Bane (Tom Hardy, right) battles Batman (Christian Bale) in the concluding installment of Christopher Nolan’s Dark Knight trilogy.

It’s the Batman movie we need, though whether it’s the one we want depends on what one expects.

Director Christopher Nolan co-writes once more with his brother Jonathan (Memento and the past two Bat-movies), taking the audience into some unexpected places as they wrap up their take on the character’s mythos, throwing us some curveballs and taking some chances with time-worn characters that pay off in spades.

Believe it or not, the story is darker and more than what’s come before, a tale bordering on apocalyptic, full of twists that will not be revealed here. The minimum is this: The story takes place eight years after the events of The Dark Knight, which ended with Batman taking the fall for District Attorney Harvey Dent’s crimes committed as Two-Face, so that Dent’s legacy would endure and the criminals put away by him would stay locked up. Batman hasn’t been seen since, and Bruce Wayne (Christian Bale) has become a recluse.

Events conspire to change this: Cat burglar Selina Kyle (Anne Hathaway) begins making waves in Gotham City just before the arrival of Bane (Tom Hardy), a vicious masked terrorist with a plan to tear the city apart in every sense of the word. Wayne, a battle-scarred shadow of his former self, must return to the streets to assist old friend Commissioner Gordon (Gary Oldman) and idealistic cop John Blake (Joseph Gordon-Levitt) in pulling Gotham back from the edge of destruction.

It’s no surprise that Nolan expressed hesitation in returning for one final installment; The Dark Knight delivered an epic tale of crime fighters vs. corruption on an almost Shakespearean scale, masquerading as a comic book flick and brandishing a villain for the ages in the form of the late Heath Ledger’s unforgettable performance as the Joker.

That film’s ending left only one direction for the narrative to go, and the Brothers Nolan fearlessly head down a bleak but redemptive path. The Dark Knight Rises knows better than to compete with its predecessor, opting instead to tell its tale on its own terms and tying the series together by referring back to Batman Begins more than anything else. (It’s almost a direct sequel to it.)

Where the theme of Begins was fear and The Dark Knight‘s was chaos, The Dark Knight Rises is about pain — mental and physical — and the Nolans put Bruce through plenty of it. Approaching middle age, hair streaked with grey, and walking with a cane thanks to the injuries sustained throughout his vigilante career, Bruce still pines for the love he lost in Dark Knight. As Alfred (Michael Caine) points out, he’s alive but he’s not living. He’s put through the wringer, and its the kind of dark, transformative journey we’re not used to seeing in such pulpy material, and Bale — who’s been there before in Breaking Dawn, The Machinist, The Fighter, and others — carries the weight of vulnerability and rebirth with aplomb, and finds the unexplored aspects of a familiar character.

As his nemesis Bane, Hardy also gives a powerful performance. Though not as flamboyant as the Joker, Bane is nevertheless an imposing, fearful figure, a Bond villain’s mind in a Bond henchman’s body and bearing a Vader-esque aura of remorseless evil, he’s an extremist driven by belief and a force to be reckoned with. His face hidden behind a mask like a mechanical maw, his performance is all physicality and silken voice (shades of The Road Warrior‘s Humungus).

As Catwoman, Hathaway matches the chops delivered by Michelle Pfieffer in Batman Returns, though her outfit is far less kinky and she plays it more femme fatale than vamp. It’s a much more realistic take on the character, and Hathaway manages to capture all the elements of a girl who’s equal parts good and bad, and as much of a survivor as Wayne is.

The rest of cast delivers as well, with Caine, Oldman, and Morgan Freeman returning in fine form, plus Gordon-Levitt’s notable turn as the enigmatic Blake and Marion Cotillard (Inception) as Miranda Tate, a possible love interest/savior for Wayne.

Nolan and company have created an appropriate and satisfying conclusion for their arc, a definitive end for the trilogy but not the franchise. Pity the poor bastard who has to follow in their footsteps — he or she will have some big shoes to fill.