Saw the midnight showing, so I was inclined to want to like the film a lot. I'd offer the 1st act is a little shaky once we get to Leonidas as the adult king of Sparta. Some of the dialogue delivered by Gerard Butler seemed like he was trying to fight a lisp while delivering the words with the accent he choose for Leonidas. The mid-section of the film is the visually fun part of the film, with the crew of 300 Spartans doing what they do best, but scenes back in Sparta play woefully flat and uninteresting, it was like they dropped in some soap opera set in this time period, and the direction in Sparta was underwhelming. Director Zack Snyder is good visually with the backdrops, but not so good with actors and the dialogue delivery. That being said, some of the comic relief feels a little too contemporary, but it was still welcomed given all the carnage on display in this film. The last act fell a little flat to me too, there's this missed opportunity in the resolution that should have been much more inspirational in light of the odds faced by the 300, but it just doesn't quite hit the right notes for me. So overall, it could have been great, but it's okay. Visually, it's sort of appealing, but there's just not enough foundation of a real world to support the veneer of Sparta or the chosen place of battle by the Spartans. I never felt like I was transported to this world, but merely was a passive viewer of the events that unfolded. Definitely check it out for a matinee price, or if you have one of those moviecash tickets from the Best Buy-300 promo last week. I give it 2.75 stars, or a grade of B-.