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[Note: this review is spoiler-free, and major plot points outside of the very beginning of the film are not mentioned.]

I'm a comic book fan, and for the last few years I've been anticipating the Watchmen movie with a mixture of hope and dread. When comic book movies are done well, they can be very good. When comic book movies are done badly, they can be very, very, very bad. Alan Moore and David Gibbons' Watchmen is a brilliant work of literature, filled with complex characterizations, layered themes, and some of the darkest and most poignant stories to hit the four-color page. I was afraid the film version would end up something like X-Men 3: The Last Stand, but with giant mechanical spiders. I was pleasantly surprised, and in the end walked out of the theater with a very different mixture of hope and dread: the mixture Moore and Gibbons wanted to instill in the reader in the first place.

I didn't see the movie on IMAX, or even in a particularly high-end theater. Anticipating the opening weekend crowds, I went to a low-budget cineplex in northern New Jersey for my first viewing of the movie. It has a dated set-up, with wonky film projectors (the kind that have to be properly aligned at the beginning of each viewing) and uneven sound systems with a tendency to pop in and out. More than once I heard one of the theater's subwoofers audibly crunch and crackle against the movie's bass track.

Despite these technical issues, I was sucked in by the experience, and I greatly look forward to seeing it again on an IMAX screen with a beefier, more modern sound rig. It will be interesting to see how repeat viewings influence the film's box office numbers. According to Box Office Mojo, Watchmen took in over $55 million over the weekend. It's a respectable number and was #1 on the charts, but it didn't exactly hit Dark Knight levels.

To really appreciate Watchmen, you need to understand the source material. It's not standalone popcorn fare like the Spider-man or X-Men movies, nor is it a standalone cinematic work like Batman Begins or The Dark Knight, based upon source material but wholly its own experience. No, Watchmen is a faithful adaptation of a literary work, and if you go into the theater expecting your typical "comic book movie," whether that's a summer blockbuster or a dramatic epic, you'll probably end up confused and disappointed.

Director Zack Snyder didn't take the story and turn it into his own work of art. Much like he did with 300, Snyder faithfully took the graphic novel and reproduced it, edited for time constraints, on the silver screen. If you're not familiar with Moore and Gibbons' graphic novel, then the movie based upon it can seem confusing, disjointed, and meandering. If you read the book (and you really should; Time includes it among its top 100 all-time novels. Not graphic novels. Not comic books. Novels.), then you'll be treated to a truly rewarding film that manages to do what a few years ago was considered practically impossible: successfully translate Moore's words and Gibbons' art into motion, color, and sound.

Even if you don't want to read the original book, you should still go into the theater prepared for a few things. First, it is not a kids' movie. The "comic book" its based upon is an extremely mature work of literature, and is only appropriate for adults. It is a hard R film, with explicit violence, sex, and a great deal of frontal nudity (mostly male, so heads up). Second, it is not an action movie. There are scenes of pretty darn exciting action, but they hardly drive the plot compared to the verbal interactions of the characters. In fact, the effectiveness and ineffectiveness of superheroism and violence is one of the main themes of the movie. Third, it does not take place "here" or "now." Watchmen offers an alternate history, which is presented through the film's fantastic (and dialog-free) opening credits. It's 1985, superheroes and the emergence of one particular superhuman radically changed the history of the past several decades, to the point that we won Vietnam and Richard Nixon is president in his fifth term.

Visually, Watchmen is fantastic. The cinematography and visual direction of the movie remains top-notch through the entire experience. Yes, Snyder employs some of the slow motion he used in 300 and some of the ultraviolence he used in the Dawn of the Dead remake, but they aren't relied heavily upon, and seldom feel out of place. Snyder worked very hard to reproduce the framing of the original novel's art in many of the scenes, and he does so without compromising any of the flow. The opening sequence in particular is worthy of note, as it distills a handful of flashbacks and references scattered across the novel into a gorgeous series of live tableaus that set the scene for the story. The end of World War II, JFK's assassination, Nixon's election, and other important historical points are all shown, set appropriately to Bob Dylan's "The Times They Are A-Changin'."

The movie's soundtrack is certainly vivid, but sometimes feels out of place. It alternates between "powerful" and "overblown," with some songs swelling to overcome the scene itself, turning the moment into an experience that feels a bit more operatic and far more farcical than Snyder probably intended. One particular scene featuring Leonard Cohen's "Hallelujah" felt uncomfortable as the action dragged on and the music blasted on.

The acting is uneven, but generally satisfying. Billy Cruddup gave a satisfyingly inhuman, detatched Dr. Manhattan, and Jeffrey Dean Morgan was masterful in depicting the Comedian as the very human monster he was meant to be. Patrick Wilson's Nite Owl II conveyed just the right mixture of wanderlust and regret, and Jackie Earle Haley was an excellent Rorschach, despite occasionally veering off into Christian Bale levels of gravely growling. Malin Ackerman provided some much-needed eye candy for the men, but her characterization of Silk Spectre II left much to be desired, and Matthew Goode's accent bounced around like a ping-pong ball as he chewed the scenery as Ozymandias. While not part of the main cast, Matt Frewer was a pleasant surprise as the retired, frightened supervillain Moloch.

Despite many cuts, the movie tops out at over 2 hours and 40 minutes. It certainly doesn't feel needlessly long, and at times even seems truncated. Indeed, Snyder cut a great deal from the theatrical release due to time constraints; the inevitable director's cut for the DVD release is rumored to be around four hours long, and the entire "Black Freighter" sub-story was given its own hour-long, straight-to-DVD animated feature. The Black Freighter story didn't have any direct bearing on the plot in the original novel, but it provided some important thematic juxtaposition with the events of the story. I haven't seen the Black Freighter film yet, but it's certainly on my list; I'm not sure how an hour-long descent into darkness and violence with Gerard Butler providing the narration could possibly be disappointing.

I won't give away the ending, but I will assuage the concerns of comic book purists. Yes, Snyder slightly changed the ending. No, he didn't undermine or otherwise take away from the original ending. The difference is mechanical, not thematic, and the essential concept (and the relevant scenes surrounding it) still stands.

Watchmen is hardly a perfect movie, but it is a complete success at what it sets out to do. Snyder took the original graphic novel and put it on the big screen with a relative minimum of changes, keeping the settings, characterizations, and tone of the story intact. Considering the massive mis-steps that every comic fan has feared inevitable over the last few years (and considering the utter failure of another Moore adaptation, the horribly butchered League of Extraordinary Gentleman), that Snyder managed to faithfully reproduce the novel can be seen as an act as amazing as any Dr. Manhattan could accomplish. It's not an easy film to get into, and it's not one that many non-comic fans will immediately understand and appreciate, but it's still a wholly satisfying experience. I intend to see it again on IMAX at first opportunity. For comic book fans, it's worthy of several viewings. For everyone else, it's worth at least one watch, and then a trip to the bookstore to read the original graphic novel.

— Will Greenwald