It’s no secret that, as Marvel has built up their cinematic universe, DC has struggled to figure out the best way to bring more of their characters outside of Batman and Superman to the big screen. Christopher Nolan’s Batman was a huge hit, but Nolan’s grounded approach (and his decision to keep his Batman’s arc self-contained to a trilogy) didn’t help with creating a launching pad for other characters. 2011’s Green Lantern was a dud, while Man of Steel at least had mixed reviews and a decent box office. With nowhere else to go, the studio decided to double down on Man of Steel‘s setup to help launch their own expanded universe. The end product? Batman v Superman: Dawn of Justice. The key word: product. With so much potentially riding on this one film’s success, Batman v Superman feels like a product of a creative team and a studio with more concern for launching a franchise than telling a solid story. While there’s plenty to like about what they ultimately came up with, there’s also plenty here that doesn’t work.

Nearly two years after the destruction of Metropolis during the climactic fight between Superman (Henry Cavill) and General Zod (Michael Shannon), the city has rebuilt itself, and Superman is widely hailed as a savior for mankind. But not everyone shares in this belief, and among the more noteworthy skeptics of Superman’s desire for good is Bruce Wayne (Ben Affleck), who witnessed the destruction of Metropolis from the ground. Under the guise of Batman, he’s looking for a way to stop the potential threat of Superman gone rogue. But he’s not the only one with some concerns. Also looking to take down Superman is Lex Luthor (Jesse Eisenberg), who doesn’t trust Superman’s ability to shrug off any sort of oversight. The conflict builds to a head, as Batman and Superman seem destined for a brutal fight.

Rather than spend countless paragraphs detailing what works and what doesn’t, because I could write about that until the next DCEU film comes out in August, here’s what works and what doesn’t in bullet form:

What Works:

• Ben Affleck’s take on Batman and Bruce Wayne. He’s playing both characters as older versions than we’ve seen before on-screen, and in that regard, Affleck is a great choice. He gives Wayne in particular a sense of world-weariness that suggests someone who’s grown cynical. He also makes Bruce Wayne seem like something more than just a cover for Batman; whether it’s drinking or sleeping with different women, there’s a sense that he enjoys the playboy persona on some level.
• The introduction of Wonder Woman. Gal Gadot pops up at different points throughout the film as both Diana Prince and Wonder Woman, and she adds some fun into the mix whenever she shows up. Her first scenes as Wonder Woman in particular are nothing short of awesome, a welcome addition of the character onto the big screen after 75 years.
• The fight scenes. If nothing else, Zack Snyder is an impressive visual director, and his approach to staging the fights is distinctive from other superhero films. There’s a grander sense of epic staging here than we normally see from Marvel films, in that regard.
• The setup for conflict between Batman and Superman. It’s not fleshed out well enough, and I’ll get to that momentarily, but there are enough suggestions for what divides Batman and Superman to seem plausible on some level. If nothing else, the story doesn’t settle for a clear-cut case of right and wrong between the two superheroes.

What Doesn’t Work:

• The story itself. Even with two and a half hours, there’s a lot crammed into this film. Some of the characters get lost in the shuffle, while others have their motivations shift randomly throughout. There’s also the obvious work going on to set up for the 2017 releases of Wonder Woman and Justice League, one of which works better than the other.
• Lois Lane. One of the great things about the character in Man of Steel is that she used her brain to figure out Clark Kent’s identity, and we saw the work she put into that. Here, she’s not exactly relegated to the sidelines. But she loses some of that intelligence, particularly in the film’s climax regarding a weapon that’s thrown aside. Her presence at all in the climax feels thrown in, and Lois seems less like an intelligent woman and more like a nearly superpowered being herself.
• Lex Luthor. Jesse Eisenberg’s performance isn’t awful, in and of itself. But his Lex has a set of tics that seem to shift depending on the situation. Sometimes, they’re in service of him being the smartest and most confident man in the room. Other times, they’re meant to showcase his own nervousness over different situations. He’s not a consistent character, and his motivations for taking down Superman also seem to shift. Is it because he has daddy issues? Is it because he wants to be more powerful than Superman? He can have any number of motivations, but they have to work together cohesively, and they don’t.
• Batman’s motivations. Like Lex, Batman seems to have multiple reasons for taking down Superman, which isn’t a problem. But there’s a lack of clarity to at least some of them. Some of his issues seem to be motivated by the destruction of Metropolis, but whether they come from a triggering of his issues from the deaths of his parents or something else isn’t made clear. There’s also something disturbing about his decision to take down Superman: at one point, he says, “He has the power to wipe out the human race. And if we think there’s even a one percent chance that he’s our enemy, we have to treat it as an absolute certainty.” That’s some Dick Cheney logic right there, coming from the mouth of Batman.
• Batman’s approach. Yes, this is a darker take on Batman, drawing inspiration from The Dark Knight Returns. That story works as a (non-canonical) comic. But while the idea of a more seasoned, even weathered Batman works, that version of Batman may not be a great choice for his first appearance in a broader cinematic universe. This is a violent Batman, with no qualms about using deadly force or guns, who’s taken to branding his targets knowing full well that they will be targets of violence in prison. And this is the character who is supposed to have the moral high ground? Like with other aspects of the film, there are parts of this that work, but it’s taken to an extreme that makes it hard to see this guy as a hero.
• Superman’s motivations. Also muddled. As Man of Steel showed, this isn’t a Superman who was raised by Jonathan and Martha Kent to be a hero, even if he’s not in a costume or using his powers. That worked in the first film, since it was set up as being a key difference between the Kents and Jor-El. Here, though, it’s clear that he hasn’t figured anything out in the past two years, outside of his love for Lois. He’s ignorant to the fact that not everyone approves of his methods, which seem to prioritize Lois over anyone else, and for a large part of the film, he’s unwilling to listen, either. It’s hard to buy him as a hero when he seems oblivious to all of this.
• Setting up the Justice League. Look, just with the inclusion of Wonder Woman (and that still-ridiculous subtitle on the film), clearly the Justice League was going to get some sort of setup. But the way it’s handled brings the film to a screeching halt just as it’s entering the climactic battle hinted at in the title.
• The actual conflict between Batman and Superman (and Lex). I’m not talking about the brutal fight between Batman and Superman, which is as grand and epic (and yes, violent) as fans would want. But the threads of conflict that run throughout the film are brought to an abrupt halt, both when the fight turns physical and how that fight ultimately comes to an end. With the latter, it’s done in a way that technically works on some level, but still could use more substance.

What’s more frustrating is knowing that some diehard fans are going to attempt to rationalize every little thing that critics may consider “wrong” with this film. They’ll cite examples of comic books doing similar things, even if those examples are non-canonical (see: anything referencing The Dark Knight Returns) or not core elements of the characters (see: anyone referring to Batman using guns when he was first introduced). I get that Batman and Superman, and their related characters, are among the most popular comic book characters of all time. But the way this film works, the only way to explain some of their decisions requires a knowledge of comic book history that most general audiences will not get. These blockbuster films aren’t meant for hardcore fans, because even if those fans buy tickets to every showing for the next month, they alone wouldn’t be able to generate a profit for this film. Films like this need to be accessible for all audiences, with a possible assumption that they’ve at least seen Man of Steel in this case. On a purely narrative level, Batman v Superman: Dawn of Justice is far too stuffed, even going over two and a half hours, to make sense. I don’t know if the pending director’s cut will fix many (or any) of these issues, but at a certain point, it doesn’t matter.

Look, even if the second list is longer, there’s still plenty to enjoy while watching Batman v Superman. My concern with this film for the past few years, though, was that Warner Bros. wanted to do so much with this one film to set up their larger DC universe. As it turns out, that’s one of many issues the film has, and it’s one of the more glaring issues at that. Within the last decade, we’ve seen this approach fail, from Iron Man 2 to The Amazing Spider-Man 2. These films that have to double as setting up other franchises don’t turn out well, because they’re stretched beyond their natural limits as cohesive films. Add to that a sometimes relentless sense of darkness, and some questionable choices, and you have a mess on your hands.

Batman v Superman: Dawn of Justice • Rating: PG-13 (for intense sequences of violence and action throughout, and some sensuality) • Runtime: 151 minutes • Genre: Action • Cast: Ben Affleck, Henry Cavill, Amy Adams, Jesse Eisenberg, Diane Lane, Laurence Fishburne, Jeremy Irons, Holly Hunter, Gal Gadot • Director: Zack Snyder • Writers: Chris Terrio, David S. Goyer • Distributor: Warner Bros.