Better story, Better acting (minus Anne Hathaway and Oldman), Better voice acting, better special effects. To me, TDKR was a good movie but same song and dance when it comes to Batman. Villain wants to drag Gotham into crime, Batman overcomes himself to prepare for the final showdown, it was good but imo, it didn't leave me with the same feeling Spider-man or Avengers did. TDK was better than Rises so I can't get overly excited about a finale not living up to it's predecessor . I will be buying all 3 of these blockbusters on Blu Ray, I am just saying for the anticipation, I felt it wasn't the best movie of the year.