accomplishes what Tim Burton’s Batman, Joel Schumacher’s Batman, and George Lucas’ Star Wars: Episode III should have accomplished – all at the same time.

As its title suggests, Batman Begins is largely a story about the origin of Batman. George Lucas unconvincingly told us of origin of Darth Vader in the midst of a bunch of explosions and zooming space crafts. Christopher Nolan manages to tell an effective story of the origin of Batman in the midst of a bunch of explosions and a zooming Batcar, and then tells an engaging narrative story and thematic story on top of it all.

Throughout the story, Batman Begins takes time to explain the physical and emotional development of Bruce Wayne into Batman. How did this rich guy become such a good fighter? Why would a millionaire care about being a super hero anyway? Why a bat? When and how did he get a massive underground facility for all his work? Why is Gotham city full of psychotic criminals? All these question and more that you might take for granted when watching or reading Batman comics are answered with surprising credibility.

While answering all these questions, Batman Begins also presents us with masterfully woven stories that are all intertwined with the same thread – fear. As Bruce Wayne learns to overcome fear we are introduced to the Dark Knights’ first arch-nemesis in Scarecrow. Appropriately, a villain who uses fear to control others. With the help of a scientist (Morgan Freeman), a rare honest cop, Detective Gordon (Gary Oldman), and the ever faithful Alfred (Michael Caine), Batman finds a way to save Gotham City from Scarecrow, as well as other villains with larger plans.

Considering she’s really the only female character, you can tell the screenwriters thought about how they were going to portray Bruce’s romantic interest, Rachel Dawes (Katie Holmes). The young girl is a surprisingly powerful attorney, and one of the most feared by the bad guys. Katie Holmes? Pssh. She couldn’t harm a fly. She still does become the damsel in distress, though. For all her political influence, however, Rachel is still a terribly bland character, and still feels like a tacked on sidestory for the sake of the mandatory romantic tension. Batman Begins would have been better off completely without it. Spider-Man 2 was much more effective in its use of the romantic storyline.

Begins also suffers from its descent into traditional comic book chaos in the third act, as big budget explosions and actions-sequences take the lead. Though it’s appropriate that all the action take place at night, some scenes are so dark, it’s hard to make out what’s going one. The occasional obscurity is perhaps the film’s only flaws on the visual level, however.

Batman Begins’ composition is phenomenal. Painted in dark yellows, browns and blacks, Begins constantly emits a dark, natural, and stunningly beautiful picture. The emphasis on natural colors are appropriate considering the very natural feel of Nolan’s Batman. In contrast to the romantically gothic feel of Burton’s Batman and the modern neon tone of Schumacher’s, Nolan’s Batman is by far the most realistic of the group. The look and feel of Batman’s costume, for example, is that of something that’s actually plausible. The cape actually allows him to glide and the car – comparable to a mini-tank – is something we can understand. Nolan convinces us that this Batman really could be out there somewhere.

Bruce Wayne is likewise a believable character. We see the sense of good will that has been embedded into him from his parents and the passion that he has developed after the loss of his parents, creating his desire to make Gotham city a safe place again. We sense the character and determination he has, both through his self-discipline and acute moral sense. Taught to overcome fear by a rather Qui-Gon-esque Ducard (Liam Neeson), we understand how he has become the person he is. We actually believe that he’s a superhero and that’s an important aspect of the superhero story that many miss.

Batman manages to conquer Scarecrow and his fear tactics, but he also conquers himself, and any fears that he has about the world. Isn’t that what being a superhero is about, after all?